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2023 Report2 0 2 3
A N N U A L
R E P O R T
CULLEN RESOURCES LIMITED
CONTENTS
Chairman's Report
Company Assets and Key Projects
Projects Review
Directors' Report
Auditor’s Independence Declaration
Corporate Governance Statement
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Comprehensive Income
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors' Declaration
Independent Audit Report
Shareholder Information
PAGE
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CORPORATE DIRECTORY
ABN: 46 006 045 790
Directors
John Horsburgh (Non-executive Chairman)
Chris Ringrose (Managing Director)
Wayne Kernaghan (Non-executive)
Secretary
Wayne Kernaghan
Registered and Principal Office
Unit 4
7 Hardy Street
South Perth WA 6151
Telephone +61 (8) 9474 5511
Facsimile +61 (8) 9474 5588
Solicitors
HWL Ebsworth
Level 20
240 St Georges Terrace
Perth WA 6000
Auditors
Rothsay Audit and Assurance Pty Ltd
Level 1, Lincoln Building
4 Ventnor Avenue
West Perth WA 6005
Bankers
Westpac
7 Queen Street,
Fremantle WA 6160
Securities Quoted
Australian Stock Exchange
Limited
Home Exchange - Sydney
ASX Code: CUL
Share Registry
Computershare Investor
Services
Level 3, 60 Carrington Street
Sydney NSW 2000
Telephone (02) 8234 5000
www.computershare.com
Email
cringrose@cullenresources.com.au
Company Website
www.cullenresources.com.au
1
Pegmatite Platform - Wongan Hills
CHAIRMAN’S REPORT
Dear Shareholder
There are a number of positives from the past year's activities in this Annual Report.
Along with some diligent target definition work, Cullen is actively working through the
targeting and heritage clearances for the WA projects, with a view to the next round of
drill testing.
One of these is at Tuckabianna North, near Cue, where a strong gold target has been
identified from RC drilling, probably the best by any company to date along this
prospective trend. Another is at Wongan Hills, 400km to the SW. A new Intrusion-
related model for Cu-Au-(Zn-Ag) mineralisation and drill targets have been revealed
from careful field work and the results of a more recent gravity survey. Follow-up drilling
is planned for both these new targets.
It is your Company's recent developments on the Lithium front that I would like to flag
next. The recent discoveries of Lithium-Cesium-Tantalum (“LCT”) pegmatite deposits in
Greenstone Belts in WA prompted reconnaissance surveys within Cullen's own project
areas, at Bromus South, Barlee and Wongan Hills. In all areas, positive indications of
LCT geochemistry have been confirmed in the form of anomalies in soils and/or
outcropping and float of pegmatites. At Bromus South and Barlee, this reconnaissance
work has resulted in the identification of several drill targets. Bromus South is located
near Norseman and within a “Lithium Corridor”, with excellent discovery potential
around domal granites and along granite-greenstone contacts. Further north at Barlee,
a +5 km pegmatite trend with anomalous lithium and rare metals in soil and rock samples
has been located by prospecting along a granite-greenstone contact. These are high
priority targets.
Cullen is also exploring for lithium in Finland, jointly with TSX-listed Capella Minerals
Limited via the local company Cullen Finland Oy (30% Cullen). The immediate focus is
the Eräjärvi LCT pegmatite field in southern Finland. Significantly, more than 70
pegmatite dykes, enriched in B,Be,Li,Nb,Sn and Ta are reported from the area with no
recent history of exploration for lithium deposits. Cullen Finland Oy has also been
granted five exploration permits in the highly prospective Central Lapland Greenstone
Belt of northern Finland to explore for copper-gold, with first drilling anticipated in early
2024.
The outlook for the coming year is very positive on all fronts and for shareholders there is
much to anticipate. Finally, I would like to acknowledge the work of CEO Dr Chris
Ringrose and my fellow director, consultants and contractors for their valuable
contributions throughout the year.
John Horsburgh, Chairman
ANNUAL REPORT 2023
2
COMPANY ASSETS & KEY PROJECTS
WESTERN AUSTRALIA | Project Location Map
Cullen Projects
JV Projects
Iron Ore Royalties
500 kilometres
Kununurra
BROOME
PORT HEDLAND
Dampier
Karratha
Marble Bar
WEST PILBARA
WEST PILBARA
Tom Price
Paraburdoo
Newman
W E S T E R N
A U S T R A L I A
NORTH TUCKABIANNA
Gold and Base Metal Targets
Meekatharra
WILUNA
Kalbarri
Mount Magnet
Leinster
Sandstone
Geraldton
BARLEE
Gold and Lithium Targeting
WONGAN HILLS
Gold, Basemetals and
LCT Pegmatite Targets
Coolgardie
PERTH
Northam
Merredin
MT EUREKA
Nickel, VHMS and Gold Targets
JV with Rox Resources
Leonora
Menzies
KALGOORLIE
Kambalda
Norseman
KILLALOE
Gold and Nickel Targets
JV with Lachlan Star
YORNUP
Ni-Cu-PGE and LCT
Pegmatite Targeting
Bunbury
Albany
BROMUS
Gold and Lithium Targeting
ESPERANCE
FINLAND | Project Location Map
N o r w a y
5 Exploration
Permits
(Cu - Au)
S w e d e n
Oulu
F I N L A N D
Perho
Reservation (Li)
HELSINKI
R u s s i a
3
CULLEN RESOURCES LIMITED
WONGAN HILLS PROJECT
Gold, Base Metals and Lithium - in - Pegmatites
Cullen's exploration at the Wongan Hills Project, located ~200km north east of Perth in
the Western Yilgarn province, has targeted laterite geochemical anomalies, considered
indicative of potential VHMS base metal mineralisation, and EM and geochemical
anomalies with Ni-Cu-PGE potential.
Most recent work has focused on the Wongan Prospect, on the western side of the
greenstone belt. Following compilation of data sets, including a recent trial gravity
survey, it is proposed that hydrothermal fluids related to underlying, felsic intrusions may
have generated Cu-Au-(Zn-Ag) mineralisation along faults. Further drill testing is
warranted.
WONGAN HILLS PROJECT | Schematic Cross Section
It is notable that, Cullen's previous air core drilling suggests a major N-S fault is a focus
for alteration and mineralisation with best intersections of:
1m @ 3.72% Cu with 0.3 g/t Au, 28 ppm Ag (19WAC64, 36-37m)
1m @ 3.40% Cu with 1.5 g/t Au, 32 ppm Ag (19WAC48, 55-56m) with 937ppm Bi,
45 ppm Mo and 1669 ppm Zn
5m @ 417ppm W; 1.6 ppm Ag, 0.2%Cu (19WHAC66, 45-50m) (see Fig. 5).
Chalcopyrite and sphalerite were intersected in Cullen's diamond drill hole WHD001in a
sequence of mafics and mafic metasediments. Rock chip samples collected to assist
interpretation of the gravity data, returned a number of rare-element anomalies: Ta
(403ppm), Cs (55ppm) and Nb (102ppm) in pegmatites with further investigation on-
going (ASX : CUL, 21/06/2023).
ANNUAL REPORT 2023
4
WONGAN HILLS PROJECT
Gold, Base Metals and Lithium - in - Pegmatites
WONGAN HILLS PROJECT | Compilation of historical and Cullen data from
around the trial gravity survey, which supports a model of Cu-Au mineralisation
REFERENCE: The interpreted position of a large body of felsic intrusive (adamellite) has previously been
proposed by Lipple, S.L., 1982/4 : Geology of the Wongan Hills, GSWA Record.Thin section report by
Mintex Petrological Solutions, June 2023.
5
CULLEN RESOURCES LIMITED
BARLEE PROJECT
Gold and Lithium - in - Pegmatites
Barlee is a “greenfield” project which extends from 10 - 55 km SSE of the Penny Gold
(previously “Penny West”) deposit and the Youanmi greenstone belt, towards the NW tip
of the Marda - Diemals greenstone belt. It covers significant strike of underexplored
shear zones and numerous elongate and/or folded aeromagnetic anomalies (highs),
which are interpreted to be intercalated greenstone within the granite terrane.
Cullen has completed preliminary programs of air core drilling, soil and rock chip
sampling and has now focused on further exploration for lithium in pegmatites, and gold
in veins and shear zones in two prospect key areas:
Ÿ Anomalous rock chip and soil sampling results near Trainers Rocks provided targets
for follow-up air core drilling targeting lithium - in - pegmatites, subject to planned
heritage clearance; and,
Ÿ In the southern part of the project area, reconnaissance air core drilling intersected
potentially large bodies of greenstone (including mafics-ultramafics) within a
substantial, previously-untested granite terrane and, the results of auger soil sampling
highlight potential gold mineralized structures and base metal anomalies indicative of
ultramafic rocks for further investigation..
BARLEE PROJECT | Prospecting across pegmatite outcrops
REFERENCES
WAMEX Report A97620 | Felderhof, S.; 2013: Lake Barlee West, Final Surrender Report, Orrex Resources Ltd.
WAMEX A 51189 | Warne,S..B.; 1997, Barlee Project, Roebuck Resources.
ANNUAL REPORT 2023
6
BARLEE PROJECT
Gold and Lithium - in - Pegmatites
BARLEE PROJECT | Geological Interpretation
BARLEE PROJECT | The Southern Tenement E77/2606,
includes structure and geochemical anomalies for Au, Ni-Cu
7
CULLEN RESOURCES LIMITED
BARLEE PROJECT
Gold and Lithium - in - Pegmatites
BARLEE PROJECT | Magnetics Image BARLEE PROJECT | Bedrock Interpretation
Rock chip samples with elevated lithium and associated rare elements of pegmatites
form a target area in the south-eastern portion of the project.
ANNUAL REPORT 2023
8
YORNUP PROJECT
Ni-Cu-PGE and Lithium - in - Pegmatites
Yornup Project, E70/5405, lies towards the southern limit of the “West Yilgarn Ni-Cu-
PGE Province” and adjoins the Bridgetown East Ni-Cu-PGE Project owned by Venus
Metals Corporation Ltd (“VMC”), and the subject of an exploration farm-in by a
subsidiary of IGO Limited (ASX:VMC; 27-6-2022).
E70/5405 includes the Yornup Northeast chromium prospect and is part of a NE-SW
trend of nickel and chromium occurrences including Palgarup (Ni) and Yornup South (Ni
- Cr). Anomalous platinum (Pt) and palladium (Pd) levels were also reported in BLEG
stream sediment samples with up to: 2.9 ppb Pd and 2.2 Pt ppb near mapped
ultramafics, which include : serpentinites, talc schist, pyroxenites and peridotites in a
basement of paragneiss.
During the year, Cullen completed an ultrafine soil sampling program (UF*) targeting
ultramafic bodies for Julimar-type, Ni-Cu-PGE sulphides. This survey yielded a high-
priority geochemical target, 'Sunnyside', that may indicate the presence of sulphide
mineralisation associated with mafic-ultramafic lithologies. Also at Sunnyside, soil
assays show a coincident Nb-Sn-Ta-W-Ti anomaly and a Li-Cs anomaly (open to the
east). The spatial relationship of Li-Cs and rare metals may indicate zonation within a
larger system.
Further soil / laterite sampling and ground EM and/or drone magnetic surveying are
planned to refine targeting.
YORNUP PROJECT | Tenement Location Map
REFERENCES
WAMEX A98223 | Bridgetown E70/2855, Final Report, June 2013, Amerod Holdings Pty Ltd
WAMEX A79877 | Bridgetown Combined Annual Report C37/2009, Bridgetown Manjimup, September 07- September 08, Amerod Holdings Pty Ltd
WAMEX A18173 | HADWICK, R. C., 1986, Yornup prospect, Annual Exploration Report, 1986: West Coast Holdings Limited: Western Australia
Geological Survey,
WAMEX A29958 | Cameron, G.H, 1990, Exploration Potential of the Bridgetown/Yornup Donnelly River Area
HASSAN, L. Y., 1998 | Mineral occurrences and exploration potential of southwest Western Australia: Western Australia Geological Survey, Report 65, 38p
9
CULLEN RESOURCES LIMITED
NORTH TUCKABIANNA PROJECT
Gold and Base Metals
This project lies along a regionally-significant gold corridor stretching between Cue and
Meekatharra. During the year, Cullen completed a first-pass RC program (TNRC21-24)
testing for gold-bearing lodes beneath air core gold anomalies at the regolith-bedrock
interface. Results indicate a ~30m wide target zone in bedrock with an envelope of
anomalous silver and tungsten. This is encouraging and further drilling is warranted
given the very sparse, shallow drilling below regolith along strike, and the multiple,
prospective intersecting, shears and faults along the +10km target trend.
NORTH TUCKABIANNA PROJECT | Regional Location Map
ANNUAL REPORT 2023
10
NORTH TUCKABIANNA PROJECT
Gold and Base Metals
NORTH TUCKABIANNA | Cross Section 6972400mN
NORTH TUCKABIANNA | Cross Section 6972400mN - Interpretation
11
CULLEN RESOURCES LIMITED
BROMUS SOUTH PROJECT
Gold and Lithium - in - Pegmatites
The Bromus South Project lies at the southern end of an emerging “lithium corridor”
which includes lithium resources at: Mt Marion (51.4Mt @ 1.45% Li O; Mineral
Resources - ASX: MIN, 10-10-22); Dome North (11.2Mt @ 1.16% Li O; Essential Metals
- ASX:ESS, 20-12-22); and the Cs-Li mine at Sinclair-Pioneer.
2
2
Ultarfine soil sampling (UF*) has been completed along existing tracks at, targeting gold,
and lithium-in-pegmatites. Assays show associations of Li +/- Sn, +/- Ta and +/-Cs
anomalies which suggest prospectivity target for lithium-in-pegmatite.
Prospective settings at Bromus South for lithium-in-pegmatites include: 1) around the
nose of a domal granite; 2) along north-east trending faults in greenstone; 3) in
greenstone overlying interpreted buried intrusives; and, 4) along the western
greenstone-basement granite corridor.
Reconnaissance air core drilling is planned to test lithium and gold targets following
heritage clearance.
BROMUS SOUTH PROJECT | Regional Location Map
ANNUAL REPORT 2023
12
MT EUREKA JV PROJECT
Gold, Nickel and Base Metals
Rox Resources Limited (ASX: RXL) has been granted the right to earn up to a 75%
interest in Cullen’s Mt Eureka Project tenements and c urrently has 51%. Rox is
progressing exploration for orogenic gold mineralisation and VHMS style mineralisation.
In late 2022, Rox released a resource estimate for the Mt Eureka JV which comprised
the Taipan and Southern Prospects: 1,586,800 tonnes at 1.23 g/t Au for 63,000 ozs in the
Indicated and Inferred categories (ASX:RXL; 2-11-2022).
KILLAOE JV PROJECT
Gold and Nickel
The Killaloe Project, E63/1018, is located in southeast Western Australia approximately
600km east of Perth and 35km northeast of the historic gold mining town of Norseman.
