ANNUAL
REPORT
2021
Corporate Directory
REGISTERED OFFICE
AND BUSINESS ADDRESS
London House, Suite 3, Level 8,
216 St Georges Terrace
PERTH WA 6000
T: +61 8 9200 5812
ABN: 81 141 425 292
POSTAL
PO Box 7405
CLOISTERS SQUARE PO WA 6850
SHARE REGISTRY
Computershare Investor Services Pty Limited
Level 11, 172 St George’s Terrace
Perth WA 6000
STOCK EXCHANGE LISTING
The Company’s fully paid shares are listed and quoted on
the Australian Securities Exchange (ASX).
ASX Code: GEN
WEBSITE
Genmin maintains a current and up to date corporate
website: www.genmingroup.com
DIRECTORS
Mr Michael Arnett, Non-Executive Chairman
Mr Giuseppe Ariti, Managing Director & CEO
Mr Brian van Rooyen, Non-Executive Director
Mr Salvatore Pietro Amico, Non-Executive Director
Mr John Hodder, Non-Executive Director
COMPANY SECRETARY
Mrs Lucy Rowe
AUDITORS
Hall Chadwick WA Audit Pty Ltd
283 Rokeby Road
Subiaco, WA 6008
T: +61 8 9426 0666
SOLICITORS
Herbert Smith Freehills
QV1 Building, 250 St Georges Terrace
Perth WA 6000
T: +61 8 9211 7777
BANKERS
National Australia Bank
100 St Georges Terrace
Perth, WA 6000
2
ANNUAL REPORT 2021GENMIN LIMITED
Contents
Corporate Directory
About Genmin
2021 Highlights
Chairman’s Letter
Managing Director’s Report
2022 In Focus
ESG & Sustainability
About Gabon
Operations Review
Corporate Governance
Financial Report
Consolidated Financial Statements
Notes to the Consolidated Financial Statements
ASX Additional Information
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5
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15
17
19
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27
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106
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ANNUAL REPORT 2021 4
ANNUAL REPORT 2021 About Genmin
Genmin is an ambitious iron ore exploration and development company with a pipeline
of projects obtained through nine years of generative growth in the Republic of Gabon,
central West Africa.
The Company holds a 100% interest in six exploration
licences covering approximately 5,270km2. Genmin’s
Baniaka Iron Ore Project (Baniaka) and the Bakoumba
Iron Ore Project (Bakoumba) are located in south-east
Gabon near the provincial city of Franceville where
the Company has an extensive footprint and controls
all acreage prospective for iron ore. Baniaka and Bakoumba
represent a potential iron ore hub with 2,445km2 of
landholding and 121km of iron mineralised strike, with
only 13% drill tested with diamond drilling.
In 2021, Genmin commenced a Preliminary Feasibility
Study (PFS) for Baniaka, the Company’s flagship asset
with a Mineral Resource estimate of more than 260 million
tonnes (Mt) at an in-ground grade of 40.1% Fe1 reported
in accordance with the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves
(2012 Edition) (JORC Code).
Baniaka is favourably situated adjacent to existing and
operating bulk commodity transport and renewable energy
infrastructure.
The PFS considers a bulk, open pit mining operation with
proposed initial production of 5 million tonnes per annum
(Mtpa) of iron ore products, and subsequent expansion
to 10Mtpa. The Baniaka PFS is fully funded and due for
completion in the first half of 2022.
Genmin has commenced a Social and Environmental
Impact Assessment (SEIA) at Baniaka as part of the legal
process for a Mining Permit Application.
In the northwest of the country, Genmin is exploring for
iron ore at its early stage Minvoul/Bitam project.
1 Refer to Table 3 for reporting in accordance with JORC Code guidelines.
5
ANNUAL REPORT 2021 Board & Management
BOARD OF DIRECTORS
Michael Norman Arnett (LLB, B.Com)
Non-Executive Chairman
Mr Arnett is a former consultant to, partner of and member
of the Board of Directors, and national head of the Natural
Resources Business Unit, of the law firm Norton Rose
Fulbright (formally Deacons). Mr Arnett has been engaged
in significant corporate and commercial legal work within
the resources industry for over 20 years.
Mr Arnett has a Bachelor of Laws and Bachelor of
Commerce, both from the University of New South Wales.
Mr Arnett is currently Non-Executive Chairman of
ASX listed NRW Holdings Limited (appointed as a
Non-Executive Director on 27 July 2007 and appointed
Chairman on 9 March 2016). Mr Arnett has had no other
listed directorships in the previous three (3) years.
Mr Arnett is Chair of the Remuneration & Nomination
Committee and a member of the Audit & Risk Management
Committee.
Giuseppe Vince Ariti (BSc, DipMinSc,
MBA, MAusIMM)
Managing Director and Chief Executive Officer
Mr Ariti is an experienced company director and mining
executive with over 25 years’ experience in the resources
industry across technical, management and executive roles,
including the development, management, and financing
of mining projects in Australia, Indonesia, PNG and
West Africa.
Mr Ariti is a metallurgist with a Bachelor of Science, and
Graduate Diploma of Mineral Science from Murdoch
University in Western Australia, and an MBA from the
Edinburgh Business School.
Mr Ariti was a founding director of African Iron Limited,
an entity developing iron ore assets in the Republic of
Congo until March 2012, at which time it was taken over by
Exxaro Resources Limited (Exxaro). Previously a director
of Australian iron ore producer Territory Resources Limited,
Mr Ariti was integral in its acquisition by Hong Kong based
commodities trading company Noble Group.
Mr Ariti was Executive Chairman of Genmin until his
appointment as Managing Director on 20 December 2018.
Mr Ariti has had no other listed directorships in the
previous three (3) years.
6
GENMIN LIMITED | ABOUT GENMINANNUAL REPORT 2021 John Russell Hodder (BSc, MSc, BComm)
Salvatore Pietro Amico (BEng AMP)
Non-Executive Director
Non-Executive Director
Mr Hodder is a founding principal of Tembo Capital
Management Limited (Tembo), a mining private equity
fund, which specialises in African and emerging markets
and has over 25 years’ experience in the resources industry.
Mr Hodder is a geologist, experienced in commercial
project evaluation for both mineral, and oil and gas
companies. Prior to working in the funds management
industry, Mr Hodder held senior roles specialising in
international corporation financing of resources projects
within emerging markets.
Mr Hodder is currently a Non-Executive Director of ASX
listed Strandline Resources Limited (ASX: STA) (appointed
8 June 2016), Tennant Consolidated Minerals Pty Ltd
(appointed 19 November 2021) and Laguna Gold Limited
(appointed 13 September 2018), and in the last three (3)
years was formerly a Non-Executive Director of Paladin
Energy Limited (ASX: PDN) (14 February 2018 to 11
December 2019).
Mr Hodder is a member of the Remuneration & Nomination
Committee and former member of the Audit & Risk
Management Committee. Mr Hodder was Chairman of the
Board from 20 December 2018 to 10 March 2021.
Mr Amico was the general representative of Eramet in
Gabon from 2013 to 2018. Eramet is a global diversified
French mining and metallurgical group with its principal
listing on the Paris stock exchange (ERA.PA). During his
time at Eramet, Mr Amico oversaw the final permitting and
government negotiations, construction and commissioning
of the EUR228 million Compagnie Minière de l'Ogooué
(COMILOG) metallurgical plant, which value adds
manganese ore to manganese metal and silico-manganese.
Eramet (through its majority holding in COMILOG)
owns the Moanda manganese mine, the second largest
producer of high-grade manganese ore globally and is
the majority owner of SETRAG, the entity operating the
Trans-Gabon railway.
Prior to 2013, Mr Amico held various roles at Eramet
including Head of the Chemicals Business Unit based in
Paris, Chief Executive Officer of the manganese salts and
oxides business with production sites in the USA, China,
Europe and Mexico, and two (2) years as head of Guangxi
Eramet Comilog Chemicals Ltd based in Shanghai, China.
Mr Amico is a metallurgist with a degree in Metallurgical
Engineering from Université de Mons, Belgium, and in
2003 completed the Advanced Management Programme
at INSEAD, France.
Mr Amico has had no other listed directorships in the
previous three (3) years.
Mr Amico became a member of the Audit & Risk
Management Committee on 1 April 2022.
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GENMIN LIMITED | ABOUT GENMINANNUAL REPORT 2021 SENIOR MANAGEMENT
Dr Karen Lloyd (BSc (Hons), MBA, PhD,
FAusIMM)
Chief Strategy Officer
Dr Lloyd is a highly regarded resources executive with 27
years’ experience gained with some of the major mining,
consulting, and investment houses globally. She is a
qualified geologist, mineral economist and mining engineer
and specialises in mineral asset valuation, investment due
diligence, and corporate advisory services.
At Genmin, she is responsible for identifying important
capital projects, joint ventures, potential M&A targets,
and other strategic partnership opportunities, as well as
overseeing the execution of business initiatives.
Dr Lloyd has the appropriate relevant qualifications,
experience, competence and independence to be
considered a ‘Specialist’ and ‘Competent Person’ under the
VALMIN Code (2015) and JORC Code, respectively.
Brian van Rooyen (B.Eng Mechanical, MBA)
Non-Executive Director
Mr van Rooyen is a highly experienced mining executive,
specialising in strategy, new business development, project
development and operations.
From 2006 to 2014, Mr van Rooyen held high level roles in
strategy and business development at Exxaro (JSE: EXX).
During his time at Exxaro, Mr van Rooyen was responsible
for the acquisition and development of the Mayoko iron
ore project in the Republic of Congo until 2013. Prior to
joining Exarro, Mr van Rooyen had an extensive career with
Kumba Resources Limited (acquired by Anglo American
and now Kumba Iron Ore), specialising in primary steel
production technology.
Mr van Rooyen is an experienced Mechanical Engineer with
a degree in Mechanical Engineering and an MBA, both from
the University of Pretoria, South Africa.
Previously serving as a director of several subsidiaries
of Exxaro, both in South Africa and abroad, Mr van Rooyen
has had no other listed directorships in the previous three
(3) years.
Mr van Rooyen is Chair of the Audit & Risk Management
Committee and a member of the Remuneration &
Nomination Committee.
8
GENMIN LIMITED | ABOUT GENMINANNUAL REPORT 2021 Zaiqian Zhang (CA, AGIA, ACG)
Marcus Reston (BSc, FGS MAusIMM MAIG)
Chief Financial Officer
General Manager – Technical Services
Mr Zhang is an experienced finance professional, fluent
in English, Mandarin and Cantonese with over 10 years’
experience in the mining industry. He previously held
Executive Director and Chief Financial Officer roles at
Focus Minerals Ltd (ASX: FML).
Mr Zhang is a Chartered Accountant with Chartered
Accountants Australia and New Zealand, and a Chartered
Secretary with the Governance Institute of Australia. He
has a master’s degree in Accounting and Finance and an
honour’s degree in Accounting for Management from
Aston University in Birmingham, UK.
Mr Reston is a senior mining executive and economic
geologist with over 30 years’ international experience,
including 10 years exploring and developing bulk
commodity projects in West Africa. Mr Reston is
responsible for planning and overseeing Genmin’s
exploration programs and technical studies in Gabon. He
has an honours degree in Earth Science from the London
Metropolitan University (City of London College), UK.
Prior to joining Genmin, Mr Reston operated an
independent mining consultancy, specialising in technical
studies, due diligence and operational reviews. Previously,
he was Chief Operating Officer of Pan African Minerals
Limited, a private company, which held large scale iron
ore and manganese development assets in Côte d’Ivoire
and Burkina Faso. Prior to that appointment, Mr Reston
was General Manager - Geology and Exploration for the
Tonkolili iron ore project in Sierra Leone, where he was a
key contributor to the raising of more than US$3 billion in
institutional and Chinese funding, to develop the asset.
9
GENMIN LIMITED | ABOUT GENMINANNUAL REPORT 2021 Terry Quaife (BE (Mech))
Lucy Rowe (BA, Grad Dip Legal Studies)
Study Manager
Company Secretary
Mrs Rowe is an experienced compliance professional with
over 20 years’ experience in the financial services, oil and
gas, and resources industries. Ms Rowe holds a Bachelor of
Arts from the University of Sydney and a Graduate Diploma
in Legal Studies majoring in Financial Services Law from
the University of New South Wales. Over the past 12 years
she has held the position of Company Secretary for several
listed and unlisted public companies.
Mrs Rowe resigned as Company Secretary with effect from
8 April 2022.
Mr Quaife is a senior mining executive with over 30 years’
international experience, including in the past 15 years,
the management of preliminary feasibility and feasibility
studies for minerals projects in Australia, Africa, England
and Asia on both the owner’s and engineer’s teams. He
has a Bachelor of Engineering (Mechanical) from the
University of Western Australia and broad experience in the
assessment and development of medium to large scale
mining projects in iron ore, potash, gold, copper, nickel and
mineral sands.
Mr Quaife is responsible for overseeing the preliminary
feasibility study, and social and environmental impact
studies for Baniaka. He will also be responsible for finalising
negotiations of Baniaka’s rail, port and power supply
agreements.
Prior to joining Genmin, Mr Quaife held the position of
Studies Manager - New Projects for Australian iron ore
producer, Fortescue Metals Group. Before that and in
iron ore, he was Studies Manager for Glencore/Xstrata,
overseeing a preliminary feasibility study for a 15-18 million
tonnes per annum magnetite concentrate mining operation
at the El Aouj project (Mauritania).
10
GENMIN LIMITED | ABOUT GENMINANNUAL REPORT 2021 11
ANNUAL REPORT 2021 2021
Highlights
Corporate
Board independence and skill set enhanced
through the appointment of Mr Michael Arnett
as Independent Non-Executive Chairman of the
Board, Mr Brian van Rooyen as an Independent
Non-Executive Director of the Board.
Key leadership group appointments.
Admitted to official list of the ASX after a
successful initial public offering and capital
raising of A$30 million.
Exploration & Development
Updated the Detrital Iron Deposit (DID) Mineral Resource
Estimate (MRE) at Baniaka. Indicated DID Mineral
Resources increased from 11.6Mt to 24.0Mt, representing
an approximate 107% uplift, with Indicated Mineral
Resources comprising 38% of the total reported 63.1Mt
DID Mineral Resource.
Completed value-in-use (VIU) test work which
characterised the Baniaka products as high grade
(63-64% Fe) with low in deleterious elements positioning
them as high-quality raw materials for iron making with
the potential to attract significant price premiums to
benchmark iron ore price indices.
Commenced additional infill diamond drilling at Baniaka,
targeting a resource classification upgrade to Measured in
part of the DID area.
Completed several civil work programs including
the refurbishment of the 31km access road and the
installation of bulk fuel storage at Baniaka.
Commenced drilling on the Oxide Exploration Target of
67-124Mt at 35-49% Fe1 at the Bandjougoy prospect.
Implemented a Company sponsored COVID-19
vaccination program for local Gabonese workers
and their immediate families.
Commenced the Baniaka PFS to study a mining and
processing operation to produce 5Mtpa (dry) of Sinter
Fines, Lump and Pellet Feed iron ore products with
subsequent expansion to 10Mtpa.
Commenced the SEIA process required for the application
of a Mining Permit for Baniaka and submitted formal
Project Notification to Gabon’s Director General of the
Environment and the Protection of Nature (DGEPN).
Completed pilot scale metallurgical test work on
13 bulk oxide iron ore samples from Baniaka to
assist with process plant design criteria and
equipment selection.
Signed non-binding Offtake Memoranda of Understanding
(MoU’s) for a total of 12Mt of Baniaka Fines and 4Mt of
Baniaka Lump with Chinese counterparties.
1 The Bandjougoy Exploration Target is conceptual in nature, there has been insufficient exploration to estimate a Mineral Resource and it
is uncertain if further exploration will result in the estimation of a Mineral Resource.
13
GENMIN LIMITED | 2021 HIGHLIGHTSANNUAL REPORT 2021 14
ANNUAL REPORT 2021 Chairman’s
Letter
Dear Fellow Shareholders,
I am pleased to present Genmin Limited’s 2021 Annual Report to shareholders, and review
what was a pivotal year for our company. Genmin has prospered over its first twelve months
as a listed entity, successfully navigating the challenges of the global Coronavirus pandemic
to significantly progress our iron ore exploration assets in Gabon, central West Africa.
Our objective is to create shareholder value by developing
our flagship Baniaka project into a producing iron ore mine
and advancing our other assets. Genmin’s achievements
since listing to date reinforce this objective and exemplify
the Company’s commitment to the task.
On 10 March 2021, Genmin commenced trading on the
Australian Securities Exchange (ASX), after completing an
initial public offering with a capital raising of A$30 million.
Since listing on the ASX, Genmin has achieved a number
of milestones and continues to work steadily to reach
its objective.
In May 2021, we commenced an update of the Detrital Iron
Deposit Mineral Resource Estimate for the Tsengué and
Bandjougoy prospects at Baniaka. Completed in June
2021, the updated resource estimate was published with
Indicated Detrital Iron Deposit Mineral Resources materially
increasing from 11.6 million tonnes to 24.0 million tonnes.
The Baniaka Preliminary Feasibility Study commenced
in August 2021 to assess the development plan and
economics for a bulk, open pit mining operation at Baniaka,
with proposed initial production of 5 million tonnes per
annum of iron ore products and subsequent expansion to
10 million tonnes per annum. The study is on track and the
Board looks forward to reporting the findings, which are
expected at the end of Q2-2022.
In December 2021, completion of the pilot scale
metallurgical test work program by Bond Equipment in
South Africa and the value-in-use assessment by the
Central South University in China, was a major achievement.
Excellent value-in-use results for both Baniaka Fines
and Baniaka Lump iron ore samples confirmed Baniaka’s
potential to produce greener, high quality African iron ore.
Subsequent to these value-in-use results, Genmin entered
three non-binding Memoranda of Understanding with
Chinese parties for the offtake of 16 million tonnes of iron
ore over a period of two to three years. We are encouraged
by this interest for Baniaka’s iron ore products, which align
with China’s long-term strategy for Chinese controlled, and
African-sourced iron ore.
Throughout 2021, the Company expanded the depth and
breadth of its leadership group and team with various key
appointments. I would like to thank Managing Director and
CEO, Mr Joe Ariti Genmin’s founder who established the
Company in 2012. My thanks and congratulations to the
quality team Joe has assembled, for their dedicated work
over the past twelve months, shaping Genmin as a new
ASX Listed entity.
In conclusion, the Board takes this opportunity to thank
both existing and new shareholders for their continued
support. We look forward to updating you on our progress
at Baniaka as we strive to become Gabon’s first iron
ore producer.
Yours sincerely,
Michael Arnett
Non-Executive Chairman
15
GENMIN LIMITED | 2021 HIGHLIGHTSANNUAL REPORT 2021 16
ANNUAL REPORT 2021 Managing Director’s
Report
Dear fellow shareholders,
2021 was a significant year for our company and I am very pleased to look back on
a successful and productive period whereby we transitioned to a publicly listed iron
ore developer.
Prior to admission to the official list of the ASX our
shareholders had invested approximately US$35 million
to acquire and develop our 100% owned project portfolio.
