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2023 ReportPeers and competitors of Auric Mining Limited:
Seabridge GoldASX Announcement 22 March 2024 ASX: AWJ | ACN 635 470 843 auricmining 31 December 2023 Full Year Financial Results. Auric Generated $4.22 Million Net Operating Cash. Highlights • Financial year posts a maiden profit of $1,313,644. • Adjusted maiden profit after one off write-down is $2,845,638. • Net cash from operating activities is $4,223,898. 2023 Full Year Financial Report Auric Mining Limited (ASX: AWJ) (Auric or the Company) is pleased to provide its financial statements for the year ending 31 December 2023. Managing Director, Mark English, said “We’ve topped off an outstanding 2023 with a maiden adjusted profit of $2.8 million. The net cash from operating activities resulted in a surplus of $4.22 million, a terrific result. “We benefited from a rising gold price as we undertook Stage One mining at Jeffreys Find. The mining performed better than expected with production of 9,741 ounces of gold selling at an average of $3,006 per ounce. Six months of mining generated almost $10 million in surplus cash for Auric and its JV partner, BML Ventures Pty Ltd of Kalgoorlie. Mining at Jeffreys Find has commenced for the 2024 year. The first processing is scheduled at the Greenfields Mill in mid-late April 2024. “The past 12 months has seen us become self-funding for 2024. We are a dynamic small gold company with a pipeline of mining activities, that will generate cash for the Company and our shareholders,” said Mr English. This announcement has been approved for release by the Board. Corporate Enquiries Mark English Managing Director Auric Mining Limited +61 409 372 775 menglish@auricmining.com.au Follow our communications Subscribe: auricmining.com.au +61 8 9548 9997 | info@auricmining.com.au | Level 1, 1 Tully Road, East Perth, WA 6004 | www.auricmining.com.au page | 1 Auric Mining Limited and Controlled Entities ABN 29 635 470 843 Financial Statements 31 December 2023 Auric Mining Limited and Controlled Entities Contents 31 December 2023 Directors' report 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 cash flows Notes to the consolidated statements Directors' declaration Independent auditor's report to the members of Auric Mining Limited Shareholder information General information 2 12 13 14 15 16 17 36 37 41 The financial statements cover both Auric Mining Limited as an individual entity and the Consolidated Entity consisting of Auric Mining Limited and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Auric Mining Limited's functional and presentation currency. Auric Mining Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business are: Registered office Level 1, 1 Tully Road, East Perth WA 6004 Principal place of business Level 1, 1 Tully Road, East Perth WA 6004 A description of the nature of the Consolidated Entity's operations and its principal activities are included in the Directors' report. The financial statements were authorised for issue, in accordance with a resolution of Directors, on 21 March 2024. 1 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 The Directors present their report, together with the financial statements, on the Consolidated Entity (referred to hereafter as the 'Consolidated Entity' or ‘Group’) consisting of Auric Mining Limited (referred to hereafter as "Auric', the "Company" or "Parent Entity") and the entities it controlled at the end of, or during, the year ended 31 December 2023. Directors The following persons were Directors of Auric Mining Limited during the whole of the financial year and up to the date of this report, unless otherwise stated: Steven Morris - Non-Executive Chair Mark English - Managing Director John Utley - Executive Director Particulars of each Director's experience and qualifications are set out later in this report. Principal Activities The principal activities of the Group during the financial period were gold exploration, mining and development. Operating and Financial Review During the year, the Company completed further RC drilling programs at both Chalice West and Miitel South. The Company executed grade control drilling at Jeffreys Find Gold Deposit as announced to ASX on 16 January 2023. The Company executed a toll milling agreement between FMR Investments Pty Ltd and BML Ventures Pty Ltd for the Jeffreys Find Gold Deposit as announced to ASX on 31 March 2023. On 13 April 2023, the Company announced the Chalice West and Miitel South RC Drilling results. BML Ventures Pty Ltd commenced open-pit gold mining at Jeffreys Find Gold Mine as announced to ASX on 17 May 2023. The Company completed a scoping study for Munda Gold Deposit as announced to ASX on 28 June 2023. The Company announce that toll milling of the first batch of approximately 30,000 tonnes of ore from its Jeffreys Find Gold Mine has commenced as announced to ASX on 20 July 2023. On 8 August 2023, the Company announced the toll milling and processing of the first parcel of gold ore had been completed. The Company completed first stage of open pit mining at Jeffreys Find. 1,721 ounces of gold was produced and sold from the first 36,180 tonne parcel as announced to ASX on 25 August 2023. A second gold milling campaign commenced at the Greenfields Mill on 11 September 2023. Approximately 145,000 tonnes of ore was processed from the first stage pit as announced to ASX. On 1 December 2023, the Company announced a final reconciliation from Stage One mining of Jeffreys Find Gold Mine. Total 9,741 ounces of gold were produced and Auric received its share of the surplus cash of $4.77 million. The earnings for the Consolidated Entity after providing for income tax amounted to $1,313,644 (31 December 2022: loss of $1,106,692). Significant changes in the state of affairs There were no significant changes in the state of affairs aside from the matters referred to in the review of operations above of the Consolidated Entity during the financial year. Dividends There were no dividends paid, recommended or declared during the current or previous financial year. 2 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Matters subsequent to the end of the financial year After the year ended 31 December 2023, the Company submitted 2 tenements applications to acquire E15/2069 and E15/2073. The Company issued 2,000,000 unquoted options expiry 31 January 2028 exercisable at $0.15 and 2,000,000 unquoted options expiry 31 January 2029 exercisable at $0.225 to Canary Capital Pty Ltd (and nominees) as part of their corporate advisory services provided to the Company. No other matter or circumstance has arisen since 31 December 2023 that has significantly affected, or may significantly affect the Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future financial years. Likely developments and expected results of operations Information on likely developments, future prospects and business strategies of the operations of the Consolidated Entity and the expected results of operations, not otherwise disclosed in this report, have not been included in this report because the Directors believe that the inclusion of such information would be likely to result in unreasonable prejudice to the Consolidated Entity. Indemnifying Officers or Auditor During the year, the Group maintained an insurance policy which indemnifies the directors and officers in respect of any liability incurred in connection with the performance of their duties as directors and officers of the Group to the extent permitted by the Corporations Act 2001. The Group has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor. During the financial year, the Group has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity. Environmental regulation The Consolidated Entity is not subject to any significant environmental regulation under Australian Commonwealth or State law as it is still in exploration or mining activities. Risk Statement The Consolidated Entity is committed to the effective management of risk to reduce uncertainty in the Consolidated Entity’s business outcomes and to protect and enhance shareholder value. There are various risks that could have a material impact on the achievement of the Consolidated Entity’s strategic objectives and future prospects. Key risks and mitigation activities associated with the Consolidated Entity’s objectives are set out below: Exploration risk The Consolidated Entity’s projects are at various stages of exploration, and potential investors should understand that mineral exploration is a high-risk undertaking. There can be no assurance that exploration of these projects, or any other tenements that may be acquired in the future, will result in the discovery of an economic mineral deposit. The future exploration activities of the Consolidated Entity may be affected by a range of factors including geological conditions, limitations on activities due to seasonal weather patterns, unanticipated operational and technical difficulties, industrial and environmental accidents, local title processes, changing government regulations and many other factors beyond the control of the Consolidated Entity. In addition, the tenements forming the projects of the Consolidated Entity may include various restrictions excluding, limiting or imposing conditions upon the ability of the Consolidated Entity to conduct exploration activities. While the Consolidated Entity will formulate its exploration plans to accommodate and work within such access restrictions, there is no guarantee that the Consolidated Entity will be able to satisfy such conditions on commercially viable terms, or at all. The Consolidated Entity uses a number of exploration techniques in order to reduce the level of exploration risks and continues to explore new and innovative technologies through its day to day operations. Regulatory risk The Consolidated Entity’s mining and exploration activities are dependent upon the maintenance (including renewal) of the tenements in which the Consolidated Entity has or acquires an interest. Maintenance of the Consolidated Entity’s tenements is dependent on, among other things, the Consolidated Entity’s ability to meet the licence conditions imposed by relevant authorities. 