Annual Report
20
Corporate Directory
ABN
91 148 966 545
Directors
Mr Edward Mason
(Non-Executive Chairman)
Mr Aidan Platel
(Managing Director)
Mr Michael Edwards
(Non-Executive Director)
Company Secretary
Mr James Bahen
Registered office
Suite 1
295 Rokeby Road
Subiaco WA 6008
Telephone +61 8 6555 2950
Facsimile +61 8 6166 0261
Website
www.aurochminerals.com
Share Registry
Automic Register Services
Level 2, 267 St Georges Terrace
Perth WA 6000
Telephone +61 (0)8 9324 2099
Facsimile +61 (0)8 9321 2337
Bankers
National Australia Bank
UB14.01
100 St Georges Tce
Perth WA 6000
Auditors
BDO Audit (WA) Pty Ltd
38 Station Street
Subiaco, WA 6008
Stock Exchange
Australian Securities Exchange Limited
ASX Code: AOU
Solicitors
GTP Legal
Level 1, 28 Ord Street
West Perth WA 6005
2
AUROCH MINERALS
ANNUAL REPORT 2020 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 Financial
Statements
Directors’ Declaration
Independent Auditor’s Report
Additional information
4
22
23
25
26
27
28
53
54
57
AUROCH MINERALS
3
ANNUAL REPORT 2020 Highlights
The Directors of Auroch Minerals Limited (Auroch, Company or the
Group) are pleased to present the Annual Report for Financial Year 1st
July 2019 to 30th June 2020.
With the acquisition of the Saints and Leinster Projects
in late August 2019, the Company narrowed its focus to
nickel exploration in the Norseman-Wiluna Greenstone
Belt, arguably the best address globally for nickel sulphide
mineralisation and home to numerous tier-1 nickel projects.
The acquisition of the Saints and Leinster Projects was
perfectly timed, as nickel enjoyed a remarkable resurgence,
buoyed by a combination of supply pressures, local high-
profile acquisitions and discoveries, Tier-1 production re-
starts and global stainless-steel and lithium-ion battery
demand.
The Company has a clear strategy for its nickel projects,
aggressively explore and drill as many of its developing
pipeline of high-quality nickel targets to materially increase
the existing high-grade massive sulphide resource of 1.05Mt
at 2.0% nickel for 21,400 tonnes of contained nickel.
To support the exploration activity, the Company boosted its
geological team, taking on Geologist Robin Cox to co-ordinate
drilling activity for both projects and adding Peter Muccilli
(ex-MD/CEO and Chief Geologist of Mincor) in a consulting
role. The addition of Non-Executive Chairman Edward Mason
provided a significant boost to the corporate team, Mr
Mason worked for more than five years as a technical project
manager for Fluor Corp on the development of nickel and
copper assets near Auroch’s existing operations.
The Company’s new strategy bore immediate results with
an updated geological model for the Saints project and
significant Air-Core (AC) drilling programmes generating a
stream of new basal channel targets (T1-T6), which have
the highest probability of hosting thick zones of high-grade
massive nickel sulphides and are extremely important for
Kambalda-style komatiitic nickel sulphide deposits.
During the period, the Company completed three drilling
programs across the Saints Project, comprising 1,960m
(60-holes) of AC drilling, 594m (4-holes) of Reverse Circulation
(RC) drilling and 2,991m (11-holes) of Diamond Drilling (DD),
as well as numerous Down-hole electromagnetic (DHEM)
survey’s on completed drill-holes.
The drilling demonstrated that Auroch had high-grade nickel
on its tenements, with results from DD drilling including
1.77m at 6.72% Ni from 227.31m down-hole, including 0.50m
at 9.98% Ni. Encouraged by these early results, the Company
has
launched further aggressive and targeted drilling
campaigns which are currently being completed.
The Company is also advancing its Leinster Nickel Project,
which has advanced exploration targets to build on the
existing high-grade nickel sulphide resource. During the
period, the Company announced it had commenced a 4,000m
AC drilling programme, designed to cover the entire strike of
the ultramafic unit at Valdez in order to define possible basal
channels in the footwall contact, in a similar manner to the
work completed at Saints earlier this year.
With Australia’s nickel export earnings forecast to strengthen
on the back of growing export volumes and recovering prices,
reaching $6.8 billion in 2021–22, up from an estimated $4.3
billion in 2019–20, exposure to high-grade nickel exploration
provides leverage to the expected commodity super-cycle.
The Company has a clear strategy for 2020-21, aggressively
explore its channel targets across both the Saints and Leinster
Projects while growing our nickel-bearing landholding across
Western Australian. The Board and Management thank
shareholders for your support throughout the 2020 financial
year and hope that our progress during the forthcoming
year will continue to add value to your investment in Auroch
Minerals.
4
AUROCH MINERALS
ANNUAL REPORT 2020 COMPANY PROJECTS – WESTERN AUSTRALIA
Saints Nickel Project
TENURE & LOCATION
The Saints Nickel Project is located approximately 65km
northwest of Kalgoorlie and 7km east of the Goldfields
Highway (Figure 1). The tenement package comprises two
mining leases covering an area of approximately 20km2
of prospective Archaean greenstone belt geology within
the Eastern Goldfields province of the Yilgarn Craton. The
Saints Nickel Project sits in the same sequence of rocks that
host the historical Scotia nickel mine, 15km to the south.
Scotia produced 30,800 tonnes of contained nickel at 2.2%
nickel to 360m deep until closing in July 1977.
GEOLOGY
The Saints Nickel Project’s tenements encompass a portion
of the Archaean Norseman-Wiluna Greenstone Belt of the
Kalgoorlie Terrane – Boorara Domain within the Eastern
Yilgarn Craton of Western Australia. The tenements
are located on the western limb of the Scotia-Kanowna
Anticline within the Bardoc Tectonic Zone which occurs
along the western margin of the Scotia-Kanowna Batholith.
The stratigraphy is upright and dips steeply to the west,
consisting of mafic, ultramafic and metasedimentary/
metavolcaniclastic/felsic volcanic units.
SAINTS MINERAL RESOURCES
Mining consultant RPM Global developed a maiden JORC
2012 Mineral Resources estimate for the Saints Nickel
Project of 1.05Mt @ 2.0% Ni, 0.2% Cu and 0.06% Co for
21,400 tonnes of contained nickel, 1,600 tonnes of
contained copper and 600 tonnes of contained cobalt
(Table 1). Minotaur reported the resource estimate to the
ASX on the 4th May 2017.
The Saints Nickel Project is regarded as an Archaean
Kambalda-style, komatiite-hosted, massive nickel sulphide
deposit. The deposit occurs within the Menzies-Bardoc
tectonic zone in ultramafic units, equivalent to the Highway
Ultramafic. Saints contains three main zones of nickel
sulphide mineralisation: St Andrews, St Patricks and the
Western Contact.
Figure 1 – Location of the Leinster and the Saints Nickel Projects.
ANNUAL REPORT 2019
AUROCH MINERALS
5
The main sulphide species recognised in all three prospects
are pyrrhotite, pentlandite, chalcopyrite and pyrite,
with violarite in the transitional weathered zone. Ore
grade nickel mineralisation occurs as massive or matrix
sulphides in the main ore zones with disseminated or cloud
sulphides occurring in the hanging wall position proximal
to mineralisation. Mineralisation widths range from 1-2m
up to 6m (true width).
Drilling at the deposit extends to a vertical depth of
approximately 530m, with mineralisation modelled from
surface to a depth of approximately 480m below surface.
The estimate was based on good quality air core (AC),
reverse circulation (RC) and diamond core (DD) drilling
data. Drill-hole spacing is predominantly 40m by 30m in
the well-drilled portions of the deposit and broadens to
approximately 100m by 80m over the remaining areas.
Mineralisation was
constrained by mineralisation
envelopes prepared using a nominal 0.5% Ni cut-off grade
for disseminated sulphide and a 1.0% Ni cut-off grade for
matrix and massive sulphide mineralisation. A minimum
down-hole length of 1m was adopted for interpretation.
Notably, at least 97.5% of the resource is fresh primary
sulphide mineralisation, to 480m below surface. There
appears to be significant geological upside potential
evident that would result in the defined resource being
enlarged through near-resource exploration and testing of
postulated extensions of known stratigraphic sequences,
such as the Western Contact “depth fold”, which have never
been drill-tested.
MAIDEN DIAMOND DRILLING PROGRAMME
In early September 2019, the Company announced it
was kicking off extensional drilling at Saints, with an 11-
hole (circa 3,000m) DD drilling programme testing down-
plunge extensions to the known high-grade nickel sulphide
mineralisation at the St Patricks, St Andrews and Western
Contact target areas1. Auroch’s maiden drilling made an
encouraging start, intersecting 1.60m of nickeliferous
semi-massive to massive sulphide mineralisation in
drill-hole SNDD005 with disseminated to massive sulphide
mineralisation intersected in all five drill-holes2.
Assay results for drill-hole SNDD005 confirmed extremely
(Figure 2)
high-grade nickel sulphide mineralisation
including 1.77m at 6.72% Nickel and 0.27% copper and
0.13% cobalt from 227.31m down-hole, including 0.50m at
9.98% Nickel, 0.24% copper and 0.20% cobalt3.
Better results from the drilling included:
• SNDD006: 2.22m at 4.84% Ni, 0.34% Cu and 0.15% Co
from 110.68m down-hole, including 0.90m at 6.01% Ni,
0.31% Cu and 0.16% Co
• SNDD005: 1.77m at 6.72% Ni, 0.27% Cu and 0.13% Co
from 227.31m down-hole, including 0.50m at 9.98% Ni,
0.24% Cu and 0.20% Co
• SNDD002: 3.31m at 1.05% Ni, 0.06% Cu and 0.03% Co
from 219.90m down-hole, including 1.70m at 1.48% Ni,
0.10% Cu and 0.05% Co
• High-grade blebby nickel sulphide mineralisation
intersected by SNDD007 outside of the existing
resources:
• SNDD007: 6.87m at 0.77% Ni and 0.02% Cu from
145.00m down-hole, including 1.87m at 1.47% Ni and
0.03% Cu
The results add approximately 30m to the strike of known
nickel sulphide mineralisation at Saint Patricks and remains
open to the north4.
TABLE 1 – SAINTS (MAY 2017) INFERRED MINERAL RESOURCES ESTIMATE (1.0% NI CUT-OFF)
Type
Oxide
Transitional
Fresh
Total
Tonnage (kt) Ni (%)
Cu (%)
Co (%)
Ni (t)
Cu (t)
Co (t)
2.0
22.0
1.00%
1.70%
0.02%
0.02%
0.10%
0.05%
400.0
1,020.0
2.00%
0.20%
0.06%
21,000.0
1,600.0
600.0
1,020.0
2.00%
0.20%
0.06%
21,400.0
1,600.0
600.0
Refer to ASX announcement 28 May 2019 for further details regards the Saints Nickel Project Mineral Resource.
1 ASX announcement – AUROCH TO KICK OFF EXTENSIONAL DRILLING AT SAINTS NICKEL PROJECT
https://www.investi.com.au/api/announcements/aou/6a72f46c-1c9.pdf
2 ASX Announcement - SAINTS NICKEL PROJECT DRILLING UPDATE
https://www.investi.com.au/api/announcements/aou/4dc13449-07e.pdf
3 ASX Announcement - HIGH GRADE NICKEL CONFIRMED AT SAINTS
https://www.investi.com.au/api/announcements/aou/c6dd6c5e-10f.pdf
4 ASX Announcement - MORE HIGH GRADE NICKEL INTERSECTED AT SAINTS
https://www.investi.com.au/api/announcements/aou/711274e4-166.pdf
6
AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020
FOLLOW-UP AC DRILLING PROGRAMME
In early January 2020, the Company announced that a litho-
geochemical review of drill-holes along a 6km strike length of
the Eastern Footwall Contact had identified three high-priority
channel targets. The Company undertook a 3,000m AC drilling
programme, designed to confirm and define the position
of these three possible channels and the thickness of the
nickeliferous basal ultramafic lava flow above each channel.
Assays from the AC drilling confirmed four new channels in
the all-important basal contacts, the Eastern Footwall Contact
and the Southern Footwall Contact. The drilling identified
four new channels (T1-T4), in addition to the known channels
at St Patricks and St Andrews, importantly, these new targets
had effectively never been drilled5.
T1-T2 RC DRILLING PROGRAMMES
In mid-April 2020, the Company announced a 500m RC
drilling programme to test the advanced T2 target 6 and in
early-May the Company announced a second RC programme
would commence at the advanced T1 target.
A DHEM survey of RC drill-holes completed at T2 identified
a conductance of 15,000 –30,000+S, which is considered a
typical signature of well-developed sulphides 7.
