ACN: 616 795 245
ANNUAL REPORT
30 JUNE 2018
For personal use only For personal use only 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 Financial Statements
Directors' Declaration
Auditor’s Independence Declaration
Independent Auditors’ Report
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3
4
22
23
24
25
26
43
44
45
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Corporate Directory
Directors
Stuart Hall (Non-executive Director)
Leslie Ingraham (Non-executive Director)
Neil Marston (Managing Director)
Company Secretary
Neil Marston
Registered Office & Principal Place of Business
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 08 9323 2000
08 9323 2033
Facsimile
Auditors
Greenwich & Co Audit Pty Ltd
Level 2, 35 Outram Street,
West Perth WA 6005
Solicitors
Steinepreis Paganin
Level 4, The Read Building,
16 Milligan Street,
Perth WA 6000
Securities Exchange Listing
Bryah Resources Limited shares (BYH) and options (30 cents/expiring 31 October 2020) (BYHO)
are quoted on the Australian Securities Exchange (ASX).
Competent Persons Statement
The information in this report that relates to Exploration Results is based on information compiled by Mr
Rohan Williams, who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Williams is an
employee of Bryah Resources Limited Rohan Williams 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’. Rohan Williams consents to the inclusion in this report of the
matters based on his information in the form and context in which it appears.
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Letter from the Chairman
On behalf of your Board of Directors, I have pleasure in presenting the 2018 Annual Report and
Financial Statements of Bryah Resources Limited for the year to 30 June 2018.
Over the period under report the Company successfully completed its Initial Public Offering (IPO)
with $5.0 million raised before costs and was then admitted to the Official List of ASX Limited in
October 2017. The Company is most appreciative of the support given to it during the IPO process
from shareholders, advisors and the managers of the offer.
Bryah Resources recorded a total comprehensive loss after tax of $745,666 for the period ended 30
June 2018. Capitalised expenditure on exploration, excluding tenement acquisition costs, was
$1,180,427 (2017: $311,526) during the financial year, with several major copper-gold exploration
activities being undertaken since listing. Drilling on our copper-gold exploration targets in the Bryah
Basin is underway and we look forward to reporting results in the coming weeks.
In early 2018, the Company made the significant decision to expand its exploration focus in the Bryah
Basin beyond copper-gold to manganese. Whilst high-grade manganese production from the Bryah
Basin, mainly in the 1940-1960’s, has been well documented, only limited exploration work has been
recorded to date. Globally, manganese is the fourth most used mineral commodity with demand
dominated by steel manufacturers, where over 90% of all manganese is used. Emerging new
applications for manganese in batteries and energy storage are seen as exciting opportunities that
have the potential to diversify and strengthen the manganese market in the years ahead.
Recent field work by the Bryah exploration team has established the potential for new zones of high-
grade manganese ore to be defined with shallow drilling, which the Company is due to commence
this year. The Company’s aim is to define sufficient manganese resources on our tenements so that
development of new manganese mining operations can be considered in the near term.
The Board of Bryah Resources Limited is committed to developing a self-sustaining resources
business.
I wish to thank shareholders for their loyalty and support throughout the period and extend my sincere
thanks to my fellow directors, all our employees and consultants for their contributions and efforts to
date. We look forward to some exciting developments in the year ahead.
Yours faithfully
Leslie Ingraham
Non-Executive Director
(Acting Chairman)
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ACN: 616 795 245
Directors’ Report
Your directors present their report on Bryah Resources Limited (“Bryah” or the “Company”)
for the year ended 30 June 2018.
Corporate Highlights
Corporate
Successfully completed Initial Public Offering, raising $5.0 million;
•
• Bryah Resources Limited admitted to the Official List of ASX in October 2017.
Bryah Basin – Copper-Gold
• Methodical exploration strategy undertaken for Volcanogenic Massive Sulphide
hosted copper-gold mineralisation involving wide spaced soil geochemistry, airborne
electromagnetic surveys, ground based electromagnetic surveys and ground
mapping to generate targets for drill testing;
Secured $150,000 in funding from the Western Australian Government under the
Exploration Incentive Scheme to drill test copper-gold exploration targets;
•
• Drilling programme commenced in August 2018.
Bryah Basin – Manganese
• Ground mapping and sampling identifies high-grade manganese in several previously
•
untested areas within the Company’s project area;
Follow-up sampling identifies significant high-grade manganese outcrops at Black Hill,
Black Caviar, Devils Hill and Brumby Creek Prospects;
• One-year option to purchase agreements secured over the historic Horseshoe South
Manganese mine and manganese mineral rights over 154 km2 of adjoining
tenements;
Gabanintha – Gold-Copper
• Mineral Rights agreement with Australian Vanadium Limited for precious and base
metals finalised in October 2017;
First drilling programme completed at Tumblegum South prospect in December 2017;
•
• High-grade gold-copper mineralisation intersected in several drill holes;
• Australian Vanadium Limited identify nickel and copper Mineral Resource with
potential to generate by-product revenue for Bryah from future mining operations.
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Review of Operations
Bryah Basin - Copper-Gold
The Company’s Bryah Basin Project covers 720km2 of highly prospective ground in central Western
Australia. The Bryah Basin is host to high-grade copper-gold deposits at Degrussa, Monty and
Horseshoe Lights. These copper-gold deposits are considered to originally be Volcanogenic Massive
Sulphide (VMS) systems. Importantly VMS systems globally are known to occur in clusters therefore
the Bryah Basin is considered to be highly prospective for further VMS copper-gold systems to be
discovered through the application of the latest exploration techniques and deeper drilling.