3 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Although the Consolidated Entity has no reason to think that the tenements in which it currently has an interest will not be renewed, there is no assurance that such renewals will be given as a matter of course and there is no assurance that new conditions will not be imposed by the relevant authority or whether the Consolidated Entity will be able to meet the conditions of renewal on commercially reasonable terms, if at all. The Consolidated Entity works with local government and mining departments to ensure it meets the required level of reporting requirements and to reduce any potential for breach of regulatory requirements. Future funding risk Exploration and development costs and pursuit of its business plan will use funds from the Consolidated Entity’s current cash reserves from mining operations and the amounts raised under other funding opportunities. The development of one or more of its projects may require the Consolidated Entity to raise capital. Any additional equity financing may be dilutive to Shareholders, may be undertaken at lower prices than the market or may involve restrictive covenants which limit the Consolidated Entity’s operations and business strategy. Debt financing, if available, may involve restrictions on financing and operating activities. Although the directors believe that additional capital can be obtained, no assurances can be made that appropriate capital or funding, if and when needed, will be available on terms favourable to the Consolidated Entity or at all. If the Consolidated Entity is unable to obtain additional financing as needed, it may be required to reduce the scope of its activities and this could have a material adverse effect on the Consolidated Entity’s activities and could affect the Consolidated Entity’s ability to continue as a going concern. The Consolidated Entity’s funding requirements are reviewed on a regular basis in order to mitigate future funding risk. Proceedings on Behalf of the Company No person has applied for leave of a Court to bring proceedings against the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any Court proceedings during the period. Non-audit services There were no non-audit services provided during the financial year by the auditor. Options At the date of this report, the unissued ordinary shares of Auric Mining Limited under option are as follows: Grant date 5 October 2022 29 November 2022 8 December 2022 16 December 2022 19 December 2022 1 November 2023 1 February 2024 1 February 2024 Expiry date 31 March 2024 31 March 2024 31 March 2024 31 March 2024 31 March 2024 1 November 2026 31 January 2028 31 January 2029 Exercise price Number under option $0.15 $0.15 $0.15 $0.15 $0.15 $0.10 $0.15 $0.225 7,848,612 6,680,529 1,999,994 900,000 300,000 2,000,000 2,000,000 2,000,000 23,729,135 Option holders do not have any rights to participate in any issues of shares or other interests of the Company or any other entity. During the year ended 31 December 2023, no shares of Auric Mining Limited were issued on the exercise of options granted. No person entitled to exercise an option had or has any right by virtue of the option to participate in any share issue of any other body corporate. During the year ended 31 December 2023, 2,000,000 options were issued as part of the corporate advisory services. 4 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Subsequent to the end of the financial year 31 December 2023 two tranches of 2,000,000 options for a total of 4,000,000 options were issued as part of the corporate advisory services. Information on Directors and Company Secretary As at the date of this report, the information on the Directors and Company Secretaries are as follows: Name: Title: Qualifications: Experience and expertise: Steven John Morris Non-Executive Chair Diploma of Financial Markets (FINSIA) Steven has over 30 years’ experience in financial markets. He was Head of Private Clients (Australia) for Patersons Securities, Managing Director of Intersuisse Ltd, Founder and Managing Director of Peloton Shareholder Services and held senior executive roles in the Little Group. Steven spent 9 years on the board of the Melbourne Football Club. Steven was a Non-Executive Director of De Grey Mining Ltd (“DEG”) from 2014 to 2019 and Chairman of ASX-listed Purifloh Ltd (“PO3”) from 2013 to 2019. Other current directorships: None Former directorships (last 3 years): None Interests in shares: Interests in options: 7,133,333 ordinary shares of Auric Mining Limited 104,166 options of Auric Mining Limited expiring 31 March 2024 @ $0.15 Name: Title: Qualifications: Experience and expertise: Mark Anthony English Managing Director Bachelor of Business (Curtin University) Fellow of the Institute of Chartered Accountants Australia and New Zealand Member of the Institute of Company Directors Mark is a Chartered Accountant and a member of the Australian Institute of Company Directors. Mark has 40 year career in the resources sector and corporate services. Mark has particular responsibility for Company strategy, financial management, corporate development and acquisition opportunities. Mark was a founding Director of Bullion Minerals Ltd (now Devex Resources Ltd (“DEV”)), that he managed for 10 years including completing IPO. Mark is a Co-Founder and Shareholder in the Moora Citrus group of companies, WA’s largest citrus producing orchard in operation for over 25 years. Other current directorships: None Former directorships (last 3 years): None Interests in shares: Interests in options: 8,700,100 ordinary shares of Auric Mining Limited 333,340 options of Auric Mining Limited expiring 31 March 2024 @ $0.15 Experience and expertise: Name: Title: Qualifications: John Peter Utley Technical Director Master's of Science in Earth Sciences (University of Waikato, New Zealand) Member of the Australian Institute of Mining and Metallurgy Member of the Australian Institute of Geoscientists John has a 35 year career in mining and exploration, principally gold sector. John has worked in Australia, South America, Papua New Guinea and in Canada where he was Chief Geologist for Atlantic Gold Corporation, during exploration and development of the Touquoy Gold Mine and other gold deposits in Nova Scotia, prior to its acquisition by St Barbara. John previously worked with Plutonic Resources Ltd, where he was head of the exploration team at Darlot Gold Mine, during the discovery and development of the 2.3M ounce Centenary gold deposit. Other current directorships: None Former directorships (last 3 years): None Interests in shares: Interests in options: 6,976,666 ordinary shares of Auric Mining Limited 208,333 options of Auric Mining Limited expiring 31 March 2024 @ $0.15 5 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Experience and expertise: Name: Title: Qualifications: Tamara Monica Barr Joint Company Secretary: Appointed: 1 February 2022 Certificate in Governance Practice (Governance Institute of Australia) Fellow Member (FGIA) Tamara is a highly experienced ASX Company Secretary with over 20 years’ experience practising as a Company Secretary and Corporate Governance Advisor across a variety of sectors and industries. She has worked predominantly in Australia, as well as in the UK and Europe, providing Company Secretarial advice and services to ASX listed, Public and NFP companies. Tamara is Managing Director of corporate services firm, Clear Sky Blue Pty Ltd where Tamara works closely with Boards to enhance their Corporate Governance procedures. Other current directorships: None Former directorships (last 3 years): None Experience and expertise: Name: Title: Qualifications: Catherine Kah Yan Yeo Joint Company Secretary: Appointed: 1 February 2024 Bachelor of Business in Accounting and Finance (Murdoch University) Certificate in Governance Practice (Governance Institute of Australia) Affiliated Member (GIA) Catherine is a finance executive and manages all the administration and finance functions at Auric Mining. She holds a Bachelor of Business in Accounting and Finance from Murdoch University and is an Affiliate Member of the Governance Institute of Australia. Prior to joining Auric, Catherine gained experience at a Perth accounting firm. Catherine is a multilingual executive with superior language skills in English, Chinese and Malay. None Other current directorships: Former directorships (last 3 years): None Meetings of Directors The number of meetings of the Company's Board of Directors ('the Board') held during the year ended 31 December 2023, and the number of meetings attended by each Director were: Steven Morris Mark English John Utley Full Board Attended Held 6 6 6 6 6 6 Held: represents the number of meetings held during the time the Director held office. All other matters requiring approval by the Directors, have been approved by Circular Resolution. Remuneration report (audited) Remuneration Policy The remuneration policy of the company has been designed to align key management personnel (KMP) objectives with shareholder and business objectives by providing a fixed remuneration component. The Board of the company believes the remuneration policy to be appropriate and effective in its ability to attract and retain high-quality KMP to run and manage the Group, as well as create goal congruence between Directors, executives and shareholders. For the purposes of this report, KMP comprises executive and non-executive Directors of the Group, as follows: Steven Morris – Non-Executive Chair Mark English – Managing Director John Utley – Technical Director 6 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 The Board’s policy for determining the nature and amount of remuneration for KMP of the Group is based on the following: - The remuneration policy is developed and approved by the Board after professional advice, if required. - All KMP receive a base salary (which is based on factors such as length of service and experience), superannuation, fringe benefits and long service leave. - The Board reviews KMP packages annually by reference to the Group’s performance, executive performance and comparable information from industry sectors. KMP receive, at a minimum, a superannuation guarantee contribution required by the government, which is currently 11% of the individual’s average weekly ordinary time earnings (AWOTE). Some individuals, however, have chosen to sacrifice part of their salary to increase payments towards superannuation. All remuneration paid to KMP is valued at the cost to the Group and expensed. The Board’s policy is to remunerate non-executive Directors at market rates for time, commitment and responsibilities. The Board determines payments to the non-executive Directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The current amount has been set at an amount not to exceed $250,000 per annum. The maximum aggregate amount of fees that can be paid to non-executive Directors is subject to approval by shareholders at general meeting. Options granted under the arrangement do not carry dividend or voting rights. Each option is entitled to be converted into one ordinary share once the interim or final financial report has been disclosed to the public and is measured using the Hoadley’s Binomial Model. Relationship between Remuneration Policy and Company Performance The remuneration policy has been tailored to increase goal congruence between shareholders, Directors and executives. The method has been applied to achieve this aim. As at the date of this report, there is no performance-based bonuses based on KPI’s. Employment Details of Members of Key Management Personnel The following table provides employment details of persons who were, during the financial year , members of KMP of the Group. The table also illustrates the proportion of remuneration that was performance and non-performance based. 7 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Position Held as at 31 December 2023 and any Change During the Year Contract Details (Duration and Termination) Group KMP Steven Morris Non-executive Chair Consultancy agreement commenced 14 December 2020. The Company may terminate the Consultancy Agreement three months’ notice. The with Consultant may the Consultancy Agreement by giving the Company one months’ notice or immediately if Mr Morris ceases to be a Director of the Company. terminate Mark English Managing Director John Utley Technical Director terminate Executive agreement Services commenced 14 December 2020 and continues in force till terminated. The the Company may Agreement with three months’ notice and the payment of twelve months base salary. The executive may terminate the Agreement by giving the Company three months’ notice and being paid twelve months base salary upon certain events. terminate Executive agreement Services commenced 14 December 2020 and continues in force till terminated. The Company may the Agreement with three months’ notice and the payment of twelve months base salary. The executive may terminate the Agreement by giving the Company three months’ notice and being paid twelve months base salary upon certain events. 