Corporate Directory
Above photo: Narraburra REE Diamond drillhole GNBDD0022
4m @ 2,354ppm TREO from 52m, inc 2m @ 4,494ppm from 52m
ABN 13 633 779 950
Directors
Mr Jeremy Read
Non-Executive Chair
Ms Jeneta Owens
Managing Director
Dr Christopher Hartley
Non-Executive Director
(Appointed 9 Jan 2023)
Amanda Sparks Non-Executive Director
(Appointed 9 Jun 2023)
Company Secretary and
Chief Financial Officer
Ian Morgan
Registered and Business Office
Unit 13, 11-19 William Street
Orange NSW 2800
Postal Address
PO Box 9497, Orange East NSW 2800
Godolphin Head Office
Phone +61 2 6318 8144
Email
info@godolphinresources.com.au
Web www.godolphinresources.com.au
Securities Exchange
Australian Securities Exchange (ASX)
ASX Codes: GRL and GRLO
Securities Registry
Automic Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000
Phone
(within Australia): 1 300 288 664
(outside Australia): +61 2 9698 5414
Auditor
Dry Kirkness (Audit) Pty Ltd
Ground Floor, 50 Colin Street
West Perth WA 6005
Table of Contents
Chair’s Letter.................................................1
Review of Operations and Outlook ...............3
ESG Report ..................................................14
Directors’ Report.........................................21
Consolidated Statement of Profit or Loss
and Other Comprehensive Income .............41
Consolidated Statement of
Financial Position ........................................42
Consolidated Statement of
Changes in Equity........................................43
Consolidated Statement of Cash Flows.......44
Notes to the Financial Statements..............45
Directors’ Declaration .................................80
Auditor’s Independence Declaration ..........81
Independent Auditor’s Report ....................82
Additional Shareholder Information ...........86
Cover photos: Godolphin drilling at the highly prospective
Goodrich Prospect tenement. Goodrich rock chip assay
GRR0366 – 1.54% Cu, 0.15g/t Au, 7.67g/t Ag
Godolphin Resources Limited
Chair’s Letter
Dear Shareholders,
It’s my pleasure to present Godolphin Resources Limited’s Annual Report for the year ended 30 June 2023.
This has been a year where we have aggressively explored our portfolio of projects, achieving several key operational milestones which
established Godolphin as a leading ASX mineral exploration company, with an emerging portfolio of copper, gold and rare earths projects.
The milestones we achieved in FY23 were in line with the Company’s stated strategy of building a pipeline of exploration projects targeting
critical minerals that will play a central role in the ongoing global transition towards green energy and technology solutions. Over the
past several years our pipeline of projects has been expanded from covering greenfields conceptual projects, to more advanced projects
with defined mineral resources. Godolphin has a dominant tenement position within the highly prospective Lachlan Fold Belt in central
west NSW and we have accelerated our generative work to develop new drill targets on our copper-gold tenements. In addition, we are
continually looking for value adding projects to enhance our portfolio.
Heading into FY23, Godolphin’s value proposition was defined by its multi-channel development pathway which was designed to unlock
value across the Company’s project suite in central and western NSW and Qld. These included the Narraburra Rare Earths Project in the
NSW Lachlan Fold Belt, which Godolphin entered into via a farm-in agreement in alignment with its focus on green energy metals.
This targeted exploration approach resulted in one of the Group’s key operational highlights in FY23, being the definition of a Mineral
Resource on the Narraburra project, following execution of a 2-phase, 31-hole diamond core drill program. With assay results from the
drill program, Godolphin was able to declare a maiden JORC 2012-compliant Mineral Resource Estimate (MRE) of 94.9 million tonnes at
739ppm Total Rare Earth Oxides (TREO) with a higher-grade component of 20 million tonnes at 1,079ppm TREO. This maiden MRE marked
a significant increase in tonnage, grade and resource category of the Narraburra Rare Earth Element (REE) Project, with a 126% uplift in
TREO grade and a 30% increase in tonnage from the previous JORC 2004-compliant resource. Importantly, 50% of the Mineral Resource
was classified as Indicated in accordance with the 2012 JORC Code. Initial metallurgical results were also highly promising, and Narraburra
now represents a valuable asset within the Godolphin portfolio with significant low-cost, near-term development potential.
Our success at Narraburra is an example of the consistent execution by the Godolphin Board and management team with respect to our
targeted development strategy to unlock value from the project portfolio.
Narraburra Rare Earth Project
1
Godolphin Resources Limited
Chair’s Letter continued
Pleasingly, further strong results from our exploration programs have continued post
year-end, where the team observed visible copper from the initial two-phase drill
program at the 100% owned Goodrich Prospect, which sits within Godolphin’s larger
Yeoval tenement. These results position the Company with strong momentum to
continue advancing its core projects heading into the 2024 financial year, with REE and
copper projects that are in direct alignment with our targeted green metals strategy.
The Godolphin Board and management team remain focussed on the overall company
development strategy, which resulted in the Board evolving during the past year,
bringing a wider diversity of skills. We were pleased to appoint both Dr Chris Hartley
and Ms Amanda Sparks during the period as Non-Executive Directors. Chris has a strong
background in process metallurgy, with significant worldwide experience in the
development of critical minerals and base metal projects. Amanda, with over 30 years
of corporate and management experience in the resources industry, will also add
valuable insights at Board level as Godolphin continues to advance its exploration
portfolio. We were also able to retain access to the skills and knowledge of Mr Ian
Buchhorn, who continues with Godolphin as a Technical advisor to the Board. I feel
very confident that the Company has the management and board skills to manage the
transition in the near future from explorer to project developer, which will be critical to
capturing value from our portfolio of projects.
As Godolphin embarks on its next phase of growth in the 2024 financial year, the
Company remains well capitalised following the successful completion of both a Share
Placement and Entitlement Offer in July and August 2023. The initial funds raised from
the placement have been deployed to advance exploration at Narraburra, where
ongoing drilling and metallurgical works are underway ahead of commencing a planned
Scoping Study.
Godolphin is now uniquely positioned as an Australian-based explorer with multiple
assets that are highly prospective for the critical mineral industries of the future. As
these projects continue to advance, the Company has an opportunity to add material
value for our shareholders and I’d like to take this opportunity to thank our new and
existing investors for their support, feedback and ongoing interest in our projects.
Goodrich Copper Prospect
I would also like to again extend my sincere thanks to the Godolphin management team and our extended workforce, who continued to
work diligently throughout the 2023 financial year. The Company remains ably led by our Managing Director, Jeneta Owens, who oversaw
the planning and execution of the exploration programs which allowed the Company to achieve its major milestones during the year. We
are particularly excited about the near term opportunities for Godolphin through rapidly progressing the Narraburra and Yeoval prospects,
and as a team we look forward to providing our investors with more, strong, operational and development updates as the year progresses.
Mr Jeremy Read
Chair
2
Godolphin Resources Limited
Review of Operations and Outlook
Godolphin Resources Limited is pleased to provide the following update on operations for the 12-month period ended 30 June 2023. The
FY23 year was highlighted by a number of key developments across the Group’s multi commodity exploration portfolio, with details of
each project listed below.
Rare Earth Element Projects
Figure 1: Location of REE focussed tenements in NSW and Qld.
Narraburra Rare Earth Project Joint Venture
During the period, Godolphin completed a 2-Phase, 31-hole diamond core drill program to test for REE mineralisation and assess the
potential for a considerably larger REE system than had been previously defined at Narraburra1 2 3. Data from all 31 drill-holes was used to
subsequently deliver a maiden Mineral Resource Estimate at Narraburra, in accordance with the 2012 JORC Code4. The drilling of diamond
core also provided samples that were suitable for use with initial metallurgical test work, focussed on the leachability of some of the
weathered horizons across the project area5.