Figure 1 – Bryah Basin Tenement Location Map
Since the formation of the Company in early 2017, exploration efforts have been focused on
generating exploration targets for drill testing. A number of exploration programmes have been
completed as part of the target generation process. These activities have included:
•
a detailed airborne magnetometer and radiometric survey of approximately 16,000 line
kilometres flown in March/April 2017. The survey provided the Company with an impressive
dataset which has been merged with existing aeromagnetic survey data and used to create a
set of interpreted regional geology maps;
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•
•
•
•
interpretation from the
ground reconnaissance mapping to confirm the geological
aeromagnetic survey;
a ground geochemistry survey on a broad scale (500m x 500m) using ultra low-level multi-
element and hyper-spectral analysis;
a helicopter-borne Versatile Time-Domain Electromagnetic (VTEM™ Max) geophysical survey
involved 1,860 line-kilometres over five areas totalling approximately 325km2, and
a ground Moving Loop Electromagnetic (MLEM) geophysical survey over 6 locations to better
define the depth and orientation of selected anomalies detected by the VTEM™ Max survey.
As a consequence of this exploration work, 6 anomalies have been identified to date that warrant
drill testing. These targets are shown on Figure 2 and drilling commenced at the Jupiter EM anomaly
in August 2018 (see Plate 1).
Drilling at Jupiter and Mars is being co-funded with up to $150,000 from the Western Australian
State Government under its Exploration Incentive Scheme.
Plate 1 – Drilling at the Jupiter Prospect
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Figure 2 – Bryah Basin Tenements and Geology Map showing EM anomalies
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Bryah Basin - Manganese
During the year, the Company announced the broadening of its exploration activities to also target
manganese. The Bryah Basin is well known for hosting a number of historical manganese mining
areas. Manganese mining activities are known to have occurred during the period 1948 – 1967 with
manganese production grades above 40% Manganese reported.
Manganese exploration commenced in March 2018 with reconnaissance sampling and mapping of
Bryah’s tenements by Company personnel. Numerous rock chip samples were collected from
previously mined areas as well as new and/or under-explored locations. Laboratory assays for rock
chip samples collected from numerous locations, including Black Hill, Black Caviar, Devils Hill
Mudderwearie and Brumby Creek (see Figures 3 and 4) have been received with the best rock chip
assays reported this year being:
Black Hill Prospect - 52.1%, 49.5% and 48.2% Mn;
Black Caviar Prospect- 49.1%, 48.5% and 44.1% Mn;
Brumby Creek Prospect - 5 samples assayed above 40% Mn, including a value of 48.5% Mn;
•
•
•
• Mudderwearie Mine - 50.9% and 47.7% Mn, and
•
Devils Hill Prospect - 42.1% and 41.0% Mn.
The assay results from the mapping and sampling programme on the Company’s 100% owned
tenements confirm the presence of in-situ high-grade manganese at several locations which will be
the focus of follow-up exploration, including drilling.
As part of the manganese exploration strategy, the Company announced in May 2018 that it had
executed exclusive 1 year option agreements to purchase the mining lease covering the historic
Horseshoe South Manganese Mine as well as the rights to prospect, explore, mine and develop
manganese ore (“Manganese Rights”) covering a total of 154km2 of ground (see Figure 2).
The Horseshoe Formation is the main manganese producing region within the Bryah Basin, with
production dominated by the Horseshoe South Mine, and a satellite deposit at the Horseshoe North
Mine which is located on E52/1860. The Horseshoe South Manganese mine was last operated from
2008 to 2011 by Process Minerals International Pty Ltd, a subsidiary of ASX-listed Mineral Resources
Limited.
Rock chip sampling on the Horseshoe South mining lease recorded assays of up to 48.8% Mn (see
Figure 3), highlighting the potential for additional mineral resources to be established by additional
exploration work.
Several stockpiles of coarse and fine manganiferous material remain on site within M52/806 (see
Plate 2). The coarse stockpile has been reported to be 65,000m3 in volume and the fine stockpiles
are reported as approximately 150,000m3 in total volume.
The Company has been undertaking ore sorting and other testwork on samples collected from the
stockpiles to establish whether the stockpiles can be upgraded to produce a saleable product. The
Company has engaged a consultant who has extensive experience in modern ore sorting technology
to supervise this testwork.
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Figure 3 – Northern Bryah Basin Tenements and Manganese samples
Figure 4 – Southern Bryah Basin Tenements and Manganese samples
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Plate 2 – Horseshoe South Manganese Mine showing some of the manganiferous stockpiles
On ground approximately 1 km south of the Horseshoe South Manganese Mine, private operators
have been using mobile crushing and screening equipment to produce high-grade manganese ore
from a shallow open cut mine commenced in late 2017, demonstrating that manganese mining
operations can be successfully undertaken. The Company’s strategy therefore, is to identify
manganese resources within the Horseshoe South Manganese Mine mining lease and on the
adjoining exploration licences sufficient enough to establish low-cost mining operations in the near
term.
Drilling activities on high priority manganese target areas will commence in 2018.