2023 2022 Proportions of Elements of Remuneration Related to Performance (Other than Options Issued) Proportions of Elements of Remuneratio n Not Related to Performance Proportions of Elements of Remuneration Related to Performance (Other than Options Issued) Proportions of Elements of Remuneration Not Related to Performance Shares/ Units Fixed Salary/Fees Non-salary Cash- based Incentives Shares/ Units Fixed Salary/Fees Non-salary Cash- based Incentives % % % % % % – – 100 – – 100 – – 100 – 100 – – 100 – 100 The employment terms and conditions of all KMP are formalised in contracts of employment or consulting agreements. 8 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Remuneration Expense Details for the Year Ended 31 December 2023 The following table of benefits and payments represents the components of the current year remuneration expenses for each member of KMP and their related parties of the Group. Such amounts have been calculated in accordance with Australian Accounting Standards. Short-term benefits Short-term benefits Short-term benefits Post- employment Salary & Fees $ Bonus $ Annual leave $ Super $ Other long- term benefits Long service leave $ 50,000 226,249 176,309 5,000 10,000 10,000 - 19,248 15,990 - 28,834 21,788 - 5,777 4,876 2023 Directors Steven Morris Mark English John Utley Total 452,558 25,000 35,238 50,622 10,653 Short-term benefits Short-term benefits Short-term benefits Post- employment Salary & Fees $ Bonus $ Annual leave $ Super $ Other long- term benefits Long service leave $ Share-based payments Total Performance related Share rights $ $ % - - - - 55,000 290,108 228,963 574,071 - - - - Share-based payments Total Performance related Share rights $ $ % 2022 Directors Steven Morris Mark English John Utley Stephen Strubel 48,000 228,933 182,407 18,629 477,969 - - - - - - 17,944 14,632 - - 28,735 19,523 1,712 - 5,056 4,083 - 32,576 49,970 9,139 - - - - - 48,000 280,668 220,645 20,341 569,654 - - - - Securities Received that Are Not Performance-related No members of KMP are entitled to receive securities that are not performance-based as part of their remuneration package. Cash Bonuses, Performance-related Bonuses and Share-based Payments Bonuses were paid to member of KMP during 31 December 2023 year. No share-based payments were paid to members of KMP during 31 December 2023. No bonuses or share-based payments were paid to members of KMP during 31 December 2022 year. 9 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 Additional disclosures relating to key management personnel KMP Shareholdings The number of ordinary shares in Auric Mining Limited held by each KMP and their related parties of the Group during the financial year and up to the date of this financial report is as follows: Ordinary shares Steven Morris Mark English John Utley Balance at Received the start of as part of the year remuneration Additions Disposals/ other Balance at the end of the year 6,683,333 7,238,433 6,976,666 20,898,432 - - - - 450,000 1,461,667 2,638,365 4,550,032 - - (2,638,365) (2,638,365) 7,133,333 8,700,100 6,976,666 22,810,099 The number of options in Auric Mining Ltd held by each KMP and their related parties of the Group during the financial year and up to the date of this financial report, exercisable at $0.15 with expiry date of 31 March 2024 is as follows: Options expiring 31/03/2024 @ $0.15 Balance at the start of Granted/ Acquired the year Expired/ forfeited/ other Balance at the end of the year Exercised Options over ordinary shares Steven Morris Mark English John Utley 104,166 208,333 208,333 - 125,007 - 520,832 125,007 - - - - - - - - 104,166 333,340 208,333 645,839 The number of options in Auric Mining Ltd held by each KMP and their related parties of the Group during the financial year ended 31 December 2022 and up to the date of this financial report, exercisable at $0.40 with expiry date of 31 October 2023 is as follows: Options expired 31/10/2023 @ $0.40 Balance at the start of Granted/ Acquired the year Expired/ forfeited/ other Balance at the end of the year Exercised Options over ordinary shares Steven Morris Mark English John Utley 2,312,500 2,515,834 2,527,500 7,355,834 - - - - - - - - 2,312,500 2,515,834 2,527,500 7,355,834 - - - - There have been no KMP transactions involving equity instruments apart from those described in the tables above relating to options and shareholdings. Other Transactions with KMP and/or their Related Parties There were no other transactions conducted between the Group and KMP or their related parties, apart from those disclosed above relating to equity and compensation 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 Remuneration Report 10 Auric Mining Limited and Controlled Entities Directors' report 31 December 2023 This Directors’ Report, incorporating the remuneration report, is signed in accordance with a resolution of the Board of Directors: On behalf of the Directors ___________________________ Mark English Managing Director 21 March 2024 Perth WA 11 Auric Mining Limited and Controlled Entities Auditor's independence declaration Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001 To the directors of Auric Mining Limited As lead auditor for the audit of Auric Mining Limited for the year ended 31 December 2023, I declare that, to the best of my knowledge and belief, there have been: — no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and — no contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Auric Mining Limited and the entities it controlled during the period. William Buck Audit (Vic) Pty Ltd ABN 59 116 151 136 J. C. Luckins Director Melbourne, 21 March 2024 Level 20, 181 William Street, Melbourne VIC 3000 +61 3 9824 8555 vic.info@williambuck.com williambuck.com.au William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. 12 Auric Mining Limited and Controlled Entities Consolidated statement of profit or loss and other comprehensive income For the year ended 31 December 2023 Revenue Receipts from gold sales Interest received Other income Expenses Employee benefits expense Corporate Advisory, Company Secretarial & Consulting Depreciation and amortisation expense Insurance Accounting fees Audit fees Legal fees Subscriptions, Software & Conferences ASIC, ASX & Share registry Director Fees Rent Tenement Expenditure Written Off Amortisation of Mining Expenditure Other expenses Consolidated Note 2023 $ 2022 $ 4,766,039 25,392 200 - 8,037 - (468,824) (311,423) (39,408) (46,233) (6,350) (42,500) (12,022) (76,188) (72,541) (50,000) (13,695) (1,531,994) (740,000) (66,809) (439,010) (196,718) (37,056) (48,316) (16,170) (39,215) (50,475) (57,034) (94,119) (48,000) (13,975) - - (74,641) Profit/(loss) before income tax expense 1,313,644 (1,106,692) Income tax expense 4 - - Profit/(loss) after income tax expense for the year attributable to the owners of Auric Mining Limited Other comprehensive income for the year, net of tax Total comprehensive profit/(loss) for the year attributable to the owners of Auric Mining Limited 1,313,644 (1,106,692) - - 1,313,644 (1,106,692) Basic earnings per share profit/(loss) Diluted earnings per share profit/(loss) Cents Cents 21 21 1.00 1.00 (1.10) (1.10) The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes 13 Auric Mining Limited and Controlled Entities Consolidated statement of financial position As at 31 December 2023 Assets Current assets Cash and cash equivalents Other receivables Term Deposits Other current assets Total current assets Non-current assets Investments Property, plant and equipment Right-of-use assets Exploration and evaluation Other non-current assets Total non-current assets Total assets Liabilities Current liabilities Trade and other payables Employee Benefits Lease Liability Other current liabilities Total current liabilities Non-current liabilities Employee benefits Provisions Lease Liability Total non-current liabilities Total liabilities Net assets Equity Issued capital Share Option Reserve Accumulated losses Total equity Consolidated Note 2023 $ 2022 $ 5 6 7 8 9 2,492,720 - 2,000,000 144,153 4,636,873 817,524 78,940 1,200,000 225,639 2,322,103 75,000 52,943 85,499 8,449,464 9,553 8,672,459 - 29,113 109,931 8,537,814 9,249 8,686,107 13,309,332 11,008,210 519,793 85,633 24,271 438,394 1,068,091 222,761 80,099 22,410 - 325,270 10 38,531 200,000 69,453 307,984 22,738 - 93,723 116,461 1,376,075 441,731 11,933,257 10,566,479 11 12 12,856,302 66,934 (989,979) 12,856,302 670,866 (2,960,689) 11,933,257 10,566,479 The above consolidated statement of financial position should be read in conjunction with the accompanying notes 14 Auric Mining Limited and Controlled Entities Consolidated statement of changes in equity For the year ended 31 December 2023 Note Issued Capital $ Option Reserve $ Accumulated Losses $ Total $ Balance at 1 January 2023 12,856,302 670,866 (2,960,689) 10,566,479 Profit for the year ended 31 December 2023 Transactions with owners, directly in equity Shares issued Transaction costs Vesting of share based payments Expiry of options during the year 11 12 - - - - - - - 1,313,644 1,313,644 - - 53,134 (657,066) (603,932) - - - 657,066 657,066 - - 53,134 - 53,134 Balance at 31 December 2023 12,856,302 66,934 (989,979) 11,933,257 Note Issued Capital $ Option Reserve $ Accumulated Losses $ Total $ Balance at 1 January 2022 10,244,807 657,066 (1,853,997) 9,047,876 Loss for the year ended 31 December 2022 - - (1,106,692) (1,106,692) Transactions with owners, directly in equity Shares issued Transaction costs Vesting of share based payments 11 12 2,780,200 (168,705) - 2,611,495 - - 13,800 13,800 - - - - 2,780,200 (168,705) 13,800 2,625,295 Balance at 31 December 2022 12,856,302 670,866 (2,960,689) 10,566,479 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes 15 Auric Mining Limited and Controlled Entities Consolidated statement of cash flows For the year ended 31 December 2023 Cash flows from operating activities Receipts from gold sales (inclusive of GST) Other cash received Payments to suppliers and employees (inclusive of GST) Consolidated Note 2023 $ 2022 $ 5,283,373 200 (1,059,675) - - (1,060,549) Net cash from/(used in) operating activities 20 4,223,898 (1,060,549) Cash flows from investing activities Payments for investments Payments for property, plant and equipment Payments for exploration and evaluation (Payment to)/Proceeds from term deposits Payment to other deposits Net cash used in investing activities Cash flows from financing activities Proceeds from issue of shares Capital raising costs Repayment of lease liabilities Net cash (used in)/from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year 11 (75,000) (35,062) (1,601,965) (800,000) (12,404) - (20,138) (2,059,411) 820,000 (371) (2,524,431) (1,259,920) - - (24,271) 2,780,200 (164,805) (22,409) (24,271) 2,592,986 1,675,196 817,524 272,517 545,007 2,492,720 817,524 The above consolidated statement of cash flows should be read in conjunction with the accompanying notes 16 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 The consolidated financial statements and notes represent those of Auric Mining Limited and controlled entities (the ‘Consolidated Entity’ or ‘Group’). The financial statements were authorised for issue on 21 March 2024 by the Directors of the Company. Note 1. Material accounting policy information The accounting policies that are material to the Consolidated Entity are set out either in the respective notes or below. The accounting policies adopted are consistent with those of the previous financial year, unless otherwise stated. 