AURIS MINERALS LIMITED
ANNUAL REPORT
30 JUNE 2019
ABN 77 085 806 284
DIRECTORS
Neville Bassett
Brian Thomas
Craig Hall
Robert Martin
Non-Executive Chair
Non-Executive Director
Non-Executive Director
Non-Executive Director
CHIEF OPERATING OFFICER
Mike Hendriks
COMPANY SECRETARY
Mark Clements
AUSTRALIAN BUSINESS NUMBER
77 085 806 284
REGISTERED AND PRINCIPAL OFFICE
Level 3, 18 Richardson Street
West Perth, Western Australia 6005
PO Box 298
West Perth, Western Australia 6872
Telephone: (+61-8) 6109 4333
Email: general@aurisminerals.com.au
Website: www.aurisminerals.com.au
SHARE REGISTRY
Security Transfer Australia Pty Ltd
Alexandrea House
770 Canning Highway
Applecross, Western Australia 6153
Telephone (+61-8) 9315 2333
Facsimile: (+61-8) 9315 2233
Email: registrar@securitytransfer.com.au
Website: www.securitytransfer.com.au
AUDITORS
Greenwich & Co Audit Pty Ltd
Level 2, 267 St Georges Terrace
Perth, Western Australia 6000
SOLICITORS
Steinepreis Paganin
Level 4, The Read Buildings
16 Milligan Street
Perth, Western Australia 6000
AUSTRALIAN SECURITIES EXCHANGE
Level 40, Central Park
152-158 St Georges Terrace
Perth, Western Australia 6000
ASX CODES
Ordinary Shares: AUR
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CONTENTS
Chair’s Letter
Directors’ Report
Schedule of Mining Tenements
Corporate Governance Statement
Additional Shareholder Information
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cashflows
Notes to the Consolidated Financial Reports
Directors’ Declaration
Independent Auditor’s Review Report
3
5
34
36
46
49
50
51
52
53
54
79
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CHAIR’S LETTER
Dear Valued Shareholder,
I am pleased to present the Auris Minerals Annual Report for the financial year ended 30 June 2019 (“FY 2019”).
The 2019 financial year was another very busy period for Auris, reflected by the extensive body of exploration
work reported during the year. Our exploration efforts were underpinned by a commitment to sensibly rationalise
the Company’s tenement holdings and corporate cost base where possible, to ensure resources were deployed
towards extracting maximum value from our 1,520km² landholding in the Bryah Basin.
Upon reviewing the past 12 months one of the key takeaways from an exploration perspective was that our
technical team significantly improved their knowledge of this highly prospective and geologically complex region.
This has enabled our team to make well calculated decisions on exploration expenditure and future strategy.
Although an economic discovery has not yet been realised, our confidence in the Bryah Basin as an exploration
jurisdiction remains steadfast.
Further, I believe our shareholders can take great comfort from our excellent working relationships with the likes
of Sandfire Resources NL (ASX: SFR), and Sandfire’s ongoing support speaks to the underlying potential of our
tenement package. Sandfire have publicly stated that they are committed to continuing an aggressive
exploration programme in the Bryah Basin in search of the next copper discovery to support the DeGrussa Mill.
Some of the key highlights from the past 12 months have been summarised below:
Comprehensive drilling programmes completed across our portfolio comprising 83 air core holes for 7,328
metres, 17 RC holes for 3,924 metres, and four diamond holes for 1,302 metres;
Cu-Au geochemical soil anomalism defined at Cashman along the Karalundi trend;
Additional highly prospective new areas identified at the Feather Cap and Horseshoe Well Projects,
resulting from a comprehensive historical review;
As mentioned above, we continue to maintain a robust partnership with Sandfire Resources who have
spent in excess of $9.4m on the highly prospective JV Morck Well East and Doolgunna Projects since
commencement of the JV in February 2018;
Auris strengthened its exploration team with Matt Svensson appointed Exploration Manager in February
2019. In addition, two highly experience and successful consulting geologists were engaged to compile
historical data to further develop targets and advance our exploration programmes;
Auris completed $1m non-renounceable option entitlement issue which was fully underwritten by Pinnacle
Corporate Finance Ltd, providing the Company with added financial flexibility;
Auris received a $150,000 R&D grant for expenditure incurred during the previous financial year;
All costs, assets and tenure has been thoroughly reviewed. As part of this processes, seven tenements
were relinquished during the year;
A key result of the cost review has been bringing the “data base” management back in-house. A full review
of all data is in progress as Auris restructures this invaluable asset.
During the year Auris earned a 70% interest in the Cheroona JV tenements held with Northern Star
Resources (ASX: NST);
Auris has continued to implement a strong community engagement programme with the local people and
surrounding communities that we work in.
Although not reflected in the share price over the past 12 months, I am confident that Auris is now very well
positioned to achieve exploration success and my optimism is supported by the following:
High grade copper intersections have been reported at the Forrest – Wodger project, reinforcing the
prospectivity for a VHMS discovery in the area. It is important to note that these intersections are in
comparable lithologies to the WestGold Resources Limited’s (ASX: WGX) impressive Fortnum Gold and
Starlight VHMS intersections;
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CHAIR’S LETTER
We have renewed excitement for the Horseshoe Well and Milgun Project based on recently discovered
historical data which highlighted considerable gold potential. This area hosts unexplored ground for Cu-
Au VHMS with target stratigraphy undercover;
Continued aggressive exploration by JV partner Sandfire Resources on the prospective VMS Morck Well
and Doolgunna JV tenements;
The Cashman Project remains underexplored with known mineralisation hosted by the prospective
Karalundi Formation which hosts the high grade DeGrussa Cu-Au deposit. The recently announced Farm-
in with Sandfire Resources on the 100% owned tenements will fast track exploration in this area;
Our tenement package remains arguably one of the most prospective ground positions for gold and base
metal discoveries to be made in the Bryah Basin.
Finally, I would like to take this opportunity to thank all shareholders for their ongoing support over the past 12
months and our team looks forward to reporting regular updates on what is shaping to be another highly
productive year ahead.
Yours sincerely,
NEVILLE BASSETT
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DIRECTORS’ REPORT
The directors present their report together with the financial report of Auris Minerals Limited (the Company or
Auris), for the year ended 30 June 2019 and the auditor’s report thereon.
1.
Directors
The directors of the Company at any time during or since the end of the financial year are:
Name
Period of Directorship
Mr Neville Bassett – Non-Executive Chair
Appointed 20 April 2018
Mr Robert Martin – Non-Executive Director
Appointed 2 November 2016
Mr Brian Thomas – Non-Executive Director
Appointed 20 April 2018
Mr Craig Hall – Non-Executive Director
Appointed 1 August 2018
Ms Bronwyn Barnes – Non-Executive Director
Appointed 25 November 2016, held position of Non-
Executive Chair to 20 April 2018, Removed 1 August
2018
The qualifications, experience, interest in shares and options, and other directorships of the directors in office
at the date of this report and during the financial year are:
Current Directors
Neville Bassett
Non-Executive Chair
Experience and expertise
Mr Bassett is a Chartered Accountant specialising in corporate, financial
and management advisory services. He has been involved with numerous
public company listings and capital raisings. His involvement in the
corporate arena has also taken in mergers and acquisitions and includes
significant knowledge and exposure to the Australian financial markets. He
has a wealth of experience in matters pertaining to the Corporations Act,
ASX listing requirements, corporate taxation and finance. Mr Bassett is a
Fellow of Chartered Accountants Australia and New Zealand. He was a
Director/Councillor of the Royal Flying Doctor Service in Western Australia
for 26 years, serving 8 years as Chairman before his retirement in 2017. He
served 6 years as Western Operations representative on the National Board
of the Australian Council of the Royal Flying Doctor Service of Australia. Mr
Bassett was awarded a Member of the Order of Australia (AM) in the 2015
Australia Day Honours.
Interest in Shares and Options 1,100,000 ordinary shares and 4,275,000 options in Auris Minerals Limited.
Listed company directorships
in last three years
Currently a Non-Executive Director of Pointerra Limited (ASX: 3DP),
Metalsearch Ltd (ASX: MSE), Yowie Group Ltd (ASX: YOW) and
Pharmaust Australia Ltd (ASX: PAA). Previously a Non-Executive Director
of Quantify Technology Holdings Ltd, Longford Resources Ltd, Meteoric
Resources NL and Vector Resources Ltd.
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DIRECTORS’ REPORT
Robert Martin
Non-Executive Director
Experience and expertise
Mr Martin is a major shareholder in the Company and has extensive
experience in ASX listed companies.
Mr Martin is also a director and the largest private shareholder (22.8%) of
Bulletin Resources Limited (ASX: BNR).
Mr Martin played a key role in the BNR joint venture with Pantoro (ASX:
PNR) to establish the highly successful Halls Creek gold mine.
Interest in Shares and Options 31,151,486 ordinary shares and 25,219,762 options in Auris Minerals
Listed company directorships
in last three years
Limited and 2,000,000 performance rights expiring 22 November 2020.
Non-Executive Director of Bulletin Resources Limited (ASX: BNR)
Brian Thomas
Non-Executive Director
Experience and expertise
Mr Thomas is the principal of a corporate advisory practice working with
small to mid-market capitalisation companies in corporate finance, mergers
& acquisitions and investor relations. He has held both Executive and Non-
Executive Director roles with numerous ASX listed and unlisted companies
after an extensive career in the financial services sector in corporate
stockbroking, investment banking, funds management and banking. He has
more than 30 years of mining and exploration industry experience in a broad
range of commodities from precious and base metals, bulk and industrial
minerals, diamonds plus oil and gas.
Mr Thomas graduated from the University of Adelaide with a BSc in
Geology and Mineral Economics, the University of Western Australia
Business School with an MBA and the Securities Institute of Australia (now
FinSIA) with a Graduate Certificate in Applied Finance and Investment.
Interest in Shares and Options 4,000,000 options in Auris Minerals Limited.
Listed company directorships
in last three years
Mr Thomas is currently an Interim Non-Executive Director of Hardey
Resources. He was formerly a Non-Executive Director of Cougar Metals NL
(ASX: CGM) and Tempo Australia Ltd (ASX: TPP) as well as a Non-
Executive Director of Orinoco Gold Limited before becoming the, now
former, Non-Executive Chairman.
Craig Hall
Non-Executive Director
Experience and expertise
Mr Craig Hall is an experienced geologist with over 30 years of minerals
industry experience in exploration, development and production roles in a
range of commodities, principally precious and base metals. He has held a
variety of senior positions with mid-tier and junior sector resource
companies within Australia and overseas. He has previously consulted to
the minerals industry providing high quality exploration outcomes, on-site
mining support, expert reporting, project valuations and strategic advice to
companies
through an association with a well-respected Western
Australian resource consultancy. Until 6 August 2018, Mr Hall served as a
Non-Executive Director of Eclipse Metals Ltd (ASX: EPM) an Australian
exploration company focused on exploring the Northern Territory and
Queensland for uranium and manganese mineralisation.
Interest in Shares and Options 4,000,000 options in Auris Minerals Limited.
Listed company directorships
in last three years
Mr Hall is currently a Non-Executive Director of Horseshoe Metals Ltd (ASX:
HOR), Scorpion Minerals Ltd (ASX: SCN) and Target Energy Ltd (ASX:
TEX). Mr Hall was a Non-Executive Director of Eclipse Metals Ltd.
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DIRECTORS’ REPORT
Former Director
Bronwyn Barnes
Non-Executive Director – Removed 1 August 2018
Experience and expertise
Ms Barnes is a mining industry executive and consultant with over 23 years’
experience that includes, investor relations, stakeholder relations (including
Government relations), heritage and native title, corporate development
and strategic planning. Most recently she was Executive Chair of Windward
Resources Ltd where she oversaw the successful on market takeover of
Windward by Independence Group NL and before this spent 4 years as
deputy CEO of AMC Bauxite Ltd and 2 years as Managing Director of
Graynic Metals Pty Ltd. Ms Barnes has held positions both in the minerals
and energy sectors of the mining industry including, WMC, BHPB Nickel
West, Anaconda Nickel, Methanex Australia and Philips Petroleum
Australia.
Interest in Shares and Options 1,004,349 ordinary shares in Auris Minerals Limited.
Listed company directorships in
last three years
Ms Barnes is the Non-Executive Chair of Indiana Resources Limited (ASX:
IDA), a Non-Executive Director of MOD Resources Ltd (ASX: MOD) and
was formerly the Executive Chair of Windward Resources Ltd and Non-
Executive Director of JC International Ltd.
2.
Company Secretary
Mr Mark Clements holds the position of Company Secretary, being appointed on 2 July 2012. Mr Clements
gained a Bachelor of Commerce degree from the University of Western Australia. He is a Fellow of the Institute
of Chartered Accountants and a member of the Australian Institute of Company Directors and an affiliated
member of the Institute of Chartered Secretaries in Australia. Mr Clements currently holds the position of
Company Secretary for a number of publicly listed companies and has experience in corporate finance,
accounting and administration, capital raisings and ASX compliance and regulatory requirements.
3.
Directors’ Meetings
Formal meetings of the directors of the Company during the financial year are tabled as follows:
Director
Neville Bassett
Brian Thomas
Bronwyn Barnes
Craig Hall
Robert Martin
Meetings eligible to attend
Meetings attended
9
9
1
8
9
9
9
1
8
9
4.
Principal Activities and Review of Operations
Review of Financial Condition
The Group recorded a loss of $1,845,664 for the year ended 30 June 2019 (2018: loss of $1,317,036). The loss
includes an impairment adjustment for exploration and evaluation expenditure of $977,218 (2018: $364,813).
As at 30 June 2019, the Group had net working capital of $1,592,347 (2018: $4,292,433). The Group’s net asset
position was $20,275,321 (2018: $21,234,734).
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DIRECTORS’ REPORT
Exploration Highlights
Auris is primarily exploring for gold and high-grade copper-gold deposits in the highly prospective Bryah Basin
region of Western Australia.
Exploration activities undertaken during the 2019 financial year included:
Total of 83 air core holes for 7,328m, 17 RC holes for 3,924m and four diamond holes for 1,302.6m
completed at the Wodger and Forrest Prospects with mineralised zones remaining open at depth. Re-
interpretation of the Forrest Prospect indicated a northerly plunge with the drill programmes intersecting
primary copper mineralisation.
Detailed geological interpretations of the Bryah Basin completed.
Cashman soil sampling completed; results defined Cu-Au geochemical anomalies along Karalundi
Trend.
Feather Cap and Horseshoe Well Project reviews identify prospective target areas.
Extensive exploration completed by Sandfire within Morck Well JV ($9.4M to date) comprising Air Core,
RC and Diamond drilling, DHEM surveys, moving loop EM surveys and ground gravity surveys.
Summary of operational events subsequent to 2019 financial year included:
A total of 57 air core holes for 3,953 metres were completed to initially evaluate several historical and
recently generated geophysical and/or surface geochemical targets within the Cashman, Feather Cap
and Horseshoe Well Projects.
Auris reported that it had earned a 70% interest of Northern Star Cheroona Joint Venture.
Milgun (formerly part of Horseshoe Well) Project Review of historical data highlights gold potential within
E52/3248.
Application for exploration licence (ELA52/3740) of approximately 288km², located immediately to the
west of current tenement, E52/3248 which forms part of the Milgun Project.
Results received from air core drilling at Cashman, Feather Cap and Horseshoe Well Project, with
encouraging gold intersections received, including:
4 metres at 0.41g/t Au from 88 metres (CMAC0016); and
4 metres at 0.94g/t Au from 60 metres (WSAC0011).
Entered into a farm-in agreement with Sandfire Resources NL to advance exploration at the Company’s
Cashman Project.
Exploration Portfolio
With the recent Milgun tenement application Auris has consolidated a 1,520km² copper-gold exploration portfolio
in the Bryah Basin comprising seven well defined project areas – Forrest, Cashman, Feather Cap, Horseshoe
Well, Milgun, Morck Well and Doolgunna (see Figure 1 below).
In February 2018, Auris entered into a farm-in JV agreement with Sandfire Resources NL with respect to the
Morck Well East and Doolgunna Projects covering 442km². Subsequent to year end Auris entered into a second
farm-in JV agreement with Sandfire Resources NL with respect to its 100% owned Cashman tenements (ASX
release dated 20 September 2019).
Subsequent to the reporting period Auris earned a 70% interest in the Cheroona JV with Northern Star
Resources Limited (NST)(ASX: NST). In line with the Company’s broader exploration strategy, seven tenements
were relinquished during the reporting period due to the interpreted low potential of the tenements to host
economic mineralisation.
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DIRECTORS’ REPORT
Figure 1: Auris' copper-gold exploration tenement portfolio, with Sandfire (SFR), Northern Star (NSR), Fe Ltd and Gateway JV
areas indicated
Notes
1.
2.
3.
4.
5.
6.
7.
The Forrest Project tenements (Figure 1) have the following outside interests:
Subject to Farm-in Agreement with Sandfire Resources NL (ASX:SFR)
E52/1659, E52/1671 & P52/1494-6: Auris 80%; Fe Ltd 20% ((Fe Ltd (ASX:FEL) interest is free carried until a Decision
to Mine)
E52/1659, E52/1671 & P52/1493: Westgold Resources Ltd (ASX:WGX) own the gold rights over the Auris interest.
Doolgunna Project tenement E52/2438 – Subject to Farm-in Agreement with Sandfire Resources NL (ASX:SFR) (Figure 1)
The Morck Well JV Project tenements E52/1613, E51/1033, E52/1672 (Figure 1) (Auris 80%; Fe Ltd 20%)
The Cashman Project tenements E51/1391, E51/1837-38, (Figure 1) have the following outside interests:
The Cashman Project tenements E51/1053 and E51/1120 - Subject to Farm-in Agreement with Sandfire Resources NL
(ASX:SFR)
The Horseshoe Well Project tenement E52/3291 (Figure 1) has the following outside interests:
Auris 85%; Gateway Projects WA Pty Ltd (formerly OMNI Projects Pty Ltd )15% (Gateway Projectsfree carried until
a Decision to Mine)
Auris 70%; Northern Star 30% (ASX:NST)
The Milgun Project tenement E52/3248 (Figure 1) has the following outside interests:
Auris 85%; Gateway Projects WA Pty Ltd (formerly OMNI Projects Pty Ltd )15% (Gateway Projects free carried until
a Decision to Mine)
Exploration Strategy
Auris’ exploration strategy is summarised as follows:
Targeting the discovery of Gold and Copper-Gold deposits within the Company’s strategically positioned
tenement package in the Bryah Basin;
Committed to assessing new strategic project opportunities in line with the Company’s broader
exploration strategy as they arise;
Develop the best regional geological control possible (to provide context), by means of published maps,
airborne geophysics (magnetics, radiometrics & EM), ground gravity, lithogeochemical analysis and field
mapping;
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DIRECTORS’ REPORT
Commitment to drill exploration targets as soon as possible after definition or seek JV partners to commit
necessary exploration expenditure to fully explore targets;
Sell, JV or relinquish tenements that no longer fit with the company’s exploration strategy; and
Adhere to highest technical standards across all exploration activities.