During this time Genmin secured a footprint of over
5,270km2 of prospective land in Gabon, built strong and
long-lasting relationships with our stakeholders, defined
significant iron ore resources and commenced feasibility
studies on our Baniaka Project.
We listed on the ASX debt free with a market capitalisation
of approximately $136 million. Since then we have, as
planned, utilised some of our IPO funding to progress work
programs relating to the preliminary feasibility study at
Baniaka, plan resource definition drilling at Bakoumba and
continue regional exploration at the Minvoul/Bitam project.
We are targeting the definition of an Oxide Mineral
Resource at Bandjougoy to complement its detrital iron
deposit Mineral Resource and given its potential scale
and proximity to existing Mineral Resources at Tsengué,
Bandjougoy is likely to form the mainstay of initial mining
activities and infrastructure layout in the preliminary
feasibility study for Baniaka.
Not only can Baniaka deliver high-quality raw materials
to the iron making process, but it also fits China’s
decarbonisation policy with greener iron ore products
through a high proportion of Lump and mine site
infrastructure planned to be powered by renewable
hydroelectricity, and, secondly, its strategy to diversify its
raw materials supply chain away from traditional markets.
Baniaka now hosts a total Mineral Resource estimate
of 260 million tonnes at 40% iron with a low percentage
of deleterious elements. Commercial scale pilot plant test
work on the detrital iron deposits and Soft Oxide material
from Baniaka were outstanding. I am particularly pleased
with the achievement of premium 65% Fe product grades
from this plant test work.
During the reporting period, the Company commissioned
Central South University to undertake value-in-use test
work to provide a point of validation for the performance
of Genmin’s potential products in the iron making process
and provide initial exposure of these products in the
Chinese market.
Baniaka Lump has excellent thermal stability and
reducibility, and Baniaka Fines not only delivers high
iron grades and low deleterious elements but improves
Sintering efficiency with a 12.5% increase in productivity
and 8.6% lower solid fuel consumption when substituting
for some Australian Fines and Brazilian Fines currently
used in Sinter feed blends.
While working in Africa presents unique challenges, leading
the team through the COVID-19 pandemic has been
rewarding. I am proud that the design, implementation, and
maintenance of our infection control protocols has resulted
in minimal impact to our operations.
We remain on track to develop Baniaka into an operating
asset and to advance our exploration portfolio. I look
forward to updating shareholders on our activities as
we pursue our ambition of becoming Gabon’s first iron
ore producer.
Giuseppe (Joe) Ariti
Managing Director & CEO
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GENMIN LIMITED | 2021 HIGHLIGHTSANNUAL REPORT 2021 18
ANNUAL REPORT 2021 2022
In Focus
To advance Baniaka
towards sustainable
development.
Complete Baniaka PFS
(including reporting Genmin’s
maiden Ore Reserve estimate)
Complete inaugural ESG
reporting disclosure
(Digbee platform)
Complete social and
environmental baseline studies
to support the SEIA
Sign binding power, rail and port
infrastructure agreements and
customer offtake agreements
19
ANNUAL REPORT 2021 ESG &
Sustainability
Genmin has operated in Gabon for over
nine years and is proud to be a respected
and long-term business partner of the
government and communities in which we
operate.
We are committed to supporting our local communities and
have forged positive and mutually beneficial relationships
with key stakeholders, working collaboratively towards
lasting environmental and economic wellbeing.
We do this by embracing the Gabonese regulatory
framework and international best practices. Genmin
also contributes to Gabon’s national and local economy
through its fiscal contributions to the Mining Administration
Fund which supports the equitable development of local
communities.
As we progress the development of Baniaka, to fulfill our
ambition of becoming Gabon’s first iron ore producer, our
commitment to Environmental, Social and Governance
(ESG) underpins our operating philosophy.
We are progressing the implementation of an ESG
reporting framework to formalise our practices, identify
areas for improvement, and provide full transparency of
our activities to all stakeholders.
CASE STUDY:
LE TOURNOI DES
TROIS FRERES
Genmin is the proud sponsor of a new,
annual football competition for the
communities around Baniaka within the
Haut-Ogooué province. The inaugural Le
tournoi des trois frères (three brothers’
tournament) will bring together local teams
from the communities of Mpassa, Lékoko
and Ogooué Létili. Launching in 2022, the
annual competition will take place on two
major Gabonese public holidays - Labor Day
on 1 May and Independence Day on
17 August.
ESG &
Sustainability
Digbee ESG Platform
Genmin has committed to an industry leading ESG
disclosure framework, which will allow the Company to
report on ESG performance across all operational and
corporate activities.
We have selected the UK-based Digbee ESGTM Platform
(Digbee), which offers standardised disclosure for mining
companies at all stages of maturity.
Managing Director & CEO, Mr Joe Ariti commented: “Our
partnership with Digbee demonstrates our commitment
to achieving full ESG transparency and to being
independently measured against our peers, as we work with
local and international stakeholders to advance our Baniaka
iron ore project to become a supplier of greener, high
value-in-use African iron ore”.
Founder and CEO of Digbee, Mr Jamie Strauss
commented: “Genmin’s decision to embrace ESG
disclosure through an independent assessment will provide
the management and Board with the tools to promote
its sustainable actions as well as identify areas of future
improvement. At the same time, it provides all types of
stakeholders with the means to engage, and reward based
on future actions.”
The Digbee ESGTM Platform presents a standardised, easy
to read ESG score ranging from A (maximum) to CCC
(minimum), with a supporting scorecard for industry and
peer benchmarking.
The ESG score is a measure of how a company is perceived
to be performing on a wide range of ESG topics, calculated
based on how its ESG programs are planned, implemented,
and reported.
This disclosure framework facilitates a culture of continuous
improvement and allows for transparent governance at the
board level.
Digbee’s independent assessments are made by leading
ESG experts, mapped to key global ESG standards
including those set by the World Bank, International Finance
Corporation, United Nations, Equator Principles and the
International Council of Mining and Metals. This impartial,
independent, third-party analysis awards credibility to
mining companies utilising the platform for their ESG
disclosure, through a fair and non-conflictive system.
We anticipate our inaugural Digbee score to be published in
mid-2023.
Health & Safety
We are pleased to report no serious workplace injuries
occurred at any of Genmin’s sites during the year.
The health and safety of our employees, contractors and
stakeholders is integral to the Genmin way. We strive for
zero-harm workplaces through the provision of safe and
healthy work environments. Our commitment to safety is
underpinned by a culture of teamwork through leadership,
to prevent injury, illness and promote wellbeing.
Safety reviews are included in our daily meetings and these
reviews feed into our continuous improvement system.
In response to the growing number of personnel and
increased activity in Gabon, Genmin engaged a full-time
site-based paramedic and health and safety officer. This
shared role provides first-responder coverage at Baniaka’s
Tsengué Base Camp (TBC) for potential incidents or
injuries, and day to day health and safety coordination.
21
GENMIN LIMITED | ESG & SUSTAINABILITYANNUAL REPORT 2021 COVID-19
Gabon continues to experience relatively low COVID-19
case numbers. The country’s national COVID-19
vaccination rate remains low with approximately 10%
of the population fully vaccinated.
Our early and robust response to mitigate potential impacts
of the COVID-19 pandemic has successfully facilitated the
continuation of site-based activities at Baniaka essential
for the PFS work program throughout 2021, and provided
protection of our site-based personnel.
While Genmin personnel are not immune to direct or
indirect exposure to COVID-19 in Gabon, Baniaka and
the TBC are considered low risk by virtue of their remote
location, some 30km distant from the nearest permanent
settlement.
Our business’ exposure to COVID-19 occurs directly
through potential infection of local and expatriate
personnel, and contractors’ workforces, and indirectly
through internal and global logistics chains, specifically the
procurement and transport of supplies and consumables in
support of its operations.
Through the development and implementation of
our COVID-19 Management Plan, we aim to provide
a workplace that meets or exceeds the World Health
Organisation guidelines for COVID-19 mitigation and
management, and ensures continuing operations with
minimal disruption due to the pandemic.
Genmin’s COVID-19 Management Plan has been
developed to minimise the spread of the virus through a
diligent testing regime and safeguard the local workforce
through a Company sponsored vaccination program.
Testing
In addition to any regulatory requirements, all personnel are
required to undertake a Rapid Antigen Test (RAT) prior to
and on arrival at TBC. RAT testing continues for ten days
after arriving at TBC. A negative RAT test is required for
entry to TBC. Isolation protocols are in place for positive
cases identified at TBC. No significant COVID-19 outbreaks
have occurred at TBC.
Workforce and Immediate Families
Vaccination Program
Genmin’s COVID-19 Management Plan includes a provision
for the progressive vaccination of all personnel. To achieve
this, Genmin, working with Gabon’s National Committee
for COVID-19 Vaccination, has implemented a company
sponsored vaccination program for local personnel and
their immediate families. Expatriate personnel working at
Baniaka are required to be fully vaccinated as a term of
their engagement.
The vaccination program commenced on 24 January 2022.
Vaccinations are administered at the Hospital Marcel Abeke
– COMILOG, a Haute-Ogooué provincial vaccination centre
located in the town of Moanda near Baniaka.
Social & Environmental
Impact Assessment
Consulting houses Golder Associates Africa (Pty) Ltd
(Golder1) and TEREA were appointed in September 2021
to manage the SEIA component of the Mining Permit
application required for Baniaka.
Golder has significant recent experience in Africa working
on similar SEIA programs. TEREA, has been engaged to
partner with Golder to undertake the environmental and
social baseline studies based out of its Libreville office.
TEREA also submitted a Project Notification to DGEPN,
on behalf of the Company. The Project Notification marks
the commencement of the formal Mining Permit process.
The Terms of Reference for the SEIA, which set out the
proposed content of the social and environmental base
line data collection program and subsequent impact
assessments, has been prepared in line with the DGEPN’s
recommendations.
1 The holding company of Golder Associates Pty Ltd (Golder Associates) was acquired by WSP Global Inc on 7 April 2021 and Golder
Associates became a member of WSP.
22
GENMIN LIMITED | ESG & SUSTAINABILITYANNUAL REPORT 2021 23
ANNUAL REPORT 2021 About Gabon
An Investment Friendly
and Stable Country
An abundance of natural resources including gas,
iron ore, manganese and hydropower - Gabon has
developed into one of Africa’s more successful economies
Mrs Rose Christiane Ossouka Raponda is Gabon’s first
female prime minister – an economist by training and
known as a progressive politician
A population of 2.3 million – Gabon has one of the
highest education enrolment rates in Africa, there are
4 universities and a School of Mines and Metallurgy
The 2019 Mining Code provides a strong legal framework
for mining title holders – attractive and favourable for
Foreign Direct Investment
Holding a strategic location along the Gulf of Guinea
- Gabon is member of the Central African Economic and
Monetary Community (CEMAC), which is a CFA Franc Zone
Gabon’s 2019 Mining Code considers ESG principles
- 20% of mining tax revenues are allocated to local
populations for the implementation of community projects.
Existing Infrastructure to Support
a Mine to Ship Solution
Grand Poubara
Hydro Electric Scheme
Trans-Gabon
Railway
Owendo
Mineral Port
Renewable energy
source located
approximately 30km
northeast of Baniaka
with unused installed
capacity – MoU in
place for the supply
of 30 megawatts
of renewable
hydroelectricity to
Baniaka for 20 years.
Connecting Franceville
to Owendo Mineral
Port (OMP) - 60km
spur line will connect
Baniaka to the
Trans-Gabon Railway.
Baniaka iron ore
products to be
exported from OMP.
MoU with OMP for a proposed integrated rail and
port logistics solution from Baniaka to ocean-
going, Cape-size (up to 180,000 DWT) vessels.
The MoU contemplates the parties will enter into a
tripartite agreement with SETRAG for accessing the
Trans-Gabon Railway.
25
ANNUAL REPORT 2021 26
ANNUAL REPORT 2021 Operations
Review
Genmin’s 100% owned Gabonese exploration portfolio
comprises three (3) projects on six (6) granted exploration
licences covering a total land area of approximately 5,270km2.
00
MINVOUL/BITAM
Oyem
OWENDO
MINERAL PORT
Libreville
REPUBLIC
OF GABON
Trans-Gabon
Railway
Port Gentil
BAKOUMBA
BANIAKA
Franceville
Figure 1: Location map of Genmin’s iron ore projects in Gabon, central West Africa
EQUATOR
27
EQUATORIAL GUINEAREPUBLIC OF CONGOCAMEROONANNUAL REPORT 2021 Baniaka Iron Ore
Project
The Company’s primary focus is the feasibility (pre-development) stage Baniaka,
which is serviced by several established mining centres including Moanda,
the home to Gabon’s School of Mining and Metallurgy.
Baniaka comprises the Baniaka and Baniaka West
exploration licences covering a total area of 881km2, with a
total strike length of 85km of iron mineralisation. Baniaka is
further subdivided into 12 contiguous prospect areas.
Baniaka is geologically hosted in the Archean Chaillu Massif.
The Chaillu Massif extends to the south into the Republic of
Congo and hosts the Mayoko and Zanaga iron ore deposits.
Baniaka’s iron mineralisation is comprised of:
• a surficial blanket of unconsolidated DID underlain by;
• Oxidised Banded Iron Formations (Oxide) (BIF); in turn
underlain by
•
fresh magnetite BIF (Primary).
The DID and Oxide are enriched in iron and depleted in
impurities relative to the Primary mineralisation. Seven
(7) of the Baniaka prospect areas have MREs reported in
accordance with the JORC Code. Historical assessment
has included iterative metallurgical test work programs
and a mining concept study were completed to test the
amenability of Baniaka ores to shallow open pit mining and
the production of high-grade lump and fine products.
28
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Baniaka Iron Ore
Project
Baniaka prospect pipeline showing major prospect locations and maturity
29
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Preliminary Feasibility Study
Further to the receipt of a positive concept study and metallurgical characterisation, Genmin commenced the
Baniaka PFS in 2021. The PFS will test the economics of a number of development options. It contemplates a base case
bulk mining operation with a target production rate of 5Mtpa (dry) of iron ore and subsequent expansion to 10Mtpa.
The PFS considers DID and Oxide material sourced from four (4) prospect areas at Flouflou, Bandjougoy, Tsengué and
Bingamba North (PFS Prospects). The PFS is currently scheduled for completion at the end of Q2-2022.
Stages development to match infrastructure capacity
• Stage 1: nameplate 5Mtpa processing facility
– Stage 1A - operated at 2-3Mtpa with road haulage to rail head while the rail spur is constructed, and
markets established
– Stage 1B - ramp up production to nameplate 5Mtpa capacity on completion of rail spur
• Stage 2: expand production to 10Mtpa
– Addition of second 5Mtpa processing module
– Mechanisation of the Owendo Mineral Port
• Assessing first 10 years of mine life
Global, Bankable feasibility study consultants appointed
PFS Workstream
Geology and Mining
Consultant
Golder
Location
Perth
Metallurgy and Process Design
Bond Equipment (Bond)
South Africa
Mining Waste and Tailing Management Golder
Mine Infrastructure
Rail and Rail Spur Line
Power Transmission
Port
Bigen
Bigen
Bigen
PRDW
Marine Operations
Agemar UK Ltd
Social and Environmental
Impact Assessment
Terea
Golder
Perth
South Africa
South Africa
South Africa
South Africa
United Kingdom
Gabon
Perth/South Africa
Financial Modelling
FTI Consulting
Perth
30
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Renewable hydroelectric power
Grand Poubara Hydro Electric Scheme (Poubara),
Ogooué River
200MW installed capacity; approximately
60-70MW available
Planning for all project power to be
sourced from Poubara
Baniaka located ~30km south-west
of Poubara
Capital and operation cost effective,
decarbonisation and greener iron ore
31
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Trans-Gabon Railway
Operating and ongoing investment
Connects Port Owendo to Franceville
(~648km) and currently undergoing significant
investment to support expansion
Current Usage:
• Manganese ore & timber
• General freight & passengers
Standard gauge, 25 tonne axle load with
single track configuration
Operated & maintained by SETRAG, which has three
(3) shareholders:
• COMILOG (51%), a subsidiary of Eramet
• Meridiam (40%)
• Gabon State (9%)
Approximate 60km rail spur required to connect
Trans-Gabon Railway to Baniaka
32
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Owendo Mineral Port
Mine to ship solution
Non-binding MoU in place; negotiations ongoing to
convert MoU to detailed Terms Sheet
Shareholders have financial capacity to upscale
port for larger volumes of iron ore
Owned by major investors including AP Moller,
Meridiam & Africa Finance Corporation
Commercial concept to load and transport an initial
5Mtpa and up to 25Mtpa; take or pay fixed tariff
Connected to Trans-Gabon Railway with integrated
storage and reclaim facility
Current capacity 5Mtpa; scalable to 15Mtpa with
mechanisation, i.e. rail unloaders, reclaimers and jetty
33
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 In 2020, Jianlong, China’s second largest privately owned
iron and steel enterprise, was ranked number eight (8) in
Global crude steel production (approximately 36.5Mt) and
in the same year, was ranked number five (5) inside China.
In the first half of 2021, Jianlong commissioned China’s
first hydrogen-based steel making production line, which
uses hydrogen rather than coking coal and blast furnace
technology to produce iron from iron ore. Jianlong’s goal
is to completely replace carbon as a reduction agent in iron
making.
Founded in 1950, Minmetals is one of China’s largest
multinational State-owned Enterprises. It is a major global
organisation involved in the development, production,
trading and value chain of metals and minerals. A key
direction of Minmetals is to ensure security of resources. In
2021, Minmetals ranked number 65 on the Fortune Global
500 (No 1 in the Materials sector) and its annual iron ore
trading volume is estimated at 40Mt.
CDSS is a privately-owned, leading specialist steel producer
in China with annual production of 3.5Mt. Its steel mills are
located near Changzhou City, approximately 180km west of
Shanghai. CDSS specialises in supplying steel to both the
auto industry and lift and escalator manufacturers.
The total quantity for the three (3) non-binding offtake
MoUs is 16Mt, which is in line with the production rates
being studied in the PFS.
Social and Environmental
Impact Assessment
The Company has commenced an SEIA for Baniaka after
the relevant project notification was submitted to DGEPN
in Gabon. A subsequent site inspection to Baniaka by
DGEPN and other government departments, has now
been completed as part of kickstarting the SEIA process.
Genmin is working through the SEIA Terms of Reference
for submission to DGEPN. Completion of the SEIA is a
requirement for a Mining Permit Application. Genmin has
engaged Golder in partnership with TEREA, a French
social environmental consultant with permanent offices
in Libreville, to manage the social and technical data
collection and processing for the SEIA, which is expected
to be complete by the end of 2022. Golder and TEREA
will undertake social, biological and physical baseline
data collection.
Pilot Plant Test Work
In support of the PFS, Bond, a South African specialist
mineral processing and engineering company, was
appointed to carry out pilot scale metallurgical test work
on 13 representative bulk DID and Oxide samples collected
from the PFS Prospects. The purpose of the test work was
to inform the process design criteria for the PFS, confirm
product yields and grade/quality, and provide bulk product
samples for subsequent VIU test work.
