Annual Report
for the year ended 30 June 2019
Castle Minerals Limited
Corporate Directory
ABN 83 116 095 802
Directors
Michael Atkins (Non-Executive Chairman)
Stephen Stone (Managing Director)
James Guy (Non-Executive Director)
Company Secretary
Jade Styants
Principal Place of Business and Registered Office
Suite 2, 11 Ventnor Avenue
WEST PERTH WA 6005
Phone: (08) 9322 7018
Postal Address
PO Box 437
WEST PERTH WA 6872
Bankers
National Australia Bank Limited
1232 Hay Street
WEST PERTH WA 6005
Share Register
Security Transfer Australia Pty Ltd
PO Box 52
Collins Street West Vic 8007
Phone (within Australia):
Phone (outside Australia): +61 3 9628 2200
1300 993 916
Auditors
BDO Audit (WA) Pty Ltd
38 Station Street
SUBIACO WA 6008
Internet Address
www.castleminerals.com
Email Address
info@castleminerals.com
Stock Exchange Listing
Castle Minerals Limited shares are listed on the Australian Securities Exchange (ASX code: CDT).
Corporate Governance Statement
http://www.castleminerals.com/policies.php
1
Castle Minerals Limited
Contents
Chairman’s Letter
Annual Review – Mineral Resources
Directors' Report
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors' Declaration
Independent Audit Report
ASX Additional Information
3
4
7
18
19
20
21
22
23
41
42
45
2
Castle Minerals Limited
Chairman’s Letter
Dear Fellow Shareholders,
The past year has been a challenging but fruitful one for your Company culminating in the recent farm-
out of the Degbiwu and Gbiniyiri licences to Ghana-based Iguana Resources Limited (Iguana). Under
the binding Terms Sheet executed on 14 August 2019, Iguana earn may up to an 80% interest in these
licences by spending a total of US$11.7 million in three stages over five years. The farm-out
arrangement, which is contingent on the approval of the Ghana Government, will see a material increase
in exploration on these prospective licences which contain the 107,200oz gold Kpali Mineral Resource
and the intriguing Bundi gold-zinc prospect.
The team behind Iguana comprises a highly respected and experienced group of Ghanaian geologists
and mining executives who are very keen to commence exploration which they have advised will
comprise an RC drilling programme before end-2019.
Continuing in Ghana, we are very hopeful that the Government process to transfer the Julie West licence
to purchaser, Azumah Resources Limited, will be completed soon whereupon Castle will receive a final
A$250,000 cash payment.
Castle’s technical team has also been reviewing the remainder of its Ghana licences. The increasing
perception of Northern Ghana’s prospectivity to host major gold deposits, and of course the improved
gold price, has seen Castle receive an increase in the number of farm-in or buyout enquiries. The
Company is hopeful of consummating more licence based transactions.
Exploration continued during the year at the Beasley Creek and Coolyia Creek projects in the hunt for
conglomerate-hosted, paleoplacer-style gold deposits. Encouraging results were obtained from bulk-
sampling of stream sediments draining the prospective Hardey and Mt Roe conglomerates at Beasley
Creek on the northern side of the Pilbara’s Rocklea Dome. The prospective unconformity has now been
mapped over 16km with intermittent anomalous gold confirmed along much of its strike. Preliminary
work for gold on older, underlying Archean rocks has also been encouraging.
The majority of management’s efforts have been directed towards identifying a new project for Castle.
It has generated and reviewed many opportunities across a range of commodities and jurisdictions
against its rigorous acquisition criteria and, whilst having come close a couple of times, has not yet been
able to secure on reasonable terms a project that it believes will provide shareholders with the multiple
returns on investment that they seek.
Your Board acknowledges the support, trust and patience of shareholders as it works to deliver on
unlocking the value of existing projects and securing a new opportunity.
Sincerely
Michael Atkins
Chairman
26 September 2019
3
Castle Minerals Limited
Annual Review – Mineral Resources
Gold Mineral Resource
Table 1 summarises the current gold Mineral Resource estimates (some totals may not add exactly due to rounding).
Table 1: Gold Mineral Resource Estimates
Project
Indicated
Inferred
Total
Tonnes
t
Au
g/t
Au
oz
Tonnes
t
Au
g/t
Au
Oz
Tonnes
t
Au
g/t
Au
oz
Lower
Cut-off
Au g/t
Kandia 8000 Zone
229,000
1.8
13,000
229,000 1.8
13,400
1.0
Kandia 4000 Zone
1,772,000 1.0
57,700
777,000
0.9
21,500 2,549,000 1.0
79,200
0.5
Kpali
Total
2,914,000
1.1
107,200 2,914,000 1.1
107,200
0.5
1,772,000 1.0
57,700 3,920,000 1.1
141,700 5,692,000 1.1
199,800
Full Mineral Resource parameters can be found in the below listed ASX releases dated:
2 July 2014 - reporting of Kandia 8000 Zone Mineral Resource and appended JORC Code, 2012 Edition – Section 3
(i)
(ii) 2 July 2014 - reporting of Kpali Mineral Resource and appended JORC Code, 2012 Edition – Section 3
(iii) 18 January 2014 – reporting Kpali Drilling Results inclusive of JORC Code, 2012 Edition - Table 1 Projects
Graphite Mineral Resource
In 2012 Castle announced a maiden resource estimate for its Kambale Graphite Project of 14.4 million tonnes graphite grading
7.2%C (graphitic carbon) for 1.03 million tonnes contained graphite (Inferred Mineral Resource) (Table 2).
Table 2: Kambale Deposit July 2012 Inferred Mineral Resource Estimate (5%C cut-off grade)
Type
Oxide
Fresh
Total
Tonnes
Mt
Carbon (C)
Contained C
%
t
3.4
11.0
14.4
7.1
7.2
7.2
243,000
793,000
1,030,000
Governance and Internal Controls
Castle Minerals Limited has a firm policy to only utilise the services of external independent consultants to estimate Minerals
Resources. The Company also has established practices and procedures to monitor the quality of data applied in Mineral
Resource estimation, and to commission and oversee the work undertaken by external independent consultants.
In all cases Mineral Resources are estimated and reported in accordance with the “Australasian Code for Reporting Exploration
Results, Mineral Resources and Ore Reserves’ (the JORC Code). Mineral Resources reported in accordance with the 2004 Edition
of the JORC Code (Kambale graphite project) were prepared by Runge Limited. Mineral Resources reported in accordance with
the 2012 Edition (Kandia 8000 Zone and Kpali) were prepared by Castle Minerals Limited and reviewed by Runge Limited.
The Company confirms that all material assumptions underpinning the Mineral Resources and any forecast information continue
to apply and have not materially changed.
Further information on Castle Minerals Limited and its Ghana projects and Minerals Resources can be found on its website at
www.castleminerals.com which contains copies of all continuous disclosure documents to ASX, Competent Persons’ Statements
and Corporate Governance Statement and Policies.
4
Castle Minerals Limited
Annual Review – Mineral Resources Continued
Schedule of Tenements
Tenement and Name
Interest at
30 June 2019
EL45/4965
EL45/4975
EL47/3490
RLA
RLA
RLA
RLA
RL. 10/23
RL. 10/13
PL. 10/13
PL. 10/26
PL. 10/23
PL. 10/25
PLA
PL. 10/24
RL. 8/27
RL. 8/28
RL. 8/31
RL. 8/30
RL. 8/29
RLA
PL. 10/47
WESTERN AUSTRALIA
Coolyia Creek
Coolyia Creek
Beasley Creek
GHANA (1)
Chache
Jewoyeli
Takariyili
Tuole
Jang
Wa
Julie West (2)
Degbiwu (3)
Bulenga
Charingu
Kandia
Baayiri
Gbinyiri (3)
Gurungu
Jumo
Chasia
Perisi
Funsi
Kambale
80%
80%
80%
Application
Application
Application
Application
100%
100%
0%
100%
100%
100%
Application
100%
100%
100%
100%
100%
100%
Application
100%
(1) Government of Ghana has the right to acquire a 10% free carried interest in all licences and is entitled to a 5% Gross
Royalty on production. All licences are held in 100% owned Ghana based subsidiaries, Carlie Mining Limited. Where
required, Castle has lodged applications for extension of the licences and in those cases may be awaiting renewal or
extension of the licences.
(2) Put Option to sell the Julie West PL to Bunda Resources Limited was exercised in October 2015. Bunda’s rights were
assigned to Phoenix Resources Limited, a subsidiary of Azumah Resources Limited in April 2016. Transfer by Ghana
Government of the licence to Phoenix Resources Limited has not yet completed.
(3) On 14 August 2019 Carlie Mining Limited executed a binding term sheet with private Ghanaian company Iguana Resources
Limited, whereby Iguana may earn up to an 80% interest in Carlie’s Degbiwu and Gbiniyiri prospecting licences located in
Ghana’s Upper West region by spending a total of US$11.7 million in three stages over five years.
Cautionary Statement
The Coolyia Creek and Beasley Creek Projects are considered to be of early stage, grass roots exploration status. No Competent
Person has done sufficient work in accordance with JORC Code 2012 to conclusively determine if gold is present in
conglomerates on the licences or to estimate in what quantities but in each case the general integrity of mapping by the GSWA
has been confirmed by geologists engaged by the Company. It is possible that following further evaluation and/or exploration
work that the confidence in the information used to identify and acquire interests in the areas of interest in the Pilbara may be
reduced when reported under JORC Code 2012.
5
Castle Minerals Limited
Annual Review – Mineral Resources Continued
Competent Persons Statement
The scientific and technical information in this Report that relates to the geology of the deposits and exploration results is based
on information compiled by Mr Stephen Stone, who is an Executive Director of Castle Minerals Limited. Mr Stone is a Member
of the Australian Institute of Mining and Metallurgy and has sufficient experience which is relevant to the style of mineralisation
and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined
in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr
Stone is the Qualified Person overseeing Castle’s exploration projects and has reviewed and approved the disclosure of all
scientific or technical information contained in this announcement that relates to the geology of the deposits and exploration
results.