Review of Operations
RC and Diamond Drilling at Forrest and Wodger Projects
An RC drill programme was completed during November / December 2018, with 17 holes drilled totalling 3,924
metres. The drilling programme at the Forrest Prospect was designed to provide further information down dip,
and to the north from previously returned RC and diamond drill intersections (see Figures 2 & 3 below).
Additionally, drilling was also completed to the south of the prospect to further define the geology and the extent
of mineralisation.
At the Wodger Prospect, drilling was designed to further define and extend mineralisation identified to date, and
to gain a better understanding of the geometry of mineralisation (see Figures 4 & 5). Significant Cu-Au results
from the drilling are listed in Table 1; (ASX Announcement dated 4 February 2019).
Table 1 – Forrest and Wodger Significant Results (≥0.5% Cu, ≥1g/t Au) – RC Drilling Nov/Dec 2018
Prospect
Hole
Number
Depth
From (m)
Depth To
(m)
Interval
(m)
Cu (%)
Au (g/t)
FORREST
FPRC023
including
FPRC024
including
FPRC025
including
FPRC027
including
FPRC029
including
and
and
38
47
12
15
120
166
167
194
202
233
234
276
293
294
298
308
48
48
16
16
124
171
168
198
208
237
236
290
309
295
299
309
10
1
4
1
*4
5
1
4
6
4
2
14
16
1
1
1
0.14
0.18
0.11
0.11
0.65
1.13
1.15
0.63
1.26
0.75
0.96
1.17
1.55
3.96
3.62
3.99
2.41
12.5
2.51
6.41
0.02
1.95
6.68
0.5
0.36
1.07
1.66
0.26
0.06
0.13
0.42
0.02
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DIRECTORS’ REPORT
Table 1 – Forrest and Wodger Significant Results (≥0.5% Cu, ≥1g/t Au) – RC Drilling Nov/Dec 2018
(continued)
Prospect
Hole
Number
Depth
From (m)
Depth To
(m)
Interval
(m)
Cu (%)
Au (g/t)
WODGER WDRC011
WDRC013
WDRC015
including
and
and
WDRC016
including
WDRC018
including
32
43
101
112
123
72
107
108
110
115
89
93
305
309
314
328
36
46
106
116
127
76
122
110
111
116
96
96
311
310
321
332
4
3
5
*4
4
4
15
2
1
1
7
3
6
1
7
4
1.07
0.89
1.13
0.51
1.11
0.51
3.36
6.24
4.5
7.87
1
1.48
2.8
8.28
1.05
0.55
<0.01
<0.01
0.03
0.49
0.4
0.32
1.86
1.03
21.5
0.36
0.04
0.04
1.51
5.74
0.66
0.04
The RC drilling identified north and northwest plunging mineralised zones at Forrest and Wodger Prospects
respectively. Diamond drilling was completed during March and April 2019, totalling four holes for 1,302.6
metres, (ASX Announcement dated 29 April 2019). Drilling tested the interpreted down-plunge extensions of
mineralisation as well as a Moving Loop EM (MLEM) anomaly to the south of Wodger. A source for the MLEM
anomaly at Wodger was not identified as a result of this drilling.
Drilling of the down plunge mineralisation returned further significant results which have been outlined in the
below Table 2:
Table 2 – Forrest and Wodger Significant Results (≥0.5% Cu, ≥1g/t Au) - Diamond Drilling Mar/Apr 2019
Prospect
FORREST
Hole
Number
Depth
From (m)
Depth To
(m)
Interval
(m)
Cu (%)
Au (g/t)
FPDD001
including
123
124
and
125.2
FPDD002
including
382
382
and
389.5
including
including
and
WODGER WRDD005
399
402
415.5
415.5
418
335
including
336.6
126.72
124.25
125.44
390.5
386
390.5
402.5
402.5
418.5
416
418.5
336.8
336.8
3.72
0.25
0.24
8.5
4
1
3.5
0.5
3
0.5
0.5
1.8
0.2
0.92
3.23
2.7
1.06
1.59
1.55
0.82
3.45
1.06
1.28
3.84
1.73
9.62
0.08
0.43
0.27
0.43
0.09
3.33
5.29
37
0.13
0.24
0.25
<0.01
0.1
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DIRECTORS’ REPORT
The diamond drilling programme confirmed the interpretation of northerly and north-westerly plunging controls
to mineralisation at Forrest and Wodger Prospects respectively which both remain open and require further
evaluation. Importantly, diamond drilling at the Forrest Prospect intersected the first fresh copper sulphides
associated with the revised northerly plunge.
Further exploration comprising geophysical surveys and/or diamond drilling is required to further evaluate the
mineralised plunges at depth.
Figure 2: Forrest Prospect Drill Hole Location Plan
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DIRECTORS’ REPORT
Figure 3: Forrest Prospect Longitudinal Projection
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Figure 4: Wodger Prospect Drill Hole Location Plan
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DIRECTORS’ REPORT
Figure 5: Wodger Prospect Longitudinal Projection
Forrest Project DHEM
Downhole EM (DHEM) surveying was completed on three diamond drill holes, (FPDD002, WDRCD020 and
WRDD005), during April 2019, and two RC drill holes (FPRC029 and FPRC031) during January 2019. Although
no significant anomalous DHEM responses have been identified, a subtle in-hole EM response was identified
within WRDD005, centred on the discrete, semi-massive zone of chalcopyrite mineralisation.
Forrest Project GAIP
Gradient array IP Surveys were completed covering the Forrest and Wodger Prospects during October 2018,
which provided further information regarding the geology and structure of the prospects. This will assist in future
targeting in the Forrest area.
New Copper and Gold Targets Identified Between Wodger and Big Billy
The completion of 83 air core holes for 7,328 metres during September 2018 (ASX announcement dated 5
December 2018) between the Wodger and Big Billy Prospects resulted in the definition of three new copper-
gold targets - Wodger North, Big Billy South and VTEM 12 (see Figure 6 below).
It was determined that additional air core drilling is required to further define the anomalism at the above targets.
It is also noted that the Westgold Resources Ltd (ASX:WGX) Starlight VHMS intersection is located 6 kilometres
north of the Forrest Project, which further highlights the potential of the Forrest – Big Billy trend (see below
Figure 7).
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DIRECTORS’ REPORT
Results have been outlined in the below Table 3:
Table 3 – Forrest Project Aircore Drilling - September 2018
Hole
Number
Depth
From (m)
Depth To
(m)
Interval
(m)
Cu (%)
Au (g/t)
Prospect
WODGER
NORTH
WRAC193
WRAC194
WRAC203
WRAC191
BIG BILLY WRAC165
WRAC161
WRAC160
WRAC155
WRAC154
WRAC182
VTEM 12
56
28
24
36
68
64
24
20
40
16
16
44
48
60
42(EOH)
32
48
76
68
28
28
44
20
20
52
55
0.18
0.29
0.13
0.52
0.12
0.22
0.80
0.20
4
14
8
12
8
4
4
8
4
4
4
8
7
1.63
1.02
0.98
0.49
0.60
0.5
Figure 6: Air core drill coverage of the Wodger-Big Billy Trend. New holes shown as pink triangles.
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Figure 7: Forrest Geology, Drilling and Geophysical Targets.
Detailed Geological Interpretations
A new geological interpretation of the western Bryah Basin, compiled at 1:100,000 (ASX announcement dated
17 July 2018), was complemented with a 1:25,000 scale compilation of the southern end of the Cashman Project
and eastern portion of the Forrest Project (see Figure 8). Several conceptual geological targets, including areas
of previously unmapped Karalundi and Narracoota Formation (prospective for copper-gold) were identified
during the interpretation process.
A detailed review of all historic prospects on the Cashman Project was subsequently completed.
Cashman Soil Sampling
Soil sampling within the Cashman Project completed during July/August 2018, comprised 3,938 samples
collected across the Karalundi Formation trend (including the basal unit of the Narracoota Formation) which
extends across the southern part of the project. The sample area was extended to ensure previously defined
VTEM targets were included (ASX announcement dated 27 July 2018). New Cu-Au geochemical anomalies
were defined along the Karalundi Trend.
Cashman Project Review
A review of all exploration work was completed, including 1:10,000 scale field mapping over prospective areas
in November 2018. Numerous magnetic and VTEM targets were identified along strike from the Orient Gossan,
often correlating with anomalous multi-element geochemistry.
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As a result, an Air Core drill programme was planned to identify the source of these anomalies. RC drilling was
also planned to follow up Moving Loop EM (MLEM) targets identified proximal to the Orient Project area.
A number of Cu-Au targets within the Micks Well area have been identified which historically have returned gold
in rock chips up to 24.2g/t Au. Historically this area has been explored for gold, with limited base metal analysis.
The geology of the area is prospective for Horseshoe Lights-style Cu-Au deposits and Mikhaburra/Durack-style
epigenetic gold mineralisation.
Figure 8: Geological Interpretation of the Cashman Project
Subsequent to the reporting period a programme of air core drilling was undertaken to test VTEM and magnetic
anomalism with tenement, E51/1120, (ASX Announcement dated 31 July 2019).
Sandfire Farm-in to Cashman Project
Subsequent to the reporting period (ASX release dated 20 September 2019), Auris reported that it had entered
into a farm-in agreement with Sandfire Resources NL with respect to its 100% owned Cashman tenements
E51/1120 and E51/1053 (outlined in purple in figure 8 above).
Under the terms of the Agreement, for Sandfire to earn 70% it must make a “Discovery” defined as a JORC
2012 compliant Mineral Resource of a minimum of 50,000t of contained copper (or metal equivalent), that has
greater than 50% in the Indicated classification, then Sandfire may thereafter complete a Feasibility Study on
that Discovery.
Sandfire must incur a minimum exploration expenditure of $1.2 million within the next 12 months on Auris’ 100%
owned Cashman Tenements E51/1053 and E51/1120 and issue Auris 30,000 fully paid ordinary Sandfire
shares. Auris is free-carried up to completion of the earn-in at which time a Joint Venture will be formed and
Auris may contribute in proportion to its JV interest.
Auris Earns 70% Interest in Cheroona Joint Venture with Northern Star
Subsequent to the reporting period (ASX release dated 23 July 2019), Auris advised that it had earned a 70%
interest in the Cheroona JV with Northern Star Resources Limited (NST)(ASX:NST). The Cheroona Project
tenement package comprises 3 tenements (E51/1391, E51/1837 and E51/1838) for a total of 35 graticular blocks
(outlined in red in figure 8 above).
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The farm-in agreement between NST and AUR was executed on 3 December 2013. AUR sole funded the initial
earn-in expenditure of $500,000 to earn 51% on 23 March 2016. It has now sole funded a further $800,000 to
earn an additional 19% interest, such that the Joint Venture interests are now AUR 70%; and NST 30%.
Feather Cap Review
The Feather Cap tenement package (formerly Morck Well West) covers the contact between the Narracoota
Formation mafic-ultramafic basalts and the Ravelstone Formation sedimentary rocks - the same stratigraphic
location as the Horseshoe Lights Cu-Au and Harmony Au deposits. Historical gold workings are located at
Wembley and Durack, with associated structures trending into Auris’ tenement package indicating that these
tenements are prospective for both orogenic gold and Horseshoe Lights style Cu-Au VHMS mineralisation.
A complete historical data review is currently underway. A small air core drill programme was completed
subsequent to the reporting period, (ASX Announcement dated 31 July 2019) which was designed to evaluate
the geology associated with historic gold workings (Two Dogs, located in the south of E52/1910-I) which has
returned gold in rock chips up to 3.42g/t. Elevated Cu-Au anomalism identified from multi-element analysis of
auger results within E52/2472 was also tested.
Horseshoe Well Review
The Horseshoe Well project is regionally under explored. Extensive compilation of historical data from
Exploration WAMEX reports has been conducted. Although much of the tenement package is covered by the
younger Edmund-Collier group rocks, this work has identified that the depth to the prospective Narracoota
Formation is likely only 200m in the southern part of the tenement package (E52/3166 and E52/3291) (see
Figure 9). VTEM anomalism within E52/3166 coincides with interpreted Narracoota Formation, with historic Cu-
Au anomalism identified in the area.
Subsequent to the reporting period a small programme of air core drilling was completed, (ASX Announcement
dated 31 July 2019) to evaluate areas of VTEM anomalism and interpreted Narracoota Formation.
Figure 9: Interpreted location of Narracoota Formation underlying Bangemall Group Rocks on the Horseshoe Prospects
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Milgun (formerly part of Horseshoe Well) Review Results & Tenement Application
Subsequent to the reporting period (ASX release dated 4 September 2019), Auris applied for an exploration
licence (ELA52/3740) of approximately 288km², located immediately to the west of current tenement, E52/3248
which forms part of the Milgun Project, (see Figure 10). The tenement application was made following positive
results from a recent review of historic exploration data for the Horseshoe Well Project.
Westgold Resources Limited announcements – Fortnum Gold Project Update (11 May 2017), 2017 Annual Report (20 October
2017), 2018 Annual Report (26 October 2018).
Figure 10 : Location of Tenement Application (ELA52/3740) on Magnetic RTP 1VD image
The exploration review involved the compilation and review of all historical data on file with WAMEX for the
Horseshoe Well Project tenements and surrounds, including E52/3248. The review resulted in the discovery of
an abundance of surface sampling, drilling, and detailed geological mapping by Homestake Australia, Dominion
Mining and Cyprus Gold Australia which had not been previously compiled and interpreted. Multiple
geochemically anomalous zones have been identified within E52/3248, associated with jasperoidal units and
quartz veining within interpreted Narracoota Formation lithologies. Additionally, the geology within the tenement
area is structurally complex with multiple zones of shearing and faulting interpreted.
Full details of the review can be obtained from the ASX release dated 4 September 2019.
Encouraging Gold Results Returned from Air Core Drilling
Subsequent to the reporting period (ASX release dated 9 September 2019), Auris reported results from the
regional air core drilling campaign completed to test new targets defined at Cashman, Feather Cap and
Horseshoe Well Projects.
A total of 57 first-pass air core drill holes for 3,593 metres were completed to evaluate several historical and
recent geophysical and/or surface geochemical targets within the Company’s Cashman, Feather Cap and
Horseshoe Well Projects, (Fig 11). The completed drilling targeted Au and/or Cu mineralisation associated with
the Narracoota Formation and associated contacts, in particular settings analogous to Degussa Cu-Au,
Horseshoe Lights Cu-Au and Harmony (Peak Hill) Au Deposits. Positive (≥0.10g/t Au) results returned from
composite samples taken from the drilling are listed in Table 4.
Full details of the drilling programme can be obtained from ASX release dated 9 September 2019.
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Project
Hole
Number
Table 4 – Air Core Drilling results - July 2019
Easting Northing
RL
From
To
Interval Au (g/t)
Cashman
CMAC0016
652500
7132850
Feather Cap WSAC0011
662350
7147500
500
500
88
60
92
64
4
4
0.41
0.98
Figure 11: Areas of Air Core Drilling – July 2019.
Morck Well JV - Managed by Sandfire Resources NL (Earning 70% Interest)
Exploration activities by Sandfire Resources NL (ASX:SFR) for the period included 1,431 air core holes for
102,518m, 39 RC hole for 16,318 metres, five diamond holes for 2,146.5 metres, 18 DHEM surveys, ground EM
surveys and ground gravity surveys, (ASX announcements dated 17 October 2018, 29 January 2019, 16 April
2019 and 19 July 2019).
A summary of the completed drilling has been outlined below and in Figure 12.
Air Core Drilling Results
Air core drilling was initially completed at a drill spacing of 800x100m to locate the prospective Karalundi and
Narracoota Formations, then drilling proceeded on a 400x100m grid. Significant results from the air core drilling
programme are reported in the below Table 5:
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Prospect
MORCK
WELL JV
Table 5 – Air core drilling results from Morck Well JV
Hole
Number
Depth
From (m)
Depth To
(m)
Interval
(m)
Cu (%)
Au (g/t)
0.125
0.163
0.122
MWAC0424
MWAC0758
MWAC1001
MWAC1516
26
35
70
40
27
45
75
45
MWAC1489
100
102
MWAC1598
MWAC1703
MWAC1706
MWAC1715
MWAC1703
MWAC1629
50
35
45
90
35
35
89
35
55
40
50
95
38
40
90
40
1
10
8
5
2
5
5
5
5
3
5
1
5
1.63
1.41
1.3
1.59
1.04
1.20
1.22
1.59
1.08
1.14
RC Drilling Results
RC drilling was also undertaken at the Morck Well JV to test several targets, including the southwest strike
extension of the sulphide sediment horizon, which was intersected by previous air core drilling (ASX
announcement dated 15 May 2018), zones of anomalous geochemistry in recent air core drilling and/or historical
data and geophysical anomalies identified from airborne EM surveying.
Significant results returned from RC drilling included:
3m @ 1,155ppm Cu from 144m and 10m @ 2,966ppm Cu from 175m and 1m @ 1,880ppm Cu from
208m and 1m 8,580ppm Cu from 183m (MWRC0010)
1m @ 1,890ppm Cu from 314m (MWRC0017)
15m @ 993ppb Au from 60m (MWRC0026)
Diamond Drilling Results
Results for diamond drilling completed beneath previous air core intercepts including 11m @ 3.5% Cu
(MWAC0109 – see AUR and SFR ASX announcements dated 15 May 2018 and 6 June 2018, 20 July 2018)
returned:
2.88m @ 1.52g/t Au from 212.44m (MWDD0001)
0.74m @ 1,880ppm Cu from 905.76m (MWDD0002)
1.9m @ 15,560ppm Cu from 181.5m including 0.7m @ 35,000ppm Cu and 1,950ppb Au from 181.5m
(MWDD0003A)
6.4m @ 4520ppm Cu from 211.6m (MWDD0003A)
Other diamond drilling was completed testing a geophysical anomaly and extensions to shallow RC drilling.