The flow sheet for the pilot scale test work was developed
using the results of Genmin’s prior test work campaigns for
Baniaka. These campaigns, which were largely undertaken
in the period 2014-2017, identified washing (scrubbing)
followed by screening and dense media separation as the
preferred process route to achieve optimal mass yields
at market grades for Lump and Fines products. Bond
constructed a purpose-built pilot plant with commercial
sized equipment to process the bulk samples.
Iron product grades from the pilot work range from 63.6 to
65.4%, with overall average mass yields between 55.5 and
65.3%. Average DID Baniaka Lump and Baniaka Fines yields
are 26% and 36% respectively for an overall average mass
yield of 62%, which is in line with earlier test work.
Based on these data, the expected split of Baniaka Lump
and Baniaka Fines product is 48% and 52% respectively.
Further test work was conducted using a pilot scale spiral
test rig to assess the Baniaka Pellet Feed size fraction
(nominally -0.5+0.05mm) focussing on Soft Oxide
mineralisation. A single stage spiral rougher test produced
a concentrate before cleaning of 62.5% Fe at a mass yield
of 41%.
Product samples comprising 700kg Lump and 700kg Fines
were sent to Central South University (CSU), located in
Changsha, Hunan province, central south China, for VIU
test work.
Value-in-use and Offtake
CSU characterised Baniaka Fines and Baniaka Lump
products as high grade (63-64% Fe), low silica (2.5-3.1%)
and low alumina (2.3%), and found low levels of deleterious
elements, suggesting a high-quality raw material for sinter
fines processing and blast furnace iron making.
CSU concluded that the substitution of Baniaka Fines at
up to 20% of the Sinter feed blend could improve Sinter
productivity by 12.5% and reduce solid fuel consumption by
8.6% with no change to the Sinter strength.
Following the positive VIU outcomes, Genmin
entered a total of three (3) non-binding Memoranda
of Understanding (MoUs), one with Jianlong Group
(Jianlong), one with China Minmetals Corporation
(Minmetals) and another with Changzhou Dongfang
Special Steeel (CDSS), for potential offtake agreements
for iron ore products from Baniaka.
34
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Drilling
Mineral Resource Definition
& Growth Drilling
The drilling programs at the PFS Prospects have been
designed to grow the Mineral Resource inventory,
and secondly increase the geological confidence and
accordingly relevant JORC Code Mineral Resource
classification to allow the conversion of Mineral Resources
to Ore Reserves.
The 2021 work programs included:
• 2,930m of diamond drilling for 26 holes targeting
Oxide mineralisation at Bandjougoy;
Geotechnical and Hydrological Drilling
A total of eight (8) diamond geotechnical/hydrological drill
holes for 524.5m were completed in late 2021 in support
of PFS mine optimisation and design. These holes were
designed, and drilling supervised by Golder and tested the
Soft Oxide and DID zones at Bandjougoy and Tsengué.
Additional geotechnical samples were also collected
from pits and trenches at Bingamba North and Flouflou
to provide further geotechnical information for the DID
mineralisation.
Site Infrastructure
Significant upgrades to TBC were made during the early
part of 2021 in support of the site based PFS works.
• Auger drilling also at Bandjougoy, comprised 57 holes
Key work programs included:
for 815m targeting DID mineralisation;
• Auger drilling at Flouflou, comprised 127 holes for
1,706m targeting DID mineralisation;
• Auger drilling at Bingamba North comprised 19 holes
for 220m targeting DID mineralisation;
• 3,000m of reverse circulation (RC) infill drilling
targeting Oxide mineralisation at Bandjougoy; and
•
1,950m of RC infill drilling targeting Oxide mineralisation
at Tsengué.
The Bandjougoy prospect represents the single largest
target for additional oxide mineralisation at Baniaka, with
an Oxide Exploration Target of 67-124Mt at 35-49% Fe1.
• Refurbishment of the 31km access road to support
larger and higher frequency traffic during the PFS;
• Construction of a 50,000 litres bunded fuel storage
facility in support of diamond and RC drilling;
• Construction of stand-alone and COVID-19 isolation
accommodation and ablutions facilities;
• Refurbishment of camp water treatment facilities;
• Construction and expansion of office and technical
workplace facilities; and
• Refurbishment of the on-site sample preparation
laboratory.
1 The Bandjougoy Exploration Target is conceptual in nature and there has been insufficient exploration to estimate a Mineral Resource
and it is uncertain if further exploration will result in the estimation of a Mineral Resource.
35
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Bakoumba
Bakoumba is an advanced exploration project, also hosted in the Archean Chaillu Massif, and
located approximately 35km west-southwest of the regional city of Moanda. Genmin has
received favourable sighter metallurgical test work results on a series of DID bulk samples
from Bakoumba. A number of drill targets have been defined for subsequent exploration
drilling in support of the estimation of a maiden DID Mineral Resource.
The results of this test work are highly encouraging and
suggest that this material is amenable to upgrade using
the proposed flowsheet for Baniaka.
Current and Planned
Work Programs
Genmin continues to maintain a logistical base and field
exploration camp at Bakoumba municipality for the
forthcoming drilling program. During the reporting period,
preparatory works in support of commencing exploration
activity included:
• Assessment of required earthworks to refurbish the
access road;
• Assessment of required upgrades for logistics and
camp facilities; and
• Procurement of the necessary spares and consumables
to fully refurbish the Company’s Mobile Drill V2000
Auger rigs.
The work program at Bakoumba for 2022 includes:
• Auger drilling targeting DID mineralisation at Lebombi
North, Koumbi, and Mabinga prospects;
• Estimation of a maiden DID Mineral Resource; and
• Scoping study level assessment of the potential viability
of the DID Mineral Resource.
Exploration History
Previous explorers focused on the base and precious
metals potential at Bakoumba with little acknowledgement
of the iron ore prospectivity. Work completed by Genmin
since acquiring the asset in 2014 includes:
• Detailed geological mapping and surface sampling,
confirming DID and Oxide mineralisation with rock
chip samples returning assays grading 21.2–56.6% Fe
(average 39.4% Fe);
• A total of 510 line-km of ground magnetic surveys,
and subsequent detailed modelling and interpretation
combined with airborne magnetics to define nine (9)
iron prospects; and
• Detailed mapping and pitting (185 vertical linear metres
of test-pitting in 44 pits) of high priority prospects with
27 of the 44 test pits exposing DID mineralisation.
The combined activities of mapping, surface sampling,
geophysical surveys and pitting by the Company have
confirmed a 36km strike length of semi-continuous BIF
at Bakoumba, similar in mode of occurrence to Baniaka.
Bulk samples for 20 of 44 test pits with head grades
greater than 40% Fe were subject to sighter metallurgical
test work, which comprised washing, screening, heavy liquid
separation and/or dense media separation and returned
mass yields ranging:
• 25.1 to 42.2% for Lump at iron grades of 62.3 to
64.3% Fe;
•
11.1 to 16.7% for Fines >1 mm at iron grades of 61.7 to
65.7% Fe; and
• 39.3 to 58.2% for combined Lump and Fines >1 mm
mass yields.
36
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Minvoul/Bitam
Minvoul/Bitam is an early-stage exploration project located in the Woleu-Ntem Province in
northeast Gabon and is geologically hosted in the Archean North Gabon Massif. The North
Gabon Massif extends to the north into Cameroon and the Republic of Congo and hosts
several significant iron ore deposits.
Exploration History
Prior to Genmin’s acquisition, limited exploration for iron
had been completed at Minvoul/Bitam.
Exploration completed by Genmin subsequent to the
acquisition of the project in 2015, commenced with several
extensive reconnaissance mapping and surface sampling
campaigns that yielded encouraging rock chip samples of
BIF or enriched BIF. Iron assays were reported between
22.4% Fe and 64.1% Fe.
A subsequent high resolution magnetic and radiometric
airborne survey comprising a total of 25,842 line-kilometres
was completed to delineate the extent of magnetic BIF
units at the project. This geophysical survey identified
strong linear magnetic anomalies with an estimated total
strike length of 180km for Minvoul and 137km for Bitam with
a combined total of approximately 317km.
It was concluded that the magnetic anomalies identified
during the geophysical work are coincident with iron
mineralisation in the form of magnetite BIF and enriched
BIF, and warrant further systematic exploration for DID,
Oxide, and Primary BIF mineralisation.
Further assessment of the airborne geophysics identified
the presence of numerous thorium anomalies considered
to be high Th granitic intrusions. The presence of these
granitic intrusions implies prospectivity for intrusion-
related gold, iron ore copper-gold, porphyry copper-gold
and associated epithermal mineral systems. Genmin
subsequently considers the project to be prospective
for iron ore, gold and base metals, and has commenced
exploration works to test these hypotheses.
The Bitam exploration licence carries an endorsement for
iron, gold, copper and other metals.
37
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Mineral Resources
Work on the Baniaka MRE update and reclassification commenced in Q2-2021 for DID mineralisation at the Tsengué
and Bandjougoy prospects. This update was completed by independent mining consultants Golder and reported in
accordance with the JORC Code. The update was informed by geological information and assay data from 118 infill Auger
holes for 1,464m whose assays were pending at the time of the 2020 Annual Report. The resultant DID Mineral Resource
update was reported on 21 July 2021.
The MRE update included the conversion of the DID Mineral Resource at Tsengué from Inferred to Indicated, and 38% of
the Inferred Resource at Bandjougoy to Indicated (Table 1).
Table 1: Change in DID Mineral Resource Classification at Tsengué and Bandjougoy Prospects
Reporting Year
2021
2020
Prospect
Tsengué
Resource
Category
Indicated
Inferred
Bandjougoy
Indicated
Inferred
Baniaka Total
Indicated
Inferred
% Change
Contained
Fe Metal
Tonnes
Tonnes
Contained
Fe Metal
100.0
-
37.0
63.0
38.0
62.0
100.0
-
36.0
64.0
38.0
62.0
70.0
30.0
-
100.0
19.0
81.0
72.0
28.0
-
100.0
20.0
80.0
Note: The values expressed in Table 1 are percentage (%).
With this update, Indicated DID Mineral Resources increased from 11.6Mt to 24.0Mt, representing an approximate 107%
uplift, with Indicated Mineral Resources comprising 38% of the total reported 63.1Mt DID Mineral Resource.
The Inferred MRE for Oxide and Primary BIF was not re-estimated during 2021, since the exploration drilling to inform this
process was still being conducted. These Mineral Resources remain as stated in the Company’s Prospectus and 2020
Annual Report dated 31 March 2021.
The Baniaka Mineral Resources Statement effective 31 December 2021 is shown in Table 2.
Table 2: Baniaka Mineral Resource Statement, effective 31 December 2021
Baniaka Mineral Resource Statement 2021
Tonnes
(Mt)
Fe
(%)
SiO2
(%)
AI2O3
(%)
P
(%)
S
(%)
LOI1000
(%)
46.4
46.7
46.6
41.4
43.5
34.9
17.2
16.5
16.8
33.8
26.9
44.1
33.9
8.4
8.2
8.3
3.0
5.2
1.8
3.8
0.069
0.061
0.073
0.080
0.071
0.073
0.060
0.020
0.065
0.042
0.060
0.030
0.063
0.037
7.4
7.5
7.5
3.2
4.9
0.4
3.1
Material
DID
Total DID
Oxide
Class
Indicated
Inferred
Indicated & Inferred
Inferred
24.0
39.1
63.1
91.6
Total DID+Oxide
Indicated & Inferred
154.7
Primary
Inferred
105.7
Total DID, Oxide & Primary
Indicated & Inferred
260.4
40.0
38
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 All geological data and assays from the 2021 diamond
drilling and Auger campaigns at Bandjougoy were received
by early March 2022, and the MRE process for both the DID
and Soft Oxide zones underway. Additional geological and
assay data for DID zones at Flouflou and Bingamba North
are expected during April 2022 to allow the respective MRE
updates for those prospects to commence.
Competent
Persons Statement
The information in this Report which relates to digital
geological modelling, Mineral Resource Estimation and
classification is based on, and fairly represents, information
and supporting documentation prepared by Mr. Richard
Gaze who is a full-time employee of Golder and a Member
and Chartered Professional of the Australasian Institute
Mining and Metallurgy. Mr. Gaze has sufficient relevant
experience to the style of mineralisation and type of
deposit under consideration and to the activity for which he
is undertaking to qualify as a Competent Person as defined
in the JORC Code. Mr. Gaze consents to the inclusion in
this Report of the matters based on the information in the
form and context in which it appears.
39
GENMIN LIMITED | OPERATIONS REVIEWANNUAL REPORT 2021 Corporate
Governance
CODE OF CONDUCT
Genmin is committed to the highest level of integrity and
ethical standards in all its business practices.
The Board of Directors (Board) has adopted a Code
of Conduct (Code) that outlines how Genmin expects
its Directors, employees, contractors and consultants
(Personnel) to behave and conduct business in their roles,
on behalf of the Company.
The Code embraces the values of honesty, integrity,
enterprise, excellence, accountability, justice, independence
and equality of shareholder opportunity. The Code
is available to view online at www.genmingroup.com/
company/corporate-governance/
POLICIES & CHARTERS
• Board Performance Evaluation Policy
• Communications Policy
• Continuous Disclosure Policy
• Corporate Governance Statement
• Donations and Community Investment Policy
• External Auditor Policy
• Privacy Policy
• Remuneration and Nomination Committee Charter
• Whistleblower Policy
BOARD
Genmin’s Board is responsible for the corporate
governance of the Company and the management of its
business.
Securities Dealing Policy
The Board’s role is to:
Genmin has adopted a Securities Dealing Policy that
is intended to recognise that some types of dealing in
securities are prohibited by law, and to outline policy and
procedures that apply to Directors and Personnel when
dealing in the Company’s securities. The Securities
Dealing Policy is available to view on Genmin’s website at
www.genmingroup.com/company/corporate-governance/.
Additional Policies
In addition to the Security Dealing Policy, Genmin
has implemented the following charters and
policies. To view these polices online, please visit
www.genmingroup.com/company/corporate-governance/.
• Anti-Bribery and Corruption Policy
• Audit and Risk Management Committee Charter
• Board Charter
•
represent and serve the interests of shareholders and
stakeholders by overseeing and appraising Genmin’s
strategies, policies and performance;
• protect and optimise company performance and build
sustainable value for shareholders in accordance with
any duties and obligations imposed on the Board by law
and the Constitution;
•
set, review and monitor compliance with Genmin’s
values and governance framework; and
• Accordingly, the Board has created a framework for
managing the Company, including adopting relevant
internal controls, risk management processes and
corporate governance policies and practices that it
believes are appropriate for Genmin’s business and
that are designed to promote responsible management
and conduct.
Corporate
Governance
Directors
The table below sets out the appointment date, independence status and qualifications of each Director.
DIRECTOR
ROLE
TYPE
APPOINTED
QUALIFICATIONS
Mr Michael Norman Arnett
Chairman
Independent
Non-Executive
10 March 2021
LLB, B.Com
Mr Giuseppe Vince Ariti
Managing Director
& CEO
Executive
11 January 2010
BSc, DipMinSc,
MBA, MAusIMM
Mr John Russell Hodder
Director
Non-Executive
22 May 2014
BSc, MSc, BComm
Mr Salvatore Pietro Amico
Director
Mr Brian van Rooyen
Director
Independent
Non-Executive
Independent
Non-Executive
1 May 2019
BEng AMP
10 March 2021
B.Eng
Mechanical, MBA
Committees
During the reporting period, the Board constituted the following sub-committees to assist with the execution of its duties
in managing the Company’s business. The members of each committee during the reporting period are set out below.
COMMITTEE
Audit & Risk Management Committee
CHAIR
MEMBERS
Brian van Rooyen
Michael Arnett
John Hodder*
Remuneration & Nomination Committee
Michael Arnett
Brian van Rooyen
John Hodder
*Mr Salvatore Pietro Amico replaced Mr John Hodder as a member of the Audit & Risk Management Committee on 1 April 2022.
CORPORATE GOVERNANCE STATEMENT
The Directors of Genmin support and have to the extent relevant and practical, adhered to the ASX Corporate
Governance Council’s Corporate Governance Principles and Recommendations (4th Edition). The Company’s detailed
corporate governance policy statement can be found and viewed on the Company’s website at www.genmingroup.com.
41
GENMIN LIMITED | CORPORATE GOVERNANCEANNUAL REPORT 2021 42
ANNUAL REPORT 2021 Financial
Report
43
ANNUAL REPORT 2021 ASX listing
On 9 March 2021, Genmin was admitted to the Official List
of ASX, under the ASX Code GEN and on 10 March 2021,
the Company’s securities were quoted and commenced
trading on the ASX.
New Constitution
At the General Meeting held on 18 January 2021,
shareholders approved that, with effect from the admission
of the Company to the Official List of ASX, the Company
repealed its Constitution entirely and the Company
adopted a new Constitution to comply with the ASX
Listing Rules.
Shareholders also approved the inclusion of proportional
takeover provisions in the new Constitution under new
Rule 6.
External Auditor
On 2 August 2021, Genmin’s auditor Bentleys Audit &
Corporate (WA) Pty Ltd (ABN 33 121 222 802) merged with,
and changed its name to, Hall Chadwick WA Audit Pty Ltd
(ABN 33 121 222 802) (Hall Chadwick WA). The Auditors
Independence Declaration and the Independent Auditor’s
Report is issued by Hall Chadwick WA, but for all intents
and purposes the shareholder approved auditor remains
the same.
Events Arising Since the
End of the Reporting Period
There has not been any other matter or circumstance that
has arisen after balance date that has significantly affected,
or may significantly affect, the operations of the Group,
the results of those operations or the state of affairs of the
Group in future periods.
Directors Report
Review of Results
and Operations
During FY21, the Group invested US$4.14m (2020:
US$1.21m) in exploration and PFS related activities.
The significant increase was a result of the successful
IPO followed by conducting the work as set out in the
Prospectus.
For FY21, the Group recorded a loss after tax of US$3.99m
(2020: US$2.81m), the increase was mainly caused by the
FX loss of US$1.14m (2020: US$ nil) as the Group’s actual
cash is in Australian dollars but the Group’s presentation
currency is US dollars, resulting a temporary currency
translation difference.
As at 31 December 2021, the Group had cash and cash
equivalent of US$12.75m (2020: US$0.87m) The value of
Net Assets was US$40.8m (2020: US$22.36m). Genmin’s
Market Capitalisation at the closing of 31 December 2021
was US$61.71m (2020: N/A).
Dividends Paid
or Recommended
There were no dividends paid or declared during
the period.
Likely Developments and
Expected Results
The Group plans to continue exploration and development
studies in respect of its projects in Gabon. Likely
developments in the operations of the Group are set out in
the Review of Operations on page 5.
Significant Changes in
State of Affairs
Board Structure
On 18 January 2021, shareholders approved the
appointment of Mr Michael Arnett and Mr Brian van Rooyen
as Directors subject to the Company proceeding with and
listing on the ASX. The appointments of both Mr Arnett
and Mr van Rooyen to the Board for Directors became
effective, 10 March 2021.
Mr Arnett was appointed as Non-Executive Chairman of
the Board effective, 10 March 2021.