Forward Looking Statement
Statements regarding Castle’s plans, forecasts and projections with respect to its mineral properties and programmes are
forward-looking statements. There can be no assurance that Castle’s plans for development of its mineral properties will proceed
as currently expected. There can be no assurance that Castle will be able to confirm the presence of Mineral Resources or Ore
Reserves, that any mineralisation will prove to be economic or that a mine will successfully be developed on any of Castle’s
mineral properties. The performance of Castle may be influenced by a number of factors which are outside the control of the
Company, its Directors, staff or contractors.
6
Castle Minerals Limited
Directors’ Report
Your directors submit their report on the consolidated entity (referred to hereafter as the “Group”) consisting of Castle Minerals
Limited (“Company”) and the entities it controlled at the end of, or during, the year ended 30 June 2019.
DIRECTORS
The names and details of the Group’s directors in office during the financial year and until the date of this report are as follows.
Where applicable, all current and former directorships held in listed public companies over the last three years have been
detailed below. Directors were in office for this entire period unless otherwise stated.
Names, qualifications, experience and special responsibilities
Michael Atkins, B.Comm, (Non-Executive Chairman, member of Remuneration Committee).
Mr Atkins is a Fellow of the Australian Institute of Company Directors.
He was a founding partner of a national Chartered Accounting practice from 1979 to 1987 and was a Fellow of the Institute
of Chartered Accountants in Australia until resigning in June 2011.
Between 1987 and 1998 he was a director of, and involved in the executive management of, several publicly listed resource
companies with operations in Australia, USA, South East Asia and Africa. From 1990 to 1995 he was Managing Director and
later a non-executive director of Claremont Petroleum NL and Beach Petroleum NL during their reconstruction, and then
remained as a Non-Executive Director until 1995. He was also founding Executive Chairman of Gallery Gold Ltd until 1998
and remained a Non-Executive Director until 2000.
Since February 2009 Mr Atkins has been a Director - Corporate Finance at Patersons Securities Limited where he advises
on the formation of, and capital raising for, emerging companies in the Australian resources sector.
He is currently non-executive Chairman of ASX listed public companies Azumah Resources Limited and Legend Mining
Limited, and a non-executive director of SRG Global Limited (formerly called Global Construction Services Limited). Within
the last three years Mr Atkins was a director of former listed public company SRG Limited which is no longer listed on ASX
following its merger with Global Construction Services Limited in September 2018.
Stephen Stone, BSc (Hons) Mining Geology, MAusIMM, FAICD, (Managing Director).
Mr Stone graduated with honours in Mining Geology from University of Wales, Cardiff and has since gained more than 40
years’ operating, project evaluation, executive management and corporate development experience in the international
mining and exploration industry.
Mr Stone worked for several years at the large open pit and underground copper mines of the Zambian Copperbelt. He
came to Australia in 1986 and since then has been involved in the formation and management of several junior ASX listed
exploration companies.
Mr Stone is a Member of the Australasian Institute of Mining and Metallurgy, a Fellow of the Australian Institute of Company
Directors and a member of the Editorial Board of International Mining Magazine. He is currently also Managing Director of
ASX listed public company Azumah Resources Limited. Within the last three years Mr Stone was also a non-executive
director of ASX listed public company Alto Metals Limited.
James Guy, BAppSc, GradDipApplFin, (Non-Executive Director, appointed 28 March 2019).
Mr Guy is a geologist who brings with him more than 30 years of technical experience in the mining industry, both locally
and internationally, with extensive experience in exploration, project feasibility and mining operations. Mr Guy has
previously held senior executive positions with several ASX listed junior resource companies and with banking group, NR
Rothschild & Sons. He is currently principal of James Guy & Associates Pty Ltd.
Mr Guy has not held any former public company directorships in the last three years.
Ian Hobson was a non-executive director from the beginning of the financial year until his resignation on 28 March 2019.
COMPANY SECRETARY
Jade Styants, BCom, CA, FCIA, FCIS (appointed 28 March 2019).
Mrs Styants is a Fellow Chartered Secretary, Chartered Accountant and corporate finance professional with over 20 years’
experience assisting a range of Australian and international listed and unlisted companies across a range of industry sectors.
Ian Hobson was company secretary from the beginning of the financial year until his resignation on 28 March 2019.
7
Directors’ Report continued
Castle Minerals Limited
Interests in the shares and options of the Company and related bodies corporate
As at the date of this report, the interests of the directors in the shares and options of Castle Minerals Limited were:
Michael Atkins
Stephen Stone
James Guy
PRINCIPAL ACTIVITIES
Ordinary Shares
Options over
Ordinary Shares
9,356,665
23,202,193
300,000
2,000,000
2,000,000
-
During the year the Group carried out exploration on its tenements and acquired additional tenements with the objective of
identifying gold and other economic mineral deposits.
There was no significant change in the nature of the Group’s activities during the year.
DIVIDENDS
No dividends were paid, declared or recommended during the financial year.
REVIEW OF OPERATIONS
Western Australia - Beasley Creek & Coolyia Creek
Exploration work undertaken during the year at Beasley Creek, located in the southern part of the Fortescue Basis on the
northern end of the Rocklea Dome, has indicated that the majority of the 16km Beasley unconformity is anomalous in free
gold. Exploration work carried out included a stream sediment sampling programme which returned gold in planned
concentrates from 21 of the 39 samples taken, ranging from small flecks to fine particles of gold. Assays from the bulk samples
returned multiple results along the conglomerate horizon, peaking at 52.2ppb Au. These conglomerate horizons are considered
to be the most likely hosts for the widely sought-after paleo-placer gold materialised in the Pilbara region.
The Beasley West “scrape” area prospect and the Beasley Central prospects remain primary targets.
The next stage of exploration at Beasley Creek will be a systematic sampling programme along the unconformity surface and
also along the granite greenstone contact to the south where there is historical evidence of prospector activity.
During the year the Company undertook a reconnaissance level evaluation, metal detecting and prospect definition along the
prospective Mt Roe and Hardey Formation basal conglomerates at the Coolyia Creek project.
The next stage of exploration at Coolyia Creek will include additional sampling along the unconformity surfaces as well as for
lode style quartz reef associated gold within the older basalts.
Ghana
On 14 August 2019 the Company announced that it had, through its wholly owned Ghanaian subsidiary Carlie Mining Limited
(“Carlie”) executed a Binding Term Sheet with private Ghanaian company Iguana Resources Limited (“Iguana”), whereby Iguana
may earn up to an 80% interest in Carlie’s Degbiwu and Gbiniyiri prospecting licences (“Licences”) which are located in Ghana’s
Upper West region by spending a total of US$11.7 million in three stages over five years. The key terms of the Binding Term
Sheet between Carlie and Iguana are as follows:
Execution Payments: A non-refundable execution payment of US$15,000 (since received). A further non-refundable
satisfaction payment of US$15,000 is payable upon, amongst other things, approval of the transaction by the Ghana
Minister of Lands and Natural Resources.
Phase 1: Iguana may earn an initial 51% in the Licences by sole funding a minimum US$4.72 million on exploration
over a three-year period with a minimum spend in the first year of US$1.22 million on the Degbiwu licence and US$0.5
million on the Gbiniyiri licence. Iguana must also spend a minimum of US$250,000 before it can withdraw from the
Binding Term Sheet.
Phase 2: Iguana may earn an additional 14% (total 65%) by sole funding a further US$1.5 million on exploration over
the next 12 months.
Phase 3: Iguana may earn an additional 15% (total 80%) by sole funding a further US$5.5 million on exploration over
the next 12 months.
Joint Venture: If at the end of any phase Iguana decides not to sole fund the next phase of exploration, the parties
8
Directors’ Report continued
Castle Minerals Limited
will enter into a Joint Venture Agreement (“JVA”) to co-fund exploration. The JVA will contain standard industry terms
typical of such an arrangement including a dilution formula, should any party not wish to contribute, whereby the
non-contributing party’s interest will dilute based on the accumulated and deemed expenditures of the Parties.
Operator: Iguana will be the operator of the project whilst it is sole funding and the majority interest holder.
Castle understands that the transfer by the Ghanaian government of the Julie West licence to its purchaser, Azumah Resources
Limited, is well advanced. Upon receiving the government’s approval for the transfer, the Group will receive a final cash
consideration of $250,000.
New Opportunities
The Group continues to generate and review a number of new project opportunities for acquisition. The opportunities are
located both within Australia and overseas, spanning a range of commodities.
Finance Review
The Group began the financial year with a cash reserve of $685,260. Funds were used primarily to explore the Group’s
conglomerate gold projects located in the Kimberley region.
During the year total exploration expenditure incurred by the Group amounted to $175,058 (2018: $521,664). In line with the
Company’s accounting policies, all exploration expenditure is expensed as incurred. Net administration expenditure incurred
amounted to $319,680 (2018: $1,093,829). The Directors remain committed to preserving cash across the Group. During the
year Directors resolved to issue shares in lieu of directors’ fees resulting in cash savings of $61,003 (2018: $109,300).
The Group incurred an operating loss after income tax for the year ended 30 June 2019 of $494,738 (2018: $1,615,493).
Going concern
For the year ended 30 June 2019 the entity recorded a loss of $494,738 (2018: $1,615,493) and had net cash outflows from
operating activities of $444,303 (2018: $785,595) and had working capital of $110,710 (2018: $572,264).
The Group currently has no cash generating assets in operation and $242,288 of available funds at 30 June 2019.
The ability of the entity to continue as a going concern is dependent on securing additional funding through capital raisings
and/or sale of interests in projects to continue to fund its operational and marketing activities.
These conditions indicate a material uncertainty that may cast a significant doubt about the entity’s ability to continue as a
going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of
business.
Management believe there are sufficient funds to meet the entity’s working capital requirements as at the date of this report.
Subsequent to year end the entity expects to receive additional funds via further capital raisings and proceeds to be received
as set out in the Review of Operations.
The financial statements have been prepared on the basis that the entity is a going concern, which contemplates the continuity
of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for the following
reasons:
the Directors note that $250,000 is due from the second instalment from sale of the Julia West Project, pending
Ministerial consent in Ghana;
the Directors note that $89,857 of current liabilities relate to amounts owing to Azumah Resources Limited, who have
agreed to defer payment until funds are available;
the Group have entered into a joint venture arrangement with Iguana, whereby Iguana will sole fund exploration to
earn an interest of up to 80% in the Licences spending a total of US$11.7 million in three stages over five years. This
will accelerate exploration on these licences, while allowing the Group to retain exposure to the Licences. Iguana is
obliged to meet all statutory expenditure requirements for the Group;
at 30 June 2019 the Group has $112,804 in available-for-sale financial assets;
the Directors have resolved to issue shares in lieu of directors’ fees to preserve cash funds; and
the Directors are confident that they will be able to raise additional equity as and when required.