At T-1, the completed RC drill-hole (SNRC003) successfully
defined a highly-prospective nickeliferous ultramafic package
which included the following intersections: 12m at 0.67%
Ni from 22m, including 1m at 1.34% Nifrom 24m and 3m at
0.54% Ni from 72m, incl 1m at 0.77% Ni from 72m (Figure 6) 8.
5 ASX Announcement – AC RESULTS PROVIDE DRILL-READY NICKEL
TARGETS AT SAINTS
https://www.investi.com.au/api/announcements/aou/fd9760ed-5d1.pdf
6 ASX Announcement - DRILLING TO COMMENCE AT SAINTS NICKEL
PROJECT
https://www.investi.com.au/api/announcements/aou/306761fc-c6a.pdf
7 ASX Announcement – DHEM DELINEATES STRONG NICKEL SULPHIDE
TARGET AT SAINTS
https://www.investi.com.au/api/announcements/aou/3c5134bb-6ac.pdf
8 ASX Announcement - RESULTS CONFIRM STRONG POTENTIAL OF
CHANNEL TARGETS AT SAINTS
https://www.investi.com.au/api/announcements/aou/5ea64834-2ff.pdf
Figure 2 – Diamond Drilling results overlain geological interpretation
for Saints
Figure 3 - Schematic representation of a komatiitic lava flow and resulting massive nickel sulphide mineralisation (adapted from Hill 2001)
AUROCH MINERALS
7
ANNUAL REPORT 2020 Figure 5 - Locations of the four new channel target areas (T1 –T4) in relation to the basal footwall contacts at the Saints Nickel Project
Figure 6 - 3D Cross-section at 6671960mN ±60m through the T1channel target area showing the location of the recent (SNRC003) and
historical drill-hole results in relation to the modelled basal Eastern Footwall Contact (yellow). View is looking to the north
8
AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020 Leinster Nickel Project
TENURE & LOCATION
The Leinster Nickel Project is located approximately 40km
southeast of the township of Leinster and approximately
60km north-northwest of Leonora in the East Murchison
Mineral Field of Western Australia. The project area is situated
between the Goldfields Highway and the Leonora-Agnew
Road and is close to the Eastern Goldfields Gas Pipeline. The
project area covers approximately 112km2 of prospective
Archaean greenstone belt geology within the eastern
goldfields of the Yilgarn Craton. Leinster’s nickel sulphide
deposit resides in a world-class mining domain proximal to
established mining and processing infrastructure.
GEOLOGY
The project area straddles the Weebo – Mt. Clifford
greenstone belt and the Agnew-Wiluna greenstone belt,
within the Kalgoorlie Terrane to west and the Kurnalpi
Terrane to the East, which are Archaean granite-greenstone
terranes that make up part of the Eastern Goldfields
province of the Yilgarn Craton.
LEINSTER MINERAL RESOURCES
In 2008, Breakaway Resources Ltd calculated a JORC 2004
-compliant Inferred Mineral Resources estimate for the Horn
deposit. No further material work had been undertaken at
the Horn since 2008.
Additional exploration work will be undertaken in the
coming year to make the resource JORC 2012 compliant
(AC) DRILLING AT VALDEZ PROSPECT
In late June 2020, the Company announced it would
commence a 4,000m AC drilling programme at the Valdez
Prospect 9 . The drilling programme will cover the entire
strike of the ultramafic unit at Valdez in order to characterise
the ultramafics and define possible basal channels in the
footwall contact, in a similar manner to the work completed
at Saints earlier this year (Figure 7).
The AC programme will also attempt to confirm mineralised
intersections reported in historic RAB drill-holes, such as
32m at 0.75% Ni from surface, including 4m at 1.55% Ni
from 24m (LWDR2036), and 16m at 1.07% Ni from 24m,
including 4m at 1.34% Ni from 24m.
Figure 7 - Planned AC drilling lines (white) across current
geological interpretation and MLEM conductive plates
at the Valdez Prospect of the Leinster Nickel Project
9 ASX Announcement - EXPLORATION UPDATE –SAINTS AND LEINSTER NICKEL PROJECTS
https://www.investi.com.au/api/announcements/aou/b61f5133-830.pdf
AUROCH MINERALS
9
ANNUAL REPORT 2020 COMPANY PROJECTS – SOUTH AUSTRALIA
TORRENS EAST COPPER PROJECT
Auroch’s Arden, Bonaventura and Torrens East Copper
Projects cover ~3,700km2 of the Adelaide Geosyncline (Arden
and Bonaventura) and Stuart Shelf (Torrens East Copper) in
South Australia.
ARDEN PROJECT
TENURE & LOCATION
Located some 3.5 hours’ drive north from Adelaide, the
Arden Project boasts a large relatively-unexplored area of
1,664km² considered highly-prospective for sedimentary-
exhalative (SEDEX) mineralisation, as well as high-grade zinc
silicate mineralisation. Results from initial exploration at
the Ragless Range, Kanyaka and Radford Creek prospects
suggest the project has good potential for hosting large-
scale zinc and/or copper mineralisation.
GEOLOGY
The project is located in the Adelaide Geosyncline region
of South Australia, which is host to numerous large base-
metal deposits including the Beltana zinc deposit, the Angas
zinc deposit and the Kanmantoo copper deposit. A railway
to local ports passes just to the south of the tenement with
access to Port Pirie. Strong infrastructure is available with
good telecommunications and grid power.
The Torrens East Copper Project comprises one Exploration
Licence (EL 6331) and one Exploration Application (ELA
00159) covering a combined area of 1,622km2 and is
considered highly-prospective for IOCG (Iron Oxide – Copper
– Gold) mineralisation.
The large tenements are situated adjacent to the Torrens
JV (70% Aeris Resources Ltd; 30% Argonaut Resources NL)
and cover a portion of the same large gravity anomaly. The
ELAs are also approximately 50km from BHP’s 2018 drilling
in the Olympic Dam copper-gold province, host to the world-
class Olympic Dam (BHP Group Ltd) and Carrapateena (Oz
Minerals Ltd) IOCG deposits.
REGIONAL GEOLOGY AND IOCG MINERALISATION
The Torrens East Copper Project lies within the Olympic Dam
copper-gold province of the Eastern Gawler Craton of central
South Australia. More specifically, the project is located
within the Torrens IOCG Hinge Zone, which is defined by the
distribution of known early-Mesoproterozoic mineralisation
and alteration, with the structural framework playing an
important role in the formation of large IOCG systems. The
project area is overlain by between 700m and 1,200m of
consolidated sedimentary rocks of Mesoproterozoic age
and younger, which post-date the IOCG mineralisation.
No significant work was announced from the Arden Project
during Financial Year 2020.
No significant work was announced from the Bonaventura
Project during Financial Year 2020.
BONAVENTURA PROJECT
TENURE & LOCATION
The Bonaventura Project comprises two large exploration
licences (415km²) in the northern part of Kangaroo Island
and covers highly prospective geology and historic mines
along 55km of strike of the regional scale Cygnet-Snelling
Fault. Thus far the Company has identified and undertaken
exploration on four high-priority base and precious-metal
prospects at Bonaventura: Dewrang, Vinco, Grainger and
Kohinoor.
No significant work was announced from the Bonaventura
Project during Financial Year 2020.
10 AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020 INTEREST IN MINING TENEMENTS
Australia
Tenement
Arden
Arden North
Bonaventura
Bonaventura Extension
Torrens East Copper Project
Torrens East Copper Project
Saints
Saints
Leinster
Valdez
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Tenement ID
Status
Interest at beginning
of the year
EL 5821
EL 6217
EL 5973
EL 6252
Granted
Granted
Granted
Granted
ELA 00159
Pending
EL 6331
M29/245
M29/246
E36/899
E36/936
Granted
Granted
Granted
Granted
Granted
90%
100%
100%
100%
-
100%
-
-
-
-
Interest
acquired
or
disposed
-
-
-
-
-
-
100%
100%
100%
100%
Interest at
end of the
year
90%
100%
100%
100%
-
100%
100%
100%
100%
100%
Competent Persons Statement
The information in this report that relates to Exploration Results is based on information compiled by Mr Aidan Platel and represents an accurate
representation of the available data. Mr Platel (Member of the Australian Institute of Mining and Metallurgy) is the Company’s Chief Geological
Officer and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being
undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’ ("JORC Code 2012"). Mr Platel consents to the disclosure of this information in this report in the form and context in
which it appears.
The information in this report that relates to Mineral Resources for the Saints Project was reported by Minotaur Exploration Ltd (ASX:MEP) to the ASX on 4th
May 2017 under JORC Code 2012 (refer https://www.asx.com.au/asxpdf/20170504/pdf/43j0r0dt0ytq74.pdf). The information in this report in relation to
Mineral Resources for the Saints Project is based on, and fairly represents, the available data and studies for the project which have been compiled by
Mr Aidan Platel. Mr Platel (Member of the Australian Institute of Mining and Metallurgy) is the Company’s Chief Geological Officer and has sufficient
experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a
Competent Person as defined in the JORC Code 2012. Mr Platel consents to the disclosure of this information in this report in the form and context in
which it appears.
The information in this release that relates to Geophysical Results and Interpretations is based on information compiled by Russell Mortimer,
Consultant Geophysicist at Southern Geoscience Consultants. Russell Mortimer is a Member of the Australasian Institute of Geoscientists (AIG) and
has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is
undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’. Russell Mortimer consents to the inclusion in the release of the matters based on this information in the form and
context in which it appears.
ASX Listing Rule Information
The company confirms that it is not aware of any new information or data that materially affects the information included in the original market
announcements and, in the case of estimates of Mineral Resources, that all material assumptions and technical parameters underpinning the
estimates in the original market announcements continue to apply and have not materially changed. The company confirms that the form and context
in which the competent persons findings have not been materially modified from the original announcement.
Forward-Looking Statements
This document may include forward-looking statements. Forward-looking statements include, but are not limited to, statements concerning Auroch
Minerals Limited’s planned exploration program and other statements that are not historical facts. When used in this document, the words such as
"could," "plan," "estimate," "expect," "intend," "may”, "potential", "should," and similar expressions are forward-looking statements. Although
Auroch Minerals Limited believes that its expectations reflected in these forward-looking statements are reasonable, such statements involve risks
and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statements.
12
AUROCH MINERALS 11
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
CORPORATE
During the reporting period, the Company raised more than AUD $3.5 million to fund exploration activities at the Saints
and Leinster Projects.
PLACEMENT TO RAISE $2 MILLION
On the 4 June 2020, the Company announced it has received firm commitments from professional and sophisticated
investors for a placement to raise approximately $2,000,000 (before costs) through the issue of 36,363,637 fully paid
ordinary shares at $0.055 per share.
PLACEMENT RAISING $1.06 MILLION
On 28 February 2020, the Company announced it had received firm commitments for a placement to raise $1,062,454
(before costs) through the issue of 19,317,344 fully paid ordinary shares at $0.055 per share.
PLACEMENT RAISING $630,000
On 1 August 2019, the Company announced it had received firm commitments for a placement to raise $630,000 (before
costs) through the issue of 19,317,344 fully paid ordinary shares at $0.055 per share.
DIRECTORS
The names of Directors who held office during or since the end of the period:
Mr Glenn Whiddon (resigned 31 October 2019)
Mr Edward Mason (appointed 9 October 2019)
Mr Aidan Platel (appointed 4 September 2019)
Mr Chris Hansen (appointed 4 September 2019, resigned 31 August 2020)
Mr Ryan Gaffney (resigned 4 September 2019)
Mr Adam Santa Maria (resigned 4 September 2019)
Mr Michael Edwards (appointed 31 August 2020)
INFORMATION ON DIRECTORS
Information on Directors as at the date of this report is as follows:
Mr Edward Mason – (Appointed 9 October 2019)
Non-Executive Chairman
Mr Mason has more than twenty years’ experience working for global investment banks such as Bank of America Merrill
Lynch, HSBC, Renaissance Capital and more recently, Royal Bank of Canada in senior leadership roles focused on the
natural resources sector and spanning equities, derivatives and capital markets. Prior to this Mr Mason worked for over
five years as a technical project manager for Fluor Corp on the development of nickel and copper assets near Auroch’s
existing operations, including the development of the Murrin Murrin nickel mine in Western Australia and the Olympic
Dam copper expansion project in South Australia.
Mr Mason is not currently a director of any other listed company and has not held any directorships in the last three years.
Equity interests: 800,000 performance rights.
13
12 AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Mr Aidan Platel
Managing Director - (Appointed 4 September 2019)
Mr Platel is a geologist with close to 20 years’ experience in the minerals industry, in both mining and exploration roles
across a wide range of commodities. Recently, Mr Platel has worked as an independent strategic consultant focusing on
project evaluation, prior to which he spent 12 years in South America in mining and exploration. He has a proven track
record of exploration success having discovered and developed several major deposits including the world-class Santa Rita
Nickel deposit (>1Mt contained Ni metal).
