20
23ANNUAL REPORT
Constellation Resources Limited
ACN: 153 144 211
ANNUAL REPORT 2023 1
CORPORATE
DIRECTORY
BANKERS
National Australia Bank
Australia and New Zealand Banking Group Limited
STOCK EXCHANGE
Australian Securities Exchange
Fully Paid Ordinary Shares (ASX Code: CR1)
SHARE REGISTER
Automic Registry Services
Level 5, 191 St Georges Terrace
Perth WA 6000
AUSTRALIA
Tel: 1300 288 664
DIRECTORS
Mr Ian Middlemas — Chairman
Mr Peter Woodman — Managing Director
Mr Peter Muccilli — Technical Director
Mr Robert Behets — Non-Executive Director
Mr Mark Pearce — Non-Executive Director
COMPANY SECRETARY
Mr Lachlan Lynch
REGISTERED OFFICE
Level 9, 28 The Esplanade,
Perth WA 6000 Australia
Tel: +61 8 9322 6322
Fax: +61 8 9322 6558
AUDITOR
William Buck Audit (WA) Pty Ltd
SOLICITORS
Thomson Geer
CONTENTS
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 Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Corporate Governance Statement
ASX Additional Information
2
CONSTELLATION RESOURCES LIMITED
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DIRECTORS’ REPORT
The Directors of Constellation Resources Limited present their report on the Group consisting of Constellation
Resources Limited (the “Company” or “Constellation”) and the entities it controlled at the end or, or during, the
year ended 30 June 2023 (the “Group”).
PRINCIPAL ACTIVITIES
The principal activity of the Group during the year consisted of the exploration for minerals, including the Orpheus
Project.
OPERATING AND FINANCIAL REVIEW
Operations
Orpheus Project – Fraser Range
The Group manages the Orpheus Project (Figure 1), comprising six tenements covering approximately 443km2 in
the Fraser Range province of Western Australia. In the Fraser Range, certain Proterozoic mafic/ultramafic intrusion
suites are prospective to host nickel-copper sulphide mineralisation. The region has high levels of exploration
activity for nickel following the Nova, Silver Knight and Mawson discoveries.
The Orpheus Project includes a 70% interest in three mineral exploration licences (E28/2403, E63/1281 and
E63/1282) and one mineral exploration licence application (E63/1695). The granted exploration licences form part
of a joint venture between the Company (70%) and Enterprise Metals Limited (“Enterprise”) (30%, ASX: ENT).
Pursuant to the joint venture agreement, the Company is responsible for sole funding all joint venture activities on
the tenements, which form part of the joint venture, up to completion of a bankable feasibility study.
Additionally, the Company has further 100% interests in two exploration licences (E28/2738 and E28/2957).
Figure 1: Tenement Plan – Orpheus Project.
ANNUAL REPORT 2023 1
DIRECTORS’ REPORT
(Continued)
OPERATING AND FINANCIAL REVIEW (Continued)
Key Activities
Key activities during and subsequent to the end of the financial year include:
• Previous greenfields drilling programs have been focussed within the Group’s Fraser Range tenement
E28/2403 targeting magmatic nickel sulphides hosted in mafic intrusive intrusions that are concealed
undercover. Air-Core (“AC”) drilling results to date have defined several geochemical targets that warrant
further evaluation.
• Optical mineralogy has confirmed the presence of magmatic nickel sulphides hosted in olivine bearing host
rocks beneath the anomalies. The link supports the prospectivity of anomalies as a pathfinder to nickel
sulphides and the fertility of the basement intrusive in the area.
•
Initial Ultrafine soil sampling results collected on a broad reconnaissance grid identified elevated nickel and
copper soils results in the Eucla Basin cover sequence. Newly identified anomalous trends prevail near
previous geophysical targets, which are interpreted to represent concealed mafic intrusions.
• Several opportunities have been reviewed during the financial year, and the Group will continue in its efforts to
identify and acquire suitable new business opportunities in the resources sector, both domestically and
overseas. However, no agreements have been reached or licences granted and the Directors are not able to
assess the likelihood or timing of a successful acquisition or grant of any opportunities.
Figure 2: Ultrafine soil sampling Ni points with magnetics (TMI RTP1VD) base image.
2
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
Orpheus Project – Transline Tenements
The Group received results of an Ultrafine soil sampling program completed within the Transline (“Transline”)
tenement portfolio of the wider Orpheus Project in the Fraser Range of Western Australia. The Transline tenements
include E28/2738, E28/2957 and E28/2403.
To assist in the progression of the targets across Transline, an additional generative targeting layer was completed
with 317 Ultrafine soil samples collected over 15 lines on a reconnaissance pattern (800m to 1600m traverses and
taken 400m apart). The Ultrafine soil sampling technique was developed in conjunction with the CSIRO and
undertaken by LabWest. Ultrafine has been widely accepted by exploration companies as the leading surface
sampling technique to detect mineralisation undercover (as found at Transline).
The results of the Ultrafine soil sampling display promising elevated nickel and copper anomalism at the southern
portion of Transline and in proximity to Geophysical Targets 8, 9 and 10 which in addition to Geophysical Targets
6 and 7, were not previously drilled by Constellation.
Constellation had previously interpreted ten priority Geophysical Targets (of which five were drill tested) at Transline
from completed gravity and aeromagnetic surveys that could represent Proterozoic mafic intrusions that are
concealed beneath the Eucla Basin cover sequence. Mafic intrusions in the Fraser Range are the key host unit for
nickel sulphides deposits as displayed at the IGO Nova nickel mine.
The most anomalous results from the sampling, were returned on the southernmost line (line 15 - entirely within
E28/2738), 1.6km south of line 14. Infill soil sampling is required to enable a greater understanding of the
morphology, continuity and amplitude of all newly identified anomalous trends.
Figure 3: A) Left - Ultrafine soil sampling results over Transline tenements with anomalous nickel (Ni)
gridded base image and previously identified geophysical targets, B) Right - Gridded copper base image.
Future Work Programs
Future exploration work programs at the Orpheus Project in the Fraser Range include:
•
Infill soil sampling at Transline in to a notional 400m x 200m grid to enable a greater understanding of the
morphology, continuity and amplitude of all newly identified anomalous trends.
• The anomalism identified from the Ultrafine soil sampling is outside limited Moving Loop Transient
Electromagnetic (“MLTEM”) surveys undertaken in the area and depending on the results from infill, the
current MLTEM footprint may be extended.
• Subject to results and interpretation from the infill soil sampling, air core drilling to test the prospective
basement units (subject to heritage, pastoralist considerations and rig availability); and
• Expanded Ultrafine soil sampling programs across the entire tenement portfolio.
ANNUAL REPORT 2023 3
DIRECTORS’ REPORT
(Continued)
OPERATING AND FINANCIAL REVIEW (Continued)
Business Strategies and Prospects for Future Financial Years
The objective of the Group is to create long-term shareholder value through the discovery, development and
acquisition of technically and economically viable mineral deposits. To date, the Group has not commenced
production of any minerals, nor has it identified a Mineral Resource in accordance with the JORC Code. To achieve
its objective, the Group currently intends over the medium term to conduct further exploration activities including
field work to follow up targets identified at the Orpheus Project. These activities are inherently risky and the Board
is unable to provide certainty of the expected results of these activities, or that any or all of these likely developments
will be achieved. The material business risks faced by the Group that could have an effect on the Group’s future
prospects, and how the Group manages these risks include:
•
•
•
•
•
The Group’s exploration programmes may not identify an economic deposit - The Orpheus Project is
at an early stage of exploration and current/potential investors should understand that mineral exploration,
development and mining are high-risk enterprises, only occasionally providing high rewards. The success of
the Group depends, among other things, on successful exploration and/or acquisition of reserves, securing
and maintaining title to tenements and consents, successful design, construction, commissioning and
operating of mining and processing facilities, successful development and production in accordance with
forecasts and successful management of the operations. Exploration and mining activities may also be
hampered by force majeure circumstances, land claims and unforeseen mining problems. There is no
assurance that exploration and development of the mineral interests owned by the Group, or any other
projects that may be acquired in the future, will result in the discovery of mineral deposits which are capable
of being exploited economically. Even if an apparently viable deposit is identified, there is no guarantee that
it can be profitably exploited. If such commercial viability is never attained, the Group may seek to transfer
its property interests or otherwise realise value, or the Group may even be required to abandon its business
and fail as a “going concern”;
The Group’s exploration activities being delayed due to lack of available equipment and services -
The exploration activities of the Group requires the involvement of a number of third parties, including drilling
contractors, assay laboratories, consultants, other contractors and suppliers. Demand for drilling equipment
and exploration related services in Western Australia is currently very high and has resulted in higher
exploration costs, delays in completing the Group’s exploration activities, and delays in the assessment and
reporting of the results. Should there continue to be high demand for exploration equipment and related
services, there may be further delays in undertaking exploration activities, which may result in increased
exploration costs and/or increased working capital requirements for the Group and may have a material
impact on the Group’s operations and performance;
The Group’s operations will require further capital – the exploration and any development of the Group’s
exploration properties will require substantial additional financing. Failure to obtain sufficient financing may
result in delaying, or the indefinite postponement of, exploration and any development of the Group’s
properties or even a loss of property interest. There can be no assurance that additional capital or other
types of financing will be available if needed or that, if available, the terms of such financing will be favourable
to the Group;
The Group may be adversely affected by fluctuations in commodity prices – the price of commodities
fluctuate widely and are affected by numerous factors beyond the control of the Group. Future production, if
any, from the Group’s mineral properties will be dependent upon the price of commodities being adequate
to make these properties economic. The Group currently does not engage in any hedging or derivative
transactions to manage commodity price risk. As the Group’s operations change, this policy will be reviewed
periodically going forward; and
Global financial conditions may adversely affect the Group’s growth and profitability – many
industries, including the mineral resource industry, are impacted by these market conditions. Some of the
key impacts include contraction in credit markets resulting in a widening of credit risk, devaluations and high
volatility in global equity, commodity, foreign exchange and precious metal markets, and a lack of market
liquidity. Due to the current nature of the Group’s activities, a slowdown in the financial markets or other
economic conditions may adversely affect the Group’s growth and ability to finance its activities.
4
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
Results of Operations
The net loss of the Group for the year ended 30 June 2023 was $1,273,152 (2022: $1,929,903). This loss is
predominately comprised of exploration and evaluation expenditure and is attributable to the Group’s accounting
policy of expensing exploration and evaluation expenditure (other than expenditures incurred in the acquisition of
the rights to explore) incurred by the Group. In the current financial year, the net loss also includes share based
payments expenses totalling $972 (2022: $18,318) relating to incentive options. The fair value of the incentive
options is recognised over the vesting period of the option.
Financial Position
As at 30 June 2023, the Group had a net current asset surplus of $2,350,636 (2022: $3,612,082). At 30 June 2023,
the Group had cash reserves of $2,415,108 (2022: $3,671,576) and borrowings of nil (2022: $nil). At 30 June 2023,
the Group had net assets of $2,735,727 (2022: $4,007,907).