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 mandatory for the current reporting year. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the Consolidated Entity. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. Basis of Preparation These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB'). Except for cash flow information, the financial statements have been prepared on an accrual basis and are based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about the transactions, events and conditions to which they apply. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of this financial report are presented below. They have been consistently applied unless otherwise stated. a. Principles of Consolidation The consolidated financial statements incorporate all of the assets, liabilities and results of the Parent (Auric Mining Limited) and all of the subsidiaries (including any structured entities). Subsidiaries are entities the Parent controls. The Parent controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. A list of the subsidiaries is provided in Note 17. The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between Group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group. Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as "non-controlling interests". The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at either fair value or the non-controlling interests’ proportionate share of the subsidiary’s net assets. Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling interests are shown separately within the equity section of the statement of financial position and statement of comprehensive income. Business combinations Business combinations occur where an acquirer obtains control over one or more businesses. A business combination is accounted for by applying the acquisition method, unless it is a combination involving entities or businesses under common control. The business combination will be accounted for from the date that control is obtained, 17 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) whereby the fair value of the identifiable assets acquired and liabilities (including contingent liabilities) assumed is recognised (subject to certain limited exemptions). When measuring the consideration transferred in the business combination, any asset or liability resulting from a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability is remeasured in each reporting year to fair value, recognising any change to fair value in profit or loss, unless the change in value can be identified as existing at acquisition date. All transaction costs incurred in relation to business combinations, other than those associated with the issue of a financial instrument, are recognised as expenses in profit or loss when incurred. The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase. b. Income Tax The income tax expense for the year comprises current income tax expense and deferred tax expense. Current income tax expense charged to profit or loss is the tax payable on taxable income for the current year. Current tax liabilities (assets) are measured at the amounts expected to be paid to (recovered from) the relevant taxation authority using tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting year. Deferred tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses. Current and deferred income tax expense (income) is charged or credited outside profit or loss when the tax relates to items that are recognised outside profit or loss or arising from a business combination. A deferred tax liability shall be recognised for all taxable temporary differences, except to the extent that the deferred tax liability arises from: (a) the initial recognition of goodwill; or (b) the initial recognition of an asset or liability in a transaction which: (i) is not a business combination; and (ii) at the time of the transaction, affects neither accounting profit nor taxable profit (tax loss). Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled and their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability. Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised, unless the deferred tax asset relating to temporary differences arises from the initial recognition of an asset or liability in a transaction that: – is not a business combination; and – at the time of the transaction, affects neither accounting profit nor taxable profit (tax loss). Where temporary differences exist in relation to investments in subsidiaries, branches, associates and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable future. Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where: (i) a legally enforceable right of set-off exists; and (ii) the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future years in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled. 18 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) c. Fair Value of Assets and Liabilities The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable Australian Accounting Standard. Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly ( i.e., unforced) transaction between independent, knowledgeable and willing market participants at the measurement date. As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments to market values may be made having regard to the characteristics of the specific asset or liability. The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data. To the extent possible, market information is extracted from either the principal market for the asset or liability (i.e., the market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity at the end of the reporting year (i.e., the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account transaction costs and transport costs). For non-financial assets, the fair value measurement also takes into account a market participant’s ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use. The fair value of liabilities and the entity’s own equity instruments (excluding those related to share-based payment arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial instruments, by reference to observable market information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective note to the financial statements. d. Exploration and Evaluation Costs Exploration, evaluation and development expenditures incurred are capitalised in respect of each identifiable area of interest. These costs are only capitalised to the extent that they are expected to be recovered through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves. Accumulated costs in relation to an abandoned area are written off in full against profit or loss in the year in which the decision to abandon the area is made. When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to capitalise costs in relation to that area. At the end of each reporting year, the Group assesses whether there is any indication that an asset may be impaired. The assessment will include the consideration of external and internal sources of information. If such an indication exists, an impairment test is carried out on the asset by comparing the recoverable amount of the asset, being the higher of the asset’s fair value less costs of disposal and value in use, to the asset’s carrying amount. Any excess of the asset’s carrying amount over its recoverable amount is recognised immediately in profit or loss, unless the asset is carried at a revalued amount in accordance with another Standard. Any impairment loss of a revalued asset is treated as a revaluation decrease in accordance with that other Standard. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Impairment testing is performed annually for goodwill and exploration and evaluation costs with indefinite lives and intangible assets not yet available for use. 19 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) e. Financial Instruments Initial recognition and measurement Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions to the instrument. For financial assets, this is the date that the Group commits itself to either the purchase or sale of the asset (i.e., trade date accounting is adopted). Financial instruments (except for trade receivables) are initially measured at fair value plus transaction costs, except where the instrument is classified "at fair value through profit or loss", in which case transaction costs are expensed to profit or loss immediately. Where available, quoted prices in an active market are used to determine fair value. In other circumstances, valuation techniques are adopted. Trade receivables are initially measured at the transaction price if the trade receivables do not contain a significant financing component or if the practical expedient was applied as specified in AASB 15: Revenue from Contracts with Customers Classification and subsequent measurement Financial liabilities Financial instruments are subsequently measured at: – amortised cost; or – fair value through profit or loss. A financial liability is measured at fair value through profit and loss if the financial liability is: – a contingent consideration of an acquirer in a business combination to which AASB 3: Business Combinations applies; – held for trading; or – initially designated as at fair value through profit or loss. All other financial liabilities are subsequently measured at amortised cost using the effective interest method. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest expense in profit or loss over the relevant year. The effective interest rate is the internal rate of return of the financial asset or liability. That is, it is the rate that exactly discounts the estimated future cash flows through the expected life of the instrument to the net carrying amount at initial recognition. A financial liability is held for trading if: – it is incurred for the purpose of repurchasing or repaying in the near term; – part of a portfolio where there is an actual pattern of short-term profit taking; or – a derivative financial instrument (except for a derivative that is in a financial guarantee contract or a derivative that is in an effective hedging relationships). Any gains or losses arising on changes in fair value are recognised in profit or loss to the extent that they are not part of a designated hedging relationship are recognised in profit or loss. The change in fair value of the financial liability attributable to changes in the issuer's credit risk is taken to other comprehensive income and are not subsequently reclassified to profit or loss. Instead, they are transferred to retained earnings upon derecognition of the financial liability. If taking the change in credit risk in other comprehensive income enlarges or creates an accounting mismatch, then these gains or losses should be taken to profit or loss rather than other comprehensive income. A financial liability cannot be reclassified. Financial assets Financial assets are subsequently measured at: 20 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) – amortised cost; – fair value through other comprehensive income; or – fair value through profit or loss. Measurement is on the basis of two primary criteria: – the contractual cash flow characteristics of the financial asset; and – the business model for managing the financial assets. A financial asset that meets the following conditions is subsequently measured at amortised cost: – the financial asset is managed solely to collect contractual cash flows; and – the contractual terms within the financial asset give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding on specified dates. A financial asset that meets the following conditions is subsequently measured at fair value through other comprehensive income: – the contractual terms within the financial asset give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding on specified dates; – the business model for managing the financial assets comprises both contractual cash flows collection and the selling of the financial asset. By default, all other financial assets that do not meet the measurement conditions of amortised cost and fair value through other comprehensive income are subsequently measured at fair value through profit or loss. The Group initially designates a financial instrument as measured at fair value through profit or loss if: – it eliminates or significantly reduces a measurement or recognition inconsistency (often referred to as "accounting mismatch") that would otherwise arise from measuring assets or liabilities or recognising the gains and losses on them on different bases; – it is in accordance with the documented risk management or investment strategy, and information about the groupings was documented appropriately, so that the performance of the financial liability that was part of a group of financial liabilities or financial assets can be managed and evaluated consistently on a fair value basis; – it is a hybrid contract that contains an embedded derivative that significantly modifies the cash flows otherwise required by the contract. The initial designation of the financial instruments to measure at fair value through profit or loss is a one-time option on initial classification and is irrevocable until the financial asset is derecognised. Equity instruments At initial recognition, as long as the equity instrument is not held for trading and not a contingent consideration recognised by an acquirer in a business combination to which AASB 3: Business Combinations applies, the Group may make an irrevocable election to measure any subsequent changes in fair value of the equity instruments in other comprehensive income, while the dividend revenue received on underlying equity instruments investment will still be recognised in profit or loss. Regular way purchases and sales of financial assets are recognised and derecognised at settlement date in accordance with the Group's accounting policy. Derecognition Derecognition refers to the removal of a previously recognised financial asset or financial liability from the statement of financial position. Derecognition of financial liabilities A liability is derecognised when it is extinguished (i.e., when the obligation in the contract is discharged, cancelled or expires). An exchange of an existing financial liability for a new one with substantially modified terms, or a substantial modification to the terms of a financial liability is treated as an extinguishment of the existing liability and recognition of a new financial liability. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss. 21 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) Derecognition of financial assets A financial asset is derecognised when the holder's contractual rights to its cash flows expires, or the asset is transferred in such a way that all the risks and rewards of ownership are substantially transferred. All of the following criteria need to be satisfied for derecognition of financial asset: – the right to receive cash flows from the asset has expired or been transferred; – all risk and rewards of ownership of the asset have been substantially transferred; and – the Group no longer controls the asset (i.e., the Group has no practical ability to make a unilateral decision to sell the asset to a third party). On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. On derecognition of a debt instrument classified as at fair value through other comprehensive income, the cumulative gain or loss previously accumulated in the investment revaluation reserve is reclassified to profit or loss. On derecognition of an investment in equity which was elected to be classified under fair value through other comprehensive income, the cumulative gain or loss previously accumulated in the investment revaluation reserve is not reclassified to profit or loss but is transferred to retained earnings. Impairment The Group recognises a loss allowance for expected credit losses on: – financial assets that are measured at amortised cost or fair value through other comprehensive income; – lease receivables; – contract assets (e.g., amounts due from customers under construction contracts); – loan commitments that are not measured at fair value through profit or loss; and – financial guarantee contracts that are not measured at fair value through profit or loss. Loss allowance is not recognised for: – financial assets measured at fair value through profit or loss; or – equity instruments measured at fair value through other comprehensive income. Expected credit losses are the probability-weighted estimate of credit losses over the expected life of a financial instrument. A credit loss is the difference between all contractual cash flows that are due and all cash flows expected to be received, all discounted at the original effective interest rate of the financial instrument. The Group uses the following approaches to impairment, as applicable under AASB 9: Financial Instruments: – the general approach; – the simplified approach; – the purchased or originated credit-impaired approach; and – low credit risk operational simplification. General approach Under the general approach, at each reporting year, the Group assesses whether the financial instruments are credit impaired, and if: – the credit risk of the financial instrument has increased significantly since initial recognition, the Group measures the loss allowance of the financial instruments at an amount equal to the lifetime expected credit losses; or – there is no significant increase in credit risk since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month expected credit losses. Simplified approach The simplified approach does not require tracking of changes in credit risk at every reporting year, but instead requires the recognition of lifetime expected credit loss at all times. This approach is applicable to: 22 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) – trade receivables or contract assets that result from transactions within the scope of AASB 15: Revenue from Contracts with Customers and which do not contain a significant financing component; and – lease receivables. In measuring the expected credit loss, a provision matrix for trade receivables was used taking into consideration various data to get to an expected credit loss (i.e., diversity of customer base, appropriate groupings of historical loss experience, etc). Recognition of expected credit losses in financial statements At each reporting date, the Group recognises the movement in the loss allowance as an impairment gain or loss in the statement of profit or loss and other comprehensive income. The carrying amount of financial assets measured at amortised cost includes the loss allowance relating to that asset. Assets measured at fair value through other comprehensive income are recognised at fair value, with changes in fair value recognised in other comprehensive income. Amounts in relation to change in credit risk are transferred from other comprehensive income to profit or loss at every reporting year. For financial assets that are unrecognised (e.g., loan commitments yet to be drawn, financial guarantees), a provision for loss allowance is created in the statement of financial position to recognise the loss allowance. f. Provisions Recognition and Measurement of Provisions Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting year. Exploration and Evaluation Exploration and evaluation expenditure related to areas of interest is capitalised and carried forward to the extent that rights to tenure of the area of interest are current and either costs are expected to be recouped through successful development and exploitation of the area of interest or alternatively by sale, or where activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing. Such expenditure consists of an accumulation of acquisition costs, direct exploration and evaluation costs incurred, together with an appropriate portion of directly related overhead expenditure. Rehabilitation The nature of site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal, and the restoration, reclamation and revegetation of affected areas of the site in accordance with the requirements of the mining permits. Site restoration costs are recorded at the present value of the estimated future costs of the legal and constructive obligation to rehabilitate locations. The unwinding of the effect of discounting the provision is recorded as a finance cost in the statement of profit or loss. Accounting Estimates and Judgements Judgement is required to determine whether future economic benefits are likely from either exploitation or sale, or whether activities have not reached a stage that permits a reasonable assessment of the existence of reserves. The Group makes certain estimates and assumptions such as the determination of a JORC resource, which involves varying degrees of uncertainty. These estimates and assumptions may change as new information becomes available and directly impact when the Group capitalises exploration and evaluation expenditure. Units of Production Method of Amortisation The Group uses the units of production method when amortising mine development assets, resulting in an amortisation charge proportional to the depletion of the anticipated remaining life of mine production. This requires the use of estimates and 23 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 1. Material accounting policy information (continued) assumptions, and changes in ore reserves and mineral resources driving the remaining life of mine production are accounted for prospectively. Significant Estimates and Assumptions in Rehabilitation Determining the provision for mine rehabilitation involves significant estimates and assumptions due to the many factors that will affect the ultimate liability. These factors include changes in technology, regulations, price increases, changes in the timing of cash flows based on the life of mine plan, and changes in discount rates. Differences arising from changes in these factors will impact the mine rehabilitation provision in the period in which they change or become known. g. Critical Accounting & Judgements Estimates and Judgements The Directors evaluate estimates and judgements incorporated into the financial statements based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Group. Exploration and evaluation expenditure The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to be recoverable or where the activities have not reached