1. Refer ASX: GRL announcements dated 11 April 2022 “Diamond Drill Results Confirm Narraburra Rare Earth and Rare Metal Project To Be Highly Prospective”
2 Refer ASX: GRL announcements dated 13 December 2022 “Diamond Drilling Highlights Narraburra REE Outside Existing Mineralisation”
3 Refer ASX: GRL announcements dated 18 January 2023 “Drilling Confirms Narraburra's Rare Earth and Rare Metal Potential”
4 Refer ASX: GRL announcements dated 19 April 2023 and 21 April 2023 “Major Increase to Mineral Resource Estimate and Resource Upgrade Highlights Narraburra as
a Rare Earth Project of National & International Significance”
5 Refer ASX: GRL announcements dated 5 April 2023 “Leach Testing Highlights Exceptional Narraburra Recoveries”
3
Godolphin Resources Limited
Review of Operations and Outlook continued
Significant REE intercepts >1,000ppm TREO1 from the diamond drilling included:
• GNBDD001 - 10m @ 1,027 ppm TREO from 46m
• GNBDD009 - 2m @ 1,238 ppm TREO from 15m
• GNBDD011 – 11m @ 1,686ppm TREO from 11m & 27.4m @ 1,426ppm TREO from 26m, inc. 3m @ 3,481ppm TREO from 31m
• GNBDD012 – 21m @ 1,163ppm TREO from 17m
• GNBDD013 – 14.7m @ 1,213ppm TREO from 34m, inc. 1m @ 5,182ppm TREO from 34m
• GNBDD014 – 6.1m @ 1,808ppm TREO from 5m
• GNBDD017 – 27.9m @ 1,167ppm TREO from 17m, inc. 1m @ 4,760ppm TREO from 26m
• GNBDD022 - 8m @ 1,742ppm TREO from 46m & 8m @ 1,854ppm TREO from 57m, inc. 2m @ 4,495ppm TREO from 52m
& 1m @ 7,956ppm TREO, 1,090ppm Nd, 240ppm Pr from 61m
• GNBDD024 – 22.1m @ 1,166ppm TREO from 19m
• GNBDD028 – 28.4m @ 1,233ppm TREO from 20m
Figure 2: Photo of a section of drill core from GNBDD011, showing the clays and is host to 3m at 3,481ppm TREO from 31m,
this interval sits within the larger interval of 27.4m at 1,426ppm TREO from 26m downhole
1. Total REO (TREO) = Total REOs + Yttrium oxide ((La2O3 + CeO2 + Pr6O11 + Nd2O3 + Sm2O3 + Eu2O3 + Gd2O3 + Tb4O7 + Dy2O3 + Ho2O3 + Er2O3 + Er2O3 +
Tm2O3 + Yb2O3 + Lu2O3) + Y2O3).
4
Godolphin Resources Limited
Review of Operations and Outlook continued
Significantly,
the maiden
JORC
(2012)
compliant MRE comprised of:
94.9 million tonnes at 739ppm TREO
with a higher-grade component of:
20 million tonnes at 1,079ppm TREO
in accordance with
JORC (2012).
Half of the MRE was classified as Inferred, with
the other half classified as Indicated. The MRE
marked a 126% uplift in TREO grade and 30%
increase in tonnage from the previous JORC
(2004) mineral resource, marking a significant
increase in overall tonnage and grade of the
deposit.
During the year, the first phase metallurgical
test results were received from six samples,
which
indicate good REE
leachability.
Preferential extraction of heavy REEs over light
REEs was
identified with outstanding
recoveries of up to 94% Nd, 90% Pr, 80% Dy
and 83% Tb in one sample. The samples tested
cover a range of rock types from saprolite,
saprock and weakly weathered bedrock
granite. Recovery rates for the key magnet
minerals and Heavy Rare Earth Elements (HRE)
further
illustrated Narraburra’s
low-cost
development potential.
Figure 3: Location of 47.6Mt of Indicated and 47.4Mt of Inferred resource
from a total of 94.9Mt TREO @ 739ppm TREO.
New exploration licences strengthen REE portfolio in Queensland and New South Wales:
Strengthening the Company’s focus on REE’s, Godolphin was granted an Exploration Permit for Minerals (EPM) by the Queensland
Government, Department of Resources and an Exploration Licence (EL) from the NSW Government, Department of Mining, Exploration
and Geoscience1. Subsequent to year end, an Exploration Licence Application (ELA6637) was granted in NSW. All tenements are located
over areas considered highly prospective for REE mineralisation and boost Godolphin’s overall portfolio of projects.
1. Refer ASX: GRL announcements dated 15 December 2022 “New Exploration Licences Strengthens Rare Earth Element Portfolio”
5
Godolphin Resources Limited
Review of Operations and Outlook continued
Bingara, New South Wales (EL9506) - 100% Godolphin
The Bingara project is located in the New England region of northern NSW, 8km southwest of the Bingara township. The application was
lodged following a review of geological and geophysical data across NSW, focusing on areas with similar geophysical and geological
signatures to Australian Strategic Metals (ASM) Jurassic aged Toongi Prospect near Dubbo, NSW. Key indicators included the potential for
similar Jurassic peralkaline rock units, host to the Toongi deposit, to occur, with high radiometric responses associated with peralkaline
rocks.
Eidsvold, Queensland (EPM 28668) - 100% Godolphin
EPM28668 is located near the small town of Eidsvold, approximately 150km west of Bundaberg in Central Queensland. The project area
was identified during a review of potential REE projects in Queensland. Godolphin’s review of publicly available data found that the Boolgal
Granophyre, large peralkaline-A type granite, was reported to be enriched in REEs and displayed similar textures, mineralogy and
geochemistry to the Company’s Narraburra project. Eidsvold will provide potential exploration targets and exploration opportunities in
the coming months by field work including mapping and collecting rock chips for assay from identified outcrops.
ELA6637 - Cambrai (New South Wales)
ELA6637 is located approximately 340km west of Sydney and
12km north of Temora in central west NSW (refer figure 4
below). The area under application lies directly adjacent to
EL8420 which hosts the Narraburra Rare Earth Project1.
The application area is over 40 units for a total of 112km2 and
is host to three different Devonian aged granites and Cenozoic
sediments. The Devonian A-type Thanowring granite of the
Narraburra suite and associated Cenozoic alluvium and
colluvium sediments (silts and clays) are prospective for rare
earth elements and have never been tested in the past for
this style of mineralisation.
In the north of the tenement is a historic tin mine, the Kalms
workings, with reports from publicly available data of a small
open pit and minor shafts. The tin mineralisation is reported
to contain vein hosted cassiterite associated with the S-type
Barmedman granite. Tin and tungsten mineralisation is
known to be associated with reduced, fractionated S-type
granites.
Figure 4: Location Map of NSW REE project areas -
Exploration Licence Application (ELA6637) and EL9258 and
EL8420 operated by GRL under the Narraburra JV
agreement.
1. Refer ASX: GRL announcements dated 26 July 2023 “Application Submitted for New Exploration Licence Immediately Adjacent to the Narraburra REE Project”
6
Godolphin Resources Limited
Review of Operations and Outlook continued
Copper, Gold and Base Metals Projects
Figure 5: Location of Gold, Copper and Base Metals focussed tenements in NSW.
Yeoval, Cyclops and Goodrich Copper-Gold Projects – 100% Godolphin
The Yeoval Project (EL8538) covers ~290km2, with over 60 historic copper-gold mine workings along a strike length of 20km. Yeoval contains
an existing JORC-(2012) Inferred Mineral Resource Estimate of 12.8 Mt at 0.38% copper, 0.14g/t gold, 2.2g/t silver & 120ppm
molybdenum1. During the period, Godolphin advanced exploration at the highly prospective Goodrich Prospect (EL9243) tenement and
the Cyclops and Yeoval East Prospects (EL8538).
Early in the year, Godolphin received assay results from its two-hole 900m diamond cored drill program at Yeoval South and Cyclops.
Broad zones of disseminated and vein-hosted copper mineralisation coincident with gold, silver and molybdenum were intersected in the
diamond drilling completed at the Yeoval South Prospect. Copper mineralisation over 1% was intersected in the granodiorite host rock,
which extends the copper and gold mineralisation from the existing JORC compliant MRE for the Yeoval Prospect further south by more
than 350m. Drill hole GYDD002 was designed to test for southern extensions to the resource mineralisation and for mineralisation at
depth underneath historic drilling. The results received from drill hole GYDD002 were very encouraging and highlights excellent exploration
potential for higher grade mineralisation to be present outside the current Yeoval MRE area.