Dividends
No dividends were paid or declared since the start of the financial year. No recommendation for payment of
dividends has been made.
EARNINGS PER SHARE
Basic and diluted loss per share ($ per share)
2023
$
2022
$
(0.03)
(0.04)
ENVIRONMENTAL REGULATION AND PERFORMANCE
The Group's operations are subject to various environmental laws and regulations under the relevant government's
legislation. Full compliance with these laws and regulations is regarded as a minimum standard for all operations
to achieve.
Instances of environmental non-compliance by an operation are identified either by external compliance audits or
inspections by relevant government authorities. There have been no known breaches of environmental laws and
regulations by the Group during the financial year.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no significant changes in the state of affairs of the Group during the year ended 30 June 2023 not
otherwise disclosed.
SIGNIFICANT EVENTS AFTER THE REPORTING DATE
As at the date of this report, other than previously stated, there are no other matters or circumstances which have
arisen since 30 June 2023 that have significantly affected or may significantly affect:
•
•
•
the operations, in financial years subsequent to 30 June 2023, of the Group;
the results of those operations, in financial years subsequent to 30 June 2023, of the Group; or
the state of affairs, in financial years subsequent to 30 June 2023, of the Group.
SHARE OPTIONS
At the date of this report, there are no options issued over unissued Ordinary Shares of the Company:
During the year ended 30 June 2023, no ordinary shares were issued as a result of the exercise of options.
Subsequent to year end and until the date of this report, no ordinary shares have been issued as a result of the
exercise of options.
ANNUAL REPORT 2023 5
DIRECTORS’ REPORT
(Continued)
DIRECTORS
The names and details of Constellation’s directors in office at any time during, or since the end of, the financial year
are:
Current Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccilli
Mr Robert Behets
Mr Mark Pearce
Chairman
Managing Director
Technical Director
Non-Executive Director
Non-Executive Director
Unless otherwise stated, Directors held their office from 1 July 2022 until the date of this report.
CURRENT DIRECTORS AND OFFICERS
Mr Ian Middlemas B.Com, CA
Chairman
Mr Middlemas is a Chartered Accountant and holds a Bachelor of Commerce degree. He worked for a large
international Chartered Accounting firm before joining the Normandy Mining Group where he was a senior group
executive for approximately 10 years. He has had extensive corporate and management experience, and is
currently a director with a number of publicly listed companies in the resources sector.
Mr Middlemas was appointed a Director of the Company on 17 November 2017. During the three year period to
the end of the financial year, Mr Middlemas has held directorships in Apollo Minerals Limited (July 2016 – present),
GCX Metals Limited (October 2013 – present), Berkeley Energia Limited (April 2012 – present), GreenX Metals
Limited (August 2011 – present), Salt Lake Potash Limited (Receivers and Managers Appointed) (January 2010 –
present), Equatorial Resources Limited (November 2009 – present), Sovereign Metals Limited (July 2006 –
present), Odyssey Gold Limited (September 2005 – present), NGX Limited (April 2019 – present), Piedmont Lithium
Limited (September 2009 – December 2020) and Peregrine Gold Limited (September 2020 – February 2022).
Mr Peter Woodman B.Sc. (Geology), MAusIMM
Managing Director
Mr Woodman is a geologist with over 25 years’ experience in exploration, development and operations in the
resource sector. He is a graduate of the Australian National University and is a corporate member of the Australian
Institute of Mining and Metallurgy. Mr Woodman has worked for a number of mining companies during his extensive
career in the resources sector and has been influential in major project acquisition and discovery. He has a strong
background in management, exploration planning and execution, resource development and mining operations
both in Australia and overseas.
Mr Woodman most recently held the position of Chief Geologist at Regis Resources Limited where he oversaw
exploration and resource development activities for its WA and NSW Projects. Prior to his role with Regis Resources
Limited, he held positions with Papillon Resources Limited, Sovereign Metals Limited, WCP Resources Limited
(now named Piedmont Lithium Limited), Samantha Gold NL, Ranger Minerals NL, Hellman & Schofield Pty Ltd,
Centamin Egypt Limited and Kingsgate Consolidated Limited.
Mr Woodman was appointed as Managing Director of the Company on 9 April 2018. During the three year period
to the end of the financial year, Mr Woodman has held directorships in Peregrine Gold Limited (September 2020 –
March 2022).
6
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
Mr Peter Muccilli B.Sc. (Geology), MAusIMM
Technical Director
Mr Muccilli is a Geologist with over 28 years of extensive exploration, development and operational experience in
the resources sector, particularly nickel, gold, zinc and lead. Mr Muccilli was the former Managing Director and
Chief Executive Officer for Mincor Resources NL (“Mincor”). During his 14 years at Mincor, Mr Muccilli also held the
role of Kambalda Exploration Manager where he led the team that was responsible for much of Mincor’s nickel
exploration success, including the high-grade greenfield Cassini discovery.
Mr Muccilli has also previously worked for Samantha Gold NL and Resolute Mining Ltd with experience in mine
geology, exploration and resource estimation. He has worked at various gold and base metals projects across
Australia including being the Commissioning Mine Geologist at a number of operations including the Chalice Gold
mine and the Pillara Lead-Zinc mine.
Mr Muccilli was appointed as Technical Director of the Company on 22 July 2020. During the three year period to
the end of the financial year, Mr Muccilli has held directorships in Poseidon Nickel Limited (August 2020 – present).
Mr Robert Behets B.Sc(Hons), FAusIMM, MAIG
Non-Executive Director
Mr Behets is a geologist with 30 years’ experience in the mineral exploration and mining industry in Australia and
internationally. He has had extensive corporate and management experience and has been Director of a number
of ASX-listed companies in the resources sector including Mantra Resources Limited (“Mantra”), Papillon
Resources Limited and Berkeley Energia Limited. Mr Behets was instrumental in the founding, growth and
development of Mantra, an African-focussed uranium company, through to its acquisition by ARMZ for
approximately A$1 billion in 2011. Prior to Mantra, he held various senior management positions during a long
career with WMC Resources Limited.
Mr Behets has a strong combination of technical, commercial and managerial skills and extensive experience in
exploration, mineral resource and ore reserve estimation, feasibility studies and operations across a range of
commodities, including uranium, gold and base metals. He is a Fellow of The Australasian Institute of Mining and
Metallurgy, a Member of the Australian Institute of Geoscientists and was previously a member of the Australasian
Joint Ore Reserve Committee (“JORC”).
Mr Behets was appointed a Director of the Company on 30 June 2017. During the three year period to the end of
the financial year, Mr Behets has held directorships in Apollo Minerals Limited (October 2016 – present), Equatorial
Resources Limited (February 2016 – present), Berkeley Energia Limited (April 2012 - present) and Odyssey Gold
Limited (August 2020 – present).
Mr Mark Pearce B.Bus, CA, FCIS, FFin
Non-Executive Director
Mr Pearce is a Chartered Accountant and is currently a director of several listed companies that operate in the
resources sector. He has had considerable experience in the formation and development of listed resource
companies and has worked for several large international Chartered Accounting firms. Mr Pearce is also a Fellow
of the Governance Institute of Australia and a Fellow of the Financial Services Institute of Australasia.
Mr Pearce was appointed a Director of the Company on 29 July 2016. During the three year period to the end of
the financial year, Mr Pearce has held directorships in GreenX Limited (August 2011 – present), Equatorial
Resources Limited (November 2009 – present), GCX Metals Limited (June 2022 – present), Sovereign Metals
Limited (July 2006 – present), NGX Limited (April 2019 – present), Apollo Minerals Limited (July 2016 – February
2021), Salt Lake Potash Limited (Receivers and Managers Appointed) (August 2014 – October 2020), Odyssey
Gold Limited (September 2005 – August 2020) and Peregrine Gold Limited (September 2020 – February 2022).
Mr Lachlan Lynch B.Com, CA, AGIA
Company Secretary
Mr Lynch is a Chartered Accountant and Chartered Secretary who commenced his career at a large international
Chartered Accounting firm and is currently a Financial Controller for the Apollo Group which is involved in a number
of listed companies that operate in the resources sector. Mr Lynch was appointed as Company Secretary of
Constellation Resources Limited on 24 October 2018.
ANNUAL REPORT 2023 7
DIRECTORS’ REPORT
(Continued)
REMUNERATION REPORT - AUDITED
This Remuneration Report, which forms part of the Directors' Report, sets out information about the remuneration
of Key Management Personnel (“KMP”) of the Group.
Details of Key Management Personnel
The KMP of the Group during or since the end of the financial year were as follows:
Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccilli
Mr Robert Behets
Mr Mark Pearce
Other KMP
Mr Lachlan Lynch
Chairman
Managing Director
Technical Director
Non-Executive Director
Non-Executive Director
Company Secretary
Unless otherwise disclosed, the KMP held their position from 1 July 2022 until the date of this report.
Remuneration Policy
The Group’s remuneration policy for its KMP has been developed by the Board taking into account the size of the
Group, the size of the management team for the Group, the nature and stage of development of the Group’s current
operations, and market conditions and comparable salary levels for companies of a similar size and operating in
similar sectors. In addition to considering the above general factors, the Board has also placed emphasis on the
following specific issues in determining the remuneration policy for KMP:
(a)
the Group is currently focussed on undertaking exploration, appraisal and development activities;
(b)
risks associated with small cap resource companies whilst exploring and developing projects; and
(c) other than profit which may be generated from asset sales, the Group does not expect to be undertaking
profitable operations until sometime after the commencement of commercial production of the project.
Remuneration Policy for Executives
The Group’s remuneration policy is to provide a fixed remuneration component and a performance based
component (short term incentive and long term incentive). The Board believes that this remuneration policy is
appropriate given the considerations discussed in the section above and is appropriate in aligning executives’
objectives with shareholder and business objectives.
Fixed Remuneration
Fixed remuneration consists of base salary, as well as employer contributions to superannuation funds and other
non-cash benefits. Fixed remuneration is reviewed annually by the Board. The process consists of a review of
Group and individual performance, relevant comparative remuneration externally and internally and, where
appropriate, external advice on policies and practices.
Performance Based Remuneration – Short Term Incentive
Some executives are entitled to an annual cash incentive payment upon achieving various key performance
indicators (“KPI’s”), as set by the Board. Having regard to the current size, nature and opportunities of the Group,
the Board has determined that these KPI’s will include measures such as successful commencement and/or
completion of exploration activities (e.g. commencement/completion of exploration programs within budgeted
timeframes and costs), establishment of government relationships (e.g. establish and maintain sound working
relationships with government and officialdom), development activities (e.g. completion of infrastructure studies and
commercial agreements), corporate activities (e.g. recruitment of key personnel and representation of the company
at international conferences) and business development activities (e.g. corporate transactions and capital raisings).
These measures were chosen as the Board believes they represent the key drivers in the short and medium term
success of the Project’s development. On an annual basis, subsequent to year end, the Board assesses
performance against each individual executive’s KPI criteria. During the 2023 financial year, no bonuses (2022: nil)
were approved, paid, or are payable.