Mr Platel is currently a director of Wildcat Resources Limited. In the past three years, Mr Platel has not held any
directorships in the last three years.
Equity interests in the Company: 2,620,000 ordinary shares, 2,2500,000 performance rights and 1,191,650 unlisted options
exercisable at $0.10 on or before 30 November 2021, 3,250,000 Class A incentive options exercisable at $0.16 on or before
3 September 2023 and 3,500,000 Class B incentive options exercisable at $0.16 on or before 3 September 2023
Mr Michael Edwards
Non-Executive Director - (Appointed 31 August 2020)
Mr Edwards is a Geologist and Economist with over 20 years’ experience in senior management in both the private and
public sector. He spent three years with Barclays Australia in their Corporate Finance department and then eight years as
an Exploration and Mine Geologist with companies including Gold Mines of Australia, Eagle Mining and International
Mineral Resources.
Mr Edwards is currently a director of Firefly Resources Limited, De.mem Limited and Norwood Systems Limited. In the
past three years, Mr Edwards was a director of Digital Wine Ventures Limited.
Equity interests: 800,000 performance rights.
Mr Chris Hansen
Non-Executive Director - (Appointed 4 September 2019, Resigned 31 August 2020)
Mr Hansen is a multidisciplinary global metals and mining professional with formal qualifications in geology and mineral
economics. Having initially focussed on building a solid technical foundation with industry majors such as Barrick Gold and
Fortescue Metals Group, Chris later joined Appian Capital Advisory widely recognised as a leading mining focused private
equity fund where he refined his investment skills, market knowledge and strong industry relationships.
Mr Hansen is not currently a director of any other listed company and has not held any directorships in the last three
years.
Equity interests: 400,000 performance rights.
Mr Ryan Gaffney
Non-Executive Director - (resigned 4 September 2019)
Ryan holds a BSBA in Finance and Economics from the Daniels College of Business, University of Denver, Colorado. Ryan,
based in London, UK, currently runs an independent advisory and consulting business focused on Mergers and Acquisitions
advisory and fundraising for small and medium-cap companies. He was previously a Managing Director with Canaccord
Genuity in London, where he focused on providing natural resources clients with mergers and acquisitions, financing, and
advisory services from 2002 to 2015.
14
AUROCH MINERALS 13
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Mr Adam Santa Maria
Non-Executive Director - (resigned 4 September 2019)
Mr Adam Santa Maria was appointed to the Board as a Non-Executive Director on June 5 2018 Mr Santa Maria is an
experienced corporate finance and public company executive and co-founder of Discovery Capital Partners, an emerging
boutique investment house and advisory firm focused on identifying and developing potential tier 1 assets and businesses
and which has led or advised on over $100 million in transactions since its inception in 2017. Both as a practicing lawyer
and investment banker, he has advised many of Australia’s leading and emerging companies on a number of significant
corporate and commercial transactions throughout all stages of their development. Mr Santa Maria has particular
expertise in corporate and commercial law and transaction execution, focusing on equity capital markets, corporate
governance and M&A.
Mr Glenn Whiddon
Executive Chairman – (Resigned 31 October 2019)
Mr Whiddon has an extensive background in equity capital markets, banking and corporate advisory with specific focus
on natural resources, enabling project origination and financing. He has a significant contact network throughout the
world which has led to the development of a number of projects. Glenn holds an economics degree and has extensive
corporate and management experience. He has global banking experience with The Bank of New York in Australia, Europe
and Russia.
DIRECTORS MEETING
There were 3 formal Directors’ meetings held during the year and all eligible directors attending each meeting. Other
formal business was conducted via circulating resolution.
REMUNERATION REPORT (Audited)
The Remuneration Report is set out under the following main headings:
§ Remuneration policy
§ Details of remuneration
§ Share-based compensation
§ Equity instrument disclosures relating to Key Management Personnel
§ Loans to Key Management Personnel
§ Other transactions with Key Management Personnel
§ Service agreements
The information provided in this remuneration report has been audited as required by section 308 (3C) of the Corporations
Act 2001.
This report details the nature and amount of remuneration for each Director of Auroch Minerals Limited and key
management personnel of the group. Those who are considered key management personnel of the group during the
period are as follows:
1. Glenn Whiddon (Chairman - Resigned 31 October 2019)
2. Edward Mason (Chairman – Appointed 9 October 2019)
3. Mr Aidan Platel (Managing Director – Appointed 4 September 2019)
4. Mr Chris Hansen (Non-Executive Director – Appointed 4 September 2019, resigned 31 August 2020)
5. Ryan Gaffney (Non-Executive Director – Resigned 4 September 2019)
6. Adam Santa Maria (Non-Executive Director – Resigned 4 September 2019)
7. Michael Edwards (Non-Executive Director – Appointed 31 August 2020)
15
14 AUROCH MINERALS
AUDITOR’S INDEPENDENCE DECLARATIONANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Remuneration policy
The remuneration policy of Auroch has been designed to align director and management objectives with shareholder and
business objectives by providing a fixed remuneration component, and offering specific long-term incentives, based on
key performance areas affecting the Group’s financial results. Key performance areas of the Group include cash flow,
share price, exploration results and development of cash-generating business activities. The Board of Directors (the Board)
of Auroch believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best
management and directors to run and manage the Group, as well as create goal congruence between directors, executives
and shareholders.
Voting and comments made at the company’s 2019 Annual General Meeting
At the 2019 Annual General Meeting the Company remuneration report was passed by the requisite majority of
shareholders (100% by a show of hands).
Remuneration Governance
The Board’s policy for determining the nature and amount of remuneration for Board members and senior executives of
the Group is as follows:
The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was
developed and approved by the Board. All executives receive a base salary (which is based on factors such as length of
service and experience), superannuation, fringe benefits and the ability to receive options and performance-based
incentives. The remuneration committee, composed of the full Board, reviews executive packages annually by reference
to the Group’s performance, executive performance, and comparable information from industry sectors and other listed
companies in similar industries.
Executives are also entitled to participate in the employee share and option arrangements.
The employees of the Group receive a superannuation guarantee contribution required by the government, which is
currently 9.5%, and do not receive any other retirement benefits.
All remuneration paid to Directors and executives is valued at the cost to the Group and expensed. Options (if applicable)
given to Directors and Key Management Personnel are valued using an appropriate option pricing methodology.
The Board policy is to remunerate non-executive Directors at the lower end of market rates for comparable companies
for time, commitment, and responsibilities. The remuneration committee 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. Fees for non-executive Directors are not linked to the performance of the Group.
However, to align Directors’ interests with shareholder interests, the Directors are encouraged to hold shares in the Group.
The maximum aggregate amount of fees that can be paid to non-executive Directors was approved by shareholders at a
General Meeting held on 11 February 2011. The maximum amount of fees payable to non-executive directors is $250,000
per annum.
The Board expects that the remuneration structure implemented will result in the company being able to attract and
retain the best executives to run the Company. It will also provide executives with the necessary incentives to work to
grow long-term shareholder value.
The payment of bonuses, options and other incentive payments are reviewed by the Board as part of the review of
executive remuneration. All bonuses, options and incentives must be linked to predetermined performance criteria. The
Board can exercise its discretion in relation to approving incentives, bonuses and options. Any changes must be justified
by reference to measurable performance criteria. During the Period no performance-based incentives, options or bonuses
were granted to any director or executive. As such, no pre-determined performance criteria have been outlined for the
existing Board.
16
AUROCH MINERALS 15
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
During the year, the company did not seek the advice of remuneration consultants.
Company performance, shareholder wealth and director and executive remuneration
The following table shows gross revenue, profits/losses and share price of the Group at the end of the current and previous
financial years since incorporation. There is no link between company performance and remuneration given the current
nature of the Company’s operations.
30 June
2020
$
30 June
2019
$
30 June
2018
$
30 June
2017
$
Net profit/(loss)
Share price
The remuneration policy has been tailored to increase goal congruence between shareholders, directors and executives.
This will be achieved via offering performance incentives based on key performance indicators.
(1,919,686)
$0.145
(1,387,644)
$0.05
(3,679,893)
$0.08
(542,802)
$0.05
Details of remuneration
2020
Name
Short-term
benefits
Cash
Salary and
Fees
Post-
employment
benefits
Super-
annuation
Share-based
Payment
Equity
Options
Total
Glenn Whiddon1
Edward Mason2
Aidan Platel
Chris Hansen3
Ryan Gaffney4
Adam Santa Maria5
Michael Edwards6
Total
17,600
30,000
233,016
30,000
8,000
14,000
-
332,616
-
-
22,137
-
-
-
-
9,846
25,052
153,357
25,052
(2,968)
-
-
22,137
210,339
-
-
-
-
-
-
-
-
27,446
55,052
408,510
55,052
5,032
14,000
-
565,092
%
perf.
based
%
Equity
based
-
-
-
-
-
-
-
-
36%
46%
38%
46%
-
-
-
37%
Included in the above was consulting fees of $5,600 which were based on commercial terms. Glenn Whiddon resigned on 31 October 2019.
(1)
(2) Edward Mason was appointed on 9 October 2019.
(3) Chris Hansen was appointed Non-Executive Director on 4 September 2019 and resigned on 31 August 2020
(4)
(5) Adam Santa Maria resigned on 4 September 2019.
(6) Michael Edwards was appointed on 31 August 2020
Included in the above was consulting fees of $2,000 which were based on commercial terms. Ryan Gaffney resigned on 4 September 2019.
17
16 AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Details of remuneration
2019
Name
Short-term
benefits
Cash
Salary and
Fees
Post-
employment
benefits
Super-
annuation
Share-based
Payment
Equity
Options
Total
Glenn Whiddon
Aidan Platel1
Chris Hansen2
Ryan Gaffney 3
Adam Santa Maria 4
Other
James Bahen5
Total
114,400
200,000
-
35,000
36,000
70,000
455,400
-
19,000
-
-
-
143,715
95,810
-
47,905
-
6,650
25,650
47,905
335,335
-
-
-
-
-
-
-
258,115
314,810
-
82,905
36,000
124,555
816,385
(1) Aidan Platel was CEO during the year then was appointed Managing Director on 4 September 2019.
(2) Chris Hansen was appointed Non-Executive Director 4 September 2019.
(3) Ryan Gaffney resigned on 4 September 2019.
(4) Adam Santa Maria resigned on 4 September 2019.
(5)
James Bahen is no longer a KMP in FY20.
%
perf.
based
%
Equity
based
-
-
-
-
-
-
-
56%
30%
-
58%
-
38%
-
Share-based compensation
The Auroch Minerals Limited Employee Share Plan (the “Plan”) is used to reward Directors and employees for their
performance and to align their remuneration with the creation of shareholder wealth. Approved by Shareholders 4 April
2013 and refreshed by shareholders on 23 November 2017 the Plan is designed to provide long-term incentives to deliver
long-term shareholder returns. Participation in the Plan is at the discretion of the Board and no individual has a contractual
right to participate in the plan or to receive any guaranteed benefits.
During the period, no shares were issued under the Plan.
Shares
There were no shares issued to Directors or employees by the Group under the Plan during the year (2019: Nil), refer to
the above table for details of share-based payments to Directors and employees not under the Plan.
Options
There were no options issued to Directors or employees by the Group (2019: Nil) under the Plan during the year.
Performance Rights
The Plan is open to any eligible persons who are full-time or permanent part time employees of the Company, or a related
body corporate which includes directors, the company secretary and officers or other such persons as the Board
determines to be eligible to receive grants of Performance Rights under the Plan. Subject to the satisfaction of the vesting
conditions given to eligible participants, each Performance Right vest to one Share.
18
AUROCH MINERALS 17
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
The Performance Rights are issued for nil cash consideration and no consideration will be payable upon the vesting of the
Performance Rights. Vesting conditions, if any, are determined by the Board from time to time and set out in individual
offers for the grant of Performance Rights. Shares issued upon vesting may be freely transferred subject to compliance
with the Group’s securities trading rules.
No Performance Rights were granted in the year ended 30 June 2020 1,687,500 performance rights vested during the
year. The fair value per performance right on issue is $0.1.
The Performance Rights granted in the year to 30 June 2018 will vest as follows: 25% will vest immediately on the date of
grant 25% will vest every six months thereafter, provided that on the relevant vesting date the holder remains employed
by, or contracted to provide services to, the Company.
The Performance Rights will vest immediately on a change of control of The Company.
Equity Instrument Disclosures Relating to Key Management Personnel
(i) Options provided as remuneration and shares issued on any exercise of such options
There were no options provided as remuneration and shares issued on any exercise of such options issued during the
period.
(ii) Option holdings
At the end of the year, the Director’s option holdings are as follows:
2020
Balance at the start
of the year
Received during
the year
Other changes during the
year
Balance at the end
of the year or
resignation date
Options
Directors
Glenn Whiddon1
Aidan Platel2
Edward Mason3
Chris Hansen4
Ryan Gaffney5
Adam Santa Maria6
Michael Edwards7
Total
3,461,540
1,191,650
-
-
-
-
-
4,653,190
(1) Glenn Whiddon resigned on 31 October 2019
(2) Aidan Platel was CEO during the year then was appointed Managing Director on 4 September 2019.