JV Manager Lachlan Star (ASX: LSA) has completed database review and target
identification ahead of follow-up work programs.
WEST PILBARA - IRON ORE ROYALTIES
Cullen has two iron ore royalties in the West Pilbara region: one with Fortescue at Wyloo;
and a second over the the Catho Well Channel Iron Deposit. Progress towards
development of infrastructure for “stranded' iron ore deposits in the West Pilbara is an
important development for any potential royalty cash flow stream to Cullen. The
development of the Ashburton Hub by Minerals Resources is one such positive step. In
summary:
1. Cullen has a 1.5% F.O.B. royalty up to 15 Mt of iron ore production from the Wyloo
project tenements, part of Fortescue's Western Hub/Eliwana project, and will receive
$900,000 cash if and when a decision is made to commence mining on a commercial
basis – from former tenure including E47/1649, 1650, ML 47/1488-1490, and ML
08/502.
2. Cullen has a 1% F.O.B. royalty on any future production from tenements of the former
Mt Stuart Iron Ore Joint Venture ( MSIOJV) which includes the Catho Well deposit (in situ
Mineral Resources estimate of 161Mt @ 54.40% Fe and a Reserve of 83Mt @ 55.1% Fe
(ASX: CUL 16-9-2015) - ML08/481). Catho Well was included in the proposed
development of the West Pilbara Iron Ore project (WPIOP) resources, prior to the
takeover of Aquila Resources Limited by Baosteel Ltd in 2015. (ASX: CUL 10-3-2015).
13
CULLEN RESOURCES LIMITED
FINLAND JV PROJECT (CULLEN 30%)
Gold, Copper and Lithium - in - Pegmatites
Cullen Finland Oy is a Finnish registered company owned jointly by Capella Minerals
Limited (70% and Manager) and Cullen (30%) with all Cullen Finland Oy exploration
activities currently funded by Cappella.
During the year Capella announced that it has been granted exploration permits
covering five priority gold-copper (“Au-Cu”) targets on its Northern Finland Gold-Copper
project. The Company's initial priorities will be on the evaluation of potential extensions
to Outokumpu Oy's former Saattopora gold-copper mining operation (“Saattopora W
permit”), together with initial diamond drill testing of the historical gold-copper Bottom of
Till (“BoT”) geochemical anomalies defined by Anglo American plc in the Killero area
(“Killero E permit”).
Cullen Finland Oy also owns the “Perho” Reservation over the former Seppälä lithium
mine and lies adjacent to the former Viitaniemi and Juurakko feldspar-quartz(-lithium)
mines, which are reported by the Finnish geological survey (“GTK”) to have ceased
production in 1965 and 1935, respectively. Significantly, more than 70 pegmatite dykes,
enriched in B, Be,Li,Nb,Sn and Ta are reported from the area (Eilu 2012, Lahti 1981,
Aviola 2004). There is no recent history of exploration for lithium deposits.
Capella Contacts Eric Roth Email: info@capellaminerals.com
www.capellaminerals.com
FINLAND JV PROJECT | Location of the “Perho” Reservation
Alviola, R. 2004, Oriveden Seppälä-Vittaniemi alueen pegmatiittitutkimus. Geologcal Survey of Finland, Report M19/2141/2004/1/85. 9p. 60 app. (In
Finnish).
Eilu, P.(ed.) 2012. Geological Survey of Finland, Special Paper 53,224.
Lahti, S.I. 1981, On the granitic pegmatites of the Eräjärvi area in Orivesi, southern Finland. Geological Survey of Finland, Bulletin 314, 82p.
1 References made to nearby mines and analogous deposits provide context for the Katajavaara-Aakenus project but are not necessarily indicative that
these projects host similar tonnages or grades of mineralization.
ANNUAL REPORT 2023
14
SCHEDULE OF TENEMENTS
(30 June 2023)
REGION/PROJECT
TENEMENTS
TENEMENT
APPLICATIONS
CULLEN
INTEREST
COMMENTS
E52/1299,+/*
E53/1893, E53/1957,
E53/1958, E53/1959,
E53/1961, E53/2052
ELA53/2101
WESTERN AUSTRALIA
PILBARA
Paraburdoo JV
E52/1667
NE GOLDFIELDS - Mt Eureka JV
Gunbarrel
Irwin Well
Irwin Bore
MURCHISON
Cue
Barlee
E53/1637
E53/1209
E20/714
E77/2967
E77/2606, E57/1135,
E77/2782, E77/2688
WHEATBELT AND SW
Wongan Hills-
Muckinbudin
YORNUP
NARRYER
E70/4882, E70/6138,
E70/5414, E70/5735,
E70/5162, E70/5794,
E70/5405
EASTERN GOLDFIELDS
Killaloe
E63/1018
Bromus South
E63/1894, E63/2216
100%
Fortescue can earn up to 80% of
iron ore rights; Cullen 100% other
mineral rights
Rox Resources earning 75%.
2.5% NPI Royalty to Pegasus on
Cullen's interest (parts of E1299);
*1.5% NSR Royalty to Aurora
(other parts of E1299, E1893,
E1957, E1958, E1959 and E1961)
Rox Resources earning 75%
Rox Resources earning 75%
49%
49%
49%
100%
ELA77/3118
100%
ELA70/3111
ELA70/3112
90% - 100%
ELA09/2768
100%
100%
20%
100%
Cullen retains 20% FCI to DTM,
with Lachlan Star (ASX: LSA)
managing.
FINLAND
Central Lapland
Katajavaara
5 Exploration Permits
Perho
Reservation
70%
Farmed out to Capella Minerals
Limited (ASX:CUL;8-12-2021)
Cullen retains 30%
15
CULLEN RESOURCES LIMITED
JOINT VENTURE TENEMENTS
(30 June 2023)
Joint Venture
(farm out)
Commodity
Focus
JV Partner
Paraburdoo
Iron Ore
Fortescue Metals
Group Ltd
SUMMARY TABLE
JV Partner
Earning
(Earned)
Cullen’s
FCI
Actual or
(Available)
Cullen’s
NSR
(possible)
80%
(20%)
-
Comment
1 . 5 % R o y a l t y c a p p e d t o
20Mt. May earn 51% by defining
Inferred Resource, 80% by
defining Indicated Resource.
Killaloe
Gold, Nickel
Lachlan Star
Mt Eureka
Gold,
Base Metals
Rox Resources
(80%)
75%
20%
2%
FCI to DTM
(25%)
2.5%
FCI to PFS
Finland
Copper - Gold
Capella Minerals
(70%)
30%
2%
FCI to PFS
DTM = Decision to Mine FCI = Free Carried Interest NSR = Net Smelter Return PFS = Pre Feasibility Study
Competent Person Statement
The information in this report that relates to Exploration Results is based on information compiled by Dr Chris Ringrose, Managing
Director, Cullen Resources Limited who is a Member of the Australasian Institute of Mining and Metallurgy. Dr. Ringrose is a full-time
employee of Cullen Resources Limited. He has sufficient experience which is relevant to the style of mineralisation and types of
deposits under consideration, and to the activity which has been undertaken, to qualify as a Competent Person as defined by the
2012 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Dr. Ringrose
consents to the report being issued in the form and context in which it appears. The information in this report may also include review
and interpretation of historical and previous exploration by Cullen. The Company confirms that it is not aware of any new information
or data which materially affects the information included in this report.
This document may contain certain forward-looking statements which have not been based solely on historical facts but rather on
Cullen's expectations about future events and on a number of assumptions which are subject to significant risks, uncertainties and
contingencies many of which are outside the control of Cullen and its directors, officers and advisers. Forward-looking statements
include, but are not necessarily limited to, statements concerning Cullen’s planned exploration program, strategies and objectives of
management, anticipated dates and expected costs or outputs. When used in this document, words such as “could”, “plan”,
“estimate” “expect”, “intend”, “may”, “potential”, “should” and similar expressions are forward-looking statements. Due care and
attention has been taken in the preparation of this document and although Cullen believes that its expectations reflected in any
forward looking statements made in this document are reasonable, no assurance can be given that actual results will be consistent
with these forward-looking statements. This document should not be relied upon as providing any recommendation or forecast by
Cullen or its directors, officers or advisers. To the fullest extent permitted by law, no liability, however arising, will be accepted by
Cullen or its directors, officers or advisers, as a result of any reliance upon any forward looking statement contained in this document.
ANNUAL REPORT 2023
16
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
DIRECTORS' REPORT
Your Directors submit their report for the year ended 30 June 2023.
Directors
(cid:100)(cid:346)(cid:286)(cid:3)(cid:374)(cid:258)(cid:373)(cid:286)(cid:400)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:282)(cid:286)(cid:410)(cid:258)(cid:349)(cid:367)(cid:400)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:272)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3)(cid:282)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:381)(cid:396)(cid:400)(cid:3)(cid:349)(cid:374)(cid:3)(cid:381)(cid:296)(cid:296)(cid:349)(cid:272)(cid:286)(cid:3)(cid:282)(cid:437)(cid:396)(cid:349)(cid:374)(cid:336)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:296)(cid:349)(cid:374)(cid:258)(cid:374)(cid:272)(cid:349)(cid:258)(cid:367)(cid:3)(cid:455)(cid:286)(cid:258)(cid:396)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:437)(cid:374)(cid:410)(cid:349)(cid:367)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:282)(cid:258)(cid:410)(cid:286)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:349)(cid:400)(cid:3)(cid:396)(cid:286)(cid:393)(cid:381)(cid:396)(cid:410)(cid:3)
are as follows. Directors were in office for this entire period unless otherwise stated.
Current Directors
John Horsburgh BSc, MSc, FAIMM (Non-Executive Chairman) (Appointed 1 April 1999)
(cid:120)
Mr John Horsburgh, a graduate of the Royal School of Mines, has over 40 years industry experience including 11 years
with Solomon Pacific Resources NL. Prior to this he gained extensive experience in Australia and overseas with Getty
Oil Development Co., Billiton and RTZ Group. Mr Horsburgh was a co-founder and Non-Executive Chairman of AIM
and TSX listed public company Mariana Resources Limited, prior to its takeover by Sandstorm Gold Ltd. Mr Horsburgh
has had no other directorships of ASX listed companies in the last three years.
Dr Chris Ringrose BSc, PhD, MBA, MAIMM, MAICD (Managing Director) (Appointed 19 June 2003)
(cid:891)
Dr Chris Ringrose has been an exploration geologist based mainly in Western Australia since he completed his geology
degrees in Scotland in 1982. His career has included experience with EZ, Chevron and Aztec, and prior to joining Cullen,
he was Exploration Manager with Troy Resources Limited for nine years. Dr Ringrose has also completed an MBA at
Deakin University and brings to the Company significant management, exploration and project evaluation experience
gained both in Australia and overseas. Dr Ringrose has had no other directorships of listed companies in the last three
years.
(cid:120)
Wayne John Kernaghan BBus, ACA, FAICD, ACIS (Non-Executive Director and Company Secretary)
(Appointed 11 November 1997)
Mr Wayne Kernaghan is a member of the Institute of Chartered Accountants in Australia with a number of years
experience in various areas of the mining industry. He is also a Fellow of the Australian Institute of Company Directors.
During the past three years Mr Kernaghan has held, and is currently a director and holds, the following listed company
directorships:
-
Cassius Mining Limited (from 30 June 2005 to present)
Principal Activities
The principal activity for the Consolidated Entity comprising Cullen Resources Limited ("the Company") and its
controlled entities (together "the Consolidated Entity") during the course of the financial year was mineral
exploration. There was no significant change in the nature of the Consolidated Entity's activities during the year.
Results
The loss attributable to the Consolidated Entity for the financial year was $1,166,070 (2022: loss $1,379,364). No
income tax was attributable to this result (2022: $Nil).
Dividends
The directors do not recommend the payment of a dividend for this financial year. No dividend has been declared or
paid by the Company since the end of the previous financial year.
Significant Changes in the State of Affairs
In the opinion of the directors there were no significant changes in the state of affairs of the Consolidated Entity that
occurred during the financial year under review not otherwise disclosed in this report or the consolidated financial
statements.
- 17 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Review of Operations
Cullen is a mineral exploration company currently focused on a search for gold, lithium in rare element pegmatites,
base metals and nickel-copper-PGE deposits, either in its own right, or in Joint Ventures managed by partners.
(cid:24)(cid:437)(cid:396)(cid:349)(cid:374)(cid:336)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:455)(cid:286)(cid:258)(cid:396)(cid:3)(cid:437)(cid:374)(cid:282)(cid:286)(cid:396)(cid:3)(cid:396)(cid:286)(cid:448)(cid:349)(cid:286)(cid:449)(cid:853)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3)(cid:373)(cid:349)(cid:374)(cid:286)(cid:396)(cid:258)(cid:367)(cid:3)(cid:286)(cid:454)(cid:393)(cid:367)(cid:381)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:346)(cid:258)(cid:400)(cid:3)(cid:349)(cid:374)(cid:272)(cid:367)(cid:437)(cid:282)(cid:286)(cid:282)(cid:855)(cid:3)(cid:393)(cid:396)(cid:381)(cid:361)(cid:286)(cid:272)(cid:410)(cid:3)(cid:336)(cid:286)(cid:374)(cid:286)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:854)(cid:3)(cid:282)(cid:258)(cid:410)(cid:258)(cid:271)(cid:258)(cid:400)(cid:286)(cid:3)(cid:396)(cid:286)(cid:448)(cid:349)(cid:286)(cid:449)(cid:400)(cid:854)(cid:3)
field mapping and prospecting; geochemical and geophysical surveying; and drilling programmes. Field activities were
focused on exploration for gold, lithium and base metals at Wongan Hills, Cue, Bromus South and Barlee projects. Air
core drilling was completed at Wongan Hills; and an RC drilling programme was completed at North Tuckabianna,
Cue. Preparations were made for drilling programmes to commence at Bromus South via a heritage survey, and a
first pass soil sampling program was completed at Yornup. The Company has farmed out its Finland interests to Capella
Minerals Limited and has seen applications progressed to Exploration Permit stage on five projects.
Exploration, including joint operations are located in Western Australia and in Finland.
Current Key Projects are:
(cid:120) Wongan Hills (gold, base metals, rare element pegmatites and Ni-Cu-PGE) - Wheatbelt, WA
(cid:120) North Tuckabianna, Cue (copper and gold) - Murchison, WA
(cid:120) Barlee (gold and rare element pegmatites) - Murchison, WA
(cid:120) Bromus South (gold and rare element pegmatites) - Eastern Goldfields, WA
(cid:120) Mt Eureka JV (gold, VHMS and nickel) - North Eastern Goldfields, WA
(cid:120)
(cid:120)
Killaloe JV (gold and nickel) - Eastern Goldfields, WA
Finland (Managed by Capella Minerals Limited -copper-gold and lithium)
A total of $854,443 (2022: $1,048,745) was spent on exploration by Cullen during the year, with Joint Venture Partners
contributing further exploration funds on Cullen tenements.
Cullen will continue to identify and evaluate both advanced and "grass roots" opportunities throughout Australia.