8
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
REMUNERATION REPORT – AUDITED (CONTINUED)
Performance Based Remuneration – Long Term Incentive
The Board has or may issue incentive securities to some executives (if applicable) as a key component of the
incentive portion of their remuneration, in order to attract and retain the services of any executives and to provide
an incentive linked to the performance of the Group. The Board considers that for each executive who has or may
receive securities in the future, their experience in the resources industry will greatly assist the Group in progressing
its projects to the next stage of development and the identification of new projects. As such, the Board believes
that the number of incentive securities to be granted to any executives will be commensurate to their value to the
Group.
The Board has a policy of granting incentive securities to executives (if applicable) with exercise prices at and/or
above market share price (at the time of agreement). As such, incentive securities granted to executives will
generally only be of benefit if the executives perform to the level whereby the value of the Group increases
sufficiently to warrant exercising the incentive securities granted.
Other than service-based vesting conditions, there are not expected to be additional performance criteria if incentive
securities are granted to executives, as given the speculative nature of the Group’s activities and the small
management team responsible for its running, it is considered the performance of the executives and the
performance and value of the Group are closely related. If other forms of incentive securities are issued, then
performance milestones may be applied. The Group’s Securities Trading Policy prohibits KMP from entering into
arrangements to limit their exposure to Incentive Securities granted as part of their remuneration package.
During the year ended 30 June 2023, no unlisted incentive options were issued to KMP (30 June 2022: nil), no
incentive options previously issued to KMP were exercised (30 June 2022: 300,000) and 1,050,000 incentive
options previously issued to KMP expired (30 June 2022: 400,000).
Remuneration Policy for Non-Executive Directors
The Board policy is to remunerate Non-Executive Directors at or below market rates for comparable companies for
time, commitment and responsibilities. Given the current size, nature and risks of the Group, incentive securities
may be used to attract and retain Non-Executive Directors. 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 a General Meeting. Total Directors' fees paid to all Non-Executive Directors are not to exceed
$250,000 per annum. Director's fees paid to Non-Executive Directors accrue on a daily basis. Fees for Non-
Executive Directors are not linked to the performance of the entity. However, to align Directors' interests with
shareholder interests, the Directors are encouraged to hold shares in the Company and Non-Executive Directors
may in limited circumstances receive incentive securities in order to secure their services.
Fees for the Chairman are presently $36,000 and fees for other Non-Executive Directors are $20,000 per annum
plus superannuation. These fees cover main board activities only. Non-Executive Directors may receive additional
remuneration for other services provided to the Group.
Relationship between Remuneration of KMP and Shareholder Wealth
During the Group’s project identification, acquisition, exploration and development phases of its business, the Board
anticipates that the Group will retain earnings (if any) and other cash resources for the exploration and development
of its resource projects. Accordingly the Group does not currently have a policy with respect to the payment of
dividends and returns of capital. Therefore there is no relationship between the Board’s policy for determining the
nature and amount of remuneration of KMP and dividends paid and returns of capital by the Group during the
current and previous financial years.
The Board did not determine the nature and amount of remuneration of the KMP by reference to changes in the
price at which shares in the Company traded between the beginning and end of the current financial year.
Discretionary annual cash bonuses, when applicable, will be based on achieving various non-financial key
performance indicators to be determined by the Board. However, as noted above, KMP’s may receive Incentive
Securities which generally will only be of value should the value of the Company’s shares increase sufficiently to
warrant exercising the Incentive Securities.
ANNUAL REPORT 2023 9
DIRECTORS’ REPORT
(Continued)
REMUNERATION REPORT – AUDITED (CONTINUED)
Relationship between Remuneration of KMP and Earnings
As discussed above, the Group is currently undertaking new project acquisition, exploration and development
activities, and does not expect to be undertaking profitable operations (other than by way of material asset sales,
none of which are currently planned) until sometime after the successful commercialisation, production and sales
of commodities from one or more of its projects. Accordingly the Board does not consider earnings during the
current and previous financial years when determining the nature and amount of remuneration of KMP.
In addition to a focus on operating activities, the Board is also focussed on finding and completing new business
and other corporate opportunities. The Board considers that the prospects of the Group and resulting impact on
shareholder wealth will be enhanced by this approach. Accordingly, a bonus may be paid upon the successful
completion of a new business or corporate transaction. No bonuses were declared or paid to KMP in the current
financial year (2022: nil).
Where required, KMP receive superannuation contributions, currently equal to 10.5% of their salary, and do not
receive any other retirement benefit. This amount will be increased to 11% beginning 1 July 2023.
All remuneration provided to KMP is valued at cost to the company and expensed. Incentive securities are valued
using the Black Scholes option or Binomial valuation methodology as appropriate. The value of these incentive
securities is expensed over the vesting period.
Employment Contracts with Key Management Personnel
Mr Peter Woodman, Managing Director, has a letter of appointment confirming the terms and conditions of his
appointment as Managing Director dated 9 April 2018. Mr Woodman receives a salary of $240,000 per annum plus
superannuation. Mr Woodman’s appointment is on a rolling annual basis and can be terminated by the Company
by giving notice no less than 3 months prior to the end of each annual period. In the event of termination by the
Company, Mr Woodman is entitled to receive his salary and benefits for a maximum period of 3 months. Subject to
the satisfaction of key performance indicators set by the Board, Mr Woodman will be entitled to a discretionary
performance cash bonus of up to $60,000 per annum. Given the current nature, size and opportunities of the
Company, these key performance indicators may include measures such as successful completion of exploration
activities (i.e. within budgeted timeframes and costs), development activities (such as completion of technical
assessments and technical studies), corporate activities and business development activities.
Mr Peter Muccilli, Technical Director, has a letter of appointment confirming the terms and conditions of his
appointment as Technical Director dated 18 July 2020. Mr Muccilli receives a salary of $225,000 per annum plus
superannuation. Mr Muccilli’s appointment is on a rolling annual basis and can be terminated by the Company by
giving notice no less than 3 months prior to the end of each annual period. In the event of termination by the
Company, Mr Muccilli is entitled to receive his salary and benefits for a maximum period of 3 months. Subject to
the satisfaction of key performance indicators set by the Board, Mr Muccilli will be entitled to a discretionary
performance cash bonus of up to $45,000 per annum. Given the current nature, size and opportunities of the
Company, these key performance indicators may include measures such as successful completion of exploration
activities (i.e. within budgeted timeframes and costs), development activities (such as completion of technical
assessments and technical studies), corporate activities and business development activities.
All Directors have a letter of appointment confirming the terms and conditions of their appointment as a Director of
the Company.
10
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
REMUNERATION REPORT – AUDITED (CONTINUED)
Remuneration of Key Management Personnel
Details of the nature and amount of each element of the remuneration of each director and KMP of the Group for
the years ended 30 June 2023 and 30 June 2022 are as follows:
Short-term
Post-
employment
Share based
Payments
Total
Performance
Related
Salary &
Fees
Other
Super-
annuation
benefits
Value of
Unlisted
Securities
$
36,000
240,000
225,000
20,000
20,000
-
541,000
$
-
-
-
-
-
-
-
$
-
25,200
23,625
2,100
2,100
-
53,025
$
-
-
729
-
-
-
$
%
36,000
265,200
249,354
22,100
22,100
-
-
-
-
-
-
-
729
594,754
Short-term
Post-
employment
Share based
Payments
Total
Performance
Related
Salary &
Fees
Other
Super-
annuation
benefits
Value of
Unlisted
Securities
$
36,000
240,000
225,000
20,000
20,000
-
541,000
$
-
-
-
-
-
-
-
$
3,600
24,000
22,500
2,000
2,000
-
$
-
-
13,738
-
-
-
$
39,600
264,000
261,238
22,000
22,000
-
54,100
13,738
608,838
%
-
-
5
-
-
-
2023
Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccilli
Mr Robert Behets
Mr Mark Pearce
Other KMP
Mr Lachlan Lynch1
Total
2022
Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccilli
Mr Robert Behets
Mr Mark Pearce
Other KMP
Mr Lachlan Lynch1
Total
Notes:
1. Mr Lynch provides services as the Company Secretary through a services agreement with Apollo Group Pty Ltd (‘Apollo’). Apollo is paid
A$288,000 (30 June 2022: $240,000) per annum for the provision of serviced office facilities and administrative, accounting and company
secretarial services to the Group.
ANNUAL REPORT 2023 11
DIRECTORS’ REPORT
(Continued)
REMUNERATION REPORT – AUDITED (CONTINUED)
Ordinary Shareholdings of Key Management Personnel
Details of the ordinary shares held by each director and KMP of the Group for the year ended 30 June 2023 are as
follows:
2023
Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccilli
Mr Robert Behets
Mr Mark Pearce
Other KMP
Mr Lachlan Lynch
Total
Held at
1 July 2022
Granted as
Remuneration
Purchases
Net Change
Other
(#)
(#)
(#)
(#)
Held at
30 June 2023
(#)
3,200,000
1,266,666
100,000
799,999
1,333,331
61,903
6,761,899
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,200,000
1,266,666
100,000
799,999
1,333,331
61,903
6,761,899
Unlisted Option Holdings and Incentive Securities of Key Management Personnel
Details of the relevant incentive securities granted to or held by each director and KMP of the Group for the year
ended 30 June 2023 are as follows:
Held at
1 July
2022
(#)
Granted as
Remuneration
Options
exercised
(#)
(#)
Options
expired
(#)
Net
Change
Other
Held at
30 June
2023
Vested and
exercisable
(#)
(#)
(#)
2023
Directors
Mr Ian Middlemas
Mr Peter Woodman
-
-
Mr Peter Muccilli
750,000
Mr Robert Behets
Mr Mark Pearce
-
-
Other KMP
Mr Lachlan Lynch
300,000
1,050,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(750,000)
-
-
(300,000)
(1,050,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
12
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
REMUNERATION REPORT – AUDITED (CONTINUED)
Options Granted to Key Management Personnel
Details of Incentive Options granted by the Group to each KMP previously are as follows:
2023
Director
Options
Granted
Grant
Date
Vesting
Date
Expiry
Date
Grant
Date
Fair
Value
$
Exercise
Price
$
No. Vested
as at 30 June
2023
%
vested
in year
%
expired
in year
Mr Peter Muccilli
250,000
22/07/2020
22/07/2020 30/06/2023 $0.40
$0.1250
250,000
100%
100%
250,000
22/07/2020
22/07/2021 30/06/2023 $0.50
$0.1092
250,000
100%
100%
250,000
22/07/2020
22/07/2022 30/06/2023 $0.60
$0.0967
250,000
100%
100%
Other KMP
Mr Lachlan Lynch
100,000
22/07/2020
22/07/2020 30/06/2023 $0.40
$0.1250
100,000
100%
100%
100,000
22/07/2020
22/07/2020 30/06/2023 $0.50
$0.1092
100,000
100%
100%
100,000
22/07/2020
22/07/2020 30/06/2023 $0.60
$0.0967
100,000
100%
100%
During the financial year ended 30 June 2023, 1,050,000 (30 June 2022: 400,000) incentive securities lapsed for
KMP of the Group.
