EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT
30 JUNE 2024
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CORPORATE DIRECTORY
1
Directors
Mr Keith Coughlan
Mr Richard Pavlik
Mr Kiran Morzaria
Ambassador Lincoln Bloomfield, Jr
Ms Merrill Gray
Company Secretary
Mr Henko Vos
Registered Office in Australia
Ground Floor, 41 Colin Street
West Perth WA 6005
Telephone 08 6245 2050
Email www.europeanmet.com
Share Register - Australia
Computershare Investor Services Limited
Level 17
221 St Georges Terrace
Perth WA 6000
Telephone 1300 850 505 (within Australia)
Telephone +61 3 9415 4000 (outside Australia)
Facsimile 1800 783 447 (within Australia)
Facsimile +61 3 9473 2555 (outside Australia)
Auditor
BDO Audit Pty Ltd
Level 9, Mia Yellagonga Tower 2, 5 Spring St
PERTH WA 6000
Telephone: +61 8 6382 4600
Securities Exchange Listing - Australia
ASX Limited
Level 40, Central Park
152-158 St Georges Terrace
Perth WA 6000
ASX Code: EMH
Executive Chairman
Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Registered Office in Czech Republic
GEOMET s.r.o.
Ruska 287
417 01 Dubi Bystrice
The Czech Republic
Telephone: +420 732 671 666
Nominated Nomad & Broker
Zeus Capital Limited
125 Old Broad Street, 12th Floor,
London, EC2N 1AR
UK Depository
Computershare Investor Services plc
The Pavilions
Bridgewater Road
Bristol BS99 6ZZ
United Kingdom
Reporting Accountants (UK)
Chapman Davis LLP
2 Chapel Court
London SE1 1HH
United Kingdom
Securities Exchange Listing – United Kingdom
London Stock Exchange plc
10 Paternoster Square
London EC4M 7LS
United Kingdom
AIM Code: EMH
Securities Exchange Listing – OTCQX Best
Market
OTC Markets Group
300 Vesey Street, 12th Floor
New York City
NY 10282 United States
OTCQX Codes: EMHXY and EMHLF
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CONTENTS
2
Chairman’s Letter
3
Review of Operations
4
Directors’ Report
13
Remuneration Report
19
Auditor’s Independence Declaration
25
Consolidated Statement of Profit or Loss and Other Comprehensive Income
26
Consolidated Statement of Financial Position
27
Consolidated Statement of Changes in Equity
28
Consolidated Statement of Cash Flows
29
Notes to the Consolidated Financial Statements
30
Consolidated Entity Disclosure Statement
60
Directors’ Declaration
61
Independent Audit Report to the members of European Metals Holdings Limited
62
Additional Information
66
Tenement Schedule
67
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CHAIRMAN’S LETTER
3
Dear Shareholders,
Welcome to the 2024 Annual Report for European Metals Holdings Limited (“European Metals” or “the
Company”).
On behalf of the Board of Directors, I am pleased to report on a year of significant progress for the
Company and the Cinovec Lithium Project (“Cinovec Project”) despite challenging macro conditions.
Lithium prices have fallen by some 80% over the year, and at the time of writing, there have been
numerous closures and production cutbacks at established lithium production projects around the globe.
Falling prices along with increasing costs have combined to make new lithium project development more
challenging. However, the Company, remains confident in the lithium market medium to long term and
the future of our project. We have already seen improvements in the macro indicators and remain
enthusiastically committed to developing the Cinovec Project.
We welcomed the European Bank for Reconstruction and Development (“EBRD”) as a shareholder early
in the year. We believe the bank’s involvement in the Company and the project is significant. The EBRD
works very closely with the European Investment Bank, and the organisations have made joint public
statements about their support for funding the energy transition in Europe, linked to the support that the
industry is receiving from the European Union (“EU”). We have lodged our formal submission under the
Critical Raw Materials Act post-period and we look forward to the Cinovec Project being recognised as
a strategic project under this legislation. As previously reported, the project already enjoys strategic
project status under another EU initiative, the Just Transition Fund.
Other key milestones achieved during the year included the successful production of lithium carbonate
and lithium hydroxide from the pilot programme – both meeting battery grade specifications, the
granting of extensions to our exploration licenses which cover granted Preliminary Mining Permits, and the
selection of a significantly superior site for the lithium processing plant.
Clearly, the Definitive Feasibility Study delay during the year was unfortunate, though necessary. The plant
location attributes required comprehensive assessment in order for engineering and design
improvements to be made to ensure improved permitting and project economics. We have been
working on processing enhancements during this time, which we anticipate will further improve the
project economics.
Corporately, we welcomed Non-executive Director Merrill Gray to the Board of Directors as part of the
Company’s redomiciliation to Australia.
The project continues to enjoy strong support from all levels of the Czech government. It remains well-
positioned to assist in addressing the supply and demand imbalance of lithium in the European Union, as
substantial battery manufacturing projects progress and real raw material supply gaps emerge.
Finally, I would like to take this opportunity to thank all staff, advisors, contractors, our project partners,
CEZ, and shareholders who have supported us over the past difficult year. I look forward to updating you
throughout the new financial year as we continue to advance the Cinovec Project.
Keith Coughlan
EXECUTIVE CHAIRMAN
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
4
PROJECT REVIEW
Geomet s.r.o. controls the mineral exploration licenses awarded by the Czech State over the Cinovec
Lithium Project. Geomet has been granted a preliminary mining permit by the Ministry of Environment and
the Ministry of Industry. The Company is owned 49% by EMH and 51% by CEZ a.s. through its wholly owned
subsidiary, SDAS. Cinovec hosts a globally significant hard rock lithium deposit with a total Measured
Mineral Resource of 53.3Mt at 0.48% Li2O, Indicated Mineral Resource of 360.2Mt at 0.44% Li2O and an
Inferred Mineral Resource of 294.7Mt at 0.39% Li2O containing a combined 7.39 million tonnes Lithium
Carbonate Equivalent (refer to the Company’s ASX/ AIM release dated 13 October 2021) (Resource
Upgrade at Cinovec Lithium Project).
An initial Probable Ore Reserve of 34.5Mt at 0.65% Li2O reported 4 July 2017 (Cinovec Maiden Ore Reserve
– Further Information) has been declared to cover the first 20 years mining at an output of 22,500tpa of
lithium carbonate (refer to the Company’s ASX/ AIM release dated 11 July 2018) (Cinovec Production
Modelled to Increase to 22,500tpa of Lithium Carbonate).
This makes Cinovec the largest hard rock lithium deposit in Europe and the fifth largest non-brine deposit
in the world.
Parts of the ore body near surface have been mined for tin from the 14th Century to the 20th Century
and the lithium-bearing orebody below surface previously had over 400,000 tonnes of ore mined as a trial
sub-level open stope mining operation for tin mineralisation in the 1980’s.
On 19 January 2022, EMH provided an update to the 2019 Pre-Feasibility-Study (“PFS”) Update. It
confirmed the deposit is amenable to bulk underground mining (refer to the Company’s ASX/ AIM release
dated 19 January 2022) (PFS Update delivers outstanding results). Metallurgical test-work has produced
both battery-grade lithium hydroxide and battery-grade lithium carbonate at excellent recoveries. In
February 2023 DRA Global Limited (“DRA”) was appointed to complete the Definitive Feasibility Study
(“DFS”).
Cinovec is centrally located for European end-users and is well serviced by infrastructure, with a sealed
road adjacent to the deposit, rail lines located 5 km north and 8 km south of the deposit, and an active
22 kV transmission line running to the historic mine. The deposit lies in an active mining region.
The economic viability of Cinovec has been enhanced by the recent push for supply security of critical
raw materials for battery production, including the strong increase in demand for lithium globally, and
within Europe specifically, as demonstrated by the European Union’s Critical Raw Materials Act (“CRMA”).
EBRD STRATEGIC INVESTMENT
Early in the year, the Company successfully completed a capital raising of approximately €6 million by
European Bank for Reconstruction and Development (“EBRD”) as a strategic investment in the Company
and the development of the Cinovec Project (refer to the Company’s ASX release dated 21 July 2023)
(EBRD Strategic Investment in EMH). As part of the due diligence process, EBRD engaged an
independent, international mining consultancy to undertake a technical review of the Cinovec Project.
EBRD also performed a review of the Cinovec Project in respect to compliance with EBRD’s Environmental
and Social Policy. The Company considers its relationship with EBRD to be highly strategic as the European
Union charts a path towards greater lithium supply security and sustainability. Support for the Company's
lithium project aligns with these EU goals.
The EBRD is an international financial institution established in 1991 to foster the economic transition
process and to promote private and entrepreneurial initiatives in its countries of operation including
Central and Eastern Europe, former Soviet Union and Eastern Mediterranean, through provision of loans,
equity investments, conducting policy dialogue and providing technical cooperation. It has since played
a transformative role and gained unique expertise in fostering change in the region and beyond, investing
€170 billion in more than 6,400 projects including nearly EUR 3bn in some 70 mining projects across
15 countries. EBRD works very closely with the European Investment Bank (“EIB”) and the organisations
have made joint public statements to assist in the funding of the energy transition in Europe.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
5
As part of the investment in European Metals, EBRD will be offered the right to maintain its percentage
ownership in the Company and we believe that the EBRD will play an important part, both directly and
indirectly in the future financing of European Metals and Geomet.
SUCCESSFUL BATTERY GRADE LITHIUM CARBONATE PILOT PROGRAMME
The Company has continued to enhance the project via improvements to recoveries and quality of the
potential end product. On 9 November 2023, the Company announced the results of the Lithium
Chemical Plant (“LCP”) pilot programme, confirming the robustness of the LCP process flow sheet (refer
to the Company’s ASX/ AIM release dated 9 November 2023) (Successful Battery-Grade pilot programme
for Cinovec Project).
The pilot programme, conducted at ALS Laboratories in Perth, confirmed the industrial viability of the LCP
process flowsheet, producing exceptionally clean battery grade lithium carbonate (>99.9%) with single-
stage purification (bicarbonation) of crude lithium carbonate. The programme processed ore that was
fully-representative in all respects of the run-of-mine for the first seven years of planned mining, including
average grade and expected rock-type mix from the bulk mining.
A complete assay table for the piloted battery-grade lithium carbonate comparing the Cinovec product
with the global standard YS/T 582-2013 and including assay results for the nine elements commonly
controlled for cathode manufacturers which sits outside YS/T 582-2013, is presented in the Company’s
ASX/AIM release dated 9 November 2023 (Successful Battery-Grade pilot programme for Cinovec
Project).
SUCCESSFUL BATTERY GRADE LITHIUM HYDROXIDE ALSO PRODUCED FROM PILOT PROGRAMME
The Company announced the successful production of lithium hydroxide monohydrate from pregnant
leach solution manufactured during the larger-scale Cinovec pilot programme referred to above. The
pilot programme confirmed the viability of the LCP process flowsheet for the industrial-scale production
of either lithium carbonate or lithium hydroxide. Crude lithium carbonate from the pilot programme was
converted into exceptionally clean battery-grade lithium hydroxide monohydrate at laboratory scale.
The pilot programme processed ore that is fully-representative in all respects of the run-of-mine for the first
seven years of mining planned at Cinovec, including average grade and expected rock-type mix from
the bulk mining. The Company is particularly pleased with the quality of product. The lithium hydroxide
produced was of the highest grade possible and exceptionally clean. This, when combined with the
ability to produce either battery-grade lithium carbonate or hydroxide, enables a wider range of off-
takers to be engaged with for the Cinovec product.
A complete assay table for the battery-grade lithium hydroxide monohydrate comparing the Cinovec
product with the global standard GB/T 26008-2020 is presented in the Company’s ASX/AIM release dated
11 April 2024 (Successful Production of Lithium Hydroxide).
EXTENSION GRANTED TO ALL EXPLORATION LICENSES
On 29 January 2024, the Company announced the granting of an extension to all four Cinovec
Exploration Licences ("the licences"). These licenses fully cover all three granted Preliminary Mining Permits
("PMP's") comprising the Cinovec Project. All four licences have been extended until 31 December 2026.
The granting of this extension follows a comprehensive evaluation by the relevant state authorities of
results achieved to date in exploring and developing the deposit. Plans for future exploration work,
including further resource drilling, and compliance with conditions set by the Czech Ministry of
Environment were also assessed. The extension was required as the granted PMP's, whilst conveying the
sole and exclusive rights to apply for a Final Mining Permit, do not allow for further drilling until the final
mining area is granted. As the Company plans to conduct further metallurgical and measured resource
drilling, an extension to the exploration licenses due to expire in December 2023 was sought.
The licences extension applies to the Exploration Areas Cinovec, Cinovec II, Cinovec III and Cinovec IV,
which fully cover the East, South and North West PMP’s (refer to the Company’s ASX/ AIM release dated
29 January 2024) (Extension Granted to All Cinovec Exploration Licenses).
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
6
NEW PLANT SITE EXPECTED TO IMPROVE PERMITTING AND PROJECT ECONOMICS
On 26 April 2024, the Company announced the decision to move the proposed site of the lithium
processing plant from Dukla to Prunéřov. The new site was selected for a number of reasons, including
the expectation of speeding up the permitting process and expediting the Cinovec Project. The Prunéřov
site is anticipated to also enable positive outcomes for project economics including reductions in capex
and opex per tonne as a result of optimalization of the engineering identified as part of the Definitive
Feasibility Study DFS process, and reduced demolition and clearance requirements (refer to the
Company’s ASX/ AIM release dated 26 April 2024) (New Plant Site to Improve Project Permitting and
Economics).
The new site has received preliminary agreement and support from the municipal and regional
governments. Prunéřov is the site of the former Prunéřov 1 Power Station, which was decommissioned in
2020 and Prunéřov 2 Power Station. The site is owned and operated by CEZ, the Company’s project level
partner. The site, currently zoned for industrial use, is considerably larger in size than the Dukla site and
should enable the processing plant to be laid out in a more effective (and anticipated less costly)
manner, enabling better and faster constructability, improved operability and greater ease of
maintenance. The ore from the underground mining operation at Cinovec will be carried by conveyor to
Dukla where it will be loaded onto trains for transport to Prunéřov, a distance of approximately 59 km
using existing rail facilities, the capacity of which has been confirmed. During the DFS process, it became
apparent that after considerable consultation with local stakeholders and the municipal and regional
governments the Dukla site possessed limited capacity and also limited support from the surrounding
municipalities, for the extent of processing operations proposed. The Prunéřov industrial site is located
alongside the 750MW Prunéřov 2 Coal fired power plant and is situated further away from inhabited areas.
Regional Project Map
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
7
REDOMICILIATION
The Company advised the market that it has been registered as an Australian Company effective 7 May
2024 and lodged a notice of intention to discontinue with the British Virgin Islands registry (“BVI Registry”)
(refer to the Company’s ASX/ AIM release dated 7 May 2024) (Redomiciliation Update). The Company
advised its intention to redomicile in the announcement to the market on 1 December 2023, and the
proposed redomiciliation was approved by the Company’s Shareholders on 22 December 2023.
European Metals is now domiciled in Australia and is a Company governed under the Corporations Act
2001 (Cth) (“Australian Continuance”).
The Board believes that the Australian Continuance should lead to substantial cost savings and
improvements in the Company's administration and efficiency of operations. Additionally, it will remove
a potential impediment to obtaining European development financial assistance for the Cinovec project.
The redomiciliation represented a re-admission to AIM, which was completed shortly after the
redomiciliation.
POST PERIOD UPDATE
On 31 July 2024, and post the reporting period, the Company provided a further project update (refer to
the Company’s ASX/ AIM release dated 31 July 2024) (Cinovec Lithium Project Update). The Company
advised that the timeline for the completion of the DFS and therefore construction of the Cinovec lithium
processing plant continue to be worked on. Given the change to the location of the lithium processing
plant from Dukla to Prunéřov, additional geotechnical work is currently underway to confirm the optimal
construction method and layout at the new site. Results from this geotechnical work are expected to be
available at the end of September. DRA is then expected to provide a detailed timeline and begin the
DFS finalisation program of work.
