More annual reports from Bryah Resources:
2023 ReportACN: 616 795 245
ANNUAL FINANCIAL REPORT
FOR THE PERIOD ENDED
30 JUNE 2017
Bryah Resources Ltd
ACN: 616 795 245
CONTENTS
Corporate Directory
Letter from the Chairman
Directors Report
Statement of Profit or Loss and Other Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors' Declaration
Auditor’s Independence Declaration
Independent Auditors’ Report
Schedule of Interests in Mining Tenements
ASX Additional Information
1
2
3
4
12
13
14
15
16
32
33
34
38
39
Bryah Resources Ltd
ACN: 616 795 245
Corporate Directory
Directors
Geoffrey (Stuart) Crow (Non-executive Chairman)
Stuart Hall (Non-executive Director)
Neil Marston (Managing Director)
Company Secretary
Neil Marston
Registered Office
Level 1, 85 Havelock Street
West Perth WA 6005
Telephone
08 9321 0001
Share Registry
Computershare Investor Services Pty Ltd
Level 11
172 St Georges Terrace
Perth WA 6000
Telephone
Facsimile
08 9323 2000
08 9323 2033
Auditors
Greenwich & Co Audit Pty Ltd
Level 2, 35 Outram Street,
West Perth WA 6005
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Bryah Resources Ltd
ACN: 616 795 245
Letter from the Chairman
On behalf of your Board of Directors, I have pleasure in presenting the 2017 Annual Report
and Financial Statements of Bryah Resources Limited (“Bryah Resources” or the “Company”)
for the period to 30 June 2017.
Over the period under report the Company transformed itself through the acquisition of the
Bryah Basin Project and the Gabanintha Project precious and base metals mineral rights.
Bryah Resources recorded a total comprehensive loss after tax of $178,526 for the period
ended 30 June 2017.
Capitalised expenditure on exploration, excluding tenement acquisition costs, largely on the
Bryah Basin Project was $311,526 during the financial period.
The Board of Bryah Resources is committed to finalising the capital raising being undertaken
to fund the listing of the Company on the ASX and subsequently pursuing an active exploration
programme on the Bryah Basin and Gabanintha Projects with the aim of discovering new
copper/gold mineralisation and advancing those discoveries as quickly as possible. This
strategy is intended to deliver long-term growth to shareholders.
Post listing Bryah Resources will have sufficient cash reserves with no debt, allowing the
Company to pursue its ambitions of achieving growth through discovery and acquisitions in
the resources sector.
I wish to thank shareholders for their loyalty and support throughout the period and extend my
sincere thanks to the Board of Bryah Resources, all our employees and consultants for their
contributions and efforts to date. We look forward to continued success in the year ahead.
Yours faithfully
Geoffrey (Stuart) Crow
3
Bryah Resources Ltd
ACN: 616 795 245
Directors Report
Your directors present their report on Bryah Resources Limited (the “Company”) for the period ended
30 June 2017.
Directors
The names of the directors in office at any time during or since the end of the period are:
Mr Geoffrey Stuart Crow
Mr Neil Andrew Marston
Mr Stuart John Hall
(Non-executive Chairman)
(Managing Director)
(Non-executive Director)
Directors have been in office since the inception of the Company to the date of this report unless
otherwise stated.
Information of Directors
The names, qualifications and experience of each person who has been a director during the period
and to the date of this report are:
Geoffrey Stuart Crow
Experience
Mr Crow has more than 30 years’ experience in all aspects of financial
services, corporate finance, stockbroking and investor relations in
Australia and international markets and has owned and operated his own
businesses in these areas for the last sixteen years. He brings extensive
working knowledge of capital markets to the Board.
Interest in shares and
options
1,000,000 options (exercise price 30c / expiry 30 April 2020)
Other directorships in
listed entities held in
the previous three
years
TNG Limited – appointed 26 February 2011
IronRidge Resources Limited (AIM listed) – appointed 1 February 2013
Todd River Resources Limited – appointed 26 June 2014
Lake Resources N.L. – appointed 17 November 2016
Stuart John Hall B.SC Hons, FAusIMM FGS
Experience
Mr Hall is a qualified geologist with over 40 years’ experience in exploration
and mining projects located in Australia and Africa. He has extensive
experience in the areas of exploration strategy, mine geology, open pit and
underground mining operations, resource/reserve estimations and mine
management. Mr Hall has been involved in the feasibility, construction,
commissioning and management of several mining operations.
Interest in shares and
options
100,000 shares and 500,000 options (exercise price 30c / expiry 30 April
2020)
Nil
Other directorships in
listed entities held in
the previous
three
years
4
Bryah Resources Ltd
ACN: 616 795 245
Neil Andrew Marston B.Com FGIA FCIS MAICD
Experience
Mr Marston is a qualified accountant and Chartered Secretary with over 35
years’ experience working in the resources and other industry sectors.
He has extensive experience in the areas of mineral exploration, capital
raising, corporate governance and compliance, project management,
mining and environmental approvals, contract negotiations and stakeholder
engagement.
Interest in shares and
options
5,000,000 shares and 1,000,000 options (exercise price 30c / expiry 30
April 2020)
Horseshoe Metals Limited – resigned 15 October 2015
Other directorships in
listed entities held in
the previous
three
years
Company Secretary
The following person held the position of Company Secretary at the end of the period and at the
date of this report:
Neil Andrew Marston
Meetings of Directors
The number of meetings of Directors (including meetings of committees of Directors) held during the
period and the number of meetings attended by each Director were as follows:
Board of Directors
Number eligible to attend
Number attended
Geoffrey (Stuart) Crow
Stuart Hall
Neil Marston
3
3
3
3
3
3
Review of Operations
The loss of the Company for the period after providing for income tax amounted to $178,526. The
Company’s net assets as at 30 June 2017 were $1,170,015.
Changes in State of Affairs
The Company was registered on 13 January 2017.
Principal Activities
The principal activities of the Company during the period were the commencement of exploration on
the Bryah Basin Project with an airborne magnetometer survey, actions required to facilitate the
impending listing of the Company on the Australian Securities Exchange (ASX) and the raising of
capital.