(3) Edward Mason was appointed Non-Executive Director on 9 October 2019.
(4) Chris Hansen was appointed Non-Executive Director on 4 September 2019 and resigned on 31 August 2020
(5) Ryan Gaffney resigned on 4 September 2019.
(6) Adam Santa Maria resigned on 4 September 2019.
(7) Michael Edwards was appointed on 31 August 2020
-
7,022,500
-
-
-
-
-
7,022,500
-
-
-
-
-
-
-
-
3,461,540
8,214,150
-
-
-
-
-
11,675,690
(iii) Share holdings
Aggregate numbers of shares of the Group held directly, indirectly or beneficially by Directors or key management
personnel of the Group at the date of this report:
19
18 AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Balance at the
start of the year
Received during
the year
Other changes during the
year
Balance at the end
of the year or
resignation date
9,634,627
1,075,000
-
-
500,000
1,500,000
-
12,709,627
-
545,000
-
-
-
-
-
545,000
2,410,033
1,000,000
-
-
250,000
1,833,333
-
5,493,366
12,044,660
2,620,000
-
-
750,000
3,333,333
-
18,747,993
2020
Fully Paid Shares
Directors
Glenn Whiddon1
Aidan Platel2
Edward Mason3
Chris Hansen4
Ryan Gaffney 5
Adam Santa Maria6
Michael Edwards7
Total
(1) Glenn Whiddon resigned on 31 October 2019
(2) Aidan Platel was CEO during the year then was appointed Managing Director on 4 September 2019.
(3) Edward Mason was appointed Non-Executive Director on 9 October 2019.
(4) Chris Hansen was appointed Non-Executive Director on 4 September 2019 and resigned on 31 August 2020
(5) Ryan Gaffney resigned on 4 September 2019.
(6) Adam Santa Maria resigned on 4 September 2019.
(7) Michael Edwards was appointed on 31 August 2020
(iii) Performance Rights Holdings
Aggregate numbers of Performance Rights holdings of the Group held directly, indirectly or beneficially by Directors or
key management personnel of the Group at the date of this report:
2020
Performance Rights
Directors
Balance at the start
of the year
Received during the
year
Converted/vested
during the year
Glenn Whiddon1
Aidan Platel2
Edward Mason3
Chris Hansen4
Ryan Gaffney 5
Adam Santa Maria6
Michael Edwards7
Total
1,500,000
1,000,000
-
-
500,000
-
-
3,000,000
(1) Glenn Whiddon resigned on 31 October 2019
(2) Aidan Platel was CEO during the year then was appointed Managing Director on 4 September 2019.
(3) Edward Mason was appointed Non-Executive Director on 9 October 2019.
(4) Chris Hansen was appointed Non-Executive Director on 4 September 2019 and resigned on 31 August 2020
(5) Ryan Gaffney resigned on 4 September 2019.
(6) Adam Santa Maria resigned on 4 September 2019.
(7) Michael Edwards was appointed on 31 August 2020
-
2,250,000
800,000
800,000
-
-
-
3,850,000
(1,500,000)
(1,000,000)
-
-
(250,000)
-
-
(2,750,000)
Balance at the
end of the year
or resignation
date
-
2,250,000
800,000
800,000
250,000
-
-
4,100,000
20
AUROCH MINERALS 19
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
DIRECTORS REPORT
Loans to Key Management Personnel
There were no loans to key management personnel during the year.
Other transactions with Key Management Personnel
Adam Santa Maria is a director of Discovery Capital Partners Pty Ltd. During the period ended 30 June 2019 the Company
was providing corporate advisory services to Auroch Minerals Limited. Payments to Discovery Capital Partners Pty Ltd
during the relevant period total $57,495 (2019: $90,000). The amounts owed to Discovery Capital Partners Pty as at 30
June 2020 was $12,750 (2019: $nil).
Service Agreements
Mr Adan Platel is employed by the Company whereby Mr Platel provides services in his capacity as Chief Executive Officer
and Manging Director. Appointment commenced on 4 September 2019 with a base salary of $240,000 per annum
(exclusive of superannuation) for both CEO and Manging Director roles. The company or Mr Platel may terminate the
agreement by giving two months’ notice, or by the Company making two months’ payment in lieu of notice.
End of Audited Remuneration Report
OPERATING RESULTS
The net loss after providing for income tax amounted to $542,802 (2019: loss $1,387,644).
PRINCIPAL ACTIVITY
The principal activity of the Group is mineral exploration and development.
DIVIDENDS
There were no dividends paid or recommended during the financial year ended 30 June 2020 (2019: Nil).
FINANCIAL POSITION
The net assets of the Group at 30 June 2020 are $10,006,500 (2019: $5,050,974).
ENVIRONMENTAL REGULATIONS
In the normal course of business, there are no environmental regulations or requirements that the Group is subject to.
Greenhouse gas and energy data reporting requirements
The Company is not required to report under the Energy Efficiencies Opportunity Act 2006 or the National Greenhouse
and Energy Efficient Reporting Act 2007 (the Acts).
INDEMNIFYING OFFICERS OR AUDITOR
In accordance with the constitution, except as may be prohibited by the Corporations Act 2001 every Officer of the
Company shall be indemnified out of the property of the Company against any liability incurred by him in his capacity as
Officer, auditor or agent of the Company or any related corporation in respect of any act or omission whatsoever and
howsoever occurring or in defending any proceedings, whether civil or criminal. During the period the Group paid $34,478
in premiums for Directors and Officer Insurance.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on
behalf of the Group, or to intervene in any proceedings to which the Group is a party, for the purposes of taking
responsibility on behalf of the Group for all or part of those proceedings.
21
20 AUROCH MINERALS
DIRECTORS’ REPORTANNUAL REPORT 2020 AUROCH MINERALS LIMITED
DIRECTORS REPORT
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
There have been no other significant changes in the state of affairs of the Group during the financial year.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
In the opinion of the Directors, disclosure of any further information on likely developments in operations and expected
results would be prejudicial to the interests of the Group, the consolidated entity and shareholders.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
On 31 August 2020, the Company appointed of Mr Michael Edwards as Non-Executive Director of the Company. On the
same date, Mr Chris Hansen resigned as Non-Executive Director.
NON-AUDIT SERVICES
During the financial period the following fees were paid or payable for services provided by the auditor:
BDO Corporate Tax (WA) Pty Ltd, tax compliance
2020
$
15,120
15,120
2019
$
17,240
17,240
The Group may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s
expertise and experience with the Group and/or the group are important.
The board of directors has considered the position and is satisfied that the provision of the non-audit services is compatible
with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied
that the provision of non-audit services by the auditor did not compromise the auditor independence requirements of the
Corporations Act 2001 for the following reasons:
all non-audit services have been reviewed by the board of directors to ensure they do not impact the impartiality
and objectivity of the auditor
none of the services undermine the general principles relating to auditor independence as set out in APES 110
Code of Ethics for Professional Accountants.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the independence declaration by the lead auditor under section 307C of the Corporations Act 2001 is included
on page 22 of this financial report.
This report is signed in accordance with a resolution of the Board of Directors.
Aidan Platel
Managing Director
Dated this 16th day of September 2020
22
AUROCH MINERALS 21
ANNUAL REPORT 2020 AUDITOR’S INDEPENDENCE DECLARATION
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY JARRAD PRUE TO THE DIRECTORS OF AUROCH MINERALS
LIMITED
As lead auditor of Auroch Minerals Limited for the year ended 30 June 2020, I declare that, to the best
of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Auroch Minerals Limited and the entities it controlled during the
period.
Jarrad Prue
Director
BDO Audit (WA) Pty Ltd
Perth, 16 September 2020
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
22 AUROCH MINERALS
ANNUAL REPORT 2020 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
AUROCH MINERALS LIMITED
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2020
Note
3
Other Income
Gain/(Loss) on disposal of non-current asset
Amounts recovered from previously impaired debt
Less Expenses:
Accounting fees
Audit fees
Advertising and marketing
Consulting fees
Directors expense
Employee benefits expense
Corporate and regulatory fees
Exploration expenditure not capitalised
Legal costs
Rent
Share based payment expense
Travel & accommodation
Finance costs
Foreign exchange gain/(loss)
Other expenses
(Loss) before income tax
Income tax expense
(Loss) after income tax
5
Profit from sale of discontinued operations
Profit/(Loss) for the year
2020
$
618,248
-
-
(59,069)
(24,428)
(56,094)
(115,294)
(117,016)
(114,706)
(59,694)
(159,370)
(56,213)
(39,629)
(230,356)
(31,490)
(678)
611
(97,624)
(542,802)
-
(542,802)
-
(542,802)
2019
$
25,095
(14,342)
73,153
(35,000)
(9,944)
(66,779)
(218,600)
(94,000)
(295,650)
(12,274)
(93,152)
(57,112)
(34,833)
(335,462)
(47,094)
(1,181)
31,196
(201,665)
(1,387,644)
-
(1,387,644)
-
(1,387,644)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
the accompanying notes
24
AUROCH MINERALS 23
ANNUAL REPORT 2020
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
AUROCH MINERALS LIMITED
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2020
Other comprehensive income
Items that have been reclassified to the profit or loss
Exchange differences on disposal of controlled entities
Items that may be reclassified to the profit or loss
Exchange difference on translation of foreign operations
Other comprehensive income/(loss) for the year net of tax
Total comprehensive income/(loss) for the year attributable to
the owners of Auroch Minerals Limited
Note
2020
$
2019
$
-
-
-
-
-
-
(542,802)
(1,387,644)
Basic loss per share (cents per share) from continuing operations
6
(0.41)
(1.39)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
the accompanying notes.
25
24 AUROCH MINERALS
ANNUAL REPORT 2020
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AUROCH MINERALS LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2020
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-current Assets
Property, plant and equipment
Mineral exploration and evaluation expenditure
Total Non-current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
Note
2020
$
2019
$
7
8
9
10
11
12
13
14
3,445,147
41,237
1,733,184
35,728
3,486,384
1,768,912
-
6,735,389
6,735,389
10,221,773
496
3,408,056
3,408,552
5,177,464
215,273
215,273
215,273
126,490
126,490
126,490
10,006,500
5,050,974
17,354,102
1,434,502
(8,782,104)
11,831,619
1,458,656
(8,239,302)
10,006,500
5,050,974
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
26
AUROCH MINERALS 25
ANNUAL REPORT 2020
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
AUROCH MINERALS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2020
Contributed
Equity
Accumulated
Losses
$
$
Option
Reserve
$
Share Based
Payments
Reserve
$
Total Equity
$
11,831,620
-
(8,239,302)
(542,802)
888,469
-
570,187
-
5,050,974
(542,802)
-
-
-
(542,802)
-
-
-
-
-
(542,802)
5,197,482
-
325,000
-
-
-
-
-
-
70,490
-
-
-
-
(325,000)
230,356
5,197,482
70,490
-
230,356
foreign
Balance at 1 July 2019
Profit/Loss for year
Exchange difference on
operations
Total comprehensive loss for year
Transactions with owners in their
capacity as owners:
Issue of shares, net of capital raising
costs
Issue of Options
Conversion of Performance Rights
Share based payment expense
Balance at 30 June 2020
17,354,102
(8,782,104)
958,959
475,543 10,006,500
foreign
Balance at 1 July 2018
Profit/Loss for year
Exchange difference on
operations
Total comprehensive loss for year
Transactions with owners in their
capacity as owners:
Issue of shares
Issue of Options
Conversion of Performance Rights
Share based payment expense
Balance at 30 June 2019
11,656,620
-
(6,851,658)
(1,387,644)
230,117
-
409,852
-
5,444,931
(1,387,644)
-
-
-
(1,387,644)
-
-
-
-
-
(1,387,644)
-
-
175,000
-
11,831,620
-
-
-
-
(8,239,302)
-
658,352
-
-
888,469
-
-
(175,000)
335,335
570,187
-
658,352
-
335,335
5,050,974
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
27
26 AUROCH MINERALS
ANNUAL REPORT 2020
CONSOLIDATED STATEMENT OF CASH FLOW
AUROCH MINERALS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest received
R&D and other Income
Net cash (outflow) from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Repayment of borrowing
Proceeds from Sale of plant, equipment and prospects
Payments for exploration expenditure
Proceeds from sale of prospects
Net cash inflow from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from issue of shares and options
Net cash inflow from financing activities
Net increase/(decrease) in cash and cash equivalents
Foreign exchange movement on cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Note
2020
$
2019
$
15
(838,183)
7,150
550,106
(280,927)
-
-
(1,462,683)
-
(1,462,683)
3,455,573
3,455,573
1,711,963
-
1,733,184
(1,090,957)
24,677
-
(1,066,280)
73,153
4,926
(2,496,982)
-
(2,418,904)
658,352
658,352
(2,826,832)
29,875
4,530,142
NET CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
7
3,445,147
1,733,184
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
28
AUROCH MINERALS 27
ANNUAL REPORT 2020
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
In order to assist in the understanding of the accounts, the following summary explains the material accounting policies
that have been adopted in the preparation of the accounts.