The Project team continues to progress several DFS-related programs on the Front-End Comminution and
Beneficiation circuit (“FECAB”) and LCP to improve the overall flowsheet which are expected to positively
impact Project economics.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
8
CORPORATE
The Company announced the appointment of Merrill Gray as a Non-executive Director of the Company
on 18 April 2024. Merrill is a highly experienced executive and non-executive of ASX and private
companies. Her appointment brings over 30 years of metallurgical and mining engineering as well as
geology experience., including large-scale new technology project development and production
management skills. Merrill currently works as a global critical minerals and renewable energy (including
hydrogen derivatives) corporate advisor, having previously been MD and CEO of Syngas Ltd (Founder),
Hexagon Energy Materials Limited (ASX: HXG) and Co-MD of lithium-ion battery recycling Company,
Primobius GmbH. She has significant international experience, including within the European Union and
specifically with German automotive OEM’s. Merrill brings experience and networks across the lithium-ion
battery supply chain. Merrill holds Bachelor of Engineering and Bachelor of Science degrees, as well as
an MBA, and is a fellow of The Australasian Institute of Mining and Metallurgy and the Australian Institute
of Engineering (refer to the Company’s ASX/ AIM release dated 18 April 2024) (Appointment of Director).
The Company announced the appointment of Henko Vos as Company Secretary on 2 February 2024,
following the retirement of Ms Shannon Robinson. Mr Vos is a member of the Australian Institute of
Company Directors, the Governance Institute of Australia and Chartered Accountants Australia & New
Zealand. He holds similar director and secretarial roles in various other listed public companies in both
industrial and resource sectors (refer to the Company’s ASX/ AIM release dated 2 February 2024)
(Company Secretary Appointment/Resignation).
RISKS AND UNCERTAINTIES
The Group's activities have inherent risk, and the Board is unable to provide certainty of the expected
results of activities, or that any or all of the likely activities will be achieved. The material business risks faced
by the Group that could influence the Group’s future prospects, and how the Group manages these risks,
are provided below.
Operational risk
The Company may be affected by various operational factors. In the event that any of these potential
risks eventuate, the Company's operational and financial performance may be adversely affected. No
assurances can be given that the Company will achieve commercial viability through successful
exploration outcomes on its tenement holdings. Until the Company is able to realise value from its projects,
it is likely to incur ongoing operating losses.
The operations of the Company may be affected by various factors, including failure to achieve
predicted grades during mining, operational and technical difficulties encountered during mining, lack
of infrastructure in the Company’s areas of operation, unanticipated metallurgical problems which may
affect value of defined resources, increases in the costs of consumables, spare parts, plant and
equipment.
Mineral Resource estimates are made in accordance with the 2012 edition of the JORC Code. Mineral
resources are estimates only. An estimate is an expression of judgement based on knowledge, experience
and industry practice. Estimates may alter significantly when new information or techniques become
available. Resource estimates can be imprecise and depend on interpretations, which may prove to be
inaccurate.
The Company’s interests in mining tenements are at various stages of exploration and potential
production and potential investors should understand that mineral exploration and production is a
speculative and high-risk undertaking that may be impeded by circumstances and factors beyond the
control of the Company. The Company has interests in mining tenements in the Czech Republic which
operate under different regulatory conditions which may impact on time taken to evaluate projects and
may affect the viability of resources.
There can no assurance that the tenements, or any other exploration properties that may be acquired in
the future, will result in the exploitation of an economic mineral resource. Even though an apparently
viable deposit has been identified, there is no guarantee that it can be economically exploited.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
9
The Company will need to apply for a mining lease to undertake development and mining on the relevant
tenement. There is no guarantee that the Company will be granted a mining lease and if it is granted, it
will be subject to conditions which may impact on the financial viability of the project.
Renewals
Mining and exploration tenements are subject to periodic renewal. The renewal of the term of granted
tenements is subject to compliance with the applicable mining legislation and regulations and the
discretion of the relevant mining authority. Renewal conditions may include increased expenditure and
work commitments or compulsory relinquishment of areas of the tenements. The imposition of new
conditions or the inability to meet those conditions may adversely affect the operations, financial position
and/or performance of the Company. The Company considers the likelihood of tenure forfeiture to be
low given the laws and regulations governing exploration in the Czech Republic and the ongoing
expenditure budgeted for by the Company. However, the consequence of forfeiture or involuntary
surrender of a granted tenement for reasons beyond the control of the Company could be significant.
Title
Notwithstanding that the exploration licenses the subject of the Cinovec Project has been granted, if the
application for the licenses did not strictly comply with the application requirements (such as were
required reports were not lodged or were lodged late), there is a risk that the tenements could be
deemed invalid.
Global conditions
General economic conditions, movements in interest and inflation rates and currency exchange rates
may have an adverse effect on the Company’s potential development activities, as well as on its ability
to fund those activities. General economic conditions, laws relating to taxation, new legislation, trade
barriers, interest and inflation rates, currency exchange controls, national and international political
circumstances (including outbreaks in international hostilities, wars, terrorist acts, sabotage, subversive
activities, security operations, labour unrest, civil disorder, and states of emergency), natural disasters
(including fires, earthquakes and floods), and quarantine restrictions, epidemics and pandemics, may
have an adverse effect on the Company's operations and financial performance, including the
Company’s exploration and development activities, as well as on its ability to fund those activities.
Regulatory compliance
Regulatory risks of the Company’s operating activities are subject to extensive laws and regulations
relating to numerous matters including resource licence consent, environmental compliance and
rehabilitation, taxation, employee relations, health and worker safety, waste disposal, protection of the
environment, protection of endangered and protected species and other matters. The Company
requires permits from regulatory authorities to authorise the Company’s operations. These permits relate
to exploration, development, production and rehabilitation activities. While the Company believes that
it will operate in substantial compliance with all material current laws and regulations, agreements or
changes in their enforcement or regulatory interpretation could result in changes in legal requirements or
in the terms of existing permits and agreements applicable to the Company or its properties, which could
have a material adverse impact on the Company’s current operations or planned activities. Obtaining
necessary permits can be a time-consuming process and there is a risk that Company will not obtain
these permits on acceptable terms, in a timely manner or at all. The costs and delays associated with
obtaining necessary permits and complying with these permits and applicable laws and regulations
could materially delay or restrict the Company from proceeding with the development of a project or
the operation or development of a mine. Any failure to comply with applicable laws and regulations or
permits, even if inadvertent, could result in material fines, penalties or other liabilities. In extreme cases,
failure could result in suspension of the Company’s activities or forfeiture of one or more of the tenements,
the subject of the Projects.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
10
Climate
There are a number of climate-related factors that may affect the operations and proposed activities of
the Company. The climate change risks particularly attributable to the Company include: (a) the
emergence of new or expanded regulations associated with the transitioning to a lower-carbon
economy and market changes related to climate change mitigation. The Company may be impacted
by changes to local or international compliance regulations related to climate change mitigation efforts,
or by specific taxation or penalties for carbon emissions or environmental damage. These examples sit
amongst an array of possible restraints on industry that may further impact the Company and its business
viability. While the Company will endeavour to manage these risks and limit any consequential impacts,
there can be no guarantee that the Company will not be impacted by these occurrences; and (b)
climate change may cause certain physical and environmental risks that cannot be predicted by the
Company, including events such as increased severity of weather patterns and incidence of extreme
weather events and longer-term physical risks such as shifting climate patterns. All these risks associated
with climate change may significantly change the industry in which the Company operates.
General risks
Future funding requirements and the ability to access debt and equity markets. The funds raised by the
Company are considered sufficient to meet the evaluation and development objectives of the
Company. Additional funding may be required in the event development costs exceed the Company’s
estimates and to effectively implement its business and operations plans in the future, to take advantage
of opportunities for acquisitions, joint ventures or other business opportunities, and to meet any
unanticipated liabilities or expenses which the Company may incur, additional financing will be required.
In addition, should the Company consider that its development results justify commencement of
production on any of its projects, additional funding will be required to implement the Company’s
development plans, the quantum of which, remain unknown at the date of the Annual report. The
Company may seek to raise further funds through equity or debt financing, joint ventures, production
sharing arrangements or other means. Failure to obtain sufficient financing for the Company’s activities
and future projects may result in delay and indefinite postponement of development or production on
the Company’s properties or even loss of a property interest. There can be no assurance that additional
finance will be available when needed or, if available, the terms of the financing might not be favourable
to the Company and might involve substantial dilution to shareholders.
Reliance on key personnel
The responsibility of overseeing the day-to-day operations and the strategic management of the
Company depends substantially on its senior management and its key personnel. There can be no
assurance given that there will be no detrimental impact on the Company if one or more of these
employees cease their employment. The Company may not be able to replace its senior management
or key personnel with persons of equivalent expertise and experience within a reasonable period of time
or at all and the Company may incur additional expenses to recruit, train and retain personnel. Loss of
such personnel may also have an adverse effect on the performance of the Company.
Competition
The industry in which the Company will be involved is subject to domestic and global competition.
Although the Company will undertake all reasonable due diligence in its business decisions and
operations, the Company will have no influence or control over the activities or actions of its competitors,
which activities or actions may, positively or negatively, affect the operating and financial performance
of the Company’s projects and business.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
11
Market conditions
Share market conditions may affect the value of the Company’s shares regardless of the Company’s
operating performance. Share market conditions are affected by many factors such as:
(a)
general economic outlook;
(b)
introduction of tax reform or other new legislation;
(c)
interest rates and inflation rates;
(d)
global health epidemics or pandemics;
(e)
currency fluctuations;
(f)
changes in investor sentiment toward particular market sectors;
(g)
the demand for, and supply of, capital;
(h)
political tensions; and
(i)
terrorism or other hostilities.
The market price of shares can fall as well as rise and may be subject to varied and unpredictable
influences on the market for equities in general and resource exploration stocks in particular. Neither the
Company nor the Directors warrant the future performance of the Company or any return on an
investment in the Company. Potential investors should be aware that there are risks associated with any
securities investment. Securities listed on the stock market, and in particular securities of exploration
companies experience extreme price and volume fluctuations that have often been unrelated to the
operating performance of such companies. These factors may materially affect the market price of the
shares regardless of the Company’s performance. In addition, after the end of the relevant escrow
periods affecting shares in the Company, a significant sale of then tradeable shares (or the market
perception that such a sale might occur) could have an adverse effect on the Company’s share price.
Commodity price volatility and exchange rate
If the Company achieves success leading to mineral production, the revenue it will derive through the
sale of product exposes the potential income of the Company to commodity price and exchange rate
risks. Commodity prices fluctuate and are affected by many factors beyond the control of the Company.
Such factors include supply and demand fluctuations for precious and base metals, technological
advancements, forward selling activities and other macro-economic factors. Furthermore, international
prices of various commodities are denominated in United States dollars, whereas the income and
expenditure of the Company will be taken into account in Australian currency, exposing the Company
to the fluctuations and volatility of the rate of exchange between the United States dollar and the
Australian dollar as determined in international markets.
Government policy changes
Adverse changes in government policies or legislation may affect ownership of mineral interests, taxation,
royalties, land access, labour relations, and mining and exploration activities of the Company. It is possible
that the current system of exploration and mine permitting in the Czech Republic may change, resulting
in impairment of rights and possibly expropriation of the Company’s properties without adequate
compensation.
Dilution
In the future, the Company may elect to issue shares or engage in capital raisings to fund construction of
the Project and growth, for investments or acquisitions that the Company may decide to undertake, to
repay debt or for any other reason the Board may determine at the relevant time. While the Company
will be subject to the constraints of the ASX Listing Rules regarding the percentage of its capital that it is
able to issue within a 12-month period (other than where exceptions apply), shareholder interests may be
diluted as a result of such issues of shares or other securities.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
REVIEW OF OPERATIONS
12
Taxation
The acquisition and disposal of shares will have tax consequences, which will differ depending on the
individual financial affairs of each investor. All potential investors in the Company are urged to obtain
independent financial advice about the consequences of acquiring shares from a taxation viewpoint
and generally. To the maximum extent permitted by law, the Company, its officers and each of their
respective advisers accept no liability and responsibility with respect to the taxation consequences of
subscribing for shares under any prospectus.
Litigation
The Company is exposed to possible litigation risks including, tenure disputes, environmental claims,
occupational health and safety claims and employee claims. Further, the Company may be involved in
disputes with other parties in the future which may result in litigation. Any such claim or dispute if proven,
may impact adversely on the Company’s operations, reputation, financial performance and financial
position. The Company is not currently engaged in any litigation.
Environmental regulation
The operations and proposed activities of the Company are subject to Czech laws and regulations
concerning the environment. As with most exploration projects and mining operations, the Company’s
activities are expected to have an impact on the environment, particularly if advanced exploration or
mine development proceeds. It is the Company’s intention to conduct its activities to the highest
standard of environmental obligation, including compliance with all environmental laws.
Mining operations have inherent risks and liabilities associated with safety and damage to the
environment and the disposal of waste products occurring as a result of mineral exploration and
production. The occurrence of any such safety or environmental incident could delay production or
increase production costs. Events, such as unpredictable rainfall or bushfires may impact on
the Company’s ongoing compliance with environmental legislation, regulations, and licences. Significant
liabilities could be imposed on the Company for damages, clean-up costs or penalties in the event of
certain discharges into the environment, environmental damage caused by previous operations or non-
compliance with environmental laws or regulations.
The disposal of mining and process waste and mine water discharge are under constant legislative
scrutiny and regulation. There is a risk that environmental laws and regulations become more onerous
making the Company’s operations more expensive.
Approvals are required for land clearing and for ground disturbing activities. Delays in obtaining such
approvals can result in the delay to anticipated exploration programs or mining activities.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
13
Your Directors present their report, together with the consolidated financial statements of the Group, being
European Metals Holdings Limited (“EMH” or the “Company”) and its controlled entities (“Group”), for the
year ended 30 June 2024.
Directors
The following persons were Directors of the Company and were in office for the entire year, and up to the
date of this report, unless otherwise stated:
Mr Keith Coughlan
Executive Chairman
Previously Managing Director
Mr Richard Pavlik
Executive Director
Mr Kiran Morzaria
Non-Executive Director
Ambassador Lincoln Bloomfield Jr
Non-Executive Director
Ms Merrill Gray
Non-Executive Director
Appointed 18 April 2024
Company Secretary
Ms Shannon Robinson
Resigned 1 February 2024
Ms Robinson was appointed as Company Secretary on 20 April 2023 and resigned on 1 February 2024. Ms
Robinson is a Chartered Secretary and corporate advisor with 20 years’ experience. Shannon is a former
corporate lawyer, a graduate member of the Australian Institute of Company Directors (AICD) and a fellow
of the Governance Institute of Australia (GIA). She holds similar secretarial roles in various other listed public
companies.
Mr Henko Vos
Appointed 1 February 2024
Mr Vos was appointed as Company Secretary on 2 February 2024. Mr Vos is a graduate member of the
Australian Institute of Company Directors (AICD), Governance Institute of Australia and Chartered
Accountants Australia & New Zealand. He holds similar secretarial roles in various other listed public
companies in both industrial and resource sectors.
Principal Activities
The Group is primarily involved in the exploration activities of the Cinovec lithium project in the Czech
Republic.
Review of Operations
The 2024 Financial Year has been one of significant growth and development for the Group. For further
information refer to the Project Review section of this report.
Results of Operations
The consolidated loss after tax for year ended 30 June 2024 was $3,355,576 (2023: $5,928,441).
Financial Position
The net assets of the Group have increased by $3,156,940 to $36,483,241 at 30 June 2024 (2023: $33,326,301).
Significant Changes in the State of Affairs
There have not been any significant changes in the state of affairs of the Group during the financial year
other than as disclosed in the Review of Operations section of this report.
Dividends Paid or Recommended
No dividends were declared or paid during the year and the Directors do not recommend the payment of
a dividend for the period.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
14
Information on Directors
Keith Coughlan
Executive Chairman – Appointed 30 June 2020
Previously Managing Director (CEO) – Appointed 6 September 2013 to
30 June 2020
Qualifications
BA
Experience
Mr Coughlan has had almost 30 years’ experience in stockbroking and
funds management. He has been largely involved in the funding and
promoting of resource companies listed on ASX, AIM and TSX. He has
advised various companies on the identification and acquisition of resource
projects and was previously employed by one of Australia’s then largest
funds management organizations.