Gabanintha Project
During the year, Bryah secured the rights to all minerals except Vanadium/Uranium/Cobalt/
Chromium/Titanium/Lithium/Tantalum/Manganese & Iron Ore (Excluded Minerals) over a 202 km2
project area at Gabanintha, approximately 40km south of Meekatharra, Western Australia.
Australian Vanadium Limited (AVL) retains 100% rights in the Excluded Minerals on the project.
A total of 26 RC drill holes for 2,484 metres were completed in the Company’s initial drilling
programme at the Tumblegum South Prospect (see Figure 5) in December 2017. Best intercepts
recorded from the drilling are tabled overleaf and shown in Figure 6.
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Figure 5 – Gabanintha Location Map
The mineralised zones at Tumblegum South are characterised by very tightly controlled ductile shear
zones consisting of moderate to intense chlorite, phlogopite (biotite), talc alteration zones and
lesser silica and sericite with quartz-carbonate (± pyrite ± chalcopyrite) veining. Drilling results
indicate that mineralised zones intersected are generally open along strike and/or down dip and
that extensional drilling is warranted to further test the mineralised lenses.
Some holes warrant extension in a follow-up programme, with extension of BGRC006 being a high
priority to test below the mineralisation intersected in BGRC005 and BGRC015 (see Figure 7).
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Hole ID
Northing
mN
Easting
mE
BGRC002
BGRC003
BGRC005
including
BGRC008
7019951
7020001
7019900
663768
663720
663739
7019733
663553
BGRC009
including
BGRC015
including
BGRC020
7019698
663573
7019899
663712
7019694
663632
482
RL
325o/-60o
480
480
482
Total
Depth
(m)
114
54
114
Azimuth &
Dip
(planned)
270o/-60o
270o/-60o
270o/-60o
Tumblegum South – Significant Drilling Results
Depth
To
(m)
103
10
89
88
20
33
37
40
46
54
48
72
48
48
77
87
Depth
From
(m)
102
8
84
87
13
31
36
39
45
47
47
71
46
47
74
85
270o/-60o
325o/-60o
270o/-60o
482
483
481
72
72
72
90
Interval
Width
(m)
1
2
5
1
7
2
1
1
1
7*
1
1
2
1
3
2
Gold
g/t
3.17
4.19
3.56
9.57
3.36
3.70
0.70
0.75
4.21
3.28
16.72
0.63
18.13
32.18
3.53
1.24
Cu
%
3.98%
1.38%
0.55%
0.88%
0.12%
0.04%
0.04%
0.07%
0.81%
0.13%
0.07%
0.11%
0.36%
0.44%
0.27%
0.16%
Notes:
Interval widths are measured down hole and may not represent true width of mineralisation
* includes up to 3 metres of internal dilution
Figure 6 – Tumblegum South Drill Hole Location Plan
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Figure 7 – Section A
Australian Vanadium Limited recently reported a maiden nickel and copper Mineral Resource
estimate for the Gabanintha Vanadium deposit (released by AVL to ASX on 5 July 2018). An Inferred
Mineral Resource of 12.5Mt containing, inter alia, 659ppm nickel and 222ppm copper was reported
by AVL.
The base metal sulphide Mineral Resource is considered by AVL to be potentially economically
recoverable following recent metallurgical testwork. AVL reports that the base metal sulphide
mineralisation has consistently reported to the non-magnetic fraction during the separation of the
vanadium bearing magnetite. This has effectively delivered a sulphide by-product for further
concentration by flotation.
AVL is presently undertaking a Preliminary Feasibility Study on development of their vanadium
deposit.
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Directors
The names of the directors in office during or since the end of the financial year and up to the date of this
report are as follows. Directors were in office for this entire period unless otherwise stated.
Mr Stuart John Hall
Mr Leslie James Ingraham
Mr Neil Andrew Marston
Mr Geoffrey Stuart Crow
(Non-executive Director)
(Non-executive Director) (appointed 15 November 2017)
(Managing Director)
(Non-executive Chairman) (resigned 15 November 2017)
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:
Stuart John Hall B.SC Hons, FAusIMM FGS
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.
During the past three years, Mr Hall was not a director of any other ASX listed companies.
Leslie James Ingraham
Mr Ingraham has been in private business for over 25 years and is an experienced mineral prospector and
professional investor. He has successfully worked as a consultant for both private companies and companies
listed on the ASX. Core competencies include capital raising and shareholder liaison.
During the past three years, Mr Ingraham was also a director of ASX listed company Australian Vanadium
Limited.
Neil Andrew Marston B.Com FGIA FCIS MAICD
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.
During the past three years, Mr Marston was also a director of ASX listed company Horseshoe Metals Limited
(resigned 13 October 2015).
Geoffrey Stuart Crow
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.
During the past three years, Mr Crow was also a director of ASX listed companies TNG Limited (resigned 31
May 2018), Todd River Resources Limited and Lake Resources N.L.
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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
Stuart Hall
Leslie Ingraham
Neil Marston
Geoffrey Crow
5
3
5
1
5
3
5
1
Operating and Financial Review
A Review of Operations is contained in the Directors’ Report.
The loss of the Company for the financial year after providing for income tax amounted to $745,666 (2017:
($178,526)). The Company’s net assets as at 30 June 2018 were $5,611,334 (2017: $1,170,015).