a stage that permits a reasonable assessment of the existence of reserves. While there are certain areas of interest from which no reserves have been extracted, the Directors are of the continued belief that such expenditure should not be written off since feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at the end of the reporting year at $8.45 million. h. Share-based Payment Transactions The Consolidated Entity 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 is determined by using either Hoadley's Binomial Model or the Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting year but may impact profit or loss and equity. Note 2. Parent Information The following information has been extracted from the books and records of the financial information of the Parent Entity set out below and has been prepared in accordance with Australian Accounting Standards. Loss Other comprehensive income for the period TOTAL COMPREHENSIVE LOSS Consolidated 2023 2022 (1,159,423) - (1,159,423) (1,101,901) - (1,101,901) 24 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 2. Parent Information (continued) Current assets Non-current assets TOTAL ASSETS Current liabilities Non-current liabilities TOTAL LIABILITIES NET EQUITY Issued capital Accumulated losses Share option reserve TOTAL EQUITY Consolidated 2023 $ 2022 $ 4,591,663 5,283,272 9,874,935 2,162,976 8,803,613 10,966,589 289,459 107,984 397,443 9,477,492 266,346 116,462 382,808 10,583,781 12,856,302 (3,445,744) 66,934 9,477,492 12,856,302 (2,943,387) 670,866 10,583,781 The Parent Entity has guaranteed the contingent asset and liabilities as detailed in note 15. Note 3. Operating segments Identification of reportable operating segments For management’s purposes, the Group is organised into one main operating segment, which involves the exploration and development of minerals in Australia. All of the Group’s activities are interrelated, and discrete financial information is reported to the Board as a single segment. Accordingly, all significant decisions are based upon analysis of the Group as one segment. The financial results from this segment are equivalent to the financial statements of the Group as a whole. Note 4. Income tax Numerical reconciliation of income tax expense and tax at the statutory rate Profit/(loss) before income tax expense Tax at the statutory tax rate of 25% Tax effect amounts which are not deductible/(taxable) in calculating taxable income: Non-allowable items Other deductible items Carry forward tax losses not recognised DTA/DTL not recognised Income tax expense Consolidated 2023 $ 2022 $ 1,313,644 (1,106,692) 328,411 (276,673) 723,958 (1,073,323) (801,184) 822,138 42,293 (157,933) (408,871) 801,184 - - 25 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 5. Current assets - Term Deposits Term deposit Term deposit Term deposit Term deposit Term deposit matures on 1 May 2024. Note 6. Non-current assets – investments Ordinary shares Consolidated 2023 $ 2022 $ - - - 2,000,000 500,000 500,000 200,000 - 2,000,000 1,200,000 Consolidated 2023 $ 2022 $ 75,000 - The Company entered into a subscription agreement with Golden Horse Minerals Ltd on 18 December 2023. The number of subscribed shares is 686,813 at $0.0975 with the aggregate price of $75,000. Note 7. Non-current assets - exploration and evaluation Exploration and evaluation - at cost Consolidated 2023 $ 2022 $ 8,449,464 8,537,814 Reconciliations Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below: Opening balance Expenditure during the year Jeffreys Find Rehab Costs Jeffreys Find Amortisation Costs Expenditure written off during the year Closing balance Consolidated 2023 $ 2022 $ 8,537,814 1,983,644 200,000 (740,000) (1,531,994) 6,529,640 2,008,174 - - - 8,449,464 8,537,814 All exploration and evaluation expenditure including general activities, geological, salaries of employees, project generation, and drilling costs are capitalised as incurred. 26 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 8. Current liabilities - trade and other payables Trade and other payables Accruals Note 9. Current liabilities - Employee Benefits Annual leave Superannuation payable PAYG payable Note 10. Non-current liabilities - provisions Jeffreys Find Rehab Costs Consolidated 2023 $ 2022 $ 452,333 67,460 161,491 61,270 519,793 222,761 Consolidated 2023 $ 2022 $ 57,076 7,871 20,686 59,741 - 20,358 85,633 80,099 Consolidated 2023 $ 2022 $ 200,000 200,000 - - The Company has conducted a review of the mine rehabilitation and closure provision calculation for the Jeffreys Gold Project. The review was undertaken by Leanne James Environmental and Woolard Consulting Pty Ltd. The purpose of the review was to assess the adequacy of the closure provisions and to ensure that the final mining landforms are safe, stable, non-polluting, and capable of sustaining the agreed post-mining land use. The closure provision calculation was based on the Northern Territory Mining Security Calculation Tool (NTMSCT) and current contractor equipment rates. The estimated closure cost for the Project area, including contingency, is $410,000. The breakdown of the cost includes $210,000 for BML Ventures Pty Ltd's rehabilitation earthworks and $200,000 for Auric Mining's historic exploration rehabilitation, seeding, and post-closure management. The closure cost estimates also include allowances for closure administration, post-closure management remedial works and monitoring, labour hire, accommodation and messing, and equipment mobilisation and demobilisation. It should be noted that the closure cost estimates are provisional and subject to annual review. It is expected that the rehabilitation costs will be paid between 2026 and 2028. The provision had been calculated using best standard practices for mining closure and rehabilitation. 27 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 11. Equity - Issued capital Opening balance Share issued to John Williams Shares issued via Placement Shares issued via SPP Less capital raising costs Consolidated 2023 Shares 2022 Shares 2023 $ 2022 $ 130,859,591 - - - - 93,084,325 4,716,981 15,697,224 17,361,061 - 12,856,302 - - - - 10,244,807 400,000 1,130,200 1,250,000 (168,705) Closing Balance 130,859,591 130,859,591 12,856,302 12,856,302 Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not have a limited amount of authorised capital. On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote. Share buy-back There is no current on-market share buy-back. Capital risk management The Consolidated Entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital. Capital is regarded as total equity, as recognised in the statement of financial position. In order to maintain or adjust the capital structure, the Consolidated Entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets. The Consolidated Entity would look to raise capital when an opportunity to invest in a business or company was seen as value adding relative to the current Company's share price at the time of the investment. There has been no change to the capital risk management policy during the year. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction from the proceeds. 28 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 12. Equity - Share Option Reserve A total of 2,000,000 unquoted options has been issued to Canary Capital Pty Ltd and nominees as part of their corporate advisory services provided to the Company. The options were valued by Moore Australia Perth using the Binomial Model to value the Options. The assumptions used are as follows: Stock price $0.06 Volatility 80.15% Exercise price $0.10 Risk free rate 4.42% Grant date 01/11/2023 Fair value per option $0.0266 Expiry date 01/11/2026 Share option reserve $53,134 The 2,633,333 options issued on 31 October 2020 for the acquisition of tenements or the capital raising with the value of $337,066 have expired on 31 October 2023. The 2,500,000 options issued on 29 January 2023 for the acquisition of tenements or the capital raising with the value of $320,000 have expired on 31 October 2023. All other options with an exercise price of $0.40 on issue as at 31 December 2022 have expired on 31 October 2023. No shares of Auric Mining Limited were issued on the exercise of options granted. Opening balance Value of options issued during the year Expired options during the year Closing balance Consolidated 2023 $ 2022 $ 670,866 53,134 (657,066) 657,066 13,800 - 66,934 670,866 Options Expiring 31 March 2024 @ $0.15 Consolidated 2023 No 2023 $ 2022 No 2022 $ Opening balance Issued as per Placement Issued as per SPP Issued for capital raising services Issued under Employee Incentives Securities Plan 17,729,135 - - - - 13,800 - - - - - 7,848,612 8,680,523 300,000 900,000 - - - 3,900 9,900 Closing Balance 17,729,135 13,800 17,729,135 13,800 Unquoted Options Expiring 01 November 2026 @ $0.10 Consolidated 2023 No 2023 $ 2022 $ 2022 $ Issued for corporate advisory services 2,000,000 53,134 - - 29 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 12. Equity - Share Option Reserve (continued) The weighted average exercise price for option expiring 31 March 2024 is $0.15 per option. The remaining contractual life of options outstanding at the end of the financial year was 0.3 years. (31 December 2022: 1.3 years) The weighted average exercise price for option expiring 1 November 2026 is $0.10 per option. The remaining contractual life of options outstanding at the end of the financial year was 2.8 years. (31 December 2022: NIL) As at 31 December 2023, all options are exercisable as at the year end. (2022: all options are exercisable at year end) Note 13. Key management personnel disclosures 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) or their related parties for the year ended 31 December 2023. The total of remuneration paid to KMP of the Company and the Group during the period are as follows: Short-term employee benefits Post-employment benefits Long-term benefits Short-term benefits Consolidated 2023 $ 2022 $ 512,796 50,622 10,653 510,545 49,970 9,139 574,071 569,654 These amounts include fees and benefits paid to non-executive Directors or their related parties as well as all salary and paid leave benefits awarded to executive Directors. Post-employment benefits These amounts are the current-year’s estimated costs of providing for the Group’s defined benefits scheme post-retirement, superannuation contributions made during the period. Other long-term benefits These amounts represent long service leave benefits accruing during the period. Note 14. Auditor's Remuneration During the financial year the following fees were paid or payable for services provided by William Buck (VIC) Pty Ltd, the auditor of the Company: Audit services - William Buck (VIC) Pty Ltd Audit or review of the financial statements Note 15. Contingent Assets and Liabilities Consolidated 2023 $ 2022 $ 38,000 36,727 As part of the terms and conditions of the acquisition of Spargoville Project, the Group has contingent liabilities amounting to $150,000 worth of ordinary shares to be issued, subject to performance milestones being achieved, at a deemed issue price per share equal to the VWAP of shares calculated over the 5 trading days immediately preceding the date of issue of the shares. 