Interest in shares and
Options
Mr Coughlan held, at the date of this report, 850,000 shares direct interest
and 4,900,000 shares indirect interest held by Inswinger Holdings Pty Ltd, an
entity of which Mr Coughlan is a director and a shareholder.
Performance Rights
Mr Coughlan held, at the date of this report, 2,400,000 Performance Rights
indirect interest held by Kadaje Investments Pty Ltd, an entity of which Mr
Coughlan is a director and a shareholder.
Special Responsibilities
Member of Nomination Committee
Member of Environment, Social and Governance Committee
Directorships held in other
listed entities
Mr
Coughlan
is
Non-Executive
Director
of
Codrus
Minerals
Limited (appointed 22 July 2024-current)
Mr Coughlan was previously Non-Executive Chairman of Doriemus plc
(appointed 19 June 2019, resigned 18 June 2024)
Mr Coughlan was previously a Non-Executive Director of Calidus Resources
Limited (appointed 13 June 2017, resigned 13 May 2022)
Richard Pavlik
Executive Director – Appointed 27 June 2017
Qualifications
Masters Degree in Mining Engineer
Experience
Mr Pavlik is the Chief Advisor to the CEO of Geomet s.r.o. and is a highly
experienced Czech mining executive. Mr Pavlik holds a Masters Degree in
Mining Engineer from the Technical University of Ostrava in the Czech
Republic. He is the former Chief Project Manager and Advisor to the Chief
Executive Officer at OKD. OKD has been a major coal producer in the
Czech Republic. He has almost 30 years of relevant industry experience in
the Czech Republic. Mr Pavlik also has experience as a Project Analyst at
Normandy Capital in Sydney as part of a postgraduate program from
Swinburne University. Mr Pavlik has held previous senior positions within OKD
and New World Resources as Chief Engineer, and as Head of Surveying and
Geology. He has also served as the Head of the Supervisory Board of NWR
Karbonia, a Polish subsidiary of New World Resources (UK) Limited. He has
an intimate knowledge of mining in the Czech Republic.
Interest in shares and
Options
Mr Pavlik held, at the date of this report, 300,000 shares direct interest
Performance Rights
Mr Pavlik held, at the date of this report, 1,200,000 Performance Rights direct
interest
Special Responsibilities
Member of Environment, Social and Governance Committee
Member of Nomination Committee
Directorships held in other
listed entities
Nil
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
15
Information on Directors (continued)
Kiran Morzaria
Non-Executive Director – Appointed 10 December 2015
Qualifications
Bachelor of Engineering (Industrial Geology) from the Camborne School
of Mines and an MBA (Finance) from CASS Business School
Experience
Mr Morzaria has extensive experience in the mineral resource industry
working in both operational and management roles. He spent the first four
years of his career in exploration, mining and civil engineering before
obtaining his MBA. Mr Morzaria has served as a director of a number of
public companies in both an executive and non-executive capacity.
Interest
in
shares
and
Options
Mr Morzaria held, at the date of this report, 200,000 shares direct interest.
Mr Morzaria is a director of Cadence Minerals Plc which owns 6,140,363
shares. Mr Morzaria does not exert control of the acquisition or disposal of
the shares held by Cadence Minerals and he is not a beneficiary.
Special Responsibilities
Chair of Remuneration Committee
Chair of Nomination Committee
Member of Audit and Risk Committee
Member of Environment, Social and Governance Committee
Directorships held in other
listed entities
Chief Executive Officer and Director of Cadence Minerals plc (appointed
31 July 2015 – current) and Director of UK Oil & Gas plc (appointed 23
October 2015-current).
Lincoln Bloomfield Jr.
Non-Executive Director – Appointed 3 January 2021
Qualifications
Harvard College (cum laude, Government, 1974), Fletcher School of Law
and Diplomacy (M.A.L.D., 1980)
Experience
Ambassador Bloomfield is based in Washington, DC, and brings
governance and regulatory experience, years of international diplomacy
and security expertise to the EMH Board, along with a North American
presence, while his private sector experience is centred on sustainability,
resilience and renewable energy.
Interest
in
shares
and
Options
Ambassador Bloomfield held, at the date of this report, 525,000 direct
interest in shares.
Special Responsibilities
Chair of Environment, Social and Governance Committee
Chair of Audit and Risk Committee
Member of Remuneration Committee
Member of Nomination Committee
Directorships held in other
listed entities
Nil
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
16
Information on Directors (continued)
Merrill Gray
Non-Executive Director – Appointed 18 April 2024
Qualifications
Bachelor of Engineering, Bachelor of Science, MBA, fellow of The
Australasian Institute of Mining and Metallurgy and the Australian Institute
of Engineering.
Experience
Merrill is a highly experienced executive and non-executive of ASX and
private companies. Her appointment brings over 30 years of metallurgical
and mining engineering as well as geology experience., including large-
scale
new
technology
project
development
and
production
management skills. Merrill currently works as a global critical minerals and
renewable energy (including hydrogen derivatives) corporate advisor,
having previously been MD and CEO of Syngas Ltd (Founder), Hexagon
Energy Materials Limited (ASX: HXG) and Co-MD of lithium-ion battery
recycling company, Primobius GmbH. She has significant international
experience, including within the European Union and specifically with
German automotive OEM’s. Merrill brings experience and networks across
the lithium-ion battery supply chain.
Interest
in
shares
and
Options
Nil
Special Responsibilities
Member of Environment, Social and Governance Committee
Member of Audit and Risk Committee
Directorships held in other
listed entities
Managing Director of Hexagon Energy Materials Limited (Appointed 18
October 2021, resigned 17 May 2022)
Company Secretary
Mr Henko Vos (appointed 1 February 2024)
Ms Shannon Robinson (resigned 1 February 2024)
Director Meetings
The number of Directors’ meetings and meetings of Committees of Directors held during the year and the
number of meetings attended by each of the Directors of the Company during the year is:
Directors’ Meetings
Audit and Risk
Committee
Nomination Committee
Name
Number
attended
Number
eligible to
attend
Number
attended
Number
eligible to
attend
Number
attended
Number
eligible to
attend
Keith Coughlan
4
4
-
-
1
1
Richard Pavlik
4
4
-
-
1
1
Kiran Morzaria
4
4
2
2
1
1
Lincoln Bloomfield, Jr
4
4
2
2
1
1
Merrill Gray
2
2
-
-
-
-
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
17
Director Meetings (continued)
Remuneration
Committee
ESG Committee
Name
Number
attended
Number
eligible to
attend
Number
attended
Number
eligible to
attend
Keith Coughlan
-
-
3
3
Richard Pavlik
-
-
3
3
Kiran Morzaria
1
1
3
3
Lincoln Bloomfield, Jr
1
1
3
3
Merrill Gray
-
-
2
2
Indemnifying officers or auditor
During or since the end of the financial year the Company has given an indemnity or entered into an
agreement to indemnify, or paid or agreed to pay insurance premiums as follows:
i.
The Company has entered into agreements to indemnify all Directors and provide access to
documents, against any liability arising from a claim brought by a third party against the Company.
The agreement provides for the Company to pay all damages and costs which may be awarded
against the Directors.
ii.
The Company has paid premiums of $71,000 (2023: $71,000) to insure each of the Directors against
liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of
their conduct while acting in the capacity of Director of the Company, other than conduct involving
a willful breach of duty in relation to the Company. Under the terms and conditions of the insurance
contract, the nature of the liabilities insured against and the premium paid cannot be disclosed.
iii.
No indemnity or insurance of auditors has been paid.
Shares under option
During the year, no unquoted options and warrants were issued.
Unissued shares of European Metals Holdings Limited under option at the date of this report is as follows:
Expiry date
Exercise Price
Number under option
31-Dec-25
80 cents
1,000,000
The following ordinary shares of European Metals Holdings Limited were issued during the year ended 30 June
2024 and up to the date of this report on the exercise of options granted:
Type
Date options granted
Expiry Date
Number
under
option
Number
exercised
Exercised
price
Consultants
25 September 2020
23 October 2023
2,024,000
2,024,000
0.42
Consultants
8 October 2020
23 October 2023
600,000
600,000
0.45
No person entitled to exercise the option has or has any right by virtue of the option to participate in any
share issue of any other body corporate.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
18
Performance Rights
Performance rights on issue at the date of this report is as follows:
Issued to
Grant date/Issue date
Expiry date
Number
on issue
Keith Coughlan
17 December 2020/2 March 2022
2-Mar-25
2,400,000
Richard Pavlik
17 December 2020/2 March 2022
2-Mar-25
1,200,000
Employee in terms of
ESIP
27 February 2022 /2 March 2022
2-Mar-25
1,200,000
12 December 2022/20 December
2022
2-Mar-25
450,000
13 December 2022/20 December
2022
2-Mar-25
300,000
14 December 2022/20 December
2022
2-Mar-25
100,000
Consultant
22 February 2022/ 2 March 2022
2-Mar-25
900,000
29 August 2022/ 1 September 2022
2-Mar-25
750,000
Environmental, Social and Governance
The Company has adopted a set of Environmental, Social and Governance (“ESG”) metrics and disclosures
following the recommendations released by the World Economic Forum (“WEF”) in Geneva, Switzerland
which are acknowledged as the gold standard for ESG reporting.
The establishment of an ESG Committee at Board level is chaired by Ambassador Lincoln Bloomfield who has
considerable private sector experience centred on sustainability, resilience and renewable energy.
Ambassador Bloomfield has stated, “European Metals is making every effort to ensure that any finished
product containing our lithium will satisfy the public’s need for assurance that high ESG standards have been
upheld at every stage of our production process. We are committed to the well-being of our workforce,
minimizing environmental impact throughout our process, and engaging with the local community”.
The Company engaged Socialsuite ESG technology platform - a global leader in ESG impact management
systems and sustainability reporting.
The Company has utilised Socialsuite’s ESG technology platform to establish its initial ESG baseline
dashboard. The Company will focus on delivering and reporting on its ESG metrics and indicators.
Socialsuite’s ESG reporting technology provides an easy way for investors and other stakeholders to assess
the progress of the Company on its journey.
The Company’s ESG transparency commitment is a precursor to an independent lithium production Life
Cycle Assessment2 (“LCA”) which includes a full Carbon Footprint assessment.
Proceedings on Behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in
any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
Non-audit Services
BDO has not provided any non-audit services during the year.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
19
Significant events after the reporting date
On 31 July 2024, and post the reporting period, the Company provided a further project update (refer to the
Company’s ASX/ AIM release dated 31 July 2024) (Cinovec Lithium Project Update). The Company advised
that the timeline for the completion of the DFS and therefore construction of the Cinovec lithium processing
plant continue to be worked on. Given the change to the location of the lithium processing plant from Dukla
to Prunéřov, additional geotechnical work is currently underway to confirm the optimal construction method
and layout at the new site. Results from this geotechnical work are expected to be available at the end of
September. DRA is then expected to provide a detailed timeline and begin the DFS finalisation program of
work.
The Project team continues to progress several DFS-related programs on the Front-End Comminution and
Beneficiation circuit (“FECAB”) and LCP to improve the overall flowsheet which are expected to positively
impact Project economics.
Auditor’s Independence Declaration
The auditor’s independence declaration for the year ended 30 June 2024 has been received and can be
found on page 25 of the financial report.
Corporate Governance Statement
The Company’s 2024 Corporate Governance Statement has been released as a separate document and
is located on the Company’s website at https://www.europeanmet.com/corporate-governance/.
Rounding of amounts
The Company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities
and Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in
accordance with that Corporations Instrument to the nearest dollar.
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for each Director of the Company, and key
management personnel (“KMP”). The Directors are pleased to present the remuneration report which sets
out the remuneration information for European Metals Holdings Limited’s Non-Executive Directors, Executive
Directors and other key management personnel.
A. Principles used to determine the nature and amount of remuneration
The remuneration policy of the Group has been designed to align Director and management objectives with
shareholder and business objectives by providing a fixed remuneration component, and offering specific
long-term incentives based on key performance areas affecting the Group financial results. The Board of the
Company believes the remuneration policy to be appropriate and effective in its ability to attract and retain
the best management and Directors to run and manage the Group, as well as create goal congruence
between Directors, Executives and shareholders.
The Board’s policy for determining the nature and amount of remuneration for Board members and Senior
Executives of the Group is as follows:
The remuneration policy, setting the terms and conditions for the Executive Directors and other Senior
Executives, was developed by the Board. All Executives receive a base salary (which is based on factors
such as length of service and experience), superannuation, options and performance incentives. The Board
reviews Executive packages annually by reference to the Group’s performance, executive performance,
and comparable information from industry sectors and other listed companies in similar industries.
Executives are also entitled to participate in the employee share and option arrangements.
All remuneration paid to Directors and Executives is valued at the cost to the Group and expensed.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
20
REMUNERATION REPORT (AUDITED)(continued)
A. Principles used to determine the nature and amount of remuneration (continued)
The Board policy is to remunerate Non-executive Directors at commercial 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 the performance of the Group. However, to align Directors’
interests with shareholder interests, the Directors are encouraged to hold shares in the Company.
The remuneration policy has been tailored to increase the direct positive relationship between shareholders’
investment objectives and Directors’ and Executives’ performance. Currently, this is facilitated through the
issue of options to the majority of Directors and Executives to encourage the alignment of personal and
shareholder interests. The Company believes this policy will be effective in increasing shareholder wealth. For
details of Directors’ and Executives’ interests in shares, options and performance shares at year end, refer to
sections d, e and f of the remuneration report.
B. Details of Remuneration
Details of the nature and amount of each element of the emoluments of each of the KMP of the Company
(the Directors) for the year ended 30 June 2024 are set out in the following tables:
The maximum amount of remuneration for Non-Executive Directors is $300,000 as approved by shareholders.
During the financial period, the Company did not engage any remuneration consultants.
2024
Short-term benefits
Post-
employment
benefits
Long
term
benefits
Equity-
settled
share-based
payments
Total
% related to
performance
Salary
fees
and
leave
Profit
share
and
bonuses
Super-
annuation
Annual
Leave
and
Long
Service
Leave
Rights/
Options (ii)
$
%
$
$
$
$
$
Directors
Keith Coughlan(i)
478,322
116,978
27,500
195,098
(880,462)
(62,564)
14%
Kiran Morzaria
54,826
-
-
-
-
54,826
0%
Richard Pavlik
74,287
61,660
-
-
(440,231)
(304,284)
45%
Lincoln Bloomfield
Jr
70,100
-
-
-
-
70,100
0%
Merrill Gray
11,667
-
-
-
-
11,667
0%
Total
689,202
178,638
27,500
195,098
(1,320,692)
(230,254)
16%
Notes:
(i)
During the financial year, a total of $137,280 of Mr Coughlan’s remuneration was reimbursed by Geomet s.r.o.
(ii)
As noted in section F “Performance Rights granted for the year ended 30 June 2024” of the Remuneration Report,
performance rights were granted to Keith Coughlan and Richard Pavlik on 17 December 2020. The Group’s estimate of
the probability of when these performance rights will vest has been updated, as disclosed in section F. As a result, there
has been a reversal of the expense.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
21
REMUNERATION REPORT (AUDITED)(Continued)
B. Details of Remuneration (continued)
Short-term benefits
Post-
employment
benefits
Long
term
benefits
Equity-
settled
share-based
payments
Total
% related to
performance
2023
Salary
fees and
leave
Profit
share
and
bonuses
Super-
annuation
Long
Service
Leave
Rights/
Options (iii)
$
%
$
$
$
$
$
Directors
Keith Coughlan (i)
425,901
48,922
27,500
32,762
201,359
736,444
34%
Kiran Morzaria
57,048
-
-
-
-
57,048
0%
Richard Pavlik(ii)
141,295
33,647
-
-
100,681
275,623
49%
Lincoln Bloomfield
Jr
70,852
-
-
-
-
70,852
0%
Total
695,096
82,569
27,500
32,762
302,040
1,139,967
34%
Notes:
(i)
During the prior financial year, a total of $137,280 of Mr Coughlan’s remuneration was reimbursed by Geomet
s.r.o.
(ii)
In the prior financial period, Mr Pavlik was reimbursed for a salary that should have been paid to him by European
Metals Holdings Limited in 2021, in addition to the salary paid by Geomet. The total salary for the period January
2021 to July 2022 was $54,883 and a bonus of $33,647.