At 30 June 2018, the Company had cash reserves of $2,503,789 (2017: $353,485). The net assets of the
Group have increased by $4,441,319. The increase is largely due to the following factors:
•
•
•
•
the issue of 25,000,000 shares at 20 cents per share, raising $5,000,000 before costs;
exploration and evaluation of the Gabanintha and Bryah Basin Projects;
incurring overheads and running costs consistent with operating a listed company; and
remuneration of key management personnel essential to the continued success of the Company.
Changes in State of Affairs
The Company was registered on 13 January 2017 and was admitted to the Official List of ASX Limited on
Friday, 13 October 2017. Official quotation of the Company’s ordinary fully paid shares and quoted options
commenced on Tuesday, 17 October 2017.
Principal Activities
The principal activities of the Company during the period was the commencement of exploration on the Bryah
Basin and Gabanintha Projects.
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.
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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.
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.
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 performance 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.
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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.
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.
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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 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.
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 listed 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.
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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
Directors
Period
Salary &
Fees
$
Super-
annuation
$
27,000
-
62,498
-
-
-
-
-
180,000
17,100
Options
Total
$
-
12,650
-
-
-
$
27,000
12,650
62,498
-
197,100
-
10,000
-
-
-
-
25,300
25,300
-
25,300
10,000
25,300
279,498
17,100
-
296,598
-
-
63,250
63,250
Performance
based
remuneration
%
%
-
100
-
-
-
100
-
100
-
100
Stuart Hall1
Leslie Ingraham
Neil Marston2
Geoffrey Crow3
Total Key
Management
Personnel
2018
2017
2018
2017
2018
2017
2018
2017
2018
2017
1 Mr Hall was granted 500,000 incentive options on 10 February 2017.
2 Mr Marston was granted 1,000,000 incentive options on 10 February 2017.
3 Mr Crow 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.
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.
19
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Compensation options granted to Key Management Personnel
No incentive options were granted during the year ended 30 June 2018.
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 year.
Compensation options lapsed during the period
No options previously issued to Key Management Personnel lapsed during the year.
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
2018
Number
vested and
exercisable
Directors
Stuart Hall
550,000
Leslie
Ingraham
-
Neil Marston
1,000,000
Geoffrey
Crow
1,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
550,000
550,000
150,000
150,000
150,000
125,000
1,125,000
1,125,000
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
2018
Directors
Stuart Hall
100,000
Leslie
Ingraham
5,000,000
Neil Marston
5,000,000
Geoffrey
Crow
-
-
-
-
-
-
-
-
-
-
300,000
450,000
-
-
-
-
-
100,000
5,300,000
5,450,000
-
20
For personal use only 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
was successfully admitted to the Official List. Following the successful listing of the Company, TMS was paid
a one-off lump sum management fee of $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, and
13,500,000 listed options (ASX:BYHO) expiring 31 October 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 year Greenwich & Co Audit Pty Ltd did not provide any non-audit services.
Auditor’s Independence Declaration
A copy of the auditor’s independence declaration is set out on page 44.
Signed in accordance with a resolution of the Board of Directors:
NEIL MARSTON
Director
29 September 2018
21
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Statement of Profit or Loss and Other Comprehensive Income
For the period ended 30 June 2018
Income
Stock exchange and registry expenses
Legal expenses
Travel and accommodation expenses
Directors' fees and benefits expenses
Other corporate and administration expenses
Loss before income tax expense
Income tax expense
Net loss for period
Other Comprehensive Income
Note
2(a)
16
2(b)
3
2018
$
33,129
(42,547)
(23,370)
(26,152)
(296,598)
(390,128)
2017
$
230
(4,655)
(5,683)
(11,025)
(63,250)
(94,143)
(745,666)
(178,526)
-
-
(745,666)
(178,526)
Other Comprehensive Income for the period, net of tax
-
-
Total comprehensive loss attributable to members
of Bryah Resources Limited
(745,666)
(178,526)
Basic and diluted loss per share
5
Cents
(1.55)
Cents
(0.72)
The accompanying notes form part of these financial statements.
22
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Statement of Financial Position
as at 30 June 2018
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Plant and equipment
Exploration and evaluation assets
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Other liabilities
Provisions
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued Capital
Reserves
Accumulated losses
TOTAL EQUITY
Note
2018
$
2017
$
6
7
8
9
10
11
12
13
14
2,503,789
57,510
2,561,299
353,485
34,305
387,790
157,038
-
3,196,913
1,271,526
3,353,951
1,271,526
5,915,250
1,659,316
280,908
2,000
21,008
303,916
303,916
159,301
330,000
-
489,301
489,301
5,611,334
1,170,015
6,365,376
1,285,291
170,150
63,250
(924,192)
(178,526)
5,611,334
1,170,015
The accompanying notes form part of these financial statements.