(cid:18)(cid:437)(cid:367)(cid:367)(cid:286)(cid:374)(cid:859)(cid:400)(cid:3)(cid:393)(cid:381)(cid:396)(cid:410)(cid:296)(cid:381)(cid:367)(cid:349)(cid:381)(cid:3)(cid:349)(cid:400)(cid:3)(cid:437)(cid:374)(cid:282)(cid:286)(cid:396)(cid:3)(cid:272)(cid:381)(cid:374)(cid:410)(cid:349)(cid:374)(cid:437)(cid:258)(cid:367)(cid:3)(cid:286)(cid:448)(cid:258)(cid:367)(cid:437)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:410)(cid:381)(cid:3)(cid:296)(cid:381)(cid:272)(cid:437)(cid:400)(cid:3)(cid:381)(cid:374)(cid:3)(cid:393)(cid:396)(cid:381)(cid:361)(cid:286)(cid:272)(cid:410)(cid:400)(cid:3)(cid:367)(cid:349)(cid:364)(cid:286)(cid:367)(cid:455)(cid:3)(cid:410)(cid:381)(cid:3)(cid:396)(cid:286)(cid:400)(cid:437)(cid:367)(cid:410)(cid:3)(cid:349)(cid:374)(cid:3)(cid:282)(cid:349)(cid:400)(cid:272)(cid:381)(cid:448)(cid:286)(cid:396)(cid:455)(cid:3)(cid:381)(cid:296)(cid:3)(cid:258)(cid:374)(cid:3)(cid:286)(cid:272)(cid:381)(cid:374)(cid:381)(cid:373)(cid:349)(cid:272)(cid:3)(cid:373)(cid:349)(cid:374)(cid:286)(cid:396)(cid:258)(cid:367)(cid:3)
deposit.
Corporate
At 30 June 2023 available cash totalled $588,109 (2022: $594,563). Refer note 1 (c) to the Financial Statements for
discussion on going concern basis of preparation.
After Balance Date Events
There has not arisen in the interval between the end of the financial year and the date of this report any item,
transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect the operations
of the Consolidated Entity, the results of those operations or the state of affairs of the Consolidated Entity in the
subsequent financial years.
Likely Developments and Future Results
Other than as referred to in this report, further information as to likely developments in the operations of the
Consolidated Entity and the expected results of those operations would, in the opinion of the directors, be speculative
and not in the best interests of the Consolidated Entity.
Environmental Regulation
The exploration activities of the Consolidated Entity in Australia are subject to environmental regulation under the
laws of the Commonwealth and the States in which those exploration activities are conducted. The environmental
laws and regulations generally address the potential impact of the Consolidated Entity's activities in the areas of water
and air quality, noise, surface disturbance and the impact upon flora and fauna. The directors are not aware of any
environmental matter which would have a materially adverse impact on the overall business of the Consolidated
Entity.
- 18 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Options
As at the date of this report the Company has 18,000,000 (2022: 18,000,000) options which were outstanding. During
the year Nil (2022: Nil) options were issued and Nil (2022: 454,545) options expired. Refer to Note 11 of the financial
statements for further details of the options outstanding.
During the year no fully paid ordinary shares were issued by virtue of the exercise of options (2022: Nil). Since the
end of the financial year no shares have been issued by virtue of the exercise of options (2022: Nil).
(cid:24)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:381)(cid:396)(cid:400)(cid:859)(cid:3)(cid:47)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)
At the date of this report, the interest of the directors in the shares and options of the company were:
Direct
Indirect
2023
J. Horsburgh
C. Ringrose
W. Kernaghan
Fully Paid Shares
-
7,524,659
-
Options
-
12,000,000
-
Fully Paid Shares
17,930,186
-
16,979,206
Options
3,000,000
-
3,000,000
Directors' Meetings
During the year the Company held four meetings of directors. The attendance of the directors at meetings of the
Board were:
J. Horsburgh
C. Ringrose
W. Kernaghan
No. of meetings
attended
7
7
7
Maximum possible
eligible to attend*
7
7
7
*Number of meetings eligible to attend while a director.
Indemnification and insurance of Directors and 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 Company has paid premiums totalling $14,644 (2022: $15,261) in
respect of Directors and Officers Liability Insurance and Company reimbursement policies, which covers all Directors
and Officers of the Company. The policy conditions preclude the Company from any detailed disclosures.
Indemnification of Auditors
To the extent permitted by law, the Company has agreed to indemnify its auditors, Rothsay Audit & Assurance Pty
Ltd, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit
(for an unspecified amount). No payment has been made to indemnify Rothsay Audit & Assurance Pty Ltd during or
since the financial year.
Employees
The Consolidated Entity employed one employee as at 30 June 2023 (2022: one).
Corporate Governance
In recognising the need for the highest standard of corporate behaviour and accountability, the directors of Cullen
Resources Limited support and have adhered to the principles of good corporate governance. The C(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3)
corporate governance statement is on page 26.
Auditor Independence
(cid:100)(cid:346)(cid:286)(cid:3)(cid:282)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:381)(cid:396)(cid:400)(cid:3)(cid:346)(cid:258)(cid:448)(cid:286)(cid:3)(cid:396)(cid:286)(cid:272)(cid:286)(cid:349)(cid:448)(cid:286)(cid:282)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:258)(cid:437)(cid:282)(cid:349)(cid:410)(cid:381)(cid:396)(cid:859)(cid:400)(cid:3)(cid:349)(cid:374)(cid:282)(cid:286)(cid:393)(cid:286)(cid:374)(cid:282)(cid:286)(cid:374)(cid:272)(cid:286)(cid:3)(cid:282)(cid:286)(cid:272)(cid:367)(cid:258)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:296)(cid:381)(cid:396)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:455)(cid:286)(cid:258)(cid:396)(cid:3)(cid:286)(cid:374)(cid:282)(cid:286)(cid:282)(cid:3)(cid:1007)(cid:1004)(cid:3)(cid:58)(cid:437)(cid:374)(cid:286)(cid:3) 2023 which is on
page 30 and forms part of this directo(cid:396)(cid:400)(cid:859)(cid:3)(cid:396)(cid:286)(cid:393)(cid:381)(cid:396)(cid:410)(cid:856)(cid:3)(cid:3)(cid:38)(cid:381)(cid:396)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:455)(cid:286)(cid:258)(cid:396)(cid:3)Rothsay Audit & Assurance Pty Ltd have provided non-
audit services to the Consolidated Entity in the amount of $Nil (2022: $Nil).
The directors are satisfied that non-audit services are compatible with the independence requirements of the
Corporations Act 2001. The nature and scope of the non-audit services provided has meant that auditor
independence was not compromised.
- 19 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for each director of Cullen Resources Limited.
This remuneration report outlines the director and executive remuneration arrangements of the Consolidated Entity
in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report,
key management personnel (KMP) of the Consolidated Entity are defined as those persons having authority and
responsibility for planning, directing and controlling the exploration activities of the Consolidated Entity, directly or
indirectly, including any director (whether executive or otherwise) of the parent company. Only directors of the
Consolidated Entity meet the definition of key management personnel as the executive role is performed by the
executive director.
Details of key management personnel:
Directors
J. Horsburgh
C. Ringrose
W. Kernaghan
Chairman (Non-Executive)
Managing Director
Director (Non-Executive)
Remuneration Policy
The remuneration policy of Cullen Resources Limited has been designed to align director objectives with shareholder
and business objectives by providing a fixed remuneration component and offering specific long-term incentives. The
board of Cullen Resources Limited believes the remuneration policy to be appropriate and effective in its ability to
attract and retain the best executives and directors to run and manage the Company as well as create goal congruence
between directors and shareholders.
The B(cid:381)(cid:258)(cid:396)(cid:282)(cid:859)(cid:400)(cid:3)(cid:393)(cid:381)(cid:367)(cid:349)(cid:272)(cid:455)(cid:3)(cid:296)(cid:381)(cid:396)(cid:3)(cid:282)(cid:286)(cid:410)(cid:286)(cid:396)(cid:373)(cid:349)(cid:374)(cid:349)(cid:374)(cid:336)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:374)(cid:258)(cid:410)(cid:437)(cid:396)(cid:286)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:258)(cid:373)(cid:381)(cid:437)(cid:374)(cid:410)(cid:3)(cid:381)(cid:296)(cid:3)(cid:396)(cid:286)(cid:373)(cid:437)(cid:374)(cid:286)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:296)(cid:381)(cid:396)(cid:3)Board members is as follows.
The remuneration policy, setting the terms and conditions for the executive director was developed by the Board. The
executive receives a base salary on factors such as length of service and experience, superannuation, options and
incentives. The Board reviews executive packages annually by reference to executive performance and comparable
information from industry sectors and other listed companies in similar industries.
The Board policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The Board determines payments to the non-executive directors and reviews their
remuneration annually, based on market practice, duties and accountability. Independent external advice is sought
when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to
approval by shareholders at the Annual General Meeting. Fees for non-executive directors are not linked to either
long term or short term performance of the Consolidated Entity. (cid:44)(cid:381)(cid:449)(cid:286)(cid:448)(cid:286)(cid:396)(cid:853)(cid:3)(cid:410)(cid:381)(cid:3)(cid:258)(cid:367)(cid:349)(cid:336)(cid:374)(cid:3)(cid:282)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:381)(cid:396)(cid:400)(cid:859)(cid:3)(cid:349)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:3)(cid:449)(cid:349)(cid:410)(cid:346)(cid:3)(cid:400)(cid:346)(cid:258)(cid:396)(cid:286)(cid:346)(cid:381)(cid:367)(cid:282)(cid:286)(cid:396)(cid:3)
interests, the directors are encouraged to hold shares in the Company. There is a specified aggregate directors fees
of $250,000 for non-executive directors which was approved by shareholders at a general meeting of the Company.
The $250,000 excludes other services outside of non-executive directors' fees. No remuneration consultants have
been engaged during the current and prior years.
Remuneration Incentives
Director and executive remuneration is currently not linked to either long term or short term performance conditions.
The Board feels that the expiry date and exercise price of options when issued to the directors and executives are
sufficient to align the goals of the directors and executives with those of the shareholders to maximise shareholder
wealth, and as such, has not set any performance conditions for the directors or the executives of the Company. The
Board will continue to monitor this policy to ensure that it is appropriate for the Company in future years.
- 20 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Group performance and shareholder wealth
Below is a table summarising key performance and shareholder wealth statistics for the Consolidated Entity over the
last five years.
Financial Year
30 June 2019
30 June 2020
30 June 2021
30 June 2022
30 June 2023
Loss After Tax
$
1,082,812
773,710
1,346,651
1,379,364
1,166,070
EPS
Cents
(0.74)
(0.40)
(0.44)
(0.35)
(0.25)
Share Price
Cents
1.0
1.4
2.6
1.2
0.9
Employment Contract - Managing Director
Pursuant to an agreement Dr Ringrose will provide managing director services to the Company. The term of this
arrangement is from 1 November 2006 and will continue thereafter unless terminated on not less than three months'
notice given at any time. Effective from 1 July 2021 (cid:24)(cid:396)(cid:3)(cid:90)(cid:349)(cid:374)(cid:336)(cid:396)(cid:381)(cid:400)(cid:286)(cid:859)(cid:400)(cid:3)(cid:400)(cid:258)(cid:367)(cid:258)(cid:396)(cid:455)(cid:3)(cid:349)(cid:400)(cid:3)(cid:936)210,000 pa. The position of the director
will become redundant under this agreement in the limited circumstances where the employment of the Managing
Director is terminated as a result of a takeover or merger of the Company. The Company will pay the Managing
Director the equivalent of four weeks per year of service or part thereof of his base salary as a redundancy payment.
As part of Dr Ringrose's employment package he was issued with 12,000,000 options on 21 December 2020 with the
following terms. The options will expire on the earlier of the date which is one month after the Director to whom the
options are issued ceases to be a Director of the Company (or such longer period as determined by the Board of
Directors) or at 5.00 pm on 30 November 2023 ("the Expiry Date") with an exercise price of $0.028125 which vested
on issue. No options were issued to Dr Ringrose in the current financial year.
During the year the Board paid a discretionary bonus of Nil (2022: Nil) to Dr Ringrose.
Non-Executive Directors
The non-executive directors have been issued with 3,000,000 options each on 21 December 2020 with the following
terms. The options will expire on the earlier of the date which is one month after the Director to whom the options
are issued ceases to be a Director of the Company (or such longer period as determined by the Board of Directors) or
at 5.00 pm on 30 November 2023 ("the Expiry Date") with an exercise price of $0.028125 which vested on issue. No
options were issued to Non-Executive Directors in the current financial year.
(cid:24)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:381)(cid:396)(cid:400)(cid:859)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:28)(cid:454)(cid:286)(cid:272)(cid:437)(cid:410)(cid:349)(cid:448)(cid:286)(cid:400)(cid:859)(cid:3)(cid:90)(cid:286)(cid:373)(cid:437)(cid:374)(cid:286)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)
Details of remuneration provided to directors for the year ended 30 June 2023 are as follows:
Directors
Short Term
Director
Fees
$
27,500
Salary/
Consulting
$
Bonus
$
J. Horsburgh
C. Ringrose
-
-
210,000
W. Kernaghan
25,000
**29,625
Total
52,500
239,625
-
-
-
-
* This relates to the provision of a motor vehicle.
Post
Employ-
ment
Super-
annuation
$
2,888
22,050
2,625
27,563
Long
Term
Long
Service
Leave
$
-
4,227
-
4,227
Share
Based
Payments
Options
$
-
-
-
-
Non
Monetary
Benefits
$
-
* 5,417
-
5,417
Perfor-
mance
Related
%
-
-
-
-
Total
$
30,388
241,694
17
57,250
329,332
5
**Consultancy payments were made to Mosman Corporate Services Pty Ltd totalling $29,625 which is a company controlled
by Mr W Kernaghan. There was $1,500 outstanding at 30 June 2023.
- 21 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Details of remuneration provided to directors for the year ended 30 June 2022 are as follows:
Directors
Short Term
Director
Fees
$
27,500
Salary/
Consulting
$
-
-
210,500
25,000
**26,750
J.Horsburgh
C. Ringrose
W. Kernaghan
Total
52,500
237,250
Bonus
$
-
-
-
-
* This relates to the provision of a motor vehicle.
Post
Employ-
ment
Super-
annuation
$
Long
Term
Long
Service
Leave
$
2,750
-
Share
Based
Payments
Options
$
-
Non
Monetary
Benefits
$
-
* 5,417
-
21,050
10,919
2,500
-
5,417
26,300
10,919
-
-
-
Perfor-
mance
Related
%
-
-
-
-
Total
$
30,250
247,886
54,250
332,386
**Consultancy payments were made to Mosman Corporate Services Pty Ltd totalling $26,750 which is a company
controlled by Mr W Kernaghan. There was $825 outstanding at 30 June 2022.