(iii)
Performance rights were granted to Keith Coughlan and Richard Pavlik on 17 December 2020. The Group’s
estimate of the probability of when these performance rights will vest was updated. As a result, a share-based
expense was recognised for the year ended 30 June 2023.
C. Service Agreements
It was formally agreed at a meeting of the directors that the following remuneration be established; there
are no formal notice periods or termination benefits payable on termination.
Mr Keith Coughlan, Executive Chairman, received a salary of $595,300 plus statutory superannuation
contribution from 1 July 2023 to 30 June 2024.
D. Share-based compensation
During the financial year, no shares were issued to KMP under the Employee Securities Incentive Plan (ESIP)
(2023: nil).
Loan shares on issue to KMP under the ESIP are as follows:
30-Jun-24
Loan shares Grant Details
Exercised
Lapsed/Cancelled
Balance at End of
Year
Grant Date
No.
Value
No.
Value
No.
Value
No.
Value
$
$
$
Vested
$
Group KMP
Keith Coughlan
30-Nov-17
850,000
592,245
-
-
-
-
850,000
592,245
Richard Pavlik
30-Nov-17
300,000
209,028
-
-
-
-
300,000
209,028
Kiran Morzaria
30-Nov-17
200,000
139,352
-
-
-
-
200,000
139,352
1,350,000
940,625
-
-
-
-
1,350,000
940,625
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
22
REMUNERATION REPORT (AUDITED)(Continued)
D. Share-based compensation (continued)
30-Jun-23
Loan shares Grant Details
Exercised
Lapsed/Cancelled
Balance at End of
Year
Grant Date
No.
Value
No.
Value
No.
Value
No.
Value
$
$
$
Vested
$
Group KMP
Keith Coughlan
30-Nov-17
850,000
592,245
-
-
-
-
850,000
592,245
Richard Pavlik
30-Nov-17
300,000
209,028
-
-
-
-
300,000
209,028
Kiran Morzaria
30-Nov-17
200,000
139,352
-
-
-
-
200,000
139,352
1,350,000
940,625
-
-
-
-
1,350,000
940,625
The terms of the loan shares are disclosed in Note 18(d).
E. Options issued for the year ended 30 June 2024
No options were issued as part of the remuneration for the year ended 30 June 2024 (2023: nil).
No options were held by key management personnel at 30 June 2024 (2023: nil).
F. Performance Rights granted for the year ended 30 June 2024
No performance rights were granted as part of the remuneration for the year ended 30 June 2024 (2023: nil).
Granted
in prior
year
Performance Rights Details
Exercised
Lapsed/
Balance at
Cancelled
End of Year
Vested
Unvested
Grant
Date
No.
Value1
No.
Value
No.
Value
No.
Value1
No.
No.
$
$
$
$
Group
KMP
Keith
Coughlan
17-Dec-
20
2,400,000
2,088,000
-
-
-
- 2,400,000
2,088,000
- 2,400,000
Richard
Pavlik
17-Dec-
20
1,200,000
1,044,000
-
-
-
- 1,200,000
1,044,000
- 1,200,000
3,600,000
3,132,000
-
-
-
- 3,600,000
3,132,000
- 3,600,000
Notes:
1. The value of performance rights granted to key management personnel is calculated as at the grant date based on the share
price at grant date. As at 30 June 2024, management’s assessment is that the performance rights will vest as follows:
- 1,200,000 Class A performance rights on 2 March 2025, probability 100%
- 1,200,000 Class B performance rights after 2 March 2025, probability 0%
- 1,200,000 Class C performance rights after 2 March 2025, probability 0%
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
23
REMUNERATION REPORT (AUDITED)(Continued)
G. Equity instruments issued on exercise of remuneration options
No equity instruments were issued during the year to Directors or other KMP.
H. Loans to Directors and Key Management Personnel
No loans were issued to Key Management Personnel during the financial year. See section d for share loans
currently recognised from previous issue.
I. Company performance, shareholder wealth and Directors’ and Executives’ remuneration
The remuneration policy has been tailored to increase the direct positive relationship between shareholders’
investment objectives and Directors’ and Executives’ performance. This will be facilitated through the issue
of options to the majority of Directors and Executives to encourage the alignment of personal and
shareholder interests. The Company believes this policy will be effective in increasing shareholder wealth. At
commencement of mine production, performance-based bonuses based on key performance indicators
are expected to be introduced.
J. Other information – Shareholdings
2024
Name
Balance at
Start of year
Granted as
remuneration
during the
year
Issued on
exercise
of options
Other
Changes
during the
year
Balance at
end of year
Keith Coughlan
850,000
-
-
-
850,000
Indirect1
4,900,000
-
-
-
4,900,000
Richard Pavlik
300,000
-
-
-
300,000
Kiran Morzaria
200,000
-
-
-
200,000
Indirect2
11,968,504
-
-
(5,828,141)
6,140,363
Lincoln Bloomfield, Jr
250,500
-
-
274,500
525,000
Total
18,469,004
-
-
(5,553,641)
12,915,363
1. Mr Coughlan held, at the end of the financial year, 850,000 shares direct interest and 4,900,000 shares indirect interest
held by Inswinger Holdings Pty Ltd, an entity of which Mr Coughlan is a director and a shareholder.
2. Mr Morzaria is a director of Cadence Minerals plc, an entity which owns 6,140,363 shares in European Metals Holdings
Limited. Mr Morzaria does not exert control of the acquisition or disposal of the shares held by Cadence Minerals and
he is not a beneficiary.
K. Other transactions with Key Management Personnel
Purchases from related parties are made on terms equivalent to those that prevail in arm’s length
transactions.
From July 2023, the Company received company secretarial, accounting and bookkeeping services of
$206,278 plus GST from Nexia, a company at which the spouse of Executive Chairman, Keith Coughlan, acts
as key management personnel. Amount payable to Nexia as at 30 June 2024 was $37,969(2023: $17,028).
There were no other transactions with Key Management Personnel during the financial year.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ REPORT
24
REMUNERATION REPORT (AUDITED)(Continued)
L. Additional Information
The earnings of the consolidated entity for the five years to 30 June 2024 are summarised below:
2024
2023
2022
2021
2020
$
$
$
$
$
Sales revenue
-
-
-
-
-
EBITDA
(3,289,784)
(5,876,476)
(6,758,452)
(3,892,419)
(4,607,385)
EBIT
(3,344,508)
(5,925,349)
(6,798,864)
(3,901,295)
(4,608,729)
Loss after income tax
(3,355,576)
(5,928,441)
(6,802,895)
(3,962,450)
(4,608,729)
2024
2023
2022
2021
2020
Share price at financial year
end ($)
0.28
0.83
0.65
1.60
0.29
Total dividends declared
(cents per share)
-
-
-
-
-
Basic loss per share (cents per
share)
(1.64)
(3.14)
(3.78)
(2.39)
(3.05)
End of Remuneration Report
Signed in accordance with a resolution of the Board of Directors.
Keith Coughlan
EXECUTIVE CHAIRMAN
Dated at 30 September 2024
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an
Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form
part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Level 9, Mia Yellagonga Tower 2
5 Spring Street
Perth, WA 6000
PO Box 700 West Perth WA 6872
Australia
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF EUROPEAN METALS
HOLDINGS LIMITED
As lead auditor for the audit of European Metals Holdings Limited for the year ended 30 June 2024,
I declare that, to the best of my knowledge and belief, there have been:
1.
No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2.
No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of European Metals Holdings Limited and the entities it controlled during
the period.
Glyn O’Brien
Director
BDO Audit Pty Ltd
Perth
30 September 2024
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
26
Note
30 June 2024
30 June 2023
$
$
(Restated)*
Finance Income
767,263
479,783
Other income
6
868,868
1,116,293
Share based payments
17/18
2,299,512
(1,933,518)
Share of loss of equity accounted investee
12
(2,301,708)
(1,845,158)
Professional fees
(1,270,579)
(1,544,741)
Employees’ benefits
(1,946,862)
(719,705)
Advertising and promotion
(547,634)
(576,744)
Travel and accommodation
(164,813)
(175,848)
Directors’ fees
(272,539)
(219,984)
Share registry and listing expenses
(342,526)
(152,501)
Insurance expense
(78,366)
(76,357)
Audit fees
7
(77,952)
(63,443)
Depreciation and amortisation expense
(54,724)
(48,873)
Facility, advance fee and finance costs
(11,068)
(3,092)
Foreign exchange gain/(loss)
46,202
145,858
Other expenses
(268,650)
(310,411)
Loss before income tax
(3,355,576)
(5,928,441)
Income tax expense
3
-
-
Loss from operations
(3,355,576)
(5,928,441)
Loss for the period
(3,355,576)
(5,928,441)
Other comprehensive income/(loss)
Items that may be reclassified subsequently to profit or loss:
– Exchange differences on translating foreign operations
13,379
(25,452)
- Exchange difference on translating investment in Geomet
12
(2,206,706)
1,938,737
Other comprehensive (loss)/income for the period, net of tax
(2,193,327)
1,913,285
Total comprehensive loss for the period
(5,548,903)
(4,015,156)
Net Loss attributable to:
- Members of the parent entity
(3,355,576)
(5,928,441)
(3,355,576)
(5,928,441)
Total Comprehensive loss attributable to:
- Members of the parent entity
(5,548,903)
(4,015,156)
(5,548,903)
(4,015,156)
Loss per share for loss from continuing operations
Basic and diluted loss per share (cents)
8
(1.64)
(3.14)
The above statement should be read in conjunction with the accompanying notes.
*The comparative information has been restated as a result of prior period adjustments discussed in Note 1(m).
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2024
27
30 June
2024
30 June
2023
1 July 2022
Note
$
$
$
(Restated)*
(Restated)*
CURRENT ASSETS
Cash and cash equivalents
9
4,727,375
8,892,951
19,055,509
Trade and other receivables
10
391,942
200,706
782,518
Other assets (current)
11
37,263
34,697
53,094
TOTAL CURRENT ASSETS
5,156,580
9,128,354
19,891,121
NON-CURRENT ASSETS
Other assets (non-current)
11
28,549
48,154
47,392
Right-of-use asset
166,211
39,968
87,930
Investments accounted for using equity method
12
23,531,598
22,275,934
16,554,847
Advances to associate
13
8,430,289
8,418,872
-
Property, plant and equipment
5,212
2,899
-
TOTAL NON-CURRENT ASSETS
32,161,859
30,785,827
16,690,169
TOTAL ASSETS
37,318,439
39,914,181
36,581,290
CURRENT LIABILITIES
Trade and other payables
14
359,859
818,977
939,822
Payable to associate
1(u)
-
5,627,507
-
Provisions – employee entitlements Current
15
310,832
16,570
147,048
Lease liability (current)
45,917
40,775
45,707
TOTAL CURRENT LIABILITIES
716,608
6,503,829
1,132,577
NON-CURRENT LIABILITIES
Provisions – employee entitlements non-current
15
329
84,051
-
Lease liability (non-current)
118,261
-
40,775
TOTAL NON-CURRENT LIABILITIES
118,590
84,051
40,775
TOTAL LIABILITIES
835,198
6,587,880
1,173,352
NET ASSETS
36,483,241
33,326,301
35,407,938
EQUITY
Issued capital
16
58,886,707
47,881,352
47,881,352
Reserves
17
7,684,597
16,719,125
12,872,321
Accumulated losses
(30,088,063)
(31,274,176)
(25,345,735)
TOTAL EQUITY
36,483,241
33,326,301
35,407,938
-
-
-
The above statement should be read in conjunction with the accompanying notes.
*The comparative information has been restated as a result of prior period adjustments discussed in Note 1(m).
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE
2024
28
Issued
Capital
Share
Based
Payment
Reserve
Foreign
Currency
Translation
Reserve
Accumulated
Losses
Total
$
$
$
$
$
Balance at 1 July 2022, as
previously reported
47,881,352
11,904,132
379,659
(24,365,633)
35,799,510
Adjustment for correction of
error
-
-
588,530
(980,102)
(391,572)
Balance at 1 July 2022, as
restated
47,881,352
11,904,132
968,189
(25,345,735)
35,407,938
Loss attributable to members of
the Company
-
-
-
(5,928,441)
(5,928,441)
Other comprehensive income
-
-
1,913,286
-
1,913,286
Total comprehensive loss for the
year
-
-
1,913,286
(5,928,441)
(4,015,155)
Transactions with owners,
recognised directly in equity
Share based payments
-
1,933,518
-
-
1,933,518
Balance at 30 June 2023, as
restated
47,881,352
13,837,650
2,881,475
(31,274,176)
33,326,301
Balance at 1 July 2023, as
restated
47,881,352
13,837,650
2,881,475
(31,274,176)
33,326,301
Loss attributable to members of
the Company
-
-
-
(3,355,576)
(3,355,576)
Other comprehensive loss
-
-
(2,193,327)
- (2,193,327)
Total comprehensive loss for the
year
-
-
(2,193,327)
(3,355,576)
(5,548,903)
Transactions with owners,
recognised directly in equity
Shares issued during the year
9,889,116
-
-
-
9,889,116
Capital raising costs
(3,841)
-
-
-
(3,841)
Exercise of options
1,120,080
-
-
-
1,120,080
Share based payments
-
(2,299,512)
-
-
(2,299,512)
Transfer from performance
rights/options reserve
(4,541,689)
4,541,689
-
Balance at 30 June 2024
58,886,707
6,996,449
688,148
(30,088,063)
36,483,241
The above statement should be read in conjunction with the accompanying notes.
*The comparative information has been restated as a result of prior period adjustments discussed in Note 1(m).
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2024
29
30 June 2024
30 June 2023
Note
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Other income
-
1,716,398
Payments to suppliers and employees
(4,238,770)
(3,596,566)
Interest received
827,502
438,823
Payments for Cinovec associated costs
(10,334)
(398,354)
Net cash (used in) operating activities
19
(3,421,602)
(1,839,699)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for property, plant and equipment
(3,812)
(4,191)
Payments for investments in associate
(11,391,585)
(8,420,065)
Net cash (used in) investing activities
(11,395,397)
(8,424,256)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
9,889,116
-
Capital raising costs paid
(3,841)
-
Proceeds from exercise of options
1,120,080
-
Payment for lease liability
(62,616)
(48,799)
Net cash provided by/(used in) financing activities
10,942,739
(48,799)
Net (decrease) in cash and cash equivalents
(3,874,259)
(10,312,754)
Cash and cash equivalents at the beginning of the financial
year
8,892,951
19,055,509
Exchange differences in foreign currency held
(291,317)
150,196
Cash and cash equivalents at the end of financial year
9
4,727,375
8,892,951
The above statement should be read in conjunction with the accompanying notes.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
30
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES
(a)
Basis of preparation
These consolidated financial statements and notes represent those of European Metals Holdings Limited
(“EMHL” or “the Company”) and its Controlled Entities (the “Consolidated Group” or “Group”).
The consolidated financial statements are general purpose financial statements, which have been
prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations,
other authoritative pronouncements of the Australian Accounting Standards Boards (AASB) and the
Corporations Act 2001. The Group is a for-profit entity for financial reporting purposes under Australian
Accounting Standards.
The accounting policies detailed below have been adopted in the preparation of the financial report.
Except for cash flow information, the consolidated financial statements have been prepared on an
accrual basis and are based on historical cost, modified, where applicable, by the measurement at fair
values of selected non-current assets, financial assets and financial liabilities.
The Company is a listed public company, incorporated in Australia. The Company was previously
incorporated in the British Virgin Islands however redomiciled on 7 May 2024.
(i)
New and Revised Accounting Standards Adopted by the Group
The Group has adopted all the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board (“AASB”) that are mandatory for the current reporting period.
New and revised Accounting Standards for Application in Future Periods
Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have
not been early adopted. The adoption of these Accounting Standards and Interpretations would not
have any significant impact on the financial performance or position of the Group.
There are no other standards that are not yet effective and that would be expected to have a material
impact on the entity in the current or future reporting period and on foreseeable future transactions.