Details of the values of Incentive Options granted, exercised or lapsed for each KMP during the 2023 financial year
are as follows:
Value of Options
Granted during
the Year
$
Value of Options
exercised during
the year
$
Value of Options
expired during
the year
$
Value of Options
included in
remuneration for
the year
$
Remuneration for
the year that
consists of
Options
%
-
-
-
-
-
-
(82,747)
(33,099)
(115,846)
729
-
729
-
-
2023
Directors
Mr Peter Muccilli
Other KMP
Mr Lachlan Lynch
Total
Other Transactions
Apollo Group Pty Ltd (“Apollo Group”), a Company of which Mr Mark Pearce is a director and beneficial shareholder,
provides corporate, administration and company secretarial services and serviced office facilities to the Group under
a services agreement. Either party can terminate the services agreement at any time for any reason by giving one
month’s written notice. Apollo Group received a monthly retainer of $24,000 (exclusive of GST) for the provision of
these services. Effective 1 July 2023, the monthly retainer has increased to $25,000 (exclusive of GST). The
monthly retainer is reviewed every six to twelve months and is based on Apollo Group’s budgeted cost of providing
the services to the Group (and other companies utilising same or similar services from Apollo Group) for the next
six to twelve month period, with minimal mark-up (if any).
Loans from Key Management Personnel
No loans were provided to or received from Key Management Personnel during the year ended 30 June 2023 (2022:
Nil).
End of the audited Remuneration Report.
ANNUAL REPORT 2023 13
DIRECTORS’ REPORT
(Continued)
DIRECTORS' INTERESTS
As at the date of this report, the Directors' interests in the securities of the Company are as follows:
Ian Middlemas
Peter Woodman
Peter Muccilli
Robert Behets
Mark Pearce
Notes:
1 ‘Shares’ means fully paid ordinary shares in the capital of the Company.
TENEMENT SCHEDULE
Tenements held as at the date of the Directors’ Report are listed in the table below:
Reference
Project
State
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Status
Granted
Granted
Granted
Orpheus Project
Western Australia
Application
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Granted
Granted
E28/2403
E63/1281
E63/1282
E63/1695
E28/2738
E28/2957
Shares1
3,200,000
1,266,666
100,000
799,999
1,333,331
Interest
70%
70%
70%
70%
100%
100%
MEETINGS OF DIRECTORS
The number of meetings of Directors held during the year and the number of meetings attended by each Director
was as follows:
Current Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccili
Mr Robert Behets
Mr Mark Pearce
Board Meetings
Number Eligible to Attend
Board Meetings
Number Attended
2
2
2
2
2
2
2
2
2
2
There were no Board committees during the financial year. The Board as a whole currently performs the functions
of an Audit Committee, Risk Committee, Nomination Committee, and Remuneration Committee, however this will
be reviewed should the size and nature of the Group’s activities change.
INDEMNIFICATION AND INSURANCE OF OFFICERS
The Company has entered into Deeds of Indemnity with the Directors indemnifying them against certain liabilities
and costs to the extent permitted by law.
The Group has paid, or agreed to pay, premiums in respect of Directors’ and Officers’ Liability Insurance and
Company Reimbursement policies for the 12 months ended 30 June 2023 and 2022, which cover all Directors and
officers of the Company against liabilities to the extent permitted by the Corporations Act 2001. The policy conditions
preclude the Group from any detailed disclosures including premium amount paid.
14
CONSTELLATION RESOURCES LIMITED
DIRECTORS’ REPORT
(Continued)
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of court to bring proceedings on behalf of the Group or intervene in any proceedings
to which the Group is a part for the purpose of taking responsibility on behalf of the Group for all or any part of those
proceedings.
The Group was not a party to any such proceedings during the year.
NON-AUDIT SERVICES
Non-audit services provided by our auditors William Buck and related entities for the financial year ended 30 June
2023 amounted to nil (2022: nil).
AUDITOR'S INDEPENDENCE DECLARATION
The lead auditor's independence declaration for the year ended 30 June 2023 has been received and can be found
on page 16 of the Directors' Report.
This report is made in accordance with a resolution of the Directors made pursuant to section 298(2) of the
Corporations Act 2001.
For and on behalf of the Directors
PETER WOODMAN
Managing Director
22 September 2023
COMPETENT PERSONS STATEMENT
The information in this report that relates to Exploration Results is extracted from ASX announcements dated 27 July 2023, 20
July 2021, 22 April 2021, 19 January 2021, 27 July 2022 and 20 January 2020 which are available to view at the Company’s
website on www.constellationresources.com.au. The information in the original ASX Announcements that related to Exploration
Results was based on, and fairly represents information compiled by Peter Muccilli, a Competent Person who is a Member of the
Australasian Institute of Mining and Metallurgy. Mr Muccilli is a Technical Director of Constellation Resources Limited and a holder
of shares in Constellation Resources Limited. Mr Muccilli has sufficient experience that is relevant to the styles of mineralisation
and types of deposit under consideration, and to the activity being undertaken, to qualify as a Competent Person as defined in
the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (JORC
Code). The Company confirms that it is not aware of any information or data that materially affects the information included in the
original market announcements. The Company confirms that the form and context in which the Competent Person’s findings are
presented have not been materially modified from the original market announcements.
FORWARD LOOKING STATEMENTS
Statements regarding plans with respect to Constellation’s project are forward-looking statements. There can be no assurance that
the Company’s plans for development of its projects will proceed as currently expected. These forward-looking statements are
based on the Company’s expectations and beliefs concerning future events. Forward looking statements are necessarily subject to
risks, uncertainties and other factors, many of which are outside the control of the Company, which could cause actual results to
differ materially from such statements. The Company makes no undertaking to subsequently update or revise the forward-looking
statements made in this announcement, to reflect the circumstances or events after the date of that announcement.
ANNUAL REPORT 2023 15
AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT
2001 TO THE DIRECTORS OF CONSTELLATION RESOURCES LIMITED
I declare that, to the best of my knowledge and belief during the year ended 30 June 2023 there have been:
— no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in
relation to the audit; and
— no contraventions of any applicable code of professional conduct in relation to the audit.
William Buck Audit (WA) Pty Ltd
ABN 67 125 012 124
Amar Nathwani
Director
Dated this 22nd day of September 2023
Level 3, 15 Labouchere Road, South Perth WA 6151
PO Box 748, South Perth WA 6951
+61 8 6436 2888
wa.info@williambuck.com
williambuck.com
William Buck is an association of firms, each trading under the name of William Buck
across Australia and New Zealand with affiliated offices worldwide.
Liability limited by a scheme approved under Professional Standards Legislation.
16
CONSTELLATION RESOURCES LIMITED
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
Interest income
Exploration and evaluation expenses
Administration expenses
Business development expenses
Share based payments expenses
Loss before income tax
Income tax expense
Loss for the year
Notes
13
4
2023
$
2022
$
70,348
16,151
(717,936)
(1,361,230)
(424,600)
(517,332)
(199,992)
(972)
(49,174)
(18,318)
(1,273,152)
(1,929,903)
-
-
(1,273,152)
(1,929,903)
Loss attributable to members of Constellation Resources
Limited
(1,273,152)
(1,929,903)
Other comprehensive income for the year, net of tax
Total comprehensive loss for the year
Total comprehensive loss attributable to members of
Constellation Resources Limited
Basic and diluted loss per share attributable to the ordinary
equity holders ($ per share)
-
-
(1,273,152)
(1,929,903)
(1,273,152)
(1,929,903)
12
(0.03)
(0.04)
The accompanying notes form part of these financial statements.
ANNUAL REPORT 2023 17
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
Notes
2023
$
2022
$
ASSETS
Current Assets
Cash and cash equivalents
Other receivables
Total Current Assets
Non-Current Assets
Property, plant and equipment
Exploration and evaluation assets
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
11
3
5
6
7
8
9
10
2,415,108
436
2,415,544
3,671,576
18,096
3,689,672
35,091
350,000
385,091
45,825
350,000
395,825
2,800,635
4,085,497
49,380
15,528
64,908
58,825
18,765
77,590
64,908
77,590
2,735,727
4,007,907
9,717,833
1,200,148
9,717,833
1,342,605
(8,182,254)
(7,052,531)
2,735,727
4,007,907
The accompanying notes form part of these financial statements.
18
CONSTELLATION RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
2023
Balance at 1 July 2022
Net loss for the year
Total comprehensive
income/(loss) for the year
Transactions with owners
recorded directly in equity
Share based payment expense
Transfer from SBP reserve upon
expiry of options
Balance at 30 June 2023
2022
Balance at 1 July 2021
Net loss for the year
Total comprehensive
income/(loss) for the year
Transactions with owners
recorded directly in equity
Issue of shares upon exercise of
options
Transfer from SBP reserve upon
exercise of options
Transfer from SBP reserve upon
expiry of options
Share issue costs
Share based payment expense
Balance at 30 June 2022
Contributed
Equity
$
Accumulated
Losses
$
Share Based
Payment
Reserve
$
Other
Equity
Reserve
$
Total
Equity
$
9,717,833
-
(7,052,531)
(1,273,152)
142,457
-
1,200,148
-
4,007,907
(1,273,152)
-
(1,273,152)
-
-
(1,273,152)
-
-
-
972
143,429
(143,429)
-
-
972
-
9,717,833
(8,182,254)
-
1,200,148
2,735,727
6,885,690
-
(5,166,558)
(1,929,903)
201,857
-
1,200,148
-
3,121,137
(1,929,903)
-
(1,929,903)
2,799,581
33,788
-
-
-
-
(33,788)
-
43,930
(43,930)
-
(1,929,903)
-
-
-
2,799,581
-
-
(1,226)
-
9,717,833
-
-
(7,052,531)
-
18,318
142,457
-
-
1,200,148
(1,226)
18,318
4,007,907
The accompanying notes form part of these financial statements.
ANNUAL REPORT 2023 19
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
Operating activities
Interest received from third parties
Payments to employees and suppliers
Payments for exploration and evaluation expenses
Notes
2023
$
2022
$
70,348
16,151
(589,494)
(569,565)
(737,322)
(1,466,854)
Net cash flows used in operating activities
11(a)
(1,256,468)
(2,020,268)
Investing activities
Payments for property, plant and equipment
Net cash flows used in investing activities
Financing activities
Proceeds from issue of ordinary shares upon exercise of options
Share issue costs
Net cash flows from financing activities
8
8
-
-
-
-
-
(43,616)
(43,616)
2,799,581
(1,226)
2,798,355
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
(1,256,468)
734,471
3,671,576
2,937,105
Cash and cash equivalents at the end of the year
11(b)
2,415,108
3,671,576
The accompanying notes form part of these financial statements.