Shares issued on exercise of remunerated options
During the financial year nil (2022: Nil) remunerated options were exercised. During the financial year Nil
(2022: Nil) options expired. The directors exercised nil (2022: Nil) options during the year.
Options granted as part of remuneration for the year ended 30 June 2023
Directors
J. Horsburgh
C. Ringrose
W. Kernaghan
Value of options
granted during the
year
$
-
-
-
Value of options
exercised during the
year
$
-
-
-
Value of options
expired during the year
$
-
-
-
Options granted as part of remuneration for the year ended 30 June 2022
Directors
J. Horsburgh
C. Ringrose
W. Kernaghan
Value of options
granted during the
year
$
-
-
-
Value of options
exercised during the
year
$
-
-
-
Value of options
expired during the year
$
-
-
-
Total value of options
granted, exercised and
expired during the year
$
-
-
-
Total value of options
granted, exercised and
expired during the year
$
-
-
-
Option holdings of directors
Balance at
beginning of
year 1 July 2022
Number
3,000,000
12,000,000
3,000,000
18,000,000
Directors
J Horsburgh
C Ringrose
W Kernaghan
Total
Options
issued
Number
Options
lapsed
Number
Balance at end
of year
30 June 2023
Number
Total
Number
Vested and
exercisable at
30 June 2023
Number
-
-
-
-
-
-
-
-
3,000,000
12,000,000
3,000,000
3,000,000
12,000,000
3,000,000
3,000,000
12,000,000
3,000,000
18,000,000
18,000,000
18,000,000
The outstanding options are exercisable at $0.028125 and have an expiry date of 30 November 2023.
These options had a weighted average exercise price of $0.028125 and a weighted average remaining contractual life
of 0.42 years.
- 22 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Balance at
beginning of
year
1 July 2021
Number
3,000,000
12,000,000
3,000,000
18,000,000
Directors
J Horsburgh
C Ringrose
W Kernaghan
Total
Options
issued
Number
Options
lapsed
Number
Balance at end
of year
30 June 2022
Number
Vested and
exercisable at
30 June 2022
Number
Total
Number
-
-
-
-
-
-
-
-
3,000,000
12,000,000
3,000,000
18,000,000
3,000,000
12,000,000
3,000,000
18,000,000
3,000,000
12,000,000
3,000,000
18,000,000
The outstanding options are exercisable at $0.028125 and have an expiry date of 30 November 2023.
These options had a weighted average exercise price of $0.028125 and a weighted average remaining contractual life
of 1.42 years
Shareholdings of directors
Directors
J Horsburgh
C Ringrose
W Kernaghan
Total
Directors
J Horsburgh
C Ringrose
W Kernaghan
Total
Balance
1 July 2022
Number
13,447,639
5,643,494
12,734,404
31,825,537
Balance
1 July 2021
Number
11,682,933
3,878,788
10,969,698
26,531,419
Options
Exercised
Number
-
-
-
-
Options
Exercised
Number
-
-
-
-
Net Change
Purchase
Number
4,482,547
1,881,165
4,244,802
10,608,514
Net Change
Purchase
Number
1,764,706
1,764,706
1,764,706
5,294,118
Balance
30 June 2023
Number
17,930,186
7,524,659
16,979,206
42,434,051
Balance
30 June 2022
Number
13,447,639
5,643,494
12,734,404
31,825,537
The directors' shareholdings are held directly and indirectly.
(cid:100)(cid:346)(cid:286)(cid:396)(cid:286)(cid:3)(cid:449)(cid:286)(cid:396)(cid:286)(cid:3)(cid:374)(cid:381)(cid:3)(cid:367)(cid:381)(cid:258)(cid:374)(cid:400)(cid:3)(cid:410)(cid:381)(cid:3)(cid:60)(cid:68)(cid:87)(cid:859)(cid:400)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:410)(cid:346)(cid:286)(cid:349)(cid:396)(cid:3)(cid:396)(cid:286)(cid:367)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3)(cid:393)(cid:258)(cid:396)(cid:410)(cid:349)(cid:286)(cid:400)(cid:856)
Other transactions between related parties are on normal commercial terms and conditions no more favourable
than those available to other parties unless otherwise stated. Consultancy payments were made to Mosman
Corporate Services Pty Ltd totalling $29,625(2022: $26,750) which is a company controlled by Mr W Kernaghan.
There was $1,500 outstanding at 30 June 2023(2022:$1,125).
End of Remuneration Report
- 23 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Signed in accordance with a resolution of the directors
C. Ringrose
Director
Perth, WA
21 September 2023
- 24 -
AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE
CORPORATIONS ACT 2001
As lead auditor of Cullen Resources Limited for the year ended 30 June 2023, I declare that, to the
best of my knowledge and belief, there have been:
• no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the review; and
• no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Cullen Resources Limited and the entities it controlled during the
year.
Rothsay Audit & Assurance Pty Ltd
Graham Webb
Director
21 September 2023
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
CORPORATE GOVERNANCE STATEMENT
In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Cullen
Resources Limited have adhered to the principles of corporate governance and this statement outlines the main
corporate governance practices in place throughout the financial year. The ASX Corporate Governance Council have
released the fourth edition of Corporate Governance Principles and Recommendations. Having regard to the size of
the Company and the nature of its enterprise, it is considered that the Company complies as far as possible with the
spirit and
intentions of the ASX Corporate Governance Council's Corporate Governance Principles and
Recommendations. Unless otherwise stated, the practices were in place for the entire year.
Board of Directors
The Board of Directors of the Company is responsible for the corporate governance of the Company. The Board guides
and monitors the business and affairs of the Company on behalf of the shareholders by whom they are elected and
to whom they are accountable.
As the Board acts on behalf of shareholders, it seeks to identify the expectations of shareholders, as well as other
ethical expectations and obligations. In addition, the Board is responsible for identifying areas of significant business
risk and ensuing arrangements are in place to adequately manage those risks.
The primary responsibility of the Board includes:
(cid:120)
formulation and approval of the strategic direction, objectives and goals of the Company;
(cid:120) (cid:373)(cid:381)(cid:374)(cid:349)(cid:410)(cid:381)(cid:396)(cid:349)(cid:374)(cid:336)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:296)(cid:349)(cid:374)(cid:258)(cid:374)(cid:272)(cid:349)(cid:258)(cid:367)(cid:3)(cid:393)(cid:286)(cid:396)(cid:296)(cid:381)(cid:396)(cid:373)(cid:258)(cid:374)(cid:272)(cid:286)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:853)(cid:3)(cid:349)(cid:374)(cid:272)(cid:367)(cid:437)(cid:282)(cid:349)(cid:374)(cid:336)(cid:3)(cid:258)(cid:393)(cid:393)(cid:396)(cid:381)(cid:448)(cid:258)(cid:367)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3)(cid:296)(cid:349)(cid:374)(cid:258)(cid:374)(cid:272)(cid:349)(cid:258)(cid:367)(cid:3)(cid:400)(cid:410)(cid:258)(cid:410)(cid:286)(cid:373)(cid:286)(cid:374)(cid:410)(cid:400)(cid:854)
(cid:120)
(cid:120)
(cid:120)
(cid:120)
ensuring that adequate internal control systems and procedures exists and that compliance with these systems
and procedures is maintained;
the identification of significant business risks and ensuring that such risks are adequately managed;
the review of performance and remuneration of executive directors; and
the establishment and maintenance of appropriate ethical standards.
The responsibility for the operation and administration of the Company is carried out by the directors, who operate
in an executive capacity, supported by senior professional staff. The Board ensures that this team is suitably qualified
and experienced to discharge their responsibilities, and assesses on an ongoing basis the performance of the
(cid:373)(cid:258)(cid:374)(cid:258)(cid:336)(cid:286)(cid:373)(cid:286)(cid:374)(cid:410)(cid:3)(cid:410)(cid:286)(cid:258)(cid:373)(cid:853)(cid:3)(cid:410)(cid:381)(cid:3)(cid:286)(cid:374)(cid:400)(cid:437)(cid:396)(cid:286)(cid:3)(cid:410)(cid:346)(cid:258)(cid:410)(cid:3)(cid:373)(cid:258)(cid:374)(cid:258)(cid:336)(cid:286)(cid:373)(cid:286)(cid:374)(cid:410)(cid:859)(cid:400)(cid:3)(cid:381)(cid:271)(cid:361)(cid:286)(cid:272)(cid:410)(cid:349)(cid:448)(cid:286)(cid:400)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:258)(cid:272)(cid:410)(cid:349)(cid:448)(cid:349)(cid:410)(cid:349)(cid:286)(cid:400)(cid:3)(cid:258)(cid:396)(cid:286)(cid:3)(cid:258)(cid:367)(cid:349)(cid:336)(cid:374)(cid:286)(cid:282)(cid:3)(cid:449)(cid:349)(cid:410)(cid:346)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)expectations and risks
identified by the Board.
The Directors of the Company are as follows:
John Horsburgh
Dr Chris Ringrose
Wayne Kernaghan
For information in respect to each director refer to the Directors' Report.
- 26 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Independent Directors
Under ASX guidelines, two of the current Board of three directors are considered to be independent directors.
Dr Ringrose is the executive director and under the ASX guidelines deemed not to be independent by virtue of his
position. The Board is satisfied that the structure of the Board is appropriate for the size of the Company and the
nature of its operations and is a cost effective structure for managing the Company.
Board Composition
When the need for a new director is identified, selection is based on the skills and experience of prospective directors,
having regard to the present and future needs of the Company. Any director so appointed must then stand for
election at the next Annual General Meeting of the Company.
Terms of Appointment as a Director
The constitution of the Company provides that a Director, other than the Managing Director, may not retain office
for more than three calendar years or beyond the third annual general meeting following his or her election,
whichever is longer, without submitting for re-election. One third of the Directors must retire each year and are
eligible for re-election. The Directors who retire by rotation at each annual general meeting are those with the longest
length of time in office since their appointment or last election.
Board Committees
In view of the size of the Company and the nature of its activities, the Board has considered that establishing formally
constituted committees for audit, board nominations and remuneration would contribute little to its effective
management. Accordingly audit matters, the nomination of new Directors and the setting, or review, of remuneration
levels of Directors and senior executives are reviewed by the Board as a whole and approved by resolution of the
Board (with abstentions from relevant Directors where there is a conflict of interest). Where the Board considers that
particular expertise or information is required, which is not available from within their number, appropriate external
advice may be taken and reviewed prior to a final decision being made by the Board.
Remuneration
Remuneration and other terms of employment of executives, including executive directors, are reviewed periodically
by the Board having regard to performance, relevant comparative information and, where necessary, independent
expert advice. Remuneration packages are set at levels that are intended to attract and retain executives capable of
(cid:373)(cid:258)(cid:374)(cid:258)(cid:336)(cid:349)(cid:374)(cid:336)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3)(cid:381)(cid:393)(cid:286)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:400)(cid:856)
The terms of engagement and remuneration of executive directors is reviewed periodically by the Board, with
recommendations being made by the non-executive directors. Where the remuneration of a particular executive
director is to be considered, the director concerned does not participate in the discussion or decision making.
Make Timely and Balanced Disclosure
The board has in place written policies and procedures to ensure the Company complies with its obligations under
the continuous disclosure rule 3.1 and other ASX Listing Rule disclosure requirements.
Independent Professional Advice
Directors have the right, in connection with their duties and responsibilities as directors, to seek independent
(cid:393)(cid:396)(cid:381)(cid:296)(cid:286)(cid:400)(cid:400)(cid:349)(cid:381)(cid:374)(cid:258)(cid:367)(cid:3) (cid:258)(cid:282)(cid:448)(cid:349)(cid:272)(cid:286)(cid:3) (cid:258)(cid:410)(cid:3) (cid:410)(cid:346)(cid:286)(cid:3) (cid:18)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3) (cid:286)(cid:454)(cid:393)(cid:286)(cid:374)(cid:400)(cid:286)(cid:856) Prior approval of the Chairman is required, which will not be
unreasonably withheld.
- 27 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Code of Conduct
In view of the size of the Company and the nature of its activities, the Board has considered that an informal code of
conduct is appropriate to guide executives, management and employees in carrying out their duties and
responsibilities.
Diversity Policy
The Company is in the process of establishing a diversity policy having regard to the size of the company and the
nature of its business.
As at 30 June 2023, 100 % (2022: 100%) of the workforce is male with no females at board or senior management
level. There is only one employee who is male.
Communication to Market & Shareholders
The Board of Directors aims to ensure that the shareholders, on behalf of whom they act, are informed of all
information necessary to assess the performance of the directors and the Company. Information is communicated
to shareholders and the market through:
(cid:120)
(cid:120)
(cid:120)
(cid:120)
(cid:120)
(cid:120)
the Annual Report which is available to all shareholders;
other periodic reports which are lodged with ASX and available for shareholder scrutiny;
other announcements made in accordance with ASX Listing Rules;
special purpose information memoranda issued to shareholders as appropriate;
the Annual General Meeting and other meetings called to obtain approval for board action as appropriate; and,
The Company's website.
Share Trading
Dealings are not permitted at any time whilst in the possession of price sensitive information not already available
to the market. In addition, the Corporations Act 2001 prohibits the purchase or sale of securities whilst a person is in
possession of inside information.
External Auditors
The external auditor is Rothsay Audit & Assurance Pty Ltd. The external auditors are invited to attend the annual
general meeting and be available to answer shareholder questions about the conduct of the audit and the
preparation and content of the auditor's report.
(cid:38)(cid:437)(cid:367)(cid:367)(cid:3) (cid:282)(cid:286)(cid:410)(cid:258)(cid:349)(cid:367)(cid:400)(cid:3) (cid:381)(cid:296)(cid:3)
www.cullenresources.com.au.
(cid:410)(cid:346)(cid:286)(cid:3) (cid:272)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:859)(cid:400)(cid:3) (cid:272)(cid:381)(cid:396)(cid:393)(cid:381)(cid:396)(cid:258)(cid:410)(cid:286)(cid:3) (cid:336)(cid:381)(cid:448)(cid:286)(cid:396)(cid:374)(cid:258)(cid:374)(cid:272)(cid:286)(cid:3) (cid:393)(cid:396)(cid:258)(cid:272)(cid:410)(cid:349)(cid:272)(cid:286)(cid:400) can be viewed at
its website
- 28 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Consolidated Statement of Financial Position
as at 30 June 2023
Current Assets
Cash and cash equivalents
Receivables
Total Current Assets
Non Current Assets
Plant & equipment
Exploration & evaluation
Intangible assets
Total Non Current Assets
Total Assets
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Share based payment reserve
Accumulated losses
Total Equity
Note
20(i)
5
6
7
8
9
10
11
12
Consolidated
2023
$
588,109
15,080
603,189
11,266
34,615
4,747,995
4,793,876
5,397,065
36,013
130,367
166,380
2022
$
594,563
7,121
601,684
23,917
8,760
4,747,995
4,780,672
5,382,356
31,873
112,413
144,286
166,380
144,286
5,230,685
5,238,070
50,018,080
118,800
(44,906,195)
5,230,685
48,859,395
118,800
(43,740,125)
5,238,070
These financial statements should be read in conjunction with the accompanying notes.