Should the entity not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities
other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements and that
the financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts
or liabilities that might be necessary should the entity not continue as a going concern.
9
Castle Minerals Limited
Directors’ Report continued
Operating Results for the Year
Summarised operating results are as follows:
Consolidated entity revenues and loss before income tax expense
Shareholder Returns
Basic loss per share (cents)
Risk Management
2019
Revenues
Results
$
$
82,791
(494,738)
2019
(0.2)
2018
(0.8)
The board is responsible for ensuring that risks, and opportunities, are identified on a timely basis and that activities are aligned
with the risks and opportunities identified by the board.
The Company believes that it is crucial for all board members to be a part of this process, and as such the board has not
established a separate risk management committee.
The board has several mechanisms in place to ensure that management's objectives and activities are aligned with the risks
identified by the board. These include the following:
Board approval of a strategic plan, which encompasses strategy statements designed to meet stakeholders needs and
manage business risk.
Implementation of board approved operating plans and budgets and board monitoring of progress against these budgets.
CORPORATE GOVERNANCE
The board are committed to achieving and demonstrating the high standard of corporate governance. The Corporate
Governance Statement for the Group was approved by the board on 30 June 2018 and can be view on the Company’s website
at www.castlemineals.com.au.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Other than as disclosed in this Annual Report no significant changes in the state of affairs of the Group occurred during the
financial year.
SIGNIFICANT EVENTS AFTER THE REPORTING DATE
No matters or circumstances, besides those disclosed at note 17, have arisen since the end of the financial year which
significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of
affairs of the Group in future financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The Group expects to maintain the present status and level of operations and hence there are no likely developments in the
entity's operations.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The Group is subject to significant environmental regulation in respect to its exploration activities.
The Group aims to ensure the appropriate standard of environmental care is achieved, and in doing so, that it is aware of and
is in compliance with all environmental legislation. The directors of the Group are not aware of any breach of environmental
legislation for the year under review.
The directors have considered the recently enacted National Greenhouse and Energy Reporting Act 2007 (the NGER Act) which
introduces a single national reporting framework for the reporting and dissemination of information about greenhouse gas
emissions, greenhouse gas projects, and energy use and production of corporations. At the current stage of development, the
directors have determined that the NGER Act will have no effect on the Group for the current, nor subsequent, financial year.
The directors will reassess this position as and when the need arises.
10
Castle Minerals Limited
Directors’ Report continued
REMUNERATION REPORT (AUDITED)
The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act
2001.
Principles used to determine the nature and amount of remuneration
Remuneration policy
The remuneration policy of Castle Minerals Limited has been designed to align director and executive objectives with shareholder and business
objectives by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting
the Group’s financial results. All short term incentives are decided at Board level.
The board of Castle Minerals Limited believes the remuneration policy to be appropriate and effective in its ability to attract
and retain the best executives and directors to run and manage the Group.
The board’s policy for determining the nature and amount of remuneration for board members and senior executives of the
Group is as follows:
The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was
developed by the board. All executives receive a base salary (which is based on factors such as length of service and experience)
and superannuation. The board reviews executive packages annually by reference to the Group’s performance, executive
performance and comparable information from industry sectors and other listed companies in similar industries.
The board may exercise discretion in relation to approving incentives, bonuses and options. The policy is designed to attract
and retain the highest calibre of executives and reward them for performance that results in long-term growth in shareholder
wealth.
Executives are also entitled to participate in the employee share and option arrangements, from time to time.
The executive directors and executives who receive a salary from the Company also receive a superannuation guarantee
contribution required by the government, which was 9.5% for the 2019 financial year, 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 Group and expensed. Shares given to directors
and executives are valued as the difference between the market price of those shares and the amount paid by the director or
executive. Options are valued using either the Black-Scholes or Binomial methodologies.
The board policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment
and responsibilities. The board determines payments to the non-executive directors and reviews their remuneration annually,
based on market practice, duties and accountability. Independent external advice is sought when required. The maximum
aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual
General Meeting (currently $200,000). Fees for non-executive directors are not linked to the performance of the Group.
However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company
and are able to participate in the employee option issues.
Performance based remuneration
At this stage, the Group’s remuneration of key management personnel does not include any performance conditions. The
Board believes that at this stage of the Group's development, linking remuneration to financial performance indicators such as
share price, revenue or profit for these personnel is inappropriate. This may change as the Group’s operations develop.
In relation to directors, the Board believes that a portion of the remuneration package for the non-executive directors should
be linked to some form of financial performance indicator, such as share price, from time to time, as determined by the Board.
In this regard, options over unissued shares provide a performance linked incentive component in the remuneration package
for directors to motivate and reward their performance. No options were granted during the 2019 financial year.
Company performance, shareholder wealth and directors’ and executives’ remuneration
No relationship exists between shareholder wealth, director and executive remuneration and Company performance due to
the Group still being in the exploration phase.
11
Directors’ Report continued
Castle Minerals Limited
The table below shows the gross revenue, losses and earnings per share for the last five years for the listed entity.
2019
$
82,791
(494,738)
(0.2)
0.5
204,060
2018
$
21,138
(1,615,493)
(0.8)
1.6
219,017
2017
$
563,827
8,911
0.0
1.7
238,570
2016
$
282,339
(480,297)
(0.4)
1.2
210,015
2015
$
115,444
(775,921)
(0.6)
1.0
369,957
Revenue
Net (loss)/profit
(Loss)/earnings per share (cents)
Share price at year end (cents)
Total KMP compensation
No dividends have been paid.
Use of remuneration consultants
The Group did not employ the services of any remuneration consultants during the financial year ended 30 June 2019.
Voting and comments made at the Company’s 2018 Annual General Meeting
The Company received 100% of “yes” votes on its remuneration report for the 2018 financial year. The Company did not receive
any specific feedback at the AGM or throughout the year on its remuneration practices.
Service agreements
Each of the Directors has agreed to letters of appointment with standard terms commencing from their appointments until
such time as the Director resigns or is not re-appointed by shareholders when required to stand for re-election, together with
standard clauses for dismissal in the case of misconduct. There are no provisions for termination payments other than accrued
fees.
Effective from 1 January 2019, or date of appointment as applicable, the remuneration for each of the Directors is as follows:
Director
Michael Atkins
Stephen Stone
James Guy (appointed 28 March
2019)
Ian Hobson (resigned 28 March
2019)
Details of remuneration
Annual Salary/Fees
($)
Time Commitment
Fees for Additional Time
50,000
130,000
2 days per month
7 days per month
$1,500 per day in excess of 2 days per
month
$1,500 per day in excess of 7 days per
month
35,000
1-2 days per month
30,000
2 days per month
N/A
$1,500 per day in excess of 2 days per
month
Details of the remuneration of the directors and the key management personnel of the Group are set out in the following
table.
The key management personnel of the Group include only the directors as per page 7.
Given the size and nature of operations of the Group, there are no other employees who are required to have their
remuneration disclosed in accordance with the Corporations Act 2001.
12
Castle Minerals Limited
Directors’ Report continued
Key management personnel of the Group
Short-Term
Post-Employment
Share-Based
Payments
Total
Percentage
Performance
Related
Salary
& Fees (1)
Non-Cash
benefits (3)
Superannuati
on
Retirement
benefits
$
$
$
$
Options
$
$
%
Directors
Michael Atkins
2019
2018
Stephen Stone
2019
2018
45,659
43,981
118,693
114,067
James Guy (appointed 28 March 2019) (2)
2019
8,335
Ian Hobson (resigned 28 March 2019)
13,699
44,137
2019
2018
-
-
-
-
-
-
-
Total key management personnel compensation
-
-
186,386
202,185
2019
2018
4,338
3,513
11,276
9,886
759
1,301
3,433
17,674
16,832
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
49,997
47,494
129,969
123,953
9,094
15,000
47,570
204,060
219,017
(1) For the period 1 July 2016 to 30 September 2017 Michael Atkins, Stephen Stone and Ian Hobson agreed to receive their
remuneration in shares in the Company and did not receive any cash payment. From 1 October 2017 to 31 December 2018
remuneration was paid in cash.
Resolutions were approved by shareholders at the Annual General Meeting of the Company held on 13 November 2017 to
issue shares to Directors in lieu of directors’ fees for the period 1 October 2016 to 30 September 2017. Fees totalling
$189,300, as invoiced by the Directors, were satisfied by the issue of 11,829,596 ordinary shares on 14 November 2017
utilising these approvals, calculated at the 15-day VWAP at the time the fees accrued, being $0.0151. The closing price of
$0.071 on the date of the Annual General Meeting was the grant date fair value of the shares issued, resulting in a loss on
settlement of $650,601.
As a means of conserving cash, from 1 January to 30 June 2019 Michael Atkins, Stephen Stone and James Guy each agreed
to waive their right to cash remuneration in respect of their director fees, in substitution for subscribing in advance for
ordinary shares in the Company, until such as the board of the Company resolve to cease the arrangement. At the 30 June
2019 the directors had waived their rights to $61,003 in cash consideration for directors’ fees and had used these funds to
subscribe for 9,087,062 ordinary shares in the Company, which remains subject to shareholder approval.
(2) In addition to Mr Guy’s non-executive director fee, from the date of his appointment as a director, a total of $14,231 was
invoiced by James Guy & Associates Pty Ltd, a business of which Mr Guy is principal. James Guy & Associates Pty Ltd
provided geological consulting services to the Group during the year. The amounts paid were at usual commercial rates
with fees charged on an hourly basis and are included in the remuneration table above.
(3) The Company had in place Directors & Officers Liability Insurance during the entire year with the premium being $12,737
(2018: $11,124).