1. Refer Ardea Resources ASX:ARL announcement: 15 August 2019“Yeoval Copper-Gold Resource Update“
7
Godolphin Resources Limited
Review of Operations and Outlook continued
Figure 6: Cross section of GYDD002 looking west from the Yeoval South prospect, towards the Yeoval MRE.
Multi-element drill results from GYDD002 include1:
• GYDD002 copper intersection – 276m @ 0.12% Cu from 128m, including:
•
•
•
94m @ 0.18% Cu from 208m and
10m @ 0.56% Cu from 260m and
2m @ 1.8% Cu from 264m
• GYDD002 gold intersection – 20m @ 0.15g/t Au from 208m
• GYDD002 silver intersection – 18m @ 4.12g/t Ag from 260m, including:
•
2m @ 25g/t Ag from 264m
1. Refer ASX: GRL announcements dated 20 July 2022 “Extensive Copper Mineralisation Intersected at the Yeoval South Prospect”
8
Godolphin Resources Limited
Review of Operations and Outlook continued
Figure 7: Cross section of GYDD001 displaying the copper values on the right of the drill trace,
with gold, silver and molybdenum on the left.
Located approximately 2km north of the Yeoval MRE area, diamond drilling at the Cyclops Prospect intersected multiple zones of shear-
hosted high-grade copper mineralisation with coincident gold, silver and molybdenum. Shear-hosted magnetite-chlorite-quartz-epidote
lodes within the Naringla Granodiorite contained copper mineralisation greater than 1%, within a broader envelope of mineralisation
adjacent to the shear zones. Mineralisation remains open along strike as well as up and down dip of the interpreted mineralised lodes.
The mineralised copper intervals from GYDD001 include1:
•
18m @ 0.52% Cu from 118m, including:
•
•
8m @ 1.01% Cu from 118m and
4m @ 1.75% Cu from 122m;
•
14m @ 0.42% Cu from 88m, including:
•
•
2m @ 1.51% Cu from 94m;
4m @ 0.47% Cu from 214m;
1. Refer ASX: GRL announcements dated 9 August 2022 “Multiple shallow high-grade zones of copper mineralisation intersected at the Cyclops Prospect, Yeoval”
9
Godolphin Resources Limited
Review of Operations and Outlook continued
After the drilling, Godolphin carried out a review and relogging of historical core from the Yeoval and Goodrich porphyry copper projects
at the Department of Regional NSW Core Library in Western Sydney. Visible copper sulphide mineralisation was observed in previously-
unsampled core for three diamond drill holes from the Goodrich Prospect1. Photos from GRDD002 are shown below.
Following that review, Godolphin identified three areas in the Yeoval tenement for a detailed ground magnetic survey2. The survey identified
several large northwest trending negatively magnetised structures as well as north and northeast trending structures. The Yeoval East
Prospect is highlighted by a semicircular feature of subdued magnetic response in the regional magnetic data. A reduced magnetic response
can be associated with magnetite destructive alteration zones associated with porphyry Cu-Au mineralisation, as documented at the
nearby Northparkes porphyry Cu-Au deposit.
GRDD002 - 26m
GRDD002 - 27m
Phyllic Alteration
Sericite-Chlorite-
Albite
Phyllic Alteration
Sericite-Chlorite-
Albite
Potassic
Feldspar infill
in Quartz Vein
Chalcopyrite-Pyrite
Sulphide Mineralisation
in Quartz Vein
Propylitic Alteration
Epidote-Chlorite-
Carbonate Vein
Figure 8: Photos of drill core from GRDD002 showing A: quartz vein mineralisation, visual estimate of 0.2% copper mineralisation
and B: multiphase alteration styles in unsampled core at the NSW Core Library.
Results from the soil and rock chip program at Yeoval East identified a large >150ppm copper zone approximately 600m long and 200m
wide, with copper results up to 0.14% from the soil sampling program (sample GRS03543) and 0.28% copper in rock chips (sample
GRR0376). These results in soil samples are highly anomalous, providing excellent future drill targets3.
1. Refer ASX: GRL announcements dated 22 November 2022 “Exploration update: Yeoval and Goodrich Drill Core, Gundagai North Burra Road Geochem”
2 Refer ASX: GRL announcements dated 23 January 2023 “Ground Magnetic Surveying Commenced at Highly Prospective Yeoval & Goodrich Copper-Gold Projects”
3 Refer ASX: GRL announcements dated 2 March 2023 “High grade copper in rock chips at Cyclops and Goodrich Prospects, Yeoval Project, NSW”
10
Godolphin Resources Limited
Review of Operations and Outlook continued
Rock chip sampling of historic workings at Goodrich, and a wide area
at the Cyclops Prospect, were also undertaken to determine the tenor
of copper, gold and molybdenum and other metals associated with
mineralisation and structural trends in the metal-rich Naringla
Granodiorite1. The assay results highlight the abundance of copper and
molybdenum mineralisation that occurs at the Goodrich Prospect, and
informed preparations for a two-hole diamond drill program that was
completed in August 2023. Post year end, Godolphin announced that
visible copper and molybdenite mineralisation was intersected in both
holes, with core samples transported to the Company’s facility in
Orange for geological logging and sampling, prior to submission to a
laboratory for geochemical analysis.
Figure 9. Contoured >150ppm copper soils & rock results over TMI
ground magnetics imagery, Yeoval East Prospect.
Figure 10. A: Goodrich Prospect area; Both showing rock chip results
and recent ground magnetics TMI imagery; B:Cyclops Prospect area
10a
10b
1. Refer ASX: GRL announcements dated 2 March 2023 “High grade copper in rock chips at Cyclops and Goodrich Prospects, Yeoval Project, NSW”
11
Godolphin Resources Limited
Review of Operations and Outlook continued
Gundagai North Gold Project – 100% Godolphin
Godolphin’s 100%-owned Gundagai tenements form part of
its expansive asset portfolio in the southern Lachlan Fold Belt
and contain a number of historical gold and base metal
artisanal mine workings.
During the period, the Company completed a soil and rock
chip sampling program at the historic Oaks Gold Mines area
of the Gundagai North tenement, which identified a 2.2km
long zone of +1,000ppm barium as well as anomalous gold
in the north of the sampling grid which remains open in that
direction1. This anomalous zone also coincides with a north-
south trending magnetic anomaly.
The sampling program was designed to test surface
mineralisation associated with the historic Oaks Mines area,
which reportedly produced gold values as high as 85g/t from
a series of shafts (report reference GS1973/479). The
program also tested faulted splays of prospective Ordovician
Jindalee Group mafic volcanics within a deformed Silurian-
aged rock package
Figure 11: Burra Road Prospect soil and rock chip results
with gold and barium contours. Seamless geology and NSW
state-wide TMI imagery underlain
1. Refer ASX: GRL announcements dated 22 November 2022 “Exploration update: Yeoval and Goodrich Drill Core, Gundagai North Burra Road Geochem”
12
Godolphin Resources Limited
Review of Operations and Outlook continued
Lewis Ponds Base Metal-Gold Project – 100% Godolphin
Located 15km east of Orange, NSW, the 100% owned Lewis Ponds project covers approximately 148km², containing extensive historic
gold and base metal workings. The project contains a JORC (2012) compliant Inferred Mineral Resource estimated at 6.2Mt at 2.0g/t
gold, 80g/t silver, 2.7% zinc, 1.6% lead and 0.2% copper1.
Resource is part of a larger mineral system extending over 9km SE with extensive gold, copper and base metal workings. Located 20km
along a broad structural zone from McPhillamys 2.3m oz gold deposit and surrounded by historical prospects – Mt Bulga, Mt Shorter, Mt
Lindsay, Ophir and Williams.
2020 review highlighted Lewis Ponds is a gold and silver resource with base metal credits (Zinc, Copper & Lead) with potential mineralisation
spread both east, west and north. Lewis Ponds metal zonation, gold rich in the north and copper rich in the south. Further review in 2023
has highlighted areas for follow-up exploration.