44
GENMIN LIMITED | DIRECTORS REPORTANNUAL REPORT 2021 ASX Listing Rule 4.10.19
In accordance with Listing Rule 4.10.19, the Company states that it has used the cash and assets in a form readily
convertible to cash that it had at the time of Admission to ASX in a way consistent with its business objectives set
out in Section 2.2 of its Prospectus dated 9 February 2021.
Meetings and Attendance
The number of Directors’ meetings, and meetings of committees of Directors held during the Year are as follows:
Directors’ and Board Committee Meetings 2021
Directors Meetings
ARMC Meetings
RNC Meetings
Director
Number
eligible
to attend
Attended
Number
eligible
to attend
Attended
Number
eligible
to attend
Attended
MN Arnett
(Board & RNC Chair)
GV Ariti
JR Hodder
SP Amico
B van Rooyen
(ARMC Chair)
Number of
meetings held
5
7
7
7
5
5
7
7
7
5
3
-
3
-
3
3
-
3
-
3
2
-
2
-
2
2
-
2
-
2
7
3
2
Directors’ Interests and Benefits
The relevant interest of each Director in the shares, unlisted options over shares and Performance Rights (Rights) issued
by the Company at the date of this report is as follows:
Director
Ordinary Shares
Options
Rights
Direct
Indirect
Total
Direct
Indirect
Total
Direct
Indirect
Total
MN Arnett
GV Ariti
JR Hodder
SP Amico
B van Rooyen
Total
-
735,294
735,294
-
14,238,808
-
-
-
-
-
-
-
14,238,808
4,924,403
-
-
-
-
-
-
14,238,808
735,294
14,974,102
4,924,403
-
-
-
-
-
-
-
1,600,000
4,924,403
-
-
-
-
-
720,000
1,200,000
4,924,403
3,520,000
-
-
-
-
-
-
1,600,000
-
-
720,000
1,200,000
3,520,000
45
ANNUAL REPORT 2021GENMIN LIMITED | DIRECTORS REPORT Unissued Shares Under Option and Performance Rights
Options
The options to acquire fully paid ordinary shares in Genmin
that were issued during the period and up to the date of
this report, are as follows:
Date
of Grant
Expiry
Date
Exercise
Price
Number
Granted
All options entitle the holder to acquire fully paid ordinary
shares in Genmin. Unissued ordinary shares of Genmin
under option at the date of this report are as follows:
Exercise
Date
Expiry Date
Exercise
Price
Number of
Unlisted
Options
1-Sep-2012
14-Aug-22
AU$0.04
4,800,000
8-Mar-2021
7-Mar-26 AU$0.442
5,000,000
1-Nov-2012
14-Aug-22
AU$0.04
1,000,000
Total
5,000,000
7-Jun-2017
6-Jun-22
AU$0.04
124,403
During the period the following options lapsed:
ASX Code
Expiry Date
Exercise Price
GENAB
30-Apr-21
US$0.25
GENAC
30-Apr-21
US$0.25
Total
Number
of Options
590,625
378,000
968,625
During the period the following options were exercised:
31-Jul-2018
31-Jan-23
US$0.15
1,254,479
5-Aug-2019
31-Jul-24
7-Aug-2019
31-Jul-24
US$0.15
US$0.15
250,000
280,000
8-Mar-2021
7-Mar-26
AU$0.442
5,000,000
Total
12,708,882
All options do not have any rights to participate in any share
issues and do not carry any voting rights.
No options were issued to directors or employees as part of
their remuneration during the Year.
Exercise
Date
Expiry Date
Exercise
Price
Number of
Unlisted
Options
Rights
16-Jun-2021
14-Aug-22
AU$0.04
2,400,000
16-Jun-2021 31-Jul-24
US$0.15
Total
10,077
968,625
At the 2020 Annual General Meeting, shareholders
approved the adoption of a Rights Plan (Plan) and
approved the issue of 25,000,000 Rights under the Plan.
At this meeting, shareholders also approved the grant of
1,600,000 Rights to Mr. Michael Arnett and 1,200,000
Rights to Mr. Brian van Rooyen with various performance
vesting hurdles as a component of remuneration and
to provide incentives linked to the performance of the
Company via hurdles that are aligned to the strategic
objectives of the Company.
During the reporting period, 4,465,000 Rights lapsed
under the terms of the Plan.
46
GENMIN LIMITED | DIRECTORS REPORTANNUAL REPORT 2021 All Rights have been granted as at risk remuneration and the interest of personnel and directors in unissued ordinary shares
of Genmin under Rights at the date of this report are as follows:
Name
Expiry
Date
Opening
Balance
GV Ariti
25-Aug-21
4,800,000
Non-KMP
11-Sep-21
250,000
Non-KMP
31-Dec-22
250,000
P McCole
30-Dec-22
600,000
P Amico
P Amico
P Amico
22-Jun-23
480,000
22-Jun-24
360,000
22-Jun-24
360,000
M Arnett
26-May-25
1,600,000
B van Rooyen
26-May-25
1,200,000
Z Zhang
16-Dec-24
1,000,000
Non-KMP
30-Dec-22
435,000
Non-KMP
16-Dec-24
2,750,000
Total
14,085,000
Issued
Vested
Lapsed
Exercised
Closing
Balance
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(3,600,000)
(1,200,000)
(250,000)
-
-
-
250,000
(300,000)
(300,000)
(480,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
360,000
360,000
1,600,000
1,200,000
1,000,000
(85,000)
(350,000)
-
-
-
2,750,000
(4,465,000)
(2,100,000)
7,520,000
Details of the Rights on issue as at the date of this Report
and the Fair Value of the Rights are set out in Note 15.3 to
the Consolidated Financial Statements. All Rights do not
have any rights to participate in any share issues and do not
carry any voting rights.
Environmental Legislation
The Company and its activities under the exploration
permits granted to the Group pursuant to the 2019 Mining
Code are subject to various conditions, which include
environmental protection requirements that are monitored
and overseen by the Ministry of Mines and Ministry of
Environment in Gabon.
The Group adheres to these conditions and the Directors
are not aware of any contraventions of these requirements.
Other Information
No liability has arisen under this indemnity as at the date of
this report.
Deeds of Access, Indemnity and Insurance
The Company has entered into deeds of access, indemnity
and insurance with each Director and Company Secretary,
which confirms each person’s right of access to certain
books and records of the Company for a period of seven
years after the Director ceases to hold office. The deeds
also require the Company to provide an indemnity for
liability incurred as an officer of the Company, to the
maximum extent permitted by law.
Under the deeds, the Company must arrange and maintain
Directors’ and Officers’ insurance during each Director’s
period of office and for a period of seven years after a
Director ceases to hold office.
The deeds are otherwise on terms and conditions
considered standard for deeds of this nature in Australia.
Insurance of Officers
Indemnity of Auditors
During the Year, Genmin paid a premium of AU$24,375 for
the Director & Officers Indemnity Insurance policy to insure
the directors, company secretaries and officers of the
Company. The liability insured includes the indemnification
costs incurred by the Company against any legal liability
to third parties and defence costs arising out of any claim
in respect to directors or officers acting in their capacity
as a director or officer other than any indemnification not
permitted by law.
The Group has agreed to indemnify its auditors, Hall
Chadwick WA Audit Pty Ltd, to the extent permitted by law,
against any claim by a third party arising from the Group’s
breach of its agreement. The indemnity requires the Group
to meet the full amount of any such liabilities including a
reasonable amount of legal costs. The indemnity stipulates
that the Company will indemnify and hold the auditor and
its personnel harmless from any loss arising out of claim
caused by the Company or any of its agents.
47
ANNUAL REPORT 2021GENMIN LIMITED | DIRECTORS REPORT Proceedings on behalf of Group
No person has applied to the Court under section
237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene in
any proceedings to which the Company is a party, for the
purpose of taking responsibility on behalf of the Company
for all or part of those proceedings.
Non-audit services
The Board of Directors note that the auditor, Hall
Chadwick WA Audit Pty Ltd, provided non-audit services
to the Company for the Year in regard to tax advice and
Investigating Accountant’s Report as stated in section 7 of
the Prospectus dated 9 February 2021.
The Directors have considered and are satisfied that the
provision of non-audit services is compatible with the
general standard of independence for auditors imposed by
the Corporations Act 2001. Refer to Note 6 in the financial
statements for the payments made for non-audit services
during the Year.
Transactions with key management
personnel and directors
Refer to Note 18 for Related Party transactions. There were
no other transactions with Directors and Key Management
Personnel during the Year.
Auditor’s independence declaration
A copy of the Auditor’s Independence Declaration
as required under section 307C of the Corporations
Act 2001 is set out on page 60 and forms part of this
Directors’ Report.
Signed in accordance with a resolution of the Board
of Directors.
Michael Arnett
Non-Executive Chairman
48
GENMIN LIMITED | DIRECTORS REPORTANNUAL REPORT 2021 49
ANNUAL REPORT 2021 Remuneration Report
The Remuneration Report outlines the remuneration arrangements in place for Directors and Key Management Personnel
(KMP) of the Company during the Year, in accordance with s.300A of the Corporations Act 2001 and Regulation 2M.3.03
of the Corporations Regulations 2001.
In accordance with s.250R(2) and (3) of the Corporations Act 2001, The Remuneration Report is subject to a non-binding
shareholders vote at the Company’s upcoming Annual General Meeting (AGM).
Key Management Personnel
In accordance with Australian Accounting Standards Board Standard, AASB 124 para. 9, KMP are defined as those persons
having authority and responsibility for planning, directing and controlling the activities of the Company, directly or
indirectly, including any Directors (whether executive or otherwise) of the Company.
The following people have been identified as KMP during the Year:
Non-Executive Directors
Name
Position
Change during the Year
Michael Arnett
Brian van Rooyen
Salvatore Amico
John Hodder
Executive Director
Name
Giuseppe Ariti
Senior Executives
Name
Zaiqian Zhang
Patrick McCole
Non-Executive, Independent Director
Chairman of the Board
Appointed 10 March 2021
Non-Executive, Independent Director Appointed 10 March 2021
Non-Executive, Independent Director
Non-Executive,
Non-Independent Director
Re-elected 27 May 2021
Position
Change during the Year
Managing Director and CEO
Position
Change during the Year
Chief Financial Officer
Appointed 14 April 2021
General Manager Commercial &
Company Secretary
Resigned 25 June 2021
Remuneration &
Nomination Committee
The main roles and responsibilities of the RNC are to assist
the Board to fulfil its responsibilities with respect to director
and senior executive remuneration, and board composition
and diversity, by making recommendations to the Board on:
•
the selection, composition, performance and
appointment of members of the Board so that it is
effective and able to operate in the best interests
of shareholders.
The RNC is operating under the Remuneration
and Nomination Committee Charter, which is
available on Genmin’s website under the Corporate
Governance section.
• Establishing appropriate remuneration levels and
policies including incentive policies for Directors and
senior executives;
• a remuneration framework which enables the Company
to attract, retain and motivate high quality Senior
Executives who create value for shareholders; and
50
GENMIN LIMITED | REMUNERATION REPORTANNUAL REPORT 2021 Remuneration Policy
Non-Executive Director Remuneration
The overall level of annual Non-Executive Director fees
is approved by shareholders in accordance with the
requirements of the Corporations Act. In setting the fees,
the Board has regard to market rates and the circumstances
of the Company and consequent expected workloads of
the Directors.
The Board decides on actual fees to be received by
individual Directors within the quantum approved by
shareholders. The Non-Executive Director fees were set
at US$60,000 inclusive of statutory superannuation (if
applicable) and the Chairman’s fee at US$80,000 inclusive
of statutory superannuation (if applicable).
Mr Hodder does not receive any Non-Executive Director
fees from the Company as he is separately remunerated
by Tembo.
The Directors do not receive any additional fees for
membership on any of the Board committees. However,
any Director who performs extra services, makes any
special exertions for the benefit of the Company or who
otherwise performs services which, in the opinion of the
Board, are outside the scope of the ordinary duties of
a Non-Executive Director, may be remunerated for the
services (as determined by the Board) out of the funds
of the Company.
Non-Executive Directors may be invited to participate in
the Company’s Plan. Participation in the Plan is subject
to shareholder approval and will occur where the Board
believes it is in the best interests of the Company to include
Non-Executive Directors in the Plan, in particular where
such inclusion is designed to encourage Non-Executive
Directors to have a greater involvement in the achievement
of Genmin’s objectives.
The number of Rights pursuant to the Plan and the
hurdles attached to the Rights to be issued to Directors
are determined based on factors such as the role of the
Non-Executive Directors in the Company and their
involvement in achieving the objectives of the Company.
Managing Director and Senior Executive
Remuneration
The objective of the Company’s executive remuneration
is to ensure reward for performance is market competitive
and appropriate for the results delivered. The Executive
remuneration is aligned with achievement of strategic
and operational objectives and the creation of value for
shareholders.
Genmin plans to review and align its remuneration with
that of comparable organisations for roles at all levels
of the Company so that remuneration comprises both
fixed remuneration and performance based (at risk)
remuneration. The proportion of an employee’s total
remuneration that is at risk will increase with seniority and
with the individual’s ability to impact the performance of
the Company.
In accordance with accepted practice, it is intended that
the at risk elements of total remuneration will comprise
both short term incentives as a reward for performance
and long-term incentives that align medium and long term
shareholder interests.
Fixed Remuneration
Fixed remuneration of senior executives is to be
at a sufficient level to provide full and appropriate
compensation for the roles and responsibilities of that
executive. Fixed remuneration is to be set having regard
to the levels paid in comparable organisations at the time
of recruitment to the position, recognising the need to
maintain flexibility to take into account an individual’s
experience or specialist skills and market demand for
particular roles.
At Risk Remuneration
In addition to fixed remuneration more senior employees
may be entitled to performance based remuneration, which
will be paid to reward superior (as opposed to satisfactory)
performance.
Performance based remuneration is calculated against
predetermined and challenging targets, based on a
percentage of the relevant executive’s package, and
reviewed by the Board to guard against anomalous or
unequitable outcomes.
Performance based remuneration can comprise both short
term (usually annual) and long term (3-5 year) incentives.
Short-term Incentives
The Company currently does not have a short-term
incentive (STI) plan. The RNC regularly assesses the
situation and may consider developing a STI plan,
when necessary.
51
ANNUAL REPORT 2021GENMIN LIMITED | REMUNERATION REPORT Long-term Incentives
Long term incentives (LTI) may be provided to certain senior executives to reward creation of shareholder value and
provide incentives to create further value.
LTI awards will occur through the Plan. The Plan forms the “at risk” component of remuneration and Rights will generally
have a vesting period longer than one year.
The Rights are issued for no consideration and upon achievement of the relevant milestone, each will entitle the holder
to one fully paid ordinary share in the Company (unless the Board resolves in accordance with the Plan to provide an
equivalent cash payment). If the milestone is not achieved by the relevant expiry date, the Rights will lapse (unless
otherwise determined by the Board in accordance with the Plan).
LTI performance is measured annually and subject to the achievement of the performance hurdles, Rights will vest at the
completion of the annual review.
Target Remuneration Mix
The target remuneration mix for the Year is shown in the table below.
Fixed Remuneration - 40%
At Risk Remuneration - 60%
Annual Salary and benefits
40%
STI
0%
LTI
60%
Relationship between Remuneration Policy and Company Performance
During the Year, the Company granted Performance Rights to KMP subject to various vesting conditions linked to the
Company’s three-to-five-year growth strategy and/or share price. Given the Company is still at exploration/feasibility
study stage and the Company does not currently generate any operating revenue, the Company did not set any STI for
the Year.
Details of KMP Rights are listed in the Share-based Payments section of the Remuneration Report.
The table below shows key financial measures of Company performance over the past five years.
Revenue
Dollars
34,898
69,836
US$
2021
2020
2019
939
2018
1,180
2017
6,072
Net Profit/(loss) after tax
Dollars
(4,656,781)
(2,812,286)
(1,079,665)
(4,872,941)
(1,918,170)
Basic earnings/(loss) per share
Dividends paid per share
Cents
Cents
Share Price (Last trade day of Year)
Dollars
(1.038)
(0.936)
(0.38)
(1.97)
(1.05)
-
0.15
-
N/A
-
N/A
-
N/A
-
N/A
The Company began trading on the ASX on 10 March 2021. Consequently, share price information do not exist before the
listing day.
52
GENMIN LIMITED | REMUNERATION REPORTANNUAL REPORT 2021 Remuneration for the Year
The remuneration table below sets out the remuneration information for the Non-Executive Directors and Executive
managers who are considered to be KMP of the Company.
Name
Year
Cash Salary
US$
Cash Bonus
US$
Short-term
benefits
US$
Long-term
benefits
US$
Post
Employment
benefits
US$
Share Based
payments
(Performance
rights)1
US$
Totals
US$
Share based
payments
as a
percentage
of
Remuneration
Michael
Arnett2
Brian van
Rooyen2
2021
64,516
2020
-
2021
77,055
2020
-
Salvatore
Pietro Amico
2021
60,000
2020
60,000
John
Hodder
2021
2020
-
-
Managing Director
Giuseppe
Ariti
2021
216,458
2020
182,648
Senior Executives
Zaiqian
Zhang3
Patrick
McCole4
2021
116,809
2020
-
2021
99,742
2020
144,987
Total Key
Management
Personnel
Remuneration
2021
634,581
2020
387,635
Note:
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
38,258
102,774
-
-
28,694
105,749
-
-
(579,168)
(519,168)
579,168
639,168
-
-
-
-
11,616
6,348
5,212
6,348
21,112
(460,208)
(205,810)
17,352
(310,469)
(97,773)
2,972
113
11,097
78,862
209,853
-
(4,680)
4,680
-
-
-
-
-
-
9,274
(96,061)
8,275
13,774
(245,876)
(82,435)
9,908
5,325
41,483
(989,623)
(298,326)
11,028
6,348
31,126
22,823
458,960
37%
-
27%
-
N/A
91%
-
-
N/A
N/A
38%
-
N/A
N/A
N/A
5%
1 Amounts reflect the probability adjustments for the purpose of accounting treatments in accordance with AASB 2 Share-based Payment
during the Year.
2 Messrs Arnett and van Rooyen became Directors of the Company on 10 March 2021.
3 Mr. Zhang was appointed on 14 April 2021.
4 Mr. McCole resigned on 25 June 2021.
53
ANNUAL REPORT 2021GENMIN LIMITED | REMUNERATION REPORT
Share Based Compensation
Issue of Shares
During the Year, the Company issued a total of 1,500,000 shares to KMP, all of which were related to exercising Rights after
their respective vesting conditions were satisfied. The details are as follows.
No shares were issued to KMP as remuneration during the Year
Options
No options were granted as part of remuneration during the Year. No options have been issued as remuneration in
previous years.
Rights
Directors
At the Company’s AGM held on 27 May 2021, shareholders approved the granting of Rights to Messrs Arnett and van
Rooyen and amending the terms of Mr. Amico’s Rights. For completeness, Mr. John Hodder has not yet been issued with
any Rights by the Company.