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Bryah Resources Ltd
ACN: 616 795 245
Likely Developments and Expected Results
Likely developments in the operations of the Company and the expected results of those operations in
future financial periods have not been included in this report as the inclusion of such information is likely
to result in unreasonable prejudice to the Company.
Environmental Regulation
The Company’s operations are subject to various environmental laws and regulations under
government legislation. The exploration tenements held by the Company are subject to these
regulations and there have not been any known breaches of any environmental regulations during the
financial period and up until the date of this report.
Dividends
No dividends have been declared since the start of the financial period.
Shares and Share Options
A total of 5,500,000 unlisted options over issued shares in the Company were granted during or since
the end of the financial period and there were no options outstanding at the date of this report.
Events subsequent to Reporting Date
No matters or circumstances have arisen since the end of the financial period which significantly
affected, or may significantly affect, the operations of the Company, the results of those operations, or
the state of affairs of the Company in subsequent financial years.
Remuneration Report (Audited)
This report details the nature and amount of remuneration for each director and executive of the
Company.
For the purposes of this report Key Management Personnel of the Company are defined as those
persons having authority and responsibility for planning, directing and controlling the major activities of
the Company, directly or indirectly.
For the purposes of this report the term “executive” includes those key management personnel who are
not Directors of the Company.
Remuneration Committee
The full Board carries out the role and responsibilities of the Remuneration Committee and is
responsible for determining and reviewing the compensation arrangements for the Directors
themselves, the Managing Director and any Executives.
Executive remuneration is reviewed annually having regard to individual and business performance,
relevant comparative remuneration and internal and independent external advice.
6
Bryah Resources Ltd
ACN: 616 795 245
Remuneration policy
The board policy is to remunerate Directors at market rates for time, commitment and responsibilities.
The board determines payments to the Directors and reviews their remuneration annually, based on
market practice, duties and accountability. Independent external advice is sought when required. The
maximum aggregate amount of Directors’ fees that can be paid is subject to approval by shareholders
in a general meeting, from time to time. Fixed fees for non-executive directors are not linked to the
performance of the Company. However, to align Directors’ interests with shareholders’ interests, the
Directors are encouraged to hold shares in the Company and may be issued with options and share
rights from time to time.
The Company’s aim is to remunerate at a level that will attract and retain high-calibre directors and
employees. Company Directors and officers are remunerated to a level consistent with the size of the
Company.
The executive Directors and full time executives receive a superannuation guarantee contribution
required by the government, which is currently 9.5%, and do not receive any other retirement benefits.
Some individuals, however, may choose to sacrifice part of their salary to increase payments towards
superannuation.
All remuneration paid to Directors and executives is valued at the cost to the Company and expensed.
The Board believes that it has implemented suitable practices and procedures that are appropriate for
an organisation of this size and maturity.
Remuneration Structure
In accordance with best practice corporate governance, the structure of non-executive director and
executive compensation is separate and distinct.
Non-executive Director Compensation
Objective
The Board seeks to set aggregate compensation at a level that provides the Company with the ability
to attract and retain directors of the highest calibre, whilst incurring a cost that is acceptable to
shareholders.
Structure
The Constitution and the ASX Listing Rules specify that the aggregate compensation of non-executive
directors shall be determined from time to time by a general meeting. An amount not exceeding the
amount determined is then divided between the Directors as agreed. The latest determination approved
by shareholders was an aggregate compensation of $500,000 per year.
The amount of aggregate compensation sought to be approved by shareholders and the manner in
which it is apportioned amongst Directors is reviewed annually. The Board considers advice from
external consultants as well as the fees paid to non-executive directors of comparable companies when
undertaking the annual review process. Non-Executive Directors’ remuneration may include an
incentive portion consisting of options, as considered appropriate by the Board, which may be subject
to Shareholder approval in accordance with ASX Listing Rules.
Separate from their duties as Directors, the Non-Executive Directors may undertake work for the
Company directly related to the evaluation and implementation of various business opportunities,
including mineral exploration/evaluation and new business ventures, for which they may receive a daily
rate. These payments will be made pursuant to individual agreements with the non-executive Directors
and will not be taken into account when determining their aggregate remuneration levels.
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Bryah Resources Ltd
ACN: 616 795 245
Executive Compensation
Objective
The entity aims to reward executives with a level and mix of compensation commensurate with their
position and responsibilities within the entity so as to:
•
•
•
•
reward executives for Company and individual performance against targets set by appropriate
benchmarks;
align the interests of executives with those of shareholders;
link rewards with the strategic goals and performance of the Company; and
ensure total compensation is competitive by market standards.
Structure
In determining the level and make-up of executive remuneration, the Board negotiates a remuneration
to reflect the market salary for a position and individual of comparable responsibility and experience.
Due to the limited size of the Company and of its operations and financial affairs, the use of a separate
remuneration committee is not considered appropriate. Remuneration is regularly compared with the
external market by participation in industry salary surveys and during recruitment activities generally. If
required, the Board may engage an external consultant to provide independent advice in the form of a
written report detailing market levels of remuneration for comparable executive roles.
Remuneration consists of a fixed remuneration and a long term incentive portion as considered
appropriate. Compensation may consist of the following key elements:
•
•
•
•
Fixed Compensation;
Variable Compensation;
Short Term Incentive (STI); and
Long Term Incentive (LTI).
Fixed Remuneration
The level of fixed remuneration is set so as to provide a base level of remuneration which is both
appropriate to the position and is competitive in the market. Fixed remuneration is reviewed annually
by the Board having regard to the Company and individual performance, relevant comparable
remuneration in the mining exploration sector and external advice.
The fixed remuneration is a base salary or monthly consulting fee.
Variable Pay - Long Term Incentives
The objective of long term incentives is to reward Directors/executives in a manner which aligns this
element of remuneration with the creation of shareholder wealth. The incentive portion is payable based
upon attainment of objectives related to the director’s/executive’s job responsibilities. The objectives
vary, but all are targeted to relate directly to the Company’s business and financial performance and
thus to shareholder value.
Long term incentives (LTIs) granted to Directors and executives may be delivered in the form of options
or performance rights. LTI grants to executives are delivered in the form of the Company’s Performance
Rights and Options Plan.