Spicers Lode is open to the north with no drilling in this area. There are large gaps within the resource that require infill drilling to add
additional tonnes and grade to the deposit. EM off hole conductors are untested by drilling. Lewis Ponds is copper rich in the south with
no modern follow-up of the copper source.
Re-interpretation of soil geochemical data confirms significant gold and multi-element anomalism, similar to the nearby McPhillamys gold
deposit.
Copper Hill East copper and gold project – 100% Godolphin
The 100% owned highly prospective Copper Hill East Project (EL8556) is located 35km north of Orange in the Molong Volcanic Belt and
has the potential to host various types of mineral deposits including porphyry gold-copper of the Cadia and Boda style and orogenic gold
of the McPhillamys style. Godolphin will be undertaking a program of works across the tenement that includes geological mapping, rock
chip sampling of outcrops, soil programs to assist in defining future drill programs.
Compliance Statement
Information in this announcement is extracted from reports lodged as market announcements available on the Company’s website
www.godolphinresources.com.au.
The Company confirms that it is not aware of any new information that materially affects the information included in the original market
announcements and that all material assumptions and technical parameters underpinning the estimates in the relevant market
announcements continue to apply and have not materially changed. The Company confirms that the form and context in which the
Competent Persons’ findings are presented have not been materially modified from the original market announcements.
1. Refer ASX: GRL announcements dated 2 February 2021 “Lewis Ponds Precious Metal-Focussed Resource Estimation Completed”
13
Godolphin Resources Limited
ESG (Environmental, Social, and Governance)
A strategic focus on critical minerals and green metals through
ongoing exploration and development in central west NSW and QLD
THE IMPORTANCE OF ESG
The Board and management hold ESG (Environmental, Social and Governance) considerations as core to the Company’s activities.
Godolphin teams design and execute our programs to prevent negative environmental effects, engage positively with local communities,
manage risks effectively, comply with evolving regulations, which contribute to attracting investment, and ensuring the long term viability
of shareholders investments in the Company.
Demonstrating a commitment to responsible practices builds trust with stakeholders, including landowners, investors and regulators,
while safeguarding Godolphin's reputation and contributing to the sustainable development of the regions the Company operates in.
E = ENVIRONMENT
MINIMISING LAND IMPACT
Godolphin is committed to minimising the impact on land on which it operates and fully rehabilitating that ground following our mineral
exploration activities. This includes a number of measures which have been designed and implemented by the Company in ongoing
consultation with the landowner and other stakeholders.
Prior to drilling of an exploration site, a photographic record is taken and any significant vegetation is identified and fenced off.
All practical measures are then taken to minimise the impact of drilling and other surface sampling or remote sensing operations on the
environment.
Upon completion of drilling, the site is fully rehabilitated to meet the objectives that have been discussed and agreed with the landowner.
Godolphin’s rehabilitation process involves:
•
•
•
•
•
•
•
Plugging each drill hole so no ground water flows to surface;
Cutting of protruding drill collars to below ground level;
Backfill drill hole and mound with surplus material to allow for settling over time;
Restore original land contours of drill site;
Remove all foreign material and samples and dispose of in an approved waste facility;
Shallow rip of the drill sites and associated access tracks (if required) to overcome soil compaction; and
Apply seed to achieve desired rehabilitation outcome (eg. pasture, crop, native seed) if required and in consultation with the
landholder.
Godolphin also works closely with local communities when undertaking these activities.
14
Godolphin Resources Limited
ESG (Environmental, Social, and Governance) continued
Photos of before drilling and after drilling at the Cyclops prospect on EL8538 Yeoval.
Photos of before drilling and after drilling at the Surprise Hill North prospect on EL8061 Gundagai North.
Treading lightly at Surprise Hill North
15
Godolphin Resources Limited
ESG (Environmental, Social, and Governance) continued
CRITICAL MINERALS AND GREEN METALS
Godolphin’s strategic focus is on critical minerals and green metals. The supply of these is essential for the ongoing transition to renewable
energy, developing clean energy technology and the supply of critical metals will need to rapidly increase in the coming years.
Rare Earth Elements
Rare earth Elements play a critical and diverse role in the world
today, underpinning technological advancements across various
industries. These include:
• Magnets – motors, generators, HD drives, audio and
other;
• Automotive – batteries for electric vehicles;
•
Clean energy and pollution control;
• Metal alloys – superalloys, oxygen sensors, LEDs and
cutting lasers; and
• Medical, industrial and strategic applications – unique
catalytic, metallurgical, nuclear, electrical, magnetic and
luminescent properties.
Godolphin’s Narraburra Rare Earth Project has been recognised as
a key project by the Australian government and could potentially
supply in-demand REEs:
•
•
Identified by the Australian Government’s ‘Department of Industry, Science and Resources’ in its’ report of ‘Australia’s 2022
Critical Minerals Strategy’ as a major deposit of REE1.
Listed as a critical minerals project by the Australian Government’s ‘Australian Trade and Investment Commission’ in its’ report
‘Critical Minerals Projects in Australia 20202.
1. https://www.australiaminerals.gov.au/__data/assets/pdf_file/0008/120797/2022-critical-minerals-strategy.pdf
2. https://www.austrade.gov.au/ArticleDocuments/5572/Critical_Minerals_Projects_in_Australia.pdf.aspx
Supply of green metals is essential for clean energy technology and will need to
rapidly increase in the coming years to meet the world’s energy transition goals
16
Godolphin Resources Limited
ESG (Environmental, Social, and Governance) continued
Copper
Copper is considered a critical mineral due to its essential role in various industries and its economic significance, including:
•
•
•
•
Conductivity: Copper is versatile with excellent electrical and thermal conductivity, making it indispensable for electrical wiring,
electronics, and telecommunications. It is also used in plumbing, heating systems, and industrial machinery;
Infrastructure and Construction: It is a key component in infrastructure development, including power generation and
distribution, transportation systems, and building construction. Its durability and corrosion resistance make it vital for long-
lasting structures;
Renewable Energy: The transition to renewable energy sources relies heavily on copper for solar panels, wind turbines, and
energy storage systems. Copper's conductivity and efficiency are crucial for these technologies; and
Transportation: The automotive industry depends on copper for vehicle manufacturing and electrification. Electric vehicles, in
particular, use more copper than traditional internal combustion engine vehicles.
Copper is one of the few materials that can be recycled multiple times, without any loss in performance. Recycled copper can be used in
the same way as primary (mined) metal. In addition, end-of-life products (scrap) containing copper are much more likely to be collected
for recycling because of their residual economic value.
Copper's conductivity and efficiency are crucial for solar panels, wind turbines, and energy storage systems
17
Godolphin Resources Limited
ESG (Environmental, Social, and Governance) continued
S = SOCIAL - INCLUDING COMMUNITY AND OUR PEOPLE
COMMUNITY ENGAGEMENT
Community engagement is of the utmost importance to Godolphin. It forms a key part of our exploration activities, and is fundamental
to the Company’s future as a successful mining, development and exploration company.
Godolphin has a strong dedication to the communities where we conduct operations, and prioritises effective communication with all
stakeholders involved. This includes local residents, landowners, native title holders, shareholders, employees, contractors, and the broader
community.
This commitment extends to maintaining regular dialogues with the community, ensuring that local stakeholders are engaged in discussions
about our exploration activities and are given the platform to voice any concerns each group may have. Our priority is to listen to and
understand all stakeholders and meet or exceed expectations each and every time.
At Godolphin, we acknowledge that the Company’s ability to operate harmoniously relies on treating all stakeholders with equity and
respect. To this end, the Company is focussed on environmental preservation and enhancing the well-being of the communities being
engaged with.
Godolphin’s approach to community engagement is an ongoing process that is designed to build and strengthen relationships and trust
over time. This philosophy is vital for Godolphin Resources.
Godolphin
regularly
seeks out opportunities
to
communicate with the local community in which it is
operating. This has included presenting to the Temora Shire
Council during a regular council meeting and presenting to
the entire Temora community at the ‘Boom Time Forum’
event. Company management also presented at a breakfast
meeting for the Daybreak Rotary Club of Orange and were
a bronze sponsor of the industry focussed ‘Mines & Wines’
conference held in Orange in 2022.