Michael Arnett
Grant Date
No. of Rights
Vesting Conditions
Expiry Date
27-May-21
400,000
The Company achieving a 30-day VWAP of at least AU$0.70 per Share.
26-May-25
27-May-21
400,000
Completion of debt and equity financing for the Baniaka Iron Ore Project
by 30 June 2023.
26-May-25
27-May-21
400,000
Commencement of production at the Baniaka Iron Ore Project by 30
June 2024.
26-May-25
27-May-21
400,000
Asset growth through the acquisition of key regional projects resulting in a
significant value uplift (as determined by an independent party).
26-May-25
Brian van Rooyen
Grant Date
No. of Rights
Vesting Conditions
Expiry Date
Changes
during the Year
27-May-21
300,000
The Company achieving a 30-day VWAP of at least
AU$0.70 per Share.
26-May-25
Newly granted
27-May-21
300,000
Completion of a positive Bankable Feasibility Study for
the Baniaka Iron ore Project by 31 December 2022.
26-May-25
Newly granted
27-May-21
300,000
Completion of debt and equity financing for the Baniaka
Iron Ore Project by 30 June 2023.
26-May-25
Newly granted
27-May-21
300,000
Commencement of production at the Baniaka Iron Ore
Project by 30 June 2024.
26-May-25
Newly granted
54
GENMIN LIMITED | REMUNERATION REPORTANNUAL REPORT 2021 Salvatore Pietro Amico
Following shareholder approval at the AGM held on 27 May 2021, the Company amended Mr Amico’s Rights on the same
day. The closing share price of 27 May 2021 was AU$0.285. The fair value of the original Rights was US$1.01 per Right. For
the purpose of AASB 2, the amendments were treated as a beneficial modification. Given the share price at the point of
the amendment is lower than the original fair value, the fair value for the amended Rights remains at US$1.01.
Grant Date
No. of Rights
Vesting Conditions
Expiry Date
23-Jun-20
360,000
Grant of a Mining Permit and entering into the Mining
Convention for the Baniaka Iron Ore Project by 30
June 2023.
22-Jun-24
Changes
during the Year
Vesting
Conditions
and Expiry
Date amended
Building a brand name in Gabon and messaging to
Government and other stakeholders of the Company’s
plans and programs and how best to implement
to ensure the Company achieves its goals. The
achievement of this condition will be subjectively
assessed by the Board (other than the recipient and
at its discretion) six months from the date that normal
travel recommences in and out of Gabon.
22-Jun-23
No change
Assisting in achieving either: a project financing
outcome once the Mining Permit is granted; or, an exit at
an amount in excess of US$300 million for shareholders
of the Company before 31 December 2023.
22-Jun-24
Vesting
Conditions
and Expiry
Date amended
23-Jun-20
480,000
23-Jun-20
360,000
Giuseppe Ariti
During the Year, Mr Ariti exercised one of tranches of Rights as the vesting condition had been satisfied. The 1,200,000
shares were issued on 3 September 2021. The remaining 3,600,000 Rights were lapsed on their Expiry Date due to the
vesting conditions have not been or have become incapable of being satisfied.
Grant Date
No. of Rights
Vesting Conditions
26-Aug-18
1,200,000
Definition in total at the Baniaka and Baniaka West
projects of >150Mt of DSO Inferred Mineral Resource,
where DSO means Detrital/Channel iron deposits,
Powder Ore and Intact Hematite Ore.
Expiry Date
Changes
during the Year
25-Aug-21
Exercised
Shares issued
26-Aug-18
1,200,000
Entering into substantive Rail and Port Infrastructure
Agreements for the Baniaka Iron Ore Project.
25-Aug-21
Lapsed
26-Aug-18
1,200,000
Asset growth through the acquisition of key projects
with significant value uplift (as determined by an
independent party).
25-Aug-21
Lapsed
26-Aug-2018 1,200,000
Shareholder exit whereby the Company is acquired for
an amount in excess of USD200million is achieved.
25-Aug-2021 Lapsed
55
ANNUAL REPORT 2021GENMIN LIMITED | REMUNERATION REPORT Senior Executives
Zaiqian Zhang
During the Year, the Company granted four tranches of Rights to Mr Zhang.
Grant Date
No. of Rights
Vesting Conditions
15-Dec-21
250,000
Selection and implementation of a fit-for-purpose
Enterprise Resource Planning (ERP) system by 31
December 2021.
Expiry Date
Changes
during the Year
14-Dec-24
Newly granted
15-Dec-21
250,000
Completion of debt and equity financing for the Baniaka
iron ore project by 30 June 2023.
14-Dec-24
Newly granted
15-Dec-21
250,000
Develop, document and implement finance, accounting,
IT and tax policies for Libreville office by 30 June 2022.
14-Dec-24
Newly granted
Building further relationships and connections amongst
Chinese steel mills to position the Company's assets
as African, products as premium and identify potential
sources of Chinese development finance. Success
measured by the signing of three (3) Letters of Intent /
MoUs for product sale, by 31 March 2022.
14-Dec-24
Newly granted
15-Dec-21
250,000
Patrick McCole
During the Year, one tranche of Rights (300,000 Rights) was lapsed due to the vesting conditions have not been or
have become incapable of being satisfied. Mr. McCole exercised the remaining tranche of 300,000 Rights as the vesting
conditions were satisfied and the shares were issued on 7 July 2021. Mr. McCole resigned on 25 June 2021.
Grant Date
No. of Rights
Vesting Conditions
Expiry Date
Changes
during the Year
31-Dec-19
300,000
Grant of a Mining Permit and entering into the Mining
Convention for the Baniaka Iron Ore Project by 31
December 2021.
30-Dec-22
Lapsed
31-Dec-19
300,000
Development, documentation and implementation of a
Group Compliance Policy Manual by 31 December 2020.
30-Dec-22
Exercised.
Shares issued
56
GENMIN LIMITED | REMUNERATION REPORTANNUAL REPORT 2021 Summary
The interest of Directors and KMP in Rights (held directly, indirectly, beneficially or their related parties) for the Year are
as follows:
Balance as at
1 January 2021
Granted during
the Year
Vested
(Exercised)
Forfeited
(Lapsed)
Balance as at
31 December
2021
Non-Executive Directors
Michael Arnett
Brian van Rooyen
-
-
1,600,000
1,200,000
Salvatore Pietro Amico
1,200,000
-
-
-
-
-
-
1,600,000
1,200,000
480,000
720,000
-
-
-
1,200,000
3,600,000
-
-
-
-
4,800,000
-
1,000,000
-
-
1,000,000
600,000
-
300,000
300,000
-
Total
6,600,000
3,800,000
1,500,000
4,380,000
4,450,000
John Hodder
Managing Director
Giuseppe Ariti
Senior Executives
Zaiqian Zhang
Patrick McCole
Ordinary Shares
The interests of Directors and KMP in shares (held directly, indirectly, beneficially or their related parties) for the Year are
as follows:
Balance as at
1 January 2021
Granted during
the Year
Vested
(Exercised)
Forfeited
(Lapsed)
Non-Executive Directors
Michael Arnett
Brian van Rooyen
Salvatore Pietro Amico
John Hodder
Managing Director
Giuseppe Ariti
Senior Executives
Zaiqian Zhang
Patrick McCole1
-
-
-
-
735,294
-
-
-
13,038,808
1,200,000
-
-
-
300,000
-
-
-
-
-
-
-
-
-
-
-
-
-
(300,000)
Balance as at
31 December
2021
735,294
-
-
-
14,238,808
-
-
Total
13,038,808
2,235,294
-
(300,000)
14,974,102
Note:
1 Patrick McCole resigned from the Company on 25 June 2021.
57
ANNUAL REPORT 2021GENMIN LIMITED | REMUNERATION REPORT
Key Terms of Employment Contracts
Managing Director
Giuseppe Ariti
Managing Director and Chief Executive Officer
Contract Duration
Two (2) years starting from 10 March 2021.
Three (3) months without cause.
Notice Period
for Termination
Immediately for misconduct wilful neglect, fraud and serious breach of the Company’s
policies and procedures.
Termination Payment
None. However, the Company may choose to pay in lieu of the Notice Period.
Fixed Remuneration
Before 10 March 2021, gross salary of US$200,000 per annum inclusive of
statutory superannuation.
From 10 March 2021, base salary of AU$300,000 per annum plus
statutory superannuation.
At Risk Remuneration
Eligible for participation in incentive plans. Refer to STIP and LTIP sections for
further details.
Senior Executives
Zaiqian Zhang
Chief Financial Officer (appointed 14 April 2021)
Contract Duration
Two (2) years starting from 14 April 2021.
Three (3) months without cause.
Notice Period
for Termination
Immediately for misconduct wilful neglect, fraud and serious breach of the Company’s
policies and procedures.
Termination Payment
None. However, the Company may choose to pay in lieu of the Notice Period.
Fixed Remuneration
Base salary of AU$220,000 per annum plus statutory superannuation.
At Risk Remuneration
Eligible for participation in incentive plans. Refer to STIP and LTIP sections for
further details.
Patrick McCole
General Manager – Commercial and Company Secretary (resigned 25 June 2021)
Contract Duration
Two (2) years starting from 22 July 2019.
Three (3) months without cause.
Notice Period
for Termination
Immediately for misconduct wilful neglect, fraud and serious breach of the Company’s
policies and procedures.
Termination Payment
None. However, the Company may choose to pay in lieu of the Notice Period.
Fixed Remuneration
Base salary of AU$210,000 per annum plus statutory superannuation.
At Risk Remuneration
Eligible for participation in incentive plans. Refer to STIP and LTIP sections for
further details.
58
GENMIN LIMITED | REMUNERATION REPORTANNUAL REPORT 2021 Miscellaneous
Shareholder’s Vote
At the Company’s most recent AGM (held 27 May 2021), the Company did not receive any comments in relation to the
previous Remuneration Report and there was less than 25% of the vote (0.04%) casted against the adoption of the
previous Remuneration Report at the 27 May 2021 AGM.
End of the audited Remuneration Report.
Signed in accordance with a resolution of the Board of Directors.
Michael Arnett
Non-Executive Chairman
Perth, Western Australia
30 March 2022
59
ANNUAL REPORT 2021GENMIN LIMITED | REMUNERATION REPORT
Auditor’s Independence Declaration
Auditor’s Independence Declaration
2021 | Financial Report 30
Consolidated
Financial
Statements
for the year ended 31 December 2021
61
ANNUAL REPORT 2021 62
ANNUAL REPORT 2021 Financial Report
Consolidated Financial Statements
for the year ended 31 December 2021
Consolidated Statement of Profit or Loss and Other Comprehensive
Income
For the year ended 31 December 2021
Continuing operations
Other income
Total Other income
Corporate expenses
Depreciation expense
Impairment
Other expenses
Loss before income tax
Income Tax Expense
Loss after income tax
Profit (loss) for the year
Profit(loss) attributable to:
Owners of Genmin Group Limited
Non-controlling interests
Note
2021
US$000
2020
US$000
3
4
5
7
35
35
(2,137)
(196)
-
(1,695)
(3,993)
-
(3,993)
70
70
(2,378)
(82)
(7)
(415)
(2,812)
-
(2,812)
(3,993)
(2,812)
(3,985)
(8)
(2,805)
(7)
Basic Earnings per share
18
(1.038) cent
(0.936) cent
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
· exchange differences on translating controlled entities
Other comprehensive income, net of income tax
Total comprehensive loss for the year
Total Comprehensive income(loss) for the year attributable to:
Owners of Genmin Group Limited
Non-controlling interests
This statement should be read in conjunction with the notes to the financial statements.
(1,356)
(1,356)
1,440
1,440
(5,349)
(1,372)
(5,340)
(9)
(5,349)
(1,365)
(7)
(1,372)
2021 | Financial Report 31
63
GENMIN LIMITED | CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Consolidated Financial Statements
for the year ended 31 December 2021
Consolidated Statement of Financial Position
As at 31 December 2021
Note
2021
US$000
2020
US$000
Assets
Current
Cash and cash equivalents
Trade and other receivables
Inventory
Prepayments
Total current assets
Non-current
Property, plant and equipment
Exploration and evaluation assets
Intangible Assets
Right of Use Asset
Total non-current assets
Total assets
Liabilities
Current
Trade and other payables
Lease Liabilities
Convertible Note
Embedded Derivative
Current liabilities
Non-Current
Lease Liabilities
Non-Current liabilities
Total liabilities
Net assets
Equity
Share capital
Reserves
Accumulated losses
Equity attributable to owners of the Company
Non-controlling interest
Total equity
8
9
10
11
12
13
14
13
17
17
13
15.1
15.4
12,748
128
31
649
13,556
464
27,965
395
266
29,090
42,646
1,596
105
-
-
1,701
165
165
1,866
40,780
61,824
(2,576)
(18,394)
40,854
(74)
40,780
868
78
-
84
1,030
248
24,911
395
79
25,633
26,663
815
74
2,823
584
4,296
9
9
4,305
22,358
37,131
(298)
(14,409)
22,424
(66)
22,358
This statement should be read in conjunction with the notes to the financial statements.
2021 | Financial Report 32
64
GENMIN LIMITED | CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
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65
GENMIN LIMITED | CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Consolidated Statement of Cash Flows
For the year ended 31 December 2021
Note
2021
US$000
2020
US$000
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Net cash used in operating activities
16
Cash flows from investing activities
Purchase of property, plant and equipment
Payments for exploration and evaluation
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds for convertible notes
Lease principal payments
Net cash provided by financing activities
Net change in cash and cash equivalents held
Cash and cash equivalents at beginning of financial year
Effects of exchange rate changes on cash
Cash and cash equivalents at end of financial year
8
This statement should be read in conjunction with the notes to the financial statement
(5,325)
29
(5,296)
(363)
(4,141)
(4,504)
21,778
-
(108)
21,670
11,870
868
10
12,748
(2,123)
1
(2,122)
(8)
(1,208)
(1,216)
1,054
3,000
(97)
3,957
619
218
31
868
2021 | Financial Report 34
66
GENMIN LIMITED | CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Notes to
Consolidated
Financial
Statements
for the year ended 31 December 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Notes to the Consolidated Financial Statements
for the year ended 31 December 2021
1. Statement of significant accounting policies
The Directors’ have prepared the general purpose financial statements of Genmin and its Controlled Entities
(the Group) in accordance with the requirements of the Corporations Act 2001, the Australian Accounting
Standards and other authoritative pronouncements of the Australian Accounting Standards Board. Compliance
with the Australian Accounting Standards results in full compliance with the International Financial Reporting
Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Genmin is a for-profit
entity for the purpose of preparing financial statements under Australian Accounting Standards.
Genmin is a company limited by shares, incorporated and domiciled in Australia. Genmin listed on the ASX on
10 March 2021. The financial statements have been presented in United States Dollars (US$).
1.1 Basis of preparation
The financial statements have been prepared on an accruals basis and are based on historical costs modified
by the revaluation of selected non-current assets and financial instruments for which the fair value basis of
accounting has been applied.
1.2 Basis of consolidation
The Group financial statements consolidate those of the parent Company and all its subsidiaries as of 31
December 2021. The parent controls a subsidiary if it is exposed, or has rights, to variable returns from its
involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary.
All transactions and balances between group companies are eliminated on consolidation, including unrealised
gains and losses on transactions between group companies. Where unrealised losses on intra-group asset
sales are reversed on consolidation, the underlying asset is also tested for impairment from a group
perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary
to ensure consistency with the accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are
recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s profit or loss and
net assets that is not held by the Group. The Group attributes total comprehensive income or loss of
subsidiaries between the owners of the parent and the non-controlling interests based on their respective
ownership interests.
1.3 Foreign currency translation
Functional and presentation currencies
The consolidated financial statements are presented in United States Dollars (US$).
The functional currency of the Group’s subsidiaries in Gabon and Republic of the Congo is CFA franc (XAF).
The rest of the Group’s subsidiaries and the parent company use US dollars as their functional currency.
Transactions and balances
Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional
currency spot rates at the date the transaction first qualifies for recognition.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot
rates of exchange at the reporting date.
Differences arising on settlement or translation of monetary items are recognised in profit or loss with the
exception of monetary items that are designated as part of the hedge of the Group’s net investment in a foreign
operation. These are recognised in OCI until the net investment is disposed of, at which time, the cumulative
amount is reclassified to profit or loss. Tax charges and credits attributable to exchange differences on those
monetary items are also recognised in OCI.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value is determined. The gain or
loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition
of the gain or loss on the change in fair value of the item.
In determining the spot exchange rate to use on initial recognition of the related asset, expense or income on
the derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date
of the transaction is the date on which the Group initially recognises the non-monetary asset or non-monetary
liability arising from the advance consideration. If there are multiple payments or receipts in advance, Genmin
determines the transaction date for each payment or receipt of advance consideration.
Consolidation
On consolidation, the assets and liabilities of foreign operations are translated into US$ at the rate of exchange
prevailing at the reporting date and their statements of profit or loss are translated at the average exchange
rate for the period. The exchange differences arising on translation for consolidation are recognised in OCI.
On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is
reclassified to profit or loss.
Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the carrying
amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the foreign
operation and translated at the spot rate of exchange at the reporting date.
1.4 Revenue
Revenue is measured at the fair value of the consideration received or receivable.
Interest
Interest income is recognised on an accrual basis using the effective interest method.
Sale of assets
Sale of assets is recognised when the Group has transferred to the buyer the significant risks and rewards of
ownership.
1.5 Operating expenses
Operating expenses are recognised in profit or loss upon utilisation of the goods and service or at the date of
their origin.
1.6 Income tax
The income tax expense / (revenue) for the year comprises current income tax expense / (income) based on
the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences and to unused tax losses.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at
the end of the reporting period in the countries where the company’s subsidiaries operate and generate taxable
income. The Board periodically evaluates positions taken in tax returns with respect to situations in which
applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis
of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements.
However, deferred tax accounted for if it arises from initial recognition of an asset or liability in a transaction
other than a business combination that at the time of the transaction affects neither accounting nor taxable
profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or
substantially enacted by the end of the reporting period and are expected to apply when the related deferred
income tax asset is realised, or the deferred income tax liability is settled.
A deferred tax liability in relation to investment property that is measured at fair value is determined assuming
the property will be recovered entirely through sale. Deferred tax assets are recognised for deductible
temporary differences and unused tax losses only if it is probable that future taxable amounts will be available
to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount
and tax bases of investments in foreign operations where the Group is able to control the timing of the reversal
of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and
intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
1.7 Cash and cash equivalents
Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid
investments that are readily convertible to known amounts of cash and which are subject to an insignificant
risk of changes in value.
Bank overdrafts are shown within short-term borrowings in current liabilities on the statement of financial
position.
1.8 Property, plant and equipment
Property, plant and equipment are initially recognised at acquisition cost or manufacturing cost, including any
costs directly attributable to bringing the assets to the location and condition necessary for it to be capable of
operating in the manner intended by the Group’s management.
Assets are subsequently measured using the cost model, cost less subsequent depreciation and impairment
losses. Depreciation is recognised on a straight-line basis to write down the cost less estimated residual value
of the assets. The following useful lives are applied:
• Plant and equipment: three (3) to five (5) years
• Office furniture and fittings: four (4) to five (5) years
Material residual value estimates and estimates of useful life are updated as required, but at least annually.