Extensive MLEM and ground gravity surveys across the tenements was also completed. All anomalous EM
responses interpreted to be associated with bedrock conductors have now been tested.
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Figure 12: Sandfire Drilling within Morck Well JV
Tenement Rationalisation
The following 100% registered and beneficially owned tenements were relinquished due to the interpreted low
potential of the tenements to host economic mineralisation.
E51/1641
E51/1830
P51/3013
M51/79
M51/638
M51/639
E52/3500
Tenement E52/2509 was withdrawn from the Northern Star Joint Venture due to the interpreted low potential of
the tenement to host economic mineralisation.
Future Work Plans
Work programmes have been generated to test several targets identified within the Forrest and Cashman
Projects. Exploration within the Forrest Project is likely to comprise IP surveying to further evaluate
mineralisation along strike and at depth with the Forrest and Wodger Prospect areas and Air Core drilling to
further evaluate recent air core anomalism and infill existing drilling along the mineralised trend between Forrest
and Big Billy. Exploration within the Cashman Project has been generated to evaluate several magnetic, VTEM
and stratigraphic targets via air core drilling and to evaluate MLEM and DHEM anomalism with RC drilling. This
will now be conducted by Sandfire under the new farm-in agreement.
Target definition is currently underway within the Horseshoe Well and Feather Cap Projects in conjuction with
the current historic reviews of the projects. It is envisaged that work programmes comprising a combination of
surface geochemistry (soil/auger sampling and rock chip sampling), mapping and air core drilling will be
undertaken.
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Corporate
On 2 July 2018, the Company allotted 896,000 fully paid ordinary shares to a noteholder following the conversion
of 2 Convertible Notes approved by shareholders at the general meeting held 17 July 2015.
In October 2018, the Company offered eligible shareholders the opportunity to subscribe for 1 New Option for
every 4 fully paid ordinary shares in the Company at an issue price of $0.01 through an underwritten pro rata
non-renounceable entitlement issue to raise up to $1,021,703 (see ASX Announcement dated 17 October 2018).
The Company sold 106,006 SFR shares adding approximately $852,000 in cash reserves.
5.
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, other than those described in this report under ‘Principal activities and review of
operations’.
6.
Environmental Regulations
The Group’s exploration activities are subject to various environmental regulations. The Board is responsible for
the regular monitoring of environmental exposures and compliance with environmental regulations.
The Group is committed to achieving a high standard of environmental performance and conducts its activities
in a professional and environmentally conscious manner and in accordance with applicable laws and permit
requirements. The Board believes that the Group has adequate systems in place for the management of its
environmental requirements and is not aware of any breach of those environmental requirements as they apply
to the Group.
The directors have considered the enacted National Greenhouse and Energy Reporting Act 2007 (the NGER
Act) which introduces a single national reporting framework for the reporting and dissemination of information
about the greenhouse gas emissions, greenhouse gas projects, and energy use and production of corporations.
At the current stage of development, the directors have determined that the NGER Act will have no effect on the
Company for the current financial year. The directors will reassess this position as and when the need arises.
7.
Dividends
The directors have not recommended the declaration of a dividend. No dividends were paid or declared during
the current or prior period.
8.
Events Subsequent to Reporting Date
Except for the events noted below, no other material events have occurred subsequent to the reporting date.
On 15 July 2019, air core drilling commenced at Cashman, Morck Well West and Horseshoe Well
Projects.
One 23 July 2019, Auris Minerals earnt 70% of Northern Star Cheroona JV.
On 31 July 2019, Auris Minerals completed air core drilling at Cashman, Feathercap and Horseshoe
Well.
On 4 September 2019, Auris Minerals announced gold potential within the Horseshoe Well Project.
On 9 September 2019, significant gold results returned from air core drilling.
On 20 September 2019, Sandfire Resources NL farm-in to Cashman Project.
9.
Likely Developments
Comments on expected results of certain operations of the Group are included in this financial report under
section 4, principal activities and review of operations.
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10.
Share Options
Unissued shares under option
At the date of this report unissued ordinary shares of the Company under option are:
Expiry date
Exercise Price
No. of options
8 Oct 2019
30 Nov 2020
30 Nov 2020
$1.30
$0.08
$0.08
2,500,000 Unlisted
10,170,335
Listed
21,500,000 Unlisted
131,170,335
The options do not entitle the holder to participate in any share issue of the Company or any other body
corporate.
Other shares issued since the end of the financial year
There have been no shares issued since the end of the financial year.
11.
Convertible Notes
The following convertible notes have been converted during or since the end of the financial year:
Face Value
No. of Notes
Total Value
Conversion
Rate
$20,000
2
$40,000
$0.05
The convertible notes expired on 1 July 2018 and were converted on 2 July 2018. The notes earnt interest at a
rate of 12% per annum.
There were no convertible notes remaining as at 30 June 2019.
12.
Remuneration Report - Audited
Principles of compensation
Remuneration is referred to as compensation throughout this report.
Key management personnel have authority and responsibility for planning, directing and controlling the activities
of the Group. Key management personnel comprise the directors of the Group.
Compensation levels for key management personnel of the Group are competitively set to attract and retain
appropriately qualified and experienced directors and executives. The Board may obtain independent advice on
the appropriateness of compensation packages of the Group given trends in comparative companies both locally
and internationally and the objectives of the Group’s compensation strategy.
The compensation 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.
Compensation packages include a mix of fixed compensation, equity-based compensation, performance-based
compensation as well as employer contributions to superannuation funds.
Shares and options may only be issued to directors subject to approval by shareholders in general meeting.
Fixed compensation
Fixed compensation consists of base compensation as well as employer contributions to superannuation funds.
Compensation levels are reviewed annually by the Board through a process that considers individual and overall
performance of the Group. In addition, from time to time external consultants provide analysis and advice to
ensure the directors’ and senior executives’ compensation is competitive in the market place. The Group did not
employ the services of any remuneration consultants during the financial year ended 30 June 2019.
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Performance linked compensation (Short-term incentive bonus)
In considering the Group’s strategic objectives the Board may integrate certain performance linked short-term
incentives (STIs) into key management personnel compensation packages.
Performance linked compensation primarily include STIs and are considered by the Board as and when projects
are delivered and are entirely at the Board’s discretion. The measures chosen are designed to align the
individual’s reward to the achievement of the Group’s strategies and goals and to reward key management
personnel for meeting or exceeding their personal objectives. No bonuses were paid during the financial year.
Equity based compensation (Long-term incentive bonus)
The Board provides equity-based long-term incentives (LTIs) to promote continuity of employment and to provide
additional incentive to key management personnel to increase shareholder wealth. LTIs are provided as options
and rights over ordinary shares of the Company and are provided to key management personnel based on their
level of seniority and position within the Group. Options and rights may only be issued to directors subject to
approval by shareholders in general meeting.
Key Management Personnel Incentives
Short-term and long-term incentive structure and consequences of performance on shareholder wealth have
been considered. However, given the Group’s principal activity during the course of the financial year consisted
of exploration and evaluation, the Board has given more significance to service criteria instead of market related
criteria in setting the Group’s incentive schemes. Accordingly, at this stage the Board does not consider the
Company’s earnings or earning measures to be an appropriate key performance indicator. The issue of options
or rights as part of the remuneration package of directors is an established practice for listed exploration
companies and has the benefit of conserving cash whilst appropriately rewarding the directors. In considering
the relationship between the Group’s remuneration policy and the consequences for the Company’s shareholder
wealth, changes in share price are analysed.
The Group’s respective earnings and share price for the period 1 July 2014 to 30 June 2019 are as follows:
30 Jun 15
30 Jun 16
30 Jun 17
30 Jun 18
30 Jun 19
Net loss
(20,162,654)
(6,260,965)
(884,710)
(1,317,036)
(1,845,664)
Closing ASX share price
$0.017
$0.013
$0.057
$0.068
$0.015
Note the closing prices for the period 30 June 2015 to 30 June 2016 are based on pre-consolidation figures.
In the opinion of the Board, these earnings, as listed above, are largely irrelevant for assessing the Group’s
respective performance during the exploration and evaluation phases.
Service contracts
i)
Non-Executive Chair
Director and consulting services are provided by Mr Bassett via an associated company on normal commercial
terms and conditions.
The Non-Executive Chair rate was set at $45,000 per annum with effect from 1 February 2017, previously
$60,000 per annum. Additional fees are paid to Mr Bassett for any additional duties performed outside his role
as Non-Executive Chair at a rate of $1,500 per day.
ii)
Non-Executive Directors
Non-Executive Directors are currently paid at a rate of $30,000 per annum (previously $50,000 per annum) on
a continuous service arrangement requiring at least one month’s notice for termination. Total compensation for
all Non-Executive Directors are set based on advice, from time to time, from external advisors with reference to
fees paid to other Non-Executive Directors of comparable companies. The Group did not employ the services
of any remuneration consultants during the financial year ended 30 June 2019. Non-Executive Directors’ fees
Auris Minerals Limited I 2019 ANNUAL REPORT
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DIRECTORS’ REPORT
are presently limited to $250,000 per annum, excluding director services charged under management or
consulting contracts.
Directors’ fees cover all main Board activities. The Board has no established retirement or redundancy schemes
in relation to Non-Executive Directors.
Key Management Personnel remuneration
Details of the nature and amount of each major element of remuneration are as follows:
Key Management Personnel
(KMP)
Short
term
salary
and fees
Super-
annuation
benefits
Termination
benefits
Equity settled
share based
payments (i)
Total
Proportion of
remuneration
performance
related
$
$
$
$
$
%
Value of
options/rights
as proportion
of
remuneration
%
Non-executive chair
N Bassett (ii)
2019
2018
45,000
8,875
-
-
-
-
Chief executive officer
W Evans(iii)
2019
2018
Chief operating officer
M Hendriks (iv)
2019
2018
Executive director
D Fullarton (v)
2019
2018
Non-executive directors
C Hall (vi)
B Thomas (vii)
B Barnes (viii)
S Vearncombe
(ix)
R Martin (x)
Total
2019
2018
2019
2018
2019
2018
2019
2018
2019
2018
2019
2018
9,470
5,799
57,500
211,718
20,113
125,000
-
-
-
-
-
-
-
-
-
76,000 121,000
-
-
8,875
72,769
264,000 495,831
47,500 172,500
-
-
-
-
20,985
8,392
86,336
- 115,713
25,114
2,386
-
-
27,397
2,603
5,700
2,500
48,869
-
20,617
30,000
30,000
217
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
76,000 103,500
-
-
76,000 106,000
-
-
5,917
2,500
88,000 136,869
-
-
-
20,617
76,000 106,000
88,000 118,000
264,481
10,788
57,500
351,500 684,269
346,764
28,722
86,336
440,000 901,822
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
63
-
-
53
28
-
-
-
73
-
72
-
-
64
-
-
72
75
51
49
(i)
The fair value of the equity settled share based payments are detailed in Note 19 of the Notes to the Financial Statements.
(ii) Neville Bassett was appointed Non-Executive Chair on 20 April 2018.
(iii) Wade Evans was appointed CEO on 17 July 2017; Resigned 6 July 2018.
(iv) Mike Hendriks was appointed as COO on 6 July 2018 on an initial 3-month consultancy arrangement.
(v) Debbie Fullarton resigned as Executive Director on 11 August 2017.
(vi) Craig Hall was appointed as Non-Executive Director on 1 August 2018 as the Investmet representative.
(vii) Brian Thomas was appointed as Non-Executive Director on 20 April 2018.
(viii) Bronwyn Barnes was appointed Non-Executive Chair on 25 November 2016 and ceased as Chair on 20 April 2018 and remained
as a Non-Executive Director; Removed 1 August 2018.
(ix) Susan Vearncombe was appointed Non-Executive Director on 14 August 2017; Removed 20 April 2018.
(x) Robert Martin was appointed 2 November 2016.
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Equity instruments
Options holdings
Options refer to options over ordinary shares of Auris and are exercisable on a one-for-one basis. Details of
options over ordinary shares in Auris that were granted and vested as compensation to each key management
person are as follows:
Balance at 1
Jul 18 or
date of
appointment
Granted as remuneration
Exercised
Lapsed
Other
changes (i)
Balance at
30 June 19
or date of
resignation
Issue date
No.
Value
No.
No.
No.
Non-executive Chairman
N Bassett
- 28/11/2018 4,000,000
76,000
Chief Executive Officer
W Evans
-
-
-
-
Chief Operating Officer
M Hendriks
- 28/11/2018 2,500,000
47,500
Non-executive Directors
C Hall
B Thomas
R Martin
B Barnes (ii)
- 28/11/2018 4,000,000
76,000
- 28/11/2018 4,000,000
76,000
1,000,000 28/11/2018 4,000,000
76,000
2,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
275,000
4,275,000
-
-
-
-
-
2,500,000
4,000,000
4,000,000
(1,000,000) 21,219,762
25,219,762
-
-
2,000,000
(i) Neville Bassett: acquisition of listed options as a part of Entitlement Offer on 28 November 2018
Robert Martin: acquisition of listed options as a part of Entitlement Offer on 28 November 2018
(ii) Bronwyn Barnes removed as non-executive director on 1 August 2018
Balance at 30
Jun 19
Vested
Exercisable
Un-exercisable
Total
Unvested
Non-executive Chairman
N Bassett
Chief Executive Officer
W Evans
Chief Operating Officer
M Hendriks
Non-executive Directors
C Hall
B Thomas
R Martin
B Barnes
4,275,000
4,275,000
-
-
2,500,000
2,500,000
4,000,000
4,000,000
4,000,000
4,000,000
25,219,762
25,219,762
-
-
-
-
-
-
-
-
-
4,275,000
-
2,500,000
4,000,000
4,000,000
25,219,762
-
-
-
-
-
-
-
-
No terms of equity-settled share-based payment transactions (including options and rights granted as
compensation to a key management person) have been altered or modified by the issuing entity during the
reporting period or the prior period.
During the reporting period, no shares were issued on exercise of options previously granted as compensation
and no options were forfeited by key management persons during the reporting period.
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DIRECTORS’ REPORT
Rights holdings
Rights refer to performance rights held over ordinary shares of the Company and are exercisable on a one-for-
one basis when vesting conditions are met. Details of the grant of performance rights to key management
personnel are set out in the table below.
Tranche
Balance at 1
Jul 18 or date
of appointment
Granted as remuneration
Issue
date
No.
Value
Exercised
Lapsed
Other
changes (i)
Balance at
30 June 19
or date of
resignation
Non-Executive Chairman
N Bassett
Chief Executive Officer
W Evans
Chief Operating Officer
M Hendriks
Non-Executive Directors
C Hall
B Thomas
R Martin
B Barnes
-
1
2
-
-
-
1
2
1
2
-
3,000,000
3,000,000
-
-
-
1,000,000
1,000,000
1,000,000
1,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(3,000,000)
(3,000,000)
-
-
-
-
-
(1,000,000)
(1,000,000)
-
-
-
-
-
-
1,000,000
1,000,000
-
-
(i) Performance rights cancelled on removal of key management personnel.
Share holdings
No shares were granted to key management personnel during the reporting period as compensation in 2018 or
2019.
The movement during the reporting period in the number of ordinary shares in Auris Minerals Limited held,
directly, indirectly or beneficially, by each key management person, including their related parties, is as follows:
Balance at 1 Jul
18 or date of
appointment
1,100,000
-
-
-
30,651,486
1,004,349
Non-Executive Chairman
N Bassett
Chief Executive Officer
W Evans
Non-Executive Directors
C Hall
B Thomas
R Martin (i)
B Barnes (ii)
Granted as
remuneration
Exercise of
options
Other changes
Balance at 30
Jun 19 or date of
resignation
1,100,000
-
-
-
-
-
-
-
500,000
31,151,486
-
1,004,349
-
-
-
-
-
-
-
-
-
-
-
-
(i) An entity related to Robert Martin acquired 500,000 shares not granted as remuneration.
(ii) Bronwyn Barnes removed as non-executive director.
Other Equity-related KMP Transactions
There have been no other transactions involving equity instruments apart from those described in the tables
above relating to options, rights, and shareholdings.
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DIRECTORS’ REPORT
Other Transactions with KMP and / or their Related Parties
There were no other transactions conducted with the Group and KMP or their related parties, apart from those
disclosed above relating to equity, compensation and loans, that were conducted other than in accordance with
normal employee, customer or supplier relationships on terms no more favourable than those reasonably
expected under arm’s length dealings with unrelated persons.
END OF AUDITED SECTION
13.
Proceeding 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 party to any such proceedings during the year.
14.
Diversity
The Board is committed to having an appropriate blend of diversity on the Board and in all areas of the Group’s
business. The Board has established a policy (‘Diversity Policy’ or ‘policy’) regarding gender, age, ethnic and
cultural diversity. Details of the policy are available on the Company’s website.
Diversity Policy
The Company and all its related bodies corporate are committed to workplace diversity.
The Company recognises the benefits arising from employee and Board diversity, including a broader pool of
high quality employees, improving employee retention, accessing different perspectives and ideas and
benefiting from all available talent.
Diversity includes, but is not limited to, gender, age, ethnicity and cultural background.
To the extent practicable, the Company will address the recommendations and guidance provided in the ASX
Corporate Governance Council's Principles and Recommendations.
The Diversity Policy does not form part of an employee's contract of employment with the Company, nor gives
rise to contractual obligations. However, to the extent that the Diversity Policy requires an employee to do or
refrain from doing something and at all times subject to legal obligations, the Diversity Policy forms a direction
of the Company with which an employee is expected to comply.
The key objectives of the Diversity Policy are to achieve:
a diverse and skilled workforce, leading to continuous improvement in service delivery and achievement
of corporate goals;
a workplace culture characterised by inclusive practices and behaviours for the benefit of all staff;
improved employment and career development opportunities for women;
a work environment that values and utilises the contributions of employees with diverse backgrounds,
experiences and perspectives through improved awareness of the benefits of workforce diversity and
successful management of diversity; and
awareness in all staff of their rights and responsibilities with regards to fairness, equity and respect for
all aspects of diversity.