20
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies adopted in preparing the consolidated financial report of Constellation Resources
Limited (“Constellation” or “Company”) and its consolidated entities (“Group”) for the year ended 30 June 2023 are
stated to assist in a general understanding of the financial report. Constellation is a Company limited by shares,
incorporated and domiciled in Australia. The consolidated financial report of the Group for the year ended 30 June
2023 was authorised for issue in accordance with a resolution of the Directors on 20 September 2023.
(a) Basis of Preparation
The financial report is a general purpose financial report which has been prepared in accordance with Australian
Accounting Standards (“AASBs”) and interpretations adopted by the Australian Accounting Standards Board
(“AASB”) and the Corporations Act 2001. The financial statements comprise the consolidated financial statements
of the Group. For the purposes of preparing the financial statements, the Company is a for-profit entity. The
consolidated financial report has also been prepared on a historical cost basis. The financial report is presented in
Australian dollars.
(b) Statement of Compliance
The consolidated financial report complies with Australian Accounting Standards and International Financial
Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. In the current financial
year, the Group has adopted all of the new and revised Standards and Interpretations issued by the AASB that are
mandatory for the current annual reporting period. Any new or amended Accounting Standards or Interpretations
that are not yet mandatory have not been early adopted.
(c) Issued standards and interpretations not early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
effective have not been adopted by the Group for the reporting period ended 30 June 2023. Those which may be
relevant to the Group are set out in the table below, but these are not expected to have any significant impact on
the Group’s financial statements:
Standard/Interpretation
AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of
Accounting Policies and Definition of Accounting Estimates
AASB 2021-5 Amendments to Australian Accounting Standards – Deferred Tax
related to Assets and Liabilities arising from a Single Transaction
Application
Date of
Standard
Application
Date for Group
1 January 2023
1 July 2023
1 January 2023
1 July 2023
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of
Liabilities as Current or Non-Current
1 January 2024
1 July 2024
AASB 2022-6 Amendments to Australian Accounting Standards – Non-current
Liabilities with Covenants
1 January 2024
1 July 2024
AASB 2022-5 Amendments to Australian Accounting standards – Lease Liability in a
Sale and Leaseback
1 January 2024
1 July 2024
AASB 2014-10 Amendments to Australian Accounting Standards – Sale or
Contribution of Assets between an Investor and its Associate or Joint Venture
1 January 2025
1 July 2025
AASB 2021-7(a-c) Amendments to Australian Accounting Standards – Effective Date
of Amendments to AASB 10 and AASB 128 and Editorial Corrections
1 January 2025
1 July 2025
(d) Funding
The Group has no sources of operating cash inflows other than interest income and funds sourced through capital
raising activities. At 30 June 2023, the Group has cash and cash equivalents totalling $2,415,108 (30 June 2022:
$3,671,576) and net working capital of $2,350,636 (30 June 2022: $3,612,082). The Directors believe that the
Group has sufficient cash resources to continue its activities and allow it to meet its minimum expenditure
commitments on existing tenements and operate corporately for at least the next 12 months from the date of
approval of these consolidated financial statements. For this reason these consolidated financial statements have
been prepared on a going concern basis.
ANNUAL REPORT 2023 21
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(e) Principles of Consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Constellation
Resources Limited (“Company” or “Parent Entity”) as at 30 June 2023 and the results of all subsidiaries for the year
then ended. Constellation Resources Limited and its subsidiaries together are referred to as the Group.
Control is only achieved when the Group has the power over the investee (i.e. ability to direct relevant activities of
the investee), is exposed, or has rights, to variable returns from its involvement with the investee, and when it has
the ability to use its power to affect its returns. When the Group has less than a majority of the voting rights of an
investee, the Group considers all relevant facts and circumstances in assessing whether it has power over the
investee, including the size of the Group's holding of voting rights relative to the size and dispersion of holdings of
the other vote holders, the potential voting rights held by the Company, other vote holders or other parties and any
rights arising from other contractual arrangements.
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the elements of control. Subsidiaries are fully consolidated from the date on which control
is transferred to the Group. They are de-consolidated from the date that control ceases. Intercompany transactions
and balances, income and expenses and profits and losses between Group companies, are eliminated. The
financial statements of the subsidiaries are prepared for the same reporting year as the Parent Entity, using
consistent accounting policies. Accounting policies of subsidiaries have been changed where necessary to ensure
consistency with the policies adopted by the Group. Profit or loss and each component of other comprehensive
income are attributed to the owners of the Company and to the non-controlling interests. Total comprehensive
income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this
results in the non-controlling interests having a deficit balance.
Investments in subsidiaries are accounted for at cost less impairment in the individual financial statements of the
Company.
(f) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and other short-term highly liquid
investments with original maturities of 3 months or less.
(g) Trade and Other Receivables
Trade receivables are recognised and carried at original invoice amount less an expected credit loss provision. An
estimate for the expected credit loss is made based on the historical risk of default and expected loss rates at the
inception of the transaction. Inputs are selected for the expected credit loss impairment calculation based on the
Group’s past history, existing market conditions as well as forward looking estimates.
(h) Payables
Liabilities are recognised for amounts to be paid in the future for goods and services received. Trade accounts
payable are normally settled within 30 days.
(i) Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.
(j) Operating Segments
An operating segment is a component of an entity that engages in business activities from which it may earn
revenues and incur expenses (including revenues and expenses relating to transactions with other components of
the same entity), whose operating results are regularly reviewed by the entity's chief operating decision maker to
make decisions about resources to be allocated to the segment and assess its performance and for which discrete
financial information is available. The chief operating decision maker has been identified as the Board of Directors,
taken as a whole. This includes start up operations which are yet to earn revenues. Management will also consider
other factors in determining operating segments such as the existence of a line manager and the level of segment
information presented to the board of directors.
Operating segments have been identified based on the information provided to the Board of Directors. The Group
aggregates two or more operating segments when they have similar economic characteristics. Operating segments
that meet the quantitative criteria as prescribed by AASB 8 are reported separately. However, an operating segment
that does not meet the quantitative criteria is still reported separately where information about the segment would
be useful to users of the financial statements. Information about other business activities and operating segments
that are below the quantitative criteria are combined and disclosed in a separate category for “all other segments”.
22
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(k) Exploration and Evaluation Expenditure
Expenditure on exploration and evaluation is accounted for in accordance with the 'area of interest' method and
with AASB 6 Exploration for and Evaluation of Mineral Resources, which is the Australian equivalent of IFRS 6.
Exploration and evaluation expenditure encompasses expenditures incurred by the Group in connection with the
exploration for and evaluation of mineral resources before the technical feasibility and commercial viability of
extracting a mineral resource are demonstrable.
For each area of interest, expenditure incurred in the acquisition of rights to explore is capitalised, classified as
tangible or intangible, and recognised as an exploration and evaluation asset. Exploration and evaluation assets
are measured at cost at recognition and are recorded as an asset if:
(i)
the rights to tenure of the area of interest are current; and
(ii) at least one of the following conditions is also met:
•
the exploration and evaluation expenditures are expected to be recouped through successful development
and exploitation of the area of interest, or alternatively, by its sale; and
• exploration and evaluation activities in the area of interest have not at the reporting date reached a stage
which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves,
and active and significant operations in, or in relation to, the area of interest are continuing.
Exploration and evaluation expenditure incurred by the Group subsequent to the acquisition of the rights to explore
is expensed as incurred, up until the technical feasibility and commercial viability of the project has been
demonstrated with a bankable feasibility study.
Capitalised exploration costs are reviewed at each reporting date to establish whether an indication of impairment
exists. If any such indication exists, the recoverable amount of the capitalised exploration costs is estimated to
determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying
amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the
increased carrying amount does not exceed the carrying amount that would have been determined had no
impairment loss been recognised for the asset in previous years.
Where a decision is made to proceed with development, accumulated expenditure is tested for impairment and
transferred to development properties, and then amortised over the life of the reserves associated with the area of
interest once mining operations have commenced. Recoverability of the carrying amount of the exploration and
evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the
respective areas of interest.
(l) Earnings per Share
Basic earnings per share (“EPS”) is calculated by dividing the net profit attributable to members of the Company for
the reporting period, after excluding any costs of servicing equity, by the weighted average number of ordinary
shares of the Company.
Diluted EPS is calculated by dividing the basic EPS earnings, adjusted by the after tax effect of financing costs
associated with dilutive potential Ordinary Shares and the effect on revenues and expenses of conversion to
Ordinary Shares associated with dilutive potential Ordinary Shares, by the weighted average number of Ordinary
Shares and dilutive Ordinary Shares.
(m) Revenue Recognition
Interest revenue is recognised as it accrues, taking into account the effective yield on the financial asset.
(n) Goods and Services Tax
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of
the cost of acquisition of the asset or as part of the expense. Receivables and payables in the statement of financial
position are shown inclusive of GST. Cash flows are presented in the statement of cash flows on a gross basis,
except for the GST component of investing and financing activities, which are disclosed as operating cash flows.
(o) Interests in Joint Operations
The Group's share of the assets, liabilities, revenue and expenses of joint venture operations are included in the
appropriate items of the financial statements. Details of the Group’s interests in joint operations are shown at Note
19.
ANNUAL REPORT 2023 23
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(p) Use and Revision of Accounting Estimates
The preparation of the financial report requires management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if
the revision affects only that period, or in the period of the revision and future periods if the revision affects both
current and future periods.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amounts recognised in the financial statements are
described Note 1(w).
(q) Income Tax
The income tax expense for the period is the tax payable on the current period's taxable income based on the
notional income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable
to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial
statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when
the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantively
enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable
temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary
differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised
in relation to these temporary differences if they arose on goodwill or in a transaction, other than a business
combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.
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. The carrying amount
of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be
utilised. Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the
extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly
in equity. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off
current tax assets against tax liabilities and the deferred tax liabilities relate to the same taxable entity and the same
taxation authority.
(r) Issued Capital
Ordinary Shares are classified as equity. Issued and paid up capital is recognised at the fair value of the
consideration received by the Company. 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.
(s) Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the
discretion of the Company, on or before the end of the year but not distributed at reporting date.
(t) Share-Based Payments
Equity-settled share-based payments are provided to officers, employees, consultants and other advisors. These
share-based payments are measured at the fair value of the equity instrument at the grant date. Fair value is
determined using an appropriate option pricing model. The fair value determined at the grant date is expensed on
a straight-line basis over the vesting period, based on the Group's estimate of equity instruments that will eventually
vest. At each reporting date, the Group revises its estimate of the number of equity instruments expected to vest.
The impact of the revision of the original estimates, if any, is recognised in profit or loss over the remaining vesting
period, with a corresponding adjustment to the share based payments reserve. Equity-settled share-based
payments may also be provided as consideration for the acquisition of assets. Where ordinary shares are issued,
the transaction is recorded at fair value based on the quoted price of the ordinary shares at the date of issue. The
acquisition is then recorded as an asset or expensed in accordance with accounting standards.