Gains or losses arising on the disposal of property, plant and equipment are determined as the difference
between the disposal proceeds and the carrying amount of the assets and are recognised in profit or loss
within other income or other expenses.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Useful lives of depreciable assets
Management reviews the useful lives of depreciable assets at each reporting date, based on the expected
utility of the assets to the Group. Actual results, however, may vary due to technical obsolescence, particularly
relating to software and IT equipment. The effect of any changes in estimates are accounted for on a
prospective basis.
Impairment Testing of Property Plant & Equipment
Assets are tested for impairment whenever events or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying
amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less
costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows
from other assets or groups of assets (cash-generating units). Non-financial assets that suffered impairment
are reviewed for possible reversal of the impairment at the end of each reporting period.
1.9 Exploration and evaluation expenditure
Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an
exploration and evaluation asset in the year in which they are incurred where the following conditions are
satisfied:
(a)
the rights to tenure of the area of interest are current; and
(b) at least one of the following conditions is also met:
(i)
the exploration and evaluation expenditures are expected to be recouped through successful
development and exploitation of the area of interest, or alternatively, by its sale; or
(ii) exploration and evaluation activities in the area of interest have not at the balance date reached a
stage which permits a reasonable assessment of the existence or otherwise of economically
recoverable reserves, and active and significant operations in, or in relation to, the area of interest
are continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore,
studies, exploratory drilling, trenching and sampling and associated activities and an allocation of
depreciation and amortisation of assets used in exploration and evaluation activities. General and
administrative costs are only included in the measurement of exploration and evaluation costs where they
are related directly to operational activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that
the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The
recoverable amount of the exploration and evaluation asset (for the cash generating unit(s) to which it has
been allocated being no larger than the relevant area of interest) is estimated to determine the extent of the
impairment loss (if any).
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the
revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does
not exceed the carrying amount that would have been determined had no impairment loss been recognised
for the asset in previous years.
Where a decision has been made to proceed with development in respect of a particular area of interest, the
relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to
development.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
1.10 Equity and reserves
Share capital represents the historical value of shares that have been issued. Any transaction costs associated
with the issuing of shares are deducted from share capital.
• Foreign currency translation reserve – comprises foreign currency translation differences arising
on the translation of financial statements of the Group’s foreign entities into US Dollars.
• Acquisition of non-controlling interest reserve – comprises the amount of share capital issued by
the Parent of the Group in order to acquire non-controlling interests in subsidiaries.
• Options reserve – comprises the amount of options issued in lieu of payment of costs incurred.
• Performance right reserve – comprises the amount of performance rights issued.
1.11 Employee benefits
Share-based payment
Employees (including directors) of the Group may receive remuneration (e.g. performance rights) in the form
of share-based payments.
Equity-settled transactions
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using
an appropriate valuation method.
That cost is recognised in employee benefits expense, together with a corresponding increase in equity
(performance rights reserves), over the period in which the service and, where applicable, the performance
conditions are fulfilled (the vesting period). The cumulative expense recognised for equity-settled transactions
at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the
Group’s best estimate of the number of equity instruments that will ultimately vest. At each reporting date, the
Group revise its estimate of the number of equity instruments expected to vest as a result of the effect of non-
market conditions. The expense or credit in the statement of profit or loss for a period represents the movement
in cumulative expense recognised as at the beginning and end of that period.
Service and non-market performance conditions are not taken into account when determining the grant date
fair value of awards, but the likelihood of the conditions being met is assessed as part of the Group’s best
estimate of the number of equity instruments that will ultimately vest. Market performance conditions are
reflected within the grant date fair value. Any other conditions attached to an award, but without an associated
service requirement, are considered to be non-vesting conditions. Non-vesting conditions are reflected in the
fair value of an award and lead to an immediate expensing of an award unless there are also service and/or
performance conditions.
No expense is recognised for awards that do not ultimately vest because non-market performance and/or
service conditions have not been met. Where awards include a market or non-vesting condition, the
transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied,
provided that all other performance and/or service conditions are satisfied.
When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date
fair value of the unmodified award, provided the original vesting terms of the award are met. An additional
expense, measured as at the date of modification, is recognised for any modification that increases the total
fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award
is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is
expensed immediately through profit or loss.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Cash-settled transactions
A liability is recognised for the fair value of cash-settled transactions. The fair value is measured initially and
at each reporting date up to and including the settlement date, with changes in fair value recognised in
employee benefits expense. The fair value is expensed over the period until the vesting date with recognition
of a corresponding liability. The approach used to account for vesting conditions when measuring equity-settled
transactions also applies to cash-settled transactions.
1.12 Provisions, contingent liabilities and contingent assets
Provisions for legal disputes, onerous contracts or other claims are recognised when the Group has a present
legal or constructive obligation as a result of a past event, it is probable that an outflow of economic resources
will be required from the Group and amounts can be estimated reliably. Timing or amount of the outflow may
still be uncertain.
Provisions are measured at the estimated expenditure required to settle the present obligation, based on the
most reliable evidence available at the reporting date, including the risks and uncertainties associated with the
present obligation. Where there are a number of similar obligations, the likelihood that an outflow will be
required in settlement is determined by considering the class of obligations as a whole. Provisions are
discounted to their present values, where the time value of money is material.
Any reimbursement that the Group can be virtually certain to collect from a third party with respect to the
obligation is recognised as a separate asset. However, this asset may not exceed the amount of the related
provision.
No liability is recognised if an outflow of economic resources as a result of present obligation is not probable.
Such situations are disclosed as contingent liabilities, unless the outflow of resources is remote in which case
no liability is recognised.
1.13 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 Taxation Office or the relevant taxation jurisdiction that the
Group operates in. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset
or as part of the expense. Receivables and payables in the statement of financial position are shown inclusive
of GST if the GST is not recoverable.
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.
1.14 Impairment of non-financial assets
At each reporting date, the Group reviews the carrying values of non-financial assets to determine whether
there is any indication that those assets have been impaired. If such an indication exists, the recoverable
amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared
to the asset’s carrying value. In assessing value in use, the estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects current market assessments of the time value of money
and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
Any excess of the asset’s carrying value over its recoverable amount is expensed to the statement of profit or
loss and other comprehensive income.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
1.15 Financial instruments
Initial Recognition and Measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual
provisions to the instruments. For financial assets, this is equivalent to the date that the Company commits
itself to either purchase or sell the asset (i.e. trade date accounting is adopted).
Financial instruments are initially measured at fair value plus transaction costs, except where the instruments
are classified ‘at fair value through profit or loss’ in which case transaction costs are expensed to profit or loss
immediately. Financial instruments are classified and measured as set out below.
Classification and Subsequent Measurement
Financial instruments are subsequently measured at either fair value, amortised cost using the effective
interest rate method or cost. Fair value represents the price that would be received to sell an asset or paid to
transfer a liability in orderly transaction between market participants at the measurement date. Where
available, quoted prices in an active market are used to determine fair value. In other circumstances, valuation
techniques are adopted. These valuation techniques maximise, to the extent possible, the use of observable
market data.
Amortised cost is calculated as (i) the amount at which the financial asset or financial liability is measured at
initial recognition; (ii) less principal repayments; (iii) plus or minus the cumulative amortization of the difference,
if any, between the amount initially recognised and the maturity amount calculated using the effective interest
method; and (iv) less any reduction for impairment.
The effective interest method is used to allocate interest income or interest expense over the relevant period
and is equivalent to the rate that exactly discounts estimated future cash payments or receipts (including fees,
transaction costs and other premiums or discounts) through the expected life (or when this cannot be reliability
predicted, the contractual term) of the financial instrument to the net carry amount of the financial asset or
financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying
value with a consequential recognition of an income or expense in profit or loss. The Group does not designate
any interest in subsidiaries, associates or joint venture entities as being subject to the requirements of
accounting standards specifically applicable to financial statements.
(i) Financial assets at fair value through profit and loss or through other comprehensive Income
Financial assets are classified at ‘fair value through profit or loss’ or ‘Fair value through other comprehensive
Income’ when they are either held for trading for purposes of short term profit taking, derivatives not held for
hedging purposes, or when they are designated as such to avoid an accounting mismatch or to enable
performance evaluation where a group of financial assets is managed by key management personnel on a fair
value basis in accordance with a documented risk management or investment strategy. Such assets are
subsequently measured at fair value with changes in carrying value being included in profit or loss if electing
to choose ‘fair value through profit or loss’ or other comprehensive income if electing ‘Fair Value through other
comprehensive income’.
(ii) Financial Liabilities
The Group’s financial liabilities include trade and other payables, loan and borrowings, provisions for cash
bonus and other liabilities which include deferred cash consideration and deferred equity consideration for
acquisition of subsidiaries & associates.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings, and
payables, net of directly attributable transaction costs.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Fair value
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are
applied to determine the fair value for all unlisted securities, including recent arm’s length transactions,
reference to similar instruments and option pricing models.
Derecognition
Financial assets are derecognised where the contractual rights to receipts of cash flows expire or the asset is
transferred to another party whereby the entity no longer has any significant continuing involvement in the risk
and benefits associated with the asset. Financial Liabilities are recognised where the related obligations are
either discharged, cancelled or expire. The difference between the carrying value of the financial liability
extinguished or transferred to another party and the fair value of consideration paid, including the transfer of
non-cash assets or liabilities assumed, is recognised in profit or loss.
Derivative financial instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are
subsequently remeasured to their fair value at each reporting date. The accounting for subsequent changes
in fair value depends on the nature of the derivative and are recognised in the statement of profit or loss.
1.16 Significant management judgement in applying accounting policies
Adoption of new and revised Standards
Genmin has adopted all of the new and revised Standards and Interpretations issued by the Australian
Accounting Standards Board (the AASB) that are relevant to its operations and effective for an accounting
period that begins on or after 1 January 2021.
Standards and Interpretations in issue not yet adopted
Genmin has reviewed the new and revised Standards and Interpretations in issue not yet adopted for the year
ended 31 December 2021. As a result of this review the entity has determined that there is no material impact
of the Standards and Interpretations in issue not yet adopted on the entity; therefore, no change is necessary
to entity accounting policies.
When preparing the financial statements, management undertakes a number of judgements, estimates and
assumptions about the recognition and measurement of assets, liabilities, income and expenses.
The following are significant management judgements in applying the accounting policies of the Group that
have the most significant effect on the financial statements.
Exploration and evaluation expenditure
The Group capitalises exploration expenditure where it is considered likely to be recoverable or where the
activities have not reached a stage which permits a reasonable assessment of the existence of resources or
reserves. While there are certain areas of interest from which no reserves have been extracted, the directors
are of the view that such expenditure should not be written off since feasibility studies in such areas have not
yet concluded. In addition, the Group assesses impairment at the end of each reporting period by evaluating
conditions and events specific to the Group, that may be indicative of impairment triggers.
Rights
The Board of Directors review the Rights on a regular basis to determine whether the conditions have been
met; and to assess likelihood of the performance conditions being fulfilled. Once the review is completed, the
Company makes the accounting adjustments to reflect the results from the review.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
2.
Interests in subsidiaries
Composition of the Group
The consolidated financial statements incorporate the assets, liabilities and results of the following
subsidiaries:
Name of the Entity
Country of
Incorporation
Genmin Capital Pty Ltd
Genmin Metals Pty Ltd
Genmin Energy Pty Ltd
Genmin Manganese Pty Ltd
Afrika West Resources Pty Ltd
Genmin (Bermuda) Limited
Genmin Holdings Bermuda Limited
Gabon Iron Ore Limited*
Kbak Limited
Westmin Holdings Limited
Central African Resources Limited
Lebaye Minerals Limited
Potamon Limited
Reminac SA
Minconsol SA
Azingo Gabon SA
Afrique Resources SA
Kimin Gabon SA
Niari Holdings Limited
Genmin Congo SA
Australia
Australia
Australia
Australia
Australia
Bermuda
Bermuda
Bermuda
Seychelles
Seychelles
Mauritius
Mauritius
Isle of Man
Gabon
Gabon
Gabon
Gabon
Gabon
Seychelles
Republic of Congo
Ownership Interest
2021
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
88%
88%
2020
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
88%
88%
*Gabon Iron Ore Limited changed from Gabon Iron Limited 2 November 2021
3. Other income
Interest received
Miscellaneous income
Total Other income
2021
US$000
2020
US$000
29
6
35
1
69
70
2021 | Financial Report 43
76
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
4. Corporate expenses
Accounting and audit fees
Consultancy fees
Travel and accommodation
Corporate governance
Licence transfer fee
Director and employee expenses
Performance rights
Legal fees
Interest expense
Insurance
Occupancy expense
Recruitment expense
Other
Total Corporate expenses
5. Other expenses
Bad debt provision
Foreign exchange loss/(gain)
Financial cost/(income)
Site maintenance
Loss on transfer of asset
Total Other expenses
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Note
2021
US$000
2020
US$000
15.3
207
215
86
272
149
1,515
(1,094)
306
79
62
35
84
221
2,137
280
140
19
107
-
794
89
678
117
45
22
-
87
2,378
2021
US$000
2020
US$000
(32)
1,137
(297)
630
257
1,695
32
-
383
-
-
415
2021 | Financial Report 44
77
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
6. Auditors’ remuneration
Auditors of Genmin Limited – Hall Chadwick WA Audit Pty Ltd*
Non-audit services - Hall Chadwick WA Audit Pty Ltd*
Non-audit services – Delta Grant Thornton Audit Pty Ltd
Auditors of Gabon subsidiaries - Delta Grant Thornton Gabon
Non-audit services - Delta Grant Thornton Gabon
Auditors of Gabon subsidiaries - ACN & Co
Non-audit services - ACN & Co
Auditors of Congo subsidiaries - GKM Audit & Conseil
Non-audit services - GKM Audit & Conseil
Total Auditor's remuneration
*Previously Bentleys (WA) Pty Ltd
Total audit services
Total non-audit services
Total Auditor's remuneration
Non-audit percentage
2021
US$000
2020
US$000
58
21
4
61
18
4
-
9
20
195
55
38
-
44
42
15
8
24
27
253
2021
US$000
2020
US$000
132
63
195
138
115
253
32.3%
45.3%
2021 | Financial Report 45
78
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
7. Taxation
Reconciliation of income tax expense to prima facie tax payable
The prima facie tax payable on profit from ordinary activities before income tax is reconciled to the income tax
expense as follows:
Income tax expense comprises:
Current tax
Income tax expense
Numerical reconciliation of loss before tax to income tax
expense
Loss before tax
2021
US$000
2020
US$000
-
-
-
-
(3,993)
(2,812)
Income tax benefit calculated at 30% (31 December 2020: 30%)
(1,198)
(844)
Add/(Less)
Tax effect of:
Non-deductable expenses
Non-assessable income
Temporary differences not recognised
Tax loss not recognised
Other non-deductible items
Income tax expense
Deferred tax assets not recognised
Provisions for employee entitlements
RoU Assets & Lease Liabilities
Capital raising costs
Prepayments
Unrealised foreign exchange losses
Tax losses
Deferred tax liabilities no recognised
Prepaid expenses
Unrealised foreign exchange gains
696
(328)
346
484
-
34
1
38
-
328
1,382
1,783
2
-
2
151
(20)
319
394
-
-
56
-
-
-
-
1,042
1,098
-
-
-
Net deferred tax assets not recognised
1,781
1,098
Potential deferred tax assets attributable to tax losses have not been brought to account at 31 December
2021 because the directors do not believe it is appropriate to regard realisation of the deferred tax assets as
probable at this time. These benefits will only be obtained if:
a) The company and the Group derive future assessable income of a nature and an amount sufficient
to enable the benefit from the deductions for the losses to be realised;
b) The company and the Group continue to comply with the conditions for deductibility imposed by law;
and
c) No changes in tax legislation adversely affect the ability of the Company and consolidated entity to
realise these benefits.
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GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
8. Cash and cash equivalents
United States Dollar (US$)
Australian Dollar (AU$)
Central African Franc (XAF)
Total Cash and cash equivalents
9. Trade and other receivables
GST Receivable
Deposits paid
Receivables
Total Trade and other receivables
2021
US$000
7
12,276
465
12,748
2020
US$000
716
73
79
868
2021
US$000
2020
US$000
29
69
30
128
39
20
18
77
All amounts are short-term. The net carrying value of trade receivables is considered a reasonable
approximation of fair value.
10. Property, plant and equipment
Balance at 31 December 2019
Additions
Disposals
Depreciation Expense
FX translation
Balance at 31 December 2020
Additions
Disposals
Depreciation Expense
FX translation
Balance at 31 December 2021
Plant &
equipment
US$000
Office Furniture
& Fittings
US$000
Work in
Progress
US$000
Total
US$000
306
8
-
(115)
27
226
255
(2)
(119)
(18)
342
27
-
-
(8)
3
22
1
(1)
(7)
-
15
-
-
-
-
-
-
107
-
-
-
107
333
8
-
(123)
30
248
363
(3)
(126)
(18)
464
2021 | Financial Report 47
80
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
11. Exploration and evaluation assets
Opening Balance
Capitalised expenditure during the year
Impairment
FX translation
Closing Balance
12. Intangible Assets
Opening Balance
Changes during the year
Closing Balance
2021
US$000
2020
US$000
24,911
4,388
-
(1,334)
27,965
22,112
1,412
(7)
1,394
24,911
2021
US$000
2020
US$000
395
-
395
395
-
395
On 13 February 2017, Genmin entered into the Royalty Sale Agreement with Cape Lambert Resources
Limited (Cape Lambert) to purchase the royalty rights under the Deferred Consideration Deed – Mayoko
Iron Ore Project (Deed) for a total consideration of AU$1,000,000.
The current owner of the Mayoko Iron Ore Project (Mayoko Project) is SAPRO Mayoko SA (SAPRO). The
mining permit was granted on 9 August 2013 and is valid for 25 years.
Genmin is entitled to a royalty payment from the owner of the Mayoko Project of AU$1.00 per dry metric
tonne of iron ore product shipped from the Mayoko Project, which is escalated annually at CPI from a 2011
base date (Mayoko Royalty).
On 8 February 2018, Cape Lambert and Genmin agreed to vary the Royalty Sale Agreement and Genmin
would pay the consideration in two tranches:
• Current Cash Payment: AU$500,000 payable on completion and;
• Deferred Cash Payment: AU$500,000 payable within ten (10) business days after receipt of first
payment of the Mayoko Royalty.
As a result, Genmin classified the Mayoko Royalty as an Intangible Asset and booked it at cost of
US$395,285 (AU$500,000).
For the year ended 31 December 2021, the Mayoko Royalty payment condition has not yet been satisfied
as the Mayoko Project has not achieved commercial production. The carrying amount of the Mayoko Royalty
as at 31 December 2021 remains unchanged.