The Diversity Policy does not impose on the Company, its directors, officers, agents or employee any obligation
to engage in, or justification for engaging in, any conduct which is illegal or contrary to any anti-discrimination or
equal employment opportunity legislation or laws in any State or Territory of Australia or of any foreign
jurisdiction.
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DIRECTORS’ REPORT
Diversity Reporting
The Group’s gender diversity as at the end of the reporting period is as follows:
Board representation
Group representation
30 June 2019
30 June 2018
Female
Male
Female
Male
No.
-
2
%
-
29
No.
4
5
%
100
71
No.
1
2
%
25
29
No.
3
5
%
75
71
The Company’s proposed diversity objective for the 2019 financial year are to continue to assess and proactively
monitor gender diversity at all levels of the Company’s business and the implementation and effectiveness of
the Company’s diversity initiatives and programs.
15.
Indemnification and Insurance of Officers and Auditors
Indemnification
The Group indemnifies each of its directors and company secretary. The Group indemnifies each director or
officer to the maximum extent permitted by the Corporations Act 2001 from liability to third parties, except where
the liability arises out of conduct involving lack of good faith, and in defending legal and administrative
proceedings and applications for such proceedings.
The Group must use its best endeavours to insure a director or officer against any liability, which does not arise
out of a conduct constituting a wilful breach of duty or a contravention of the Corporations Act 2001. The Group
must also use its best endeavour to insure a director or officer against liability for costs and expenses incurred
in defending proceedings whether civil or criminal.
The Group has not entered into any agreement with its current auditors indemnifying them against any claims
by third parties arising from their report on the financial report.
The directors of the Company are not aware of any proceedings or claim brought against Auris Minerals Ltd or
its controlled entities as at the date of this report.
Insurance
The Group holds cover in respect of directors’ and officers’ liability and legal expenses’ insurance, for current
and former directors and officers of the Group. The premium paid during the year was $12,440.
16.
Non-audit Services
During the year Greenwich & Co, the Company’s auditor, did not perform any services other than their audit
services.
In the event that non-audit services are provided by Greenwich & Co, the Board has established certain
procedures to ensure that the provision of non-audit services are compatible with, and do not compromise, the
auditor independence requirements of the Corporations Act 2001. These procedures include:
non-audit services will be subject to the corporate governance procedures adopted by the Group and
will be reviewed by the Group to ensure they do not impact the integrity and objectivity of the auditor;
and
ensuring non-audit services do not involve reviewing or auditing the auditor’s own work, acting in a
management or decision making capacity for the Group, acting as an advocate for the Group or jointly
sharing risks and rewards.
Details of the amounts paid to the auditor of the Company and their related practices for audit services provided
during the year are set out on the next page.
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DIRECTORS’ REPORT
Audit and review of financial reports
17.
Competent Person’s Statement
Competent Person’s Statement
2019
$
28,000
28,000
2018
$
29,000
29,000
Information in this report that relates to exploration results is based on and fairly represents information and
supporting documentation prepared and compiled by Mr Matthew Svensson, who is a Member of the Australian
Institute of Geoscientists.
Mr Svensson is the Exploration Manager for Auris Minerals Limited. Mr Svensson has sufficient experience,
which is relevant to the style of mineralisation and type of deposit under consideration, and to the activity which
he is undertaking to qualify as a Competent Person, as defined in the 2012 Edition of the Australasian Code for
Reporting Exploration Results, Mineral Resources and Ore Reserves. Mr Svensson consents to the inclusion in
the announcement of the matters based on this information in the form and context in which it appears.
No New Information
Except where explicitly stated, this report contains references to prior exploration results and Mineral Resource
estimates, all of which have been cross referenced to previous market reports made by the Company. The
Company confirms that it is not aware of any new information or data that materially affects the information
included in the relevant market announcements and, in the case of estimates of Mineral Resources that all
material assumptions and technical parameters underpinning the results and/or estimates in the relevant market
report continue to apply and have not materially changed.
Forward-Looking Statements
This report has been prepared by Auris Minerals Limited. This document contains background information about
Auris Minerals Limited and its related entities current at the date of this report. This is in summary form and does
not purport to be all inclusive or complete. Recipients should conduct their own investigations and perform their
own analysis in order to satisfy themselves as to the accuracy and completeness of the information, statements
and opinions contained in this report. This report is for information purposes only. Neither this document nor the
information contained in it constitutes an offer, invitation, solicitation or recommendation in relation to the
purchase or sale of shares in any jurisdiction.
This report may not be distributed in any jurisdiction except in accordance with the legal requirements applicable
in such jurisdiction. Recipients should inform themselves of the restrictions that apply in their own jurisdiction. A
failure to do so may result in a violation of securities laws in such jurisdiction. This document does not constitute
investment advice and has been prepared without taking into account the recipient’s investment objectives,
financial circumstances or particular needs and the opinions and recommendations in this representation are
not intended to represent recommendations of particular investments to particular investments to particular
persons. Recipients should seek professional advice when deciding if an investment is appropriate. All securities
transactions involve risks, which include (among others) the risk of adverse or unanticipated market, financial or
political developments.
No responsibility for any errors or omissions from this document arising out of negligence or otherwise is
accepted. This document does include forward-looking statements. Forward-looking statements are only
predictions and are subject to risks, uncertainties and assumptions which are outside the control of Auris
Minerals Limited. Actual values, results, outcomes or events may be materially different to those expressed or
implied in this report. Given these uncertainties, recipients are cautioned not to place reliance on forward-looking
statements.
Any forward-looking statements in this report speak only at the date of issue of this report. Subject to any
continuing obligations under applicable law and ASX Listing Rules, Auris Minerals Limited does not undertake
any obligation to update or revise any information or any of the forward-looking statements in this document or
any changes in events, conditions or circumstances on which any such forward-looking statement is based.
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DIRECTORS’ REPORT
18.
Lead Auditor’s Independence Declaration
The lead auditor’s independence declaration is set out on page 49 and forms part of the directors’ report for the
financial year ended 30 June 2019.
This report is made with a resolution of the directors.
NEVILLE BASSETT
NON-EXECUTIVE CHAIR
Dated at West Perth this 26th day of September 2019
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SCHEDULE OF MINING TENEMENTS
Schedule of Mining Tenements as at 30 June 2019
Registered Holder
Date Granted
Area Graticular
blocks(bk) /
Hectares (ha)
Area
Sq km
Notes
Tenement
Number
Doolgunna Project
E52/2438
Auris Minerals Limited
11/02/2010
7bk
21.68
1,8
Morck’s Well Project
E51/1033
E51/1883
E52/1613
E52/1672
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
Auris Exploration Pty Ltd 100%
Auris Exploration Pty Ltd 80%
Jackson Minerals Pty Ltd 20%
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
E52/1910
Auris Exploration Pty Ltd
E52/2472
Auris Exploration Pty Ltd
E52/3275
Auris Exploration Pty Ltd
E52/3327
Auris Exploration Pty Ltd
E52/3350
Auris Exploration Pty Ltd
E52/3351
Auris Exploration Pty Ltd
P52/1497
Auris Exploration Pty Ltd
P52/1503
Auris Exploration Pty Ltd
P52/1504
Auris Exploration Pty Ltd
Cashman’s Project
E51/1053
Auris Exploration Pty Ltd
E51/1120
Auris Exploration Pty Ltd
22/09/2005
02/08/2019
29/03/2006
22/09/2005
10/08/2006
19/11/2009
01/06/2016
15/10/2015
02/03/2016
02/03/2016
060/3/2015
06/03/2015
06/03/2015
22/09/2005
10/08/2006
Northern Star Resources Ltd 100%; 11/11/2010
Auris Exploration Pty Ltd 51%;
Northern Star Resources Ltd 49%
19/01/2018
E51/1391
E51/1837
E51/1838
Forrest Project
53bk
4bk
30bk
35bk
41bk
2bk
2bk
2bk
3bk
2bk
155.90ha
172.86ha
191.81ha
35bk
40bk
21bk
3bk
161.84
3,8
12.21
8
92.77
3,8
108.02
3,8
124.21
4
6.1
6.1
6.1
9.2
6.1
1.56
1.73
1.92
105.26
122.46
64.82
9.2
Auris Exploration Pty Ltd 51%;
Northern Star Resources Ltd 49%
19/01/2018
11bk
33.62
E52/1659
E52/1671
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
27/01/2004
13bk
34.09
2,6
23/11/2004
61bk
185.26
2,6
P52/1493
Auris Exploration Pty Ltd
6/3/2015
191.66ha
P52/1494
P52/1495
P52/1496
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
Auris Exploration Pty Ltd 80%;
Jackson Minerals Pty Ltd 20%
6/3/2015
179.33ha
1.92
1.79
6/3/2015
181.09ha
1.81
6/3/2015
183.70ha
1.83
5
5
5
6
2
2
2
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SCHEDULE OF MINING TENEMENTS
Horseshoe West Project
E52/3248
E52/3291
Auris Exploration Pty Ltd 85%;
Omni Projects Pty Ltd 15%
Auris Exploration Pty Ltd 85%;
Omni Projects Pty Ltd 15%
31/03/2015
11bk
33.62
02/03/2016
13bk
34bk
39.73
103.92
7
7
E52/3166
Auris Exploration Pty Ltd
18/12/2014
Notes:
Auris Exploration Pty Ltd (AE) is a wholly owned subsidiary of Auris Minerals Limited.
1. Ascidian Prospecting Pty Ltd hold a 1% gross revenue royalty from the sale of all minerals
2. Peak Hill Sale Agreement: AE 80%, Jackson Minerals Pty Ltd 20% & free carried to a decision to mine.
3. PepinNini Robinson Range Pty Ltd (PRR) hold a 0.8% gross revenue royalty from the sale or disposal of iron
ore.
4. PRR hold a 1.0% gross revenue royalty from the sale or disposal of iron ore.
5. AE 70% beneficial JV interest, NST 30% beneficial JV interest
6. Westgold Resources Limited owns gold mineral rights over the AE interest.
7. AE 85% Omni Projects Pty Ltd 15% and free carried to a decision to mine.
8. Sandfire Resources NL – Earn-in Agreement with rights to earn 70% interest.
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CORPORATE GOVERNANCE STATEMENT
In fulfilling its obligations and responsibilities to its various stakeholders, the Board of Auris Minerals Limited
(Auris) is a strong advocate of corporate governance. The Board has adopted corporate governance policies
and practices consistent with the ASX Corporate Governance Council’s “Corporate Governance Principles and
Recommendations” (Recommendations) where considered appropriate for a company of Auris’s size and
complexity.
The Board is committed to administering the policies and procedures with openness and integrity, pursuing the
true spirit of corporate governance commensurate with Auris Minerals’ needs. To the extent they are applicable
to Auris Minerals, the Board has adopted the ASX Corporate Governance Council’s Corporate Governance
Principles and Recommendations (3rd Edition (ASX Principals) Details of the Company’s compliance with these
principles are summarised in the Appendix 4G announced to ASX in conjunction with the Annual Report. Auris
will report against the 4th edition of the ASX Corporate Governance Council’s Corporate Governance Principals
and Recommendations in the reporting period ending 30 June 2020.
This statement describes how Auris has addressed the Council’s guidelines and eight corporate governance
principles and where the Company’s corporate governance practices depart from a recommendation, the
Company discloses the reason for adoption of its own practices on an “if not, why not” basis.
Given the size and stage of development of the Company and the cost of strict compliance with all the
recommendations, the Board has adopted a range of modified procedures and practices which it considers
appropriate to enable it to meet the principles of good corporate governance. At the end of this statement is a
checklist setting out the recommendations with which the Company does or does not comply. The information
in this statement is current as at 26 September 2019.
following governance-related documents can be
The
www.aurisminerals.com.au, under the section marked “Corporate Governance Statement”.
found on
the Company’s website at
Charters
Board
Policies and Procedures
Code of Conduct
Nomination and Appointment of Directors
Assessing the Independence of Directors
Risk Management Policy
Selection, Appointment and Rotation of External Auditor
Continuous Disclosure
Communications with Shareholders
Diversity Policy
Securities Trading Policy
Principle 1 – Lay solid foundations for management and oversight Role and Responsibilities of the
Board and Management
The main function of the Board is to lead and oversee the management and strategic direction of the Company.
The Board regularly measures the performance of Management in implementation of the strategy through
regular Board meetings.
Auris has adopted a formal board charter delineating the roles, responsibilities, practices and expectations of
the Board collectively, the individual directors and Management.
The Board of Auris ensures that each member understands its roles and responsibilities and ensures regular
meetings so as to retain full and effective control of the Company.
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CORPORATE GOVERNANCE STATEMENT
Role of the Board
The Board responsibilities are as follows:
Setting the strategic aims of Auris and overseeing Management’s performance within that framework;
Making sure that the necessary resources (financial and human) are available to the Company and
Management to meet its objectives;
Overseeing and measuring Management’s performance of the Company’s strategic plan;
Selecting and appointing a Chief Executive Officer (or equivalent) with the appropriate skills to help the
Company in the pursuit of its objectives;
Controlling and approving financial reporting, capital structures and material contracts;
Ensuring that a sound system of risk management and internal controls is in place;
Setting the Company’s values and standards;
Undertaking a formal and rigorous review of the Corporate Governance policies to ensure adherence
to the ASX Corporate Governance Council principles;
Ensuring that the Company’s obligations to shareholders are understood and met;
Ensuring the health, safety and well-being of employees in conjunction with Management, developing,
overseeing and reviewing the effectiveness of the Company’s occupational health and safety systems
to assure the well-being of all employees;
Ensuring an adequate system is in place for the proper delegation of duties for the effective day to day
running of the Company without the Board losing sight of the direction that the Company is taking;
Establishing a diversity policy and setting objectives for achieving diversity.
Delegation to Management
Other than matters specifically reserved for the Board, responsibility for the operation and administration of the
Company has been delegated to the Chief Executive Officer (or equivalent). This responsibility is subject to an
approved delegation of authority which is reviewed regularly and at least annually.
Internal control processes are designed to allow management to operate within the parameters approved by the
Board and the Chief Executive Officer (or equivalent) cannot commit the Company to additional activities or
obligations in excess of these delegated authorities without specific approval of the Board.
Election of Directors
The Board is responsible for overseeing the selection process of new directors, and will undertake appropriate
checks before appointing a new director, or putting forward a candidate for election as a director. All relevant
information is to be provided in the Notice of Meeting seeking the election or re-election of a director including:
biographical details including qualifications and experience;
other directorships and material interests;
term of office;
statement by the board on independence of the director;
statement by the board as to whether it supports the election or re-election; and
any other material information.
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CORPORATE GOVERNANCE STATEMENT
Terms of appointment
Non-Executive Directors
To facilitate a clear understanding of roles and responsibilities all non-executive directors have signed letter of
appointment. This letter of appointment includes acknowledgement of:
director responsibilities under the Corporations Act, Listing Rules, the Company’s Constitution and other
applicable laws;
corporate governance processes and Company policies;
board and board committee meeting obligations;
conflicts and confidentiality procedures;
securities trading and required disclosures;
access to independent advice and employees;
confidentiality obligations;
directors’ fees;
expenses reimbursement;
directors and officer’s insurance arrangements;
other directorships and time commitments; and
board performance review.
Chief Executive Officer (or equivalent)
The Chief Operating Officer has a contract services agreement with termination on one months notice by either
party.
Role of Company Secretary
The Company Secretary is accountable to the Board for:
advising the Board and committees on corporate governance matters;
the completion and distribution of board and committee papers;
completion of board and committee minutes; and
the facilitation of director induction processes and ongoing professional development of directors.
All directors have access to the Company Secretary who has a direct reporting line to the Chairman.
Diversity
The Board values diversity in all aspects of its business and is committed to creating a working environment that
recognises and utilizes the contribution of its employees. The purpose of this is to provide diversity and equality
relating to all employment matters. The Company’s policy is to recruit and manage on the basis of ability and
qualification for the position and performance, irrespective of gender, age, marital status, sexuality, nationality,
race/cultural background, religious or political opinions, family responsibilities or disability. The company
opposes all forms of unlawful and unfair discrimination.
Whilst there was only one female representation on the Board for part of the reporting period, the Company
engaged three senior female geologists to advise upon the Company’s tenement portfolio and proposed
exploration program.
The Board considers that the composition of the current Board represents the best mix of Directors that have
an appropriate range of qualifications and expertise, can understand and competently deal with current and
emerging business issues and can effectively review and challenge the performance of management.
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CORPORATE GOVERNANCE STATEMENT
The Company has disclosed measurable diversity objectives for the current period in the Remuneration Report
included in the Annual Report for the year ended 30 June 2019. The Company is continuing to assess and
proactively monitor gender diversity at all levels of Auris’ business and recognizes that it operates in a very
competitive labour market where positions are sometimes difficult to fill. However, every candidate suitably
qualified for a position has an equal opportunity of appointment regardless of gender, age, ethnicity or cultural
background.
The Company currently has 1 full-time employee who is male and 2 casual employees who are female.
Performance review
Board and board committees
A review of the Board’s performance and effectiveness is conducted annually and the performance of individual
directors is undertaken regularly. The Board has the discretion for these reviews to be conducted either
independently or on a self-assessment basis.
The review focuses on:
strategic alignment and engagement;
board composition and structure;
processes and practices;
culture and dynamics;
relationship with management; and
personal effectiveness.
A formal review of the Board’s performance and effectiveness in respect of the year ended 30 June 2018 did
not occur.
Chairman and senior executives
Performance evaluation of the Non-Executive Chairman, senior executives and employees is undertaken
annually through a performance appraisal process which involves reviewing and assessment of performance
against agreed corporate and individual key performance indicators and deliverables.
For further information refer to the Remuneration Report included in the Annual Report for the year ended 30
June 2019.
Retirement and rotation of directors
Retirement and rotation of directors are governed by the Corporations Act 2001 and the Constitution of the
Company. Any casual vacancy filled will be subject to shareholder vote at the next Annual General Meeting of
the Company. It is intended that Mr Thomas will stand for re-election by rotation at the Company’s 2019 Annual
General Meeting.
Independent Professional Advice
Each director of the Company or a controlled entity has the right to seek independent professional advice at the
expense of the Company or the controlled entity. However prior approval of the Chairman is required which will
not be unreasonably withheld.