23
For personal use only
Bryah Resources Ltd
ACN: 616 795 245
Statement of Changes in Equity
For the period ended 30 June 2018
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 9)
Issued
Capital
$
Reserves Accumulated
$
Losses
$
Total
$
-
-
-
-
-
-
-
(178,526)
(178,526)
(178,526)
(178,526)
602,000
960,000
-
-
-
-
-
-
602,000
960,000
63,250
(276,709)
Options issued as incentives
-
63,250
Capital raising costs
(276,709)
-
Balance as at 30 June 2017
1,285,291
63,250
(178,526)
1,170,015
Comprehensive income
Loss for the year
Total Comprehensive Income
-
-
Transactions with owners, in their
capacity as owners
Ordinary shares issued for cash
5,000,000
Shares issued as consideration for
tenements (Note 9)
Securities issued as consideration
620,000
50,024
-
-
-
Options issued as incentives
10
106,900
Capital raising costs
(589,949)
-
(745,666)
(745,666)
(745,666)
(745,666)
-
5,000,000
620,000
50,024
106,910
(589,949)
-
-
-
Balance as at 30 June 2018
6,365,376
170,150
(924,192)
5,611,334
The accompanying notes form part of these financial statements.
24
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Statement of Cash Flows
For the period ended 30 June 2018
Cash flows used in operating activities
Payments to suppliers and employees
Interest received
Note
2018
$
2017
$
(748,331)
(94,835)
27,329
230
Net Cash used in operating activities
6
(721,003)
(94,605)
Cash flows used in investing activities
Payments for exploration of mining interests
Payment for plant and equipment
Net Cashflows used in investing activities
Cash flows provided by financing activities
(1,253,142)
(238,398)
(103,339)
-
(1,356,481)
(238,398)
Net proceeds from issue of securities
4,740,034
Share application funds held in trust
11
2,000
602,000
330,000
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
(514,246)
(245,512)
4,227,788
686,488
2,150,304
353,485
353,485
-
Cash at end of the financial period
6
2,503,789
353,485
The accompanying notes form part of these financial statements.
25
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
1.
These financial statements and notes represent those of Bryah Resources Limited for the period ended 30
June 2018.
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) New accounting standards and interpretations
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June
2018 reporting period and have not been early adopted by the Company. The Company’s assessment of the
impact of these new standards and interpretations is set out below. New standards and interpretations not
mentioned are considered unlikely to impact on the financial reporting of the Company.
AASB 9 Financial Instruments (applicable for annual reporting periods commencing on or after 1
January 2018).
AASB 9 addresses the classification, measurement and derecognition of financial assets and financial
liabilities, introduces new rules for hedge accounting and a new impairment model for financial assets. AASB
9 is effective for annual periods beginning on or after 1 January 2018, with early application permitted. Except
for hedge accounting, retrospective application is required but providing comparative information is not
compulsory. For hedge accounting, the requirements are generally applied prospectively, with some limited
exceptions.
The Company plans to adopt the new standard on the required effective date and will not restate comparative
information. Based on the Company’s current operations and financial assets and liabilities currently held, the
Company does not anticipate any material impact on the financial statements upon adoption of this standard.
The Company does not presently engage in hedge accounting.
AASB 15 Revenue from Contracts with Customers (applicable for annual reporting periods
commencing on or after 1 January 2018).
AASB 15 will replace AASB 118 which covers revenue arising from the sale of goods and the rendering of
services and AASB 111 which covers construction contracts. The new standard is based on the principle that
revenue is recognised when control of a good or service transfers to a customer and establishes a five-step
model to account for revenue arising from contracts with customers. The standard permits either a full
retrospective or a modified retrospective approach for the adoption.
The Company plans to adopt the new standard on the required effective date using the full retrospective
method. There will be no material impact on the Company’s financial position or performance from the adoption
of this new standard.
26
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
AASB 16 Leases (applicable for annual reporting periods commencing on or after 1 January 2019).
AASB 16 was issued in February 2016. It will result in almost all leases being recognised on the statement of
financial position, as the distinction between operating and finance leases is removed. Under the new standard,
an asset (the right to use the leased item) and a financial liability to pay rentals are recognised. The only
exceptions are short-term and low-value leases.
The accounting for lessors will not significantly change. The Company plans to adopt the new standard on the
required effective date. The Company continues to assess the potential impact of AASB 16 on its consolidated
financial statements.
1(c) Statement of Compliance
The financial report was authorised for issue on 29 September 2018.
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(d) 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(e)
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(f) 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(g)
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 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.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of 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
27
For personal use only
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
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.
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. No deferred tax is recognised in the current period for the carried forward
losses as the Company considers there will be no taxable profit to offset the brought forward tax losses in
future.
1(h) 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.
1(i) Plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses.
Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:
Plant and equipment
Motor vehicles
-
-
5 to 10 years
8 years
The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate,
at each financial year end.
28
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
(i)
Impairment
The carrying values of property, plant and equipment are reviewed for impairment at each reporting date, with
recoverable amount being estimated when events or changes in circumstances indicate that the carrying value
may be impaired.
The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in use.
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.
For an asset that does not generate largely independent cash inflows, recoverable amount is determined for
the cash-generating unit to which the asset belongs, unless the asset’s value in use can be estimated to be
close to its fair value.
An impairment exists when the carrying value of an asset or cash-generating units exceeds its estimated
recoverable amount. The asset or cash-generating unit is then written down to its recoverable amount.
Impairment losses are recognised in the statement of profit or loss and other comprehensive income.
(ii)
Derecognition and disposal
An item of plant and equipment is derecognised upon disposal or when no further future economic benefits
are expected from its use or disposal.
Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in the statement of profit or loss and other
comprehensive income in the year the asset is derecognised.
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.