- 29 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Consolidated Statement of Changes in Equity
for the year ended 30 June 2023
Note
Issued
Capital
$
Share Based
Payment
Reserve
$
Accumulated
Losses
$
Total
Equity
$
At 1 July 2021
48,299,395
127,891
(42,369,852)
6,057,434
Loss for the year
Other comprehensive income
Total comprehensive
income/(loss) for the year
-
-
-
Issue of share capital
560,000
Share issue costs
Options that have expired
Share based payments
12
12
-
-
-
-
-
-
-
-
(9,091)
-
(1,379,364)
(1,379,364)
-
-
(1,379,364)
(1,379,364)
-
-
9,091
-
560,000
-
-
-
At 30 June 2022
48,859,395
118,800
(43,740,125)
5,238,070
Note
Issued
Capital
$
Share Based
Payment
Reserve
$
Accumulated
Losses
$
Total
Equity
$
At 1 July 2022
48,859,395
118,800
(43,740,125)
5,238,070
Loss for the year
Other comprehensive income
Total comprehensive
income/(loss) for the year
Issue of share capital
Share issue costs
Options that have expired
Share based payments
12
12
-
-
-
1,169,185
(10,500)
-
-
-
-
-
-
-
-
-
(1,166,070)
(1,166,070)
-
-
(1,166,070)
(1,166,070)
-
-
-
-
1,169,185
(10,500)
-
-
At 30 June 2023
50,018,080
118,800
(44,906,195)
5,230,685
These financial statements should be read in conjunction with the accompanying notes.
- 30 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Consolidated Statement of Profit or Loss and Other Comprehensive Income
for the year ended 30 June 2023
Revenues
Rent
Salaries and consultants' fees
Compliance expenses
Impairment of exploration expenditure
Depreciation
Other expenses
Loss before income tax
Income tax
Net loss attributable to members of
Cullen Resources Limited after tax
Other Comprehensive Income:
Total comprehensive income
for the year
Basic (loss) per share
(cents per share)
Diluted (loss) per share
(cents per share)
Note
3
3
3
7
4
21
21
2023
$
84,598
(35,469)
(168,318)
(85,998)
(828,588)
(12,651)
(119,644)
Consolidated
2022
$
55,655
(36,095)
(171,242)
(91,356)
(1,054,147)
(12,653)
(69,526)
(1,166,070)
(1,379,364)
-
-
(1,166,070)
(1,379,364)
-
-
(1,166,070)
(1,379,364)
(0.25)
(0.35)
(0.25)
(0.35)
These financial statements should be read in conjunction with the accompanying notes.
- 31 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Consolidated Statement of Cash Flows
for the year ended 30 June 2023
Cash flows from operating activities
Payments to suppliers and employees
GST refunded
Interest received
Net operating cash outflows
Cash flows from investing activities
Proceeds from sale of exploration interest
Payment for plant and equipment
Sale proceeds from plant and equipment
Payments for exploration and evaluation
Net investing cash inflows
Cash flows from financing activities
Proceeds from issue of shares
Share issue costs
Net financing cash inflows
Net (decrease)/increase in cash
and cash equivalents
Cash and cash equivalents at the
beginning of the financial year
Cash and cash equivalents at the end
of the financial year
Note
20(ii)
Consolidated
2023
$
2022
$
(465,769)
70,475
7,781
(387,513)
76,817
-
-
(854,443)
(777,626)
(476,886)
122,782
200
(353,904)
50,000
(31,905)
5,455
(1,048,745)
(1,025,195)
1,169,185
(10,500)
560,000
-
1,158,685
560,000
(6,454)
(819,099)
594,563
1,413,662
20(i)
588,109
594,563
These financial statements should be read in conjunction with the accompanying notes.
- 32 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Notes to the Financial Statements
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
(a)
The financial statements (cid:381)(cid:296)(cid:3) (cid:18)(cid:437)(cid:367)(cid:367)(cid:286)(cid:374)(cid:3) (cid:90)(cid:286)(cid:400)(cid:381)(cid:437)(cid:396)(cid:272)(cid:286)(cid:400)(cid:3) (cid:62)(cid:349)(cid:373)(cid:349)(cid:410)(cid:286)(cid:282)(cid:3) (cid:894)(cid:862)(cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3) (cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:863)(cid:3) (cid:381)(cid:396)(cid:3) (cid:862)(cid:100)(cid:346)(cid:286)(cid:3) (cid:18)(cid:381)(cid:373)(cid:393)(cid:258)(cid:374)(cid:455)(cid:863)(cid:895) are general purpose financial
statements, which have been prepared in accordance with the requirements of the Corporations Act 2001, and Australian Accounting
Standards. The financial statements have also been prepared in accordance with the historical cost convention using the accounting
policies described below.
The financial report of Cullen Resources Limited for the year ended 30 June 2023 was authorised for issue in accordance with a
resolution of the directors on 21 September 2023.
Cullen Resources Limited is a for profit company limited by shares incorporated in Australia whose shares are publicly traded on the
Australian Stock Exchange.
Statement of compliance
(b)
The financial statements comply with Australian Accounting Standards as issued by the Australian Accounting Standards Board and
International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
Accounting policies and disclosures
(c)
The Consolidated Entity has adopted all new and amended Australian Accounting Standards and AASB interpretations, which were
applicable as of 1 July 2022. Adoption of other new and amended Australian Accounting Standards and AASB interpretations did not
have any effect on the financial position or performance of the Consolidated Entity.
The Consolidated Entity has not elected to early adopt any new standards or amendments.
Going Concern
The accounts have been prepared on the going concern basis, which contemplates continuity of normal business activities and the
realisation of assets and liabilities in the normal course of business.
(cid:100)(cid:346)(cid:286)(cid:3)(cid:24)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:381)(cid:396)(cid:400)(cid:3)(cid:258)(cid:396)(cid:286)(cid:3)(cid:258)(cid:449)(cid:258)(cid:396)(cid:286)(cid:3)(cid:410)(cid:346)(cid:258)(cid:410)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:39)(cid:396)(cid:381)(cid:437)(cid:393)(cid:859)(cid:400)(cid:3)(cid:258)(cid:271)(cid:349)(cid:367)(cid:349)(cid:410)(cid:455)(cid:3)(cid:410)(cid:381)(cid:3)(cid:272)(cid:381)(cid:374)(cid:410)(cid:349)(cid:374)(cid:437)(cid:286)(cid:3)(cid:258)(cid:400)(cid:3)(cid:258)(cid:3)(cid:336)(cid:381)(cid:349)(cid:374)(cid:336)(cid:3)(cid:272)(cid:381)(cid:374)(cid:272)(cid:286)(cid:396)(cid:374)(cid:853)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:349)(cid:410)(cid:400)(cid:3)(cid:258)(cid:271)(cid:349)(cid:367)(cid:349)(cid:410)(cid:455)(cid:3)(cid:410)(cid:381)(cid:3)(cid:393)(cid:258)(cid:455)(cid:3)(cid:349)(cid:410)(cid:400)(cid:3)(cid:282)(cid:286)(cid:271)(cid:410)(cid:400)(cid:3)(cid:258)(cid:400)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:449)(cid:346)(cid:286)(cid:374) they fall
due, is largely dependent on successfully managing its short to medium term liquidity position.
During the year ended 30 June 2023, the consolidated entity recorded a loss of $1,166,070 and operating cash outflows of $387,513.
The Consolidated Entity had cash and cash equivalents of $588,109 at 30 June 2023. The directors acknowledge that continued
exploration and development of the (cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3)(cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400) mineral exploration projects will necessitate further capital raisings.
The Consolidated Entity remains dependent on its ability to raise funding in volatile capital markets. However, the directors continue
to believe that the going concern basis of accounting by the Consolidated Entity is appropriate as the Consolidated Entity has
successfully completed capital raisings during the year to 30 June 2023, notwithstanding the challenging conditions in equity markets.
In consideration of the above matters, the directors have determined that it is reasonably foreseeable that the Consolidated Entity will
continue as going concern and that it is appropriate that the going concern method of accounting be adopted in the preparation of the
financial statements. In the event that the Consolidated Entity is unable to continue as a going concern (due to inability to raise future
funding requirements), it may be required to realise its assets at amounts different to those currently recognised, settle liabilities other
than in the ordinary course of business and make provisions for other costs which may arise as a result of cessation or curtailment of
normal business operations.
Accordingly, the financial statements do not include adjustments relating to the recoverability and classification of assets amount or
to the amounts and classification of liabilities that might be necessary if the Consolidated Entity does not continue a going concern.
(d)
Principles of consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the Parent, Cullen Resources Limited and
all of the subsidiaries. Subsidiaries are entities the Parent controls. The Parent controls an entity when it is exposed to, or has rights
to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.
A list of the subsidiaries is provided in Note 13.
- 33 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on
which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases.
Intercompany transactions, balances and unrealised gains or losses on transactions between Group entities are fully eliminated on
consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity
of the accounting policies adopted by the Group.
(cid:28)(cid:395)(cid:437)(cid:349)(cid:410)(cid:455)(cid:3)(cid:349)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:400)(cid:3)(cid:349)(cid:374)(cid:3)(cid:258)(cid:3)(cid:400)(cid:437)(cid:271)(cid:400)(cid:349)(cid:282)(cid:349)(cid:258)(cid:396)(cid:455)(cid:3)(cid:374)(cid:381)(cid:410)(cid:3)(cid:258)(cid:410)(cid:410)(cid:396)(cid:349)(cid:271)(cid:437)(cid:410)(cid:258)(cid:271)(cid:367)(cid:286)(cid:853)(cid:3)(cid:282)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:367)(cid:455)(cid:3)(cid:381)(cid:396)(cid:3)(cid:349)(cid:374)(cid:282)(cid:349)(cid:396)(cid:286)(cid:272)(cid:410)(cid:367)(cid:455)(cid:853)(cid:3)(cid:410)(cid:381)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:39)(cid:396)(cid:381)(cid:437)(cid:393)(cid:3)(cid:258)(cid:396)(cid:286)(cid:3)(cid:393)(cid:396)(cid:286)(cid:400)(cid:286)(cid:374)(cid:410)(cid:286)(cid:282)(cid:3)(cid:258)(cid:400)(cid:3)(cid:862)(cid:374)(cid:381)(cid:374)-(cid:272)(cid:381)(cid:374)(cid:410)(cid:396)(cid:381)(cid:367)(cid:367)(cid:349)(cid:374)(cid:336)(cid:3)(cid:349)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:400)(cid:863)(cid:856)(cid:3)(cid:100)(cid:346)(cid:286)(cid:3)
Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a
(cid:393)(cid:396)(cid:381)(cid:393)(cid:381)(cid:396)(cid:410)(cid:349)(cid:381)(cid:374)(cid:258)(cid:410)(cid:286)(cid:3)(cid:400)(cid:346)(cid:258)(cid:396)(cid:286)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:400)(cid:437)(cid:271)(cid:400)(cid:349)(cid:282)(cid:349)(cid:258)(cid:396)(cid:455)(cid:859)(cid:400)(cid:3)(cid:374)(cid:286)(cid:410)(cid:3)(cid:258)(cid:400)(cid:400)(cid:286)(cid:410)(cid:400)(cid:3)(cid:381)(cid:374)(cid:3)(cid:367)(cid:349)(cid:395)(cid:437)(cid:349)(cid:282)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:258)(cid:410)(cid:3)(cid:286)(cid:349)(cid:410)(cid:346)(cid:286)(cid:396)(cid:3)(cid:296)(cid:258)(cid:349)(cid:396)(cid:3)(cid:448)(cid:258)(cid:367)(cid:437)(cid:286)(cid:3)(cid:381)(cid:396)(cid:3)(cid:258)(cid:410)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:374)(cid:381)(cid:374)-(cid:272)(cid:381)(cid:374)(cid:410)(cid:396)(cid:381)(cid:367)(cid:367)(cid:349)(cid:374)(cid:336)(cid:3)(cid:349)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:400)(cid:859)(cid:3)(cid:393)(cid:396)(cid:381)(cid:393)(cid:381)(cid:396)(cid:410)(cid:349)(cid:381)(cid:374)(cid:258)(cid:410)(cid:286)(cid:3)
(cid:400)(cid:346)(cid:258)(cid:396)(cid:286)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:400)(cid:437)(cid:271)(cid:400)(cid:349)(cid:282)(cid:349)(cid:258)(cid:396)(cid:455)(cid:859)(cid:400)(cid:3)(cid:374)(cid:286)(cid:410)(cid:3)(cid:258)(cid:400)(cid:400)(cid:286)(cid:410)(cid:400)(cid:856)(cid:3)(cid:94)(cid:437)(cid:271)(cid:400)(cid:286)(cid:395)(cid:437)(cid:286)(cid:374)(cid:410)(cid:3)(cid:410)(cid:381)(cid:3)(cid:349)(cid:374)(cid:349)(cid:410)(cid:349)(cid:258)(cid:367)(cid:3)(cid:396)(cid:286)(cid:272)(cid:381)(cid:336)(cid:374)(cid:349)(cid:410)(cid:349)(cid:381)(cid:374)(cid:853)(cid:3)(cid:374)(cid:381)(cid:374)-controlling interests are attributed their share of profit or
loss and each component of other comprehensive income. Non-controlling interests are shown separately within the equity section
of the statement of financial position and statement of comprehensive income.
Taxes
(e)
Income tax
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences, except:
(cid:120) where the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or
loss; or
(cid:120) in respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint venture,
where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences
will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused
tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences,
and the carry-forward of unused tax credits and unused tax losses can be utilised, except:
(cid:120)
(cid:120)
where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; or
in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint
ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences will reverse
in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is
realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance
sheet date.
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.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the Consolidated Statement of
Comprehensive Income.
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST except:
(cid:120) where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST
is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and
receivables and payables are stated with the amount of GST included.
(cid:120)
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the
Consolidated Statement of Financial Position. Cash flows are included in the Consolidated Statement of Cash Flows on a gross basis
and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the
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CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
taxation authority are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
Provision for employee benefits
(f)
Provision has been made in the financial statements for benefits accruing to employees in relation to annual leave and long service
leave. Annual leave provisions expected to be settled within twelve months are measured at their nominal amounts. Long service
leave provisions are measured at the present value of the estimated future cash outflow to be made in respect of services provided
by employees up to the reporting date. In determining the present value of future cash outflows, the interest rates attaching to
Australian corporate bond securities which have terms to maturity approximating the terms of the related liabilities are used.
Expenditure is written off
Exploration and Evaluation Expenditure
(g)
(i)
Expenditure on exploration and evaluation is expensed through the Statement of Profit or Loss and Other Comprehensive income
unless it is capitalised in accordance with g(ii) below.