2021 | Financial Report 48
81
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
13. Leases
Right of Use Assets
Properties (Office leases in Perth, Australia and Libreville,
Gabon)
Office Equipment (Photocopiers)
Total
Lease Liability
Current lease liabilities
Non-current lease liabilities
Total
14. Trade and other payables
2021
US$000
2020
US$000
258
8
266
74
5
79
2021
US$000
2020
US$000
105
165
270
74
9
83
All amounts are short-term and unsecured. The carrying values of trade payables and other payables are
considered to be a reasonable approximation of fair value.
Trade and other payables
Accrued expenses
Employee provisions
Withholding tax payable
PAYG withholding payable
Total Trade and other payables
15. Issued capital, options and reserves
15.1 Ordinary shares on issue
2021
US$000
2020
US$000
651
786
89
6
64
1,596
336
354
78
7
40
815
The share capital of Genmin consists only of fully paid ordinary shares; the shares do not have a par value.
All shares are equally eligible to receive dividends and the repayment of capital.
Date
No of shares
Value (US$)
Opening balance
01-Jan-20
293,028,650
36,075,955
Issue of shares (Tembo/Ndovu Capital 1BV)
15-Jan20
7,031,705
1,054,756
Closing balance
Issue of shares
Cost of IPO
Issue of Shares
Issue shares on conversion of Performance Rights
Issue shares on conversion of Performance Rights
31-Dec-20
300,060,355
37,130,711
10-Mar-21
100,488,399
26,302,164
10-Mar-21
16-Jun-21
07-Jul-21
03-Sep-21
-
(2,313,890)
2,410,077
300,000
1,450,000
75,370
202,365
427,386
Closing balance
31-Dec-21
404,708,831
61,824,106
2021 | Financial Report 49
82
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
15.2 Options
Options are issued and give the holder the right, but not the obligation, to subscribe for one fully paid ordinary
share in the capital of the Company. These options are considered equity transactions and no value is placed
on the early conversion or on the granting of additional options.
2021
2020
000
Options
At the beginning of the reporting period
11,087,584
18,249,971
Issued during the year
Exercised during the year
Lapsed during the year
At reporting date
5,000,000
(2,410,077)
(968,625)
-
(7,031,705)
(130,682)
12,708,882
11,087,584
Options on issue as at 1 January 2021
Grant Date
1-Sep-12
7-Jun-17
23-May-16
31-Jul-18
5-Aug-19
7-Aug-19
1-Oct-19
Expiry Date
14-Aug-22
6-Jun-22
30-Apr-21
31-Jan-23
31-Jul-24
31-Jul-24
31-Jul-24
Exercise Price
AU$0.04
AU$0.04
US$0.25
US$0.15
US$0.15
US$0.15
US$0.15
Number of
Options
8,200,000
124,403
Fair value on
Issue Date
free attaching
free attaching
968,625
free attaching
1,254,479
free attaching
250,000
280,000
free attaching
free attaching
10,077
free attaching
11,087,584
Option granted during the year
In accordance with the IPO Offer Management Agreement dated 9 February 2021, Genmin issued a total of
5,000,000 unlisted Advisor options to the Joint Lead Managers (JLM Options). The JLM Options have been
valued using a Black Scholes pricing model with the following inputs:
Issue Date / Valuation Date:
Share price:
Exercise price:
Maturity:
Risk-free rate:
Dividend yield:
Expected volatility:
8 March 2021
AU$0.340
AU$0.442
5 years
0.78%
0%
100%
As a result, the fair value of the JLM Options on the Issue Date was US$871,613, which has been recognised
as a capital raising cost in equity.
Options lapsed during the year
Grant date
23-May-16
Expiry Date
30-Apr-21
Exercise Price
AU$0.250
Number of
Options
968,625
968,625
Fair value on
Issue Date
free attaching
2021 | Financial Report 50
83
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Exercise Price
AU$0.040
AU$0.040
Number of Options
4,800,000
1,000,000
AU$0.040
US$0.150
US$0.150
US$0.150
AU$0.442
124,403
1,254,479
250,000
280,000
5,000,000
12,708,882
Options on issue as at 31 December 2021
Grant date
1-Sep-12
1-Nov-12
7-Jun-17
31-Jul-18
5-Aug-19
27-Aug-19
8-Mar-21
Expiry Date
14-Aug-22
14-Aug-22
6-Jun-22
31-Jan-23
31-Jul-24
31-Jul-24
7-Mar-26
15.3 Rights
The shareholders of Genmin approved the Plan at the 2020 Annual General Meeting. Under the Plan, the
Board of Directors of Genmin issued performance rights to the Eligible Participants including Genmin’s
directors and employees.
The vesting conditions of the issued Rights are linked to the strategy and objectives of the Company.
At the discretion of the Board, all exercised Rights can be settled by one ordinary share for every performance
right or a cash payment.
The fair value at grant date of the Rights was independently determined. The Board of Directors of Genmin
regularly reviews and assesses the issued Rights and the management makes appropriate accounting
adjustments to reflect the results of the review and assessment.
Rights expensed
Granted during the year
Exercised-cash settled
Lapsed
Probability Adjustments
FX Translation
Rights expensed
2021
US$000
2020
US$000
264
(158)
(104)
(1,086)
(10)
(1,094)
464
-
(593)
218
-
89
2021 | Financial Report 51
84
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
For the year ended 31 December 2021
Key Management Personnel
Name
Options
Granted
Joe Ariti
1,200,000
1,200,000
1,200,000
1,200,000
Pietro Amico
360,000
480,000
360,000
Michael Arnett
400,000
400,000
400,000
400,000
Brian van Rooyen
300,000
300,000
300,000
300,000
Vesting Conditions
Definition in total at the Baniaka and Baniaka West projects of
>150Mt of DSO Inferred Mineral Resource, where DSO means
Detrital/Channel iron deposits, Powder Ore and Intact Hematite
Ore
Changes during
the year
Exercised
Entering
Agreements for the Baniaka Iron Ore Project
into substantive Rail and Port
Infrastructure
Lapsed
Asset growth through the acquisition of key projects with
significant value uplift (as determined by an independent party)
Shareholder exit whereby the Company is acquired for an
amount in excess of US$200million is achieved
Grant of a Mining Permit and entering into the Mining
Convention for the Baniaka Iron Ore Project by 30 June 2023.
Building a brand name in Gabon and messaging to Government
and other stakeholders of the Company's plans and programs
and how best to implement to ensure the Company achieves its
goals. The achievement of this condition will be subjectively
assessed by the Board (other than the recipient and at its
discretion) in December 2020.
Note: In light of the Covid-19 travel restrictions, the Board of
Genmin review the vesting conditions and changed the
assessment date from December 2020 to “six months from the
date that normal travel recommences in and out of Gabon”. The
Board assumes that the normal travel date is 1 July 2021.
Assisting in achieving either: a project financing outcome once
the Mining Permit is granted; or, an exit at an amount in excess
of US$300 million for shareholders of the Company before 31
December 2023.
The Company achieving a 30-day VWAP of at least $0.70 per
Share
Completion of debt and equity financing for the Baniaka Iron Ore
Project by 30 June 2023
Commencement of production at the Baniaka Iron Ore Project
by 30 June 2024
Asset growth through the acquisition of key regional projects
resulting in a significant value uplift (as determined by an
independent party)
The Company achieving a 30-day VWAP of at least $0.70 per
Share
Completion of a positive Bankable Feasibility Study for the
Baniaka Iron ore Project by 31 December 2022
Completion of debt and equity financing for the Baniaka Iron Ore
Project by 30 June 2023
Commencement of production at the Baniaka Iron Ore Project
by 30 June 2024
Lapsed
Lapsed
Revised
Lapsed
Revised
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
2021 | Financial Report 52
85
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Name
Options
Granted
Zaiqian Zhang
250,000
250,000
250,000
250,000
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Vesting Conditions
Changes during
the year
Selection and implementation of a fit-for-purpose Enterprise
Resource Planning (ERP) system by 31 December 2021.
Completion of debt and equity financing for the Baniaka iron ore
project by 30 June 2023.
Develop, document and implement finance, accounting, IT and
tax policies for Libreville office by 30 June 2022.
Building further relationships and connections amongst Chinese
steel mills to position the Company's assets as African, products
identify potential sources of Chinese
as premium and
development finance. Success measured by the signing of three
(3) Letters of Intent / MoUs for product sale, by 31 March 2022.
Granted
Granted
Granted
Granted
Patrick McCole
300,000
Grant of a Mining Permit and entering into the Mining
Convention for the Baniaka Iron Ore Project by 31 December
2021.
Lapsed
300,000
Development, documentation and implementation of a Group
Compliance Policy Manual by 31 December 2020.
Exercised
2021 | Financial Report 53
86
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Non-Key Management Personnel
250,000
After completion of 2 years of continual service with the Company
Exercised
250,000
Declaration of a maiden Inferred Mineral Resource at the Bakoumba iron ore
project, for prospects subject to Auger drilling by 30 June 2022.
Revised
85,000
85,000
82,500
82,500
50,000
50,000
250,000
Completion of 2 years of continual service with the Company commencing 1
January 2020.
Vested/paid in cash
Completion of 2 years of continual service with the Company commencing 1
January 2020.
Lapsed
Transition of new Auditors in Australia and Gabon, the completion of the Group
2019 and 2020 Audits within the statutory time periods in each relevant
jurisdiction.
Vested/paid in cash
Development and documentation of a Group Accounting Policy Manual by 31
December 2020.
Paid in cash
Completion of 2 years of continual service with the Company commencing 1
January 2020.
Vested/paid in cash
Development and documentation of an Office Management Policy Manual by 31
December 2020.
Completion of the approved Baniaka diamond, RC and Auger drilling programs,
sample logging and preparation for geochemical analysis and despatch to
nominated analytical laboratory(ies) by 31 December 2021.
Paid in cash
Granted
250,000
Completion of the Baniaka Preliminary Feasibility Study by 31 March 2022.
Granted
250,000
250,000
250,000
250,000
250,000
Development of a geometallurgical model that can be used in resource block
modelling to assign value criteria (yield, Fe grade, quality), for use in subsequent
mine planning by 31 March 2022.
Declaration of a Maiden Inferred Mineral Resource at the Bakoumba Iron Ore
Project for prospects subject to Auger drilling by 30 June 2022.
Successful and cost-effective exit from the current corporate office in West Perth,
and successful and cost-effective entry into a new CBD corporate office by 31
October 2021.
Expose and connect Genmin to potential retail and green focused institutional
shareholders through digital investor relations, and green repositioning by 31
March 2022.
In conjunction with the CEO, develop, and then implement, ESG data collection
across the organisation, and reporting externally to shareholders, potential
shareholders and stakeholders.
Granted
Granted
Granted
Granted
Granted
250,000
Completion of the Baniaka Preliminary Feasibility Study by 31 March 2022.
Granted
250,000
250,000
250,000
Completion of a positive Bankable Feasibility Study for the Baniaka Iron Ore
Project by 31 December 2022.
Completion of negotiations and drafting of a substantive rail and port infrastructure
agreement for the Baniaka Iron Ore Project by 31 December 2021.
Completion of the Baniaka Iron Ore Project Social and Environmental Impact
Assessment by 31 December 2022.
Granted
Granted
Granted
2021 | Financial Report 54
87
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
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88
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
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89
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
15.4 Reserves
Rights reserve
Foreign currency translation reserve
Acquisition of NCI Reserve
Options Reserve reserves
Balance as at 31 December 2021
16. Cash flow reconciliation
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
2021
US$000
2020
US$000
(264)
2,326
1,385
(871)
2,576
(2,058)
971
1,385
-
298
2021
US$000
2020
US$000
Reconciliation of cash flows from operating activities
Loss for the period
Non-cash flows in loss from ordinary activities
(3,993)
(2,812)
Changes in performance rights
Depreciation expense
Impairment on exploration assets
Reversal of prepayment write off
Foreign currency (gain)/loss
Embedded derivative
Finance/Interest costs
Government Cash Flow Boost
Loss on transfer of asset
Changes in operating assets and liabilities
(Increase)/decrease in receivables
Decrease/(increase) in prepayments
Increase/(decrease) in payables
(1,164)
196
-
(35)
(53)
(334)
94
-
257
(51)
(57)
(156)
89
82
7
-
7
334
-
69
-
(31)
3
130
Net cash flows used in operating activities
(5,296)
(2,122)
2021 | Financial Report 57
90
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
17. Convertible Notes
Proceeds from issue of convertible notes
Embedded derivative
Embedded derivative - unwound
Establishment fee
Establishment fee unwound during the period
Interest expense
Conversion into shares
2021
US$
2020
US$
3,000,000
(583,789)
(583,789)
(60,000)
60,000
207,863
(3,207,863)
3,000,000
(583,789)
333,594
(60,000)
34,286
99,370
-
Carrying amount of liability as at 31 December 2021
-
2,823,461
On 1 May 2020, Genmin signed the Convertible Note Deed (Deed) with Tembo Capital Mining Fund LP
(Tembo Fund). The Deed was approved by Genmin’s shareholders at the 2020 Annual General Meeting.
The key terms of the Deed are as follows:
• Genmin to raise up to US$3m by issuing up to 30,000 unsecured convertible note to Tembo Fund at
a face value of US$100 each, convertible into fully paid ordinary shares of Genmin (Facility);
• An establishment fee of 2% and interest rate of 10% per annum is payable on the Facility;
• The Facility has a Maturity Date of 30 June 2021, and the Repayment Amount will be due and payable
on 31 December 2021.
• Subject to certain regulatory approvals, Tembo Fund may elect to convert the notes into conversion
shares at the conversion price, which will equal or higher of:
o 100% subtract the 15% discount rate then multiplied by the price per share payable on the
basis of the fair market value that is determined by an independent expert and;
the floor price, which is US$0.15 per share.
o
Tembo Fund retrospectively received the Foreign Investment Review Board (FIRB) approval of the Deed on
25 November 2020 and accordingly, Genmin recognised the embedded derivative. Prior to receiving the
FIRB approval, Genmin treated the Facility as an unsecured debt.
Contemporaneous with the IPO and capital raising, Tembo Fund converted the Facility into ordinary shares
pursuant to the Tembo Fund Offer set out in the Prospectus
18. Earnings per share
2021
US$000
2020
US$000
Earnings used in calculating earnings per share
Earnings attributable to ordinary shareholders of the parent
(3,985)
(2,805)
Weighted average number of shares
No. of shares
No. of shares
Ordinary shares used in calculating basic earnings per share
383,764,615
299,791,374
Earnings per share
Basic Earnings per share
(1.038) cent
(0.936) cent
2021 | Financial Report 58
91
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
19. Related party transactions
The related parties are defined as AASB 124 para. 9. A related party transaction is a transfer of resources,
services or obligations between a reporting entity and a related party, regardless of whether a price is charged.
19.1 Transactions with key management personnel
Transactions with key management personnel
Short-term employee benefits
Long-term employee benefits
Post employment benefits
Share based payments
Total Remuneration
19.2 Transactions with controlling shareholder
2021
US$000
2020
US$000
644
5
42
(989)
(298)
399
6
31
23
(459)
Tembo Capital Mining Fund LP (Tembo Fund), through its wholly owned subsidiary, Ndovu Capital I B.V.
holds 61.3% of Genmin, which makes Tembo Fund a controlling shareholder of the Group.
Genmin and Tembo Fund entered into the Convertible Note Deed (Deed) on 1 May 2020 and more information
can be found in Note 17 Convertible Notes.
As stated in section 6.8 Tembo Offer of the Prospectus dated 9 February 2021, the amount owning to Tembo
Fund under the Deed, being US$3,207,863 was converted into 12,253,105 ordinary shares.
After the IPO, Tembo Fund holds 248,228,257 ordinary shares of Genmin.
20. Commitments and Contingencies
Exploration expenditure commitments
Republic of Gabon prescribes minimum annual expenditure obligations for Exploration Licence. The Company
expects it will be able to meet any expenditure obligations imposed for any of the Exploration Licences that it
holds in the normal course of operations. If any expenditure obligations are not met, then the Company has
the ability to request a waiver of these obligations or to negotiate amended obligations for the remaining term
of the Exploration Licence or relinquish the Exploration Licence. The current total commitment over the next
three years is around US$2.5m.
Contingencies – Tax Audit on Genmin Congo
The Tax Authority in Republic of Congo conducted a tax audit on Genmin Congo SA for the calendar years
2017 and 2018. On 26 November 2021, the Tax Authority issued the Amended Confirmation of Adjustment,
and it states the amount owed to the Tax Authority is XAF 127,550,302 FCFA (US$220,534). Upon receiving
a Collection Notice, Genmin Congo will have three months to file an application to dispute the tax audit findings.
At the time of this report, Genmin Congo has not received the Collection Notice and intends to dispute the
audit findings once it receives the Collection Notice.
2021 | Financial Report 59
92
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
21. Financial instrument risk
21.1 Risk management objectives and policies
The Group’s principal financial instruments comprise of cash. The main purpose of these financial instruments
is to provide working capital for the Group and to fund its operations.
The Group does not actively engage in the trading of financial assets for speculative purposes. The most
significant financial risks to which the Group is exposed are described below.
21.2 Liquidity risk
The Group manages liquidity risk by monitoring cash levels on an ongoing basis against budget and forecast
cash flows. The Group’s operations require it to raise capital to fund its exploration program.
21.3 Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the group. All cash balances held at banks are held at internationally recognised institutions.
21.4 Interest rate risk
The Group has minimal interest rate risk arising from cash and cash equivalents held as funds are held in US$
and converted to AU$ as required. Interest payable on US$ deposits is negligible.
21.5 Foreign currency risk
As a result of the Group operating overseas (Gabon), the Group is exposed to foreign exchange risk from
commercial transactions and recognised assets denominated in a currency that is not the Group’s functional
currency. The Group also has transactional currency exposures. Such exposure arises from purchases by an
operating entity other than the Group’s functional currency. The Group does not enter into forward foreign
exchange contracts or any other forms of foreign currency protection instruments and does not have a hedging
policy.
22. Fair value measurement
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped
into three levels of a fair value hierarchy. The three levels are defined based on the observability of significant
inputs to the measurement, as follows:
• Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities
• Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or
liability, either directly or indirectly
• Level 3: Unobservable inputs for the asset or liability.
2021 | Financial Report 60
93
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
The following table shows the levels within the hierarchy of financial assets and liabilities measured at fair
value on a recurring basis:
2021
US$000
2020
US$000
Fair value measurement of financial instruments
Embedded derivative - Convertible Note - Level 3
Total
-
-
584
584
The Group has recognised a retrospective embedded derivative upon receiving FIRB approval on 25
November 2020 (see Note 17). Genmin commissioned an independent valuation consultant to provide an
indicative share price for the purpose of the performance rights. Genmin used the same valuation methodology
and parameters to calculate the value of the embedded derivative for accounting purposes.
In the absence of an active market for an identical liability, the Group has selected a valuation technique that
is appropriate in the circumstances and for which sufficient data is available to measure fair value.
An income approach has been used to convert estimated future cash flows into a single discounted present
value. The derivative was subsequently remeasured at reporting date will not change in value.
23. Capital management
When managing capital, the Board’s objective is to ensure the Group continues as a going concern as well as
to maximise the returns to shareholders and benefits for other stakeholders. The Board also aims to maintain
a capital structure that ensures the lowest cost of capital available to the entity.