(ii)
Statement of Compliance
Australian Accounting Standards set out accounting policies that the AASB has concluded would result
in the financial statements containing relevant and reliable information about transactions, events and
conditions. Compliance with Australian Accounting Standards ensures that the financial statements and
notes also comply with International Financial Reporting Standards as issued by the IASB.
(iii)
Financial Position
The Directors have prepared the consolidated financial statements on going concern basis, which
contemplates continuity of normal business activities and the realisation of assets and extinguishment of
liabilities in the ordinary course of business.
At 30 June 2024, the Group comprising the Company and its subsidiaries has incurred a loss for the year
amounting to $3,355,576 (2023: loss of $5,928,441). The Group has a net working capital surplus of
$4,439,972 (2023: surplus of $2,624,525) and cash and cash equivalents of $4,727,375 (2023: $8,892,951).
The Directors have prepared a cash flow forecast, which indicates that the Company will have sufficient
cash flows to meet all commitments and working capital requirements for the 12-month period from the
date of signing this financial report.
Based on the cash flow forecasts, the Directors are satisfied that the going concern basis of preparation
is appropriate.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
31
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES
(iv)
Critical accounting estimates and judgements
The application of accounting policies requires the use of judgements, estimates and assumptions about
carrying values of assets and liabilities that are not readily apparent from other sources. The estimates
and associated assumptions are based on historical experience and other factors that are considered to
be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in
the period in which the estimate is revised if it affects only that period or in the period of the revision and
future periods if the revision affects both current and future periods.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees and consultants by reference
to the estimated fair value of the equity instruments at the date at which they are granted. These are
expensed over the estimated vesting periods. Judgement has been exercised on the probability and
timing of achieving milestones related to performance rights granted to Directors.
Recognition of deferred tax assets
Deferred tax assets relating to temporary differences and unused tax losses have not been recognised
as the Directors are of the opinion that it is not probable that future taxable profit will be available against
which the benefits of the deferred tax assets can be utilised.
Investment in associate
Control exists where the parent entity is exposed or has the rights to variable returns from its involvement
with the investee and has the ability to affect those returns through its power over the investee. Power
over the investee exists when it has existing rights to direct the relevant activities of the investee which are
those which significantly affect the investee’s returns. Joint control is the contractually agreed sharing of
control of an arrangement, which exists only when decisions about the relevant activities require the
unanimous consent of the parties sharing control. Significant influence exists if the Group holds 20% or
more of the voting power of an investee and has the power to participate in the financial and operating
policy decisions of the entity.
Judgements are required by the Group to consider the existence of control, joint control or significant
influence over an investee. The Group has considered its investment in Geomet concluding the Group
has significant influence but not control or joint control. Control and joint control do not exist as the Group
does not direct and does not have the power to direct the relevant activities of Geomet, this lies with the
Geomet board, of which there are only 2 directors out of 5 in common with the Group, and Geomet CEO
and CFO who are employed and work directly for Geomet.
(b)
Income Tax
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated
using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax
liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the
relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the year as well unused tax losses. Current and deferred income tax expense (income) is charged
or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or
charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements.
Deferred tax assets also result where amounts have been fully expensed but future tax deductions are
available. No deferred income tax will be recognised from the initial recognition of an asset or liability,
excluding a business combination, where there is no effect on accounting or taxable profit or loss.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
32
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(b)
Income Tax (continued)
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted
at reporting date. Their measurement also reflects the manner in which management expects to recover
or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the
extent that it is probable that future taxable profit will be available against which the benefits of the
deferred tax asset can be utilised. Where temporary differences exist in relation to investments in
subsidiaries, branches, associates, and joint ventures, deferred tax assets and liabilities are not recognised
where the timing of the reversal of the temporary difference can be controlled, and it is not probable
that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is
intended that net settlement or simultaneous realisation and settlement of the respective asset and
liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off
exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority
on either the same taxable entity or different taxable entities where it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur in future periods in
which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
(c)
Impairment of Assets
At the end of each reporting period the Group assesses whether there is an indication that an asset may
be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the
Group makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher
of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those from other assets or groups
of assets and the asset's value in use cannot be estimated to be close to its fair value. In such cases the
asset is tested for impairment as part of the cash-generating unit to which it belongs. When the carrying
amount of an asset or cash-generating unit exceeds its recoverable amount, the asset or cash-
generating unit is considered impaired and is written down to its recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. Impairment losses relating to continuing operations are recognised in those expense
categories consistent with the function of the impaired asset unless the asset is carried at revalued
amount in which case the impairment loss is treated as a revaluation decrease.
An assessment is also made at each reporting period as to whether there is any indication that previously
recognised impairment losses may no longer exist or may have decreased. If such indication exists, the
recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has
been a change in the estimates used to determine the asset’s recoverable amount since the last
impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its
recoverable amount. That increased amount cannot exceed the carrying amount that would have been
determined, net of depreciation, had no impairment loss been recognised for the asset in prior years.
Such reversal is recognised in profit or loss unless the asset is carried at revalued amount, in which case
the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is adjusted
in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic
basis over its remaining useful life.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
33
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(d)
Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly
liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are
shown within short-term borrowings in current liabilities in the Statement of Financial Position.
(e)
Revenue
Interest
Interest income is recognised using the effective interest method.
Services Revenue
Revenue is recognised at an amount that reflects the consideration to which the Group is expected to
be entitled in exchange for transferring goods or services to a customer. For each contract with a
customer, the Group: identifies the contract with a customer; identifies the performance obligations in
the contract; determines the transaction price which takes into account estimates of variable
consideration and the time value of money; allocates the transaction price to the separate performance
obligations on the basis of the relative stand-alone selling price of each distinct good or service to be
delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that
depicts the transfer to the customer of the goods or services promised.
(f)
Goods and Services Tax (GST)
Revenues, expenses, and assets are recognised net of the amount of GST, except where the amount of
GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is
recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables
and payables in the Statement of Financial Position are shown inclusive of GST.
Cash flows are presented in the Statement of Cash Flows on a gross basis, except for the GST component
of investing and financing activities, which are disclosed as operating cash flows.
(g)
Financial Instruments
Recognition, initial measurement and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the
contractual provisions of the financial instrument. Financial instruments (except for trade receivables) are
measured initially at fair value adjusted by transaction costs, except for those carried at ‘fair value
through profit or loss’, in which case transaction costs are expensed to profit or loss. Where available,
quoted prices in an active market are used to determine the fair value. In other circumstances, valuation
techniques are adopted. Subsequent measurement of financial assets and financial liabilities are
described below.
Trade receivables are initially measured at the transaction price if the receivables do not contain
significant financing component in accordance with AASB 15 Revenue from Contracts with Customers.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset
expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability
is derecognised when it is extinguished, discharged, cancelled or expired.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
34
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(g)
Financial Instruments (continued)
Classification and measurement
Financial assets
Except for those trade receivables that do not contain a significant financing component and are
measured at the transaction price in accordance with AASB 15 Revenue from Contracts with Customers,
all financial assets are initially measured at fair value adjusted for transaction costs (where applicable).
For the purpose of subsequent measurement, financial assets other than those designated and effective
as hedging instruments are classified into the following categories upon initial recognition:
• amortised cost;
• fair value through other comprehensive income (FVOCI); and
• fair value through profit or loss (FVPL).
Classifications are determined by both:
• the contractual cash flow characteristics of the financial assets; and
• the Group’s business model for managing the financial asset.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet with the following conditions (and are
not designated as FVPL);
• they are held within a business model whose objective is to hold the financial assets and collect its
contractual cash flows; and
• the contractual terms of the financial assets give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding.
For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and
impairment losses or reversals are recognised in the statement of profit or loss and computed in the same
manner as for financial assets measured at amortised cost. The remaining fair value changes are
recognised in OCI.
After initial recognition, these are measured at amortised cost using the effective interest method.
Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash
equivalents, trade and most other receivables fall into this category of financial instruments.
Financial assets at fair value through other comprehensive income
The Group measures debt instruments at fair value through OCI if both of the following conditions are
met:
• the contractual terms of the financial asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding; and
• the financial asset is held within a business model with the objective of both holding to collect
contractual cash flows and selling the financial asset.
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity
instruments designated at fair value through OCI when they meet the definition of equity under AASB 132
Financial Instruments: Presentation and are not held for trading.
Financial assets at fair value through profit or loss (FVPL)
Financial assets at fair value through profit or loss include financial assets held for trading, financial assets
designated upon initial recognition at fair value through profit or loss or financial assets mandatorily
required to be measured at fair value. Financial assets are classified as held for trading if they are
acquired for the purpose of selling or repurchasing in the near term.
For trade receivables and advance to associate, the Group applies a simplified approach in calculating
expected credit losses (‘ECLs). Therefore, the Group does not track changes in credit risk, but instead
recognises a loss allowance based on lifetime ECLs at each reporting date.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
35
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(g)
Financial Instruments (continued)
Financial liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or
loss, loans and borrowings, payables or as derivatives designated as hedging instruments in an effective
hedge, as appropriate.
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction
costs unless the Group designated a financial liability at fair value through profit or loss.
Subsequently, financial liabilities are measured at amortised cost using the effective interest method
except for derivatives and financial liabilities designated at FVPL, which are carried subsequently at fair
value with gains or losses recognised in profit or loss.
All interest-related charges and, if applicable, gains and losses arising on changes in fair value are
recognised in profit or loss.
(h)
Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may
earn revenues and incur expenses, including revenues and expenses that relate to transactions with any
of the Group’s other components. Operating segments’ results are reviewed by the Group’s Executive
Chairman to make decisions about resources to be allocated to the segment and assess its performance,
and for which discrete financial information is available.
(i)
Principles of Consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent
European Metals Holdings 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 22.
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.
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-
controlling interests". The Group initially recognises non-controlling interests that are present ownership
interests in subsidiaries and are entitled to a proportionate share of the subsidiary's net assets on liquidation
at either fair value or at the non-controlling interests' proportionate share of the subsidiary's net assets.
Subsequent to initial recognition, non-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.
(j)
Share based payments
The grant date fair value of share-based payment awards granted to employees is recognised as an
employee expense, with a corresponding increase in equity, over the period that the employees
unconditionally become entitled to the awards. The amount recognised as an expense is adjusted to
reflect the number of awards for which the related service and non-market vesting conditions are
expected to be met, such that the amount ultimately recognised as an expense is based on the number
of awards that do not meet the related service and non-market performance conditions at the vesting
date. For share-based payment awards with non-vesting conditions, the grant date fair value of the
share-based payment is measured to reflect such conditions and there is no true-up for differences
between expected and actual outcomes.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
36
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(j)
Share based payments
Loan shares are treated similar to options and value is an estimate calculated using an appropriate
mathematical formula based on Black-Scholes option pricing model. The choice of models and the
resultant Loan share value require assumptions to be made in relation to the likelihood and timing of the
vesting of the Loan shares and the value and volatility of the price of the underlying shares.
(k)
Foreign Currency Transactions and Balances
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary
economic environment in which that entity operates. The consolidated financial statements are
presented in Australian dollars which is the parent entity’s functional and presentation currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing
at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange
rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the
date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate
at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in Profit or Loss, except
where deferred in equity as a qualifying cash flow or net investment hedge. Exchange differences arising
on the translation of non-monetary items are recognised directly in equity to the extent that the gain or
loss is directly recognised in other comprehensive income; otherwise the exchange difference is
recognised in Profit or Loss.
Group companies
The financial results and position of foreign operations whose functional currency is different from the
Group’s presentation currency are translated as follows:
• Assets and liabilities are translated at year end exchange rates prevailing at the end of the reporting
period;
• Income and expenses are translated at average exchange rates for the period; and
• Retained earnings are translated at the exchange rates prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations recognised in the other comprehensive
income and included in the foreign currency translation reserve in the Statement of Financial Position.
These differences are reclassified into Profit or Loss in the period in which the operation is disposed.
(l)
Investments in associates
Associates are entities over which the consolidated entity has significant influence but not control or joint
control. Investments in associates are accounted for using the equity method. Under the equity method,
the share of the profits or losses of the associate is recognised in profit or loss and the share of the
movements in equity is recognised in other comprehensive income. Investments in associates are carried
in the statement of financial position at cost plus post-acquisition changes in the consolidated entity's
share of net assets of the associate. Goodwill relating to the associate is included in the carrying amount
of the investment and is neither amortised nor individually tested for impairment. Dividends received or
receivable from associates reduce the carrying amount of the investment.
When the consolidated entity's share of losses in an associate equal or exceeds its interest in the associate,
including any unsecured long-term receivables, the consolidated entity does not recognise further losses,
unless it has incurred obligations or made payments on behalf of the associate.
The consolidated entity discontinues the use of the equity method upon the loss of significant influence
over the associate and recognises any retained investment at its fair value. Any difference between the
associate's carrying amount, fair value of the retained investment and proceeds from disposal is
recognised in profit or loss.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
37
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(m)
Restatement of comparatives
Correction of error
On 28 April 2020, the Company announced the investment of EUR 29,100,000 (circa A$ 48,850,092) by CEZ
a.s. (“CEZ”) for a 51% equity interest in Geomet, the Company’s wholly owned Czech subsidiary at the
time, and holder of the Cinovec licenses, had been completed. The Company ceased to fully
consolidate Geomet’s results within EMH’s consolidated accounts effective from this date and
commenced equity accounting its investment in Geomet, as an associate.
At 30 June 2020, the Company inadvertently recognised its portion of that period’s share of Geomet’s
loss as a profit, resulting in a misstatement of the investment in associate’s carrying value. In May 2023,
the Company agreed to a further investment of $5,627,057 million (circa EUR 3,432,217) to maintain its
49% shareholding. The Company inadvertently neglected to provide for this obligation as a payable at
30 June 2023, and accordingly also understated its investment by this amount. The balance was
subsequently settled on 7 July 2023. The Company also noted that historical balances were converted
directly from CZK to AUD, where they should have been converted into GBP as the functional currency
of the holding company. The noted errors have, in turn, had a resultant impact on the exchange
difference on translating the investment since its acquisition.
Extracts (being only those line items affected) are disclosed below.
Consolidated Statement of profit or loss and other
comprehensive income
30 Jun 2023
30 Jun 2023
$
$
$
As Reported
Adjustment
Restated
Loss for the period
(5,928,441)
-
(5,928,441)
Other comprehensive income:
-
– Exchange differences on translating foreign operations
(25,342)
-
(25,342)
– Exchange difference on translating investment in Geomet
4,528,258
(2,589,521)
1,938,737
Other comprehensive income/(loss) for the period, net of tax
4,502,916
(2,589,521)
1,913,395
Total comprehensive loss for the period
(1,425,525)
(2,589,521)
(4,015,046)
Consolidated statement of financial position at the end of
the comparative period
30 Jun 2023
30 Jun 2023
$
$
$
As Reported
Adjustment
Restated
Investment in associate
19,629,519
2,646,415
22,275,934
Total assets
37,267,766
2,646,415
39,914,181
Payable to associate
-
5,627,507
5,627,507
Total liabilities
960,373
5,627,507
6,587,880
Net assets
36,307,393
(2,981,092)
33,326,301
Accumulated losses
(30,294,074)
(980,102)
(31,274,176)
Reserves
18,720,115
(2,000,990)
16,719,125
Total equity
36,307,393
(2,981,092)
33,326,301
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
38
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (CONTINUED)
(u)
Restatement of comparatives (continued)
Consolidated statement of financial position at the
beginning of the of the earliest comparative period
1 Jul 2022
1 Jul 2022
$
$
$
As Reported
Adjustment
Restated
Investment in associate
16,946,419
(391,572)
16,554,847
Total assets
36,972,862
(391,572)
36,581,290
Net assets
35,799,510
(391,572)
35,407,938
Accumulated losses
(24,365,633)
(980,102)
(25,345,735)
Reserves
12,283,791
588,530
12,872,321
Total equity
35,799,510
(391,572)
35,407,938
The prior period adjustment did not have an impact on the consolidated statement of cash flows.
The prior period adjustment did not have an impact on the basic or diluted earnings/(loss) per share.