(ii)
Expenditure on exploration and evaluation is accounted for in accordance with the 'area of interest' method. Exploration and
evaluation expenditure is capitalised provided the rights to tenure of the area of interest is current (or in the process of being re-
applied for) and either:
Expenditure is deferred
(cid:120)
(cid:120)
the exploration and evaluation activities are expected to be recouped through successful development and exploitation of the
area of interest or, alternatively, by its sale; or
exploration and evaluation activities in the area of interest have not at the reporting date reached a stage that permits a
reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant
operations in, or relating to, the area of interest are continuing.
When the technical feasibility and commercial viability of extracting a mineral resource have been demonstrated then any capitalised
exploration and evaluation expenditure is reclassified as capitalised mine development. Prior to reclassification, capitalised
exploration and evaluation expenditure is assessed for impairment.
Impairment
The carrying value of capitalised exploration and evaluation expenditure is assessed for impairment at the area of interest level
whenever facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount.
An impairment exists when the carrying amount of an area of interest exceeds its estimated recoverable amount. The area of interest
is then written down to its recoverable amount. Any impairment losses are recognised in the Consolidated Statement of Profit or
Loss and Other Comprehensive Income.
(h)
Both the functional and presentation currency of Cullen Resources Limited and its Australian subsidiaries is Australian dollars ($A).
Foreign currency
Foreign currency transactions are translated to Australian currency at the rate of exchange ruling at the date of the transactions.
Monetary items in foreign currencies at balance date are translated at the rates of exchange ruling on that date.
Exchange differences relating to amounts payable and receivable in foreign currencies are brought to account in the Consolidated
Statement of Profit or Loss and Other Comprehensive Income in the financial year in which the exchange rates change, as exchange
gains or losses.
(i)
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses.
Plant and equipment
Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:
Plant and equipment (cid:884) over 3 to 8 years.
The assets residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate at each financial year
end.
Intangible Assets
(j)
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are
carried at cost less amortisation and any impairment losses. Intangible assets with finite lives are amortised over their useful life and
tested for impairment whenever there is an indication that they may be impaired. The amortisation period and method is reviewed
at each financial year-end.
The Consolidated (cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400)(cid:3)(cid:349)(cid:374)(cid:410)(cid:258)(cid:374)(cid:336)(cid:349)(cid:271)(cid:367)(cid:286)(cid:3)(cid:258)(cid:400)(cid:400)(cid:286)(cid:410)(cid:400)(cid:3)(cid:396)(cid:286)(cid:393)(cid:396)(cid:286)(cid:400)(cid:286)(cid:374)(cid:410)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:282)(cid:286)(cid:296)(cid:286)(cid:396)(cid:396)(cid:286)(cid:282)(cid:3)(cid:272)(cid:381)(cid:374)(cid:400)(cid:349)(cid:282)(cid:286)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:393)(cid:258)(cid:455)(cid:258)(cid:271)(cid:367)(cid:286)(cid:3)by the acquirer on the unconditional final
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CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
investment decision to proceed and royalties on all iron ore extracted from the area of the tenements of the Mt Stuart Iron Ore Joint
Venture.
These, although entitling the Consolidated Entity to cash upon the unconditional final investment decision to proceed and the
commencement of production, are not considered to fall within the definition of financial assets in accordance with AASB 9 Financial
Instruments (cid:894)(cid:862)(cid:4)(cid:4)(cid:94)(cid:17)(cid:3)(cid:1013)(cid:863)(cid:895)(cid:856)(cid:3)(cid:100)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3)(cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:3)(cid:272)(cid:381)(cid:374)(cid:400)(cid:349)(cid:282)(cid:286)(cid:396)(cid:400)(cid:853)(cid:3)(cid:258)(cid:373)(cid:381)(cid:374)(cid:336)(cid:400)(cid:410)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:272)(cid:346)(cid:258)(cid:396)(cid:258)(cid:272)(cid:410)(cid:286)(cid:396)(cid:349)(cid:400)(cid:410)(cid:349)(cid:272)(cid:400)(cid:3)(cid:367)(cid:349)(cid:400)(cid:410)(cid:286)(cid:282)(cid:3)(cid:349)(cid:374)(cid:3)(cid:4)(cid:4)(cid:94)(cid:17)(cid:3)(cid:1013)(cid:3)(cid:410)(cid:346)(cid:258)(cid:410)(cid:3)(cid:410)(cid:346)(cid:286)(cid:455)(cid:3)(cid:282)(cid:381)(cid:3)(cid:374)(cid:381)(cid:410)(cid:3)(cid:272)(cid:381)(cid:374)(cid:410)(cid:258)(cid:349)(cid:374)(cid:3)(cid:258)(cid:374)(cid:3)
absolute right to receive cash as the Consolidated Entity cannot force the owner to make the investment decision to proceed and to
produce and, furthermore, the counterparty can avoid the payment of cash by deciding not to proceed.
The useful life of the intangible assets will be determined by reference to planned development schedule and mine life on
commencement of mining and the cost of the royalty contract will be amortised on a systematic basis over the life of the mine.
Amortisation rates are adjusted on a prospective basis for all changes to estimates of the life of mine. At 30 June 2023, the decision
to proceed has not been made and hence the assets remain unamortised.
Revenue
(k)
Other revenue includes interest revenue on short term deposit received. Interest revenue is brought to account using the effective
interest rate method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over
the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to the net carrying amount of the financial asset.
Refundable research and development tax offset is brought to account when the funds are received.
Joint Operations
(l)
The Consolidated Entity undertakes a number of activities through joint arrangements. A joint arrangement is an arrangement over
which two or more parties have joint control. Joint control is the contractually agreed sharing of control over an arrangement which
exists only when the decisions about the relevant activities (being those that significantly affect the returns of the arrangement)
(cid:396)(cid:286)(cid:395)(cid:437)(cid:349)(cid:396)(cid:286)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:437)(cid:374)(cid:258)(cid:374)(cid:349)(cid:373)(cid:381)(cid:437)(cid:400)(cid:3)(cid:272)(cid:381)(cid:374)(cid:400)(cid:286)(cid:374)(cid:410)(cid:3)(cid:381)(cid:296)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:393)(cid:258)(cid:396)(cid:410)(cid:349)(cid:286)(cid:400)(cid:3)(cid:400)(cid:346)(cid:258)(cid:396)(cid:349)(cid:374)(cid:336)(cid:3)(cid:272)(cid:381)(cid:374)(cid:410)(cid:396)(cid:381)(cid:367)(cid:856)(cid:3)(cid:100)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3)(cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400)(cid:3)(cid:361)(cid:381)(cid:349)(cid:374)(cid:410)(cid:3)(cid:258)(cid:396)(cid:396)(cid:258)(cid:374)(cid:336)(cid:286)(cid:373)(cid:286)(cid:374)(cid:410)(cid:400)(cid:3)(cid:258)(cid:396)(cid:286)(cid:3)(cid:349)(cid:374)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)form of joint
operations.
A joint operation is a type of joint arrangement in which the parties with joint control of the arrangement have rights to the assets
and obligations for the liabilities relating to the arrangement.
The Consolidated Entity recognises in relation to its joint operations:
-
-
-
-
-
Assets, including its share of any assets held jointly
Liabilities, including its share of any liabilities incurred jointly
Revenue from the sale of its share of the output arising from the joint operation
Share of the revenue from the sale of the output by the joint operation
Expenses, including its share of any expenses incurred jointly
Payables
(m)
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of the consideration to be paid in the future
for goods and services received, whether or not billed to the Consolidated Entity.
Cash and cash equivalents
(n)
Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits with an original maturity
of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes
in value. For the purposes of the Consolidated Statement of Cash Flows, cash includes cash on hand and in banks, and money market
investments readily convertible to cash within two working days.
Issued capital
(0)
Issued and paid up capital is recognised at the fair value of the consideration received by the Consolidated Entity. Any transaction
costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.
Earnings / (losses) per share
(p)
Basic EPS is calculated as net profit/(loss) attributable to members, adjusted to exclude costs of servicing equity, divided by the
weighted average number of ordinary shares, adjusted for any bonus element. Diluted EPS is calculated as net profit/ (loss)
attributable to members, adjusted for:
(cid:120)
costs of servicing equity;
(cid:120)
the after tax effect of interest associated with dilutive potential ordinary shares that have been recognised as expenses;
(cid:120)
other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential
ordinary shares; and
divided by the weighted average number of ordinary shares, adjusted for the effects of all dilutive potential ordinary shares.
(cid:120)
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CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Share based payments
(q)
At each subsequent reporting date until vesting, the cumulative charge to the Consolidated Statement of Profit or Loss and Other
Comprehensive Income is the product of:
(i)
(ii)
The grant date fair value of the option.
The current best estimate of the number of options that will vest, taking into account such factors as the likelihood of
employee turnover during the vesting period and the likelihood of non-market performance conditions being met.
The expired portion of the vesting period.
(iii)
The charge to the Consolidated Statement of Profit or Loss and Other Comprehensive Income for the period is the cumulative amount
as calculated above less the amounts already charged in previous periods. There is a corresponding entry to equity.
The company may also issue options that do not have any vesting conditions.
Until an option has vested, any amounts recorded are contingent and will be adjusted if more or fewer options vest than were
originally anticipated to do so. Any option subject to a market condition is considered to vest irrespective of whether or not that
market condition is fulfilled, provided that all other conditions are satisfied.
If the terms of an equity-settled option are modified, as a minimum an expense is recognised as if the terms had not been modified.
An additional expense is recognised for any modification that increases the total fair value of the share-based payment arrangement,
or is otherwise beneficial to the employee, as measured at the date of modification.
If an equity-settled option is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised
for the option is recognised immediately. However, if a new option is substituted for the cancelled option and designated as a
replacement option on the date that it is granted, the cancelled and new option are treated as if they were a modification of the
original option, as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of diluted earnings per
share.
Impairment of non-financial assets
(r)
Non-financial assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may
not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable
amount. Recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows that are largely
independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than
goodwill that suffered impairment are tested for possible reversal of the impairment whenever events or changes in circumstances
indicate that the impairment may have reversed.
2.
SIGNIFICANT ACCOUNTING ESTIMATES AND ASSUMPTIONS
(cid:47)(cid:374)(cid:3)(cid:258)(cid:393)(cid:393)(cid:367)(cid:455)(cid:349)(cid:374)(cid:336)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3)(cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400)(cid:3)(cid:258)(cid:272)(cid:272)(cid:381)(cid:437)(cid:374)(cid:410)(cid:349)(cid:374)(cid:336)(cid:3)(cid:393)(cid:381)(cid:367)(cid:349)(cid:272)(cid:349)(cid:286)(cid:400)(cid:3)(cid:373)(cid:258)(cid:374)(cid:258)(cid:336)(cid:286)(cid:373)(cid:286)(cid:374)(cid:410)(cid:3)(cid:272)(cid:381)(cid:374)(cid:410)(cid:349)(cid:374)(cid:437)(cid:258)(cid:367)(cid:367)(cid:455)(cid:3)(cid:286)(cid:448)(cid:258)(cid:367)(cid:437)(cid:258)(cid:410)(cid:286)(cid:400)(cid:3)(cid:286)(cid:400)(cid:410)(cid:349)(cid:373)(cid:258)(cid:410)(cid:286)(cid:400)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:258)(cid:400)(cid:400)(cid:437)(cid:373)(cid:393)(cid:410)(cid:349)(cid:381)(cid:374)(cid:400)(cid:3)(cid:271)(cid:258)(cid:400)(cid:286)(cid:282)(cid:3)(cid:381)(cid:374)
experience and other factors, including expectations of future events that may have an impact on the Consolidated Entity. All
estimates and assumptions made are believed to be reasonable based on the most current set of circumstances available to
management. Actual results may differ from the estimates and assumptions. Significant estimates and assumptions made by the
management in the preparation of these financial statements are outlined below.
Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events.
The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain
assets and liabilities within the next annual reporting period are:
Impairment of capitalised exploration and evaluation expenditure
(a)
The future recoverability of capitalised exploration expenditure is dependent on a number of factors, including whether the
Consolidated Entity decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and
evaluation asset through sale. Factors that could impact the future recoverability include the level of reserves and resources, future
technological changes, which could impact the cost of mining, future legal changes (including changes to environmental restoration
obligations) and changes to commodity prices. To the extent that capitalised exploration and evaluation expenditure is determined
not to be recoverable in the future, profits and net assets will be reduced in the period in which this determination is made. In
addition, exploration and evaluation is capitalised if activities in the area of interest have not yet reached a stage that permits a
reasonable assessment of the existence or otherwise of economically recoverable reserves. To the extent it is determined in the
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CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
future that this capitalised expenditure should be written off, profits and net assets will be reduced in the period in which this
determination is made.
Share-based payment transactions
(b)
The Consolidated Entity measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by an external valuer using either a binomial or Black-
Scholes model, with the assumptions detailed in Note 15. The accounting estimates and assumptions relating to equity-settled share-
based payments would have no impact on the carrying amount of assets and liabilities within the next annual reporting period but
may impact expenses and equity.
Intangibles
(c)
The recoverable amount of intangible assets is estimated on the basis of the discounted value of future cash flows. The estimates of
future cash flows are based on significant assumptions including:
(cid:120)
(cid:120)
(cid:120)
(cid:120)
(cid:120)
timing of the unconditional investment decision to proceed;
estimates of the quantities of ore reserves and mineral resources for which there is a high degree of confidence of economic
extraction and the timing of access to these reserves and resources;
future iron ore prices and exchange rates based on forecasts by a range of recognized economic forecasters as well as
recent spot prices and rates;
construction and production timetable and production rates; and
the discount rate used.
Refer to note 1(j) and note 8 for more information.
- 38 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
3. REVENUE AND EXPENSES
Other Revenues
Interest received
Proceeds from sale of exploration interest
Sale of plant & equipment
Expenses
(Loss) before tax was after crediting the
following expenses:
Auditors remuneration in respect of the Audit or review of the financial
statements
Rent payments
Superannuation
4.
INCOME TAX
Operating loss before income tax
Prima facie income tax (benefit)
calculated at 26.0% (2022: 26.0%)
Deferred Tax assets not recognised
Total income tax (expense)/benefit
Consolidated
2023
$
2022
$
7,781
76,817
-
84,598
200
50,000
5,455
55,655
18,000
18,000
35,469
36,095
34,124
31,830
Consolidated
2023
$
2022
$
(1,166,070)
(1,379,364)
(303,178)
(358,635)
303,178
358,635
-
-
Cullen Resources Limited and its 100% owned Australian subsidiaries have entered the tax consolidation regime from 1
July 2002. The head entity of the tax consolidation group is Cullen Resources Limited.
The entity has adopted the stand alone taxpayer method for measuring current and deferred tax amounts. The members
of the income tax consolidated group have entered into a tax funding agreement.