(a) Basis of Preparation
These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards,
other authoritative pronouncements of the Australian Accounting Standards Board, Australian Accounting Interpretations
and the Corporations Act 2001. The Company is a for-profit entity for the purpose of preparing these financial statements.
Compliance with IFRS
The financial statements of the company also comply with International Financial Reporting Standards (IFRS) as issued by
the International Accounting Standards Board (IASB)
Historical cost convention
These financial statements have been prepared on an accruals basis and are based on historical costs and do not take into
account changing money values or, except where stated, current valuations of non-current assets. Cost is based on the
fair values of the consideration given in exchange for assets.
Early adoption of new standards
The Group has elected not to early adopt any new standards issued not yet effective. Refer to note 1 (u) for an assessment
of the impact of these standards to the Group.
(b) 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 period. Any new or
amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
The following Accounting Standards and Interpretations are most relevant to the consolidated entity:
AASB 16: Leases
The Group has adopted AASB 16: Leases retrospectively with the cumulative effect of initially applying AASB 16
recognised at 1 July 2019. In accordance with AASB 16 the comparatives for the 2019 reporting period have not been
restated.
Based on the assessment by the Group, it was determined there was no impact on the Group. As such, the Group has
not recognised a lease liability and right-of-use asset for all leases (with the exception of short-term and low-value
leases) recognised as operating leases under AASB 117: Leases where the Group is the lessee.
There has been no significant change from prior year treatment for leases where the Group is a lessor.
Lease liabilities are measured at the present value of the remaining lease payments, where applicable. The Group's
incremental borrowing rate as at 1 July 2019 was used to discount the lease payments.
The right-of-use assets, where applicable for the remaining leases have been measured and recognised in the statement
of financial position as at 1 July 2019 by taking into consideration the lease liability and the prepaid and accrued lease
payments previously recognised as at 1 July 2019 (that are related to the lease).
29
28 AUROCH MINERALS
ANNUAL REPORT 2020
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
The following practical expedients have been used by the Group in applying AASB 16 for the first time:
•
•
for a portfolio of leases that have reasonably similar characteristics, a single discount rate has been applied.
leases that have remaining lease term of less than 12 months as at 1 July 2019 have been accounted for in the
same was as short-term leases.
•
the use of hindsight to determine lease terms on contracts that have options to extend or terminate.
• applying AASB 16 to leases previously identified as leases under AASB 117: Leases and Interpretation 4:
Determining whether an arrangement contains a lease without reassessing whether they are, or contain, a lease
at the date of initial application.
not applying AASB 16 to leases previously not identified as containing a lease under AASB 117 and Interpretation
4
(c) Principles of Consolidation
Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Auroch Minerals Limited
as at 30 June 2020 and the results of all subsidiaries for the year then ended. Auroch Minerals Limited and its subsidiaries
together are referred to in this financial report as the group or the consolidated entity.
Subsidiaries are all entities (including structured entities) over which the group has control. The group controls an entity
when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power to direct the activities of the entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated
from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted
by the Group.
Joint arrangements
Under AASB 11 Joint Arrangements investments in joint arrangements are classified as either joint operations or joint
ventures. The classification depends on the contractual rights and obligations of each investor, rather than the legal
structure of the joint arrangement.
Joint operations
The group recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its share of
any jointly held or incurred assets, liabilities, revenues and expenses.
Joint ventures
Interests in joint ventures are accounted for using the equity method, after initially being recognised at cost in the
consolidated statement of financial position.
(d) Impairment of Assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such
indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s
recoverable amount.
An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an
individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets
or groups of assets and the asset’s values in use cannot be estimated to be close to its fair value. In such cases the asset
is tested for impairment as part of the cash generating unit to which it belongs.
30
AUROCH MINERALS 29
ANNUAL REPORT 2020
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
When the carrying amount of an asset or cash-generating unit exceeds its recoverable amount, the asset or cash-
generating unit is considered impaired and is written down to its recoverable amount. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset.
Impairment losses relating to continuing operations are recognised in those expense categories consistent with the
function of the impaired asset unless the asset is carried at re-valued amount (in which case the impairment loss is treated
as a revaluation decrease).
As assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is
estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to
determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying
amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount
that would have been determined, net of depreciation, had the impairment loss been recognised for the asset in prior
years. Such reversal is recognised in profit or loss unless the asset is carried at the re-valued amount, in which case the
reversal is treated as a revaluation increase. After such a reversal the depreciation charge is adjusted in future periods to
allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.
(e) Share Based Payment Transactions
Under AASB 2 Share Based Payments, the Group must recognise the fair value of shares and options granted to directors,
employees and consultants as remuneration as an expense on a pro-rata basis over the vesting period in the Statement
of Profit or Loss and Other Comprehensive Income with a corresponding adjustment to equity.
Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. The
total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions
are to be satisfied. At the end of each period, the entity revises its estimates of the number of options that are expected
to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any,
in profit or loss, with a corresponding adjustment to equity. No revision to original estimates is made in respect of options
issued with market based conditions.
The Group provides benefits to employees (including directors) of the Group in the form of share based payment
transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled
transactions”). The cost of these equity-settled transactions with employees (including directors) is measured by reference
to fair value at the date they are granted. The fair value is determined using an appropriate option pricing model.
In relation to the valuation of the share-based payments, these are valued using an appropriate option valuation method.
Once a valuation is obtained management use an assessment as to the probability of meeting non-market based
conditions. Market conditions are vested over the period in which management assess it will take for these conditions to
be satisfied.
(f) Segment Reporting
Operating segments are reported in a manner that is consistent with the internal reporting to the chief operating decision
maker (“CODM”), which has been identified by the Group as the Managing Director and other members of the Board of
directors.
(g) Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for
disclosure purposes.
31
30 AUROCH MINERALS
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
The carrying value less impairment provision of trade receivables and payables are assumed to approximately their fair
value due to their short-term nature. The fair value of financial liabilities for disclosure purposes is estimated by
discounting the future contractual cash flows at the current market interest rate that is available to the Group for similar
financial instruments.
(h) Income Tax and Other Taxes
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the
applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of
the reporting period in the countries where the Group’s subsidiaries and associates operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax
regulation is subject to interpretation. It establishes provision where appropriate on the basis of amounts expected to be
paid to the tax authorities. Adjustments to current income tax are made to take into account any change in tax rates
between the Company and its subsidiaries.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts in the financial statements. However, deferred tax liabilities are not
recognised if they arise from the initial recognition of goodwill.
Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction
other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.
Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end
of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred
income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax
bases of investments in foreign operations where the Group is able to control the timing of the reversal of the temporary
differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either
to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Auroch Minerals Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation
legislation. As a consequence, these entities are taxed as a single entity and the deferred tax assets and liabilities of these
entities are set off in the financial statements.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other
comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or
directly in equity, respectively.
32
AUROCH MINERALS 31
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
(i) Exploration and Evaluation Expenditure
The Group’s policy with respect to exploration and evaluation expenditure is to use the area of interest method. Under
this method exploration and evaluation expenditure is carried forward on the following basis:
i.
ii.
Each area of interest is considered separately when deciding whether, and to what extent, to carry forward or
write off exploration and evaluation costs; and
Exploration and evaluation expenditure related to an area of interest is carried forward provided that rights to
tenure of the area of interest are current and that one of the following conditions is met:
such evaluation costs are expected to be recouped through successful development and exploitation of
the area of interest or alternatively, by its sale; or
exploration and/or evaluation 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 relation to the area are continuing.
Exploration and evaluation costs accumulated in respect of each particular area of interest include only net direct
expenditure.
(j) Cash and Cash Equivalents
For the purposes of the statement of cash flows, cash and cash equivalents includes cash on hand, cash in bank accounts,
money market investments readily convertible to cash within two working days, and bank bills but net of outstanding bank
overdrafts.
(k) Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the
initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured
at either amortised cost or fair value depending on their classification. Classification is determined based on both the
business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless,
an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the
consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable
expectation of recovering part or all of a financial asset, it's carrying value is written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as
financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading,
where they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative;
or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or
loss.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the consolidated
entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial
recognition.
33
32 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either
measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance
depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial
instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable
information that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected
credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is
attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit
impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset's
lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability
weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective
interest rate.
For financial assets measured at fair value through other comprehensive income, the loss allowance is recognised within
other comprehensive income. In all other cases, the loss allowance is recognised in profit or loss.
(l) Earnings Per Share
(i) Basic Earnings Per Share
Basic earnings per share is determined by dividing the operating loss attributable to the equity holder of the Company
after income tax by the weighted average number of ordinary shares outstanding during the financial year.
(ii) Diluted Earnings Per Share
Diluted earnings per share adjusts the figures used in determination of basic earnings per share by taking into account
amounts unpaid on ordinary shares and any reduction in earnings per share that will arise from the exercise of options
outstanding during the year.
(m) Revenue recognition
Revenue is measured at fair value of the consideration received or receivable. Amounts disclosed as revenue are net of
returns, trade allowances and duties and taxes paid. The following specific recognition criteria must also be met before
revenue is recognised:
Interest income is recognised as it accrues using the effective interest method.
(n) Trade and Other Receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within
30 days.
The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime
expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days
overdue.
(o) Trade and Other Payables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within
30 days.
34
AUROCH MINERALS 33
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
(p) Borrowings Cost
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a
substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time
as the assets are substantially ready for their intended use of sale.
All other borrowing costs are recognised as expenses in the period in which they are incurred.
(q) Goods and Service Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST except:
• Where the GST incurred on the purchase of goods and services is not recoverable from the taxation authority, in
which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as
applicable; and
• Receivable and payable are stated with the amount of GST included.
The amount of GST recoverable from the taxation authority is included as part of the receivables in the Statement of
financial position. The amount of GST payable to the taxation authority is included as part of the payables in the Statement
of financial position.
Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from
investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as
operating cash flows.
(r) Contributed Equity
Issued and paid up capital is recognised at the fair value of the consideration received by the Group. Any transaction costs
arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.
(s) Foreign currency translation
Functional and presentation currency
Items included in the financial statements of the Group are measured using the currency of the primary economic
environment in which the Group operates (‘the functional currency). The consolidated financial statements are presented
in Australian dollars, which is the Group’s functional and presentation currency.
Group companies
The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy)
that have a functional currency different from the presentation currency are translated into the presentation currency as
follows:
• assets and liabilities for each Statement of Financial Position presented are translated at the closing rate at the
•
date of that Statement of Financial Position.
income and expenses for each Statement of Profit or Loss and Other Comprehensive Income are translated at
average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income and expenses are translated at the dates of the
transactions), and
• all resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of
borrowings and other financial instruments designated as hedges of such investments, are recognised in other
comprehensive income. When a foreign operation is sold or any borrowings forming part of the net investment are repaid,
a proportionate share of such exchange difference is reclassified to profit or loss, as part of the gain or loss on sale where
applicable.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of
the foreign operation and translated at the closing rate.
35
34 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the dates of
the transactions. Foreign currency monetary assets and liabilities at the reporting date are translated at the exchange
rate existing at reporting date. Exchange differences are recognised in profit or loss in the period in which they arise.
No dividends were paid or proposed during the year.
(t) Parent entity information
The financial information for the parent entity, disclosed in Note 26 has been prepared on the same basis as the
consolidated financial statements, except as set out below.
(i) Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries are accounted for at cost in the financial statements. Dividends received from associates are
recognised in the parent entity’s profit or loss when its right to receive the dividend is established.
(u) Standards and Interpretations in issue not yet adopted
At the date of authorisation of the financial report, a number of Standards and Interpretations including those Standards
and Interpretations issued by the IASB/IFRIC, where an Australian equivalent has not been made by the AASB, were in
issue but not yet effective for which the Entity has considered it unlikely for there to be a material impact on the financial
statements.
(v) Lease
The Group as lessee
At inception of a contract, the Group assesses if the contract contains or is a lease. If there is a lease present, a right-of-
use asset and a corresponding lease liability are recognised by the Group where the Group is a lessee. However, all
contracts that are classified as short-term leases (ie a lease with a remaining lease term of 12 months or less) and leases
of low-value assets are recognised as a operating expenses on a straight-line basis over the term of the lease.
Initially the lease liability is measured at the present value of the lease payments still to be paid at the commencement
date. The lease payments are discounted at the interest rate implicit in the lease. If this rate cannot be readily determined,
the Group uses the incremental borrowing rate.