Access to employees
Directors have the right of access to any employee. Any employee shall report any breach of corporate
governance principles or Company policies to the Non-Executive Chairman who shall remedy the breach. If the
breach is not rectified to the satisfaction of the employee, they shall have the right to report any breach to an
independent director without further reference to senior executives of the Company.
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CORPORATE GOVERNANCE STATEMENT
Directors’ and officers’ liability insurance
Directors’ and officers’ liability insurance is maintained by the Company for the Directors and senior executives
at the Company’s expense.
Board meetings
The frequency of board meetings and the extent of reporting from management at board meetings are as follows:
a minimum of four scheduled meetings are to be held per year;
other meetings will be held as required;
meetings can be held where practicable by electronic means;
information provided to the Board includes all material information related to the operations of the
Company including exploration, development and production operations, budgets, forecasts, cash
flows, funding requirements, investment and divestment proposals, business development activities,
investor relations,
financial accounts, taxation, external audits, internal controls, risk assessments, people and health,
safety and environmental reports and statistics;
once established, the Chairman of the appropriate board committee will report to the next subsequent
board meeting the outcomes of that meeting and the minutes of those committee meetings are also
tabled.
The number of directors’ meetings (including meetings of committees of directors where applicable) and the
number of meetings attended by each of the directors of the Company during the financial year are set out in
the Directors’ Report included in the Annual Report for the year ended 30 June 2019.
Principle 2 - Structure the Board to add value Composition of the Board
The names of the directors of the Company and their qualifications are set out in the section headed “Information
on Directors” in the Directors’ Report of the financial report for the year ended 30 June 2019.
The composition of the Board has been structured so as to provide Auris with an adequate mix of directors with
industry knowledge, technical, commercial and financial skills together with integrity and judgment considered
necessary to represent shareholders and fulfil the business objectives of the Company.
The ASX Corporate Governance Council guidelines recommend that the Board should constitute of a majority
of independent directors and that the Chairperson should be independent.
The Board currently consists of Mr Neville Bassett (Independent Non-Executive Chair – appointed 20 April
2018), Mr Robert Martin (Non-Executive Director), Mr Brian Thomas (Independent Non-Executive Director
appointed 20 April 2018) and Mr Craig Hall (Non-Executive Director – appointed 1 August 2018 as nominee for
Investmet Limited, a substantial shareholder of the Company).
The Company does not have a majority of independent directors and the Board considers the current balance
of skills and expertise is appropriate for the Company. The detailed skills matrix of the Board for a company of
Auris’ size and complexity is not considered necessary. The principal business of the Company at present is as
an explorer of its Bryah Basin tenement package, which is prospective for copper and copper-gold discoveries,
therefore requiring a skillset of geological and geophysical expertise, executive management, financial and
commercial skills.
The Board comprises directors who each have extensive technical, financial and commercial expertise. The
Board will address the skills matrix commensurate with the growth and development of the Company’s activities
to ensure those skill sets are complemented by additional industry expertise in the sector pursued as required.
Auris Minerals Limited I 2019 ANNUAL REPORT
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CORPORATE GOVERNANCE STATEMENT
This mix is described in the Board skills matrix as follows;
SKILL
Resources industry experience
Mineral industry experience
Strategy
Mergers and acquisitions
Finance
Risk Management
Government relations
Capital projects; financing/project management
Sustainable development
Previous board experience
Governance
Policy
Executive leadership
Remuneration
Nomination of other Board Members
NUMBER OF
DIRECTORS
HOLDING THIS SKILL
4
4
4
4
2
4
2
4
4
4
4
4
4
2
Membership of the Board of Directors is reviewed on an on-going basis by the Chairperson of the Board to
determine if additional core strengths are required to be added to the Board in light of the nature of the
Company’s businesses and its objectives. The Board does not have a separate Nomination Committee and
does not believe it is necessary in a Company of Auris’s size.
Director induction and ongoing professional development
The Company does not have a formal induction program for Directors but does provide Directors with information
pack detailing policies, corporate governance and various other corporate requirements of being a director of
an ASX Listed company. Due to the size and nature of the business, Directors are expected to already possess
a level of both industry and commercial expertise before being considered for a directorship of the Company.
Directors are provided with the opportunity to access employees of the business and any information as they
require about the business including being given access to regular news articles and publications where
considered relevant.
Principle 3 - Promote ethical and responsible decision-making Code of Conduct
Directors, officers, employees and consultants to the Company are required to observe high standards of
behaviour and business ethics in conducting business on behalf of the Company and they are required to
maintain a reputation of integrity on the part of both the Company and themselves. The Company does not
contract with or otherwise engage any person or party where it considers integrity may be compromised.
Conflicts of Interest
Directors are required to disclose to the Board actual or potential conflicts of interest that may or might
reasonably be thought to exist between the interests of the director or the interests of any other party in so far
as it affects the activities of the Company and to act in accordance with the Corporations Act if conflict cannot
be removed or if it persists. That involves taking no part in the decision making process or discussions where
that conflict does arise.
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CORPORATE GOVERNANCE STATEMENT
Trading in Company Securities
Directors are required to make disclosure of any share trading. The Company policy in relation to share trading
is that officers are prohibited to trade whilst in possession of unpublished price sensitive information concerning
the Company or within a period of the release of results i.e. the blackout period. That is information which a
reasonable person would expect to have a material effect on the price or value of the Company’s shares. An
officer must receive authority to acquire or sell shares with the directors or the Company Secretary prior to doing
so to ensure that there is no price sensitive information of which that officer might not be aware. The undertaking
of any trading in shares must be notified to the ASX.
Principle 4 - Safeguard integrity in financial reporting
Auris has a financial reporting process which includes half year and full-year results which are signed off by the
Board before they are released to the market.
The Board does not have a separate Audit Committee and does not believe it is necessary in a Company of
Auris’ size. Instead, the three Board members, who each have extensive commercial and financial expertise,
manage the financial oversight as well as advise on the modification and maintenance of the Company's financial
reporting, internal control structure, external audit functions, and appropriate ethical standards for the
management of the Company.
In discharging its oversight role, the Board is empowered to investigate any matter brought to its attention with
full access to all books, records, facilities, and personnel of the Company and the authority to engage
independent counsel and other advisers as it determines necessary to carry out its duties.
The Chief Executive Officer (or equivalent) reports in writing on the propriety of compliance on internal controls
and reporting systems and ensures that they are working efficiently and effectively in all material respects.
The Company has established procedures for the selection, appointment and rotation of its external auditor. The
Board is responsible for the initial appointment of the external auditor and the appointment of a new external
auditor when any vacancy arises, as recommended by the Board. Candidates for the position of external auditor
must demonstrate complete independence from the Company through the engagement period. The Board may
otherwise select an external auditor based on criteria relevant to the Company’s business and circumstances.
The performance of the external auditor is reviewed on an annual basis by the Board.
The Company’s external auditor attends each Annual General meeting and is available to answer questions
from shareholders relevant to the conduct of the external audit, the preparation and content of the Auditor’s
Report, the accounting policies adopted by the Company and the independence of the auditor.
Principle 5 - Make timely and balanced disclosure
Auris has adopted a formal policy dealing with its disclosure responsibilities. The Board has designated the
Company Secretary as the person responsible for overseeing and coordinating disclosure of information to the
ASX as well as communicating with the ASX. In accordance with the ASX Listing Rules the Company
immediately notifies the ASX of information:
concerning the Company that a reasonable person would expect to have a material effect on the price
or value of the Company’s securities; and
that would, or would be likely to, influence persons who commonly invest in securities in deciding
whether to acquire or dispose of the Company’s securities.
The policy also addresses the Company’s obligations to prevent the creation of a false market in its securities.
Auris ensures that all information necessary for investors to make an informed decision is available on its
website.
The Non-Executive Chairman has ultimate authority and responsibility for approving market disclosure which,
in practice, is exercised in consultation with the Board and Company Secretary.
In addition, the Board will also consider whether there are any matters requiring continuous disclosure in respect
of each and every item of business that it considers.
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CORPORATE GOVERNANCE STATEMENT
Principle 6 - Respect the rights of shareholders
The Board’s fundamental responsibility to shareholders is to work towards meeting the Company’s objectives
so as to add value for them. The Board maintains an investor relation program which will inform shareholders
of all major developments affecting the Company by:
preparing half yearly and yearly financial reports;
preparing quarterly cash flow reports and reports as to activities;
making announcement in accordance with the listing rules and the continuous disclosure obligations;
posting all of the above on the Company’s website;
annually, and more regularly if required, holding a general meeting of shareholders and forwarding to
them the annual report, if requested, together with notice of meeting and proxy form; and
voluntarily releasing other information which it believes is in the interest of shareholders.
The Annual General Meeting enables shareholders to discuss the annual report and participate in the meetings
either by attendance or by written communication. The Company provides all shareholders with a Notice of
Meeting so they can be fully informed and be able to vote on all resolutions at the Annual General Meeting.
Shareholders are able to discuss any matter with the directors and/or the auditor of the Company who is also
invited to attend the Annual General Meeting.
Shareholders have the option to receive all Company and share registry communications electronically, and
may also communicate with the Company by emailing the Company via its website. All shareholders have the
ability to request copies of ASX releases, all of which are published and available on the Company’s website
immediately after they are released to ASX.
The Company regularly reviews its stakeholder communication policy and endeavours to maintain a program
appropriate for a company of its size and complexity.
Principle 7 - Recognise and Manage Risk
The Board has adopted a Risk Management Policy, which sets out the Company’s risk profile. Under the policy,
the Board is responsible for approving the Company’s policies on risk oversight and management and satisfying
itself that management has developed and implemented a sound system of risk management and internal
control.
Under the policy, the Board delegate’s day-to-day management of risk to the Chief Executive Officer (or
equivalent), who is responsible for identifying, assessing, monitoring and managing risks. The Chief Executive
Officer (or equivalent) is also responsible for updating the Company’s material business risks to reflect any
material changes, with the approval of the Board.
In fulfilling the duties of risk management, the Chief Executive Officer or equivalent may have unrestricted
access to Company employees, contractors and records and may obtain independent expert advice on any
matter they believe appropriate, with the prior approval of the Board.
The Board does not have a separate Risk Management Committee as the Board monitors and reviews the
integrity of financial reporting and the Company’s internal financial control systems. Management assess the
effectiveness of the internal financial control on an annual basis and table concerns and recommendations at
Board meetings were required.
In addition, the following risk management measures have been adopted by the Board to manage the
Company’s material business risks:
Establishment of financial control procedures and authority limits for management;
Approval of an annual budget;
Adoption of a compliance procedure for the purpose of ensuring compliance with the Company’s
continuous disclosure obligations;
Auris Minerals Limited I 2019 ANNUAL REPORT
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CORPORATE GOVERNANCE STATEMENT
Adoption of a corporate governance manual which contains other policies to assist the Company to
establish and maintain its governance practices; and
Maintenance and review of a risk register to identify the Company’s material business risks and risk
management strategies for these risks. The risk register is reviewed half yearly and updated as required.
Management reports to the Board on material business risks at each Board meeting.
The Board has required management to design, implement and maintain risk management and internal control
systems to manage the material business risks of the Company. The Board also requires management to report
to it confirming that those risks are being managed effectively. The Board has received a report from
management as to the effectiveness of the Company’s management of its material business risks for the
financial year ended 30 June 2019.
The Chief Executive Officer (or equivalent) and the Chief Financial Officer (or equivalent) have provided a
declaration to the Board in accordance with section 295A of the Corporations Act and has assured the Board
that such declaration is founded on a sound system of risk management and internal control and that the system
is operating effectively in all material respects in relation to financial risks.
Internal Audit
The Company does not have an internal audit function as the Board believes the business is neither the size
nor complexity that requires such a function. The Board is currently responsible for monitoring the effectiveness
of internal controls, risk management procedures and governance.
Sustainability Risks
The Company has a detailed risk matrix which it regularly reviews and which highlights critical risk factors the
Company faces at any particular time. The principal risks highlighted are what would typically be expected for a
small listed exploration company and include;
Reliance on key executives
Inability to access new exploration capital
Unsuccessful exploration results
Exposure to other operators, be it through Joint Venture agreements or actions of those operators in an
operational sense
Legislature changes in jurisdiction the Company operates in
As the Company expands its activities either within existing projects or with the addition of new projects, it is
expected that the sustainability risks will change accordingly. The Board reviews the overall sustainability of
both the copper-gold exploration business and more specifically, the Company, in its normal course of business
and therefore does not produce a separate sustainability report.
Principle 8 - Remunerate fairly and responsibly
The Company does not have a Remuneration Committee. Instead, the Board monitors and reviews the
remuneration policy of the Company. The Board will engage an independent remuneration consultant to review
the Company’s policy on remuneration as and when required.
Details of the remuneration policy are contained in the Remuneration Report included in the Directors’ Report.
The Company’s policy is to remunerate non-executive directors at a fixed fee for time, commitment and
responsibilities. Remuneration for non-executive directors is not linked to individual performance. From time-to-
time the Company may grant options to non-executive directors. The grant of options is designed to recognise
and reward efforts as well as to provide non-executive directors with additional incentive to continue those efforts
for the benefit of the Company.
Auris Minerals Limited I 2019 ANNUAL REPORT
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CORPORATE GOVERNANCE STATEMENT
The maximum aggregate amount of fees (including superannuation payments) that can be paid to non-executive
directors is subject to approval by the shareholders at general meeting.
Pay and rewards for executive directors and senior executives consists of a base salary and performance
incentives. Long term performance incentives may include options and / or performance rights granted at the
discretion of the Remuneration Committee and subject to obtaining the relevant approvals. The grant of options
and / or performance rights is designed to recognise and reward efforts as well as to provide additional incentive
and may be subject to the successful completion of performance hurdles. Executives are offered a competitive
level of base pay at market rates (for comparable companies) and are reviewed annually to ensure market
competitiveness. The Company’s policy is not to allow transactions in associated products which limit the risk
of participating in unvested elements of equity-based compensation plans.
There are no termination or retirement benefits for non-executive directors (other than superannuation).
Auris Minerals Limited I 2019 ANNUAL REPORT
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ADDITIONAL SHAREHOLDER INFORMATION
Shareholder Information
The shareholder information set out below was applicable at 16 September 2019.
A.
Distribution of Equity Securities
i)
Analysis of numbers of shareholders by size of holding:
Ordinary Shares (AUR)
No. of
shareholders
Percentage of issued
capital
122
99
149
647
327
1,344
0.01
0.07
0.30
6.41
93.21
100%
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
Over 100,000
Total
ii)
728 holdings of a less than marketable parcel at $0.013 per share.
B.
Equity Security Holders
Twenty largest quoted equity security holders
The names of the 20 largest holders of quoted equity securities are listed below:
Investmet Ltd
Citicorp Nom PL
HSBC Custody Nom Aust Ltd
Martin, Robert Paul & SP
Investmet Ltd
Hades Corp WA PL
Motte & Bailey PL
All-States Finance PL
J P Morgan Nom Aust PL
Perth Select Seafoods PL
Guina Global Inv PL
Bayferry PL
Girdler, Eric
Capretti Inv PL
Onmell PL
Gleneagle Sec Nom PL
Botsis Holdings PL
Goldfire Enterprises PL
Riverview Corp PL
Westgold Res Ltd
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
Number of
ordinary shares held
Percentage of
issued shares
40,959,103
27,673,520
25,309,729
23,044,020
18,954,491
14,175,000
13,093,419
12,247,830
11,421,346
8,000,000
5,200,000
5,000,000
4,085,000
4,009,600
3,551,912
3,533,395
3,500,000
3,217,392
3,215,083
3,000,000
233,190,840
10.02%
6.77%
6.19%
5.42%
4.64%
3.47%
3.20%
3.00%
2.79%
1.96%
1.27%
1.22%
1.00%
0.98%
0.87%
0.86%
0.86%
0.73%
0.73%
0.70%
57.05%
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ADDITIONAL SHAREHOLDER INFORMATION
Unquoted equity securities
2,500,000 unlisted $1.30 options held by eighteen (18) option holders, expiring 8 October 2019
21,500,000 unlisted $0.08 options held by eight (8) option holders, expiring 30 November 2020
2,000,000 performance rights held by one (1) holder, expiring 22 November 2020
C.
Substantial Holders
As at 16 September 2019, the Company had received substantial shareholder notices from the following
shareholders:
Shareholder
No. of shares
Percentage of issue
Mr Michael George Fotios on behalf of himself
and his controlled entities Investmet Limited,
Hades Corporation (WA) Pty and Delta
Resource Management Pty Ltd
Goldfire Enterprises Pty Ltd, Robert Paul Martin
and Susan Pamela Martin (RP & SP Martin Super
Fund A/C), Robert Paul Martin and Susan Pamela
Martin (Nitro Super Fund A/C), RPM Super Pty
Ltd, Mr Robert Paul Martin (Bulletin Resources
Limited) and Mr Robert Paul Martin (SBD Drilling
Pty Ltd)
74,438,594
18.26%
28,651,486
7.03%
SG Hiscock & Company Limited
20,493,391
5.03%
Note:
i)
The above details may not reconcile to the information in the Twenty Largest Security Holders list as
revised substantial shareholder notices had not been received by the Company as at 16 September
2019.
D.
Voting Rights
At a general meeting of shareholders:
(a) On a show of hands, each person who is a member or sole proxy has one vote.
(b) On a poll, each shareholder is entitled to one vote for each fully paid share.
E.
On-market buy-back
There is no on-market buy-back of the Company’s securities in progress.
Auris Minerals Limited I 2019 ANNUAL REPORT
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ADDITIONAL SHAREHOLDER INFORMATION
Option Information
The optionholder information set out below was applicable at 16 September 2019.
A.
Distribution of Equity Securities
i)
Analysis of numbers of optionholders by size of holding:
Options
No. of
optionholders
Percentage of issued
capital
18
32
29
88
74
241
0.01
0.07
0.18
2.73
97.02
100%
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
Over 100,000
Total
ii)
184 holdings of a less than marketable parcel at $0.0020 per option.
B.