- 39 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Consolidated
Deferred Tax Liabilities
Statement of Financial
Position
Statement of Comprehensive
Income
2023
$
2022
$
2023
$
2022
$
Exploration
(9,000)
(2,278)
(2,278)
(1,405)
Deferred Tax Assets
Provisions
Accruals
33,895
3,120
29,227
1,560
4,668
1,560
2,838
-
Deferred tax assets used to
offset deferred tax liabilities/(not recognised) (i)
(28,015)
(28,509)
(3,950)
1,433
Net Deferred Tax Recognised
in the Statement of Financial Position
-
-
-
-
(i)
As at 30 June 2023 future income tax benefits were available to the Consolidated Entity in respect of operating
losses and prospecting and exploration expenditure incurred. The directors estimate the potential income tax
benefit at 30 June 2023 in respect of tax losses not brought to account is $10,904,861 (2022: $10,601,683) and
there is no expiry date. The benefit of these losses has only been brought to account to the extent needed to
offset deferred tax liabilities. The remaining benefit will only be obtained if:
(a)
(b)
the Consolidated Entity derives future assessable income of a nature and of sufficient amount to
enable the benefit to be realised.
the Consolidated Entity continues to comply with the conditions for deductibility imposed by the law;
and
(c) no changes in tax legislation adversely affect the Consolidated Entity in realising the benefit.
5. RECEIVABLES
Current
Other debtors
Consolidated
2023
$
2022
$
15,080
7,121
Other debtors includes GST receivable which is non-interest bearing. All other debtors are not past due and are not
credit impaired. Considering the size and the credit quality of other debtors, the expected credit loss on the balance at
30 June 2023 is considered insignificant.
The carrying amount of other debtors is a reasonable approximation of fair value.
6. PLANT & EQUIPMENT
Plant & Equipment at cost
Opening balance
Additions
Disposals
Closing balance
- 40 -
Consolidated
2023
$
2022
$
104,488
-
-
104,488
122,246
31,905
(49,663)
104,488
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
Plant & Equipment (cid:884) Accumulated depreciation
Opening balance
Depreciation
Disposals
Closing balance
Total written down amount
(a) Reconciliation
Plant & Equipment
Carrying amount at beginning
Additions
Disposals
Depreciation expense
7. EXPLORATION & EVALUATION
Costs carried forward in respect of
areas of interest in the exploration
and evaluation phase
Opening balance
Expenditure incurred during the year
Less
Impairment (refer to below)
Closing balance net of write off
Consolidated
2023
$
2022
$
(80,571)
(12,651)
-
(93,222)
(117,581)
(12,653)
49,663
(80,571)
11,266
23,917
23,917
-
-
(12,651)
11,266
4,665
31,905
-
(12,653)
23,917
Consolidated
2023
$
2022
$
8,760
854,443
863,203
14,162
1,048,745
1,062,907
(828,588)
(1,054,147)
34,615
8,760
Mining tenements are carried forward in accordance with the accounting policy set out in Note 1(g).
As discussed in the Directors Report, during the financial year, the Company continued its mineral exploration activities
including: project generation, database reviews, field mapping, geochemical surveying, and drilling programmes.
Company exploration activities, including joint operations, were focused in Western Australia with additional activities
in Finland.
A total of $854,443 (2022: $1,048,745) of exploration expenditure was capitalised by Cullen during the year. The
Directors have reviewed all exploration projects for indicators of impairment in light of approved budgets. Where
substantive expenditure is neither budgeted nor planned the area of interest has been written down to its fair value
less costs to dispose. In determining fair value less cost of disposal the Directors had regard to the best evidence of
what a willing participant would pay in an arms length transaction (Level 3 fair value hierarchy). Where no such evidence
was available, areas of interest were written down to nil pending the outcome of any future farm-out arrangement. This
resulted in a write off of $828,588 (2022: $1,054,147). The Company will continue to look to attract farm-in partners
and/or recommence exploration should circumstances change.
The ultimate recoupment of the book value of deferred costs relating to areas of interest in the exploration and
evaluation phase is dependent upon the successful development and commercial exploitation or, alternatively, sale of
the respective areas of in(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:3) (cid:258)(cid:374)(cid:282)(cid:3) (cid:410)(cid:346)(cid:286)(cid:3) (cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3) (cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400)(cid:3) (cid:258)(cid:271)(cid:349)(cid:367)(cid:349)(cid:410)(cid:455)(cid:3) (cid:410)(cid:381)(cid:3) (cid:272)(cid:381)(cid:374)(cid:410)(cid:349)(cid:374)(cid:437)(cid:286)(cid:3)(cid:410)(cid:381)(cid:3) (cid:373)(cid:286)(cid:286)(cid:410)(cid:3) (cid:349)(cid:410)(cid:400)(cid:3) (cid:296)(cid:349)(cid:374)(cid:258)(cid:374)(cid:272)(cid:349)(cid:258)(cid:367)(cid:3) (cid:381)(cid:271)(cid:367)(cid:349)(cid:336)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:400)(cid:3) (cid:410)(cid:381)(cid:3)
maintain the areas of interest.
- 41 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
8.
INTANGIBLE ASSETS
Deferred consideration (a) and royalty stream(b)
Consolidated
2023
$
4,747,995
4,747,995
2022
$
4,747,995
4,747,995
On 12 April 2017, the consolidated entity sold its 30% contributing interest in the Mt Stuart Iron Ore Joint Venture and
all of its other rights and interests in the Joint Venture tenements. Part of the consideration includes:
(a) A deferred consideration of $1 million payable on the making of an unconditional final investment decision to
proceed with the development of an iron ore mine on the tenements which were previously the Mt Stuart
Joint Venture.
(b) An uncapped 1% FOB royalty on all iron ore extracted from the area of the Joint Venture tenements.
At the disposal date, the above consideration was recognised as an intangible asset. Its carrying value was determined
based on a Net Present Value calculation using a discounted cash flow model with a number of assumptions including
timing of unconditional investment decisions to proceed, future iron ore prices, exchange rate, timing for the
development and production, future product volumes and discount rates (Level 3 fair value hierarchy).
As at 30 June 2023, the directors have adopted a similar Net Present Value calculation with updated key assumptions
to reflect changes in the market environment to determine the recoverable amount of the intangible asset as part of
their impairment assessment of the carrying value of the asset. In the directors opinion, this assessment supports the
carrying value of the assets and supports the conclusion that no impairment of the intangible asset is required as at 30
June 2023.
In July 2015 the Consolidated Entity sold its interest in the Wyloo project tenements to its partner Fortescue Metals
Group Limited and the deferred consideration is a 1.5 % F.O.B. royalty up to 15 Mt of iron ore production from Wyloo
project tenements, and will receive $900,000 cash if and when a decision is made to commence mining on a commercial
basis (cid:884) E47/1649, 1650, ML 47/1490, and ML 08/502. No value has been brought to account in respect to this royalty.
9. TRADE AND OTHER PAYABLES
Current
Trade creditors - unsecured
Consolidated
2023
$
2022
$
36,013
31,873
Trade creditors are non-interest bearing and are normally settled on 30 day terms. The carrying amount of trade
creditors is a reasonable approximation of fair value.
10.
PROVISIONS
Current
Employee benefits
Consolidated
2023
$
2022
$
130,367
112,413
- 42 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
11. CONTRIBUTED EQUITY
Issued capital
504,290,902 ordinary shares (2022: 406,858,855)
Movement in issued shares for the year:
Consolidated
2023
$
2022
$
50,018,080
48,859,395
2023
2022
Number of
Shares
$
Number of
$
Beginning of the financial year:
Issued at 1.2 cents each(i)
Issued at 1.7 cents each(i)
Less share issue expenses
End of financial year:
406,858,855
97,432,047
-
-
504,290,902
48,859,395
1,169,185
-
(10,500)
50,018,080
(i) Issued under a placement
Shares
373,917,657
-
32,941,198
-
406,858,855
48,299,395
-
560,000
-
48,859,395
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the company, to
participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid upon
shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
Options
As at 30 June 2023 there are 18,000,000 (2022: 18,000,000) unissued shares in respect of which options were
outstanding and the details of these are as follows:
Number
Grant Date
Vesting Date
18,000,000
21/12/20
Nil Vesting
Conditions
Exercise
Price
$0.028125
Expiry Date
30 November 2023
Fair Value at
Grant Date
0.0066
The options have no rights until they are exercised and become ordinary shares.
During the year Nil (2022: 454,545) options lapsed.
During the year Nil (2022: Nil) options were issued to Directors as approved by shareholders.
During the year nil (2022: Nil) options were issued to a third party for exploration.
Since the end of the financial year no shares have been issued by virtue of the exercise of options.
- 43 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
12. SHARE BASED PAYMENT RESERVE
The share based payment reserve represents the cost of share-based payments to directors, employees and third
parties.
Beginning of the year
Share based payments (Note 15)
Options that have lapsed
End of the year
Consolidated
2023
$
118,800
-
-
118,800
2022
$
127,891
-
(9,091)
118,800
13. PARTICULARS IN RELATION TO CONTROLLED ENTITIES
The consolidated financial statements at 30 June 2023 include the following controlled entities. The financial years of
all controlled entities are the same as that of the parent entity.
Place of
Incorporation
Interest
%
Name
Cullen Minerals Pty Limited
Cullen Exploration Pty Ltd
Bearmark Investments Pty Ltd
Cullen Finland OY*
Australia
Australia
Botswana
Finland
June
2023
100
100
100
30
June
2022
100
100
100
30
Investment
$
June
2023
June
2022
-
-
-
-
-
-
-
-
* No non controlling interest is reflected in the Statement of Changes in Equity as there are no transactions in this entity.
14. KEY MANAGEMENT PERSONNEL
Compensation for key management personnel
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Share-based payments
Total compensation
Consolidated
2023
$
2022
$
297,542
27,563
4,227
-
329,332
295,167
26,300
10,919
-
332,386
- 44 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
15. SHARE BASED PAYMENTS
(a) Employee Options
2023
$
2022
$
For details/movements around the director options, please refer to note 11.
Nil employee and director options were issued during the year. (2022: 18,000,000)
Nil employee or director options lapsed during the year. (2022: 909,090)
(b) Weighted average remaining contractual life
Options - Third party
Options - Directors
(c) Range of exercise prices
Options - Third party
Options - Directors
(d) Weighted average fair value at date of issue
Options - Third party
Options - Directors
2023
Years
-
0.42
2023
cents
-
2.8125
2023
cents
-
0.066
2022
Years
-
1.42
2022
cents
-
2.8125
2022
cents
-
0.066
(e) Option pricing model
The fair value of the equity settled share options granted are estimated as at grant date using a Black-Scholes Model
taking into account the terms and conditions upon which they were granted.
16. JOINT OPERATIONS
The Consolidated Entity has interests in the following joint operations as at 30 June 2023:
Principal Activity
Other Participant
(a) Paraburdoo
Exploration
Fortescue Mining Group Limited (Fortescue)
(b) Killaloe
Exploration
Liontown Resources Limited (Liontown)
(c) Mt Eureka
Exploration
Rox Resources Limited (Rox)
(d) Finland
Exploration
Capella Minerals Limited (Capella)
a)
b)
c)
d)
Fortescue can earn up to 80% in the iron ore rights(cid:853)(cid:3)(cid:18)(cid:437)(cid:367)(cid:367)(cid:286)(cid:374)(cid:3)(cid:346)(cid:258)(cid:400)(cid:3)(cid:258)(cid:3)(cid:1005)(cid:1004)(cid:1004)(cid:1081)(cid:3)(cid:349)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:856)
(cid:62)(cid:349)(cid:381)(cid:374)(cid:410)(cid:381)(cid:449)(cid:374) has a(cid:374) 80% interest; Cullen is 20% free carried(cid:3)(cid:410)(cid:381)(cid:3)(cid:282)(cid:286)(cid:272)(cid:349)(cid:400)(cid:349)(cid:381)(cid:374)(cid:3)(cid:410)(cid:381)(cid:3)(cid:373)(cid:349)(cid:374)(cid:286)(cid:856)
(cid:90)(cid:381)(cid:454)(cid:3)(cid:272)(cid:258)(cid:374)(cid:3)(cid:286)(cid:258)(cid:396)(cid:374)(cid:3)(cid:437)(cid:393)(cid:3)(cid:410)(cid:381)(cid:3)(cid:258)(cid:3)(cid:1011)(cid:1009)(cid:1081)(cid:3)(cid:349)(cid:374)(cid:410)(cid:286)(cid:396)(cid:286)(cid:400)(cid:410)(cid:856)
(cid:18)(cid:437)(cid:367)(cid:367)(cid:286)(cid:374)(cid:3)(cid:1007)(cid:1004)(cid:1081)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:18)(cid:258)(cid:393)(cid:286)(cid:367)(cid:367)(cid:258)(cid:3)(cid:68)(cid:349)(cid:374)(cid:286)(cid:396)(cid:258)(cid:367)(cid:400)(cid:3)(cid:62)(cid:349)(cid:373)(cid:349)(cid:410)(cid:286)(cid:282)(cid:3)(cid:1011)(cid:1004)(cid:1081)(cid:853)(cid:3)(cid:361)(cid:381)(cid:349)(cid:374)(cid:410)(cid:3)(cid:381)(cid:449)(cid:374)(cid:286)(cid:396)(cid:400)(cid:3)(cid:381)(cid:296)(cid:3)(cid:18)(cid:437)(cid:367)(cid:367)(cid:286)(cid:374)(cid:3)(cid:38)(cid:349)(cid:374)(cid:367)(cid:258)(cid:374)(cid:282)(cid:3)(cid:75)(cid:455)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:349)(cid:410)(cid:400)(cid:3)(cid:258)(cid:400)(cid:400)(cid:286)(cid:410)(cid:400)(cid:3)(cid:349)(cid:374)(cid:3)(cid:38)(cid:349)(cid:374)(cid:367)(cid:258)(cid:374)(cid:282)(cid:856)
The joint operations are not separate legal entities. They are contractual arrangements between the participants for
the sharing of costs and any outputs and do not, in themselves, generate revenue and profit. The net contribution of
any joint operations to the operating profit before income tax is $nil (2022: $nil)(cid:856)(cid:3) (cid:100)(cid:346)(cid:286)(cid:3) (cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3) (cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400)(cid:3) (cid:258)(cid:400)(cid:400)(cid:286)(cid:410)s
employed in the jointly controlled assets, are recorded as nil.
- 45 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
17. COMMITMENTS
Minimum exploration work
The Consolidated Entity has certain obligations to perform minimum exploration work and expend minimum amounts
of money on mineral exploration tenements. The Consolidated Entity is required to expend a minimum of $600,500
(2022: $673,500) over the next year to keep its current tenements in good standing.
18. RELATED PARTIES
Payments to director related companies
Transactions between related parties are on normal commercial terms and conditions no more favourable than those
available to other parties unless otherwise stated. Consultancy payments were made to Mosman Corporate Services
Pty Ltd totalling $29,625 (2022: $26,500) which is a company controlled by Mr W Kernaghan. There was $1,500 (2022:
$1,125) outstanding at 30 June 2023.
19. OPERATING SEGMENTS
Identification of Reportable Segments
The Consolidated Entity has based its operating segment on the internal reports that are reviewed and used by the
executive management team in assessing performance and in determining the allocation of resources.