Lease payments included in the measurement of the lease liability are as follows:
-
-
fixed lease payments less any lease incentives;
variable lease payments that depend on an index or rate, initially measured using the index or rate at the
commencement date;
the amount expected to be payable by the lessee under residual value guarantees;
the exercise price of purchase options, if the lessee is reasonably certain to exercise the options;
-
-
-
lease payments under extension options, if the lessee is reasonably certain to exercise the options; and
- payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to
terminate the lease.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, any lease payments made at
or before the commencement date and any initial direct costs. The subsequent measurement of the right-of-use assets is
at cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the lease term or useful life of the underlying asset, whichever is the shortest.
36
AUROCH MINERALS 35
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Where a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group
anticipates to exercise a purchase option, the specific asset is depreciated over the useful life of the underlying asset.
Where a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group
anticipates exercising a purchase option, the specific asset is depreciated over the useful life of the underlying asset.
The Group as lessor
Upon entering into each contract as a lessor, the Group assesses if the lease is a finance or operating lease.
A contract is classified as a finance lease when the terms of the lease transfer substantially all the risks and rewards of
ownership to the lessee. All other leases not within this definition are classified as operating leases.
Rental income received from operating leases is recognised on a straight-line basis over the term of the specific lease.
Initial direct costs incurred in entering into an operating lease (for example, legal cost, costs to set up equipment) are
included in the carrying amount of the leased asset and recognised as an expense on a straight-line basis over the lease
term.
Rental income due under finance leases are recognised as receivables at the amount of the Group’s net investment in the
leases.
When a contract is determined to include lease and non-lease components, the Group applies AASB 15 to allocate the
consideration under the contract to each component.
2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
In preparing these Financial Statements the Group has been required to make certain estimates and assumptions
concerning future occurrences. There is an inherent risk that the resulting accounting estimates will not equate exactly
with actual events and results.
(a) Significant accounting judgements
In the process of applying the Group’s accounting policies, management has made the following judgements, apart from
those involving estimations, which have the most significant effect on the amounts recognised in the financial statements.
Capitalisation of exploration and evaluation expenditure
The Group has capitalised exploration and evaluation expenditure on the basis either that this is expected to be recouped
through future successful development (or alternatively sale) of the Areas of Interest concerned or on the basis that it is
not yet possible to assess whether it will be recouped. Refer to note 10 for further details.
Receivables
Collectability of trade and other receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible
are written off. An allowance account (provision for impairment of trade receivables) is used when there is objective
evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables.
The amount of the allowance is the difference between the asset’s carrying amount and the present value of estimated
future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not
discounted if the effect of discounting is immaterial. The amount of the allowance is recognised as impairment in the
statement of profit or loss and other comprehensive income.
37
36 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued)
(b) Significant accounting estimates and assumptions
The carrying amount of certain assets and liabilities are often determined based on estimates and assumptions of future
events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of certain assets and liabilities within the next annual reporting period are:
Impairment of capitalised exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors,
including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the
related exploration and evaluation asset through sale.
Factors that could impact the future recoverability include the level of reserves and resources, future technological
changes, costs of drilling and production, production rates, future legal changes (including changes to environmental
restoration obligations) and changes to commodity prices.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined using the Black Scholes model. Should
the assumptions used in these calculations differ, the amounts recognised could significantly change. Details of estimates
used can be found in Note 20.
Asset Acquisition
When an asset acquisition does not constitute a business combination, the assets and liabilities are assigned a carrying
amount based on their relative fair values in an asset purchase transaction and no deferred tax will arise in relation to the
acquired assets and assumed liabilities as the initial recognition exemption for deferred tax under AASB 112 applies. No
goodwill will arise on the acquisition and transaction costs of the acquisition will be included in the capitalised cost of the
asset. Assets acquired during the period were exploration expenditure.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may
have, on the company based on known information. This consideration extends to the nature of the products and
services offered, customers, supply chain, staffing and regions in which the entity operates. Other than as addressed in
specific notes, there does not currently appear to be either any significant impact upon the financial statements or any
significant uncertainties with respect to events or conditions which may impact the consolidated entity unfavourably as
at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic.
38
AUROCH MINERALS 37
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
3. OTHER INCOME
Interest received
Other Income
R&D Income
Total
4. EXPENSES
Profit/Loss includes the following specific expenses:
Consultants and advisory fees
Advertising and marketing
Share registry costs
Depreciation
5. TAXATION
The components of tax expense comprise:
Current tax
Deferred tax
The prima facie tax payable/(benefit) on profit/(loss) from ordinary activities before
income tax is reconciled to the income tax as follows:
Profit/(Loss) before income tax
Profit/(Loss) before income tax from discontinued operations
Prima facie tax benefit on loss from continuing activities before income tax at 30%
(2019: 30%)
Add/(subtract) tax effect of:
Expenditure not deductible
Other
Deferred tax assets relating to tax losses not recognised
Total income tax expense
The franking account balance at year end was $nil.
Deferred tax assets and liabilities not recognised relate to the following:
Deferred tax assets
Tax losses
Other temporary differences
Capital loss
Exploration expenditure
Net deferred tax assets
39
38 AUROCH MINERALS
2020
$
6,030
62,112
550,106
618,248
2019
$
25,095
-
-
25,095
2020
$
115,294
56,094
22,474
496
2019
$
218,600
66,779
12,991
439
2020
$
2019
$
-
-
-
-
-
-
(542,802)
(1,387,644)
(162,841)
(416,293)
(86,608)
101,015
249,449
-
315,278
-
3,468,011
(1,084,233)
-
-
2,383,778
3,091,240
(646,022)
-
-
2,445,218
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
6. PROFIT/LOSS PER SHARE
(a) Profit/(loss) per share
Profit/(loss) attributable to the ordinary equity holders of the Group
(b) Reconciliations of profit/loss used in calculated loss per share
Basic and diluted profit/loss per share
Diluted profit/loss per share
2020
$
2019
$
(542,802)
(1,435,549)
(0.41)
(0.41)
(1.39)
(1.39)
(c) Weighted average number of shares used as a denominator
Weighted average number of ordinary shares used as the denominator in calculating
basic loss per share
133,286,959
99,681,425
7. CASH AND CASH EQUIVALENTS
Deposits at call
Cash at bank
The Group’s exposure to interest rate risk is discussed in Note 17.
Financial Guarantees
The Group has provided no financial guarantees.
8. TRADE AND OTHER RECEIVABLES
Prepayments
Other receivables
Ageing of receivables past due or impaired
The Group’s exposure to credit risk is discussed in Note 17.
9. PROPERTY PLANT AND EQUIPMENT
Office Equipment
Less Accumulated Depreciation on Office Equipment
Vehicles
Less Accumulated Depreciation on Vehicles
Balance at the end of the year
40
2020
$
1,499,107
1,946,040
3,445,147
2019
$
1,046,332
686,852
1,733,184
2020
$
3,489
37,748
41,237
2019
$
1,693
34,035
35,728
2020
$
1,320
(1,320)
-
-
-
2019
$
1,320
(824)
-
-
496
AUROCH MINERALS 39
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
10. EXPLORATION AND EVALUATION EXPENDITURE
Balance at beginning of the year
Exploration expenditure incurred
Exploration incurred from acquisition – refer below
Balance at the end of the year
2020
$
3,408,056
1,512,333
1,815,000
6,735,389
2019
$
1,005,718
2,402,338
-
3,408,056
The balance carried forward represents projects in the exploration and evaluation phase. Ultimate recoupment of
exploration expenditure carried forward is dependent on successful development and commercial exploitation, or
alternatively, sale of respective areas.
On the 22 August 2019, shareholders approved the consideration to complete the acquisition of Minotaur Gold
Solutions Pty Ltd, which holds the Saints Nickel and Leinster Nickel Project. The acquisition of this company occurred
on 29 August 2019, which was the day the consideration was issued. The acquisition has been treated as an asset
acquisition via the issue of equity under AASB 2 Share Based Payments (“AASB 2”).
The below outlines the consideration and identifiable assets and liabilities acquired:
Consideration:
18,333,333 Ordinary Shares – Consideration
1,833,333 Ordinary Shares – Acquisition costs
Total Consideration
Assets and Liabilities acquired:
Exploration Assets
Closing Balance
$
1,650,000
165,000
1,815,000
1,815,000
1,815,000
11. TRADE AND OTHER PAYABLES
Trade payables
Accruals
2020
$
145,488
69,785
215,273
2019
$
82,325
44,165
126,490
All current liabilities are expected to be settled within 12 months as they are generally due on 30-60 day terms.
The Group’s exposure to credit risk is discussed in Note 17.
41
40 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
12. CONTRIBUTED EQUITY
(a) Share Capital
Fully paid
2020
2019
2020
2019
Shares
188,601,187
188,601,187
Shares
100,503,540
100,503,540
$
17,354,102
17,354,102
$
11,831,620
11,831,620
(b) Movements in ordinary shares (including equity raising costs)
2020
Details
Balance at 01 July
Issue of Placement Shares
18,333,333 Ordinary Shares – Consideration
1,833,333 Ordinary Shares – Advisor Shares
Conversion of performance rights
Conversion of performance rights
Issue of Placements Shares
Issue of Placements Shares
Capital raising costs
Balance at 30 June
Date
01/07/19
05/08/19
29/08/19
29/08/19
29/08/19
31/10/19
29/04/20
10/06/20
30/06/20
2019
Date
01/07/18
19/12/18
Details
Balance at 01 July
Conversion of performance rights
30/06/19
Balance at 30 June
Number of
shares
100,503,540
9,000,000
18,333,333
1,833,333
1,750,000
1,500,000
19,317,344
36,363,637
-
188,601,187
Issue price
$0.07
$0.09
$0.09
$0.10
$0.10
$0.06
$0.06
$0.10
Number of
shares
98,753,540
1,750,000
100,503,540
Issue price
$0.10
2020
$
11,831,620
630,000
1,650,000
165,000
175,000
150,000
1,062,454
2,000,000
(309,972)
17,354,102
2019
$
11,656,620
175,000
11,831,620
(c) Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Group in proportion
to the number of shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote,
and upon a poll each share is entitled to one vote.
(d) Capital risk management
The Group’s objective when managing working capital is to safeguard the ability to continue as a going concern, so that it
can continue to provide returns for the shareholders and benefits for other stakeholders and to maintain an optimal
capital structure to reduce the cost of capital.
42
AUROCH MINERALS 41
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
12. CONTRIBUTED EQUITY (continued)
In order to maintain or adjust the capital structure, the Group may adjust the return of capital to shareholders, issue new
shares or sell assets to reduce debt. The Group defines capital as cash and cash equivalents plus equity.
The Board of Directors monitors capital on an ad-hoc basis. No formal targets are in place for return on capital, or
gearing ratios, as the Group has not derived any income from their mineral exploration and currently has no debt facilities
in place.
13. RESERVES
Reserves
Share-based payments reserve
Options reserve
Share-based payments reserve
Balance 1 July
Conversion of Performance Rights
Share based payments expense
Balance 30 June
Option reserve
Balance 1 July
Options issued
Balance 30 June
2020
$
2019
$
475,543
958,959
1,434,502
570,187
888,469
1,458,656
2020
$
570,187
(325,000)
230,356
475,543
2020
$
888,469
70,490
958,959
2019
$
409,852
(175,000)
335,335
570,187
2019
$
230,117
658,352
888,469
Nature and purpose of reserves
(i) Share-based payments reserve
The share-based payments reserve is used to recognise:
The fair value of options issued to employees and consultants but not exercised
The fair value of shares issues to employees
(ii) Option reserve
The Share Option Reserve contains amounts received on the issue of options over unissued capital of the company.
14. ACCUMULATED LOSSES
Accumulated losses at the beginning of the period
Net profit/loss attributable to members of the Group
Accumulated losses at the end of the financial year
2020
$
(8,239,302)
(542,802)
(8,782,104)
2019
$
(6,851,659)
(1,387,644)
(8,239,302)
43
42 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
15. RECONCILATION OF LOSS AFTER INCOME TAX TO NET CASH INFLOW FROM OPERATING ACTIVITIES
Profit/Loss for the year
Gain on disposal of non-current asset
Gain on settlement
Depreciation and amortisation
Non-cash employee benefits expense – share-based payments
Project evaluation
Foreign exchange loss
(Increase)/decrease in trade debtors and other receivables
Increase/(decrease) in trade creditors and other payables
Net cash outflow from operating activities
16. REMUNERATION OF AUDITORS
Amounts received or due and receivable by the auditors for:
Audit services:
BDO Audit (WA) Pty Ltd Audit and review of financial reports under the Corporations
Act 2001
Non-audit services
17. FINANCIAL RISK MANAGEMENT
Overview
The Group has exposure to the following risks from their use of financial instruments:
a) credit risk
b) liquidity risk
c) market risk
2020
$
(542,802)
-
-
496
230,356
-
(611)
(5,511)
37,145
(280,927)
2020
$
36,859
15,120
51,979
2019
$
(1,435,549)
14,342
(73,153)
439
383,367
93,152
(31,196)
10,253
(27,934)
(1,066,280)
2019
$
35,344
17,240
52,584
This note presents information about the Group’s exposure to each of the above risks, their objectives, policies and
processes for measuring and managing risk, and the management of capital.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework.