Equity Security Holders
Twenty largest quoted equity security holders
The names of the 20 largest holders of quoted equity securities are listed below:
Goldfire Enterprises PL
Zenessa PL
Citicorp Nom PL
Newball PL
Motte & Bailey PL
Martin, Robert Paul & S P
Big Al Inv PL
General & Private Funds M
Mandevilla PL
Schlink, Sabina Marie
Hall, Melanie Lee
All-States Finance PL
Abminga Nominees PL
TT Nicholls PL
Rose Kimberly John
Rear, Alison
IQ Global Asset Partners PL
Myall Res PL
Thackray, Paul James
Hawke, Margaret
Number of
securities held
Percentage of
issued securities
18,236,238
12,000,000
7,747,074
7,198,715
6,715,945
5,761,005
5,000,000
5,000,000
4,275,000
4,000,000
4,000,000
3,061,958
2,500,000
2,173,003
2,000,000
1,720,012
1,677,700
1,500,000
1,500,000
1,500,000
14.17%
9.33%
6.02%
5.59%
5.22%
4.48%
3.89%
3.89%
3.32%
3.11%
3.11%
2.38%
1.94%
1.69%
1.55%
1.34%
1.30%
1.17%
1.17%
1.17%
97,566,650
75.84%
Auris Minerals Limited I 2019 ANNUAL REPORT
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Auditor's Independence Declaration
To those charged with governance of Auris Minerals Limited;
As auditor for the audit of Auris Minerals Limited for the year ended 30 June 2019, I declare that, to the best of
my knowledge and belief, there have been:
i)
ii)
no contraventions of the independence requirements of the Corporations Act 2001 in relation to the
audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.
Greenwich & Co Audit Pty Ltd
Nicholas Hollens
Managing Director
Perth
26 September 2019
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2019
Finance income
Dividend income
Grant income
Profit on disposal of assets
Loss on disposal of investments
Administrative expenses
Finance costs
Share based payments expense
Write off exploration assets
Loss before income tax
Income tax benefit
(Loss) from continuing operations
Note
3
3
19
10
4
30 Jun 2019
$
50,191
35,741
13,464
12,252
(223,619)
(1,016,426)
(7,613)
118,950
(977,218)
30 Jun 2018
(restated)
$
62,210
-
53,857
(222)
-
(1,154,272)
(5,652)
(616,000)
(364,813)
(1,994,278)
(2,024,892)
148,614
707,856
(1,845,664)
(1,317,036)
Other comprehensive income for the period, net of tax
-
320,615
Total comprehensive income for the period
(1,845,664)
(996,421)
Loss per share
Basic loss per share attributable to ordinary equity holders
5
(0.45)
(0.33)
The consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with
the accompanying notes.
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
30 Jun 2019
Note
$
ASSETS
Cash and cash equivalents
Trade and other receivables
Financial assets
Total current assets
Property, plant and equipment
Exploration assets
Total non-current assets
TOTAL ASSETS
LIABILITIES
Trade and other payables
Borrowings
Provisions
Total current liabilities
Provisions
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
11
7
8
9
10
12
13
14
14
30 Jun 2018
(restated)
$
3,178,861
31,532
1,520,615
4,731,008
188,613
16,883,568
1,858,841
19,314
-
1,878,155
141,362
18,619,932
18,761,294
17,072,181
20,639,449
21,803,189
158,121
-
127,687
285,808
78,320
78,320
364,128
263,797
40,000
134,778
438,575
129,880
129,880
568,455
20,275,321
21,234,734
15
15
123,813,483
3,039,428
(106,577,590)
123,829,985
2,306,904
(104,902,155)
20,275,321
21,234,734
The consolidated statement of financial position is to be read in conjunction with the accompanying notes.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2019
Issued capital
Note
$
Accumulated
losses
(restated)
$
Reserves
(restated)
Total equity
$
$
119,866,311
(104,532,323)
2,317,493
17,651,481
-
-
(1,317,036)
(1,317,036)
-
-
(1,317,036)
(1,317,036)
15
15
19
15
4,127,925
(164,251)
-
-
-
-
-
947,204
-
-
616,000
(947,204)
4,127,925
(164,251)
616,000
-
-
-
320,615
320,615
Opening balance at 1 July
2017
Comprehensive income
Loss for the period
Total comprehensive income for
the period
Transactions with owners and
other transfers
Shares issued
Share issue costs
Share based payments
Expiry of options
Revaluation of equity
investments
Balance as at 30 June 2018
123,829,985
(104,902,155)
2,306,904
21,234,734
Opening balance at 1 July
2018
Prior period adjustment 1
Prior period adjustment 2
Opening balance at 1 July
2018 restated
Comprehensive income
Loss for the period
Total comprehensive income for
the period
Transactions with owners and
other transfers
Shares issued
Share issue costs
Share based payments
Options issued
Expiry of options
123,829,985
(104,156,991)
1,241,125
21,234,734
24
24
-
-
-
(745,164)
320,164
745,164
-
-
123,829,985
(104,902,155)
(2,306,904)
(21,234,734)
-
-
(1,845,664)
(1,845,664)
-
-
(1,845,664)
(1,845,664)
15
15
19
15
15
44,800
(61,302)
-
-
-
-
-
-
-
170,229
-
-
(118,950)
1,021,703
(170,229)
44,800
(61,302)
(118,950)
1,021,703
-
Balance as at 30 June 2019
123,813,483
(106,577,590)
3,039,428
20,275,321
The consolidated statement of changes in equity is to be read in conjunction with the accompanying notes.
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CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2019
Note
Cash flows from operating activities
Cash receipts from customers
Cash paid to suppliers and employees
Research and development tax benefit
Interest received
Net cash outflow from operating activities
11(a)
Cash flows from investing activities
Payments for exploration and evaluation
Proceeds on disposal of property, plant and equipment
Payments for property, plant and equipment
Proceeds on disposal of investments
Dividends received
2019
$
13,464
(992,353)
148,614
50,191
(780,084)
(2,846,951)
25,227
(4,295)
1,291,698
35,741
2018
$
53,857
(1,153,138)
707,856
66,473
(324,952)
(3,263,364)
153
(1,020)
-
-
Net cash outflow used in investing activities
(1,498,580)
(3,264,231)
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from issue of options
(Return) of shareholder funds in trust
Share issue costs
Net cash inflow from financing activities
15
15
-
959,379
(735)
-
958,644
Net (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
(1,320,020)
3,178,861
Cash and cash equivalents at the end of the period
11
1,858,841
3,727,925
-
(19,406)
(164,251)
3,544,268
(44,915)
3,223,776
3,178,861
The consolidated statement of cash flows is to be read in conjunction with the accompanying notes.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
1.
Reporting entity
Auris Minerals Limited (the Company or Auris Minerals) is a company domiciled in Australia. The address of the
Company’s registered office and principal place of business is Level 3, 18 Richardson Street, West Perth WA
6005. The Company is primarily involved in the exploration of mineral tenements in Western Australia. The
consolidated financial statements of the Company as at and for the year ended 30 June 2019 comprised the
Company and its wholly owned subsidiaries (together referred to as the “Group”).
Statement of compliance
a)
Statement of compliance
The financial report is a general purpose financial report which has been prepared in accordance with Australian
Accounting Standards (AASBs) (including Australian interpretations) adopted by the Australian Accounting
Standard Board (AASB) and the Corporations Act 2001. The financial report of the Group complies with the
International Financial Reporting Standards (IFRSs) and interpretations adopted by the International Accounting
Standards Board (IASB).
The financial statements were authorised for issue by the Board of Directors on 26th September 2019.
b)
Basis of measurement
The financial statements have been prepared on the historical cost basis except for share based payments
which are measured at fair value. The methods used to determine fair values are discussed further note 2 (m)
under share based payment transaction.
Going Concern
This report has been prepared on the going concern basis, which contemplates the continuation of normal
business activity and the realisation of assets and the settlement of liabilities in the normal course of business.
The directors recognise that the ability of the Group to continue as a going concern and to pay its debts as and
when they fall due is dependent on the ability of the Group to secure additional funding through either the issue
of further shares and / or options.
The directors have reviewed the business outlook and are of the opinion that the use of the going concern basis
of accounting is appropriate as they believe the Group will achieve the matters set out above. As such, the
directors believe that they will continue to be successful in securing additional funds as and when the need to
raise working capital arises.
Should the Group be unable to continue as a going concern, it may be required to realise its assets and
extinguish its liabilities other than in the normal course of business and at amounts different from those stated
in the financial report.
The financial report does not include any adjustments relating to the recoverability and classification of recorded
asset amounts nor to the amounts and classification of liabilities that may be necessary should the Group be
unable to continue as a going concern.
c)
Functional and presentation currency
These financial statements are presented in Australian dollars, which is the Group’s functional currency.
d)
Use of estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and assumptions
that affect the application of accounting policies and reported amounts of assets, liabilities, income and
expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed
on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is
revised and in any future periods affected.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
Significant accounting policies
The accounting policies set out below have been applied consistently to all periods presented in these financial
statements and have been applied consistently by the Group.
Certain comparative amounts have been reclassified to conform to the current year’s presentation where
required.
a)
New or amended accounting standards and interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued
by the Australian Accounting Standards Board ('AASB') that are relevant to operations and effective for an
accounting period that begins on or after 1 July 2018.
The following Accounting Standard is most relevant to the consolidated entity:
AASB 9 Financial Instruments
The consolidated entity has adopted AASB 9 from 1 July 2018 and has been applied retrospectively. The
standard introduced new classification and measurement models for financial assets. A financial asset shall be
measured at amortised cost if it is held within a business model whose objective is to hold assets in order to
collect contractual cash flows which arise on specified dates and that are solely principal and interest. A debt
investment shall be measured at fair value through other comprehensive income if it is held within a business
model whose objective is to both hold assets in order to collect contractual cash flows which arise on specified
dates that are solely principal and interest as well as selling the asset on the basis of its fair value. All other
financial assets are classified and measured at fair value through profit or loss unless the entity makes an
irrevocable election on initial recognition to present gains and losses on equity instruments (that are not held-
for-trading or contingent consideration recognised in a business combination) in other comprehensive income
('OCI'). Despite these requirements, a financial asset may be irrevocably designated as measured at fair value
through profit or loss to reduce the effect of, or eliminate, an accounting mismatch. For financial liabilities
designated at fair value through profit or loss, the standard requires the portion of the change in fair value that
relates to the entity's own credit risk to be presented in OCI (unless it would create an accounting mismatch).
New simpler hedge accounting requirements are intended to more closely align the accounting treatment with
the risk management activities of the entity. New impairment requirements use an 'expected credit loss' ('ECL')
model to recognise an allowance. Impairment is measured using a 12-month ECL method unless the credit risk
on a financial instrument has increased significantly since initial recognition in which case the lifetime ECL
method is adopted. For receivables, a simplified approach to measuring expected credit losses using a lifetime
expected loss allowance is available.
AASB 9 was adopted retrospectively, with the initial application date of 1 July 2018. The Company has elected
to restate comparatives.
Any new, revised or amending Accounting Standards of Interpretations that are not yet mandatory have not
been adopted early.
b)
Basis of consolidation
Subsidiaries
Subsidiaries are entities controlled by the Company. Control exists when the Company has the power, directly
or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
In assessing control, potential voting rights that currently are exercisable or convertible are taken into account.
The financial statements of subsidiaries are included in the consolidated financial statements from the date that
control commences until the date that control ceases. The accounting policies of subsidiaries have been
changed when necessary to align them with the policies adopted by the Company.
In the Company’s financial statements, investments in subsidiaries are carried at cost.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
Significant accounting policies (continued)
Minority interests in the results and equity of subsidiaries are shown separately in the consolidated statement of
profit and loss and other comprehensive income and statement of financial position respectively.
Transactions eliminated on consolidation
Intra-group transactions, balances and any unrealised income and expenses arising from transactions, are
eliminated in preparing the consolidated financial statements.
c)
Financial instruments
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as
part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are
subsequently measured at either amortised cost or fair value depending on their classification. Classification is
determined based on both the business model within which such assets are held and the contractual cash flow
characteristics of the financial asset unless, an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred
and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is
no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are
classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i)
held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making
a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements
are recognised in profit or loss.
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.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are
either measured at amortised cost or fair value through other comprehensive income. The measurement of the
loss allowance depends upon the consolidated entity's assessment at the end of each reporting period as to
whether the financial instrument's credit risk has increased significantly since initial recognition, based on
reasonable and supportable information that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month
expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit
losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset
has become credit impaired or where it is determined that credit risk has increased significantly, the loss
allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised
is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of
the instrument discounted at the original effective interest rate.
For financial assets measured at fair value through other comprehensive income, the loss allowance is
recognised within other comprehensive income. In all other cases, the loss allowance is recognised in profit or
loss.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
d)
Significant accounting policies (continued)
Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares
and share options are recognised as a deduction from equity, net of any tax effects. Dividends on ordinary
shares are recognised as a liability in the period in which they are declared.
e)
Property, plant and equipment
Recognition and measurement
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.
Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the
proceeds from disposal with the carrying amount of property, plant and equipment and are recognised net within
“other income” in the statement of profit and loss and other comprehensive income.
Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of
an item if it is probable that the future economic benefits embodied within the item will flow to the Group and the
cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other
costs are recognised in the income statement as an expense incurred.
Depreciation
Depreciation is recognised in the income statement on a diminishing value basis over the estimated useful lives
of each part of an item of property, plant and equipment. The estimated useful lives in the current and
comparative periods are as follows:
Office equipment
20%
Plant and equipment
40%
Motor vehicles
20%
Depreciation methods, useful lives and residual values are reviewed at each reporting date.
f)
Exploration expenditure
Exploration activity involves the search for mineral resources, the determination of technical feasibility and the
assessment of commercial viability of an identified resource. Exploration expenditure incurred is accumulated
in respect of each identifiable area of interest. Exploration expenditure is measured at cost.
Exploration expenditure related to each identifiable area of interest are recognised as an exploration assets in
the year in which they are incurred and carried forward to the extent that the following conditions are satisfied:
(i)
rights to tenure of the identifiable area of interest are current; and
(ii)
at least one of the following conditions is also met:
the expenditure is expected to be recouped through the successful development of the identifiable
area of interest, or alternatively, by its sale; or
where activities in the identifiable area of interest have not at the reporting date reached a stage
that permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves and activities in, or in relation to, the area of interest.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
Significant accounting policies (continued)
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. Accumulated costs in relation to an abandoned area are written
off in full in the statement of profit and loss and other comprehensive income in the year in which the decision
to abandon the area is made.
Exploration assets are reviewed at each reporting date for indicators of impairment and tested for impairment
where such indicators exist. If the test indicates that the carrying value might not be recoverable the asset is
written down to its recoverable amount. Any such impairment arising is recognised in the statement of profit and
loss and other comprehensive income for the year.
Where an impairment loss is subsequently reversed, the carrying amount of the asset is increased to the revised
estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed
the carrying amount that would have been determined had no impairment loss been recognised for the asset in
previous years.
g)
Impairment of non-financial assets
Non-financial assets are reviewed for impairment whenever 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.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-
use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate
specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent
cash flows are grouped together to form a cash-generating unit.
For the purposes of impairment testing, assets that cannot be tested individually are grouped together into the
smallest group of assets that generates cash inflows from continuing use that are largely independent of the
cash inflows of other assets or groups of assets (the “cash-generating unit”). For an asset that does not generate
largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which
the asset belongs.
The Group’s corporate assets do not generate separate cash inflows. If there is an indication that a corporate
asset may be impaired, then the recoverable amount is determined for the CGU to which the corporate asset
belongs.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its
estimated recoverable amount. Impairment losses are recognised in the statement of profit and loss and other
comprehensive income. Impairment losses recognised in respect of CGUs are allocated to reduce the carrying
amounts of other assets in the unit (group of units) on a pro rata basis.
Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the
loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the
asset’s carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation and amortisation, if no impairment loss had been recognised.
h)
Employee benefits
Defined contribution superannuation funds
A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into
a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for
contributions to defined contribution plans are recognised as an employee benefit expense in the statement of
profit and loss and other comprehensive income in the periods during which services are rendered by
employees. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in
future payments is available.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
Significant accounting policies (continued)
Short-term benefits
Liabilities for employee benefits for wages, salaries and annual leave that are expected to be settled within 12
months of the reporting date represent present obligations resulting from employees’ services provided to
reporting date and are calculated at undiscounted amounts based on remuneration wage and salary rates that
the Group expects to pay as at reporting date including related on-costs, such as workers compensation
insurance and payroll tax.
i)
Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle
the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The
unwinding of the discount is recognised as finance cost.
Exploration activities give rise to obligations for site closure and rehabilitation. Site restoration costs include the
dismantling and removal of mining plant, equipment and building structures, waste removal and rehabilitation of
the site in accordance with clauses of the mining permits. Such costs have been determined using estimates of
future costs, current legal requirements and technology discounted to their present values.
j)
Revenue
Services
Revenue from services rendered is recognised in the statement of profit and loss and other comprehensive
income in proportion to the stage of completion of the transaction at the reporting date.
Finance income and finance costs
Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in the
statement of profit and loss and other comprehensive income, using the effective interest method.
Finance costs comprise interest expense on borrowings, unwinding of the discount on provisions and impairment
losses recognised on financial assets.
k)
Income tax
Income tax expense comprises current and deferred tax. Current and deferred tax are recognised in the
statement of profit and loss and other comprehensive income except to the extent that it relates 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.
Deferred tax is recognised using the balance sheet method, providing for 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
and 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.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
59 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
Significant accounting policies (continued)
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 the asset 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.
l)
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 is included as a current asset or liability in the balance sheet.
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 Australian Taxation
Office are classified as operating cash flows.
m)
Loss per share
The Company presents basic and diluted loss per share for its ordinary shares. Basic loss per share is calculated
by dividing the profit or loss attributable to the ordinary shareholders of the Company by the weighted average
number of ordinary shares outstanding during the period. Diluted earnings per share is only determined if the
Company is in a profit position. Refer to note 5 for details.
n)
Accounting estimates and judgements
Management discusses with the Board the development, selection and disclosure of the Group’s critical
accounting policies and estimates and the application of these policies and estimates. The estimates and
judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year are discussed below.
Taxation
Balances disclosed in the financial statements and the notes related to taxation, are based on the best estimates
of directors and take into account the financial performance and position of the Group as they pertain to current
income tax legislation, and the directors understanding thereof. No adjustment has been made for pending or
future taxation legislation. The current tax position represents the best estimate, pending assessment by the
Australian Tax Office.
Exploration assets
The accounting policy for exploration expenditure results in expenditure being capitalised for an area of interest
where it is considered likely to be recoverable by future exploitation or sale or where the activities have not
reached a stage which permits a reasonable assessment of the existence of reserves.