The objective of the granting of options or rights is to reward executives in a manner which aligns the
element of remuneration with the creation of shareholder wealth. As such LTI’s are made to executives
who are able to influence the generation of shareholder wealth and thus have an impact on the
8
Bryah Resources Ltd
ACN: 616 795 245
Company’s performance.
The level of LTI granted is, in turn, dependent on the Company’s recent share price performance, the
seniority of the executive, and the responsibilities the executive assumes in the Company.
Typically, the grant of LTIs occurs at the commencement of employment or in the event that the
individual receives a promotion.
Employment contracts of directors and senior executives
The employment arrangements of the non-executive chairman and non-executive directors are
formalised in letters of appointment, the details of which are as follows:
•
•
From the date the Company lists on ASX the non-executive chairman is entitled to a base fee of
$60,000 per annum plus superannuation entitlements.
From the date the Company lists on ASX the non-executive directors are entitled to a base fee of
$36,000 per annum plus superannuation entitlements.
Remuneration and other terms of employment for the Managing Director are formalised in an executive
service agreement. The commencement date of this agreement is the date the Company lists on the
ASX. Major provisions are set out below.
Neil Marston, Managing Director:
•
•
•
Annual base salary of $240,000 plus superannuation
Notice period required to be given by the Company for termination of one month, except in the
case of conviction of any major criminal offence which brings the Company into lasting disrepute
Notice period required to be given by the executive for termination of three months.
Details of remuneration for period
Details of the remuneration of Directors and specified executives of Bryah Resources Limited are set
out in the following table. There are no other employees who are required to have their remuneration
disclosed in accordance with the Corporations Act 2001.
Short Term
Benefits
Post
Employment
Share Based
Payments
Salary &
Fees
Super-
annuation
Options
Total
Directors
Period
Geoffrey Crow1
Stuart Hall2
Neil Marston3
Total Key
Management
Personnel
2017
2017
2017
2017
$
-
-
-
-
$
-
-
-
-
$
25,300
12,650
25,300
$
25,300
12,650
25,300
63,250
63,250
1 Mr Crow was granted 1,000,000 incentive options on 10 February 2017.
2 Mr Hall was granted 500,000 incentive options on 10 February 2017.
3 Mr Marston was granted 1,000,000 incentive options on 10 February 2017.
The incentive options have an exercise price of $0.30 and expire on 30 April 2020.
Performance
based
remuneration
%
%
100
100
100
100
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Bryah Resources Ltd
ACN: 616 795 245
The options issued were valued using the Black-Scholes methodology with the following parameters:
•
•
•
•
•
Deemed Share Price at issue:
Option Exercise Price:
Volatility:
Risk-free rate:
Expiry date:
$0.08
$0.30
90%
2%
30 April 2020
No other performance-related payments were made during the period. Performance hurdles are not
attached to incentive options if issued, however the Board determines appropriate vesting periods to
provide rewards over a period of time to Key Management Personnel.
Compensation options granted to Key Management Personnel
2,500,000 incentive options were granted to Directors or executives during the period ended 30 June
2017. The incentive options have an exercise price of $0.30 and expire on 30 April 2020.
Shares issued to Key Management Personnel on exercise of compensation options
No shares were issued to Directors or executives on exercise of compensation options during the
period.
Compensation options lapsed during the period
No options previously issued to Key Management Personnel lapsed during the period.
Option holdings of Key Management Personnel and their related entities
Opening
Balance
Granted as
Remun-
eration
Options
Exercised
Options
Expired/
Cancelled
Net
Change/
Other
Balance
30 June
2017
Number
vested and
exercisable
Directors
Geoffrey Crow
Stuart Hall
Neil Marston
-
-
-
1,000,000
500,000
1,000,000
-
-
-
-
-
-
-
-
-
1,000,000
1,000,000
500,000
500,000
1,000,000
1,000,000
Share holdings of Key Management Personnel and their related entities
Opening
Balance
Received
as Remun-
eration
Options
Exercised
Acquired/
Disposed
Net
Change/
Other
Balance
30 June
2017
Directors
Geoffrey Crow
Stuart Hall
Neil Marston
-
-
-
-
-
-
-
-
-
-
100,000
5,000,000
-
-
-
-
100,000
5,000,000
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Bryah Resources Ltd
ACN: 616 795 245
Loans and other transactions with Key Management Personnel
There were no loans to or from key management personnel.
The Company and Tenement Management Services Pty Ltd (TMS), an entity associated with Mr Neil
Marston, entered into an agreement pursuant to which TMS agreed to provide certain services up
until the Company is successfully admitted to the Official List. Upon successful listing of the
Company, TMS will be entitled to a one-off lump sum management fee of up to $50,000 (plus GST).
End of remuneration report
Share Options
At the date of this report options were outstanding for the following unissued ordinary shares:
•
5,500,000 unlisted options expiring 30 April 2020 at an exercise price of 30 cents each.
No person entitled to exercise these options had or has any right, by virtue of the option, to participate
in any share issue of any other body corporate.
Indemnification of Officers
Deeds of indemnity have been given and insurance premiums paid since the end of the financial
period for directors and officers of the Company.
Proceedings on behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene
in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf
of the company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the period.
Auditor
Greenwich & Co Audit Pty Ltd continues in office in accordance with section 327 of the Corporations
Act 2001.
Non-Audit Services
During the period Greenwich & Co Audit Pty Ltd provided an Investigating Accountants Report for
inclusion in the Company’s Initial Public Offering prospectus. Fees for this were $7,000.
Auditor’s Independence Declaration
A copy of the auditor’s independence declaration is set out on page 34.
Signed in accordance with a resolution of the Board of Directors:
NEIL MARSTON
Director
4 October 2017
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Bryah Resources Ltd
ACN: 616 795 245
Statement of Profit or Loss and Other Comprehensive
Income
For the period ended 30 June 2017
Income
Stock exchange and registry expenses
Legal expenses
Travel and accommodation expenses
Share based payment expenses
Other corporate and administration expenses
Loss before income tax expense
Income tax expense
Net loss for period
Other Comprehensive Income
Note
2(a)
12
3
2017
$
230
(4,655)
(5,683)
(11,025)
(63,250)
(94,143)
(178,526)
-
(178,526)
Other Comprehensive Income for the period, net of tax
-
Total comprehensive loss attributable to members of
Bryah Resources Limited
Basic and diluted loss per share
5
The accompanying notes form part of these financial statements.