Share-based compensation
Options
Options are issued to directors and executives as part of their remuneration from time to time. The options are not issued
based on performance criteria but are issued to the majority of directors and executives of Castle Minerals Limited to increase
13
Directors’ Report continued
Castle Minerals Limited
goal congruence between executives, directors and shareholders. The Company does not have a formal policy in relation to
the key management personnel limiting their exposure to risk in relation to the securities, but the Board actively discourages
key personnel management from obtaining mortgages in securities held in the Company. There were no options granted to
or vesting with key management personnel during the year.
There were no ordinary shares issued upon exercise of remuneration options to directors or other key management personnel
of Castle Minerals Limited during the year.
Equity instruments held by key management personnel
Share holdings
The numbers of shares in the Company held during the financial year by each director of Castle Minerals Limited and other
key management personnel of the Group, including their personally related parties, and any nominally held, are set out below.
There were no shares granted during the reporting period as compensation.
2019
Balance at
start of the
year
9,356,665
23,202,193
-
6,421,368
Directors of Castle Minerals Limited
Ordinary shares
Michael Atkins
Stephen Stone
James Guy (appointed 28 March 2019)
Ian Hobson (resigned 28 March 2019)
(1) At year end there are no nominally held shares.
(2) Balance held at date of appointment / (resignation).
Option holdings
Received
during the
year on the
exercise of
options
Other
changes
during the
year (2)
Balance at
end of the
year (1)
-
-
-
-
-
-
300,000
(6,421,368)
9,356,665
23,202,193
300,000
-
The numbers of options over ordinary shares in the Company held during the financial year by each director of Castle Minerals
Limited and other key management personnel of the Company, including their personally related parties, are set out below:
2019
Balance at
start of the
year
Granted as
compensati
on
Exercised
Other
changes (1)
Balance at
end of the
year
Vested and
exercisable Unvested
2,000,000
2,000,000
Directors of Castle Minerals Limited
Michael Atkins
Stephen Stone
James Guy (appointed
28 March 2019)
Ian Hobson (resigned 28
March 2019)
2,000,000
-
-
-
-
-
-
-
-
-
-
-
-
(2,000,000)
2,000,000
2,000,000
2,000,000
2,000,000
-
-
-
-
-
-
-
-
All vested options are exercisable at the end of the year.
(1) Balance held at date of resignation
Loans to key management personnel
There were no loans to key management personnel during the year.
14
Castle Minerals Limited
Directors’ Report continued
Other transactions with key management personnel
Other services
James Guy & Associates Pty Ltd, a business of which Mr Guy is principal, provided geological consulting services to the Castle
Minerals Group during the year. The amounts paid were on arms’ length commercial terms and are disclosed in the
remuneration report in conjunction with Mr Guy’s compensation for the period commencing from his appointment as a
Director on 28 March 2019. At 30 June 2019 there was $5,775 owing to James Guy & Associates Pty Ltd.
Azumah expense payments
During the year Azumah Resources Limited (“AZM”), who is a related party of the Group as two of Castle’s directors, Messrs
Atkins and Stone, are also directors of AZM, on-charged to the Group various administration expenses including office rent
and overheads, bookkeeping and office administration staff. The total of expenses on-charged by AZM during the year was
$39,084 (2018: $54,547). The amount owed to AZM at 30 June 2019 was $89,857 (2018: $87,026). In accordance with the Julie
West Prospecting Licence sale, AZM also reimbursed the Group $26,344 during the 2018 financial year for tenement
expenditure incurred in keeping the tenement on good standing. Transactions are commercial and at arms’ length terms.
End of audited Remuneration Report
15
Castle Minerals Limited
Directors’ Report continued
DIRECTORS' MEETINGS
During the year the Company held four meetings of directors. The attendance of directors at meetings of the board were:
Michael Atkins
Stephen Stone
James Guy (appointed 28 March 2019)
Ian Hobson (resigned 28 March 2019)
Notes
A - Number of meetings attended.
Directors Meetings
A
4
4
2
2
B
4
4
2
3
B - Number of meetings held during the time the director held office during the year.
SHARES UNDER OPTION
Unissued ordinary shares of Castle Minerals Limited under option at the date of this report are as follows:
Date options granted
Expiry date
Exercise price (cents)
Number of options
22 November 2016
30 November 2019
3.0
6,000,000
No option holder has any right under the options to participate in any other share issue of the Company or any other entity.
INSURANCE OF DIRECTORS AND OFFICERS
During the financial year, Castle Minerals Limited paid a premium to insure the directors and secretary of the Company. The
total amount of insurance contract premiums paid is confidential under the terms of the insurance policy. The amount has
been included in the compensation amounts disclosed for key management personnel elsewhere in this report and in the
notes to the financial statements.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought
against the officers in their capacity as officers of the Company, and any other payments arising from liabilities incurred by the
officers in connection with such proceedings. This does not include such liabilities that arise from conduct involving a wilful
breach of duty by the officers or the improper use by the officers of their position or of information to gain advantage for
themselves or someone else or to cause detriment to the company. It is not possible to apportion the premium between
amounts relating to the insurance against legal costs and those relating to other liabilities.
NON-AUDIT SERVICES
The following non-audit services were provided by the entity's auditor, BDO Audit (WA) Pty Ltd or associated entities. The
directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for
auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of non-audit services by the
auditor, as set out below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the
following reasons:
All non-audit services have been reviewed by the audit committee to ensure they do not impact the impartiality and
objectivity of the auditor;
None of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of
Ethics for Professional Accountants.
BDO Audit (WA) Pty Ltd or associated entities received or are due to receive the following amounts for the provision of
non-audit services:
Tax compliance and advisory services
Total remuneration for non-audit services
2019
$
8,160
8,160
2018
$
6,380
6,380
16
Castle Minerals Limited
Directors’ Report continued
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf
of the Company, or to 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.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of
the Corporations Act 2001.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on
page 18.
Signed in accordance with a resolution of the directors.
Stephen Stone
Managing Director
Perth, 26 September 2019
17
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY PHILLIP MURDOCH TO THE DIRECTORS OF CASTLE MINERALS
LIMITED
As lead auditor of Castle Minerals Limited for the year ended 30 June 2019, I declare that, to the best
of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Castle Minerals Limited and the entity it controlled during the period.
Phillip Murdoch
Director
BDO Audit (WA) Pty Ltd
Perth, 26 September 2019
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Castle Minerals Limited
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
YEAR ENDED 30 JUNE 2019
CONTINUING OPERATIONS
Revenue
Other income
Depreciation expense
Salaries and employee benefits expense
Tenement acquisition and exploration expenses
Corporate expenses
Administration expenses
Loss on settlement of liability
Notes
4(a)
4(b)
10(b)(2)
2019
$
1,572
81,219
(2,769)
(204,058)
(175,058)
(38,711)
(156,933)
-
2018
$
3,653
17,485
(3,463)
(211,018)
(521,664)
(56,251)
(193,634)
(650,601)
LOSS BEFORE INCOME TAX
(494,738)
(1,615,493)
INCOME TAX EXPENSE
6
-
-
LOSS AFTER INCOME TAX FOR THE YEAR ATTRIBUTABLE TO
MEMBERS OF CASTLE MINERALS LIMITED
(494,738)
(1,615,493)
OTHER COMPREHENSIVE INCOME
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations
Other comprehensive income for the year, net of tax
416
416
164
164
TOTAL COMPREHENSIVE LOSS FOR THE YEAR ATTRIBUTABLE TO
MEMBERS OF CASTLE MINERALS LIMITED
(494,322)
(1,615,329)
Basic and diluted loss per share attributable to the members of Castle
Minerals Limited (cents per share)
19
(0.2)
(0.8)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the Notes to the
Consolidated Financial Statements.
19
Castle Minerals Limited
Consolidated Statement of Financial Position
AS AT 30 JUNE 2019
Notes
CURRENT ASSETS
Cash and cash equivalents
Financial assets at fair value through profit or loss
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Plant and equipment
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
7
8
9
10
11
2019
$
242,288
112,804
355,092
11,061
11,061
2018
$
685,260
31,585
716,845
13,829
13,829
366,153
730,674
244,382
244,382
144,581
144,581
244,382
144,581
121,771
586,093
25,908,754
924,618
(26,711,601)
121,771
25,878,754
924,202
(26,216,863)
586,093
The above Consolidated Statement of Financial Position should be read in conjunction with the Notes to the Consolidated Financial
Statements.
20
Castle Minerals Limited
Consolidated Statement of Changes in Equity
YEAR ENDED 30 JUNE 2019
Contributed
Equity
Notes
Share-based
Payments
Reserve
Foreign
Currency
Translation
Reserve
Accumulated
Losses
BALANCE AT 1 JULY 2017
Profit for the year
OTHER COMPREHENSIVE INCOME
Exchange differences on translation of
foreign operations
TOTAL COMPREHENSIVE LOSS
TRANSACTIONS WITH OWNERS IN
THEIR CAPACITY AS OWNERS
Shares issued during the year
Share issue transaction costs
$
23,696,603
-
$
674,736
-
$
$
249,302
-
(24,601,370)
(1,615,493)
19,271
(1,615,493)
Total
$
-
-
10
10
2,225,901
(43,750)
-
-
-
-
164
164
-
-
-
164
(1,615,493)
(1,615,329)
-
-
2,225,901
(43,750)
BALANCE AT 30 JUNE 2018
25,878,754
674,736
249,466
(26,216,863)
586,093
Loss for the year
OTHER COMPREHENSIVE INCOME
Exchange differences on translation of
foreign operations
TOTAL COMPREHENSIVE LOSS
TRANSACTIONS WITH OWNERS IN
THEIR CAPACITY AS OWNERS
Shares issued during the year
-
-
-
10
30,000
-
-
-
-
-
(494,738)
(494,738)
416
416
-
416
(494,738)
(494,322)
-
-
30,000
BALANCE AT 30 JUNE 2019
25,908,754
674,736
249,882
(26,711,601)
121,771
The above Consolidated Statement of Changes in Equity should be read in conjunction with the Notes to the Consolidated Financial
Statements.