This policy requires management to make certain estimates as to future events and circumstances, in particular
whether an economically viable extraction operation can be established. Any such estimates and assumptions
may change as new information becomes available. If, after having capitalised the expenditure under the policy,
a judgement is made that the recovery of the expenditure is unlikely, the relevant capitalised amount will be
written off to profit and loss.
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
2.
Significant accounting policies (continued)
Share-based payment transactions
The Group measures the cost of equity-settled transactions by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value of rights granted is measured using the single
barrier share option pricing model, taking into account the terms and conditions set out within note 19.
Estimated useful lives of assets
Estimated useful lives of assets have been based on historical experience. The condition of the assets is
assessed at least once per year and considered against the remaining life. Adjustments to useful lives are made
when considered necessary.
Provision for rehabilitation
Included in liabilities at the end of each reporting period is an amount that represents an estimate of the cost to
rehabilitate the land upon which the Group has carried out its exploration for mineral resources. Provisions are
measured at the present value of management's best estimate of the costs required to settle the obligation at
the end of the reporting period. Actual costs incurred in future periods to settle these obligations could differ
materially from these estimates. Additionally, future changes to environmental laws and regulations, life of mine
estimates, and discount rates could affect the carrying amount of this provision.
Impairment
The Group assesses impairment at the end of each reporting period by evaluating conditions or events specific
to the Group that may be indicative of impairment indicators. The decision as to the existence of impairment
indicators requires judgement.
o)
New standards and interpretations not yet adopted
There are new Accounting standards and Interpretations issued by the AASB that are not yet mandatorily
applicable to the Group. They are available for early adoption at 30 June 2019 but have not been applied in
preparing this financial report because the adoption would not materially impact this financial report.
3.
Revenue and expenses include:
Finance costs
Costs in relation to convertible notes:
Interest
Brokerage expense
Foreign exchange loss
Administrative expenses
Disclosable
Employee benefits expense
Office lease payments
Depreciation
Legal services
Company secretarial services
Other
Note
2019
$
59
7,496
58
7,613
2018
$
4,883
-
769
5,652
9
334,716
56,263
38,572
27,806
48,000
511,069
436,261
40,193
49,990
128,554
60,000
439,274
1,016,426
1,154,272
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
61 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
4.
a)
Income tax expense
Numerical reconciliation between tax expense / (benefit) and pre-tax net loss
Loss before tax
Income tax benefit using the domestic corporation tax rate of 27.5%
(2018: 27.5%)
Increase / (decrease) in income tax due to:
Non-deductible expenses
Temporary differences and losses not recognised
Adjustments in respect of previous current income tax
Tax amortisation of capital raising costs
Income tax benefit
b)
Tax consolidation
2019
2018
$
(1,994,278)
$
(2,024,892)
(548,427)
(556,845)
(28,472)
665,684
(148,614)
(88,785)
169,786
484,473
(707,856)
(97,414)
(148,614)
(707,856)
The company and its 100% owned controlled entities have formed a tax consolidated group. Members of the
Consolidated Entity have entered into a tax sharing arrangement in order to allocate income tax expense to the
wholly owned controlled entities on a pro-rate basis. The agreement provides for the allocation of income tax
liabilities between the entities should the head entity default on its tax payment obligations. At balance date, the
possibility of default is remote. The head entity of the tax consolidated group is Auris Minerals Limited.
c)
Tax effect accounting by members of the tax consolidated group
Members of the tax consolidated group have entered into a tax funding agreement. The tax funding agreement
provides for the allocation of current taxes to members of the tax consolidated group. Deferred taxes are
allocated to members of the tax consolidated group in accordance with a group allocation approach which is
consistent with the principles of AASB 112 Income Taxes. The allocation of taxes under the tax funding
agreement is recognised as an increase/decrease in the controlled entities intercompany accounts with the tax
consolidated group head company, Auris Minerals Limited.
In this regard the Company has utilised the benefit of tax losses from controlled entities of $2,792,674 (2018:
$1,818,520) as of the balance date. The nature of the tax funding agreement is such that no tax consolidation
contributions by or distributions to equity participants are required.
d)
Deferred tax (liabilities) / assets not recognised
Exploration expenditure
Plant and equipment
Investments
Environmental liability
Provisions and sundry items
Business related costs
Capital losses
Tax losses
Deferred tax asset not recognised
Net deferred tax liability
2019
2018
$
(4,896,649)
11,990
29,493
21,538
41,463
133,673
305,160
25,875,604
(21,522,272)
$
(4,431,402)
12,431
29,493
35,717
42,899
200,897
243,664
26,492,262
(22,625,961)
-
-
Auris Minerals Limited I 2019 ANNUAL REPORT
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NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
Income tax expense (continued)
4.
The tax losses do not expire under current legislation. Deferred tax assets have not been recognised in respect
of these items because it is not probable that future taxable profit will be available against which the Company
can utilise the benefits.
5.
Loss per share
Basic loss per share (cents)
2019
Cents
0.45
2018
Cents
0.33
The calculation of basic loss per share at 30 June 2019 is based on the loss attributable to ordinary shareholders
of $1,845,664 (2018: $1,317,036) and a weighted average number of ordinary shares outstanding of
408,678,878 (2018: 396,088,820).
The number ordinary shares has been restated on a post consolidation basis.
As at 30 June 2019, the options detailed within note 19 are considered to be potential ordinary shares. However,
as the Group is in a loss position, the potential ordinary shares are considered to be anti-dilutive in nature, as
their exercise will not result in a diluted loss per share that shows an inferior view of earnings performance of
the Group than is shown by basic loss per share. For this reason, the options have not been included in the
determination of diluted loss per share and the diluted loss per share is disclosed to be the same as basic loss
per share.
6.
Auditors remuneration
Audit services:
Audit and review of financial reports
7.
Trade and other receivables
Receivable from Australian Taxation Office
Other
2019
$
28,000
28,000
2019
$
9,314
10,000
19,314
2018
$
29,000
29,000
2018
$
22,960
8,572
31,532
The Group’s exposure to credit and currency risks and impairment losses related to trade and other receivables
are disclosed in note 20.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
63 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
8.
Financial Assets
Balance at 1 July
Acquisition of listed investments
Movement in fair value
Disposal of listed investments
Balance at 30 June
Note
2019
$
1,520,615
-
(1,520,615)
24
2018
(restated)
$
-
1,200,000
320,615
-
-
1,520,615
On 7 March 2018, Sandfire Resources NL (ASX: SFR) issued 166,006 shares at $7.23 per share to Auris as a
part of the Farm-In Agreement in relation to the Morck Well East and Doolgunna Projects.
As at 30 June 2019, all Sandfire shares had been disposed of.
9.
Property, plant and equipment
A reconciliation of the carrying amounts for each class of property, plant and equipment is set out below.
Carrying amount
At cost
Plant &
equipment
$
Office
equipment
$
Motor
vehicles
$
Total
$
75,304
203,998
409,789
689,091
Accumulated Depreciation
(67,891)
(132,937)
(299,650)
(500,478)
Balance at 30 June 2018
7,413
71,061
110,139
188,613
At cost
75,304
208,293
333,924
617,521
Accumulated Depreciation
(70,605)
(148,090)
(257,464)
(476,159)
Balance at 30 June 2019
4,699
60,203
76,460
141,362
Movement in carrying amount
Balance at 1 July 2017
Additions
Disposals
Depreciation
Balance at 30 June 2018
Balance at 1 July 2018
Additions
Disposals
Depreciation
Balance at 30 June 2019
11,833
-
-
(4,420)
7,413
7,413
-
-
(2,714)
4,699
88,453
1,020
(376)
(18,036)
71,061
71,061
4,296
-
(15,154)
60,203
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
137,673
237,959
-
-
(27,534)
110,139
110,139
-
(12,975)
(20,704)
76,460
1,020
(376)
(49,990)
188,613
188,613
4,296
(12,975)
(38,572)
141,362
64 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
10.
Exploration expenditure
Exploration
$
Evaluation
$
Development
$
Total
$
Balance at 1 July 2017
Expenditure during the period (i)
Proceeds during the period (ii)
Impairment of assets (iii)
Balance at 30 June 2018
Balance at 1 July 2018
Expenditure during the period
Adjustment to environmental
liability (iii)
Impairment of assets (iv)
Balance at 30 June 2019
14,975,557
3,472,824
(1,200,000)
(364,813)
16,883,568
16,883,568
2,765,142
(51,560)
(977,218)
18,619,932
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
14,975,557
3,472,824
(1,200,000)
(364,813)
16,883,568
16,883,568
2,765,142
(51,560)
(977,218)
18,619,932
(i)
(ii)
(iii)
(iv)
Expenditure included $400,000 in respect of the shares issued to Ascidian Prospecting Pty Ltd pursuant to an asset sale
agreement (Note 11 (b) (iv)).
Shares issued by Sandfire Resources NL per Farm-In Agreement (Note 8).
The estimated environmental liability is based on an annual assessment under the criteria adopted by the Mining rehabilitation
Fund as implemented by the Department of Mines and Petroleum.
The carrying value has been impaired based on a review undertaken by an external consultant to determine the recoverability of
the current carrying value. The determination was based on examining the tenements held within each entity within the group on
a project-by-project basis to assess whether:
•
•
The expenditure and the associated activities have resulted in high priority exploration targets that will be the focus of
funded exploration over the next 2 years; and
An area of interest is considered likely to be recoverable by future exploitation or sale.
The directors supported the recommendations and approved the associated amounts impaired.
11.
Cash and cash equivalents
Bank balances
Cash and cash equivalents in the statement of cash flows
2019
2018
$
1,858,841
$
3,178,861
1,858,841
3,178,861
The exposure to interest rate risk and a sensitivity analysis for financial assets are discussed in note 20.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
65 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
11.
Cash and cash equivalents (continued)
a)
Reconciliation of cash flows from operating activities
Loss for the period after income tax
Adjusted for:
Brokerage fee
Depreciation expense
Dividends received
Impairment of exploration assets
Interest on convertible notes paid in shares
Employee share-based payments
Fees payable by issue of options
Profit on sale of investment
Loss on disposal of assets
Note
2019
2018
$
(1,845,664)
$
(1,317,036)
9
10
19
5,246
38,572
(35,471)
977,218
-
(118,950)
1,022
223,619
(12,252)
-
49,990
-
364,813
4,800
616,000
-
-
222
Operating loss before changes in working capital and provisions
(766,930)
(281,211)
Decrease in trade and other receivables
(Increase) in trade and other payables
(Increase) in provisions
Net cash outflow from operating activities
b)
Non cash financing and investing activities
Issue of options
Issue of shares
Issue of performance rights
Shares received – farm-in consideration
1,508
(3,908)
(10,754)
832
(26,786)
(17,787)
(780,084)
(324,952)
(i)
(ii)
(iii)
(iv)
471,374
44,800
(528,000)
-
-
400,000
616,000
(1,200,000)
(11,826)
(184,000)
(i)
Issue of Options
On 18 March 2019, 1,500,000 options were issued to employees in accordance with the Company’s
Employee Incentive Plan. $29,050 was taken up as share based payments. Refer to note 19.
On 28 November 2018, 20,000,000 options were issued to directors and KMPs as consideration for
services. $380,000 was taken up as share based payments. Refer to note 19
On 28 November 2018, 5,000,000 options were issued to the underwriter as part payment of fees
relating to the Entitlement Issue.
(ii)
Issue of Shares
On 2 July 2018, 896,000 fully paid ordinary shares were issued to Northcliffe Holdings Pty Ltd upon
conversion of 2 convertible notes.
On 7 July 2017, 7,000,000 fully paid ordinary shares were issued to Ascidian Prospecting Pty Ltd
pursuant to an asset sale agreement. $400,000 was capitalised to exploration assets as a result of the
issue of shares. Refer to note 10.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
66 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
11.
(iii)
Cash and cash equivalents (continued)
Issue of Performance Rights
On 18 February 2019, 4,000,000 employee performance rights were cancelled upon the resignation of
Nick Franey as General Manager Geology. $176,000 was reversed from share based payments in the
income statement. Refer to note 19.
On 27 September 2018, the Company cancelled 2,000,000 director performance rights to Bronwyn
Barnes due to her removal as non-executive director and 6,000,000 employee performance rights to
Wade Evans due to his resignation as CEO. $352,000 was reversed from share based payments in the
income statement. Refer to note 19.
On 26 April 2018, the Company cancelled 2,000,000 director performance rights held by outgoing
director Susan Vearncombe. $88,000 was reversed from share based payment in the income statement.
On 22 November 2017, the Company issued 2,000,000 director performance rights to Bronwyn Barnes,
2,000,000 director performance rights to Robert Martin, 2,000,000 director performance rights to Susan
Vearncombe, 6,000,000 employee performance rights to Wade Evans and 4,000,000 employee
performance rights to Nick Franey. $704,000 was recognised as a shared based payment in the income
statement.
(iv)
Shares Received – Farm-In Consideration
On 7 March 2018, Auris received 166,006 Sandfire Resources shares at $7.23 per share as part of the
Farm-In Agreement for the Morck Well East and Doolgunna Projects. Refer to note 8.
12.
Trade and other payables
Trade payables and other accruals
Monies held in trust
2019
$
134,648
23,473
158,121
2018
$
239,589
24,208
263,797
Monies held in trust
On 20 February 2017, being the applicable record date, the Company provided shareholders with a notice of
intention to sell shares of less than a marketable parcel in accordance with the company constitution. Impacted
shareholders were given the opportunity to return their Notice of Retention by 10 April 2017 if they did not want
these shares to be sold on their behalf. The sale was concluded on 19 April 2017 and 1,350 shareholders
collectively holding 1,509,225 shares received their proceeds from the sale ($0.07 per share sold). The monies
currently held in trust represent unpresented cheques at the balance date.
13.
Borrowings
Convertible notes
Movement in borrowings
Balance at 1 July
Notes issued
Notes converted
Balance at 30 June
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
Note
2019
$
-
-
2019
40,000
-
(40,000)
-
15
2018
$
40,000
40,000
2018
$
40,000
-
-
40,000
67 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
Convertible notes
As at 1 July 2018 there were two remaining convertible notes having a face value of $20,000 each maturing on
1 July 2018. Interest, at a rate of 12% per annum, is payable six monthly in June and December in shares
converted at a 30 day VWAP. The notes together with the accrued interest were converted into shares at an
issue price of $0.05 per share on 2 July 2018.
14.
Provisions
Current provisions
Employee leave benefits
Provision for stamp duty
2019
$
2,634
125,053
127,687
2018
$
9,725
125,053
134,778
Provision has been made for additional stamp duty in respect the share purchase acquisition of Auris Exploration
Pty Ltd for movable property, and an adjustment for the value of gold inventory. This had not previously been
taken into account when the interim assessment was issued by the Office of State Revenue on 13 December
2013.
Non-current provisions
Note
Environmental provision
Movement in non-current provisions
Balance at 1 July
Provision adjustment
Balance at 30 June
10
2019
$
78,320
78,320
129,880
(51,560)
78,320
2018
$
129,880
129,880
129,880
-
129,880
A provision has been made in respect of environmental rehabilitation on tenements based on the disturbance
criteria as determined by Department of Mines and Petroleum.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
68 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
15.
Issued capital and reserves
Issued and fully paid ordinary
shares
Movement in ordinary shares
On issue at 1 July
Issue of shares for cash
Issue of shares on conversion of
convertible notes
Issue of share for interest on
convertible notes
Issue of shares to acquire
exploration licences
Share issue costs
On issue at 30 June
2019
$
2018
$
123,813,483
123,829,985
Note
2019
No.
2019
$
2018
No.
2018
$
407,785,340
123,829,985
354,223,138
119,866,311
-
-
46,562,202
3,727,925
13
800,000
40,000
96,000
4,800
-
-
-
-
11(b)(iv)
-
-
-
7,000,000
400,000
(61,302)
-
(164,251)
408,681,340
123,813,483
407,785,340
123,829,985
Nature and purpose of share-based payments reserve
The share-based payments reserve represents the fair value of equity instruments issued to employees as
compensation and issued to external parties for the receipt of goods and services. This reserve will be reversed
against issued capital when the underlying shares are converted and reversed against retained earnings when
they are allowed to lapse.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
69 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
15.
Issued capital and reserves (continued)
Movement in reserves
Share based payments reserve
Balance at 1 July
Share based payments
Cancellation of performance rights
Unlisted options issued
Expiry of options
Balance at 30 June
Gain/(loss) from equity investment reserve
Balance at 1 July
Revaluation of investment
Balance at 30 June
Option reserve
Balance at 1 July
Allotment of listed options
Balance at 30 June
Total reserves
Note
2019
$
2018
(restated)
$
19
19
19
8
1,986,289
-
(528,000)
409,050
(170,229)
1,697,110
2,317,493
616,000
-
-
(i) (947,204)
1,986,289
320,615
-
320,615
-
(ii) 320,615
320,615
-
1,021,703
1,021,703
-
-
-
3,039,428
2,306,904
(i)
(ii)
Restatement of share based payments reserve due to correction of options expired during the period (see note 24).
Restatement of gain/loss from equity investments due to adoption of AASB 9 Financial Instruments (see note 24).
Movement in listed options
Options expiring on
or before
Exercise
Price
On issue
at 1 Jul 18
Issued
Exercised
Expired
30 Nov 2020
$0.08
- 107,170,335
- 107,170,335
-
-
On issue at
30 Jun 19
- 107,170,335
- 107,170,335
Movement in unlisted options
Options expiring on
or before
Exercise
Price
On issue at
1 Jul 18
Issued
Exercised
Expired
3 Oct 2018
8 Oct 2019
20 Sep 2018
20 Sep 2018
30 Nov 2020
30 Nov 2020
$0.60
$1.30
$0.12
$0.12
$0.08
$0.08
1,480,000
2,500,000
5,000,000
1,000,000
-
-
-
-
-
-
20,000,000
1,500,000
9,980,000
21,500,000
-
-
-
-
-
-
-
(1,480,000)
-
(5,000,000)
(1,000,000)
-
-
(7,480,000)
24,000,000
On issue at
30 Jun 19
-
2,500,000
-
-
20,000,000
1,500,000
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
70 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
16.