(178,526)
Cents
(0.72)
12
Bryah Resources Ltd
ACN: 616 795 245
Statement of Financial Position
as at 30 June 2017
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Exploration and evaluation assets
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Other liabilities
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued Capital
Reserves
Accumulated losses
TOTAL EQUITY
The accompanying notes form part of these financial statements.
13
Note
2017
$
6
7
8
9
10
11
12
353,485
34,305
387,790
1,271,526
1,271,526
1,659,316
159,301
330,000
489,301
489,301
1,170,015
1,285,291
63,250
(178,526)
1,170,015
Bryah Resources Ltd
ACN: 616 795 245
Statement of Changes in Equity
For the period ended 30 June 2017
Balance as at 13 January 2017 (date of
incorporation)
Comprehensive income
Loss for the period
Total Comprehensive Income
Transactions with owners, in their
capacity as owners
Ordinary shares issued for cash
Shares issued as consideration for
tenements (Note 8)
Options issued as incentives
Issued
Capital
$
Reserves Accumulated
$
Losses
$
Total
$
-
-
-
-
-
-
-
(178,526)
(178,526)
(178,526)
(178,526)
602,000
960,000
-
-
-
63,250
-
-
-
-
602,000
960,000
63,250
(276,709)
Capital raising costs
(276,709)
-
Balance as at 30 June 2017
1,285,291
63,250
(178,526)
1,170,015
The accompanying notes form part of these financial statements.
14
Bryah Resources Ltd
ACN: 616 795 245
Statement of Cash Flows
For the period ended 30 June 2017
Cash flows used in operating activities
Payments to suppliers and employees
Interest received
Note
2017
$
(94,835)
230
Net Cash used in operating activities
6
(94,605)
Cash flows used in investing activities
Payments for exploration of mining interests
Net Cashflows used in investing activities
Cash flows provided by financing activities
Proceeds for issue of shares
Share application funds received, but held in trust
Payment of capital raising costs
Net cash provided by financing activities
Net increase in cash held
Cash and cash equivalents at beginning of the financial period
11b
10
(238,398)
(238,398)
602,000
330,000
(245,512)
686,488
353,485
-
Cash at end of the financial period
6
353,485
The accompanying notes form part of these financial statements.
15
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
These financial statements and notes represent those of Bryah Resources Limited for the period ended
30 June 2017.
Bryah Resources Limited is a company limited by shares incorporated in Australia. The Company is
domiciled in Western Australia. The nature of operations and principal activities of the Company are
described in the Directors' Report.
1(a) Basis of Preparation
The financial statements are general purpose financial statements that have been prepared in
accordance with Australian Accounting Standards, Australian Accounting Interpretations, other
authoritative pronouncements of the Australian Accounting Standards Board (AASB) and the
Corporations Act 2001. The Company is a for-profit entity for financial reporting purposes under
Australian Accounting Standards.
The financial statements have been prepared on an accruals basis and are based on historical costs
modified, where applicable, by the measurement at fair value of selected non-current assets, financial
assets and financial liabilities. Material accounting policies adopted in preparation of these financial
statements are presented below and have been consistently applied unless otherwise stated.
The Company’s financial statements are presented in Australian dollars.
1(b) Going concern
The financial statements have been prepared on the going concern basis, which contemplates
continuity of normal business activities and the realisation of assets and discharge of liabilities in the
normal course of business.
The Company is undertaking an Initial Public Offering, ahead of an expected listing on ASX, to raise a
minimum of $5,000,000 through the issue of 25,000,000 shares at 20c with the capacity to issue an
additional 5,000,000 shares at 20c to raise up to $1,000,000.
The directors recognize that the ability of the Company to continue as a going concern and to pay its
debts as and when they fall due for the next 12 months is dependent on the ability of the Company to
secure additional funding through the issue of shares as outlined above.
The directors are of the opinion that this will be achieved. However, should this not be achieved, the
Company may be unable to continue as a going concern, and thus may be required to realize its assets
and extinguish its liabilities other than in the normal course of business and at amounts different from
those stated in the financial report.
The financial report does not include any adjustments relating to the recoverability and classification of
recorded asset amounts nor to the amounts and classification of liabilities that may be necessary should
the Company be unable to continue as a going concern.
1(c) Adoption of new and revised standards
In the current period, the Company has adopted all of the new and revised Standards and
Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its
operations and effective for the current annual reporting period. The adoption of these new and revised
Standards and Interpretations has not resulted in a significant or material change to the Company’s
accounting policies.
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Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
The Company has also reviewed all new Standards and Interpretations that have been issued but are
not yet effective for the period ended 30 June 2017. As a result of this review the Directors have
determined that there is no impact, material or otherwise, of the new and revised Standards and
Interpretations on its business and, therefore, no change necessary to Company accounting policies.
1(d) Statement of Compliance
The financial report was authorised for issue on 4 October 2017.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result
in a financial report containing relevant and reliable information about transactions, events and
conditions. Compliance with Australian Accounting Standards ensures that the financial statements and
notes also comply with International Financial Reporting Standards (IFRS).
1(e) Revenue and other income
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the
Company and the revenue can be reliably measured. The following specific recognition criteria must
also be met before the revenue is recognised.
Interest revenue is recognised as it accrues, taking into account the effective yield on the financial asset.
1(f) Cash and cash equivalents
Cash comprises cash at bank and in hand. Cash equivalents are short term, highly liquid investments
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value.
For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash
equivalents as described above, net of outstanding bank overdrafts.
1(g) Trade and other receivables
Trade receivables, which generally have 30-90 day terms, are recognised and carried at original invoice
amount less an allowance for any uncollectible amounts. An allowance for doubtful debts is made when
there is objective evidence that the Company will not be able to collect the debts. Bad debts are written
off when identified.