The Company website has a dedicated section which allows
for individuals and community representatives to request a
Community Consultation Report for any of the Company’s
tenements, and also provides additional resources and
direction so that any party can engage on community
matters.
Godolphin supports local communities and is a proud
Sponsor of the 2023 Cumnock Family Market Day, to be
held on 21 October 2023. This provides another exceptional
opportunity for the Company to show its support and
continue community engagement.
Godolphin Resources’ geologist presenting to the
Temora community at the ‘Boom Time Forum’.
18
Godolphin Resources Limited
ESG (Environmental, Social, and Governance) continued
PEOPLE
Prioritising the health, safety and well-being of the
Company’s staff is essential to the success of Godolphin
Resources and the prosperity of the broader community.
Where possible, Godolphin extends employment
opportunities to people in the local communities.
The Company’s commitment to safety begins with
thorough inductions, comprehensive training, and a
thorough understanding of Company policies, establishing
a strong foundation for on-site safety. Godolphin utilise a
state-of-the-art occupational health and safety (OHS)
application for safety management, which includes site
inductions, safety reporting and remote work and journey
management.
Upholding the wellbeing of team members remains of
paramount importance to Godolphin, and consequently,
the Company regularly offers safety related and first aid
courses for all our employees.
Godolphin Resources team attending a professional development
conference at the Australian National University, Canberra.
It is imperative to offer Company employees avenues for continuous professional growth. At a time of escalating technological
advancements in the mining sector, Godolphin not only engages in strong collaboration, but also involves experts on-site for technical
consultation as required. The Company extends opportunities for external training and participation in technical conferences, ensuring
that our workforce remains highly skilled.
The Company is also very proud of the gender diversity within Godolphin Resources.
G = GOVERNANCE
At Godolphin, the Board integrates stringent corporate governance practices. The incorporation of risk management is a key item of the
Board's purview. To this end, the Company has a comprehensive Risk Register that identifies critical risks facing Godolphin, encompassing
social, environmental, and financial dimensions. The effectiveness of controls to mitigate or minimise these risks are regularly evaluated.
Further details of our governance is included in our annual Corporate Governance Statement, and our Corporate Governance section on
our website. These documents are regularly reviewed by Company personnel.
19
Godolphin Resources Limited
GODOLPHIN RESOURCES LIMITED
ABN 13 633 779 950
Annual Financial Statements
for the year ended 30 June 2023
20
Godolphin Resources Limited
Directors’ Report
The Directors present their report, together with the financial statements of the consolidated entity
(referred to hereafter as the ‘consolidated entity’ or the ‘Group’), consisting of Godolphin Resources
Limited (referred to hereafter as the ‘Company’, ‘parent entity’ or ‘Godolphin’) and the entities it controlled
at the end of, or during, the year ended 30 June 2023.
Directors
The Directors of the Company at any time during or since the end of the financial year are:
Jeremy Read (Non-Executive Chair)
B.Sc (Hons), MAUSIMM
Appointed 1 May 2020
Jeremy Read is a seasoned mining executive who has worked on a range of precious and base metals
projects in Australia, Africa, North America, India and Scandinavia.
He played critical roles in the discovery of the Kabanga North nickel deposit in Tanzania, the Cairn Hill
magnetite-copper deposit in South Australia and the Boseto Copper deposit in Botswana. He is skilled in
developing new technical teams, the management of technical and specialist service groups, project
generation activities, risk management and multi-commodity mineral exploration.
Since 2003 Jeremy has concentrated on developing junior mineral resource companies, creating and
capturing value for shareholders.
He has been a director of other ASX-listed resource companies: Discovery Metals Limited to 31 August 2015
(ASX: DML), Meridian Minerals to 12 December 2011 (ASX: MII), Avalon Minerals to 12 December 2013
(ASX: AVI), MinQuest Limited to 30 September 2016 (ASX: MNQ), Zeotech Limited to 6 April 2020 (ASX:
ZEO), and Pursuit Minerals Limited to 24 June 2021 (ASX: PUR).
Jeremy is a Member of The Australasian Institute of Mining and Metallurgy (“AusIMM”).
Jeneta Owens (Managing Director)
B.Sc. (Hons), Dip of Mgt (Distinction), MAIG, MAusIMM, MGSA
Appointed 7 June 2021
Jeneta Owens is a qualified geologist with more than 15 years of experience in the geoscience field, focused
on exploration and project evaluation. For the last decade, her particular focus has been on porphyry
copper-gold and epithermal gold exploration in NSW, leading exploration activities at Northparkes’ Cu-Au
mine and Sandfire Resources’ NSW projects. Prior to joining Godolphin, Ms Owens launched her own
geological consultancy, conducting strategic planning, exploration management along with project
evaluation for junior explorers.
Jeneta is a Member of the Australian Institute of Geoscientists (“AIG”) and a Member of The Australasian
Institute of Mining and Metallurgy (“AusIMM”).
Dr Christopher Hartley (Non-Executive Director)
BSc; PhD; MIMMM; CEng; GAICD
Appointed 9 January 2023
P
21
Godolphin Resources Limited
Directors’ Report continued
Dr Hartley has 40 years of experience in the mining industry in a variety of roles relating to management
and development of mining and metallurgical operations. Most recently he spent five years with Bloom
Energy in the role of Technical Director Strategic Materials, leading a team that established secure and
efficient supplies of scandium oxide for their manufacturing operations in the USA. Prior to that he held
roles with BHP Billiton and its predecessor Billiton, as well as working as an independent consultant. He has
been based in the Netherlands, the UK, India and the USA and worked on projects in many more countries.
Dr Hartley is also a director of Platina Resources Limited (ASX: PGM), appointed on 1 January 2017.
Amanda Sparks (Non-Executive Director)
B.Bus, CA, F.Fin
Appointed 9 June 2023
Ms Sparks is a Chartered Accountant and a Fellow of the Financial Services Institute of Australasia. Her
career background in the resources industry spans more than 30 years, including direct financial experience
with mining companies at both the exploration stage and the production stage. During that time, Ms Sparks
has gained extensive experience in company secretarial, financial management, corporate transactions,
governance and compliance functions.
She currently holds Directorships and/or Company Secretary roles with several ASX listed companies,
including Stavely Minerals Limited, E79 Gold Mines Limited and ADX Energy Limited. She has also previously
held roles with Integra Mining Limited and Excelsior Gold Limited.
Ms Sparks is also a director of Stavely Minerals Limited (ASX: SVY), appointed on 14 September 2018.
Ian Buchhorn (Non-Executive Director)
BSc (Hons), Dip Geosci (Min Econ), MAusIMM
Appointed 19 June 2019 Resigned 9 June 2023
Ian Buchhorn is a Mineral Economist (Macquarie University) and Geologist with over 45 years of
experience. He was the founding Managing Director of Heron Resources Limited for a period of 11 years
until 2007 and resigned as a Director in June 2017. Mr Buchhorn first managed exploration programs in the
Lachlan Fold Belt in 1981, corresponding to the recognition of Northparkes and Temora as significant
porphyry/epithermal mineral provinces. Mr Buchhorn previously worked with a number of international
mining companies and has worked on gold, nickel, bauxite and industrial mineral mining and exploration,
gold and base metal project generation and corporate evaluations. For the last 30 years, Mr Buchhorn has
acquired and developed mining projects throughout the Eastern Goldfields of Western Australian and has
operated as a Registered Mine Manager. Ian is a Member of The Australasian Institute of Mining and
Metallurgy (“AusIMM”).
During the three years until his retirement as the Company’s director, Mr Buchhorn has also been a
director of Ardea Resources Limited (ASX: ARL).
Mr Buchhorn has transitioned to a technical advisory role with the Company’s Board. Mr Buchhorn chose
to make this transition due to time constraints associated with his other roles but remains an integral part
of Godolphin’s management team moving forward.