24
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(u) Plant and Equipment
(i)
Cost and valuation
All classes of plant and equipment are measured at cost. Where assets have been revalued, the potential effect of
the capital gains tax on disposal has not been taken into account in the determination of the revalued carrying
amount. Where it is expected that a liability for capital gains tax will arise, this expected amount is disclosed by
way of note.
(ii)
Depreciation
Depreciation is provided on a straight-line basis on all property, plant and equipment. Computer equipment is
depreciated over a three year useful life.
(v) Impairment of Non-Financial Assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any
such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of
the asset's recoverable amount. An asset's recoverable amount is the higher of its fair value less costs to sell and
its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets or groups of assets and the asset's value in use cannot be estimated
to be close to its fair value. In such cases the asset is tested for impairment as part of the cash-generating unit to
which it belongs. When the carrying amount of an asset or cash-generating unit exceeds its recoverable amount,
the asset or cash-generating unit is considered impaired and is written down to its recoverable amount. In assessing
the value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and the risks specific to the asset.
(w) Significant judgements and key assumptions
The directors evaluate estimates and judgements incorporated into the financial report based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future events
and are based on current trends and economic data, obtained both externally and within the Group.
(i)
Key judgements
The Group capitalises expenditure incurred in the acquisition of rights to explore and records this as an asset where
it is considered likely to be recoverable or where the activities have not reached a stage which permits a reasonable
assessment of the existence of reserves (Note 1(k)). There are areas of interest from which no reserves have been
extracted, but the directors are of the continued belief that such expenditure should not be written off since the
activities have not reached a stage which permits a reasonable assessment of the existence of reserves.
The Group recognises share based payments in accordance with the policy at Note 1(t). Key judgements include
the option valuation and estimate of the number of options likely to vest.
2.
INCOME AND EXPENSES
Employee benefits expense included in profit or loss
Wages, salaries and fees
Defined contribution plans
Share based payment expenses
3. OTHER RECEIVABLES
Interest receivable
GST receivable
2023
$
541,000
53,025
972
594,997
2023
$
123
313
436
2022
$
541,000
54,100
13,738
608,838
2022
$
35
18,061
18,096
ANNUAL REPORT 2023 25
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
4.
INCOME TAX
2023
$
2022
$
(a) Recognised in the Statement of Comprehensive Income
Deferred income tax
Origination and reversal of temporary differences
(379,288)
(573,843)
Adjustments in respect of income tax of previous years
Deferred tax assets not brought to account
Income tax expense reported in the statement of comprehensive income
9,467
369,821
-
2,328
571,515
-
(b) Reconciliation Between Tax Expense and Accounting Loss
Before Income Tax
Accounting loss before income tax
(1,273,152)
(1,929,903)
At the domestic income tax rate of 30% (2022: 30%)
(381,946)
(578,971)
Expenditure not allowable for income tax purposes
Capital allowances
Income not assessable for income tax purposes
Adjustments in respect of income tax of previous years
Deferred tax assets not brought to account
Income tax expense attributable to loss
(c) Deferred Tax Assets and Liabilities
Deferred income tax at 30 June relates to the following:
Deferred Tax Liabilities
Accrued interest
Deferred tax assets used to offset deferred tax liabilities
Deferred Tax Assets
Accrued expenditure
Provisions
Capital allowances
Tax losses available to offset against future taxable income
Deferred tax assets used to offset deferred tax liabilities
Deferred tax assets not brought to account
292
-
-
9,467
372,182
-
5,495
(367)
-
2,328
571,515
-
37
(37)
-
8,509
4,658
221
11
(11)
-
9,747
5,630
7,606
2,533,806
2,152,010
(37)
(11)
(2,547,157)
(2,174,982)
-
-
The benefit of deferred tax assets not brought to account will only be brought to account if:
•
•
•
future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be
realised;
the conditions for deductibility imposed by tax legislation continue to be complied with; and
no changes in tax legislation adversely affect the Group in realising the benefit.
26
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
5. PROPERTY, PLANT AND EQUIPMENT
Computer Equipment
At cost
Accumulated depreciation
Carrying amount at 30 June
Plant and Equipment
At cost
Accumulated depreciation
Carrying amount at 30 June
Reconciliation
Carrying amount at 1 July
Additions
Depreciation
Carrying amount at 30 June
2023
$
11,642
(11,252)
390
43,616
(8,915)
34,701
45,825
-
(10,734)
35,091
2022
$
11,642
(9,242)
2,400
43,616
(191)
43,425
5,330
43,616
(3,121)
45,825
6. EXPLORATION AND EVALUATION ASSETS
Notes
2023
$
2022
$
(a) Exploration and evaluation assets by area
of interest
Orpheus Project (Fraser Range - Western Australia)
6(b)
Total exploration and evaluation assets
(b) Reconciliation of carrying amount:
Carrying amount at beginning of year
Impairment of carrying value
Balance at end of financial year(1)
350,000
350,000
350,000
350,000
350,000
350,000
-
-
350,000
350,000
Notes:
1
The ultimate recoupment of costs carried forward for exploration and evaluation expenditure is dependent on the
successful development and commercial exploitation or sale of the respective areas of interest.
7. TRADE AND OTHER PAYABLES
Trade payables
Accrued expenses
2023
$
21,017
28,363
49,380
2022
$
26,335
32,490
58,825
ANNUAL REPORT 2023 27
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
8. CONTRIBUTED EQUITY
Issued Capital
(a)
49,905,426 (2022: 49,905,426) Ordinary Shares
Notes
8(b)
2023
$
2022
$
9,717,833
9,717,833
9,717,833
9,717,833
(b) Movements in Ordinary Shares During the Past Two Years Were as Follows:
Date
2023
Details
1-Jul-22
Opening balance
30-Jun-23
Closing balance
2022
1-Jul-21
Opening balance
Issue
Price
$
Number of
Ordinary
Shares
49,905,426
49,905,426
36,057,520
7-Oct-21
Exercise of $0.30 unlisted incentive options
300,000
$0.30
7-Oct-21
Transfer from SBP reserve upon exercise of options
-
-
$
9,717,833
9,717,833
6,885,690
90,000
33,788
Various
Exercise of listed options
13,547,906
$0.20
2,709,581
30-Jun-22
Share issue costs
30-Jun-22
Closing balance
-
-
(1,226)
49,905,426
9,717,833
(c) Rights Attaching to Ordinary Shares
The rights attaching to fully paid ordinary shares (“Ordinary Shares”) arise from a combination of the Company's
Constitution, statute and general law. The clauses of the Constitution contain the internal rules of the Company and define
matters such as the rights, duties and powers of its shareholders and directors, including provisions to the following effect
(when read in conjunction with the Corporations Act 2001 or Listing Rules).
Shares
(i)
The issue of shares in the capital of the Company and options over unissued shares by the Company is under the control
of the directors, subject to the Corporations Act 2001 and any rights attached to any special class of shares.
Meetings of Members
(ii)
Directors may call a meeting of members whenever they think fit. Members may call a meeting as provided by the
Corporations Act 2001. The Constitution contains provisions prescribing the content requirements of notices of meetings
of members and all members are entitled to a notice of meeting. A meeting may be held in two or more places linked
together by audio-visual communication devices. A quorum for a meeting of members is 2 shareholders.
Voting
(iii)
Subject to any rights or restrictions at the time being attached to any shares or class of shares of the Company, each
member of the Company is entitled to receive notice of, attend and vote at a general meeting. Resolutions of members
will be decided by a show of hands unless a poll is demanded. On a show of hands each eligible voter present has one
vote. However, where a person present at a general meeting represents personally or by proxy, attorney or representative
more than one member, on a show of hands the person is entitled to one vote only despite the number of members the
person represents. On a poll each eligible member has one vote for each fully paid share held and a fraction of a vote for
each partly paid share determined by the amount paid up on that share.
Changes to the Constitution
(iv)
The Company's Constitution can only be amended by a special resolution passed by at least three quarters of the members
present and voting at a general meeting of the Company. At least 28 days' written notice specifying the intention to
propose the resolution as a special resolution must be given.
28
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
9. RESERVES
Share-based payments reserve
Other equity reserve
Note
9(b)
9(d)
2023
$
-
1,200,148
1,200,148
2022
$
142,457
1,200,148
1,342,605
(a) Nature and Purpose of Share-based Payments Reserve
The share-based payments reserve is used to record the fair value of Unlisted Incentive Options issued by the
Group.
(b) Movements in the share-based payments reserve during the past two years were as
follows:
Date
Details
2023
1 Jul 2022
30 Jun 2023
30 Jun 2023
30 Jun 2023
2022
1 Jul 2021
7 Oct 2021
9 Apr 2022
30 Jun 2022
Opening balance
Share-based payment expense
Transfer from SBP reserve upon expiry of options
Closing balance
Opening balance
Transfer from SBP reserve upon exercise of options
Transfer from SBP reserve upon expiry of options
Share-based payment expense
30 Jun 2022
Closing balance
Number of
Incentive
Options
1,300,000
-
(1,300,000)
-
2,000,000
(300,000)
(400,000)
-
1,300,000
$
142,457
972
(143,429)
-
201,857
(33,788)
(43,930)
18,318
142,457
(c)
Terms and Conditions of Unlisted Incentive Options
The Unlisted Options are granted based upon the following terms and conditions:
• Each Unlisted Option entitles the holder to the right to subscribe for one Ordinary Share upon the exercise of
each Unlisted Option;
•
The Unlisted Options are exercisable at any time prior to the Expiry Date, subject to vesting conditions being
satisfied (if applicable);
• Ordinary Shares issued on exercise of the Unlisted Options rank equally with the then Ordinary Shares of the
Company;
• Application will be made by the Company to ASX for official quotation of the Ordinary Shares issued upon the
exercise of the Unlisted Options;
•
If there is any reconstruction of the issued share capital of the Company, the rights of the Unlisted Option
holders may be varied to comply with the ASX Listing Rules which apply to the reconstruction at the time of
the reconstruction; and
• No application for quotation of the Unlisted Incentive Options will be made by the Company.
(d) Other Equity Reserve
On 30 April 2018, the Company entered into a Debt for Equity Subscription Agreement with its parent entity Apollo
Minerals. Under the terms of the agreement, Apollo Minerals agreed to forgive all loan advances made to the
Company in relation to exploration activities at the Orpheus Project. The balance of the loan as at the date of
forgiveness was $1,200,148. As the transaction was between a parent entity and subsidiary, the forgiven amount
has been recognised directly in equity.
ANNUAL REPORT 2023 29
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
10. ACCUMULATED LOSSES
Balance at 1 July
Net loss for the year
2023
$
2022
$
(7,052,531)
(5,166,558)
(1,273,152)
(1,929,903)
Transfer from SBP reserve upon expiry of unlisted incentive options
143,429
43,930
Balance at 30 June
(8,182,254)
(7,052,531)
11. STATEMENT OF CASH FLOWS RECONCILIATION
(a) Reconciliation of the Net Loss After Tax to the Net Cash
Flows from Operations
Loss for the year
Adjustment for non-cash income and expense items
Depreciation of plant and equipment
Share based payment expense
Change in operating assets and liabilities
Decrease/(Increase) in trade and other receivables
Increase/(decrease) in trade and other payables
Increase/(decrease) in provisions
Net cash outflow from operating activities
(b) Reconciliation of Cash
Cash at bank and on hand
Balance at 30 June
2023
$
2022
$
(1,273,152)
(1,929,903)
10,734
972
3,121
18,318
17,660
(9,446)
(3,236)
(1,789)
(106,158)
(3,857)
(1,256,468)
(2,020,268)
2,415,108
2,415,108
3,671,576
3,671,576
(c) Non-cash financing and investing activities
There were no non-cash financing or investing activities during the year ended 30 June 2023 or 30 June 2022.