1(h)
Income Tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected
to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the
amount are those that are enacted or substantively enacted by the reporting date.
Deferred income tax is provided on all temporary differences at the reporting date between the tax
bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
• when the deferred income tax liability arises from the initial recognition of goodwill or of an asset
or liability in a transaction that is not a business combination and that, at the time of the transaction,
affects neither the accounting profit nor taxable profit or loss; or
• when the taxable temporary difference is associated with investments in subsidiaries, associates
or interests in joint ventures, and the timing of the reversal of the temporary difference can be
controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of
17
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be
available against which the deductible temporary differences and the carry-forward of unused tax credits
and unused tax losses can be utilised, except:
• when the deferred income tax asset relating to the deductible temporary difference arises from the
initial recognition of an asset or liability in a transaction that is not a business combination and, at
the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
• when the deductible temporary difference is associated with investments in subsidiaries,
associates or interests in joint ventures, in which case a deferred tax asset is only recognised to
the extent that it is probable that the temporary difference will reverse in the foreseeable future and
taxable profit will be available against which the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to
the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of
the deferred income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to
the extent that it has become probable that future taxable profit will allow the deferred tax asset to be
recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to
the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that
have been enacted or substantively enacted at the reporting date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or
loss.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set
off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to
the same taxable entity and the same taxation authority.
The amount of benefits brought to account or which may be realised in the future is based on the
assumption that no adverse change will occur in income legislation and the anticipation that the
Company will derive sufficient future assessable income to enable the benefit to be realised and comply
with the conditions of deductibility imposed by the law.
1(i) Other taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
• when the GST incurred on a 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
•
receivables and payables, which are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or 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.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable
to, the taxation authority.
18
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
1(j) Exploration and evaluation expenditure
Exploration and evaluation expenditures in relation to each separate area of interest are recognised as
an exploration and evaluation asset in the period in which they are incurred where the following
conditions are satisfied:
(i)
the rights to tenure of the area of interest are current; and
(ii) at least one of the following conditions is also met:
(a)
(b)
the exploration and evaluation expenditures are expected to be recouped through
successful development and exploitation of the area of interest, or alternatively, by its sale;
or
exploration and evaluation activities in the area have not, at the reporting date, reached a
stage which permits a reasonable assessment of the existence, or otherwise, of
economically recoverable reserves and active and significant operations in, or relation to,
the area of interest are continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to
explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation
of depreciation and amortisation of assets used in exploration and evaluation activities. General and
administrative costs are only included in the measurement of exploration and evaluation costs where
they are related directly to operational activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest
that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount.
The recoverable amount of the exploration and evaluation asset (for the cash generating unit(s) to which
it has been allocated being no larger than the relevant area of interest) is estimated to determine the
extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying
amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent
that the increased carrying amount does not exceed the carrying amount that would have been
determined had no impairment loss been recognised for the asset in previous periods.
Where a decision has been made to proceed with development in respect of a particular area of interest,
the relevant exploration and evaluation asset is tested for impairment and the balance is then
reclassified to development.
1(k)
Impairment of assets
The Company 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
Company 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 value 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.
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 a
19
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
revalued amount (in which case the impairment loss is treated as a revaluation decrease).
An 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 no impairment loss been recognised for the asset in prior periods.
Such reversal is recognised in profit or loss unless the asset is carried at a revalued 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.
1(l) Trade and other payables
Trade payables and other payables are carried at amortised costs and represent liabilities for goods
and services provided to the Company prior to the end of the financial period that are unpaid and arise
when the Company becomes obliged to make future payments in respect of the purchase of these
goods and services.
1(m) Share-based payment transactions
The Company may provide benefits to employees (including senior executives) of the Company in the
form of share-based payments, whereby employees render services in exchange for shares or rights
over shares (equity-settled transactions).
When provided, the cost of these equity-settled transactions with employees is measured by reference
to the fair value of the equity instruments at the date at which they are granted. The fair value is
determined by an external valuer using a Black-Scholes model.
In valuing equity-settled transactions, no account is taken of any performance conditions, other than
conditions linked to the price of the shares of the Company (market conditions) if applicable.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity,
over the period in which the performance and/or service conditions are fulfilled, ending on the date on
which the relevant employees become fully entitled to the award (the vesting period).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting
date reflects
(i)
the extent to which the vesting period has expired, and
(ii)
the Company’s best estimate of the number of equity instruments that will ultimately vest.
No adjustment is made for the likelihood of market performance conditions being met as the effect of
these conditions is included in the determination of fair value at grant date. The amount charged or
credited to the statement of profit or loss and other comprehensive income for a period represents the
movement in cumulative expense recognised as at the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is
only conditional upon a market condition.
If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the
terms had not been modified. In addition, an expense is recognised for any modification that increases
the total fair value of the share-based payment arrangement, or is otherwise beneficial to the employee,
20
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
as measured at the date of modification.
If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and
any expense not yet recognised for the award is recognised immediately. However, if a new award is
substituted for the cancelled award and designated as a replacement award on the date that it is
granted, the cancelled and new award are treated as if they were a modification of the original award,
as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the
computation of earnings per share.
1(n)
Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of tax, from the proceeds.
1(o) Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker, who is responsible for allocating
resources and assessing performance of the operating segments, has been identified as the Board of
Directors of the Company. The Company presently operates in one segment being mineral exploration
within Australia.
1(p) Earnings per share
Basic earnings per share is calculated as net profit or loss attributable to members of the Company,
adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends,
divided by the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit or loss attributable to members of the Company,
adjusted for:
•
•
•
costs of servicing equity (other than dividends) and preference share dividends;
the after tax effect of dividends and interest associated with dilutive potential ordinary shares that
have been recognised as expenses; and
other non-discretionary changes in revenues or expenses during the period that would result from
the dilution of potential ordinary shares; divided by the weighted average number of ordinary
shares and dilutive potential ordinary shares, adjusted for any bonus element.
21
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
1(q) Significant Accounting Estimates and Judgments
Significant accounting judgments, estimates and assumptions
In the process of applying the Company’s accounting policies, management has made the following
estimates and judgments, which have the most significant effect on the amounts recognised in the
financial statements.