22
Godolphin Resources Limited
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Directors’ Report continued
Douglas Menzies (Non-Executive Director)
BSc (Hons), Dip Bus Admin, Grad Cert IT, MAIG, MSEG
Appointed 1 May 2020 Resigned 9 January 2023
Doug Menzies has over 28 years of experience in the mineral exploration and GIS industries including staff
positions (Rio Tinto, MapInfo, Wafi-Golpu JV a Newcrest Mining project) and as a consultant (Menzies
Geological Services, Corbett Menzies Cunliffe Pty Ltd and GeoInsite). Mr Menzies has diverse experience in
the porphyry gold-copper districts of Wafi-Golpu, PNG and Eastern Australia, epithermal gold-silver
projects in Australia, Indonesia, Fiji, Laos, Chile, Argentina and Mexico, sediment hosted lead-zinc in
Australia and IOCG copper-gold projects in Chile. Mr Menzies’s field-based geological assessment of
porphyry gold-copper, epithermal gold and IOCG projects has aided in the progression of mineral projects
in a variety of locations.
Mr Menzies is a Member of the Australian Institute of Geoscientists (“AIG”).
Ian Morgan (Company Secretary and Chief Financial Officer)
B Bus, M Com Law, Grad Dip App Fin, CA, AGIA, MAICD, F Fin
Appointed 21 January 2020
Ian Morgan is a member of Chartered Accountants Australia and New Zealand and the Governance
Institute of Australia, with over 35 years of experience. Ian provides secretarial and advisory services to a
range of companies, including holding the position of Company Secretary for other listed public companies.
Nature of Operations and Principal Activities
Godolphin Resources (ASX: GRL) is an ASX listed resources company, with 100% controlled Australian-based
projects in the Lachlan Fold Belt (“LFB”) NSW, a world-class gold-copper province. A strategic focus on
critical minerals and green metals through ongoing exploration and development in central west NSW.
Currently the Company’s tenements cover 3,400km2 of highly prospective ground focussed on the Lachlan
Fold Belt, a highly regarded providence for the discovery of REE, copper and gold deposits. Additional
prospectivity attributes of the GRL tenure include the McPhillamys gold hosting Godolphin Fault and the
Boda gold-copper hosting Molong Volcanic Belt.
Godolphin is exploring for REE, structurally hosted, epithermal gold and base-metal deposits and large,
copper - gold Cadia style porphyry deposits and it is pleasing to continue a re-focus of exploration efforts for
unlocking the potential of its East Lachlan tenement holdings, including increasing the mineral resource of its
advanced Lewis Ponds Project. Reinvigoration of exploration efforts across the tenement package is the key
to discovery and represents a transformational stage for the Company and its shareholders.
There were no significant changes in the nature of the activities of the Group during the financial year.
Dividends
There were no dividends paid or declared by the Company to members during or since the end of the
financial year.
Review of Operations and Outlook
Godolphin Resources Limited is pleased to provide the following update on operations for the 12-month
period ended 30 June 2023. The FY23 year was highlighted by a number of key developments across the
Group’s multi commodity exploration portfolio, with details of each project listed in the Review of Operations
and Outlook section on page 3 to 13 of this Annual Report.
23
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Godolphin Resources Limited
Directors’ Report continued
Events Subsequent to the Reporting Date
The Directors are not aware of any matter or circumstance that has arisen since the end of the financial
year that has significantly affected or may significantly affect the Group’s operations, the results of these
operations or the Group’s state of affairs in future financial years excepting:
Cash Placement
Subsequent to 30 June 2023, on 13 July 2023, there was a cash placement totalling $715,000 before capital
raising costs, with the issue of ordinary fully paid shares (“Shares”) for $0.042 each. One (1) attaching
option was also issued for every two (2) new Shares for no additional consideration, being 8,511,908
Options, on 22 August 2023, each with an exercise price of $0.06 expiring on 31 December 2024
(“Options”).
Entitlement Offer
Subsequent to 30 June 2023, there was also a non-renounceable entitlement offer of one (1) new Share for
every four (4) Shares registered as being held by eligible shareholders, as at the record date (17 July 2023)1,
and otherwise on the same terms as the Company’s placement, resulting in the issue of:
(a) Entitlement Offer:
(i) 14,119,554 new Shares on 22 August 2023 for $0.042 each new Share; and
(ii) 7,059,839 attaching Options for no additional consideration on 22 August 2023; and
(b) Entitlement Offer Shortfall:
(i) 19,729,200 new Shares on 1 September 2023 for $0.042 each new Share; and
(ii) 9,864,601 attaching Options for no additional consideration on 1 September 2023.
Broker Options
As part consideration for capital raising fees paid to the Company’s broker, 4,000,000 Options, with the
same terms as issued under the Placement and Entitlement Offer, were issued on 22 August 2023.
Each Option provides the holder with the right to be issued one ordinary fully paid share by the Company,
upon payment of the exercise price.
Environmental Regulation
The Board believes that the Group has adequate systems in place for the management of its environmental
requirements.
Based on results of enquiries made, the Directors are not aware of any significant breaches during the year
covered by this report.
1 Refer the Company’s prospectus dated 7 July 2023.
24
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Godolphin Resources Limited
Directors’ Report continued
Directors’ Meetings
The numbers of Directors' meetings (including meetings of committees of Directors) where Directors were
eligible to attend and attended in person or by alternate during the financial year by each of the Directors
of the Company were:
Jeremy Read
Jeneta Owens
Christopher Hartley
Amanda Sparks
Ian Buchhorn
Douglas Menzies
Board Meetings
Audit and Risk Committee
Meetings
Eligible
13
13
5
-
13
8
Attended
13
13
5
-
12
8
Eligible
2
-
1
-
2
1
Attended
2
-
1
-
2
1
The Company has a Remuneration and Nomination Committee, which did not meet during the financial
year ended 30 June 2023. Remuneration and nomination matters were considered and agreed during the
financial year by the full Board.
25
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Godolphin Resources Limited
Directors’ Report continued
Movements in Securities Held by Directors
The movements during the period from the date of the previous report or date of appointment (as applicable) to the date of this report or date of resignation
(as applicable) in the number of securities in Godolphin Resources Limited held, directly, indirectly or beneficially, by each specified Director, including their
personally related entities, is as follows:
Key Management Person
Securities
Jeremy
Read
Jeneta
Owens
Christopher
Hartley
(appointed 9
January 2023)
2023
Balance of securities at date of
previous report or appointment
Number purchased on market
Number issued
Number expired
Balance of securities at date of
this report or appointment, as
applicable
2022
Balance of securities at date of
previous report or appointment
Number purchased on market
Number issued
Number expired
Balance of securities at date of
this report or resignation, as
applicable
Shares
Options
Shares
Shares
Options
Options
Shares
Options
Shares
Options
Shares
Shares
Options
Shares
Options
-
-
1,300,000
-
-
1,300,000
-
-
-
-
-
-
-
-
-
-
131,375
132,844
2,066,422
-
264,219
2,066,422
-
-
-
-
-
-
-
The terms and conditions of the options granted are outlined in Note A6 to the accounts.
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Amanda
Sparks
(appointed
9 June
2023)
-
-
715,000
-
-
715,000
-
-
-
-
-
-
-
-
Ian
Buchhorn
(resigned 9
June 2023)
8,524,559
250,000
-
-
(250,000)
8,524,559
-
6,759,849
2,566,622
-
1,764,710
(2,316,622)
8,524,559
250,000
Douglas Menzies
(resigned 9 January
2023)
19,529
-
-
-
-
19,529
-
19,529
-
-
-
-
19,529
-
26
Godolphin Resources Limited
Directors’ Report continued
Remuneration Report (Audited)
This report outlines the remuneration arrangements in place for key management personnel of the Group.
Remuneration is referred to as compensation throughout this report.
Remuneration Policy
Directors and key management personnel have authority and responsibility for planning, directing and
controlling the activities of the Company and the Group.
Compensation levels for key management personnel of the Group will be competitively set to attract and
retain appropriately qualified and experienced Directors, executives and future executives. Current
remuneration levels are driven largely by the requirement to conserve cash within the Company. There
were no remuneration consultants used to set the remuneration of key management personnel.