The Consolidated Entity currently does not have production and is only involved in exploration. As a consequence,
activities in the operating segment are identified by management based on the manner in which resources are
allocated, the nature of the resources provided and the identity of the manager and country of expenditure. Discrete
financial information about each of these areas is reported to the executive management team on a monthly basis.
Based on this criteria, the Consolidated Entity has only one operating segment, being exploration, and the segment
(cid:381)(cid:393)(cid:286)(cid:396)(cid:258)(cid:410)(cid:349)(cid:381)(cid:374)(cid:400)(cid:3)(cid:258)(cid:374)(cid:282)(cid:3)(cid:396)(cid:286)(cid:400)(cid:437)(cid:367)(cid:410)(cid:400)(cid:3)(cid:258)(cid:396)(cid:286)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:400)(cid:258)(cid:373)(cid:286)(cid:3)(cid:258)(cid:400)(cid:3)(cid:410)(cid:346)(cid:286)(cid:3)(cid:18)(cid:381)(cid:374)(cid:400)(cid:381)(cid:367)(cid:349)(cid:282)(cid:258)(cid:410)(cid:286)(cid:282)(cid:3)(cid:28)(cid:374)(cid:410)(cid:349)(cid:410)(cid:455)(cid:859)(cid:400)(cid:3)(cid:396)(cid:286)(cid:400)(cid:437)(cid:367)(cid:410)(cid:400)(cid:856)
20. STATEMENT OF CASH FLOWS
(i) Reconciliation of cash
For the purposes of the Consolidated Statement of Cash Flows, cash includes cash at bank and short term deposits at
call. Cash at the end of the financial year as shown in the Consolidated Statement of Cash Flows is reconciled to the
related items in the Consolidated Statement of Financial Position as follows:
Cash at bank
(ii) Reconciliation of operating (loss)
after income tax to net cash used in operating activities
Operating (loss) after income tax
Add/(less) non cash items
-
Impairment of exploration
Profit on sale of exploration interest
Profit on sale of plant and equipment
Depreciation
Changes in Assets and Liabilities
(Decrease) / Increase in provisions for employee benefits
(Decrease) / Increase in trade and other payables
Decrease / (Increase) in receivables
Net operating cashflows
- 46 -
Consolidated
2023
$
2022
$
588,109
594,563
(1,166,070)
(1,379,364)
828,588
(76,817)
-
12,651
17,954
4,140
(7,959)
1,054,147
(50,000)
(5,455)
12,653
10,915
(30,953)
34,153
(387,513)
(353,904)
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
21.
EARNINGS/(LOSS) PER SHARE
Basic (loss) per share (cents per share)
Diluted (loss) per share (cents per share)
The following reflects the income and share data used
in the calculations of basic and diluted (loss) per share
Net (loss)
Weighted average number of ordinary shares used in
the calculation of basic and diluted earnings per share
Options on issue at year end are not dilutive and hence
not used in the calculation of diluted EPS
22. FINANCIAL INSTRUMENTS
Consolidated
2023
$
(0.25)
(0.25)
2022
$
(0.35)
(0.35)
(1,166,070)
(1,379,364)
467,899,579
390,884,630
18,000,000
18,000,000
The Consolidated Entity's financial instruments comprise receivables, payables, and cash and short-term deposits.
The Consolidated Entity manages its exposure to key financial risks, including interest rate risk in accordance with the
Consolidated Entity's financial risk management policy. The objective of the policy is to support the delivery of the
Consolidated Entity's financial targets whilst protecting future financial security.
The Board reviews and agrees policies for managing each of these risks as summarised below.
Primary responsibility for identification and control of financial risks rests with the Board of Directors. Due to the size
and nature of the company's operations, and as the company does not use derivative instruments or debt, the directors
do not believe the establishment of a risk management committee is warranted.
(a)
The Consolidated Entity's exposure to market interest rates relates primarily to the Consolidated Entity's cash and cash
equivalents.
Interest Rate Risk
The Consolidated Entity's exposure to interest rate risk for each class of financial assets and financial liabilities is set out
below.
Financial Instruments
Financial Assets
Cash and cash equivalents
Total Financial Assets
Consolidated
Floating
interest rate
2023
$
Floating
interest rate
2022
$
588,109
588,109
594,563
594,563
Cash gives rise to interest rate risk because the interest rate is variable.
The following summarises the effect on loss and equity of financial instruments held at balance date as a result of a 0.5%
movement in interest rates, with all other variables remaining constant.
Interest rate +0.5%
Interest rate -0.5%
Consolidated
(Decrease)/Increase in loss/equity
2023
$
(2,941)
2,941
2022
$
(2,973)
2,973
The selection of 0.5% sensitivity check was based on recent interest rate adjustments. The same basis was adopted in
2022.
- 47 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
(b) Currency Risk
The Consolidated Entity has limited exposure to foreign currency risk as it pays for its overseas exploration activities in
Finland from Australia in various overseas currencies.
(c) Credit Risk
Credit risk arises from the financial assets of the Consolidated Entity, namely cash at bank, trade and other receivables.
The Consolidated Entity's exposure to credit risk arises from potential default of the counter party, with a maximum
exposure equal to its carrying amount. Exposure at balance date is addressed in each applicable note.
The Consolidated Entity does not hold any credit derivatives to offset its credit exposure.
Cash at bank and receivable balances are monitored on an ongoing basis with the result that the Consolidated Entity's
exposure to bad debts is not significant. Receivables are due from the Australian Taxation Office and other government
bodies while bank balances are with reputable Australian banks which have very low default risk.
There are no significant concentrations of credit risk within the Consolidated Entity and cash and cash equivalents are
spread amongst the big four Australian Banks.
(d) Liquidity Risk
The liquidity position of the Consolidated Entity is managed to ensure sufficient liquid funds are available to meet the
Consolidated Entity's financial commitments in a timely and cost-effective manner. The Consolidated Entity funds its
activities through capital raisings in order to limit its liquidity risk which is monitored on a monthly basis.
Contractual maturity of the trade payables is within 30 day terms.
The Consolidate Entity manages its liquidity risk by monitoring the total cash inflows and outflows expected on a monthly
basis. The Consolidated entity has established comprehensive risk reporting covering its business units that reflect
expectations of management of the expected statement of financial assets and liabilities.
(e) Capital Management
Management controls the capital of the Consolidated Entity in order to provide the shareholders with adequate returns
and ensure that the Consolidated Entity can fund its operations and continue as a going concern.
There are no externally imposed capital requirements.
Management effectively manages the group's capital by assessing the Consolidated Entity's financial risks and adjusting
its capital structure in responses to include the management of debt levels, distributions to shareholders and share issues.
The Consolidated Entity uses cash flow forecasts to manage and adjust its capital management.
There have been no changes in the strategy adopted by management to control the capital of the Consolidated Entity
since the prior year.
Capital managed by the Consolidated Entity consists of shareholders equity.
Shareholders equity
Consolidated
2023
$
5,230,685
2022
$
5,238,070
- 48 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
23. AUDITOR'S REMUNERATION
Amounts received or due and receivable by :
-
-
an audit or review of the financial report of the entity and any other entity in
the Consolidated Entity (cid:884) Rothsay Audit & Assurance Pty Ltd (current auditor)
taxation services provided to the Consolidated Entity
Consolidated
2023
$
18,000
-
18,000
2022
$
18,000
-
18,000
24. PARENT ENTITY INFORMATION
Information relating to Cullen Resources Limited:
Current assets
Total assets
Current liabilities
Total liabilities
Issued capital
Accumulated losses
Share based payment reserve
Total shareholders' equity
Loss of the parent entity
Total comprehensive income of the parent entity
2023
$
587,754
4,660,110
17,179
17,179
50,018,080
(44,906,195)
118,800
5,230,685
2022
$
582,640
4,662,353
6,923
6,923
48,859,395
(43,740,125)
118,800
5,238,070
1,166,070
1,166,070
1,379,364
1,379,364
The parent entity has no contingent liabilities, nor does it have any contractual commitments for the acquisition of property, plant
or equipment.
25. SUBSEQUENT EVENTS
There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event
of a material and unusual nature likely, in the opinion of the directors, to affect the operations of the Consolidated Entity, the results
of those operations or the state of affairs of the Consolidated Entity in the subsequent financial years.
- 49 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
DIRECTORS' DECLARATION
In accordance with a resolution of the directors of Cullen Resources Limited, I state that:
In the opinion of the directors:
(a)
the financial statements and notes of the Consolidated Entity are in accordance with the
Corporations Act 2001, including:
(i) giving a true and fair view of the Consolidated Entity(cid:859)(cid:400)(cid:3)(cid:296)(cid:349)(cid:374)(cid:258)(cid:374)(cid:272)(cid:349)(cid:258)(cid:367)(cid:3)(cid:393)(cid:381)(cid:400)(cid:349)(cid:410)(cid:349)(cid:381)(cid:374)(cid:3)(cid:258)(cid:400)(cid:3)(cid:258)(cid:410)(cid:3)(cid:1007)(cid:1004) June 2023 and
of its performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and the Corporations Regulations 2001; and
(b)
(c)
(d)
the financial statements and notes also comply with International Financial Reporting Standards as
disclosed in Note 1(b).
subject to the achievement of the matters in Note 1(c), there are reasonable grounds to believe that
the Company will be able to pay its debts as and when they become due and payable.
this declaration has been made after receiving the declaration required to be made to the directors
in accordance with section 295A of the Corporations Act 2001 for the financial year ended
30 June 2023.
On behalf of the Board
C. Ringrose
Director
Perth, WA
21 September 2023
- 50 -
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
CULLEN RESOURCES LIMITED
Report on the Audit of the Financial Report
Qualified Opinion
We have audited the financial report of Cullen Resources Limited (“the Company”) and its controlled entities
(“the Group”) which comprises the consolidated statement of financial position as at 30 June 2023, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of
changes in equity and the consolidated statement of cash flows for the year then ended on that date and
notes to the consolidated financial statements, including a summary of significant accounting policies and
the directors’ declaration.
In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion section of
our report, 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 Qualified Opinion
As disclosed in Note 8 to the financial statements, on 12 April 2017, the Group sold its 30% contributing
interest in the Mt Stuart Iron Ore Joint Venture and recognised a deferred consideration of S1m and a 1%
FOB royalty of $3,747,995. In estimating the recoverability of these assets as at 30 June 2023, the directors
used a discounted cash flow model with a number of assumptions as to the timing and quantum of future
cash flows. The directors have determined that the discounted cash flow model supports the carrying value
of these assets.
For the audit of the Group’s financial report for the year ended 30 June 2023, we have been unable to
obtain sufficient appropriate audit evidence to assess the reasonableness of the directors’ assumptions
adopted in determining the carrying value of these assets. Consequently, we are unable to determine the
accuracy and appropriateness of the carrying value of these assets, their classification and related
disclosures as disclosed in the financial report.
The Group’s audit report for the year ended 30 June 2022 was similarly qualified in relation to this matter.
NDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
CULLEN RESOURCES LIMITED (continued)
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under these
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report
section of this 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 confirm that the independence declaration required by the Corporations Act 2001, which has been given
to the directors of the Company, would be in the same terms if given to the directors as at the time of this
auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
qualified opinion.
Emphasis or Matter - Material Uncertainty Related to Going Concern
We draw attention to Note 1 in the financial report, which indicates that the group incurred a net loss of
$1,166,070 and a net cash outflow from operating activities of $387,513 during the year ended 30 June
2023. As stated in Note 1, these events or conditions along with other matters as set forth in Note 1 indicate
that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a
going concern and therefore the Group may be unable to realise its assets and discharge its liabilities in the
normal course of business. Our opinion is not modified in respect of this matter.
Key Audit Matters
In addition to the matter described in the Basis for Qualified Opinion section, we have determined the
matters described below to be 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.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
CULLEN RESOURCES LIMITED (continued)
Key Audit Matter – Exploration and Evaluation
Expenditure
The Group has expensed $828,588 on exploration
and evaluation during the year.
We do not consider exploration and evaluation
expenditure to be at a high risk of significant
misstatement, or to be subject to a significant
level of judgement. However due to the
materiality in the context of the financial
statements as a whole, this is considered to be a
key audit matter.
How our Audit Addressed the Key Audit Matter
Our procedures
in assessing exploration and
evaluation expenditure included but were not limited
to the following:
• We assessed exploration and evaluation
expenditure with reference to AASB 6
“Exploration for and Evaluation of Mineral
Resources”.
• We tested a sample of exploration and
evaluation
supporting
expenditure
documentation to ensure they were bona
fide payments; and
to
• We documented and assessed the processes
and controls in place to record exploration
and evaluation transactions.
• We assessed the appropriateness of the
disclosures included in the financial report.
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2023, but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly 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 there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Directors’ Responsibility for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with the 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.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
CULLEN RESOURCES LIMITED (continued)
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or cease operations,
or have no realistic alternative but to do so.
Auditor’s Responsibility 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 Australian Auditing Standards will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing
and Assurance Standards Board website at: www.auasb.gov.au/Home.aspx.
We communicate with the directors regarding, amongst other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit matters.
We describe those matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communications.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
CULLEN RESOURCES LIMITED (continued)
Report on the Remuneration Report
We have audited the remuneration report included in the directors’ report for the year ended 30 June 2023.
In our opinion the remuneration report of Cullen 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.
Rothsay Audit & Assurance Pty Ltd
Graham Webb
Director
Dated 21 September 2023
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
SHAREHOLDER INFORMATION
CAPITAL STRUCTURE
As at 16 September 2023, the company had the following securities on issue:
Issued Capital
Top 20 Shareholders
Total holding of twenty largest shareholders
% of total shares on issue
Distribution of shareholders
1 - 1,000 shares
1,001 - 5,000 shares
5,001 - 10,000 shares
10,001 - 100,000 shares
100,001 and over
Total
Fully paid
Ordinary shares
504,290,902
239,973,922
47.59%
1,002
729
176
560
365
2,832
Unmarketable Parcels as at 16 September 2023
Minimum $500.00
2,290
OPTIONS
As at 16 September 2023, 18,000,000 unissued shares in respect of options were outstanding.
These are as follows:
Number
18,000,000
Exercise Price
Expiry Date
$0.028125
30 November 2023
SUBSTANTIAL SHAREHOLDERS
The company has one Substantial Shareholder as at 16 September 2023
Name
Perth Capital Pty Ltd& Associates
%
10.68
No. of shares
- 56 -
CULLEN RESOURCES LIMITED - ANNUAL REPORT 2023
TWENTY LARGEST SHAREHOLDERS
The names of the twenty holders of the fully paid shares at 16 September 2023 are listed below:
Name
Perth Capital Pty Ltd
Longbridge Pty Ltd < Superannuation Fund A/C>
Perth Capital Pty Ltd
WJK Investments Pty Ltd
Innerleithen Pty Ltd
Mr Alexander Angelopoulos
Chiatta Pty Ltd
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