21
Castle Minerals Limited
Consolidated Statement of Cash Flows
YEAR ENDED 30 JUNE 2019
Notes
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest received
Expenditure on mining interests
NET CASH (OUTFLOW) FROM OPERATING ACTIVITIES
18(a)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issues of ordinary shares
Payment of share issue costs
NET CASH INFLOW FROM FINANCING ACTIVITIES
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
CASH AND CASH EQUIVALENTS AT THE END OF THE FINANCIAL
YEAR
2019
$
(293,731)
1,572
(152,144)
(444,303)
-
-
-
(444,303)
685,260
1,331
2018
$
(377,521)
3,653
(411,727)
(785,595)
1,225,000
(43,750)
1,181,250
395,655
288,516
1,089
7
242,288
685,260
The above Consolidated Statement of Cash Flows should be read in conjunction with the Notes to the Consolidated Financial Statements.
22
Castle Minerals Limited
Notes to the Consolidated Financial Statements
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have
been consistently applied to all the years presented, unless otherwise stated. The financial statements are for the consolidated
entity consisting of Castle Minerals Limited and its subsidiaries. The financial statements are presented in the Australian
currency. Castle Minerals Limited is a company limited by shares, domiciled and incorporated in Australia. The financial
statements were authorised for issue by the directors on 26 September 2019. The directors have the power to amend and
reissue the financial statements.
(a) Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board and the Corporations Act 2001. Castle Minerals Limited is
a for-profit entity for the purpose of preparing the financial statements.
(i) Compliance with IFRS
The consolidated financial statements of the Castle Minerals Limited Group also comply with International Financial Reporting
Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
(ii) New and amended standards adopted by the Group
The Group has adopted all the new, revised or amending Accounting Standards and Interpretations issued by the AASB that
are relevant to its operations and effective for the current annual reporting period.
New and revised Standards and amendments thereof and Interpretations effective for the current year that are relevant to the
Group include:
AASB 9 Financial Instruments and related amending Standards;
AASB 15 Revenue from Contracts with Customers and related amending Standards; and
AASB 2016-5 Amendments to Australian Accounting Standards – Classification and Measurement of Share-based
Payment Transactions.
AASB 9 Financial Instruments and related amending Standards
In the current year, the Group has applied AASB 9 Financial Instruments (as amended) and the related consequential
amendments to other Accounting Standards that are effective for an annual period that begins on or after 1 January 2018. The
transition provisions of AASB 9 allow an entity not to restate comparatives however there was no material impact on adoption
of the standard.
Additionally, the Group adopted consequential amendments to AASB 7 Financial Instruments: Disclosures.
In summary AASB 9 introduced new requirements for:
The classification and measurement of financial assets and financial liabilities;
Impairment of financial assets; and
General hedge accounting.
AASB 15 Revenue from Contracts with Customers and related amending Standards
In the current year, the Group has applied AASB 15 Revenue from Contracts with Customers (as amended) which is effective
for an annual period that begins on or after 1 January 2018. AASB 15 introduced a 5-step approach to revenue recognition.
Far more prescriptive guidance has been added in AASB 15 to deal with specific scenarios.
There was no material impact on adoption of the standard and no adjustment made to current or prior period amounts.
(iii) Early adoption of standards
The Group has also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the year
ended 30 June 2019. 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 Group accounting
policies.
23
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
(iv) Historical cost convention
These financial statements have been prepared under the historical cost convention, except for certain financial assets and
liabilities measured at fair value.
(v) Going concern
For the year ended 30 June 2019 the entity recorded a loss of $494,738 (2018: $1,615,493) and had net cash outflows from
operating activities of $444,303 (2018: $785,595) and had working capital of $110,710 (2018: $572,264).
The ability of the entity to continue as a going concern is dependent on securing additional funding through capital raisings
and/or sale of interests in projects to continue to fund its operational and marketing activities.
These conditions indicate a material uncertainty that may cast a significant doubt about the entity’s ability to continue as a
going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of
business.
Management believe there are sufficient funds to meet the entity’s working capital requirements as at the date of this report.
Subsequent to year end the entity expects to receive additional funds via further capital raisings and proceeds to be received
as set out in the Review of Operations.
The financial statements have been prepared on the basis that the entity is a going concern, which contemplates the continuity
of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for the following
reasons:
the Directors note that $250,000 is due from the second instalment from sale of the Julia West Project, pending Ministerial
consent in Ghana;
the Directors note that $89,857 of current liabilities relate to amounts owing to Azumah Resources Limited, who have
agreed to defer payment until funds are available;
the Group have entered into a joint venture arrangement with Iguana, whereby Iguana will sole fund exploration to earn
an interest of up to 80% in the Licences spending a total of US$11.7 million in three stages over five years. This will
accelerate exploration on these licences, while allowing the Group to retain exposure to the Licences. Iguana is obliged
to meet all statutory expenditure requirements for the Group;
at 30 June 2019 the Group has $112,804 in available-for-sale financial assets;
the Directors have resolved to issue shares in lieu of directors’ fees to preserve cash funds; and
the Directors are confident that they will be able to raise additional equity as and when required.
Should the entity not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities
other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements and that
the financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts
or liabilities that might be necessary should the entity not continue as a going concern.
(b) Principles of consolidation
(i) Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when
the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those
returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control
is transferred to the Group. They are de-consolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the transferred asset.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by
the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of profit
or loss and other comprehensive income, statement of changes in equity and statement of financial position respectively.
24
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
(ii) Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity
owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling
and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the
adjustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve within equity
attributable to owners of Castle Minerals Limited.
When the Group ceases to have control, any retained interest in the entity is remeasured to its fair value with the change in
carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently
accounting for the retained interest as an associate, jointly controlled entity or financial asset. In addition, any amounts
previously recognised in other comprehensive income in respect of that entity are accounted for as if the group had directly
disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income
are reclassified to profit or loss.
If the ownership interest in a jointly controlled entity or associate is reduced but joint control or significant influence is retained,
only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or
loss where appropriate.
(c) 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 full Board of Directors.
(d) Foreign currency translation
(i) Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary
economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are
presented in Australian dollars, which is Castle Minerals Limited's functional and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of
the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation
at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
They are deferred in equity if they are attributable to part of the net investment in a foreign operation.
(iii) Group companies
The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that
have a functional currency different from the presentation currency are translated into the presentation currency as follows:
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of
that statement of financial position;
income and expenses for each statement of profit or loss and other comprehensive income are translated at average
exchange rates (unless that is not a reasonable approximation of the cumulative effect of the rates prevailing on the
transaction dates, in which case income and expenses are translated at the dates of the transactions); and
all resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrowings
and other financial instruments designated as hedges of such investments, are recognised in other comprehensive income.
When a foreign operation is sold or any borrowings forming part of the net investment are repaid, the associated exchange
differences are reclassified to profit or loss, as part of the gain or loss on sale.
(e) Revenue recognition
Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial assets.
(f) Income tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the
applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences and to unused tax losses.
25
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
(f) Income tax continued
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the
reporting period in the countries where the Company’s subsidiaries and associated operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation
is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax
authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is
not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination
that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined
using tax rates (and laws) that have been enacted or substantially enacted by the reporting date and are expected to apply
when the related deferred income tax asset is realised, or the deferred income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of
investments in controlled entities where the parent entity is able to control the timing of the reversal of the temporary
differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities
and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where
the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle
the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other
comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly
in equity, respectively.
(g) Impairment of assets
Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not
be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of
assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are
largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets that
suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
(h) Cash and cash equivalents
For statement of cash flows presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with
financial institutions, other short-term highly liquid investments with original maturities of three months or less that are readily
convertible to known amounts of cash and which are subject to insignificant risk of changes in value, and bank overdrafts.
Bank overdrafts are shown within borrowings in current liabilities on the statement of financial position.
(i) Financial assets
(i) Classification
From 1 July 2018 the Company classifies its financial assets in the following measurement categories:
Those to be measured subsequently at fair value (either through OCI or through profit or loss); and
Those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual terms of the
cash flows.
For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in equity
instruments that are not held for trading, this will depend on whether the Company has made an irrevocable election at the
time of initial recognition to account for the equity investment at fair value through other comprehensive income (FVOCI).
(ii) Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Company commits to
purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets
have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.
26
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
(i) Financial assets continued
(iii) Measurement
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair
value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset.
Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are
solely payment of principal and interest.
Debt instruments
Subsequent measurement of debt instruments depends on the Company’s business model for managing the asset and the
cash flow characteristics of the asset. There are three measurement categories into which the Company classifies its debt
instruments:
Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely
payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included
in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly
in profit or loss and presented in other income or expenses. Impairment losses are presented as a separate line item in the
statement of profit or loss.
FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’
cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount
are taken through OCI, except for the recognition of impairment gains or losses, interest income and foreign exchange
gains and losses which are recognised in profit or loss. When the financial asset is derecognised, the cumulative gain or
loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other income or expenses.
Interest income from these financial assets is included in finance income using the effective interest rate method. Foreign
exchange gains and losses are presented in other income or expenses and impairment losses are presented as a separate
line item in the statement of profit or loss.
FVPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on a debt
investment that is subsequently measured at FVPL is recognised in profit or loss and presented net within other income or
expenses in the period in which it arises.
Equity instruments
The Company subsequently measures all equity investments at fair value. Where the Company’s management has elected
to present fair value gains and losses on equity investments in OCI, there is no subsequent reclassification of fair value
gains and losses to profit or loss following the derecognition of the investment. Dividends from such investments continue
to be recognised in profit or loss as other income when the Company’s right to receive payment is established.
Changes in the fair value of financial assets at FVPL are recognised in other income or expenses in the statement of profit
or loss as applicable. Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are
not reported separately from other changes in fair value.
(iv) Impairment
From 1 July 2018 the Company assesses on a forward looking basis the expected credit losses associated with its debt
instruments carried at amortised cost and FVOCI. The impairment methodology depends on whether there has been a
significant increase in credit risk.
(v) Accounting policies applied until 30 June 2018
The Company has applied AASB 9 retrospectively but has elected not to restate comparative information. As a result, the
comparative information provided continues to be accounted for in accordance with the Company’s previous accounting
policy.
Classification
The Group classifies its financial assets in the following categories: loans and receivables; and financial assets at fair value
through profit or loss. The classification depends on the purpose for which the investments were acquired. Management
determines the classification of its financial assets at initial recognition.