30 Auric Mining Limited AND CONTROLLED ENTITIES Notes to the consolidated financial statements 31 December 2023 Note 15. Contingent Assets and Liabilities (continued) As part of the acquisition of the Spargoville Project, the Group has taken on the obligation to Breakaway Resources Pty Ltd to a 1.5% net smelter royalty in respect of production from the tenements. As part of the acquisition of the Neometals gold rights, the Group has taken on the obligation to Neometals Ltd to a 1% gross royalty in respect of gold production from Tenement E15/1583. The Company entered into a joint mining arrangement with BML Ventures Pty Ltd for the Jeffreys Find Gold Mine. The net surplus (ie. surplus cash from the sale of product minus costs incurred by BML and toll milling costs in connection with mining the Jeffreys Find Gold Mine) will be split AWJ 50%: BML 50%. Note 16. Commitments Tenement commitments: 0-1 year Tenement commitments: 1-5 years Tenement commitments: 5 years plus Note 17. Related party transactions a. Related Parties Consolidated 2023 $ 2022 $ 189,900 796,500 62,000 733,900 1,378,000 74,400 1,048,400 2,186,300 The Group's main related parties are related to Key Management Personnel, identified as follows: Steven Morris Mark English John Utley b. Transactions with related parties Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. All transactions with key management personnel have been disclosed in the Remuneration Report. c. Amounts paid/ payable to related parties The following transactions occurred with related parties: Consolidated 2023 $ 2022 $ Targo Holdings Pty Ltd, entity related to Steven Morris for services rendered 55,000 48,000 Receivable from and payable to related parties There were no trade receivables from or trade payables to related parties at the current and previous reporting date. Loans to/from related parties There were no loans to or from related parties at the current and previous reporting date. Terms and conditions All transactions were made on normal commercial terms and conditions and at market rates. 31 Auric Mining Limited AND CONTROLLED ENTITIES Notes to the consolidated financial statements 31 December 2023 Note 18. Interests in Subsidiaries a. Parents entities Auric Mining Limited is the ultimate Australian Parent Entity. b. Subsidiaries The subsidiaries listed below have share capital consisting solely of ordinary shares which are held directly by the Group. The proportion of ownership interests held equals the voting rights held by the Group. Each subsidiary’s principal place of business is also its country of incorporation. Name Widgie Gold Pty Ltd Spargoville Minerals Pty Ltd Jeffreys Find Pty Ltd Chalice West Pty Ltd Principal place of business / Country of incorporation Australia Australia Australia Australia Ownership interest 2022 2023 % % 100% 100% 100% 100% 100% 100% 100% 100% Subsidiary financial statements used in the preparation of these consolidated financial statements have also been prepared as at the same reporting date as the Group’s financial statements. Note 19. Events after the reporting period After the year ended 31 December 2023, the Company submitted 2 tenements applications to acquire E15/2069 and E15/2073. The Company issued 2,000,000 unquoted options expiry 31 January 2028 exercisable at $0.15 and 2,000,000 unquoted options expiry 31 January 2029 exercisable at $0.225 to Canary Capital Pty Ltd (and nominees) as part of their corporate advisory services provided to the Company. No other matter or circumstance has arisen since 31 December 2023 that has significantly affected, or may significantly affect the Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future financial years. Note 20. Cash flow information Reconciliation of profit/(loss) after income tax to net cash from/(used in) operating activities Consolidated 2023 $ 2022 $ Profit/(loss) after income tax expense for the year 1,313,644 (1,106,692) Add back non-cash items: Mining amortisation costs Expenditure write off Depreciation, amortisation and other non-cash items Total Change in operating assets and liabilities: Increase in trade and other payables Increase in other provisions (Increase) in receivables and other current assets Total 740,000 1,531,994 94,404 2,366,398 541,380 13,128 (10,652) 543,856 - - 48,713 48,713 49,162 44,701 (96,433) (2,570) Net cash from/(used in) operating activities 4,223,898 (1,060,549) 32 Auric Mining Limited AND CONTROLLED ENTITIES Notes to the consolidated financial statements 31 December 2023 Note 21. Earnings per share Profit/(loss) after income tax attributable to the owners of Auric Mining Limited 1,313,644 (1,106,692) Consolidated 2023 $ 2022 $ Basic earnings per share profit/(loss) Diluted earnings per share profit/(loss) Cents Cents 1.00 1.00 (1.10) (1.10) Number Number Weighted average number of ordinary shares used in calculating basic earnings per share 130,859,591 100,446,241 Weighted average number of ordinary shares used in calculating diluted earnings per share 130,859,591 100,446,241 Accounting policy for earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to the owners of Auric Mining Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year. Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. Options have not been included as they are anti-dilutive. Note 22. Financial Risk Management The Group’s financial instruments consist mainly of deposits with banks, accounts receivable and payable. The totals for each category of financial instruments, measured in accordance with AASB 9: Financial Instruments as detailed in the accounting policies to these financial statements, are as follows: Financial assets Financial assets at amortised cost Cash and cash equivalents Other receivables Term deposits Other Total financial assets Financial liabilities Financial liabilities at amortised cost Other payables 33 Consolidated 2023 $ 2022 $ 2,492,720 - 2,000,000 144,153 817,524 78,940 1,200,000 225,639 4,636,873 2,322,103 Consolidated 2023 2022 1,376,075 441,732 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 22. Financial Risk Management (continued) Financial Risk Management Policies The Board monitors the Group’s financial risk management policies and exposures and approves financial transactions within the scope of its authority. It also reviews the effectiveness of internal controls relating to commodity price risk, counterparty credit risk, foreign currency risk, liquidity risk and interest rate risk. The overall risk management strategy seeks to assist the Consolidated Entity in meeting its financial targets, while minimising potential adverse effects on financial performance. Its functions include the review of the use of credit risk policies and future cash flow requirements. Specific financial risk exposures and management The main risks the Group is exposed to through its financial instruments are credit risk and liquidity risk. There are no substantive changes in the types of risks the Group is exposed to, how these risks arise, or the Board’s objectives, policies and processes for managing or measuring the risks. a. Credit risk Exposure to credit risk relating to financial assets arises from the potential non-performance by counterparties of contract obligations that could lead to a financial loss to the Group. Due to the current nature of the Group, being an exploration entity, the Group is not exposed to material credit risk. b. Liquidity risk Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities. Ultimate responsibility for liquidity risk management rests with the Board of Directors, who have built an appropriate liquidity risk management framework for the management of the Group's short, medium and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves and by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. Typically, the Group ensures that it has sufficient cash to meet expected operational expenses for a period of 60 days. The financial liabilities of the Group include trade and other payables as disclosed in the statement of financial position. All trade and other payables are non-interest bearing and due within 30 days of the reporting date. The following table reflects an undiscounted contractual maturity analysis for financial assets and financial liabilities. Financial liability and financial asset maturity analysis Consolidated Entity 2023 Financial liabilities due for payment Other payables Provision Lease liability Employee benefits Total expected outflows Financial assets – cash flows realisable Cash and cash equivalents Other receivables Term Deposit Total anticipated inflows Within 1 Year 1 to 5 Years $ $ Total $ (958,187) - (24,271) (85,633) (1,068,091) - (200,000) (69,453) (38,531) (307,984) (958,187) (200,000) (93,724) (124,164) (1,376,075) 2,492,720 144,153 2,000,000 4,636,873 - - - - 2,492,720 144,153 2,000,000 4,636,873 Net inflow/(outflow) on financial instruments 3,568,782 (307,984) 3,260,798 34 Auric Mining Limited and Controlled Entities Notes to the consolidated financial statements 31 December 2023 Note 22. Financial Risk Management (continued) Consolidated Entity 2022 Financial liabilities due for payment Other payables Lease liability Employee benefits Total expected outflows Financial assets – cash flows realisable Cash and cash equivalents Other receivables Term Deposit Total anticipated inflows Within 1 Year 1 to 5 Years $ $ Total $ (222,761) (22,410) (80,099) (325,270) - (93,724) (22,738) (116,462) (222,761) (116,134) (102,837) (441,732) 817,524 304,579 1,200,000 2,322,103 - - - - 817,524 304,579 1,200,000 2,322,103 Net inflow/(outflow) on financial instruments 1,996,833 (116,462) 1,880,371 Fair value estimation The fair values of financial assets and financial liabilities are presented above and can be compared to their carrying values as presented in the statement of financial position. Fair values are those amounts at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. Financial instruments whose carrying value is equivalent to fair value due to their nature include: Cash and cash equivalents; Other receivables; and Other payables Note 23. Company Details The registered office and principal place of business of the Company is: Auric Mining Limited Level 1, 1 Tully Road East Perth WA 6004 35 Auric Mining Limited and Controlled Entities Directors' declaration 31 December 2023 In the Directors' opinion: ● ● ● ● the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; the attached financial statements and notes comply with International Financial Reporting Standards as issued by the International Accounting Standards Board as described in note 1 to the financial statements; the attached financial statements and notes give a true and fair view of the Company's and Consolidated Entity's financial position as at 31 December 2023 and of their performance for the financial year ended on that date; and there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable, as disclosed in note 1 of the financial statements. The Directors have been given the declarations required by section 295A of the Corporations Act 2001. Signed in accordance with a resolution of Directors made pursuant to section 295(5)(a) of the Corporations Act 2001. On behalf of the Directors ___________________________ Mark English Managing Director 21 March 2024 Perth WA 36 Auric Mining Limited and Controlled Entities Independent auditor's report to the members of Auric Mining Limited Independent auditor’s report to the members of Auric Mining Limited Report on the audit of the financial report Our opinion on the financial report In our opinion, the accompanying financial report of Auric Mining Limited (the Company) and its subsidiaries (the Group) is in accordance with the Corporations Act 2001, including: — giving a true and fair view of the Group’s financial position as at 31 December 2023 and of its financial performance for the year then ended; and — complying with Australian Accounting Standards and the Corporations Regulations 2001. What was audited? We have audited the financial report of the Group, which comprises: — the consolidated statement of financial position as at 31 December 2023, — the consolidated statement of profit or loss and other comprehensive income for the year then ended, — the consolidated statement of changes in equity for the year then ended, — the consolidated statement of cash flows for the year then ended, — notes to the financial statements, including material accounting policy information, and — the directors’ declaration. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Level 20, 181 William Street, Melbourne VIC 3000 +61 3 9824 8555 vic.info@williambuck.com williambuck.com.au William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. 37 Auric Mining Limited and Controlled Entities Independent auditor's report to the members of Auric Mining Limited 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. Capitalisation of exploration and evaluation costs Area of focus (refer also to notes 1, 7 & 10) How our audit addressed the key audit matter The Group has incurred exploration and evaluation costs for exploration projects in Australia of $2,183,644 for the year ended 31 December 2023 which includes costs for the provisioning for the rehabilitation of Jeffreys Find of $200,000 as a result of this project going into production. The Group has elected to capitalise all these costs as a non-current asset in the Statement of Financial Position in accordance with the Group’s accounting policies. As a result of the Jeffreys Find project going into production, the capitalised expenditure with respect to this project has been amortised by $740,000 with respect to the rate of depletion of the economically recoverable reserves. There is a risk that the Group may lose or relinquish its rights to explore and evaluate those areas of interest and therefore amounts capitalised to the Statement of Financial Position from the current and historical periods, be no longer recoverable. Therefore, we considered this to be a key audit matter. During the year an impairment charge of $1,531,994 was recognised in the Statement of Profit or Loss and Other Comprehensive Income relation to exploration and evaluation projects which were relinquished or ceased exploration during the year. Our audit procedures included: — Understanding and vouching the underlying contractual entitlement to explore and evaluate each area of interest, including an evaluation of the Group’s purchase in that area of interest at its expiry; — Examining project spend per each area of interest and comparing this spend to the minimum expenditure requirements set out in the underlying exploration expenditure plan; — Examining project spend to each area of interest to ensure that it is directly attributable to that area of interest; — Assessing the report prepared by management’s expert to determine the provision for rehabilitation costs as well as the credentials of the expert that prepared it; — Assessing the amortisation charge recognised with respect to the costs capitalised on the Jeffreys Find project as a result of commencing production; — Assessing the impairment charge recognised on the tenement projects that were relinquished during the year; — From an overall perspective, comparing the market capitalisation of the Group to the net carrying value of its assets of the Statement of Financial Position to identify any additional indicators of impairment; and — Assessing the adequacy of the Group’s disclosures in the financial report. 38 Auric Mining Limited and Controlled Entities Independent auditor's report to the members of Auric Mining Limited Revenue recognition Area of focus (refer also to note 1) How our audit addressed the key audit matter The Group has generated revenue by way of gold sales during the year. As part of their joint mining arrangement with BML Ventures Pty Ltd on the Jeffreys Find project, the Group is entitled to receive 50% of the net surplus cash from the sale of gold, less costs incurred by BML Ventures Pty Ltd in respect to the mining of this project. There is a risk that the Group may not have recognised their entitlement of surplus cash generated from the gold sales. Therefore, we consider this to be a key audit matter. $4,766,039 of revenue was generated through gold sales during the year. Our audit procedures included: — Reviewing the joint mining agreement between the Group and BML Ventures Pty Ltd to understand the terms of the arrangement; — Assessing the calculation of the final agreed profit share between the Group and BML Ventures Pty Ltd; — Agreeing the receipts of the Group’s entitlement to bank statement; — Performed cut off testing to ensure that the revenue had been recognised in the correct period under AASB 15 Revenue from Contracts with Customers; and — Assessing the adequacy of the Group’s disclosures in the financial report. Other information The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 31 December 2023, 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, 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 the directors for the financial report The directors of the Group 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 ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. 39 Auric Mining Limited and Controlled Entities Independent auditor's report to the members of Auric Mining Limited Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf This description forms part of our auditor’s report. Report on the Remuneration Report Our opinion on the Remuneration Report In our opinion, the Remuneration Report of Auric Mining Limited, for the year ended 31 December 2023, complies with section 300A of the Corporations Act 2001. What was audited? We have audited the Remuneration Report included in the directors’ report for the year ended 31 December 2023. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. William Buck Audit (Vic) Pty Ltd ABN 59 116 151 136 J. C. Luckins Director Melbourne, 21 March 2024 40 Auric Mining Limited and Controlled Entities Shareholder information 31 December 2023 The shareholder information set out below was applicable as at 27 February 2024. Distribution of equitable securities Analysis of number of equitable security holders by size of holding: Ordinary shares % of total Listed Options Expired 31/03/2024 @ $0.15 % of total Number of holders shares issued Number of holders shares issued 17 60 128 401 206 812 68 - 0.16 0.81 13.40 85.63 - 1 14 30 56 - 0.02 0.58 9.00 90.40 100.00 101 100.00 - 28 - 1 to 1,000 1,001 to 5,000 5,001 to 10,000 10,001 to 100,000 100,001 and over Holding less than a marketable parcel Equity security holders Twenty largest quoted equity security holders The names of the twenty largest security holders of quoted equity securities are listed below: Ordinary shares % of total shares issued Number held R J & A INVESTMENTS PTY LTD (MULLER MORVAN FAMILY A/C) SRSHGS PTY LTD (SRS FAMILY A/C) 13 NOMINEES PTY LTD (MEES SUPER FUND A/C) MR PATRICK MICHAEL LOUGHNAN ANAMORPH PTY LTD (UTLEY FAMILY A/C) BOND STREET CUSTODIANS LIMITED (RPRIN1 - C48660 A/C) MR STEVEN JOHN MORRIS + MS NICOLE LEANNE MORRIS (MORRIS FAMILY SUPER FUND A/C) CITICORP NOMINEES PTY LIMITED RISHON HOLDINGS PTY LTD TARGO HOLDINGS PTY LTD BNP PARIBAS NOMINEES PTY LTD (IB AU NOMS RETAILCLIENT) 13 NOMINEES PTY LTD (MEES SF A/C) MR WARRICK GEOFFREY CANNON + MRS LORNA HAZEL CANNON (WACKLORN SF A/C) MR NICOLAI IWANOFF + MRS CHRISTINE ANN IWANOFF HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 140 HOLDINGS PTY LTD (THE HACKNEY A/C) MR STEVEN JOHN MORRIS MR PAUL JAMES MADDEN MR WILLIAM DONALD LLOYD LYTTON NOMINEES PTY LTD (LYTTON SUPER FUND A/C) 6,958,333 5,125,100 5,031,667 4,350,000 4,198,301 2,778,365 2,423,465 2,342,428 2,312,500 2,215,185 2,168,333 2,000,000 2,000,000 1,600,000 1,500,100 1,500,000 1,150,000 1,111,112 1,083,333 5.32 3.92 3.85 3.32 3.21 2.12 1.93 1.85 1.79 1.77 1.69 1.66 1.53 1.53 1.22 1.15 1.15 0.88 0.85 0.83 Totals: Top 20 holders of Ordinary Fully Paid Shares Others Total 54,369,055 76,490,536 130,859,591 41.55 58.45 100.00 41 Auric Mining Limited and Controlled Entities Shareholder information 31 December 2023 LISTED OPTIONS EXPIRING 31 March 2024 @ $0.15 MR SHANE ANTHONY MATCHETT + MRS MELITA ANGELA MATCHETT (SA MA MATCHETT S/F A/C) MR SHANE ANTHONY MATCHETT + MS MELITA ANGELA MATCHETT (SA & MA MATCHETT SUPER A/C) ALTOR CAPITAL MANAGEMENT PTY LTD (ALTOR ALPHA FUND A/C) MR DARYL CHRISTIAN BRYON + MRS ELIZABETH SUE BRYON MR GREGORY WILLIAM JUDE (THE JUDE FAMILY A/C) MANAPOURI INVESTMENTS PTY LTD MR THOMAS CHRISTIAN BLEAKLEY BILL BROOKS PTY LTD (BILL BROOKS SUPER FUND A/C) ROSDAREM INVESTMENTS PTY LTD (MAPLESON SUPER FUND A/C) 13 NOMINEES PTY LTD (MEES SF A/C) LAZARUS CAPITAL (VIC) PTY LTD R J & A INVESTMENTS PTY LTD (ACME SUPER FUND A/C) R J & A INVESTMENTS PTY LTD (MULLER MORVAN FAMILY A/C) ANAMORPH PTY LTD (UTLEY FAMILY A/C) BARNETT PENSION PTY LTD (BARNETT PENSION FUND A/C) ANNA BATTERS MS MEGAN LOUISE CARTER MR LENNIE FRANKLIN DAVID MR ROBERT RUSSELL DAWSON J F BYRNES SUPER PTY LTD (ARGOON AVENUE S/F A/C) Options over Ordinary shares % of total Shares issued Number held 1,234,941 1,103,333 1,041,667 1,000,000 500,000 487,769 425,751 347,222 347,222 333,340 300,000 250,000 250,000 208,333 208,333 208,333 208,333 208,333 208,333 208,333 7.34 6.56 6.19 5.94 2.97 2.90 2.53 2.06 2.06 1.98 1.78 1.49 1.49 1.24 1.24 1.24 1.24 1.24 1.24 1.24 Totals: Top 20 holders of LISTED OPTIONS EXPIRING 31/03/2024 @ $0.15 Others Total 9,079,576 7,749,559 16,829,135 53.95 46.05 100.00 Unquoted equity securities Unquoted Options and Performance Rights issued over Ordinary Shares: OPT Exp 31/03/2024 @$0.150 OPT Exp 1/11/2026 @$0.100 OPT Exp 31/01/2028 @$0.150 OPT Exp 31/01/2029 @$0.225 Total Number on issue Number of holders 900,000 2,000,000 2,000,000 2,000,000 6,900,000 2 6 6 6 20 The following persons hold 20% or more of unquoted equity securities: Name Mersound Pty Ltd Anna Carina Pty Ltd (Anna Carina Family Trust) Total Class Number held OPT Exp 1/11/2026 @$0.100 OPT Exp 31/01/2028 @$0.150 OPT Exp 31/01/2029 @$0.225 OPT Exp 1/11/2026 @$0.100 OPT Exp 31/01/2028 @$0.150 OPT Exp 31/01/2029 @$0.225 800,000 800,000 800,000 800,000 800,000 800,000 4,800,000 42 Auric Mining Limited and Controlled Entities Shareholder information 31 December 2023 Substantial holders Fully Paid Ordinary Shares As at 27 February 2024, the Substantial Holders of the Group and number of equity securities in which those substantial holders and their associates have a relevant interest are as follows: AARON AND CHRISTINE MULLER & RELATED PARTIES MARK ENGLISH AND ELIZABETH SAUNDERS & RELATED PARTIES JOHN UTLEY & RELATED PARTIES STEVEN AND NICOLE MORRIS & RELATED PARTIES Ordinary shares % of total shares issued Number held 7,458,333 6,681,767 6,420,000 6,225,000 5.70 5.89 5.66 5.48 Relevant interest arising from a restriction on disposal of shares due to ASX imposed escrow, as notified to ASX. Voting rights The voting rights attached to ordinary shares are set out below: Ordinary shares On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote. Options No voting rights. There are no other classes of equity securities. 43
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