The compensation structures explained below are designed to attract suitably qualified candidates, reward
the achievement of strategic objectives, and achieve the broader outcome of creation of value for
shareholders. The compensation structures take into account:
(cid:183)
(cid:183)
(cid:183)
the capability and experience of the key management personnel
the key management personnel’s ability to control the Group’s performance
the Group’s performance including:
-
-
-
the Group’s earnings;
the growth in share price and delivering constant returns on shareholder wealth; and
the amount of incentives within each key management person’s compensation.
Compensation packages will include a mix of fixed and variable compensation, and short-term and long-
term performance-based incentives.
In addition to their salaries, the Group also provides non-cash benefits to its key management personnel, and
where applicable, contributes to the individual’s elected post-employment superannuation plan on their
behalf.
Contract Terms and Conditions
The determination of Directors' remuneration is made by the Board having regard to the current position of
the Company, in that it is as yet not in production and continues to preserve cash as much as possible.
The Board may award additional remuneration to Directors called upon to perform extra services or make
special exertions on behalf of the Company.
The Board reviews remuneration to reflect current industry norms, and determines remuneration policies
and practices generally, reviews and makes specific decisions on the remuneration packages and other
terms of employment of its directors and senior executives.
No Director remuneration package includes terms for redundancy, retirement or termination benefits. No
such amounts were accrued or paid for any Director during the current financial year.
27
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Godolphin Resources Limited
Directors’ Report continued
Terms of Employment
During the year ended 30 June 2023, 2,000,000 equity securities (options) were granted as remuneration (2022: Nil).
Details of vesting profiles of the options granted as remuneration to each key management person of the Group and each of the named key management
persons are detailed below:
Key Management Person
Grant Date
Exercise
Price
Vesting
Date
Expiry date
Number
Jeremy Read
-
-
Jeneta Owens
Christopher Hartley
(appointed 9 January
2023)
Amanda Sparks (appointed
9 June 2023)
Ian Buchhorn (resigned 9
June 2023)
Douglas Menzies (resigned
9 January 2023)
6 Dec 2022
$0.25 Unknown3
6 Dec 2022
$0.35 Unknown3
Two (2) years
commencing the
vesting date
Three (3) years
commencing the
vesting date
-
-
5 Dec 2019
$0.20
-
-
-
-
-
5 Dec
20194
21 Jan
20224
5 Dec 2022
5 Dec 2022
-
-
-
-
-
1,000,000
1,000,000
-
-
250,000
-
250,000
Ian Morgan
5 Dec 2019
$0.20
Vested at the end of the
reporting year or at the
resignation date (as
applicable)
Lapsed during the reporting
year or to the resignation
date (as applicable)2
2023
%
-
2022
%
-
2023
%
-
2022
%
-
-
-
-
-
-
-
-
-
-
-
-
100
-
100
-
-
-
-
100
-
100
-
-
-
-
-
-
-
2 The % lapsed in the period represents the reduction from the maximum number of options available to vest due to the options not being exercised and lapsing.
3 Each option vests upon the date the Company achieves a volume weighted average price (VWAP) for 30 consecutive trading days exceeding $0.30 per share.
4 ASX escrow ended 18 December 2021.
28
Godolphin Resources Limited
Directors’ Report continued
Each Option provides the right for the option holder to be issued one fully paid Share upon payment of
each Exercise Price for each Share.
Jeremy Read (appointed 1 May 2020)
Effective 1 May 2020, the Company agreed to utilise the services of Mr Read as the Company’s non-
executive chair, for a fee of $60,000 per annum excluding compulsory superannuation and any goods and
services tax.
Jeneta Owens (appointed 7 June 2021)
7 June 2021
Effective 7 June 2021, the Company agreed to employee Ms Owens as the Company’s Managing Director. A
summary of the terms of Ms Owens employment is as follows:
Commence
ment Date
Term
No fixed term. Either party may terminate the agreement at any time with written
notice of 3 months.
A base salary of A$315,000 per annum, excluding statutory superannuation.
Salary
Short-
Term
Incentives
(STI)
Long- Term
Incentives
(LTI)
Annual
leave
Conflict of
Interest
Restraint
Period
The Managing Director is eligible, for an annual Short-Term Incentive (STI) payment of
up to $25,000 gross. The STI will be based on the Executive meeting criteria set by
the Board.
After approval on 15 November 2022 by the Company’s members, the Managing Director
was granted a total of 2,000,000 unquoted options for no consideration, as follows:
(a) 1,000,000 unquoted options:
(i) Each option vests upon the date the Company achieves a volume weighted
average price (VWAP) for 30 consecutive trading days exceeding $0.30 per Share;
and
(ii) An exercise period of two (2) years commencing on the vesting date; and
(iii) $0.25 per Share exercise price; and
(b) 1,000,000 unquoted options:
(i) Each option vests upon the date the Company achieves a volume weighted
average share price (VWAP) for 30 consecutive trading days exceeding $0.30 per
Share; and
(ii) An exercise period of three (3) years commencing the vesting date; and
(iii) $0.35 per Share exercise price.
Each option provides the Managing Director with the right to be issued one ordinary fully
paid share by the Company, upon payment of the exercise price.
Additional long-term incentives may be introduced, such as Performance Rights, at
the discretion of the Board and subject to the ASX Listing Rules including members’
approval.
Annual leave accrues at the rate of four weeks (20 business days) per annum.
The Managing Director must not at any time during the Employment without the written
consent of the Board, subject to further conditions.
Without prior written consent of the Company, the Managing Director will not either
directly or indirectly compete with the Company for up to 12 months after the
termination date, subject to further conditions.
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Godolphin Resources Limited
Directors’ Report continued
Cash Bonus during the year ended 30 June 2023
(a) the grant date;
Ms Jeneta Owens
15 December 2022
(b) the nature of the compensation granted;
(c) the service and performance criteria used to
determine the amount of compensation;
(d) if there has been any alteration of the terms or
conditions of the grant since the grant date--the
date, details and effect of each alteration;
$20,000 cash income
In line with its employee bonus policy, the Company
may award lump-sum bonuses (one-time bonus
payments) to employees who show exemplary
performance:
(a) Exceeding company and individual goals, either
financial or non-financial;
(b) Performing additional duties from what is
(c)
expected; or
Serving as an exemplary example of professional
behaviour to other employees (e.g. teamwork,
ethics, leadership.)
Since the grant date, there has been no alteration of the
terms or conditions of the grant.
(e) the percentage of the bonus or grant for the
100%
financial year that was paid to the person, or that
vested in the person, in the financial year;
(f) the percentage of the bonus or grant for the
0%
financial year that was forfeited by the person
(because the person did not meet the service and
performance criteria for the bonus or grant) in the
financial year;
(g) the financial years, after the financial year to which
the report relates, for which the bonus or grant will
be payable if the person meets the service and
performance criteria for the bonus or grant;
None - not applicable
(h) estimates of the maximum and minimum possible
total value of the bonus or grant (other than option
grants) for financial years after the financial year to
which the report relates
In accordance with Ms Owens employment contract,
she is eligible for payment of a discretionary bonus to a
maximum amount of $25,000 per annum noting that:
(a) if her employment with the Company terminates
prior to, or she is under notice of termination at the
time the bonus is payable, she will not be eligible to
receive the bonus payment;
(b) payment of any bonus in any year does not
guarantee, and should not give rise to an
expectation of, payment of a bonus in a similar
amount, or any amount at all, in any subsequent
year; and
(c) at all times, payment of a bonus is at the discretion
of the Company's board and the employment
contract does not confer an entitlement to bonus.
Christopher Hartley (appointed 9 January 2023)
Effective 9 January 2023, the Company agreed to utilise the services of Mr Hartley as a non-executive
director, for a fee of $55,000 per annum excluding compulsory superannuation and any goods and services
tax.
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Godolphin Resources Limited
Directors’ Report continued
Amanda Sparks (appointed 9 June 2023)
Effective 9 June 2023, the Company agreed to utilise the services of Ms Sparks as a non-executive director,
for a fee of $55,000 per annum excluding compulsory superannuation and any goods and services tax.
Douglas Menzies (appointed 1 May 2020, resigned 9 January 2023)
Effective 1 May 2020, the Company agreed to utilise the services of Mr Menzies as a non-executive
director, for a fee of $45,000 per annum excluding compulsory superannuation and any goods and services
tax.