Management monitors and manages the financial risks relating to the operations of the Group through regular reviews of
the risks.
(a) Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and for the Group arises principally from cash and cash equivalents and receivables.
All cash balances are held with recognised institutions limiting the exposure to credit risk. There are no formal credit
approval processes in place.
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s maximum
exposure to credit risk at the reporting date was:
44
AUROCH MINERALS 43
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
17. FINANCIAL RISK MANAGEMENT (continued)
Cash and cash equivalents
Receivables
2020
$
3,445,147
41,237
3,486,384
2019
$
1,733,184
1,693
1,734,877
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit
ratings (if available) or to historical information about default rates.
Financial assets that are neither past due and not impaired are as follows:
Cash and cash equivalents
AA S&P rating
2020
$
3,445,147
3,445,147
2019
$
1,733,184
1,733,184
(b) Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage
to the Group’s reputation. The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring
forecast and actual cash flows. The Group anticipates a need to raise additional capital in the next 12 months to meet
forecasted operational activities. The decision on how the Group will raise future capital will depend on market conditions
existing at that time.
Typically, the Group ensures that it has sufficient cash on demand to meet expected operational expenses for a period of
60 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that
cannot reasonably be predicted, such as natural disasters.
The Group has no access to credit standby facilities or arrangements for further funding or borrowings in place.
The financial liabilities the Group had at reporting date were trade payables incurred in the normal course of the business.
These were non-interest bearing and were due within the normal 30-60 days terms of creditor payments.
Maturities of financial liabilities
The table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period
at the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual
undiscounted cash flows.
45
44 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
17. FINANCIAL RISK MANAGEMENT (continued)
Less than
6 months
$
6-12
months
$
1-2 years
$
2-5
years
$
Over 5
years
$
Total
contractual
cash flows
$
Carrying
amount
(assets)/
liabilities
$
As at 30 June 2020
Trade and other payables
215,273
-
-
-
-
215,273
215,273
Less than
6 months
$
6-12
months
$
1-2 years
$
2-5
years
$
Over 5
years
$
Total
contractual
cash flows
$
Carrying
amount
(assets)/
liabilities
$
As at 30 June 2019
Trade and other payables
126,490
-
-
-
-
126,490
126,490
(c) Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will
affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management
is to manage and control market risk exposures within acceptable parameters, while optimising the return.
(i) Currency risk
Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated
in a currency that is not the entity’s functional currency.
The Group did not have any formal policies in place regarding currency risk during the year as it was not considered
significant. This will be monitored as appropriate going forward and introduced as necessary.
The groups exposure to foreign currency risk at the end of the reporting period, expressed in Australian dollar, was Nil.
46
AUROCH MINERALS 45
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
17. FINANCIAL RISK MANAGEMENT (continued)
Sensitivity analysis
Cash and cash equivalents
2020
Foreign exchange risk
+ 1%
- 1%
2019
Foreign exchange risk
-1%
+ 1%
-
-
-
-
-
-
-
-
(ii) Cashflow and interest rate risk
The Group’s only interest rate risk arises from cash and cash equivalents held. Term deposits and current accounts held
with variable interest rates expose the Group to cash flow interest rate risk. The Group does not consider this risk to be
material and has therefore not undertaken any further analysis of risk exposure for 2020.
(d) Fair values
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for
disclosure purposes.
The Fair value of financial instruments that are not traded in an active market (for example investments in unlisted
subsidiaries) is determined using valuation techniques.
The carrying value less impairment of trade receivables and payables are assumed to approximate their fair values due to
their short-term nature.
The carrying amounts are estimated to approximate fair values of financial assets and financial liabilities as follows:
Financial Assets
Cash and cash equivalents
Trade and other receivables
Total Financial Assets
Financial Liabilities
Trade and other payables
Total Financial Liabilities
2020
$
2019
$
3,445,147
41,237
3,477,174
1,733,184
35,728
1,768,912
215,273
215,273
126,490
126,490
The methods and assumptions used to estimate the fair value of financial instruments are outlined below:
Cash/financial liabilities and loans
The carrying amount is fair value due to the liquid nature of these assets.
Receivables/payables
Due to the short-term nature of these financial rights and obligations, their carrying amounts are estimated to represent
their fair values.
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for
disclosure purposes.
47
46 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
17. FINANCIAL RISK MANAGEMENT (continued)
Due to their short-term nature, the carrying amount of the current receivables and current payables is assumed to
approximate their fair value.
Refer to note 18 for further details.
18. FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS
The carrying values of financial assets and liabilities of the Group approximate their fair values. Fair values of financial
assets and liabilities have been determined for measurement and / or disclosure purposes.
Fair value hierarchy
The Group classifies assets and liabilities carried at fair value using a fair value hierarchy that reflects the significance of
the inputs used in determining that value. The following table analyses financial instruments carried at fair value by the
valuation method. The different levels in the hierarchy have been defined as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (as prices) or indirectly (derived from prices); and
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Due to their short-term nature, the carrying values of all of the Group’s financial assets and liabilities is assumed to be
their fair value. That is, there are no financial assets or financial liabilities measured using the fair value hierarchy.
19. SEGMENT INFORMATION
Identification of reportable operating segments
The Group is organised into one operating segment, being exploration in Australia. This is based on the internal reports
that are being reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers
(CODM) in assessing performance and in determining the allocation of resources. As a result, the operating segment
information is as disclosed in the statements and notes to the financial statements throughout the report.
Geographical information
All non-current assets are based in Australia.
20. SHARE BASED PAYMENT TRANSACTIONS
Share Based Payments
Options
There have options issued to current directors and executives as part of their remuneration.
The unlisted option reserve records items recognised on valuation of director, employee and contractor share options as
well as share options issued during the course of a business combination. Information relating to the details of options
issued, exercised and lapsed during the financial year and options outstanding at the end of the financial year, is set out
in note 12.
48
AUROCH MINERALS 47
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
20. SHARE BASED PAYMENT TRANSACTIONS (continued)
Employee Share Plan
The Auroch Minerals Limited Employee Share Plan is used to reward Directors and employees for their performance and
to align their remuneration with the creation of shareholder wealth. There are no performance requirements to be met
before exercise can take place. The Plan is designed to provide long-term incentives to deliver long-term shareholder
returns. Participation in the Plan is at the discretion of the Board and no individual has a contractual right to participate in
the plan or to receive any guaranteed benefits.
Share based payments transactions are recognised at fair value in accordance with AASB 2. The adoption of AASB 2 is
equity-neutral for equity-settled transactions. Numbers of Employee Shares were issued this year is nil (2019: nil).
Performance Rights Plan
The Auroch Minerals Limited Performance Rights Plan is used to reward Directors and employees for their performance
and to align their remuneration with the creation of shareholder wealth. There are no performance requirements to be
met before exercise can take place. The Plan is designed to provide long-term incentives to deliver long-term shareholder
returns. Participation in the Plan is at the discretion of the Board and no individual has a contractual right to participate in
the plan or to receive any guaranteed benefits. As the performance rights vest, their fair value is expensed over the vesting
period, and credited to the share based payments reserve.
During the year, an expense of $19,691 was recognised in respect of the vesting of these instruments. This amount is
included in the following line items on the Statement of Profit or Loss and Other Comprehensive Income:
Directors
Employees
June 2020
$
207,057
23,299
230,356
June 2019
$
191,620
143,715
335,335
Other share based payments, included issue of shares for Minotaur Gold Solutions Pty Ltd as outlined in note 10. Advisor
options were granted during the period, which were related to capital raising and have been valued at $70,490.
Terms and conditions upon which the options were granted options granted during the period. Options were valued using
black-Scholes model and the performance rights were valued using the share price on grant date.
Grant Date
Dividend yield
Expected Volatility
Risk Free interest rate
%
Expected Life of
options
Option Exercise Price
($)
Share price at
measurement date ($)
Valuation per option
($)
Vesting period
3,000,000
Advisor
Options
8/11/2019
0%
86.6%
0.89%
2
0.10
0.065
3,250,000
Class A
Incentive
Options
8/11/2019
0%
75.0%
0.89%
4
0.16
0.065
3,500,000
Class B
Incentive
Options
8/11/2019
0%
86.6%
0.89%
2,125,000
Class A
Performance
Rights
8/11/2019
0%
86.6%
0.89%
2,175,000
Class B
Performance
Rights
8/11/2019
0%
86.6%
0.89%
200,000
Class A
Performance
Rights
22/4/2020
0%
86.6%
0.89%
250,000
Class B
Performance
Rights
22/4/2020
0%
86.6%
0.89%
4
0.20
0.065
5
-
0.065
0.065
5
-
0.065
0.065
4.6
-
0.061
0.061
4.6
-
0.061
0.061
0.0235
0.0228
0.0256
N/A
12 months
24 Months
12 months
24 Months
12 months
24 Months
49
48 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
20. SHARE BASED PAYMENT TRANSACTIONS (continued)
The following table illustrates the number of, and movements in, performance rights issued during the period:
Balance at beginning of the financial year
Granted during the period
Cancelled during the period
Expired during the period
Converted during the period
Outstanding at the end of the period
30 June 2020
Number
30 June 2019
Number
4,500,000
4,750,000
(250,000)
-
(3,250,000)
5,750,000
6,250,000
-
-
-
(1,750,000)
4,500,000
Performance Shares
The following table issued as a result of acquiring the South Australian projects illustrates the number of, and movements
in, performance shares issued during the period:
Balance at beginning of the financial year
Granted during the period – Class A
Granted during the period – Class B
Granted during the period – Class C
Granted during the period – Class D
Cancelled during the period
Expired during the period
Converted during the period
Outstanding at the end of the period
30 June 2020
Number
12,000,000
-
-
-
-
-
-
-
12,000,000
30 June 2019
Number
12,000,000
-
-
-
-
-
-
-
12,000,000
Each performance share converts into one ordinary share of Auroch Minerals Limited on vesting. No amounts are paid or
are payable by the recipient on receipt of the performance share. The performance shares carry neither rights of dividends
nor voting rights. The Performance Shares will convert into Shares on a one for one basis on the satisfaction of the
following performance milestones.
Class
Performance Milestone
Class A Publication of a JORC 2010 Indicated Resource for the Arden Zinc Project of at least 3Mt @
greater than 10% ZnEq with a cutoff grade of at least 3% ZnEq.
Class B
Class C
Publication of a JORC 2012 Indicted Resource for the Bonaventura Zinc Project of at least 2Mt
@ greater than 10% ZnEq, with a cutoff grade of at least 5% ZnEq.
Publication of a JORC 2012 Indicated Resource for the Bonaventura Zinc Project of at least
5Mt @ greater than 10% ZnEq, with a cutoff grade of at least 5% ZnEq.
Class D Class D Performance Shares will convert into Shares on a one for one basis on the satisfaction
of any one of the Class A, Class B or Class C milestones shares are achieved.
50
AUROCH MINERALS 49
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
20. SHARE BASED PAYMENT TRANSACTIONS (continued)
The fair value of the performance shares is illustrated in the following table.
Valuation per Performance Share ($)
Management’s assessment of the
probability of vesting
Number of Performance Shares
Class A
0.105
5%
Class B
0.105
5%
Class C
0.105
5%
Class D
0.105
5%
6,400,000
2,300,000
2,300,000
1,000,000
As the probability of any of the performance milestone conditions being met is only 5%, a value of nil to the Performance
shares have been ascribed for the inclusion at 30 June 2020.
21. DIVIDENDS
There were no dividends paid or declared by the Group during the year (2019: Nil).
22. EVENTS OCCURRING AFTER REPORTING DATE
On 31 August 2020, the Company appointed of Mr Michael Edwards as Non-Executive Director of the Company. On
the same date, Mr Chris Hansen resigned as Non-Executive Director.
23. CONTINGENCIES
Contingent Liabilities
The Group had no other material contingent assets or liabilities at 30 June 2020.
Commitments
The Group has the following material commitments at 30 June 2020.
Saints Project
The group has the following obligation in respect of non-cancellable exploration work program over the Saint project
Later than one year but not more than five years: $200,900. This commitment has already been met
•
Leinster Project
The group has the following obligation in respect of non-cancellable exploration work program over the Leinster project
•
Later than one year but not more than five years: $51,000. This commitment has already been met
Arden Project
The group has the following obligation in respect of non-cancellable exploration work program over the Arden project
Later than one year but not more than five years: $450,000. This commitment has already been met
•
Bonaventure Project
The group has the following obligation in respect of non-cancellable exploration work program over the Bonaventura
project
•
Later than one year but not more than five years: $220,000. This commitment has already been met
Torrens Project
The group has the following obligation in respect of non-cancellable exploration work program over the Torrens project
•
Later than one year but not more than five years: $250,000.