Controlled entities
Auris Exploration Pty Ltd, incorporated in Australia (i) (ii)
(i) Auris Exploration Pty Ltd was formerly known as Grosvenor Gold Pty Ltd.
(ii) The parent entity acquired a 100% interest in Auris Exploration Pty Ltd on 8 March 2012.
17.
Segment reporting
2019
%
100
2018
%
100
The Group operations are entirely associated with exploration and related development activities in Western
Australia.
18.
Parent information
Statement of Financial Position
Assets
Total current assets
Total non-current assets
Total assets
Liabilities
Total current liabilities
Total non-current liabilities
Total liabilities
Equity
Issued capital
Reserves
Accumulated losses
Total equity
2019
$
2018
(restated)
$
1,853,287
42,399,894
3,179,515
41,129,252
44,253,181
44,308,767
204,127
23,785,094
257,400
22,816,631
23,989,221
23,074,031
123,813,483
3,039,428
(106,588,951)
123,829,985
2,306,904
(104,902,155)
20,263,960
21,234,734
Statement of Profit and Loss and Other Comprehensive Income
Total loss
Total comprehensive loss
1,845,664
1,845,664
996,421
996,421
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
71 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
19.
Share based payments
Recognised share-based payments
Details of share based payments recognised during the year are shown in the table below.
Note
2019
Employee share based payments
KMP share based payments
Cancellation of KMP share based payments
11(b)(i)
11(b)(i)
11(b)(iii)
Issue of shares
$
29,050
380,000
(528,000)
(118,950)
-
2018
$
176,000
440,000
-
616,000
400,000
(118,950)
1,016,000
Equity based compensation plans (Long-term incentive bonus)
The Board has provided equity-based long-term incentives (LTIs) to promote continuity of employment and to
provide additional incentive to key management personnel to increase shareholder wealth. LTIs are provided as
options and rights over ordinary shares of the Company and are provided to key management personnel based
on their level of seniority and position within the Group. Options and rights may only be issued to directors
subject to approval by shareholders in general meeting.
There are no voting or dividend rights attached to the options and rights. Options and rights issued under the
plans were issued for no consideration. Voting rights will be attached to the ordinary issued shares when the
options and rights have been exercised. Each option and right is convertible to one fully paid ordinary share.
Issue of incentives
As approved by shareholders in general meeting the Company may issue unlisted options or rights to employees
to subscribe for ordinary fully paid shares in the Company with an expiry date not later than five years from the
date of issue and with an exercise price at the discretion of the directors.
The following options and rights were issued to employees and directors included in equity settled share-based
payments expenses under Administrative expenses in the statement of profit and loss and other comprehensive
income.
Issue of options
Issue of performance rights
Cancellation of performance rights
Equity settled share-based payment expense
2019
$
409,050
-
(528,000)
(118,950)
2018
$
-
616,000
-
616,000
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
72 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
19.
Share based payments (continued)
Issue of options
The Company issued 20,000,000 unquoted options to directors and KMPs as consideration for services on 28
November 2018 and 1,500,000 unquoted options on 18 March 2019 to employees as approved by shareholders
at the Annual General Meeting held on 27 November 2018. Each option will convert into one AUR share upon
vesting. The Options were valued using the Black-Scholes option pricing model. Details for the options are
tabled below:
Number of
options
Valuation
date
Exercise
price
Volatility
Expiration
date
Fair value
per option
Total fair
value
20,000,000
27 Nov 18
$0.08
110%
30 Nov 20
$0.019
$380,000
1,500,000
27 Nov 18
$0.08
110%
30 Nov 20
$0.019
29,050
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in,
share options during the year:
Outstanding at 1 July
Granted during the year
Expired during the year
Outstanding at 30 June
2019
2018
No.
9,980,000
21,500,000
(7,480,000)
WAEP
$0.49
$0.08
$0.21
No.
11,480,000
-
(1,500,000)
WAEP
$0.57
$0.00
$1.16
24,000,000
$0.21
9,980,000
$0.49
The options have been restated on a post-consolidation basis.
The outstanding balance at 30 June 2019 is represented by:
Expiry date
8 October 2019
30 November 2020
30 November 2020
Exercise Price
No. of shares
$1.30
$0.08
$0.08
2,500,000
20,000,000
1,500,000
24,000,000
The number and pricing of options have been restated on a post-consolidation basis.
Weighted average remaining contractual life
The weighted average remaining contractual life for share options outstanding as at 30 June 2019 is 1.30 years
(2018: 0.43 years).
Range of exercise price
The range of exercise prices for options outstanding at the end of the year was $0.08 - $1.30 (2018: $0.12 -
$1.30). As the range of exercise prices is wide, refer to the above table for further information in assessing the
number and timing of additional shares that may be issued and the cash that may be received upon exercise of
those options.
Note the exercise prices have been restated on a post-consolidation basis.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
73 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
19.
Share based payments (continued)
Weighted average fair value
The weighted average fair value of options granted during the year was $0.08 (2018: $nil).
Cancellation of performance rights
In the prior financial year, 16,000,000 performance rights were issued to employees and KMPs 2,000,000 of
which were cancelled on the removal of Dr Susan Vearncombe as Non-Executive Director.
During the period 12,000,000 performance rights were cancelled due to the removal of Ms Bronwyn Barnes as
Non-Executive Director, Wade Evans resignation as CEO and Nick Franey as General Manager Geology.
Consequently, an adjustment of $528,000 arose in the share based payments reserve.
No performance rights were issued during the period.
20.
Financial instruments
Financial risk management
This note presents information about the Group’s exposure to credit, liquidity and market risks, their objectives,
policies and processes for measuring and managing risk, and the management of capital.
The Group’s principal financial instruments comprise receivables, payables, borrowings, cash and short-term
deposits. All financial assets measured at fair value are considered to be Level 1 financial assets. That is, they
have quoted prices in active markets for identical assets.
Risk exposures and responses
The Group manages its exposure to key financial risks in accordance with the Group’s financial risk management
policy. The objective of the policy is to support the delivery of the Group’s financial targets while protecting future
financial security.
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 the risks.
The main risks arising from the Group’s financial instruments are interest rate risk and liquidity risk. The Group
uses different methods to measure and manage different types of risks to which it is exposed. These include
monitoring levels of exposure to interest rates via assessments of market forecasts for interest rates and
monitoring liquidity risk through the development of future rolling cash flow forecasts.
The Group does not use any form of derivatives as the Group’s operations and related financial instruments are
not at a level of complexity to require the use of derivatives to hedge its exposures. The Group does not enter
into or trade financial instruments, including derivative financial instruments, for speculative purposes.
Credit risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in a financial loss
to the Group. The Group’s potential concentration of credit risk consists mainly of cash deposits with banks and
other receivables. The Group’s short term cash surpluses are placed with banks that have investment grade
ratings.
The maximum credit risk exposure relating to the financial assets is represented by the carrying value as at the
balance sheet date. The Group considers the credit standing of counterparties when making deposits to manage
the credit risk.
Considering the nature of the Group’s ultimate customers and the relevant terms and conditions entered into
with such customers, the Group believes that the credit risk is immaterial.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
74 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
20.
Financial instruments (continued)
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses
or risking damage to the Group’s reputation.
Ultimate responsibility for liquidity risk management rests with the Board of Directors. The Group manages
liquidity risk by maintaining adequate cash reserves either from funds raised in the market or via short term
loans and by continuously monitoring forecast and actual cash flows.
The following are the contractual and expected maturities of the Group’s non-derivative, non-cash financial
assets and the Group’s expected maturities of financial liabilities:
Within 6
months
6 to 12
months
>12 months
Total
$
$
$
$
As at 30 June 2019
Financial assets
Trade and other receivables
Financial liabilities
Trade and other payables
Provisions
Borrowings - current
Net outflow
As at 30 June 2018
Financial assets
Trade and other receivables
Financial liabilities
Trade and other payables
Provisions
Borrowings - current
Net outflow
Equity price risk
19,314
19,314
158,121
127,687
-
285,808
(266,494)
31,532
31,532
263,797
134,778
40,000
438,575
(407,043)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
19,314
19,314
158,121
127,687
-
285,808
(266,494)
31,532
31,532
263,797
134,778
40,000
438,575
(407,043)
Equity price risk is the risk that the value of the Group’s financial instruments will fluctuate as a result of changes
in market prices (other than those arising from interest rate risk or currency risk), whether caused by factors
specific to an individual investment, its issuer or all factors affecting all instruments traded in the market.
Capital risk management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going
concern, so as to maintain a strong capital base sufficient to maintain future exploration, evaluation and
development of its mineral projects. In order to maintain or adjust the capital structure, the Group may return
capital to shareholders, issue new shares or sell assets to reduce debt.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
75 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
20.
Financial instruments (continued)
Due to the Group being principally involved in mineral exploration, the primary source of funding is equity
raisings.
The Company also encourages employees and directors to be shareholders through its various equity-based
long-term incentives as detailed in Note 21.
As at 30 June 2019, the Group had a net working capital of $1,592,347 (2018: $4,292,433), The Group’s net
asset position was $20,275,321 (2018: $21,234,734).
There were no changes in the Group’s approach to capital management during the year. Risk management
policies and procedures are established with regular monitoring and reporting.
The Group is not subject to externally imposed capital requirements.
Fair value
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the
basis of measurement and the basis on which revenues and expenses are recognised, in respect of each class
of financial asset, financial liability and equity instrument are disclosed in Note 2 to the financial statements.
The financial assets and liabilities included in the assets and liabilities of the Group approximate net fair value,
determined in accordance with the accounting policies disclosed in Note 2 to the financial statements.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market
risk management is to manage and control market risk exposures within acceptable parameters, while optimising
the return.
Cash flow interest rate risk
The Group is exposed to interest rate risk, primarily on its cash and cash equivalents. Cash flow interest rate
risk is the risk that a financial instrument’s value will fluctuate as a result of changes in the market interest rates
on interest- bearing financial instruments. The Group does not use derivatives to mitigate these exposures. The
interest rate on the short term loan is fixed.
The interest rate profile of the Group’s interest-bearing financial instruments was:
Fixed interest rate maturity
Average
interest
rate
%
Variable
interest
rate
A$
Less than 1
year
1 to 5
years
More than 5
years
Total
A$
A$
A$
A$
At 30 June 2019
Financial assets
Cash and cash equivalents
Financial liabilities
Borrowings - current
At 30 June 2018
Financial assets
Cash and cash equivalents
Financial liabilities
Borrowings - current
3.4
1,858,841
-
-
3.3
3,178,861
-
-
-
12.0
-
40,000
-
-
-
-
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
-
-
-
-
1,858,841
-
3,178,861
40,000
76 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
20.
Financial instruments (continued)
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in interest rates at the reporting date would have no material impact on the income
statement. There would be no effect on the equity reserves other than those directly related to income statement.
21.
Related parties
Key management personnel compensation
Refer to the remuneration report contained in the directors’ report for details of the remuneration paid or payable
to each member of the Group’s key management personnel (KMP) for the year ended 30 June 2019.
The totals of remuneration paid to KMP of the Group during the year comprised:
Short-term employee benefits
Post-employment benefits
Termination benefits
Share-based payments
2019
$
264,481
10,788
57,500
351,500
684,269
2018
$
346,763
28,722
86,336
440,000
901,821
Other than the directors and Chief Executive Officer, no other person is concerned in, or takes part in, the
management of the Group or has the authority and responsibility for planning, directing and controlling the
activities of the Group.
Short-term employee benefits
These amounts include fees and benefits paid to the Non-Executive Directors as well as all fees, salary, paid
leave, fringe benefits awarded to Executive Directors as well as the Chief Executive Officer.
Post-employment benefits
These represent the cost of superannuation contributions made during the year.
Share-based payments
These amounts represent expense related to the participation of directors in equity-settled benefit schemes as
measured by the fair value of options or rights granted on the grant date.
Further information in relations to key management personnel remuneration can be found in the directors’ report.
Individual directors and executives compensation disclosures
Information regarding individual directors' compensation and some equity instruments disclosures as required
by Corporations Regulations 2M.3.03 is provided in the Remuneration Report section of the Directors’ Report.
Apart from the details disclosed in this note, no director has entered into a material contract with the Group since
the end of the previous financial year and there were no material contracts involving directors’ interests at year-
end.
Key management personnel and director transactions
A number of key management persons, or their related parties, hold positions in other entities that result in them
having control or significant influence over the financial or operating policies of those entities. A number of these
entities transacted with the Company or its subsidiaries in the reporting period. The terms and conditions of the
transactions with management persons and their related parties were no more favourable than those available,
or which might reasonably be expected to be available, on similar transactions to non-director related entities
on an arm’s length basis.
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
77 | P a g e
NOTES TO THE CONSOLIDATED FINANCIAL REPORTS
FOR THE YEAR ENDED 30 JUNE 2019
22.
Commitments and contingent liabilities
Exploration expenditure commitments in respect of tenement holdings
Payable not later than 12 months
Payable between 12 months and 5 years
2019
$
697,360
3,486,800
4,184,160
2018
$
1,580,780
6,323,120
7,903,900
Contingent liability
As outlined at Note 14, the OSR is still undergoing a review process for additional stamp duty in respect to the
share purchase acquisition of Auris Exploration Pty Ltd, and are yet to issue their final assessment. No further
provision (in addition to that at Note 14) has been provided for any additional duty that may arise, as
management believe they have adequately substantiated the remaining items in dispute. However, final
determination of additional stamp duty to be paid is yet to be agreed with the OSR and therefore maybe more
than outlined at Note 14, however as of today’s date it is impossible to predict with reasonable certainty the
extent of any additional costs.
23.
Events subsequent to reporting date
Except for the events noted below, no other material events have occurred subsequent to the reporting date.
On 15 July 2019, air core drilling commenced at Cashman, Morck Well West and Horseshoe Well
Projects.
One 23 July 2019, Auris Minerals earnt 70% of Northern Star Cheroona JV.
On 31 July 2019, Auris Minerals completed air core drilling at Cashman, Feathercap and Horseshoe
Well.
On 4 September 2019, Auris Minerals announced gold potential within the Horseshoe Well Project.
On 9 September 2019, significant gold results returned from air core drilling.
On 20 September 2019, Sandfire Resources NL farm-in to Cashman Project.
24.
Restatement of comparative
Details for the prior period restatements are as follows:
1.
2.
The financial asset was restated to its fair value at 30 June 2018 to reflect the adoption of AASB 9.
Expiry of options in the prior period were incorrectly taken up in the share based payments reserve.
The impact of the restatements are as follows:
Before
restatement
Adjustment
Restated
1. Financial asset
1,200,000
320,615
1,520,615
2. Share based payment reserve
1,241,125
(745,164)
1,986,289
Auris Minerals Limited I 2019 ANNUAL REPORT
ABN 77 085 806 284
78 | P a g e
DIRECTORS’ DECLARATION
In the opinion of the directors of Auris Minerals Limited
(a)
the Consolidated Financial Statements and Notes, as set out on pages 50 to 78, and the Remuneration
Report in the Directors’ Report, 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 2019 and of its
performance, for the financial year ended on that date; and
complying with Australian Accounting Standards
Interpretations) and the Corporations Regulations 2001;
(including
the Australian Accounting
(b)
(c)
the financial report also complies with International Financial Reporting Standards as disclosed in note
1(a);
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 required by section 295A of the Corporations Act 2001 from the
Chief Executive Officer (equivalent) and Chief Financial Officer (equivalent) for the financial year ended 30 June
2019.
Signed in accordance with a resolution of the directors.
NEVILLE BASSETT
NON-EXECUTIVE CHAIR
Dated at West Perth this 26th day of September 2019
Auris Minerals Limited I 2019 ANNUAL REPORT
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79 | P a g e
Independent Audit Report to the members of Auris Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Auris Minerals Limited and its subsidiaries (the Group), which comprises the
consolidated statement of financial position as at 30 June 2019, the consolidated statement of profit or loss and other
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 2019 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 as 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.
Material Uncertainty Related to Going Concern
Without modifying our opinion, we draw attention to Note 1 to the financial statements which outlines that the ability of the
Group to continue as a going concern is dependent on the ability of the Group to secure additional funding through either
the issue of further shares and/or options.
As a result there is a material uncertainty related to events or conditions that may cast significant doubt on the Group’s ability
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
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. In addition to the matter described
in the Material Uncertainty Related to Going Concern section, we have determine the matter described below to be a key
audit matter to be communicated in our report.
Capitalised Exploration Expenditure
Refer to Note 10, Capitalised Exploration Expenditure ($18,619,932) and accounting policy Notes 2f
Key Audit Matter
How our audit addressed the matter
Auris Minerals Limited has a significant amount
of capitalised exploration expenditure. As the
carrying value of exploration expenditure
represents a significant asset of the company,
we considered it necessary to assess whether
facts and circumstances existed to suggest the
carrying amount of this asset may exceed its
recoverable amount.
Our audit work included, but was not restricted to, the following:
• We obtained evidence that the company has valid rights to explore in
the areas represented by the capitalised exploration by obtaining
independent searches of a sample of the group’s tenement holdings.
• We enquired with management and reviewed budgets to ensure that
substantive expenditure on further exploration for and evaluation of the
mineral resources in the company’s areas of interest were planned.
• We enquired with management, reviewed announcements made and
reviewed minutes of directors’ meetings to ensure that the company
had not decided to discontinue activities in any of its areas of interest.
• We enquired with management to ensure that the company had not
decided to proceed with development of a specific area of interest, yet
the carrying amount of the exploration and evaluation asset was
unlikely to be recovered in full from successful development or sale.
Other Information
The directors are responsible for the other information. The other information obtained at the date of this auditor's report is
included in the annual report but does not include the financial report and our 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 on the other information obtained prior to the date of this auditor's report, 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.
Responsibilities of 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.
In preparing the financial report, the directors are responsible for assessing the Group’s ability 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 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 the financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide
a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the directors.
• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt
on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the
financial report represents the underlying transactions and events in a manner that achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on
our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most significance in the audit
of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 25 to 29 of the directors’ report for the year ended 30 June
2019. The directors of the Auris Minerals Limited 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 in accordance with Australian Auditing Standards.
Opinion
In our opinion, the Remuneration Report of Auris Minerals Limited for the year ended 30 June 2019 complies with section
300A of the Corporations Act 2001.
Greenwich & Co Audit Pty Ltd
Nicholas Hollens
Managing Director
Perth
26 September 2019