NOTE 2: DETERMINATION OF FAIR VALUES
A number of the Group’s accounting policies and disclosures require the determination of fair value, for both
financial and non-financial assets and liabilities. Fair values have been determined for measurement and / or
disclosure purposes based on the following methods. When applicable, further information about the
assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure
purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date; and assumes that the
transaction will take place either: in the principal market; or in the absence of a principal market, in the most
advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or
liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement
is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for
which sufficient data are available to measure fair value, are used, maximising the use of relevant observable
inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects
the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting
date and transfers between levels are determined based on a reassessment of the lowest level of input that is
significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise
is either not available or when the valuation is deemed to be significant. External valuers are selected based on
market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from
one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the
latest valuation and a comparison, where applicable, with external sources of data.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
39
NOTE 2: DETERMINATION OF FAIR VALUES (CONTINUED)
Share-based payment transactions
The fair value of the employee share options is measured using the Black-Scholes formula. Measurement inputs
include share price on measurement date, exercise price of the instrument, expected volatility (based on
weighted average historic volatility adjusted for changes expected due to publicly available information),
weighted average expected life of the instruments (based on historical experience and general option holder
behaviour), expected dividends, and the risk-free interest rate (based on government bonds). Service and non-
market performance conditions attached to the transactions are not taken into account in determining the fair
value.
The fair value of consultant share options is measured at the fee for the services received, except for when the
fair value of the services cannot be estimated reliably, in which case the fair value is measured using the Black-
Scholes formula.
The fair value of performance rights granted to Directors is measured using the share price at grant date. Service
and non-market performance conditions attached to the transactions are not taken into account in
determining the fair value.
NOTE 3: INCOME TAX
(a) Income tax expense
2024
2023
$
$
Current tax
-
-
Deferred tax
-
-
-
-
Deferred income tax expense included in income tax
expense comprises:
(Increase) in deferred tax assets
-
-
Increase in deferred tax liabilities*
-
-
-
-
* Any capital gain on disposal of shares in Geomet held by EMH UK is tax-exempt under the current UK legislation
(Schedule 7AC of the Taxation of Chargeable Gains Act 1992). For this reason, no deferred tax liability has been
recognised as at 30 June 2024.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
40
NOTE 3: INCOME TAX (CONTINUED)
(b) Reconciliation of income tax expense to prima facie tax
payable
2024
2023
$
$
Net loss before tax
(3,355,576)
(5,928,441)
Prima facie tax on operating loss at 25% (2023: 25%)
(838,894)
(1,482,110)
Add/(Less): Non-deductible items
Non-deductible expenses
854,198
1,333,306
Non-assessable income
(574,878)
-
Adjustments recognised in the current year in relation to the
current tax of previous years
(37,663)
1,236
Current year tax loss not recognised
-
188,998
Effect of temporary differences that would be recognised
directly in equity
(960)
-
Temporary differences not recognised
598,197
(41,430)
Income tax attributable to operating profit/loss
-
-
The applicable weighted average effective tax rates are as
follows:
Nil%
Nil%
Balance of franking account at year end
Nil
Nil
Deferred tax assets/(liabilities)
Tax losses
2,003,970
1,499,005
Other future deductions
768
-
Other receivables and other assets
(27,456)
(27,670)
Trade and other payables and Accruals
6,734
8,750
Right-of-use assets
(41,553)
(9,992)
Lease liabilities
41,045
10,194
Provisions
81,228
27,517
Unrecognised net deferred tax asset
2,064,735
1,507,804
Tax losses
Unused tax losses for which no deferred tax asset has been
recognised
8,015,879
6,000,962
The Company is registered in Australia (previously the British Virgin Islands (BVI) up to 7 May 2024). The Company
is a tax resident of Australia. The unused tax losses are representative of losses incurred in Australia. These tax
losses can only be utilised in the future if the continuity of ownership test is passed, or failing that, the same
business test is passed.
The Company is subject to UK taxation regulations in respect of European Metals (UK) Limited.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
41
NOTE 4: RELATED PARTY TRANSACTIONS
Transactions between related parties are at arms’ length and on normal commercial terms and conditions no
more favourable than those available to other parties unless otherwise stated.
During the year, the Company received a total of $1,009,490 (2023: 1,830,738) from its associate, Geomet s.r.o.
This amount is broken down as $868,741 (2023: $1,102,944) for providing services of managing the Cinovec
project development and $140,749 (2023: $727,794) for recharged costs. The balance owing from Geomet s.r.o
at 30 June 2024 is $94,802 (2023: $94,802). The Company’s Directors also received remuneration from Geomet
s.r.o in arm’s length transaction during the financial year.
From July 2023, the Company received company secretarial, accounting and bookkeeping services of $206,278
plus GST from Nexia, a company at which the spouse of Executive Chairman, Keith Coughlan, acts as key
management personnel. Amount payable to Nexia as at 30 June 2024 was $37,969(2023: $17,028).
On 31 May 2023 an unsecured loan of $8,418,872 (initial value of CZK121,000,000) was advanced to Geomet
s.r.o by the Company. The loan is due for repayment on 31 December 2028 and carries a fixed interest rate at
8.8% per annum. There have been no further loan advancements or repayments made during the year. Interest
charged and paid for the year was $717,173 (CZK 11,683,222). Closing balance of the loan is $8,430,289 (See
Note 13)
There were no other transactions with related parties during the financial year.
NOTE 5: KEY MANAGEMENT PERSONNEL COMPENSATION
Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or
payable to each member of the Group’s key management personnel (KMP) for the year ended 30 June 2024
and 30 June 2023.
The totals of remuneration paid to KMP during the year are as follows:
2024
2023
$
$
Short-term benefits
867,840
777,665
Post-employment benefits
27,500
27,500
Annual leave and long service leave
195,098
32,762
1,090,438
837,927
Equity settled
(1,320,692)
302,040
(1,320,692)
302,040
Total
(230,254)
1,139,967
Loans to Key Management Personnel
There were no loans to Key Management Personnel during the financial year (2023: nil). The total value of loan
shares at 30 June 2024 amounted to $1,442,666 (30 June 2023: $1,442,666). The fair value of the remaining
1,350,000 loan shares is $1,442,666 at 30 June 2024. (See Note 17(d))
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
42
NOTE 6: OTHER INCOME
2024
2023
$
$
Service revenue – Cinovec project development
868,741
1,102,944
Other Income
127
13,349
868,868
1,116,293
NOTE 7: AUDITOR’S REMUNERATION
2024
2023
$
$
Auditor’s services
Audit and review of financial report
65,677
63,443
other services
3,500
-
Under provision in prior year
8,775
-
77,952
63,443
NOTE 8: BASIC AND DILUTED LOSS PER SHARE
2024
2023
$
$
Basic and diluted loss per share
(1.64)
(3.14)
Loss attributable to members of European Metals Holdings
Limited
(3,355,576)
(5,928,441)
Weighted average number of shares outstanding during the
period
204,755,046
188,790,669
Potential ordinary shares of the Company consist of 1,000,000 options and 7,300,000 performance rights which
were considered as being potentially dilutive at balance date.
In accordance with AASB 133 ‘Earnings per Share’ these options have been excluded from the calculation of
diluted loss per share due to their antidilutive effect and as such, diluted loss per share is equal to basic loss per
share.
NOTE 9: CASH AND CASH EQUIVALENTS
2024
2023
$
$
Cash at bank
2,990,454
6,758,425
Term deposit
1,736,921
2,134,526
Total cash and cash equivalents in the consolidated
Statement of Cash Flows
4,727,375
8,892,951
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
43
NOTE 10: TRADE AND OTHER RECEIVABLES
2024
2023
$
$
Trade receivables
94,802
94,802
GST and VAT receivable
47,068
38,903
Accrued management fees
243,310
-
Interest receivable
6,762
67,001
391,942
200,706
NOTE 11: OTHER ASSETS
2024
2023
$
$
Current
Prepayments
-
-
Other receivables
37,263
34,697
37,263
34,697
Non-Current
Bank guarantee on office lease
28,549
48,154
28,549
48,154
NOTE 12: INVESTMENT IN ASSOCIATE
2024
2023
$
$
(Restated)
Opening balance
22,275,934
16,554,847
Increase in investment
5,764,078
5,627,507
Share of loss - associates
5
(2,301,708)
(1,845,158)
Share of the movement in foreign currency translation
reserve - associates
(2,206,706)
1,938,738
Closing balance
23,531,598
22,275,934
Effective 28 April 2020 and up to 30 June 2024, Geomet was equity accounted (i.e. 49% of share of the profit or
loss of the investee after the date of acquisition) for as Investment in Associate by EMH. The Company was
appointed to provide services of managing the Cinovec project development.
Contingent liabilities, commitments and bank guarantees
Geomet had no contingent liabilities, commitments or bank guarantees at 30 June 2024.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
44
NOTE 12: INVESTMENT IN ASSOCIATE (CONTINUED)
Summarised statement of financial position
2024
2023
$
$
Current assets
10,679,067
24,328,436
Non-current assets
74,233,700
64,599,159
Total assets
84,912,767
88,927,595
Current liabilities
1,892,298
5,785,887
Non-current liabilities
15,963,209
17,193,373
Total liabilities
17,855,507
22,979,260
Net assets
67,057,260
65,948,335
Summarised statement of profit or loss and other
comprehensive income
Revenue
1,409,179
18,399
Expenses
(6,058,543)
(3,781,572)
Loss for the year
(4,649,364)
(3,763,173)
NOTE 13: ADVANCES TO ASSOCIATES
2024
2023
$
$
Advances to associate
8,430,289
8,418,872
8,430,289
8,418,872
On 31 May 2023 an unsecured loan of $8,418,872 (initial value of CZK121,000,000) was advanced to Geomet
s.r.o by the Company. The loan is due for repayment on 31 December 2028 and carries a fixed interest rate at
8.8% per annum.
NOTE 14: TRADE AND OTHER PAYABLES
2024
2023
$
$
Trade payables
238,376
747,492
Accrued expenses and other liabilities
121,483
71,485
359,859
818,977
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
45
NOTE 15: PROVISIONS
2024
2023
$
$
Current Liability
Provision for annual leave
219,139
16,570
Provision for long service leave current
91,693
-
310,832
16,570
Non-current Liability
Provision for long service leave non-current
329
84,051
329
84,051
NOTE 16: ISSUED CAPITAL
On the 7 May 2024 the Company redomiciled from the British Virgin Islands to Australia. On redomiciliation all
CDI’s converted to shares on a 1:1 basis.
(a) Issued and paid up capital
2024
2023
$
$
Total issued capital
58,886,707
47,881,352
Shares
Number
207,444,705
192,385,492
(b) Movements in shares
Date
Number
$
Balance at the beginning of the year
1 Jul 2023
186,042,485
47,881,352
Exercise of options
9 Jan 2023
6,343,007
-
Balance at the end of the year
30 Jun 2023
192,385,492
47,881,352
Balance at the beginning of the year
1 Jul 2023
192,385,492
47,881,352
Placement shares
23 Aug 2023
12,315,213
9,889,116
Exercise of options
Various
2,624,000
1,120,080
Conversion of performance rights
28 Mar 2024
120,000
-
Transaction costs
-
(3,841)
Balance at end of the year
30 Jun 2024
207,444,705
58,886,707
(c) Capital risk management
The Group’s objectives when managing capital is to safeguard its ability to continue as a going concern, so
that it may continue to provide returns for shareholders and benefits for other stakeholders.
The capital structure of the Group consists of equity comprising issued capital, reserves and accumulated
losses.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
46
NOTE 16: ISSUED CAPITAL (CONTINUED)
(c) Capital risk management (continued)
The Group does not have ready access to credit facilities, with the primary source of funding being equity
raisings. Therefore, the focus of the Group’s capital risk management is to maintain sufficient current working
capital to meet the requirements of the Group to meet exploration programs and corporate overheads. The
Group’s strategy is to ensure appropriate liquidity is maintained to meet anticipated operating requirements,
with a view to initiating appropriate capital raisings as required.
The working capital position of the Group at 30 June is as follows:
2024
2023
$
$
Cash and cash equivalents
4,727,375
8,892,951
Trade and other receivables
391,942
200,706
Other assets
37,263
34,697
Trade and other payables
(359,859)
(818,977)
Payable to associate
-
(5,627,507)
Provisions
(310,832)
(16,570)
Lease liability
(45,917)
(40,775)
Working capital surplus
4,439,972
2,624,525
The Group is not subject to any externally imposed capital requirements.
NOTE 17: RESERVES
2024
2023
$
$
Option reserve 17(a)
418,000
4,788,589
Performance shares reserve 17 (b)
3,471,444
3,471,444
Performance rights reserve 17 (c)
1,664,338
4,134,950
Loan shares reserve 17 (d)
1,442,667
1,442,667
Foreign currency translation reserve 17 (e)
688,148
2,881,475
Total Reserves
7,684,597
16,719,125
(a) Option reserve
2024
2023
$
$
Balance at the beginning of the financial year
4,788,589
4,370,589
Share based payment expense
-
418,000
Transfer to retained earnings
(4,370,589)
-
Balance at the end of the financial year
418,000
4,788,589
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
47
NOTE 17: RESERVES (CONTINUED)
(a) Option reserve (continued)
The following options existed as at 30 June 2023 and 30 June 2024:
Expiry date
Balance at
30 Jun 2023
Issued
during the
year
Exercised
during the
year
Expired/
cancelled
Balance at
30 Jun 2024
Options @ 42cents
23 Oct 20231
2,024,000
-
(2,024,000)
-
-
Options @ 45cents
23 Oct 20232
600,000
-
(600,000)
-
-
Options @ 80 cents1
31 Dec 20253
2,000,000
-
-
(1,000,000)
1,000,000
Total
4,624,000
-
(2,624,000)
(1,000,000)
1,000,000
12,024,000 unlisted options were exercised during the year as detailed in the table above. The share capital for
the options exercised was issued on 25 October 2023.
2600,000 unlisted options were exercised during the period as detailed in the table above. The share capital for
the options exercised was issued on 23 October 2023.
32,000,000 options exercisable at $0.80 on or before 31 December 2025 were granted to consultants on 15 June
2023, subject to vesting conditions. The share-based payment expense of $418,000 was recognised in the
consolidated statement of profit or loss and other comprehensive income for the prior year. 1,000,000 did not
meet vesting conditions and therefore lapsed on 28 March 2024.
(b) Performance shares reserve
The Performance shares reserve records the fair value of performance shares issued. No performance shares
were on issue at 30 June 2024.
Date
Number
$
Balance at the beginning of the year
1 Jul 2023
-
3,471,444
Balance at the end of the year
30 June 2024
-
3,471,444
(c) Performance rights reserve
30 June 2024
30 Jun 2023
Number
$
Number
$
Balance at the beginning of the year
7,470,000
4,134,950
5,800,000
2,619,432
Granted
-
-
1,670,000
1,515,518
Converted
(120,000)
-
-
-
Cancelled
(50,000)
-
-
-
Movement (1)
-
(2,299,512)
-
-
Transfer to retained earnings
(171,100)
-
-
Balance at the end of the year
7,300,000
1,664,338
7,470,000
4,134,950
(1) Movement relates to reassessment of probability of performance rights by management during the year.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
48
NOTE 17: RESERVES(CONTINUED)
(d) Loan shares reserve
Employee securities incentive plan
In prior years, remuneration in the form of an employee securities incentive plan was issued to the Directors and
employees to attract, motivate and retain such persons and to provide them with an incentive to deliver growth
and value to shareholders.
The loan shares reserve records the fair value of the loan shares issued.
The loan shares represent an option arrangement. Loan shares vested immediately. The key terms of the
employee share plan and of each limited recourse loan provided under the plan are as follows:
i.
The total loan equal to issue price multiplied by the number of plan shares/shares applied for (“the
Advance”), which shall be deemed to have been drawn down at settlement upon issued of the loan
shares.
ii.
The loan shall be interest free. However, if the advance is not repaid on or before the repayment date, the
Advance will accrue interest at the rate disclosed in the plan from the business day after the repayment
date until the date the Advance is repaid in full.
iii.
All or part of the loan may be repaid prior to the Advance repayment Date.
Repayment date
iv.
Notwithstanding paragraph iii. above, (“the borrower”) may repay all or part of the Advance at any time
before the repayment date i.e. the repayment date for 1,650,000 Director shares - 15 years after the date
of loan advance and the repayment date for 1,500,000 Employee shares – 7 years after the date of loan
advice.
v.