29
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
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 non-financial 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 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) Leases
Leases where a significant portion of the risks and rewards of ownership are not transferred to the Company
as lessee are classified as operating leases (Note 15(b)).
Payments made under operating leases (net of any incentives received from the lessor) are charged to profit
or loss on a straight-line basis over the period of the lease.
30
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
1(n)
Employee benefits
Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be settled
within 12 months of the reporting date are recognised in other payables in respect of employees’ services up
to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled.
1(o) 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)
(ii)
the extent to which the vesting period has expired, and
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, 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.
31
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
1(p)
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(q)
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(r)
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.
1(s) Significant Accounting Estimates and Judgments
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(t)
Comparative figures
The Company was incorporated on 13 January 2017. As the period to 30 June 2017 was the Company’s first
reporting period, caution should be applied when analysing comparative figures between the 30 June 2017
and 30 June 2018 reporting periods.
32
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
2.
REVENUE AND EXPENSES
2(a)
Income
Interest received
2(b) Other Expenses
Salaries and wages
Superannuation
Rental and office facility expenses
Investor relations expenses
Auditor's fees
Other corporate and administration expenses
2018
$
2017
$
33,129
33,129
110,171
8,470
50,350
143,912
20,000
60,563
393,466
230
230
-
-
-
49,126
2,009
43,008
94,143
3.
INCOME TAX
Income tax expense
3(a)
Major components of income tax expense for the year ended 30 June 2018 are:
Income statement
Current income
Current income tax charge (benefit)
Current income tax not recognised
Deferred income tax
(591,068)
591,068
(143,797)
143,797
Relating to origination and reversal of temporary differences
Deferred tax benefit not recognised
365,826
(365,826)
107,796
(107,796)
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 2018 is as follows:
-
Accounting profit (loss) before tax from continuing operations
Accounting profit (loss) before income tax
At the statutory income tax rate of 27.5% (2017: 27.5%)
Add:
Share Based Payments
Temporary differences and losses not recognised
Less:
Tax amortisation of capital raising costs
At effective income tax rate of 0% (2017: 0%)
33
(745,666)
(745,666)
(205,058)
1,468
251,256
(178,526)
(178,526)
(49,095)
17,394
46,782
(47,666)
(15,081)
-
-
For personal use only
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
Deferred tax assets/(liabilities)
3(b)
Deferred tax assets/(liabilities) have not been recognised in
respect of the following items
Liabilities
Receivables
Capitalised exploration expenditure
Assets:
Trade and other payables
Provisions
Business related costs
Tax Losses
2018
$
2017
$
(1,595)
(445,111)
(446,706)
7,962
5,777
184,763
721,825
920,327
-
(84,344)
(84,344)
-
-
60,326
131,814
192,140
473,622
107,796
The tax losses do not expire under current legislation. Deferred tax assets have not been recognised in
respect of these items because it is not probable that future taxable profit will be available against which
the Company can utilise the benefits.
4.
AUDITORS’ REMUNERATION
Amounts paid or due and payable to Greenwich & Co Audit
Pty Ltd for:
-audit or review services
-Investigating accounts report
5.
EARNINGS 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
6.
CASH AND CASH EQUIVALENTS
Cash at bank
Short term deposits
34
20,000
-
20,000
11,000
7,000
18,000
(Cents)
(1.55)
(Cents)
(0.72)
(745,666)
(178,526)
No.
No.
48,152,370
24,821,429
196,315
2,307,474
2,503,789
353,485
-
353,485
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
2018
$
2017
$
Cash at bank includes $2,000 held in trust (Note 11), which therefore is restricted cash.
Short term deposits earn interest at market rates fixed at the time of the contract.
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
Depreciation
Share based payments (Directors options)
Changes in operating assets and liabilities
(745,666)
(178,526)
8,252
-
-
63,250
(Increase)/decrease in trade and other receivables
(23,205)
(34,305)
Increase/(decrease) in trade and other payables relating to
operating activities
Increase/(decrease) in provisions
18,608
21,008
54,976
-
Net cash flows used in operating activities
(721,003)
(94,605)
7.
TRADE AND OTHER RECEIVABLES
Current
Interest receivable
GST receivable
8.
PLANT AND EQUIPMENT
Plant and Equipment
At Cost
Accumulated Depreciation
5,800
51,710
57,510
-
34,305
34,305
165,290
(8,252)
157,038
-
-
-
8(a) Movements in carrying amounts
Movements in the carrying amounts for each class of plant and equipment during the financial year:
Balance at 1 July 2017
Additions
Depreciation Expense
Balance at 30 June 2018
Plant &
Equipment
-
165,290
(8,252)
157,038
Total
-
165,290
(8,252)
157,038
35
For personal use only
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
Note
2018
$
2017
$
9.
EXPLORATION AND EVALUATION ASSET
Balance as at 1 July 2017
1,271,526
-
Mineral Rights and Tenements acquired from vendors via
issue of ordinary shares
Mineral Rights and Tenements acquired from vendors for
cash consideration
Other tenement acquisition costs
Cost incurred during the period
Balance as at 30 June 2018
13(b)
620,000
960,000
40,000
84,960
1,180,427
3,196,913
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.
10.
TRADE AND OTHER PAYABLES
Current
Trade payables
Other payables and accruals
181,392
99,516
280,908
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.
11. OTHER LIABILITIES
Current
Share application funds held in trust
12.