Exploration and evaluation assets
The Company’s accounting policy for exploration and evaluation expenditure is set out at Note 1(j). The
application of this policy necessarily requires management to make certain judgements and
assumptions as to future events and circumstances. Any such judgements and assumptions may
change as new information becomes available. If, after having capitalised expenditure under the policy,
it is concluded that the expenditures are unlikely to be recovered by future exploitation or sale, then the
relevant capitalised amount will be written off to the statement profit or loss and other comprehensive
income.
Share-based payment transactions
The Company measures the cost of equity-settled transactions with employees and directors by
reference to the fair value of the equity instruments at the date at which they are granted. The fair value
is determined from a Black-scholes pricing model that incorporates various estimates and assumptions.
1(r)
Comparative figures
The Company was incorporated on 13 January 2017. As the period to 30 June 2017 is the Company’s
first reporting period, there are no comparative figures.
22
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
2.
REVENUE AND EXPENSES
2(a)
Income
Interest received
3.
INCOME TAX
3(a)
Income tax expense
Major components of income tax expense for the period ended 30 June 2017 are:
Income statement
Current income
Current income tax charge (benefit)
Current income tax not recognised
Deferred income tax
Relating to origination and reversal of temporary differences
Deferred tax benefit not recognised
Income tax expense (benefit) reported in income statement
A reconciliation of income tax expense (benefit) applicable to accounting profit before
income tax at the statutory income tax rate to income tax expense at the company’s
effective income tax rate for the period ended 30 June 2017 is as follows:
Accounting profit (loss) before tax from continuing operations
Accounting profit (loss) before income tax
At the statutory income tax rate of 30%
Add:
Share Based Payments
Temporary differences and losses not recognised
Less:
Tax amortisation of capital raising costs
At effective income tax rate of 0%
4.
AUDITORS’ REMUNERATION
Amounts, paid or due and payable to Greenwich & Co Audit Pty Ltd for:
-audit or review services
-Investigating accounts report
23
2017
$
230
230
(142,555)
142,555
117,596
(117,596)
-
(178,526)
(178,526)
(53,558)
18,975
51,786
(16,603)
-
2017
$
11,000
7,000
18,000
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
5.
LOSS PER SHARE
Basic loss per share
The earnings and weighted average number of ordinary shares used in
the calculation of basic and diluted loss per share is as follows:
Net loss for the period
Weighted average number of ordinary shares used in the calculation of
Basic and diluted EPS
5.5 million options were issued during the period but these were anti-
dilutive during the period and therefore diluted EPS is the same as basic
EPS
6.
CASH AND CASH EQUIVALENTS
Cash at bank
(Cents)
(0.72)
(178,526)
No.
24,821,429
2017
$
353,485
353,485
Cash at bank includes $330,000 held in trust (Note 10), which therefore is restricted cash.
Cash at bank earns interest at floating rates based on daily deposit rates.
Cash and cash equivalents for the purpose of the statement of cash flows are comprised of cash
at bank and short term deposits.
6(a)
Reconciliation of loss for the period to net cash flows from operating activities:
Loss for the period
Non-cash flows in the loss
Share based payments
Changes in operating assets and liabilities
(Increase)/decrease in trade and other receivables
Increase/(decrease) in trade and other payables relating to operating
activities
Net Cash flows used in operating activities
(178,526)
63,250
(34,305)
54,976
(94,605)
24
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
7.
TRADE AND OTHER RECEIVABLES
Current
GST receivable
8.
EXPLORATION AND EVALUATION EXPENDITURE Note
Opening balance
Tenements acquired from Australian Vanadium Limited
Tenements acquired from Jalein Pty Ltd
Tenements acquired from Pet FC Pty Ltd
Expenditure incurred during the period
Expenditure carried forward
11
11
11
2017
$
34,305
34,305
-
160,000
400,000
400,000
311,526
1,271,526
The expenditure above relates principally to the exploration and evaluation phase. The ultimate
recoupment of this expenditure is dependent upon the successful development and commercial
exploration, or alternatively, sale of the respective areas of interest, at amounts at least equal to
the carrying value.
9.
TRADE AND OTHER PAYABLES
Current
Trade payables
Other payables and accruals
151,519
7,782
159,301
Trade creditors are non-interest bearing and are normally settled on 30 day terms. Due to the short
term nature of trade payables and accruals, their carrying value is assumed to approximately their
fair value.
25
2017
$
330,000
330,000
1,562,000
(276,709)
1,285,291
$
-
602,000
960,000
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
10. OTHER LIABILITIES
Current
Share application funds held in trust
11.
ISSUED CAPITAL
11(a) Share capital
Ordinary Shares – fully paid
Share issue costs written off against issued capital
11(b) Movements in ordinary share capital
Number
(i)
Ordinary shares – fully paid
Opening balance
Issue of ordinary shares for cash
Issue of ordinary shares as consideration for
tenements (Note 8)
Balance at end of period
11(c) Terms and conditions of issued capital
-
16,000,000
12,000,000
28,000,000
1,562,000
Ordinary shares have the right to receive dividends as declared and, in the event of the winding up
the Company to participate in proceeds from the sale of all surplus assets in proportion to the
number of and amounts paid up on shares held.
11(d) Share Options
As at 30 June 2017, the following options over unissued ordinary shares were outstanding:
• 5,500,000 unlisted options expiring 30 April 2020 at an exercise price of 30 cents each. Of
these options 3 million were issued as free attaching options and 2.5 million options were
issued to directors as incentive options (Note 12)
26
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
12. RESERVES
Share-based payment reserve
Opening balance
Share-based payments expense
2017
$
-
63,250
63,250
The Share Based Payment Reserve records the cumulative value of services received for the issue of
share options. When the options are exercised the amount in the share option reserve is transferred
to share capital.
On the 10 February 2017, following shareholder approval, a total of 2,500,000 incentive options were
issued to the Directors of the Company. The options have an exercise price of $0.30 and expire on 30
April 2020.