27
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an
active market. They are included in current assets, except for those with maturities greater than 12 months after the
reporting date which are classified as non-current assets.
Collectability of loans and receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are
written off by reducing the carrying amount directly. An allowance account (provision for impairment) is used when there
is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the
receivables or in an otherwise timely manner. The amount of the impairment allowance is the difference between the asset’s
carrying amount and the estimated future cash flows. None of the Group’s loans and receivables has an applicable interest
rate hence the cash flows are not discounted.
The amount of the impairment loss is recognised in the statement of profit or loss and other comprehensive income within
impairment expenses. When a loan or receivable for which an impairment allowance had been recognised becomes
uncollectible in a subsequent period, it is written off against the allowance account. Subsequent recoveries of amounts
previously written off are credited against other expenses in the statement of profit or loss and other comprehensive
income.
Financial assets at fair value through profit or loss
Financial assets classified as held for trading are included in the category ‘financial assets at fair value through profit or
loss’. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term.
Derivatives are also classified as held for trading unless they are designated as effective hedging instruments. Gains or
losses on investments held for trading are recognised in profit or loss.
Recognition and derecognition
Regular purchases and sales of financial assets are recognised on trade-date, the date on which the Group commits to
purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs for all financial assets not
carried at fair value through profit or loss. Financial assets are derecognised when the rights to receive cash flows from the
financial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards
of ownership.
Measurement
Loans and receivables and held-to-maturity investments are carried at amortised cost using the effective interest method.
Details on how the fair value of financial investments is determined are disclosed in note 2.
Impairment
The Group assesses at each reporting date whether there is objective evidence that a financial asset or group of financial
assets is impaired. If there is evidence of impairment for any of the Group’s financial assets carried at amortised cost, the
loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash
flows, excluding future credit losses that have not been incurred. The cash flows are discounted at the financial asset’s
original effective interest rate. The loss is recognised in the statement of profit or loss and other comprehensive income.
(j) Exploration and evaluation costs
Exploration and evaluation costs are expensed (and not capitalised) in the year they are incurred.
(k) Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year which
are unpaid. They are recognised initially at fair value and subsequently at amortised cost. The amounts are unsecured and are
paid on normal commercial terms.
(l) Contributed equity
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. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business
are not included in the cost of the acquisition as part of the purchase consideration.
28
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
(m) Earnings per share
(i) Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to owners of the Company, excluding any costs of
servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the
financial year, adjusted for bonus elements in ordinary shares issued during the year.
(ii) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
(n) Goods and Services Tax (GST) and Value Added Tax (VAT)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable
from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable
from, or payable to, the taxation authority is included with other receivables or payables in the statement of financial position.
The Group’s transactions in Ghana are subject to VAT administered by the Value Added Tax Service of the Republic of Ghana.
VAT may only be recoverable once the Group’s operations are producing revenue in Ghana. Hence, at the Group’s current level
of activity, being exploration, VAT is recognised as part of the cost of acquisition of an asset or as part of an item of expense.
Receivables and payables in the statement of financial position are shown inclusive of VAT.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities
which are recoverable from, or payable to the respective taxation authorities, are presented as operating cash flows.
(o) Share-based payments
The Group granted benefits to suppliers and consultants in the form of share-based payment transactions.
The share-based payments are measured at fair value equal to the value of goods and services received.
(p) New accounting standards and interpretations not yet adopted
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2019 reporting
periods and have not been early adopted by the Group. The Group’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 Group.
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 Group plans to adopt the new standard on the required effective date. The Group continues to assess the potential impact
of AASB 16 on its consolidated financial statements.
None of the other amendments or Interpretations are expected to affect the accounting policies of the Group.
(q) Critical accounting judgements, estimates and assumptions
The preparation of these financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher
degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are:
Share based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by an internal valuation using an appropriate
option pricing model or quoted active market price, using the assumptions detailed in note 20. If any of these assumptions,
including the probability of achieving the performance hurdle were to change, there may be an impact on the amounts
reported.
29
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
2.
FINANCIAL RISK MANAGEMENT
The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk and interest
rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of financial
markets and seeks to minimise potential adverse effects on the financial performance of the Group.
Risk management is carried out by the full Board of Directors as the Group believes that it is crucial for all board members to
be involved in this process. The executive chairman, with the assistance of senior management as required, has responsibility
for identifying, assessing, treating and monitoring risks and reporting to the board on risk management.
(a) Market risk
(i) Foreign exchange risk
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily
with respect to the US dollar.
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a
currency that is not the entity’s functional currency. The Group has not formalised a foreign currency risk management policy
however, it monitors its foreign currency expenditure in light of exchange rate movements.
The risk is not material and sensitivity analysis does not result in a material effect on Group results or financial position.
(ii) Price risk
The Group is exposed to equity securities price risk. This arises from investments held by the Group and classified in the
statement of financial position as at fair value through profit or loss. Given the current level of operations, the Group is not
currently exposed to commodity price risk.
To minimise the risk, the Group’s investments are of high quality and are publicly traded on the ASX. The investments are
managed on a day to day basis so as to pick up any significant adjustments to market prices.
The risk is not material and sensitivity analysis does not result in a material effect on Group results or financial position.
(iii) Interest rate risk
The Group is exposed to movements in market interest rates on cash and cash equivalents. The Group policy is to monitor the
interest rate yield curve out to 120 days to ensure a balance is maintained between the liquidity of cash assets and the interest
rate return.
The risk is not material and sensitivity analysis does not result in a material effect on Group results or financial position.
(b) Credit risk
The maximum exposure to credit risk at reporting date is the carrying amount (net of provision for impairment) of those assets
as disclosed in the statement of financial position and notes to the financial statements. The only significant concentration of
credit risk for the Group is the cash and cash equivalents held with financial institutions. All material deposits are held with the
major Australian banks for which the Board evaluate credit risk to be minimal.
As the Group does not presently have any trade receivables, lending, significant stock levels or any other credit risk, a formal
credit risk management policy is not maintained.
(c) Liquidity risk
The Group manages liquidity risk by continuously monitoring forecast and actual cash flows and ensuring sufficient cash and
marketable securities are available to meet the current and future commitments of the Group. Due to the nature of the Group’s
activities, being mineral exploration, the Group does not have ready access to credit facilities, with the primary source of
funding being equity raisings. The Board of Directors constantly monitor the state of equity markets in conjunction with the
Group’s current and future funding requirements, with a view to initiating appropriate capital raisings as required.
The financial liabilities of the Group are confined to trade and other payables as disclosed in the statement of financial position.
All trade and other payables are non-interest bearing and due within 12 months of the reporting date.
(d) Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure
purposes. The equity investments held by the Group are classified at fair value through profit or loss. The market value of all
equity investments represents the fair value based on quoted prices on active markets (ASX) as at the reporting date without
any deduction for transaction costs. These investments are classified as level 1 financial instruments.
The carrying values of all financial assets and liabilities of the Group approximate their fair values due to their short-term
nature.
30
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
3. SEGMENT INFORMATION
2019
$
2018
$
For management purposes, the Group has identified two reportable segments being: exploration activities undertaken in
Australia; and, exploration activities undertaken in Ghana, West Africa. These segments include activities associated with the
determination and assessment of the existence of commercial economic reserves, from the Group’s mineral assets in the
respective geographic location.
Segment performance is evaluated based on the operating profit or loss and cash flows and is measured in accordance with
the Group’s accounting policies.
Exploration segments
Segment revenue and other income – Australia
Segment revenue and other income – Ghana
Segment revenue and other income – Total
Reconciliation of segment revenue and other income to total revenue
and other income before tax:
Interest revenue
Other revenue and income
Total revenue and other income
Segment results – Australia
Segment results – Ghana
Segment results – Total
Reconciliation of segment result to loss before tax:
Corporate depreciation
Loss on settlement of liability (note 10(b))
Other corporate and administration
Loss before tax
Segment operating assets - Australia
Segment operating assets – Ghana
Segment operating assets – Total
Reconciliation of segment operating assets to total assets:
Other corporate and administration assets
Total assets
Segment operating liabilities - Australia
Segment operating liabilities – Ghana
Segment operating liabilities – Total
Reconciliation of segment operating liabilities to total liabilities:
Other corporate and administration liabilities
Total liabilities
4. REVENUE AND OTHER INCOME
(a) Revenue from continuing operations
Interest
(b) Other income
Fair value gains on financial assets at fair value through profit or loss
31
-
-
-
1,572
81,219
82,791
(164,446)
(10,612)
(175,058)
(2,769)
-
(316,911)
(494,738)
-
-
-
366,153
366,153
4,308
10,056
14,364
230,018
244,382
-
-
-
3,653
17,485
21,138
(461,058)
(60,606)
(521,664)
(3,463)
(650,601)
(439,765)
(1,615,493)
-
-
-
730,674
730,674
11,296
9,238
20,534
124,047
144,581
1,572
3,653
81,219
17,485
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
5.
EXPENSES
Loss before income tax includes the following specific expenses:
Defined contribution superannuation expense
Depreciation
Net loss on disposal of plant and equipment
6.
INCOME TAX
(a) Income tax benefit
Current tax
Deferred tax
(b) Numerical reconciliation of income tax expense to prima facie
tax payable
Loss from continuing operations before income tax expense
Prima facie tax (benefit)/expense at the Australian tax rate of 30%
(2018: 30%)
Tax effect of amounts which are not deductible in calculating
taxable income:
Other
Movements in unrecognised temporary differences
Tax effect of current year tax losses for which no deferred tax asset has
been recognised
Foreign tax rate differential
Income tax expense
(c) Unrecognised temporary differences
Deferred Tax Assets (at 30%)
On Income Tax Account
Capital raising costs
Foreign exploration tax losses
Accruals and other provisions
Financial assets at fair value
Tenement acquisition costs
Australian carry forward capital losses
Australian carry forward tax losses
Deferred Tax Liabilities (at 30%)
Net deferred tax assets
2019
$
2018
$
17,674
2,769
-
-
-
-
16,832
3,463
17,629
-
-
-
(494,738)
(1,615,493)
(148,421)
(484,648)
993
(147,429)
(5,804)
153,763
(530)
-
10,868
4,913,964
6,450
3,469
87,060
1,360,322
1,129,678
-
196,257
(288,391)
(8,267)
299,688
(3,030)
-
10,597
6,214,740
8,100
27,834
-
-
1,120,849
-
7,511,811
7,382,120
Net deferred tax assets have not been brought to account as it is not probable within the immediate future that tax profits will
be available against which deductible temporary differences and tax losses can be utilised.