30
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
12. EARNINGS PER SHARE
The following reflects the income and share data used in the calculations of basic and diluted earnings per share:
Basic and diluted loss per share ($ per share)
2023
$
(0.03)
(0.03)
2023
$
2022
$
(0.04)
(0.04)
2022
$
Net loss attributable to members of the parent used in calculating basic
and diluted earnings per share:
Earnings used in calculating basic and dilutive earnings per share
(1,273,152)
(1,273,152)
(1,929,903)
(1,929,903)
Number of
Ordinary Shares
2023
Number of
Ordinary Shares
2022
Weighted average number of Ordinary Shares used in calculating basic
and dilutive earnings per share
49,905,426
48,847,263
(a) Non-Dilutive Securities
As at reporting date, there were no securities that were considered non-dilutive.
(b) Conversions, Calls, Subscriptions or Issues after 30 June 2023
Subsequent to 30 June 2023, no Ordinary Shares were issued as a result of the conversion of options.
There were no other conversions to, calls of, or subscriptions for Ordinary Shares or issues of potential Ordinary
Shares since the reporting date and before the completion of this financial report.
13. SHARE BASED PAYMENTS
(a) Recognised Share-based Payment Expense
From time to time, the Group provides incentive options to officers, employees, consultants and other key advisors
as part of remuneration and incentive arrangements. The number of options granted, and the terms of the options
granted are determined by the Board. Shareholder approval is sought where required.
During the past two years, the following equity-settled share-based payments have been recognised:
Expense arising from equity-settled share-based payment transactions
2023
$
972
2022
$
18,318
(b) Summary of Unlisted Options Granted as Share-based Payments
There were no incentive options granted as share-based payments during the past two financial years.
The following table illustrates the number and weighted average exercise prices (WAEP) of Unlisted Options
granted as share-based payments at the beginning and end of the financial year:
2023
Number
Outstanding at beginning of year
1,300,000
Issued during the year
Exercised during the year
-
-
Expired during the year
(1,300,000)
Outstanding at end of year
-
2023
WAEP
$0.50
-
-
$0.50
-
2022
Number
2,000,000
-
(300,000)
(400,000)
1,300,000
2022
WAEP
$0.45
-
$0.30
$0.40
$0.50
ANNUAL REPORT 2023 31
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
14. RELATED PARTIES
Transactions with Key Management Personnel are included at Note 15. There are no other related parties of the
Group.
15. KEY MANAGEMENT PERSONNEL
(a) Details of Key Management Personnel
The KMP of the Group during the financial year were as follows:
Current Directors
Mr Ian Middlemas
Mr Peter Woodman
Mr Peter Muccilli
Mr Robert Behets
Mr Mark Pearce
Other KMP
Mr Lachlan Lynch
Chairman
Managing Director
Technical Director
Non-Executive Director
Non-Executive Director
Company Secretary
Unless otherwise disclosed, KMP held their position from 1 July 2022 until 30 June 2023.
(b) Remuneration of Key Management Personnel
Short-term employee benefits
Post-employment benefits
Share-based payments
2023
$
541,000
53,025
729
2022
$
541,000
54,100
13,738
594,754
608,838
(c)
Loans from Key Management Personnel
No loans were provided to or received from Key Management Personnel during the year ended 30 June 2023 (2022:
Nil).
(d) Other Transactions
Apollo Group Pty Ltd (“Apollo Group”), a Company of which Mr Mark Pearce is a director and beneficial shareholder,
provides corporate, administration and company secretarial services and serviced office facilities to the Group under
a services agreement. Either party can terminate the services agreement at any time for any reason by giving one
month’s written notice. Apollo Group received a monthly retainer of $24,000 (exclusive of GST) for the provision of
these services. Effective 1 July 2023, the monthly retainer has increased to $25,000 (exclusive of GST). The
monthly retainer is reviewed every six to twelve months and is based on Apollo Group’s budgeted cost of providing
the services to the Group (and other companies utilising same or similar services from Apollo Group) for the next
six to twelve month period, with minimal mark-up (if any).
16. SEGMENT INFORMATION
AASB 8 requires operating segments to be identified on the basis of internal reports about components of the Group
that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and
to assess its performance.
The Group operates in one segment, being exploration for mineral resources and in one geographical location being
Australia. This is the basis on which internal reports are provided to the Directors for assessing performance and
determining the allocation of resources within the Group.
32
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
17. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
Overview
The Group's principal financial instruments comprise cash and cash equivalents, trade and other receivables and
trade and other payables. The main risks arising from the Group's financial instruments are liquidity risk, interest
rate risk and credit risk.
This note presents information about the Group's exposure to the above risks, its objectives, policies and processes
for measuring and managing risk, and the management of capital. Other than as disclosed, there have been no
significant changes since the previous financial year to the exposure or management of these risks.
The Group manages its exposure to key financial risks in accordance with the Group's financial risk management
policy. Key risks are monitored and reviewed as circumstances change (e.g. acquisition of a new project) and
policies are revised as required. The overall objective of the Group's financial risk management policy is to support
the delivery of the Group's financial targets whilst protecting future financial security.
Given the nature and size of the business and uncertainty as to the timing and amount of cash inflows and outflows,
the Group does not enter into derivative transactions to mitigate the financial risks. In addition, the Group's policy
is that no trading in financial instruments shall be undertaken for the purposes of making speculative gains. As the
Group's operations change, the Directors will review this policy periodically going forward.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management
framework. The Board reviews and agrees policies for managing the Group's financial risks as summarised below.
(a) Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Board's
approach to managing liquidity is to ensure, as far as possible, that the Group will always have sufficient liquidity to
meet its liabilities when due.
The contractual maturities of financial liabilities, including estimated interest payments, are provided below. There
are no netting arrangements in respect of financial liabilities.
2023
Financial Liabilities
Trade and other payables
2022
Financial Liabilities
Trade and other payables
(b) Commodity Price Risk
≤6 Months
A$
6-12
Months
A$
1-5 Years
A$
≥5 Years
A$
Total
A$
49,380
49,380
-
-
-
-
-
-
49,380
49,380
≤6 Months
A$
6-12
Months
A$
1-5 Years
A$
≥5 Years
A$
Total
A$
58,825
58,825
-
-
-
-
-
-
58,825
58,825
The Group is exposed to commodity price risk. These commodity prices can be volatile and are influenced by factors
beyond the Group’s control. As the Group is currently engaged in exploration and business development activities,
no sales of commodities are forecast for the next 12 months, and accordingly, no hedging or derivative transactions
have been used to manage commodity price risk.
ANNUAL REPORT 2023 33
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
17. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)
(c) Capital Management
The Group manages its capital to ensure that it will be able to continue as a going concern while financing the
development of its projects through primarily equity based financing. The Board's policy is to maintain a strong
capital base so as to maintain investor, creditor and market confidence and to sustain future development of the
business. Given the stage of the Group, the Board's objective is to minimise debt and to raise funds as required
through the issue of new shares.
The Group is not subject to externally imposed capital requirements.
There were no changes in the Group's approach to capital management during the year. During the next 12 months,
the Group will continue to explore financing opportunities, primarily consisting of additional issues of equity should
it be required.
(d) Fair Value
The net fair value of financial assets and financial liabilities approximates their carrying value as at 30 June 2023
and 30 June 2022.
(e)
Interest Rate Risk
The Group's exposure to the risk of changes in market interest rates relates primarily to the cash and short-term
deposits with a floating interest rate.
These financial assets with variable rates expose the Group to cash flow interest rate risk. All other financial assets
and liabilities, in the form of receivables and payables are non-interest bearing.
At the reporting date, the interest rate profile of the Group's interest-bearing financial instruments was:
Interest-bearing financial instruments
Cash and cash equivalents
2023
$
2022
$
2,415,108
3,671,576
2,415,108
3,671,576
The Group’s cash at bank and on hand had a weighted average floating interest rate at year end of 4.09% (2022:
0.55%). The Group currently does not engage in any hedging or derivative transactions to manage interest rate
risk.
Interest rate sensitivity
A sensitivity of 20% has been selected as this is considered reasonable given the current level of both short term
and long term interest rates. A 20% movement in interest rates at the reporting date would have increased
(decreased) equity and profit and loss by the amounts shown below. This analysis assumes that all other variables,
remain constant.
2023
Cash and cash equivalents
2022
Cash and cash equivalents
Profit or loss
Equity
20bp
Increase
20bp
Decrease
20bp
Increase
20bp
Decrease
19,749
(19,749)
19,749
(19,749)
4,053
(4,053)
4,053
(4,053)
34
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
17. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)
(f) Credit Risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to
meet its contractual obligations. This arises principally from cash and cash equivalents and trade and other
receivables.
There are no significant concentrations of credit risk within the Group. The carrying amount of the Group's financial
assets represents the maximum credit risk exposure, as represented below:
Financial assets
Cash and cash equivalents
Other receivables
2023
$
2022
$
2,415,108
3,671,576
436
18,096
2,415,544
3,689,672
The Group does not have any customers and accordingly does not have any significant exposure to credit losses.
Other receivables comprise primarily GST refunds and interest receivable. At 30 June 2023, none (2022: none) of
the Group's receivables are past due. No impairment losses on receivables have been recognised. With respect to
credit risk arising from cash and cash equivalents, the Group's exposure to credit risk arises from historical default
of the counter party, with a maximum exposure equal to the carrying amount of these instruments.
18. COMMITMENTS
As a condition of retaining the current rights to tenure to exploration tenements, the Group is required to pay an
annual rental charge and meet minimum expenditure requirements for each tenement. These obligations are not
provided for in the financial statements and are at the sole discretion of the Group:
Commitments for exploration expenditure:
Not longer than 1 year
Longer than 1 year and shorter than 5 years
19. INTERESTS IN JOINT OPERATIONS
The Group has interests in the following joint operations:
2023
$
278,625
170,000
448,625
2022
$
352,000
356,375
708,375
Principal Activities
Country
Interest
Carrying Amount
2023
%
2022
%
2023
$
2022
$
Exploration for nickel, copper and
gold in the Fraser Range
Australia
70
70
350,000
350,000
Name
Orpheus
Project
Orpheus Project
Constellation Resources has a 70% interest in the unincorporated Orpheus Joint Venture with Enterprise Metals
Limited (30% interest). The Orpheus Joint Venture area consists of four tenements (E28/2403, E63/1281, E63,1282
and E63/1695) in the prospective Fraser Range province.