The options issued have been valued using a Black-Scholes model with the following parameters:
• Deemed Share Price at issue:
• Option Exercise Price:
•
•
•
Volatility:
Effective Interest Rate:
Expiry date: April 2020
$0.08
$0.30
90%
2%
2017
$
13. COMMITMENTS
13(a) Exploration Commitments
The Company has certain obligations to perform minimum exploration work and to expend minimum
amounts of money on such work on mining tenements. These obligations may be varied from time
to time subject to approval and are expected to be fulfilled in the normal course of the operations of
the Company. These commitments have not been provided for in the accounts. The minimum
expenditure commitment on the tenements is:
Payable
-
-
no later than 1 year
between 1 and 5 years
292,000
890,000
1,182,000
The Company and Tenement Management Services Pty Ltd (TMS), an entity associated with Mr Neil
Marston, entered into an agreement pursuant to which TMS agreed to provide certain services up
until the Company is successfully admitted to the Official List. Upon successful listing of the
Company, TMS will be entitled to a one-off lump sum management fee of up to $50,000 (plus GST).
27
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
14. KEY MANAGEMENT PERSONNEL DISCLOSURES
14(a) Compensation of Key Management Personnel
2017
$
Refer to the remuneration report contained in the Directors’ Report for details of the remuneration paid
or payable to each member of the Company’s key management personnel.
Director and Executive Disclosures Compensation of
key management personnel
Short-term personnel benefits
Post-employment benefits
Share based payments
-
-
63,250
63,250
14(b) Loans and Other Transactions with Key Management Personnel
There were no loans to key management personnel or their related entities during the financial
period.
The Company and Tenement Management Services Pty Ltd (TMS), an entity associated with Mr Neil
Marston, entered into an agreement pursuant to which TMS agreed to provide certain services up until
the Company is successfully admitted to the Official List. Upon successful listing of the Company, TMS
will be entitled to a one-off lump sum management fee of up to $50,000 (plus GST).
15. SEGMENT INFORMATION
AASB 8 requires a ‘management approach’ under which segment information is presented on the
same basis as that used for internal reporting purposes. The Board as a whole will regularly review the
identified segments in order to allocate resources to the segment and to assess its performance.
During the period, the Company considers that it operated in only one segment, being mineral
exploration within Australia.
Segment assets are allocated to countries based on where the assets are located. All the assets are
located in Australia only.
16. CONTINGENT LIABILITIES
In the opinion of the Directors, the Company does not have any contingent liabilities as at 30 June
2017.
28
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
17.
FINANCIAL RISK MANAGEMENT
The Company’s principal financial instruments comprise receivables, payables, cash and short-term
deposits. The Company manages its exposure to key financial risks in accordance with the
Company’s financial risk management policy. The objective of the policy is to support the delivery
of the Company’s financial targets while protecting future financial security.
The main risks arising from the Company’s financial instruments are interest rate risk, credit risk
and liquidity risk. The Company does not speculate in the trading of derivative instruments. The
Company uses different methods to measure and manage different types of risks to which it is
exposed. These include monitoring levels of exposure to interest rates and assessments of market
forecasts for interest rates. Ageing analysis of and monitoring of receivables are undertaken to
manage credit risk, liquidity risk is monitored through the development of future rolling cash flow
forecasts.
The Board reviews and agrees policies for managing each of these risks as summarised below.
Primary responsibility for identification and control of financial risks rests with the Board. The Board
reviews and agrees policies for managing each of the risks identified below, including for interest
rate risk, credit allowances and cash flow forecast projections.
Details of the significant accounting policies and methods adopted, including the criteria for
recognition, the basis of measurement and the basis on which income and expenses are
recognised, in respect of each class of financial asset and financial liability are disclosed in note 1
to the financial statements.
17(a)
Interest rate risk
The Company’s exposure to risks of changes in market interest rates relates primarily to the
Company’s cash balances. The Company constantly analyses its interest rate exposure. Within this
analysis consideration is given to potential renewals of existing positions, alternative financing
positions and the mix of fixed and variable interest rates. As the Company has no interest-bearing
borrowings its exposure to interest rate movements is limited to the amount of interest income it can
potentially earn on surplus cash deposits. The following sensitivity analysis is based on the interest
rate risk exposures in existence at the reporting date.
At the reporting date, the Company had the following financial assets exposed to variable interest
rates that are not designated in cash flow hedges:
Financial Assets
Cash and cash equivalents (interest-bearing accounts)
$
353,485
353,485
29
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
The following sensitivity analysis is based on the interest rate risk exposures in existence at the
reporting date.
At the reporting date, if interest rates had moved as illustrated in the table below, with all other
variables held constant, post-tax profit and equity relating to financial assets of the Company would
have been affected as follows:
Estimates of reasonably possible movements:
Post tax profit – higher / (lower)
+0.5%
-0.5%
Equity – higher / (lower)
+0.5%
-0.5%
17(b) Liquidity Risk
$
461
(461)
461
(461)
The Company manages liquidity risk by monitoring immediate and forecast cash requirements and
ensuring adequate cash reserves are maintained.
17(c) Credit risk
Credit risk arises from the financial assets of the Company, which comprise deposits with banks
and trade and other receivables. The Company’s exposure to credit risk arises from potential default
of the counter party, with the maximum exposure equal to the carrying amount of these instruments.
The carrying amounts of financial assets included in the statement of financial position represents
the Company’s maximum exposure to credit risk in relation to those assets.
The Company does not hold any credit derivatives to offset its credit exposure. The Company trades
only with recognised, creditworthy third parties and as such collateral is not requested nor is it the
Company’s policy to securitise its trade and other receivables.
Receivable balances are monitored on an ongoing basis with the result that the Company does not
have a significant exposure to bad debts.
There are no significant concentrations of credit risk within the Company.
17(d) Capital Management Risk
Management controls the capital of the Company in order to maximise the return to shareholders
and ensure that the Company can fund its operations and continue as a going concern.
Management effectively manages the Company’s capital by assessing the Company’s financial
risks and adjusting its capital structure in response to changes in these risks and in the market.
These responses include the management of expenditure and debt levels and share and option
issues.
The Company has no external loan debt facilities other than trade payables. There have been no
changes in the strategy adopted by management to control capital of the Company since the prior
period.