The Group’s ability to use losses in the future is subject to the companies in the Group satisfying the relevant tax authority’s
criteria for using these losses.
Foreign exploration tax losses are incurred in Ghana and are arrived at after adjusting losses reported in financial statements
in line with tax principles. Mining concerns are allowed to deduct the losses over a five-year period subsequent to the year in
which the loss was incurred.
32
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
7. CURRENT ASSETS – CASH AND CASH EQUIVALENTS
Cash at bank and in hand
Cash and cash equivalents as shown in the statement of financial
position and the statement of cash flows
2019
$
2018
$
242,288
685,260
242,288
685,260
Cash at bank and in hand earns interest at floating rates based on daily bank deposit rates.
8. CURRENT ASSETS – FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
Australian listed equity securities
112,804
31,585
Changes in fair values of financial assets at fair value through profit or loss are recorded in other income for gains (note 4(b))
or directly on the face of the statement of comprehensive income for losses.
9. CURRENT LIABILITIES - TRADE AND OTHER PAYABLES
Trade payables
Director’s fees accruals
Other payables and accruals
123,535
61,003
59,844
244,382
99,374
-
45,207
144,581
Information about the Group’s exposure to foreign exchange and liquidity risk is provided in note 2.
10. CONTRIBUTED EQUITY
(a) Share capital
Ordinary shares fully paid
Total contributed equity
2019
2018
Number of
shares
Notes
$
Number of
shares
$
10(b)
10(d)
223,795,976
25,908,754
221,795,976
25,878,754
223,795,976
25,908,754
221,795,976
25,878,754
(b) Movements in ordinary share capital
Beginning of the financial year
Issued during the year:
Issued for cash at 3.5 cent per share
Issued as part consideration for tenement
acquisition (1)
Issued as consideration for consulting services
Issued in lieu of director fees at 7.1 cents per
share (2)
Transaction costs
End of the financial year
221,795,976
25,878,754
170,366,380
23,696,603
-
-
35,000,000
1,225,000
2,000,000
-
30,000
-
4,000,000
600,000
-
-
-
-
11,829,596
-
140,000
21,000
839,901
(43,750)
223,795,976
25,908,754
221,795,976
25,878,754
(1)
Due to the nature of the asset acquired, the fair value of the transaction has been determined by reference to the fair
value of the equity instruments issued. The fair value of the shares issued was determined by reference to the closing
price of $0.015 on the grant date (settlement date of the acquisition) of 13 July 2018.
33
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
(2)
Resolutions were approved by shareholders at the Annual General Meeting of the Company held on 13 November 2017
to issue shares to Directors in lieu of directors’ fees for the period 1 October 2016 to 30 September 2017. Fees totalling
$189,300, as invoiced by the Directors, were satisfied by the issue of 11,829,596 ordinary shares on 14 November 2017
utilising these approvals, calculated at the 15-day VWAP at the time the fees accrued, being $0.0151. The closing price
of $0.071 on the date of the Annual General Meeting was the grant date fair value of the shares issued.
34
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
10.
CONTRIBUTED EQUITY CONTINUED
Issue of 11,829,596 shares at $0.071 per share (fair value)
Directors’ fees settled
Loss on settlement of liability
2019
$
-
-
-
2018
$
839,901
(189,300)
650,601
The settlement of the above liabilities by the issue of shares has resulted in a net loss for accounting purposes, resulting
from the increase in the value of shares issued in respect to directors’ fees from the time that the fees accrued to the
grant date fair value at the date of issue. This net loss is recognised in the profit or loss for the year of nil (2018:
$650,601), as shown in the table above.
(c) Movements in options on issue
Beginning of the financial year
End of the financial year
(d) Ordinary shares
Number of options
2019
6,000,000
6,000,000
2018
6,000,000
6,000,000
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion
to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and
upon a poll each share is entitled to one vote.
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
(e) Capital risk management
The Group’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they may
continue to provide returns for shareholders and benefits for other stakeholders.
Due to the nature of the Group’s activities, being mineral exploration, the Group does not have ready access to credit facilities,
with the primary source of funding being equity raisings. Therefore, the focus of the Group’s capital risk management is the
current working capital position against the requirements of the Group to meet exploration programmes and corporate
overheads. The Group’s strategy is to ensure appropriate liquidity is maintained to meet anticipated operating requirements,
with a view to initiating appropriate capital raisings as required. The working capital position of the Group at 30 June 2019 and
30 June 2018 are as follows:
Cash and cash equivalents
Financial assets at fair value through profit or loss
Trade and other payables
Working capital position
11. RESERVES
(a) Reserves
Foreign currency translation reserve
Share-based payments reserve
35
2019
$
242,288
112,804
(244,382)
110,710
2018
$
685,260
31,585
(144,581)
572,264
249,882
674,736
924,618
249,466
674,736
924,202
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
11. RESERVES CONTINUED
(b) Nature and purpose of reserves
(i) Foreign currency translation reserve
Exchange differences arising on translation of the foreign controlled entity are recognised in other comprehensive income as
described in note 1(d) and accumulated within a separate reserve within equity. The cumulative amount is reclassified to profit
or loss when the net investment is disposed of.
(ii) Share-based payments reserve
The share-based payments reserve is used to recognise the fair value of options and performance rights granted.
12. DIVIDENDS
No dividends were paid during the financial year. No recommendation for payment of dividends has been made.
13. REMUNERATION OF AUDITORS
During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its related
practices and non-related audit firms:
(a) Audit services
BDO Audit (WA) Pty Ltd - audit and review of financial reports
Non-related audit firm for the audit or review of financial reports of
Group subsidiary entity
Total remuneration for audit services
(b) Non-audit services
BDO (WA) Pty Ltd - tax compliance services
Total remuneration for other services
14. CONTINGENCIES
Contingent liability
Tenement acquisition
28,214
4,890
33,104
8,160
8,160
22,994
-
22,994
6,380
6,380
In accordance with a tenement acquisition agreement entered during the 2018 financial year, the following deferred
consideration may become payable in future periods:
2,000,000 performance rights to vest into fully paid ordinary shares of Castle on the date that Castle submits a Form 5 (in
the form specified in the Mining Act) stating that Castle has expended $500,000 on the tenement.
Contingent assets
Julie West tenement sale
Under the terms of the sale agreement for the Julie West Prospecting Licence (“tenement”), the Group is entitled to a final
payment of $250,000 upon completion. Completion is dependent upon obtaining the consent of the Minister in Ghana
responsible for the administration of the Minerals and Mining Act, (2006) Ghana to the transfer of all the legal and beneficial
interest in the tenement to the Group.
Topago sale
Under the terms of the sale agreement for the disposal of the Group’s former subsidiary Topago Mining Ltd (“Topago”) the
sale consideration includes a cash payment of US$100,000 upon commencement of mining at the Akoko Gold Project, a gross
royalty of US$25 per ounce on the first 50,000 ounces of gold produced, and a 1% gross royalty on any additional production
over 50,000 ounces of gold. The amounts (in AUD) and the timing of receipt are not able to be determined at the period end
and accordingly, no asset has been recognised for the contingent asset.
36
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
15. RELATED PARTY TRANSACTIONS
(a) Parent entity
The ultimate parent entity within the Group is Castle Minerals Limited.
(b) Subsidiaries
Interests in subsidiaries are set out in note 16.
(c) Key management personnel compensation
Short-term benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share-based payments
2019
$
186,386
17,674
-
-
-
204,060
2018
$
202,185
16,832
-
-
-
219,017
Detailed remuneration disclosures are provided in the remuneration report on pages 11 to 15.
(d) Transactions and balances with other related parties
Other services
James Guy & Associates Pty Ltd, a business of which Mr Guy is principal, provided geological consulting services to the Castle
Minerals Group during the year. The amounts paid were on arms’ length commercial terms and are disclosed in the
remuneration report in conjunction with Mr Guy’s compensation for the period commencing from his appointment as a
Director on 28 March 2019. At 30 June 2019 there was $5,775 owing to James Guy & Associates Pty Ltd.
Azumah expense payments
During the year Azumah Resources Limited (“AZM”), who is a related party of the Group as two of Castle’s directors, Messrs
Atkins and Stone, are also directors of AZM, on-charged to the Group various administration expenses including office rent
and overheads, bookkeeping and office administration staff. The total of expenses on-charged by AZM during the year was
$39,084 (2018: $54,547). The amount owed to AZM at 30 June 2019 was $89,857 (2018: $87,026). In accordance with the Julie
West Prospecting Licence sale, AZM also reimbursed the Group $26,344 during the 2018 financial year for tenement
expenditure incurred in keeping the tenement on good standing. Transactions are commercial and at arms’ length terms.
37
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
16. SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance
with the accounting policy described in note 1(b):
Name
Country of incorporation
Equity Holding*
Class of shares
Carlie Mining Ltd
Ghana
Ordinary
*The proportion of ownership interest is equal to the proportion of voting power held.
17. EVENTS OCCURRING AFTER THE REPORTING DATE
2019
%
100
2018
%
100
During August 2019 the Group signed a binding term sheet (“Agreement”) with private Ghana company Iguana Resources Ltd
(“Iguana”), whereby Iguana may earn up to an 80% interest in the Group’s Degbiwu and Gbiniyiri licenses in Ghana’s Upper
West region by spending a total of US$11.7 million in three stages over five years. The Agreement includes payments to the
Group of US$15,000 upon execution (since paid) and upon, amongst other things, Ghanaian government ministerial approval.
Iguana are also required to spend a minimum of US$250,000 on exploration before it can withdraw from the Agreement.
On 23 -24 September 2019 the Group sold its available-for-sale financial assets for proceeds of $173,655. The value of these
shares at 30 June 2019 was $112,804.
No other matter or circumstance has arisen since 30 June 2019, which has significantly affected, or may significantly affect the
operations of the Group, the result of those operations, or the state of affairs of the Group in subsequent financial years.