PROVISIONS
Current
Employee entitlements
2,000
2,000
330,000
330,000
21,008
21,008
-
-
13.
ISSUED CAPITAL
13(a) Share capital
Ordinary Shares – fully paid
Share issue costs written off against issued capital
7,232,034
(866,658)
6,365,376
1,562,000
(276,709)
1,285,291
36
For personal use only
Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
13(b) Movements in ordinary share capital
Ordinary shares – fully paid
2018
Number
2018
$
2017
Number
2017
$
Balance at beginning of year
28,000,000
1,562,000
-
-
Issue of shares for cash
25,000,000
5,000,000
16,000,000
602,000
Issue of shares as payment for
tenements (Note 9)
Issue of listed options for cash
Issue of ordinary shares in lieu of cash
consideration
3,100,000
620,000
12,000,000
960,000
-
10
250,120
50,024
-
-
-
-
Balance at end of period
56,350,120
7,232,034
28,000,000
1,562,000
13(c) Terms and conditions of issued capital
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.
13(d) Share Options
As at 30 June 2018, 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, 3.0 million were issued as free attaching options and 2.5 million options were issued to
directors as incentive options (Note 14)
• 13,500,000 listed options expiring 31 October 2020 at an exercise price of 30 cents each. Of these
options, 12.5 million were issued as free attaching options under the Initial Public Offering (Offer)
completed by the Company in October 2017 and 1.0 million were issued to Argonaut Investments
Pty Ltd pursuant to their appointment as lead manager to the Offer at $0.00001 per option.
14.
RESERVES
Share-based payment reserve
Opening balance
Share-based payments expense
2018
$
2017
$
63,250
106,900
170,150
-
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.
37
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
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:
$0.08
$0.30
90%
2%
30 April 2020
On 11 October 2017, a total of 1,000,000 listed options were issued to Argonaut Investments Pty Ltd
pursuant to their appointment as lead manager to the Offer at $0.00001 per option. 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:
$0.20
$0.30
90%
2%
31 October 2020
15.
COMMITMENTS
15(a) Exploration Commitments
2018
$
2017
$
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
391,980
656,280
292,000
890,000
1,048,260
1,182,000
15(b) Operating Lease Commitments
Minimum lease payments payable for non-cancellable operating leases contracted for but not recognised in
the financial statements:
Payable
-
-
no later than 1 year
between 1 and 5 years
46,370
31,727
78,097
-
-
The non-cancellable sub-lease is for office premises. The office premises are leased by the head lessee
until 28 February 2020, with sub-lease rental payments payable, monthly in arrears.
38
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
16.
KEY MANAGEMENT PERSONNEL DISCLOSURES
16(a) Compensation of Key Management Personnel
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
279,498
17,100
-
296,598
-
-
63,250
63,250
16(b) Loans and Other Transactions with Key Management Personnel
There were no loans to key management personnel or their related entities during the financial year.
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 was successfully admitted to the Official List. Upon successful listing of the Company, TMS was
paid a one-off lump sum management fee of $50,000 (plus GST).
17.
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 year, the Company considers that it operated in only one segment, being mineral exploration
within Australia. All the assets are located in Australia only.
18.
CONTINGENT LIABILITIES
In the opinion of the Directors, the Company does not have any contingent liabilities as at 30 June 2018.
39
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
19.
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.
19(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.
2018
$
2017
$
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)
2,503,789
2,503,789
353,485
353,485
40
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
2018
$
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%
19(b) Liquidity Risk
7,061
(7,061)
7,061
(7,061)
461
(461)
461
(461)
The Company manages liquidity risk by monitoring immediate and forecast cash requirements and ensuring
adequate cash reserves are maintained.
19(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.
All surplus cash holdings within the Company are currently invested with mainstream Australian financial
institutions.
41
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Notes to the Financial Statements
For the period ended 30 June 2018
19(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.
19(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.
19(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.
20.
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.
42
For personal use only
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 22 to 42 are in accordance with the
Corporations Act 2001 including:
a.
b.
complying with Australian 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 2018 and of
the performance for the period ended on that date, and;
2.
3.
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.
A statement that the attached financial statements are in compliance with International Financial
Reporting Standards has been included in the notes to the financial statements.
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: 29 September 2018
43
For personal use only 44
For personal use only 45
For personal use only 46
For personal use only 47
For personal use only 48
For personal use only Bryah Resources Ltd
ACN: 616 795 245
Schedule of Interests in Mining Tenements
As at 20 September 2018
PROJECT
TENEMENT
AREA
EQUITY
ANNUAL
EXPENDITURE
COMMITMENT
E52/3014
E52/3236
E52/3237
E52/3238
E52/3240
E52/3349
E52/3401
E52/3453
E52/3454
E52/3508
P52/1527
M52/806
M52/1068
E52/1557
E52/1860
E52/3236
E51/843
E51/1396
E51/1534
E51/1576
E51/1685
E51/1694
E51/1695
P51/2634
P51/2566
P51/2567
MLA 51/878
1 block
44 blocks
14 blocks
12 blocks
9 blocks
70 blocks
43 blocks
40 blocks
8 blocks
4 blocks
156.47 ha
316.15 ha
1,819.97 ha
16 blocks
35 blocks
18 blocks
1 block
8 blocks
10 blocks
15 blocks
14 blocks
2 blocks
171.85 ha
147.66 ha
111.66 ha
3,563.0 ha
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0%1
0%2
0%2
0%2
100%3
100%3
100%3
100%3
100%3
100%3
100%3
100%3
100%3
100%3
100%3
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Bryah Basin
Sub-total
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Gabanintha
Sub-total
TOTAL
$10,000
$66,000
$30,000
$30,000
$30,000
$70,000
$43,000
$40,000
$20,000
$15,000
$6,280
$31,700
N/A
N/A
N/A
$391,980
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Application
Nil
$391,980
Note 1: Bryah holds a one year option to purchase Mining Lease M52/806, which expires on 23 July 2019. Bryah
is required to meet expenditure commitments during the option period.