Constellation Resources is required to sole fund all joint operation activities until the date it delivers a Bankable
Feasibility Study for a Mining Area to Enterprise Metals Limited.
ANNUAL REPORT 2023 35
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
20. RELATED PARTIES
Key Management Personnel
Transactions with Key Management Personnel are included at Note 15.
Transactions with Related Parties in the Consolidated Group
The consolidated group consists of Constellation Resources Limited (the ultimate parent entity in the wholly owned
group) and its controlled entities (see Note 22). Balances and transactions between the Company and its
subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed
in this note.
21. PARENT ENTITY DISCLOSURES
(a) Financial Position
Assets
Current Assets
Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Non-Current Liabilities
Total Liabilities
Equity
Contributed equity
Reserves
Accumulated losses
Total Equity
(b) Financial Performance
Loss for the year
Total comprehensive income
2022
$
2021
$
2,415,544
385,091
3,689,672
395,825
2,800,635
4,085,497
49,140
-
49,140
77,590
-
77,590
9,717,833
1,200,148
9,717,833
1,342,605
(8,182,254)
(7,052,531)
2,735,727
4,007,907
(1,273,152)
(1,929,903)
(1,273,152)
(1,929,903)
The Parent entity’s commitments and contingent assets or liabilities are included in Note 18 and 23 respectively.
22. CONTROLLED ENTITIES
All controlled entities are included in the consolidated financial statements. The parent entity does not guarantee
to pay the deficiency of its controlled entities in the event of a winding up of any controlled entity. The financial
year-end of the controlled entities is the same as that of the parent entity.
Name of Controlled Entity
CR1 Energy Pty Ltd
Place of
Incorporation
Australia
% of Shares
held 2023
% of Shares
held 2022
100
-
CR1 Energy Pty Ltd was incorporated on 30 November 2022. There was no transactions in the subsidiary during
the financial year.
36
CONSTELLATION RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(Continued)
23. CONTINGENT ASSETS AND LIABILITIES
As at the date of this report, no material contingent assets or liabilities had been identified as at 30 June 2023 (2022:
nil).
24. AUDITORS' REMUNERATION
Amounts received or due and receivable by William Buck for:
□ an audit or review of the financial report of the Company
□ other services in relation to the Company
2023
$
24,000
-
24,000
2022
$
23,500
-
23,500
25. EVENTS SUBSEQUENT TO REPORTING DATE
As at the date of this report, other than previously stated, there are no other matters or circumstances which have
arisen since 30 June 2023 that have significantly affected or may significantly affect:
•
•
•
the operations, in financial years subsequent to 30 June 2023, of the Group;
the results of those operations, in financial years subsequent to 30 June 2023, of the Group; or
the state of affairs, in financial years subsequent to 30 June 2023, of the Group.
ANNUAL REPORT 2023 37
DIRECTORS’ DECLARATION
In accordance with a resolution of the directors of Constellation Resources Limited:
1.
In the opinion of the directors:
(a)
the attached financial statements, notes and the additional disclosures included in the directors' report
designated as audited, are in accordance with the Corporations Act 2001, including:
(i)
section 296 (compliance with accounting standards and Corporations Regulations 2001); and
(ii)
section 297 (gives a true and fair view of the financial position as at 30 June 2023 and of the
performance for the year ended on that date of the Grouup); and
(b)
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
become due and payable.
The attached financial statements and notes thereto are in compliance with International Financial Reporting
Standards, as stated in Note 1 to the financial statements.
The Directors have been given a declaration required by section 295A of the Corporations Act 2001 for the
financial year ended 30 June 2023.
2.
3.
On behalf of the Board
PETER WOODMAN
Managing Director
22 September 2023
38
CONSTELLATION RESOURCES LIMITED
Constellation Resources Limited
Independent auditor’s report to members
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Constellation Resources Limited (the Company and its subsidiaries
(the Group)), which comprises the consolidated statement of financial position as at 30 June 2023, the
consolidated statement of 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 statements,
including a summary of significant accounting policies and other explanatory information, 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 2023 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 auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Level 3, 15 Labouchere Road, South Perth WA 6151
PO Box 748, South Perth WA 6951
+61 8 6436 2888
wa.info@williambuck.com
williambuck.com
William Buck is an association of firms, each trading under the name of William Buck
across Australia and New Zealand with affiliated offices worldwide.
Liability limited by a scheme approved under Professional Standards Legislation.
ANNUAL REPORT 2023 39
CARRYING VALUE OF EXPLORATION COST
Area of focus
Refer also to notes 1(g) and 6
The Group has capitalised the acquisition costs of
tenements comprising the Orpheus Project
located in the Fraser Range province of Western
Australia. The carrying value of these costs
represents a significant asset of the Group.
This is a key audit matter due to the fact that
significant judgement is applied in determining
whether the capitalised exploration costs continue
to meet the recognition criteria of AASB 6
Exploration for and Evaluation of Mineral
Resources.
How our audit addressed it
Our procedures focussed on evaluating
management’s assessment of whether the
exploration assets meet the recognition criteria of
AASB 6, including:
— Obtaining evidence that the Group has valid
rights to explore the areas represented by the
capitalised exploration costs.
— Enquiring of management and reviewing the
cashflow forecast to verify that substantive
expenditure on further exploration for and
evaluation of the mineral resources in the
Group’s areas of interest was planned.
— Enquiring with management, reviewing ASX
announcements made and reviewing minutes of
director meetings to verify that the Group had
not decided to discontinue activities in any of its
areas of interest.
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 2023, 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 Group are responsible for the preparation of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
40
CONSTELLATION RESOURCES LIMITED
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 these financial statements is located at the
Auditing and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our independent auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 8 to 13 of the directors’ report for the year
ended 30 June 2023.
In our opinion, the Remuneration Report of Constellation Resources Limited, for the year ended 30 June
2023, 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.
William Buck Audit (WA) Pty Ltd
ABN 67 125 012 124
Amar Nathwani
Director
Dated this 22nd day of September 2023
ANNUAL REPORT 2023 41
CORPORATE GOVERNANCE STATEMENT
Constellation Resources Limited (“Constellation Resources” or “Company”) believes corporate governance is
important for the Company in conducting its business activities.
The Board of the Company has adopted a suite of charters and key corporate governance documents which
articulate the policies and procedures followed by the Company.
the Company’s website,
These documents are available
www.constellationresources.com.au. These documents are reviewed annually to address any changes in
governance practices and the law.
the Corporate Governance section of
in
The Company’s Corporate Governance Statement 2023, which explains how Constellation Resources complies
with the ASX Corporate Governance Council’s ‘Corporate Governance Principles and Recommendations – 4th
Edition’ in relation to the year ended 30 June 2023, is available in the Corporate Governance section of the
Company’s website, www.constellationresources.com.au and will be lodged with ASX together with an Appendix
4G at the same time that this Annual Report is lodged with ASX.
In addition to the ASX Corporate Governance Council’s ‘Corporate Governance Principles and Recommendations
– 4th Edition’ the Board has taken into account a number of important factors in determining its corporate
governance policies and procedures, including the:
•
relatively simple operations of the Company, which currently only undertakes mineral exploration and
development activities;
cost verses benefit of additional corporate governance requirements or processes;
size of the Board;
•
•
• Board’s experience in the resources sector;
•
•
•
•
organisational reporting structure and number of reporting functions, operational divisions and employees;
relatively simple financial affairs with limited complexity and quantum;
relatively small market capitalisation and economic value of the entity; and
direct shareholder feedback.
42
CONSTELLATION RESOURCES LIMITED
ASX ADDITIONAL INFORMATION
NOTES TO THE FINANCIAL STATEMENTS
THE YEAR ENDED 30 JUNE 2017
(Continued)
The shareholder information set out below was applicable as at 31 August 2023.
1. TWENTY LARGEST HOLDERS OF ORDINARY SHARES
The names of the twenty largest holders of listed securities are listed below:
Name
Arredo Pty Ltd
Apollo Minerals Limited
Mr Thomas Francis Corr
Croseus Mining Pty ltd
BNP Paribas Noms Pty Ltd
Bouchi Pty Ltd
Mr John Paul Welborn
Beelong Pty Ltd
Mr Peter Woodman
Mr Kevin Mark Johnson
GP Securities Pty Ltd
Beelong Pty Ltd
Roseberry Holdings Pty Ltd
HSBC Custody Nominees (Australia) Limited
Verve Investments Pty Ltd
Mikado Corporation Pty Ltd
Mr Robert Arthur Behets & Mrs Kristina Jane Behets
Longridge Partners Pty Ltd
Cantori Pty Ltd
Ms Kellie Lambourn
Total Top 20
Others
Total Ordinary Shares on Issue
2. DISTRIBUTION OF ORDINARY SHARES
Analysis of numbers of holders by size of holding:
No. of Ordinary
Shares Held
% of Issued
Shares
3,200,000
2,300,100
2,290,761
1,810,012
1,647,069
1,600,000
1,500,000
1,400,000
1,266,666
1,000,000
1,000,000
1,350,000
933,332
821,484
800,000
750,000
666,666
600,000
556,379
500,000
6.41
4.61
4.59
3.63
3.30
3.21
3.01
2.81
2.54
2.00
2.00
2.00
1.87
1.65
1.60
1.50
1.34
1.20
1.11
1.00
25,642,469
24,262,957
49,905,426
51.38
48.62
100
Distribution
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
More than 100,000
Totals
Number of Shareholders
Number of Shares
21
70
56
201
91
439
3,453
220,730
438,732
8,057,874
41,184,647
49,905,426
There were 67 holders of less than a marketable parcel of ordinary shares.
Constellation Resources Limited ANNUAL REPORT 2023 43
ASX ADDITIONAL INFORMATION (Continued)
3. VOTING RIGHTS
See Note 8 of the Notes to the Financial Statements.
4. SUBSTANTIAL SHAREHOLDERS
Substantial Shareholder notices have been received from the following:
Substantial Shareholder
Arredo Pty Ltd
Kevin Mark Johnson
5. RESTRICTED SECURITIES
There were no restricted securities on issue.
6. ON-MARKET BUY BACK
Number of Shares
3,200,000
3,000,000
There is currently no on-market buyback program for any of Constellation Resources Limited's listed securities.
7. UNQUOTED SECURITIES
There were no unlisted securities on issue as at 31 August 2023.
8. MINERAL RESOURCES STATEMENT
To date, the Group has not reported any Mineral Resources or Ore Reserves for its exploration projects.
9. EXPLORATION INTERESTS
Reference
Project
State
E28/2403
E63/1281
E63/1282
E28/2738
E63/1695
E28/2957
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Orpheus Project
Western Australia
Status
Granted
Granted
Granted
Granted
Application
Granted
Interest
70%
70%
70%
100%
70%
100%
44
CONSTELLATION RESOURCES LIMITED
constellationresources.com.au
Level 9, 28 The Esplanade,
Perth WA 6000
ANNUAL REPORT 2023 45