30
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2017
17(e) Commodity Price and Foreign Currency Risk
The Company’s exposure to price and currency risk is minimal given the Company is still in the
exploration phase.
17(f) Fair Value
The methods of estimating fair value are outlined in the relevant notes to the financial statements. All
financial assets and liabilities recognised in the statement of financial position, whether they are carried
at cost or fair value, are recognised at amounts that represent a reasonable approximation of fair values
unless otherwise stated in the applicable notes.
18. EVENTS SUBSEQUENT TO THE REPORTING DATE
No matters or circumstances have arisen since the end of the financial period which significantly
affected, or may significantly affect, the operations of the Company, the results of those operations, or
the state of affairs of the Company in subsequent financial years, other than as outlined in the
Company’s review of operations which is contained in this Annual Report.
31
Bryah Resources Ltd
ACN: 616 795 245
Directors’ Declaration
The Directors of the Company declare that:
1.
the financial statements and notes set out on pages 16 to 31 are in accordance with the
Corporations Act 2001 including:
a.
b.
complying with Accounting Standards, the Corporations Regulations 2001 and other
mandatory professional reporting requirements, and
giving a true and fair view of the Company’s financial position as at 30 June 2017 and
of the performance for the period ended on that date, and;
2.
in the Directors’ opinion, there are reasonable grounds to believe that the Company will be
able to pay its debts as and when they become due and payable.
The Directors have been given the declarations pursuant to Section 295A of the Corporations Act
2001.
This declaration is made in accordance with a resolution of the Board of Directors.
NEIL MARSTON
DIRECTOR
Date: 4 October 2017
32
Bryah Resources Ltd
ACN: 616 795 245
33
Bryah Resources Ltd
ACN: 616 795 245
34
Bryah Resources Ltd
ACN: 616 795 245
35
Bryah Resources Ltd
ACN: 616 795 245
36
Bryah Resources Ltd
ACN: 616 795 245
37
Bryah Resources Ltd
ACN: 616 795 245
Schedule of Interests in Mining Tenements
As at 17 October 2017
PROJECT
TENEMENT
AREA
EQUITY
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
TOTAL
E52/3236
E52/3237
E52/3238
E52/3240
E52/3349
E52/3401
E52/3453
E52/3454
E52/3508
E52/3236
E51/843
E51/1396
E51/1534
E51/1576
E51/1685
E51/1694
E51/1695
P51/2634
P51/2635
P51/2636
P51/2566
P51/2567
MLA 51/878
44 blocks
14 blocks
12 blocks
9 blocks
70 blocks
43 blocks
40 blocks
8 blocks
4 blocks
18 blocks
1 block
8 blocks
10 blocks
15 blocks
14 blocks
2 blocks
171.85 ha
123.53 ha
175.16 ha
147.66 ha
111.66 ha
3,563.0 ha
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%1
100%1
100%1
100%1
100%1
100%1
100%1
100%1
100%1
100%1
100%1
100%1
100%1
ANNUAL
EXPENDITURE
COMMITMENT
$44,000
$20,000
$20,000
$20,000
$70,000
$43,000
$40,000
$20,000
$15,000
$70,000
$15,000
$20,000
$20,000
$20,000
$20,000
$15,000
$5,920
$4,480
$6,880
$4,960
$7,040
Application
$501,280
Note 1: Mineral Rights for all minerals except V/U/Co/Cr/Ti/Li/Ta/Mn & iron ore only.
Australian Vanadium Limited retains 100% rights in V/U/Co/Cr/Ti/Li/Ta/Mn & iron ore on the
Gabanintha Project.
38
Bryah Resources Ltd
ACN: 616 795 245
ASX Additional Information
Additional information required by the ASX Listing Rules not disclosed elsewhere in this Annual Report
is set out below. The information is current as at 17 October 2017.
1.
Distribution of Equity Securities
Analysis of numbers of equity security holders by size of holding:
Listed Shares,
Fully Paid Ordinary
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001+
Total
No of Holders
0
0
95
210
55
360
Number of shares
0
0
950,000
8,530,000
46,520,000
56,000,000
2.
Unmarketable Parcels
Listed 30 cent Options
expiring 31 October 2020
No of Holders Number of options
0
0
883,750
4,648,750
7,967,500
13,500,000
0
0
143
168
22
333
There were nil holders of less than a marketable parcel of ordinary shares.
3.
Restricted Securities
The Company has the following restricted securities on issue as at 17 October 2017:
- 15,300,000 fully paid ordinary shares escrowed for 24 months from 17 October 2017;
- 10,000,000 fully paid ordinary shares escrowed for 12 months from 9 February 2017;
- 1,450,000 fully paid ordinary shares escrowed for 12 months from 12 February 2017;
- 1,250,000 fully paid ordinary shares escrowed for 12 months from 21 February 2017;
- 1,000,000 listed options expiry 31/10/2020 @$0.30 escrowed for 24 months from 17 October 2017;
- 2,800,000 unlisted options expiry 30/04/20 @ $0.30 escrowed for 24 months from 17 October 2017;
- 1,450,000 unlisted options expiry 30/04/20 @$0.30 escrowed for 12 months from 12 February 2017;
- 1,250,000 unlisted options expiry 30/04/20 @ $0.30 escrowed for 12 months from 21 February 2017;
4.
Unquoted Securities
The Company has the following unquoted securities on issue as at 17 October 2017:
-
5,500,000 options exercisable at $0.30 on or before 30 April 2020.
5.
Substantial Shareholders
The Company has no substantial holders listed in the Company’s holding register at the as at 17
October 2017.
6.
Corporate Governance
The company’s corporate governance statement is located on its website at: bryah.com.au
7.
Use of Funds
Between the date of listing on ASX and the date of this report the Company has used the cash and
assets in a form readily convertible to cash that it had at the time of admission in a way consistent
with its business objectives and as set out in the Replacement Prospectus dated 3 May 2017.
39
Bryah Resources Ltd
ACN: 616 795 245
8.
Top 20 Shareholders
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
Name
Australian Vanadium Limited
Jalein Pty Ltd
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