Note 2: Bryah holds a one year option to purchase the mineral rights to prospect, explore, mine and develop
manganese ore only, which expires on 1 June 2019. Annual expenditure commitment obligations remain
with the primary tenement holder.
Note 3: 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. Annual expenditure commitment obligations remain with Australian Vanadium Limited.
49
For personal use only 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 20 September 2018.
Distribution of Equity Securities
Analysis of numbers of equity security holders by size of holding:
Range
No of Holders
Number of shares
Listed Shares,
Fully Paid Ordinary
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001+
Total
6
21
76
177
52
332
Unmarketable Parcels
1,274
82,578
709,976
8,065,304
47,490,988
56,350,120
Listed 30 cent Options
expiring 31 October 2020
No of Holders Number of options
0
85
32
125
23
265
0
419,500
271,250
3,721,250
9,088,000
13,500,000
There were 22 holders of less than a marketable parcel of ordinary shares.
Restricted Securities
The Company has the following restricted securities on issue as at 20 September 2018:
- 15,300,000 fully paid ordinary shares escrowed for 24 months from 17 October 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;
Unquoted Securities
The Company has the following unquoted securities on issue as at 20 September 2018:
- 5,500,000 options exercisable at $0.30 on or before 30 April 2020.
Substantial Shareholders
The Company has the following substantial holders as at 20 September 2018:
Shareholder
Australian Vanadium Limited
Woolmaton Pty Ltd
Pet FC Pty Ltd
Neil Andrew Marston
Leslie James Ingraham
Corporate Governance
Number of
shares
7,500,000
6,291,500
5,960,000
5,450,000
5,300,000
The company’s corporate governance statement is located on its website at: bryah.com.au
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.
50
For personal use only Bryah Resources Ltd
ACN: 616 795 245
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
Pet FC Pty Ltd
Woolmaton Pty Ltd
Sunemar Pty Ltd
Australian Vanadium Limited
Mrs Pauline Ann Vukelic
Faustus Nominees Pty Ltd
Kimbriki Nominees Pty Ltd
Woolmaton Pty Ltd
Peter Tsimilas
Paul Vukelic Pty Ltd
Pet FC Pty Ltd
Sunarp Pty Ltd
JCO Investments Pty Ltd
Argonaut Equity Partners Pty Limited
Loktor Holdings Pty Ltd
Mr Paul Gregory Brown + Mrs Jessica Oriwia Brown
HSBC Custody Nominees (Australia) Limited
Sunemar Pty Ltd
Total
Total Remaining Holders Balance
Top 20 Listed Optionholders
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
Name
Australian Vanadium Limited
Argonaut Investments Pty Limited
Mrs Pauline Ann Vukelic
Faustus Nominees Pty Ltd
Kimbriki Nominees Pty Ltd
Gazump Resources Pty Ltd
Paul Vukelic Pty Ltd
Peter Tsimilas
Mr Noel David McEvoy
Thornbush Corporation Limited
Penguinesque Projects Pty Ltd
Pet FC Pty Ltd
Mr Mark Andrew Tkocz
Jolyn Investments Pty Ltd
Niltac Super Pty Ltd
Argonaut Equity Partners Pty Ltd
Bond Street Custodians Limited
Ladyman Super Pty Ltd
Mr Sean Robert Muffet
Nutsville Pty Ltd
Total
Total Remaining Holders Balance
51
Number of
Shares
5,000,000
5,000,000
5,000,000
5,000,000
4,800,000
2,500,000
2,000,000
1,915,000
1,800,000
1,291,500
1,140,000
1,000,000
910,000
620,000
600,000
500,000
500,000
500,000
490,000
450,000
41,016,500
15,333,620
Number of
Listed
Options
1,250,000
1,000,000
1,000,000
900,000
750,000
625,500
500,000
437,500
300,000
300,000
262,500
250,000
212,500
150,000
150,000
125,000
125,000
125,000
125,000
125,000
8,713,000
4,787,000
% of
Shares
8.87%
8.87%
8.87%
8.87%
8.52%
4.44%
3.55%
3.40%
3.19%
2.29%
2.02%
1.77%
1.61%
1.10%
1.06%
0.89%
0.89%
0.89%
0.87%
0.80%
72.79%
27.21%
% of
Listed
Options
9.26%
7.41%
7.41%
6.67%
5.56%
4.63%
3.70%
3.24%
2.22%
2.22%
1.94%
1.85%
1.57%
1.11%
1.11%
0.93%
0.93%
0.93%
0.93%
0.93%
64.54%
35.46%
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52
For personal use only For personal use only For personal use only