The Loan is repayable on the earlier of:
(a) The repayment date;
(b) The plan shares being sold;
(c) The borrower becoming insolvent;
(d) The borrower ceasing to be employed by the Company; and
(e) The plan shares being acquired by a third party by way of an amalgamation, arrangement, or formal
takeover bid for not less than all the outstanding shares.
Loan forgiveness
vi.
The Board may, in its sole discretion, waive the right to repayment of all or any part of the outstanding
balance of an Advance where:
(a) The borrower dies or becomes permanently disabled; or
(b) The Board otherwise determines that such waiver is appropriate
vii.
Where the Board waives repayment of the Advance in accordance with clause 6(a), the Advance is
deemed to have been repaid in full for the purposes of the plan in this agreement.
Sale of loan shares
viii. In accordance with the terms of the plan and the invitation, the loan shares cannot be sold, transferred,
assigned, charged or otherwise encumbered with the plan shares except in accordance with the plan.
30 June 2024
30 Jun 2023
Number
Amount
Expensed
Number
Amount
Expensed
Balance at beginning of the year
1,350,000
1,442,667
1,350,000
1,442,667
Loan shares repaid during the year
-
-
-
-
Balance at end of the year
1,350,000
1,442,667
1,350,000
1,442,667
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
49
NOTE 17: RESERVES(CONTINUED)
(d) Loan shares reserve (continued)
Loan shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in
proportion to the number of shares held. On a show of hands every holder of a share present at a meeting in
person or by proxy, is entitled to one vote, and in a poll each share is entitled to one vote.
The Loan shares were issued to the executive members under the employee securities incentive plan on 6 June
2018.
Holders of shares have the same entitlement benefits of holding the underlying shares. Each share in the
Company confers upon the Shareholder:
1.
the right to one vote at a meeting of the shareholders of the Company or on any resolution of
shareholders;
2.
the right to an equal share in any dividend paid by the Company; and
3.
the right to an equal share in the distribution of the surplus assets of the Company on its liquidation.
Loan shares granted in prior years and existed during the financial year ended 30 June 2024:
Number
30 June 2023
Repaid during
the year
Number
30 June 2024
Director Loan shares
1,350,000
-
1,350,000
1,350,000
-
1,350,000
No loan shares were granted/repaid during the financial year.
The total fair value of the loan shares was fully expensed in the consolidated statement of profit or loss and
other comprehensive income in the 2019 financial year.
A summary of the outstanding Director loan shares at 30 June 2024 and the inputs used in the valuation of the
loan shares issued to Directors are as follows:
Loan shares
Keith Coughlan
Richard Pavlik
Kiran Morzaria
Issue price
$0.725
$0.725
$0.725
Share price at date of issue
$0.70
$0.70
$0.70
Grant date
30 November 2017
30 November 2017
30 November 2017
Expected volatility
143.41%
143.41%
143.41%
Expiry date
30 November 2032
30 November 2032
30 November 2032
Expected dividends
Nil
Nil
Nil
Risk free interest rate
2.47%
2.47%
2.47%
Value per loan
$0.69676
$0.69676
$0.69676
Number of loan shares
850,000
300,000
200,000
Total value
$592,245
$209,028
$139,352
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
50
NOTE 17: RESERVES(CONTINUED)
(e) Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising on translation of foreign controlled
subsidiaries, the Group’s share of foreign exchange movement in Geomet s.r.o.
2024
2023
$
$
(Restated)
Balance at the beginning of the financial year
2,881,475
968,189
Movement during the period
(2,193,327)
1,913,286
Balance at the end of the period
688,148
2,881,475
NOTE 18: SHARE BASED PAYMENT EXPENSE
During the year, the Group incurred a share-based payments reversal for a total of $2,299,512 resulting from
the transactions detailed below.
(i) Share based payment arrangements granted in previous years/periods and existing during the year
ended 30 June 2024:
•
On 17 December 2020, 3,600,000 performance rights were issued to Directors. The performance rights were
valued at $3,132,000 at grant date and are being expensed over the vesting period as noted below. For
the year ended 30 June 2024, management assessed the probability of achieving the financial hurdles to
be 100% for its Class A options and 0% for its Class B and C options, as a result of which, a reversal of share-
based payment expense of $1,320,693 has been recognised in the consolidated statement of profit or loss
and other comprehensive income for the year.
Number
granted
Grant date
Estimated Vesting
Date
Share
price
on
grant
date
Value
per right
Total fair
value
% vested
Class A
1,200,000
17 Dec 20
2 March 2025
$0.87
$0.87
$1,044,000
0%
Class B
1,200,000
17 Dec 20
Post 2 March 2025
$0.87
$0.87
$1,044,000
0%
Class C
1,200,000
17 Dec 20
Post 2 March 2025
$0.87
$0.87
$1,044,000
0%
•
On 24 November 2021, 50,000 performance rights were issued to a consultant. The performance rights
were valued at $76,750 at grant date. These had fully vested, and total expense was recognised in 30 June
2022 consolidated statement of profit or loss and other comprehensive income. These performance rights
were converted to shares on 28 March 2024 and therefore have been reversed from the reserve to
retained earnings.
•
On 24 November 2021, 50,000 performance rights were issued to a consultant. The performance rights
were valued at $76,750 at grant date. By 31 December 2023 a total amount of $46,050 had vested and
was expensed, with $17,189 being recognised in the consolidated statement of profit or loss and other
comprehensive income for the year. These performance rights were cancelled on 28 March 2024 as
conditions had not been met and therefore have been reversed from the reserve to retained earnings.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
51
NOTE 18: SHARE BASED PAYMENT EXPENSE (CONTINUED)
•
On 22 February 2022, 900,000 performance rights were issued to a consultant. The performance rights were
valued at $1,044,000 at grant date and are being expensed over the vesting period as noted below. For
the year ended 30 June 2024, management assessed the probability of achieving the financial hurdles to
be 100% for its Class A options and 0% for its Class B and C options, as a result of which, a reversal of share-
based payment expense of $318,591 has been recognised in the consolidated statement of profit or loss
and other comprehensive income for the year.
Number
granted
Grant date
Estimated Vesting
Date
Share
price
on
grant
date
Value
per right
Total fair
value
% vested
Class A
300,000
22 Feb 22
2 March 2025
$1.16
$1.16
$348,000
0%
Class B
300,000
22 Feb 22
Post 2 March 2025
$1.16
$1.16
$348,000
0%
Class C
300,000
22 Feb 22
Post 2 March 2025
$1.16
$1.16
$348,000
0%
•
On 27 February 2022, 1,200,000 performance rights were issued to a consultant. The performance rights
were valued at $1,368,000 at grant date and are being expensed over the vesting period as noted below.
For the year ended 30 June 2024, management assessed the probability of achieving the financial hurdles
to be 100% for its Class A options and 0% for its Class B and C options, as a result of which, a reversal of
share-based payment expense of $414,693 has been recognised in the consolidated statement of profit
or loss and other comprehensive income for the year.
Number
granted
Grant date
Estimated Vesting
Date
Share
price
on
grant
date
Value
per right
Total fair
value
% vested
Class A
400,000
27 Feb 22
2 March 2025
$1.14
$1.14
$456,000
0%
Class B
400,000
27 Feb 22
Post 2 March 2025
$1.14
$1.14
$456,000
0%
Class C
400,000
27 Feb 22
Post 2 March 2025
$1.14
$1.14
$456,000
0%
•
On 29 August 2022, 750,000 performance rights were issued to an employee. The performance rights were
valued at $547,500 at grant date and are being expensed over the vesting period as noted below. For the
year ended 30 June 2024 management assessed the probability of achieving the hurdles to be 100% for
Tranche 1 and 0% for Tranches 2 and 3, as a result of which, a reversal of share-based payment expense
of $113,928 was recognised in the consolidated statement of profit or loss and other comprehensive
income for the year.
Number
granted
Grant date
Estimated Vesting
Date
Share
price
on
grant
date
Value
per right
Total fair
value
% vested
Tranche 1
250,000
29 Aug 22
2 March 2025
$0.73
$0.73
$182,500
0%
Tranche 2
250,000
29 Aug 22
Post 2 March 2025
$0.73
$0.73
$182,500
0%
Tranche 3
250,000
29 Aug 22
Post 2 March 2025
$0.73
$0.73
$182,500
0%
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
52
NOTE 18: SHARE BASED PAYMENT EXPENSE (CONTINUED)
•
On 12 December 2022, 450,000 performance rights were issued to an employee. The performance rights
were valued at $301,500 at grant date and are being expensed over the vesting period as noted below.
For the year ended 30 June 2024, management assessed the probability of achieving the hurdles to be
0% for all Tranches, as a result of which, a reversal of share-based payment expense of $107,705 was
recognised in the consolidated statement of profit or loss and other comprehensive income for the year.
Number
granted
Grant date
Estimated Vesting
Date
Share
price
on
grant
date
Value
per right
Total fair
value
% vested
Tranche 1
150,000
12 Dec 22
Post 2 March 2025
$0.67
$0.67
$100,500
0%
Tranche 2
150,000
12 Dec 22
Post 2 March 2025
$0.67
$0.67
$100,500
0%
Tranche 3
150,000
12 Dec 22
Post 2 March 2025
$0.67
$0.67
$100,500
0%
•
On 13 December 2022, 300,000 performance rights were issued to an employee. The performance rights
were valued at $201,000 at grant date and are being expensed over the vesting period as noted below.
For the year ended 30 June 2024, management assessed the probability of achieving the to be 0% for all
Tranches, as a result of which, a reversal of share-based payment expense of $71,587 was recognised in
the consolidated statement of profit or loss and other comprehensive income for the year.
Number
granted
Grant date
Estimated Vesting
Date
Share
price
on
grant
date
Value
per right
Total fair
value
% vested
Tranche 1
100,000
13 Dec 22
Post 2 March 2025
$0.67
$0.67
$67,000
0%
Tranche 2
100,000
13 Dec 22
Post 2 March 2025
$0.67
$0.67
$67,000
0%
Tranche 3
100,000
13 Dec 22
Post 2 March 2025
$0.67
$0.67
$67,000
0%
•
On 14 December 2022, 170,000 performance rights were issued to an employee. The performance rights
were valued at $117,300 at grant date. 70,000 Tranche 1 performance rights had fully vested by 9
November 2023, and total expense was recognised by 31 December 2023. These 70,000 Tranche 1
performance rights were converted to shares on 28 March 2024 and therefore have been reversed from
the reserve to retained earnings. The remaining 100,000 tranche 2 performance rights are being expensed
over the vesting period as noted below. For the year ended 30 June 2024, management assessed the
probability of achieving the hurdles to be 100% for Tranche 2, as a result of which, a share-based payment
expense of $30,497 was recognised in the consolidated statement of profit or loss and other
comprehensive income for the year.
Number
granted
Grant date
Estimated
Vesting Date
Share
price on
grant
date
Value
per right
Total fair
value
% vested
Tranche 2
100,000
14 Dec 22
1 October 2026
$0.69
$0.69
$69,000
0%
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
53
NOTE 19: CASH FLOW INFORMATION
2024
2023
$
$
Reconciliation of cash flow from operating activities with loss
after tax:
Loss after income tax
(3,355,576)
(5,928,441)
Adjustments for:
Share based payments
(2,299,512)
1,933,518
Finance costs
11,068
25,962
Foreign exchange loss
300,381
362,201
Depreciation and amortisation expenses
54,724
48,873
Equity accounted of investment in Geomet s.r.o.
2,301,708
1,845,158
Interest in assets and liabilities net of deemed disposal of
subsidiary
Decrease/(Increase) in trade and other receivables and
other assets
(184,449)
40,302
(Decrease)/Increase in trade and other payables
(460,486)
(120,845)
(Decrease)/Increase in provisions
210,541
(46,427)
Cash flow used in operating activities
(3,421,602)
(1,839,699)
(b) Credit standby facilities
The Company had no credit standby facilities as at 30 June 2024 and 2023.
(c) Investing and Financing Activities – Non-Cash
There were no non-cash investing or financing activities during the year, apart from an increase in lease liabilities
of $123,403 following the commencement of a new office lease agreement.
NOTE 20: OPERATING SEGMENTS
The accounting policies used by the Group in reporting segments are in accordance with the measurement
principles of Australian Accounting Standards.
The Group has identified its operating segments based on the internal reports that are provided to the Board of
Directors. According to AASB 8 Operating Segments, two or more operating segments may be aggregated into
a single operating segment if the segments have similar economic characteristics, and the segments are similar
in each of the following respects:
•
The nature of the products and services;
•
The nature of the production processes;
•
The type or class of customer for their products and services;
•
The methods used to distribute their products or provide their services; and
•
If applicable, the nature of the regulatory environment, for example; banking, insurance and public utilities.
Effective 28 April 2020, the Group has a 49% interest in Geomet s.r.o. which is accounted for in accordance with
AASB 128 Investment in Associates and Joint Venture. Therefore, the Group has only one operating segment
based on geographical location. The Australian segment incorporates the services provided to Geomet s.r.o. in
relation to the Cinovec project development along with head office and treasury function. Consequently, the
financial information for the sole operating segment is identical to the information presented in these financial
reports.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
54
NOTE 21: FINANCIAL RISK MANAGEMENT
The Group’s financial instruments consist mainly of deposits with banks, loans to associated company, leases
and accounts receivable and payable. The main purpose of non-derivative financial instruments is to raise
finance for Group’s operations. The Group does not speculate in the trading of derivative instruments.
The Group holds the following financial instruments:
2024
2023
$
$
Financial assets
Cash
4,727,375
8,892,951
Trade and other receivables
391,942
200,706
Other Assets
65,812
82,851
Advances to associate
8,430,289
8,418,872
Total financial assets
13,615,418
17,595,380
Financial liabilities
Trade and other payables
359,859
818,977
Lease liability
164,178
40,775
Total financial assets
524,037
859,752
The fair value of the Group’s financial assets and liabilities approximate their carrying value.
Specific Financial Risk Exposures and Management
The Group’s activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk
and price risk) credit risk and liquidity risk.
(i)
Market risk
The Board meets on a regular basis to analyse currency and interest rate exposure and to evaluate treasury
management strategies in the context of the most recent economic conditions and forecasts.
Interest rate risk
Exposure to interest rate risk arises on financial assets and financial liabilities recognised at the end of the
reporting period whereby a future change in interest rates will affect future cash flows or the fair value of fixed
rate financial instruments. The Group is also exposed to earnings volatility on floating rate instruments. Interest
rate risk is not material to the Group as no interest-bearing debt arrangements have been entered into.
Price risk
Price risk relates to the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market prices. The Group is not exposed to significant price risk.
Foreign exchange risk
Exposure to foreign exchange risk may result in the fair value or future cash flows of a financial instrument
fluctuating due to movement in foreign exchange rates of currencies in which the Group holds financial
instruments which are other than the AUD functional currency of the Group.
With instruments being held by overseas operations, fluctuations in foreign currencies may impact on the
Group’s financial results. The Group’s exposure to foreign exchange risk is monitored by the Board. The majority
of the Group’s funds are held in Australian dollars, British Sterling and the Euro.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
55
NOTE 21: FINANCIAL RISK MANAGEMENT (CONTINUED)
(ii)
Market risk (continued)
Foreign exchange risk (continued)
At 30 June 2024, the Group has financial assets and liabilities denominated in the foreign currencies detailed
below:
2024
2023
Amount in
EUR
Amount in
GBP
Amount in
USD
Amount in
EUR
Amount in
GBP
Amount in
USD
Cash and cash
equivalents in
EMH
2,080,365
48,100
-
2,018,189
48,287
-
Trade and other
payables in EMH
35,000
19,693
5,882
6,300
12,909
3,901
2,115,365
67,793
5,882
2,024,489
61,196
3,901
5% effect in
foreign exchange
rates
105,768
3,390
294
101,224
3,060
195
Other than intercompany balances there were no financial assets and liabilities denominated in foreign
currencies for EMH UK.