51
50 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
24. SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries:
Name of entity
Country of
Incorporation
Class of
shares
Note
Auroch Exploration Pty Ltd1
Auroch Europe Pty ltd2
Auroch Exploration (UK) Ltd3
Auroch Minerals (Namibia) (Pty)
Limited4
Auroch Exploration (Namibia)
(Pty) Ltd5
Auroch Namibia Exploration One
(Pty) Ltd6
Auroch Namibia Exploration
Number Two (Pty) Ltd7
SA Cobalt Pty Ltd
Zinc Mining Pty Ltd
Altia Resources Pty Ltd
Minotaur Gold Solutions Ltd
Australia
Australia
United Kingdom
Namibia
Ordinary
Ordinary
Ordinary
Ordinary
Namibia
Ordinary
Namibia
Ordinary
Namibia
Ordinary
Australia
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
Ordinary
1 Dormant subsidiary
2 Dormant subsidiary
3 This Company is in the process of being wound up
4 This Company is in the process of being wound up
5 This Company is in the process of being wound up
6 This Company is in the process of being wound up
7 This Company is in the process of being wound up
Equity
holding
2020
100%
100%
-
-
-
-
-
-
100%
100%
100%
Equity
holding
2019
100%
100%
100%
100%
95%
100%
100%
100%
100%
-
-
25. RELATED PARTY TRANSACTIONS
(a) Parent entities
The parent entity within the Group is Auroch Minerals Limited. The ultimate parent entity and ultimate controlling party
is Auroch Minerals Limited (incorporated in Australia) which at 30 June 2019 owns 100% of the issued ordinary shares of
the above subsidiaries.
(b) Subsidiaries
Interests in subsidiaries are set out in note 24.
52
AUROCH MINERALS 51
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
(c) Key management personnel
(i) Key Management Personnel Compensation
Short-term employee benefits
Post-employment benefits
Share-based payments
(ii) Other transactions with Key Management Personnel
2020
$
332,616
22,137
210,339
560,460
2019
$
455,400
25,650
335,335
816,385
Adam Santa Maria is a director of Discovery Capital Partners Pty Ltd. During the period ended 30 June 2020 the Company
was providing corporate advisory services to Auroch Minerals Limited. Payments to Discovery Capital Partners Pty Ltd
during the relevant period total $57,495, (2019: $90,000). The amounts owed to Discovery Capital Partners Pty as at 30
June 2019 was 12,750 (2019: $nil).
(d) Outstanding balances arising from sales/purchases of goods and services
There are no an outstanding balance arising from services provided by related party companies.
26. PARENT ENTITY INFORMATION
The following details information related to the parent entity, Auroch Minerals Limited, at 30 June 2020. The information
presented here has been prepared using consistent accounting policies as presented in Note 1.
Current Assets
Non-Current Assets
TOTAL ASSETS
Current Liabilities
Non-Current Liabilities
TOTAL LIABILITIES
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
Loss for the year
Other Comprehensive loss for the year
TOTAL COMPREHENSIVE LOSS FOR THE YEAR
2020
$
3,486,384
6,735,390
10,221,774
5,720,205
-
4,501,569
2019
$
1,768,912
3,408,552
5,177,464
5,757,906
-
5,757,906
17,354,101
1,434,500
(14,287,032)
4,501,569
11,831,619
1,506,561
(13,792,132)
(453,952)
(494,900)
-
(494,900)
(1,468,450)
-
(1,468,450)
At reporting date, the parent entity has nil guarantees and contingent liabilities (2019: Nil).
53
52 AUROCH MINERALS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2020
DIRECTORS’ DECLARATION
AUROCH MINERALS LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
DECLARATION BY DIRECTORS
The directors of the Group declare that:
1. The financial statements, comprising the consolidated statement of profit or loss and other comprehensive
income, consolidated statement of financial position, consolidated statement of cash flows, consolidated
statement of changes in equity and accompanying notes, are in accordance with the Corporations Act 2001 and:
a) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements; and
b) give a true and fair view of the financial position as at 30 June 2020 and of the performance for the year
ended on that date of the consolidated Group.
2.
In the directors’ opinion, there are reasonable grounds to believe that the Group will be able to pay its debts as
and when they become due and payable.
3. The remuneration disclosures included in the directors’ report (as part of the audited Remuneration Report), for
the year ended 30 June 2019, comply with section 300A of the Corporations Act 2001.
4. The Group has included in the notes to the financial statements and explicit an unreserved statement of
compliance with International Financial Reporting Standards.
5. The directors have been given the declarations by the chief executive officer and chief financial officer required
by section 295A.
This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the
directors by:
Aidan Platel
Managing Director
Perth, Western Australia
16th September 2020
54
AUROCH MINERALS 53
ANNUAL REPORT 2020
INDEPENDENT AUDITOR’S REPORT
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Auroch Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Auroch Minerals Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2020, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
to the financial report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and 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 confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
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.
54 AUROCH MINERALS
ANNUAL REPORT 2020 Carrying value of Exploration and Evaluation Asset
Key audit matter
How the matter was addressed in our audit
The carrying value of the capitalised exploration and
Our procedures included, but were not limited to:
evaluation asset as at 30 June 2020 is disclosed in Note
10 of the financial report.
As the carrying value of the Exploration and Evaluation
Asset represents a significant asset of the Group, we
considered it necessary to assess whether any facts or
circumstances exist to suggest that the carrying
amount of this asset may exceed its recoverable
amount.
Judgement is applied in determining the treatment of
exploration expenditure in accordance with Australian
Accounting Standard AASB 6 Exploration for and
Evaluation of Mineral Resources. In particular:
· Whether the conditions for capitalisation are
satisfied;
· Which elements of exploration and evaluation
expenditures qualify for recognition; and
· Whether facts and circumstances indicate that
the exploration and expenditure assets should
be tested for impairment.
As a result, this is considered a key audit matter.
•
•
•
•
•
•
Obtaining a schedule of the areas of interest
held by the Group and assessing whether the
rights to tenure of those areas of interest
remained current at balance date;
Considering the status of the ongoing
exploration programmes in the respective
areas of interest by holding discussions with
management, and reviewing the Group’s
exploration budgets, ASX announcements and
director’s minutes;
Considering whether any such areas of
interest had reached a stage where a
reasonable assessment of economically
recoverable reserves existed;
Verifying, on a sample basis, exploration and
evaluation expenditure capitalised during the
year for compliance with the recognition and
measurement criteria of AASB 6;
Considering whether there are any other
facts or circumstances existing to suggest
impairment testing was required; and
Assessing the adequacy of the related
disclosures in Note 10 to the financial report.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2020, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and 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.
AUROCH MINERALS 55
ANNUAL REPORT 2020 INDEPENDENT AUDITOR’S REPORT
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the 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 has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 14 to 20 of the directors’ report for the
year ended 30 June 2020.
In our opinion, the Remuneration Report of Auroch Minerals Limited, for the year ended 30 June 2020,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit (WA) Pty Ltd
Jarrad Prue
Director
Perth, 16 September 2020
56 AUROCH MINERALS
ANNUAL REPORT 2020 ADDITIONAL INFORMATION
AUROCH MINERALS LIMITED
ADDITIONAL INFORMATION
The following additional information is required by the ASX in respect of listed public companies.
Information as at 1 September 2020
(a) Distribution of Shareholders
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Holders
Total Units % Issued Share Capital
22
61
108
479
262
932
5,063
221,717
893,604
21,209,081
166,271,722
188,601,187
0.00%
0.12%
0.47%
11.25%
88.16%
100.00%
(b) The number of shareholdings held in less than marketable parcels is 96.
(c) Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary Shares
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by
proxy has one vote on a show of hands.
(d) 20 Largest Shareholders
Position Holder Name
1
2
3
4
5
6
7
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MOTTE & BAILEY PTY LTD
MIMO STRATEGIES PTY LTD
6466 INVESTMENTS PTY LTD
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
HOGHTON SUPERFUND PTY LTD
MR JAY HUGHES & MRS LINDA HUGHES
MR MATTHEW JOEL NORTON & MRS ROSELYNN FAY NORTON
BRU BOY PTY LTD
RAINMAKER HOLDINGS (WA) PTY LTD
MR MATTHEW JOEL NORTON & MRS ROSELYNN FAY NORTON
BOND STREET CUSTODIANS LIMITED
MR AIDAN PLATEL
FAIRTOP ENTERPRISES PTY LTD
GETMEOUTOFHERE PTY LTD
6466 INVESTMENTS PTY LTD
BROWN BRICKS PTY LTD
WES CAPITAL (PTE) LTD
MR PETER STIRLING SMITH & MRS DENISE PHYLLIS SMITH
MRS LLEWENA WHIDDON
MR MARK TIMOTHY ILICH
HORIZON INVESTMENT SERVICES PTY LTD
MR GLENN ROSS WHIDDON
PROMETHEUS CORPORATION PTY LTD
7
7
8
8
8
9
10
11
12
13
14
15
16
17
18
19
20
Totals
Total Issued Capital
59
Holding
17,229,676
8,816,430
7,260,000
6,529,051
4,205,797
3,400,000
3,000,000
3,000,000
3,000,000
2,500,000
2,500,000
2,500,000
2,075,000
2,020,234
1,926,658
1,910,449
1,818,182
1,700,000
1,608,333
1,600,000
1,533,321
1,515,151
1,500,000
1,400,000
84,548,282
188,601,187
% IC
9.14%
4.67%
3.85%
3.46%
2.23%
1.80%
1.59%
1.59%
1.59%
1.33%
1.33%
1.33%
1.10%
1.07%
1.02%
1.01%
0.96%
0.90%
0.85%
0.85%
0.81%
0.80%
0.80%
0.74%
44.83%
100.00%
AUROCH MINERALS 57
ANNUAL REPORT 2020
AUROCH MINERALS LIMITED
ADDITIONAL INFORMATION
(e) Substantial Shareholders (i.e. shareholders who hold 5% or more of the issued capital):
Name
Number of Shares
Held
Percentage
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MIMO Strategies Pty Ltd
17,229,676
16,412,294
9.14%
8.7%
(f) The name of the Company Secretary is Mr James Bahen.
(g) The address of the principal registered office is Unit 1, 296 Rokeby Road, Subiaco WA 6008 Telephone (08) 6555 2950.
(h) Registers of securities are held at Automic Register Services, Level 2, 267 St Georges Terrace, Perth WA 6000.
(i) Stock Exchange Listing
Quotation has been granted for all the ordinary shares of the Company on the Australian Securities Exchange Ltd.
(j) Unquoted Securities
Number
66,758,088
3,250,000
3,500,000
6,400,000
2,300,000
2,300,000
1,000,000
6,400,000
Terms
Options exercisable at $0.10 on or before 30 November
2021
Class A incentive options exercisable at $0.16 on or before
3 September 2023
Class B incentive options exercisable at $0.16 on or before
3 September 2023
Class A Performance Shares
Class B Performance Shares
Class C Performance Shares
Class D Performance Shares
Performance Rights
(k) Unquoted Equity Securities Holders with Greater than 20% of an Individual Class
Class A Performance Shares
Percentage Held
100%
Name
Resource Holdings Pty Ltd
Class B Performance Shares
Percentage Held
25%
25%
25%
25%
Name
Mr Martin Bennett
Resource Holdings Pty Ltd
Celery Pty Ltd
SBV Capital Pty ltd
60
Number of Securities held
6,400,000
Number of Securities held
1,035,000
1,035,000
115,000
115,000
58 AUROCH MINERALS
ADDITIONAL INFORMATIONANNUAL REPORT 2020
AUROCH MINERALS LIMITED
ADDITIONAL INFORMATION
Class C Performance Shares
Percentage Held
25%
25%
25%
25%
Name
Mr Martin Bennett
Resource Holdings Pty Ltd
Celery Pty Ltd
SBV Capital Pty ltd
Number of Securities held
1,035,000
1,035,000
115,000
115,000
Class D Performance Shares
Percentage Held
100%
Performance Rights
Name
Discovery Services Pty Ltd
Number of Securities held
1,000,000
Percentage Held
35.2%
Name
INDULU PTY LTD
Number of Securities held
2,250,000
(l) Corporate Governance Statement
The Company’s Corporate Governance Statement is available on the Company’s website at:
http://www.aurochminerals.com/about-us/corporate-governance/
61
AUROCH MINERALS 59
ANNUAL REPORT 2020
Suite 1, 295 Rokeby Road
Subiaco WA 6008
Telephone +61 8 6555 2950
Facsimile +61 8 6166 0261
www.aurochminerals.com