The Board is constantly reviewing the capital structure to take advantage of favourable costs of capital or high
return on assets. As the market is constantly changing, the Board may issue new shares, return capital to
shareholders or sell assets.
2021 | Financial Report 61
94
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
24. Parent entity information
Information relating to Genmin (the Parent Entity):
Statement of Financial Position
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Issued Capital
Reserves
Accumulated Losses
Total Equity
Statement of profit or loss and other comprehensive income
Loss for the year
Other comprehensive loss
Total comprehensive loss
2021
US$000
2020
US$000
12,688
23,981
36,669
323
165
488
879
24,299
25,178
3,518
-
3,518
36,181
21,660
61,824
370
(26,013)
36,181
37,131
1,292
(16,763)
21,660
(2,373)
(1,959)
-
-
(2,373)
(1,959)
2021 | Financial Report 62
95
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
25. Segment Information
For management purposes, Genmin is organised into business units based on its geographical location and
the nature of activities. Genmin has two (2) business units, and they are:
• Gabon Exploration; and
• Corporate.
For the year ended 31 December 2021
Continuing operations
Other income
Total Other income
Corporate expenses
Depreciation expense
Other expenses
Loss before income tax
Income Tax Expense
Loss after income tax
For the year ended 31 December 2020
Continuing operations
Other income
Total Other income
Corporate expenses
Depreciation expense
Impairment
Other expenses
Loss before income tax
Corporate
US$000
Gabon
Exploration
US$000
Consolidated
Eliminations
US$000
Total
US$000
35
35
(1,660)
(56)
(4)
(1,685)
-
-
(477)
(140)
(1,691)
(2,308)
-
-
(1,685)
(2,308)
-
-
-
-
-
-
-
-
35
35
(2,137)
(196)
(1,695)
(3,993)
-
(3,993)
Corporate
US$000
Gabon
Exploration
US$000
Consolidated
Eliminations
US$000
Total
US$000
70
70
(2,218)
(33)
-
(376)
(2,557)
-
-
(160)
(49)
(7)
(39)
(255)
-
-
-
-
-
-
-
70
70
(2,378)
(82)
(7)
(415)
(2,812)
2021 | Financial Report 63
96
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
As at 31 December 2021
Assets
Current
Cash and cash equivalents
Trade and other receivables
Inventory
Prepayments
Total current assets
Non-current
Property, plant and equipment
Exploration and evaluation assets
Other Intangible Assets
Right of Use Asset
Total non-current assets
Total assets
Liabilities
Current
Trade and other payables
Lease Liabilities
Current liabilities
Non-Current
Lease Liabilities
Non-Current liabilities
Total liabilities
Net assets
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Corporate
US$000
Gabon
Exploration
US$000
Consolidated
Eliminations
US$000
Total
US$000
12,510
110
-
94
12,714
70
122
395
256
843
238
18
31
555
842
394
27,843
-
10
28,247
13,557
29,089
281
94
375
165
165
1,315
11
1,326
-
-
540
1,326
13,017
27,763
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
12,748
128
31
649
13,556
464
27,965
395
266
29,090
42,646
1,596
105
1,701
165
165
1,866
40,780
2021 | Financial Report 64
97
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
As at 31 December 2020
Assets
Current
Cash and cash equivalents
Trade and other receivables
Financial assets
Prepayments
Total current assets
Non-current
Property, plant and equipment
Exploration and evaluation assets
Other Intangible Assets
Right of Use Asset
Total non-current assets
Total assets
Liabilities
Current
Trade and other payables
Lease Liabilities
Convertible Note
Embedded Derivative
Current liabilities
Non-Current
Lease Liabilities
Non-Current liabilities
Total liabilities
Net assets
Financial Report
Notes to Consolidated Financial Statements
for the year ended 31 December 2021
Corporate
US$000
Gabon
Exploration
US$000
Consolidated
Eliminations
US$000
Total
US$000
798
72
-
37
907
8
122
395
18
543
70
6
-
47
123
240
24,789
-
61
25,090
1,450
25,213
496
17
2,823
584
3,920
-
-
319
57
-
-
376
9
9
3,920
385
(2,470)
24,828
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
868
78
-
84
1,030
248
24,911
395
79
25,633
26,663
815
74
2,823
584
4,296
9
9
4,305
22,358
26. Events after the reporting date
There has not been any other matter or circumstance that has arisen after balance date that has significantly
affected, or may significantly affect, the operations of the Group, the results of those operations or the state of
affairs of the Group in future periods.
2021 | Financial Report 65
98
GENMIN LIMITED | NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT 2021
Directors’ Declaration
Directors’ Declaration
The Directors of the Group declare that:
1. The financial statements and notes, as set out on pages 63 to 98, are in accordance with the Corporations Act
2001:
a) Comply with Accounting Standards as described in Note 1 to the financial statements, the Corporations
Regulations 2001 and other mandatory professional reporting requirements; and
b) Give a true and fair view of the financial position as at 31 December 2021 and of the performance for the
year ended on that date of the Group in accordance with the accounting policies described in Note 1 to the
financial statements; and
2. There are reasonable grounds to believe that the Group will be able to pay its debts as and when they become
due and payable.
3. This declaration has been made after receiving the declarations required to be made to the directors by the CEO
and CFO in accordance with section 295A of the Corporations Act 2001 for the year ended 31 December 2021.
This declaration is made in accordance with a resolution of the Board of Directors.
Michael Arnett
Non-Executive Chairman
Perth, Western Australia
30 March 2022
2021 | Financial Report 66
99
GENMIN LIMITED | DIRECTORS’ DECLARATIONANNUAL REPORT 2021
Independent Auditor’s Report
Independent Auditor’s Report
2021 | Financial Report 67
100
GENMIN LIMITED | INDEPENDENT AUDITOR’S REPORTANNUAL REPORT 2021
Independent Auditor’s Report
2021 | Financial Report 68
101
GENMIN LIMITED | INDEPENDENT AUDITOR’S REPORTANNUAL REPORT 2021
Independent Auditor’s Report
2021 | Financial Report 69
102
GENMIN LIMITED | INDEPENDENT AUDITOR’S REPORTANNUAL REPORT 2021
Independent Auditor’s Report
2021 | Financial Report 70
103
GENMIN LIMITED | INDEPENDENT AUDITOR’S REPORTANNUAL REPORT 2021
Independent Auditor’s Report
2021 | Financial Report 71
104
GENMIN LIMITED | INDEPENDENT AUDITOR’S REPORTANNUAL REPORT 2021
Independent Auditor’s Report
2021 | Financial Report 72
105
GENMIN LIMITED | INDEPENDENT AUDITOR’S REPORTANNUAL REPORT 2021
Additional ASX Information
Additional information required by the ASX Listing Rules not disclosed elsewhere in this Annual Report is set out below.
1. Shareholdings
The issued capital of the Group as at 31 March 2022 was 404,708,831 ordinary fully paid shares, of which 282,287,850
quoted on the ASX and 122,420,981 are unquoted.
All issued ordinary fully paid shares carry one vote per share. Options or Performance Rights do not carry any voting rights.
Distribution Schedules as at 31 March 2022
Fully Paid Ordinary Shares – main class (ASX: GEN and ASX: GENAA)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
18
83
81
240
105
527
Units
2,616
284,335
653,844
9,475,083
394,292,953
404,708,831
% Units
0.00
0.07
0.16
2.34
97.43
100.00
Unquoted Equity Securities
Main Class Unquoted Securities
ORDINARY FULLY PAID RESTRICTED (ASX: GENAA)
Total holders
Units
% Units
0
0
0
0
3
3
0
0
0
0
122,420,981
122,420,981
0.00
0.00
0.00
0.00
100.00
100.00
Units
% Units
107,035,569 87.43%
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Holders that have 20% or more
Rank
Name
1
NDOVU CAPITAL I B V
106
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021 Options
OPTIONS EXPIRING 31/01/2023 @US$0.15 (ASX: GENAJ)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
5
5
0
0
0
0
1,254,479
1,254,479
0.00
0.00
0.00
0.00
100.00
100.00
Holders that have 20% or more
Rank
Name
1
2
SOUTH DURRAS PTY LTD
RALSTEN PTY LTD
OPTIONS EXPIRING 31/07/2024 @US$0.15 (ASX: GENAM)
Units
% Units
500,000
39.86
354,479
28.26
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Holders that have 20% or more
Rank
Name
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
280,000
280,000
0.00
0.00
0.00
0.00
100.00
100.00
1
SHANE RAYMOND VOLK + STEPHANIE VYATRI SITUMORANG
Units
% Units
280,000
100.00
OPTIONS EXPIRING 14/08/2022 @AU$0.04 ESCROWED TILL 10/03/2023 (ASX: GENAG)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
4,800,000
4,800,000
0.00
0.00
0.00
0.00
100.00
100.00
107
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021 Holders that have 20% or more
Rank
Name
1
GIUSEPPE VINCE ARITI
Units
% Units
4,800,000
100.00
OPTIONS EXPIRING 07/03/2026 @AU$0.442 ESCROWED TO 10/03/2023 (ASX: GENAN)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
2
2
0
0
0
0
5,000,000
5,000,000
0.00
0.00
0.00
0.00
100.00
100.00
Holders that have 20% or more
Rank
Name
1
1
BELL POTTER NOMINEES LTD
FOSTER STOCKBROKING NOMINEES PTY LTD
Units
% Units
2,500,000
50.00
2,500,000
50.00
OPTIONS EXPIRING 06/06/2022 @AU$0.04 ESCROWED TO 10/03/2023 (ASX: GENAF)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Holders that have 20% or more
Rank
Name
1
GIUSEPPE VINCE ARITI
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
124,403
124,403
0.00
0.00
0.00
0.00
100.00
100.00
Units
% Units
124,403
100.00
108
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021 OPTIONS EXPIRING 14/08/2022 @AU$0.04 (ASX: GENAH)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Rounding
Total
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
1,000,000
1,000,000
0.00
0.00
0.00
0.00
100.00
0.00
100.00
Holders that have 20% or more
Rank
Name
1
SOUTH DURRAS PTY LTD
Units
% Units
1,000,000
100.00
OPTIONS EXPIRING 31/07/2024 @US$0.15 ESCROWED TILL 10/03/23 (ASX: GENAL)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
250,000
250,000
0.00
0.00
0.00
0.00
100.00
100.00
Holders that have 20% or more
Rank
Name
1
FOSTER STOCKBROKING NOMINEES PTY LTD
Units
% Units
250,000
100.00
Performance Rights
PERFORMANCE RIGHTS EXP 31/12/2022 (ASX: GENAE)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
250,000
250,000
0.00
0.00
0.00
0.00
100.00
100.00
109
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021
PERFORMANCE RIGHTS EXPIRING 14/12/2024 (ASX: GENAE)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
4
4
0
0
0
0
3,750,000
3,750,000
0.00
0.00
0.00
0.00
100.00
100.00
PERFORMANCE RIGHTS EXPIRING 26/05/2025 (ASX: GENAE)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
2
2
0
0
0
0
2,800,000
2,800,000
0.00
0.00
0.00
0.00
100.00
100.00
PERFORMANCE RIGHTS EXPIRING 22/06/2024 ESCROWED UNTIL 10/03/2023 (ASX: GENAO)
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over
Total
Total holders
Units
% Units
0
0
0
0
1
1
0
0
0
0
720,000
720,000
0.00
0.00
0.00
0.00
100.00
100.00
2. Unmarketable Parcels
Based on the closing share price of 31 March 2022 (AU$0.19), there were 47 holders of less than a marketable parcel of
Genmin’s main class of securities
110
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021 3. Top 20 Shareholders of quoted equity securities (ASX: GEN)
as at 31 March 2022
Rank
Name
NDOVU CAPITAL I B V
NATIONAL NOMINEES LIMITED
Units
141,192,688
12,500,000
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
CS THIRD NOMINEES PTY LIMITED
10,078,194
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
SANDHURST TRUSTEES LTD
SANDINI PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
CITICORP NOMINEES PTY LIMITED
SOUTH DURRAS PTY LTD
MR KENNETH JOSEPH HALL
CARJAY INVESTMENTS PTY LTD
E-TECH CAPITAL PTY LTD
PRECISION OPPORTUNITIES FUND LTD
MR SHANE RAYMOND VOLK
OAM (MIDDLE EAST) LTD
YJC INVESTMENTS PTY LTD
9,970,636
9,828,308
7,352,941
6,389,121
6,350,741
4,585,000
4,500,000
4,368,238
3,838,658
3,175,000
3,163,182
3,000,000
2,063,779
FOSTER CAPITAL NZ LIMITED
2,050,000
MR SHANE RAYMOND VOLK + MRS STEPHANIE VYATRY SITUMORANG
BNP PARIBAS NOMS PTY LTD
1,662,999
1,619,483
1,500,000
20
MR KIM BISCHOFF
4. Securities subject to escrow
% Units
50.02%
4.43%
3.57%
3.53%
3.48%
2.60%
2.26%
2.25%
1.62%
1.59%
1.55%
1.36%
1.12%
1.12%
1.06%
0.73%
0.73%
0.59%
0.57%
0.53%
ASX Code
Description
Escrow Type
Units
Escrow End
ASX: GEN
ORDINARY FULLY PAID
Voluntary
128,939,583
10 March 2023
ASX: GENAA ORDINARY FULLY PAID RESTRICTED
Mandatory
122,420,981
10 March 2023
ASX: GENAG OPTIONS EXPIRING 14/08/2022 @AU$0.04
Mandatory
4,800,000
10 March 2023
ASX: GENAN OPTIONS EXPIRING 07/03/2026 @AU$0.442
Mandatory
5,000,000
10 March 2023
ASX: GENAF OPTIONS EXPIRING 06/06/2022 @AU$0.04
Mandatory
124,403
10 March 2023
ASX: GENAL OPTIONS EXPIRING 31/07/2024 @US$0.15
Mandatory
250,000
10 March 2023
ASX: GENAO PERFORMANCE RIGHTS EXPIRING 22/06/2024
Mandatory
720,000
10 March 2023
111
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021 5. Top 20 Shareholders of main class of securities
(ASX: GEN and ASX: GENAA) as at 31 March 2022
Rank
Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
NDOVU CAPITAL I B V
GIUSEPPE VINCE ARITI
NATIONAL NOMINEES LIMITED
CS THIRD NOMINEES PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
SANDHURST TRUSTEES LTD
SANDINI PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
CITICORP NOMINEES PTY LIMITED
SOUTH DURRAS PTY LTD
MR KENNETH JOSEPH HALL
CARJAY INVESTMENTS PTY LTD
E-TECH CAPITAL PTY LTD
PRECISION OPPORTUNITIES FUND LTD
MR SHANE RAYMOND VOLK
OAM (MIDDLE EAST) LTD
FOSTER STOCKBROKING NOMINEES PTY LTD
YJC INVESTMENTS PTY LTD
FOSTER CAPITAL NZ LIMITED
20
MR SHANE RAYMOND VOLK + MRS STEPHANIE VYATRY SITUMORANG
Totals: Top 20 holders of ORDINARY FULLY PAID SHARES (Total)
Total Remaining Holders Balance
Units
% Units
248,228,257
61.34
14,238,808
12,500,000
10,078,194
9,970,636
9,828,308
7,352,941
6,389,121
6,350,741
4,585,000
4,500,000
4,368,238
3,838,658
3,175,000
3,163,182
3,000,000
2,294,118
2,063,779
2,050,000
1,662,999
3.52
3.09
2.49
2.46
2.43
1.82
1.58
1.57
1.13
1.11
1.08
0.95
0.78
0.78
0.74
0.57
0.51
0.51
0.41
359,637,980
45,070,851
88.86
11.14
6. Substantial Shareholders (As at 31 March 2022)
Rank
Name
1
2
GENMIN LIMITED
NDOVU CAPITAL I B V
Units
% Units
251,360,564
248,228,257
62.11
61.34
Note: Genmin Limited is deemed to have a substantial shareholder interest by virtue of being a party to the escrow restriction
agreements that creates a technical relevant interest in its own shares. However, Genmin Limited has no right to acquire these shares or to
control the voting rights attaching to these shares.
112
GENMIN LIMITED | ADDITIONAL ASX INFORMATIONANNUAL REPORT 2021 7. Exploration License Holding
Licence Name
Licence Number
Registered Holder Location
Genmin Interest
(%)
Baniaka
G2-537
Baniaka West
G2-572
Bakoumba
Mafoungui
G2-511
G7-535
Minvoul
G9-512
Bitam
G9-590
Reminac
Remianc
Gabon
Gabon
Kimin Gabon SA Gabon
Reminac
Azingo
Gabon SA
Azingo
Gabon SA
Gabon
Gabon
Gabon
100%
100%
100%
100%
100%
100%
Note: All of the Registered Holders are wholly-owned subsidiaries of Genmin Limited.
Nature of interest
Registered owner
Registered owner
Registered owner
Registered owner
Registered owner
Registered owner
Licence Schedule
Project
Licence
Name
Licence
Number
Genmin
Interest
%
Baniaka
Bakoumba
Minvoul/
Bitam
Baniaka
G2-537
Baniaka-West G2-572
Bakoumba
G2-511
Mafoungui
G7-535
Minvoul
G9-512
Bitam
G9-590
100
100
100
100
100
100
Area
(km2)
Date
Granted
End Date
Article 1021
End Date
Licence1
Endorsement
774 26-Sep-12
25-Sep-212
01-Aug-22
107 12-May-14
11-May-23
17-Dec-23
1,029 26-Jan-12
25-Jan-213
24-Apr-213
Fe
Fe
Fe
535 31-Dec-12
30-Dec-184
08-Mar-244 Fe, Ni, Au, PGE
1,362 21-Jun-12
20-Jun-215
20-Jun-215
Fe
1,463 4-Apr-16
3-Apr-226
17-Dec-23
Fe, Cu, Au
Total
5,270
Notes:
1 Ministerial Orders which grant or renew a Licence carry a provision that it is valid for three (3) years from the date of the Order. Article 102
of the 2019 Mining Code sets out a Licence is valid for three (3) years, renewable twice more for three (3) years. The Company considers
the three (3) year terms are consecutive, with the Licence end date occurring nine (9) years after the date granted. Where significant
time elapses for the approval of a renewal, a divergence occurs between the end date set out in the Licence and the 2019 Mining Code.
2 An application for a six (6) year extension to the third term of Baniaka was submitted on 23 June 2021 in accordance with Article 111 of
the 2019 Mining Code. Extensions are permissible where a mineral substance has been discovered to provide the time necessary to
continue technical, economic and commercial assessments.
3 An application for a six (6) year extension of the third term of Bakoumba was lodged on 21 October 2020 in accordance with Article 111 of
the 2019 Mining Code.
4 The second renewal of Mafoungui was granted on 9 March 2021. Concurrent with renewal the endorsement was changed to include
gold, silver, nickel, copper, chromium and platinum group elements (PGE), and the licence area was reduced to 535km2.
5 An application for the extension of the third term of Minvoul was lodged on 19 March 2021 in accordance with Article 111 of the 2019
Mining Code.
6 An application for the second renewal of Bitam was lodged on 21 December 2021.
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