(ii)
Credit risk
Credit exposure represents the extent of credit related losses that the Group may be subject to on amounts to
be received from financial assets. Credit risk arises principally from trade and other receivables. The objective
of the Group is to minimise the risk of loss from credit risk. The Group trades only with creditworthy third parties. In
addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to
bad debts is insignificant. The Group’s maximum credit risk exposure is limited to the carrying value of its financial
assets as indicated on the Consolidated Statement of Financial Position and notes to the consolidated financial
statements.
The credit quality of the financial assets was high during the year. The table below details the credit quality of
the financial assets at the end of the year:
2024
2023
Financial assets
Credit Quality
$
$
Cash and cash equivalents
held at Westpac Bank
High
2,456,825
2,045,240
Cash and cash equivalents
held at ANZ bank
High
2,270,550
6,847,711
Bank guarantee held at ANZ
bank
High
28,549
48,154
Trade and other receivables
High
391,942
200,706
Other assets
High
37,263
34,697
Advances to associate
High
8,430,289
8,418,872
13,615,418
17,595,380
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
56
NOTE 21: FINANCIAL RISK MANAGEMENT (CONTINUED)
(iii)
Liquidity risk
Liquidity risk is the risk that the entity will not be able to meet its financial obligations as they fall due. The objective
of the Group is to maintain sufficient liquidity to meet commitments under normal and stressed conditions.
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, and the
availability of funding through an adequate amount of committed credit facilities. The Group aims at
maintaining flexibility in funding by maintaining adequate reserves of liquidity.
The following are the contractual maturities of financial assets and financial liabilities, including estimated
interest receipts and payments and excluding the impact of netting arrangements.
Carrying
Amount
Contractual
Cash flows
<3
months
3-6
months
6-24
months
>24 months
As at 30 June 2024
$
$
$
$
$
$
Financial assets
Cash and cash equivalents
4,727,375
4,727,375
4,727,375
-
-
-
Trade and other receivables
391,942
391,942
391,942
-
-
-
Other assets
65,812
65,812
37,263
-
28,549
-
Advances to associate
8,430,289
8,430,289
-
-
-
8,430,289
Cash inflows
13,615,418
13,615,418
5,156,580
-
28,549
8,430,289
Financial liabilities
Trade and other payables
359,859
359,859
359,859
-
-
Lease liabilities
164,178
164,178
6,576
13,746
96,188
47,668
Cash outflows
524,037
524,037
366,435
13,746
96,188
47,668
Carrying
Amount
Contractual
Cash flows
<3
months
3-6
months
6-24
months
>24 months
As at 30 June 2023
$
$
$
$
$
Financial assets
Cash and cash equivalents
8,892,951
8,892,951
8,892,951
-
-
-
Trade and other receivables
200,706
200,706
200,706
-
-
-
Other assets
82,851
82,851
34,697
-
48,154
-
Advances to associate
8,418,872
8,418,872
-
-
-
8,418,872
Cash inflows
17,595,380
17,595,380
9,128,354
-
48,154
8,418,872
Financial liabilities
Trade and other payables
818,977
818,977
818,977
-
-
-
Lease liabilities
40,775
40,775
12,047
12,201
16,527
-
Cash outflows
859,752
859,752
831,024
12,201
16,527
-
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
57
NOTE 21: FINANCIAL RISK MANAGEMENT (CONTINUED)
(iii)
Interest rate risk
From time to time the Group has significant interest-bearing assets, but they are as a result of the timing of equity
raising and capital expenditure rather than a reliance on interest income. The interest rate risk arises on the rise
and fall of interest rates. The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s
value will fluctuate as a result of changes in market interest rates and the effective weighted average interest
rate for each class of financial assets and financial liabilities comprises:
As at 30 June 2024
Weighted
Average
Interest Rate
Floating
Interest Rate
Fixed
Interest Rate
Non-interest
bearing
Total
Financial assets
%
$
$
$
$
Cash and cash equivalents
0.905%
2,990,454
1,736,921
-
4,727,376
Trade and other receivables
-
-
391,942
391,942
Bank guarantee
-
28,549
-
28,549
Other assets
-
-
37,263
37,263
Advances to associate
8.8%
-
8,430,289
-
8,430,289
2,990,454
10,195,759
429,205
13,615,419
Financial liabilities
Trade and other payables
-
-
359,859
359,859
Lease liabilities
-
164,178
-
164,178
-
164,178
359,859
524,037
As at 30 June 2023
Weighted
Average
Interest Rate
Floating
Interest Rate
Fixed
Interest Rate
Non-interest
bearing
Total
Financial assets
%
$
$
$
$
Cash and cash equivalents
1.05%
-
2,134,526
6,758,425
8,892,951
Trade and other receivables
-
-
200,706
200,706
Bank guarantee
-
48,154
-
48,154
Other assets
-
-
34,697
34,697
Advances to associate
8.8%
-
8,418,872
-
8,418,872
-
10,601,552
6,993,828
17,595,380
Financial liabilities
Trade and other payables
-
-
818,977
818,977
Lease liabilities
-
40,775
-
40,775
-
40,775
818,977
859,752
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in the interest rates at the reporting date would have increased or decreased the
Group’s equity and profit or loss by $29,905 (2023: $21,345).
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
58
NOTE 21: FINANCIAL RISK MANAGEMENT (CONTINUED)
(iv)
Net fair value of financial assets and liabilities
The net fair value of cash and cash equivalents and non-interest-bearing monetary assets and financial liabilities
approximates their carrying values.
NOTE 22: CONTROLLED ENTITIES
Subsidiaries of European Metals Holdings Limited
Controlled entity
Country of
Incorporation
Class of Shares
Percentage Owned
2024
2023
European Metals UK Limited (EMH UK)
United Kingdom
Ordinary
100%
100%
EMH (Australia) Pty Ltd
Australia
Ordinary
100%
100%
NOTE 23: PARENT ENTITY DISCLOSURE
The following information has been extracted from the books and records of the parent, European Metals
Holdings Limited, and has been prepared in accordance with Australian Accounting Standards.
2024
2023
$
$
ASSETS
Current assets
5,156,582
9,128,354
Non-current assets
20,023,040
8,511,087
TOTAL ASSETS
25,179,621
17,639,441
LIABILITIES
Current liabilities
709,160
864,563
Non-current liabilities
118,590
84,051
TOTAL LIABILITIES
827,750
948,614
NET ASSETS
24,351,871
16,690,827
EQUITY
Issued capital
58,886,707
47,881,352
Reserves
12,983,323
13,837,650
Accumulated losses
(47,518,159)
(45,028,175)
TOTAL EQUITY
24,351,871
16,690,827
-
-
Profit or Loss and Other Comprehensive Income
Loss for the year
(2,491,091)
(4,094,183)
Total comprehensive loss
(2,491,091)
(4,094,183)
Guarantees
There are no guarantees entered into by European Metals Holdings Limited for the debts of its subsidiaries as at
30 June 2024.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
59
NOTE 23: PARENT ENTITY DISCLOSURE (CONTINUED)
Contingent liabilities
There are no contingent liabilities of the parent as at 30 June 2024 and 30 June 2023.
Commitments
There were no commitments for the parent as at 30 June 2024 and 30 June 2023.
Material accounting policy information
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed
in note 1, except for the following:
- Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
NOTE 24: CAPITAL COMMITMENTS
There are no capital commitments for the Group as at 30 June 2024 and 30 June 2023.
NOTE 25: CONTINGENT LIABILITIES
There are no contingent liabilities for the Group as at 30 June 2024 and 30 June 2023.
NOTE 26: SIGNIFICANT EVENTS AFTER THE REPORTING DATE
On 31 July 2024, and post the reporting period, the Company provided a further project update (refer to the
Company’s ASX/ AIM release dated 31 July 2024) (Cinovec Lithium Project Update). The Company advised that
the timeline for the completion of the DFS and therefore construction of the Cinovec lithium processing plant
continue to be worked on. Given the change to the location of the lithium processing plant from Dukla to
Prunéřov, additional geotechnical work is currently underway to confirm the optimal construction method and
layout at the new site. Results from this geotechnical work are expected to be available at the end of
September. DRA is then expected to provide a detailed timeline and begin the DFS finalisation program of work.
The Project team continues to progress several DFS-related programs on the Front-End Comminution and
Beneficiation circuit (“FECAB”) and LCP to improve the overall flowsheet which are expected to positively
impact Project economics.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL FINANCIAL REPORT 30 JUNE 2024
CONSOLIDATED ENTITY DISCLOSURE STATEMENT AS AT 30 JUNE 2024
60
Entity name
Entity type
Place formed /
Country of
incorporation
Ownership
interest
Tax residency
%
European Metals Holding Limited
Body corporate
Australia
100%
Australia
European Metals UK Limited (EMH UK)
Body corporate
United
Kingdom
100%
United Kingdom
EMH (Australia) Pty Ltd
Body corporate
Australia
100%
Australia
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
DIRECTORS’ DECLARATION
61
Keith Coughlan
EXECUTIVE CHAIRMAN
Dated at Perth on 30 September 2024
The Directors of the Company declare that:
1.
the consolidated financial statements, notes and the additional disclosures are in accordance with
the Corporations Act 2001 including:
(a) complying with Accounting Standards;
(b) are in accordance with International Financial Reporting Standards issued by the International
Accounting Standards Board, as stated in Note 1 to the financial statements; and
(c)
give a true and fair view of the financial position as at 30 June 2024 and of the performance for
the year ended on that date of the Group.
2.
the Chief Executive Officer and Chief Finance Officer have each declared that:
(a) the financial records of the Group for the financial year have been properly maintained in
accordance with s286 of the Corporations Act 2001;
(b) the consolidated financial statements and notes for the financial year comply with the
Accounting Standards; and
(c)
the consolidated financial statements and notes for the financial year give a true and fair view.
3.
in the Directors’ opinion there are reasonable grounds to believe that the Company will be able to
pay its debts as and when they become due and payable.
4
The information disclosed in the consolidated entity disclosure statement on page 60 is true and
correct.
The directors have been given the declarations required by section 295A of the Corporations Act.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations
Act 2001.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an
Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form
part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Level 9, Mia Yellagonga Tower 2
5 Spring Street
Perth, WA 6000
PO Box 700 West Perth WA 6872
Australia
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
INDEPENDENT AUDITOR'S REPORT
To the members of European Metals Holdings Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of European Metals Holdings Limited (the Company) and its
subsidiaries (the Group), which comprises the consolidated statement of financial position as at
30 June 2024, the consolidated statement of profit or loss and other comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for the year
then ended, and notes to the financial report, including material accounting policy information, the
consolidated entity disclosure statement and the directors’ declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (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 opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
Carrying value of investment in associate
Key audit matter
How the matter was addressed in our audit
The Group’s carrying value of its investment in
associate in Geomet s.r.o represents a significant
asset to the group, as disclosed in Note 12. The
Australian Accounting Standards require the Group to
account for the investment as an Investment in
Associate and assess whether there are any indicators
of impairment in accordance with AASB 128
Investments in Associates and Joint Ventures (“AASB
128”).
Note 12, 1(iv) and 1(I) discloses the details of the
associate along with the take up of share of loss and
the key judgements thereon.
As the carrying value of the Investment in Associate
represents a significant asset of the Group, this was
considered to be a key audit matter.
Our audit procedures included, but were not limited
to the following:
•
Evaluating management’s assessment of
whether control, joint control or significant
influence existed;
•
Agreeing share of loss to associate’s audited
financial information;
•
Reviewing the financial information of the
associate including assessing whether the
accounting policies of the associate were
consistent with the Group;
•
Considering management’s assessment of the
existence of impairment indicators of the
investment in accordance with AASB 128; and
•
Assessing the adequacy of the disclosures in
the financial report.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2024, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Other matters
The financial report of European Metals Holdings Limited, for the year ended 30 June 2023 was
audited by another auditor who expressed an unmodified opinion on that report on 29 September
2023.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of:
a) the financial report that gives a true and fair view in accordance with Australian Accounting
Standards and the Corporations Act 2001 and
b) the consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i)
the financial report that gives a true and fair view and is free from material misstatement,
whether due to fraud or error; and
ii)
the consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 19 to 24 of the directors’ report for the
year ended 30 June 2024.
In our opinion, the Remuneration Report of European Metals Holdings Limited, for the year ended
30 June 2024, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit Pty Ltd
Glyn O'Brien
Director
Perth, 30 September 2024
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
ADDITIONAL INFORMATION
66
The following additional information is required by the Australian Securities Exchange in respect of listed
public companies only.
1 Shareholding as at 10 September 2024
(a) Distribution of Shareholders
Number and percentage
Category (size of holding)
of Shareholders
1 – 1,000
608 (0.17%)
1,001 – 5,000
794 (1.00%)
5,001 – 10,000
353 (1.34%)
10,001 – 100,000
498 (7.74%)
100,001 – and over
168 (89.76%)
2,421
(b) The number of shareholdings held in less than marketable parcels is 1,111.
(c) Voting Rights
The voting rights attached to each class of equity security are as follows:
207,444,705 shares/DI’s
-
Each share/ DI is entitled to one vote when a poll is called, otherwise each member present at
a meeting or by proxy has one vote on a show of hands.
(d) 20 Largest Shareholders — Shares/ DI’s as at 10 September 2024
Rank
Shareholder
Number of shares/
DI’s held
Percentage of
capital held
1
ARMCO BARRIERS PTY LTD
13,644,000
6.58%
2
EUROCLEAR NOMINEES LIMITED
12,371,555
5.96%
3
BNP PARIBAS NOMINEES PTY LTD
11,065,033
5.33%
4
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
10,233,888
4.93%
5
HARGREAVES LANSDOWN (NOMINEES) LIMITED <15942>
7,635,722
3.68%
6
EUROPEAN ENERGY & INFRASTRUCTURE GROUP LIMITED
6,343,007
3.06%
7
CITICORP NOMINEES PTY LIMITED
5,919,455
2.85%
8
BNP PARIBAS NOMS PTY LTD
5,256,819
2.53%
9
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED
5,031,922
2.43%
10
INSWINGER HOLDINGS PTY LTD
4,900,000
2.36%
11
BARCLAYS DIRECT INVESTING NOMINEES LIMITED
4,607,550
2.22%
12
HARGREAVES LANSDOWN (NOMINEES) LIMITED
4,572,963
2.20%
13
VIDACOS NOMINEES LIMITED
4,070,661
1.96%
14
LAWSHARE NOMINEES LIMITED
3,422,536
1.65%
15
HSDL NOMINEES LIMITED
3,176,353
1.53%
16
BNP PARIBAS NOMINEES PTY LTD
2,701,555
1.30%
17
HARGREAVES LANSDOWN (NOMINEES) LIMITED
2,375,361
1.15%
18
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED
2,313,851
1.12%
19
WILGUS INVESTMENTS PTY LTD
2,210,000
1.07%
20
MR RICHARD KELLER
2,203,000
1.06%
Total Top 20 Shareholders
114,055,231
54.98
2 The name of the Company Secretary is Mr Henko Vos.
3 The address of the principal registered office is Level 3, 88 William St, Perth WA 6000. Telephone +61 8
6245 2050.
EUROPEAN METALS HOLDINGS LIMITED
ACN 154 618 989
ANNUAL REPORT 30 JUNE 2024
ADDITIONAL INFORMATION
67
4 Registers of securities are held at the following addresses
Computershare Investor Services Limited
Level 17
221 St Georges Terrace
Perth, Western Australia, 6000
5
Securities Exchange Listing
Quotation has been granted for all the shares/ DI’s of the Company on all Member Exchanges of the
Australian Securities Exchange Limited.
6
Unquoted Securities
A total of 1,000,000 options over unissued shares/ DI’s are on issue.
A total of 7,300,000 performance rights are on issue.
7
Use of Funds
The Company has used its funds in accordance with its business objectives.
TENEMENT SCHEDULE
Permit
Code
Deposit
Interest at
beginning of
Quarter
Acquired /
Disposed
Interest at end
of Quarter
Exploration
Area
Cinovec
N/A
100%
N/A
100%
Cinovec II
100%
N/A
100%
Cinovec III
100%
N/A
100%
Cinovec IV
100%
N/A
100%
Preliminary
Mining
Permit
Cinovec II
Cinovec South
100%
N/A
100%
Cinovec III
Cinovec East
100%
N/A
100%
Cinovec IV
Cinovec NorthWest
100%
N/A
100%