18. CASH FLOW INFORMATION
(a) Reconciliation of net profit or loss after income tax to net cash
outflow from operating activities
Net loss for the year
Non-Cash Items
Depreciation of non-current assets
Net loss on disposal of plant and equipment
Loss on settlement of liability
Expenses settled by the issue of shares – Directors’ fees
Expenses settled by the issue of shares – tenement acquisition
Expenses settled by the issue of shares – consulting services
Net exchange differences
Change in operating assets and liabilities, net of effects from sale
of subsidiary
Decrease in trade and other receivables
(Increase) in financial assets at fair value through profit or loss
Increase/(decrease) in trade and other payables
Net cash outflow from operating activities
(b) Non-cash investing and financing activities
2019
$
2018
$
(494,738)
(1,615,493)
2,769
-
-
-
30,000
-
(415)
-
(81,219)
99,300
(444,303)
3,463
17,629
650,601
189,300
140,000
21,000
(82)
6,175
(17,485)
(180,703)
(785,595)
During the year, 2,000,000 (2018: 4,000,000) ordinary shares were issued at a deemed cost of $30,000 (2018: $140,000) as part
consideration for tenement acquisitions. This amount is included in ‘tenement acquisition and exploration expenses’ on the
statement of profit or loss and other comprehensive income of the Group.
During the 2018 year a total of 11,829,596 ordinary shares were issued in satisfaction of directors’ fees totalling $189,300. These
amounts are included in ‘salaries and employee benefits expense’ and ‘administration expenses’ on the statement of profit or
loss and other comprehensive income of the Group.
During the 2018 year, 600,000 ordinary shares were issued in satisfaction of consulting services totalling $21,000. This amount
is included in ‘administration expenses’ on the statement of profit or loss and other comprehensive income of the Group.
38
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
19. LOSS PER SHARE
(a) Reconciliation of earnings used in calculating loss per share
Loss attributable to the owners of the Company used in calculating basic
and diluted loss per share:
2019
$
2018
$
(494,738)
(1,615,493)
Number of shares Number of shares
(b) Weighted average number of shares used as the denominator
Weighted average number of ordinary shares used as the denominator
in calculating basic and diluted loss per share
223,724,743
204,777,744
(c) Information on the classification of options
As the Group made a loss for the year ended 30 June 2019, the options on issue were considered anti-dilutive and were not
included in the calculation of diluted earnings per share. The options currently on issue could potentially dilute basic earnings
per share in the future.
20. SHARE-BASED PAYMENTS
(a) Employees and contractors’ options
The Group provides benefits to employees (including directors) and contractors of the Group in the form of share-based
payment transactions, whereby employees or consultants render services in exchange for options to acquire ordinary shares.
The exercise price of the options granted and on issue at 30 June 2019 is 3 cents per option, with an expiry date of 30 November
2019.
Options granted carry no dividend or voting rights. When exercisable, each option is convertible into one ordinary share in the
capital of the Company with full dividend and voting rights.
Fair value of options granted
There were no options granted during the 2019 or 2018 financial years.
Set out below is a summary of the share-based payment options granted:
2019
2018
Weighted
average
exercise
price cents
3.0
-
-
-
-
3.0
3.0
Number of
options
6,000,000
-
-
-
-
6,000,000
6,000,000
Number of
options
6,000,000
-
-
-
-
6,000,000
6,000,000
Weighted
average
exercise
price
cents
3.0
-
-
-
-
3.0
3.0
Outstanding at the beginning of the year
Granted
Forfeited
Exercised
Expired
Outstanding at year-end
Exercisable at year-end
The weighted average remaining contractual life of share options outstanding at the end of the year was 0.42 years (2018: 1.42
years), and the exercise price is 3 cents. Option expiry date is 30 November 2019.
39
Notes to the Consolidated Financial Statements continued
Castle Minerals Limited
30 JUNE 2019
20. SHARE-BASED PAYMENTS (cont’d)
Notes
2019
$
2018
$
(b) Shares issued to suppliers
During the year, 2,000,000 (2018: 4,000,000) ordinary shares were issued at a deemed cost of $30,000 (2018: $140,000) as part
consideration for tenement acquisitions. This amount is included in ‘tenement acquisition and exploration expenses’ on the
statement of profit or loss and other comprehensive income of the Group.
During the 2018 financial year, 600,000 ordinary shares were issued in satisfaction of consulting services totalling $21,000. This
amount is included in ‘administration expenses’ on the statement of profit or loss and other comprehensive income of the
Group.
(c) Expenses arising from share-based payment transactions
Total expenses arising from share-based payment transactions recognised during the period were as follows:
Shares issued to suppliers (‘tenement acquisition and exploration
expenses’)
Shares issued to suppliers (‘administration expenses’)
30,000
10
10
-
21. COMMITMENTS
30,000
140,000
21,000
161,000
Exploration commitments
The Group has certain commitments to meet minimum expenditure requirements on the mineral exploration assets it has an
interest in. Outstanding exploration commitments are as follows:
within one year
later than one year but not later than five years
54,225
162,675
58,010
232,040
22. PARENT ENTITY INFORMATION
216,900
290,050
The following information relates to the parent entity, Castle Minerals Limited, at 30 June 2019. The information presented
here has been prepared using accounting policies consistent with those presented in note 1.
Current assets
Non-current assets
339,932
11,061
692,308
13,829
Total assets
Current liabilities
Total liabilities
Contributed equity
Share-based payments reserve
Accumulated losses
Total equity
Loss for the year
Total comprehensive loss for the year
350,993
706,137
234,327
234,327
135,344
135,344
25,908,754
674,736
(26,466,824)
25,878,754
674,736
(25,982,697)
116,666
570,793
(484,127)
(484,127)
(1,623,938)
(1,623,938)
As detailed in note 14, there are contingent liabilities in respect to tenement acquisition agreements that the parent entity has
entered or co-signed with a subsidiary entity, and contingent assets of the parent entity resulting from sale of a subsidiary.
40
Castle Minerals Limited
Directors' Declaration
In the directors’ opinion:
(a)
the financial statements comprising the statement of profit or loss and other comprehensive income, statement of
financial position, statement of changes in equity, statement of cash flows and accompanying notes set out on pages
23 to 40 are in accordance with the Corporations Act 2001, including:
(i)
(ii)
complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements; and
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2019 and of its performance
for the financial year ended on that date;
there are reasonable grounds to believe that the consolidated entity will be able to pay its debts as and when they
become due and payable;
the remuneration disclosures included in the Directors’ Report (as part of the audited Remuneration Report), for the
year ended 30 June 2019, comply with Section 300A of the Corporations Act 2001; and
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.
(b)
(c)
(d)
The directors have been given the declarations by the chief executive officer and chief financial officer required by section
295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the directors.
Stephen Stone
Managing Director
Perth, 26 September 2019
41
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Castle Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Castle Minerals Limited (the Company) and its subsidiary (the
Group), which comprises the consolidated statement of financial position as at 30 June 2019, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
to the financial report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial report which describes the events and/or conditions which
give rise to the existence of a material uncertainty that may cast significant doubt about the group’s
ability to continue as a going concern and therefore the group may be unable to realise its assets and
discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this
matter.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. Except for the matter described in the Material uncertainty
related to going concern section, we have determined there are no key audit matters to be
communicated in our report.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2019, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 11 to 15 of the directors’ report for the
year ended 30 June 2019.
In our opinion, the Remuneration Report of Castle Minerals Limited for the year ended 30 June 2019,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit (WA) Pty Ltd
Phillip Murdoch
Director
Perth, 26 September 2019
Castle Minerals Limited
ASX ADDITIONAL INFORMATION
For the year ended 30 June 2019
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is shown
below. All information is current as at 23 September 2019.
Distribution of equity securities – ordinary shares
Spread of holdings
Number of holders
Ordinary shares held
% of issued
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
Over 100,000
Total holdings on Register
43
68
97
297
169
674
ordinary shares
0.00%
0.09%
0.37%
5.81%
93.74%
4,324
199,772
819,643
12,984,490
209,587,747
223,595,976
There were 421 holders of less than a marketable parcel or ordinary shares (calculated at 0.01 cents per share).
Substantial Shareholders
These substantial shareholders have notified the Company in accordance with section 671B of the Corporations Act 2001:
Rank
1
2
Holder name
Ordinary shares held
% of issued capital
Azumah Resources Limited
Stepstone Pty Ltd
27,725,024
23,202,193
12.39%
10.37%
Twenty largest shareholders
The names of the twenty largest shareholders of quoted ordinary shares are:
Holder name
Ordinary shares held
% of issued capital
Azumah Resources Limited
Stepstone Pty Ltd
William Henry Hernstadt
Michael William Atkins
George Alexander Bonney
Danny Eu Huat Khoo
Gotha Street Capital Pty Ltd
Redstar Resources Limited
Ian Richard Hobson
Ausdrill International Pty Ltd
J P Morgan Nominees Australia
Michael Filan Ashforth
Paul Amoako-Atta
Rosane Pty Ltd
Leet Investments Pty Limited
Kim Tsung Brett
Raccolto Investments Pty Ltd
BNP Paribas Nominees Pty Ltd
David Luke Morgan & Terepai Morgan
Monarch Asset Management P/L
Total
27,725,024
23,202,193
10,000,000
8,700,234
8,100,000
5,800,000
5,500,000
4,690,756
4,471,818
4,245,067
4,045,663
3,830,000
3,784,644
3,600,000
3,200,000
3,184,778
3,000,000
2,792,050
2,403,901
2,400,000
12.39%
10.37%
4.47%
3.89%
3.62%
2.59%
2.46%
2.10%
2.00%
1.90%
1.81%
1.71%
1.69%
1.61%
1.43%
1.42%
1.34%
1.25%
1.08%
1.07%
134,676,128
60.20%
45
Castle Minerals Limited
ASX ADDITIONAL INFORMATION CONTINUED
For the year ended 30 June 2019
Voting rights
All ordinary shares are fully paid and carry one vote per share without restriction.
Unlisted Options
6,000,000 unlisted options exercisable at 3 cents, expiring 30 November 2019. They carry no dividend or voting rights.
Number of holder - 3
46