Ian Buchhorn (appointed 19 June 2019, resigned 9 June 2023)
Effective 18 December 2019, the Company agreed to utilise the services of Mr Buchhorn as a non-executive
director, for a fee of $45,000 per annum excluding compulsory superannuation and any goods and services
tax.
Options Issued to Directors or Executives
During the year ended 30 June 2023, 2,000,000 equity securities (options) were granted as remuneration
(2022: Nil).
Options were previously granted to Directors, or their nominees, in lieu of market related cash
remuneration. The options were granted at no cost to the recipient.
There are no entitlements for the Company’s option holders to participate in new issues of capital, which
may be offered to the Company’s existing ordinary shareholders.
No options were exercised by Directors during the financial year (2022: Nil).
The Group prohibits those that are granted unvested or restricted share-based payments, as part of their
remuneration, from entering into other arrangements that limit their exposure to losses that would result
from share price decreases. Entering into such arrangement has been prohibited by law since 1 July 2011.
Details of vesting profiles of the options granted as remuneration to each key management person of the
Group and each of the named key management persons are detailed below:
Key Financial Statistics
Loss for the financial year attributable to owners of the Company
Net Working capital at 30 June
Net assets at 30 June
Number of Shares on issue at 30 June
Share price at 30 June (cents per Share)
Market capitalisation at 30 June
Less: Cash and cash equivalents at 30 June
Enterprise value at 30 June
2023
$3,337,793
$1,106,008
$8,325,968
118,369,447
5.4
Restated 2022
(Note D6)
$3,075,792
$1,530,384
$8,840,665
84,147,701
8.7
$6,391,950
$1,242,212
$5,149,738
$7,320,850
$1,620,561
$5,700,289
Options benefits of key management persons
Other compensation of key management persons
Total compensation of key management persons (Group and
Company) for the financial year
$13,293
$673,015
$4,941
$603,572
$686,308
$608,513
31
P
Godolphin Resources Limited
Directors’ Report continued
Directors’ Remuneration for the year ended 30 June 2023
Details of the nature and amount of each major element of remuneration of each Director of the Company and other key management personnel of the Group and Company are:
Short-term
Post-
employment
Salary & fees Consulting fees Cash bonus
Non-
monetary
benefits
Total
Superannuation
benefits
Share-
based
payments
Other
long term
Termination
benefits
Total
Proportion of
remuneration
performance
related
Value of
options as
proportion of
remuneration
Directors
Jeremy Read (Non-Executive Chair)
Jeneta Owens (Managing Director)
Christopher Hartley (Non-Executive Director) (appointed 9
January 2023)
Amanda Sparks (Non-Executive Director) (appointed 9 June
2023)
Ian Buchhorn (Non-Executive Director) (resigned 9 June
2023)
Douglas Menzies (Non-Executive Director) (resigned 9
January 2023)
Management
Ian Morgan (Company Secretary and CFO)
Total compensation
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
$
60,000
60,000
323,269
309,343
26,382
-
3,361
-
42,250
45,000
25,828
49,275
-
-
481,090
463,618
$
-
-
-
-
-
-
-
-
-
-
-
-
131,160
98,520
131,160
98,520
$
-
-
20,000
-
-
-
-
-
-
-
-
-
-
-
20,000
-
$
-
-
$
60,000
60,000
- 343,269
- 309,343
-
-
-
-
-
-
-
-
26,382
-
3,361
-
42,250
45,000
25,828
49,275
- 131,160
-
98,520
- 632,250
- 562,138
$
6,300
6,000
26,906
30,934
2,770
-
353
-
4,436
4,500
-
-
-
-
40,765
41,434
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
32
Godolphin Resources Limited
Options
$
-
-
$
66,300
66,000
13,293
383,468
-
-
-
-
-
-
-
-
-
-
340,277
29,152
-
3,714
-
46,686
49,500
25,828
49,275
131,160
4,941
103,461
13,293
686,308
4,941
608,513
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.00%
0.00%
3.47%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
4.78%
1.94%
0.81%
0.00%
0.00%
3.47%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
4.78%
1.94%
0.81%
Directors’ Report continued
2,000,000 options over ordinary shares in the Company were granted as compensation, for no cash
consideration, to a key management person (Ms Jeneta Owens) during the reporting period (2022: Nil). No
options vested during the reporting period (2022: 1,000,000).
Details of options over ordinary shares in the Company, that were previously granted as compensation to a
key management person, are as follows:
Unquoted Options
Key Management Person
Hartley
Year ended 30 June 2023
Jeremy Read
Jeneta Owens
Christopher
(appointed 9 January 2023)
Amanda Sparks (appointed 9
June 2023)
Ian Buchhorn (resigned 9
June 2023)
Douglas Menzies (resigned 9
January 2023)
Ian Morgan
Year ended 30 June 2022
Jeremy Read
Jeneta Owens
Christopher Hartley
Amanda Sparks
Ian Buchhorn
Douglas Menzies
Ian Morgan
Balance of
options at 1
July or date of
appointment,
as applicable
Options
granted
Options
expired
Number
Number
Number
-
-
-
-
250,000
-
250,000
-
-
-
-
333,334
-
333,334
-
2,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(250,000)
-
(250,000)
-
-
-
-
(83,334)
-
(83,334)
Balance of
options at
30 June or
date of
ceasing, as
applicable
Number
-
2,000,000
-
-
-
-
-
-
-
-
-
250,000
-
250,000
33
Godolphin Resources Limited
Directors’ Report continued
Incentive Options
Grant Date
Vesting Date
ASX Escrow Expiry Date
Option Expiry Date
Fair value per option at the grant date5
Exercise price per option
5 Dec 2019
18 Dec 2019
18 Dec 2021
5 Dec 2022
$0.07055
$0.25
Year ended 30 June 2023
Year ended 30 June 2022
Number of
options at 1
July or date
of
appointment,
as applicable
Number
of
options
expired
during
the
reporting
period-
Balance of
options at
30 June or
date of
ceasing, as
applicable
Number of
options at 1
July or date
of
appointment,
as applicable
Number
of
options
expired
during
the
reporting
period-
Balance of
options at
30 June or
date of
ceasing, as
applicable
250,000
(250,000)
-
250,000
-
250,000
Key Management
Person
Ian Buchhorn
(resigned 9 June
2023)
Loyalty Options
Grant Date
Vesting Date
ASX Escrow Expiry Date
Option Expiry Date
Fair value per option at the grant date6
Exercise price per option
15 June 2020
15 June 2020
Not applicable
15 June 2022
$0.00
$0.20
Key Management
Person
Ian Buchhorn
(resigned 9 June
2023)
Ian Morgan
Year ended 30 June 2023
Year ended 30 June 2022
Number of
options at 1
July or date
of
appointment,
as applicable
Number
of
options
expired
during
the
reporting
period-
Balance of
options at
30 June or
date of
ceasing, as
applicable
Number of
options at 1
July or date
of
appointment,
as applicable
Number
of
options
expired
during
the
reporting
period-
Balance of
options at
30 June or
date of
ceasing, as
applicable
-
-
-
-
-
-
83,334
(83,334)
83,334
(83,334)
-
-
5 Refer to Note A6 of the attached Financial Statements for more details.
6 Refer to Note A6 of the attached Financial Statements for more details.
34
Godolphin Resources Limited
Directors’ Report continued
Employee Options
Key Management
Person
Year ended 30 June
2023
Grant Date
Vesting Date
Option Expiry
Date
Fair value per
option at the grant
date5
Exercise
price per
option
Balance of options at 30 June
or date of ceasing, as
applicable
2022
2023
Number of options
vested during the
reporting period
2022
2023
Jeneta Owens
6 Dec 2022
To be
determined7
To be
determined8
To be
determined9
$0.02502
$0.03295
$0.25
$0.35
1,000,000
1,000,000
-
-
-
-
-
-
Ian Morgan
5 Dec 2019
21 Jan 2022
5 Dec 2022
$0.07055
$0.25
-
2022
250,000
2021
-
2022
250,000
2021
Year ended 30 June
2022
Ian Morgan
5 Dec 2019
21 Jan 2022
5 Dec 2022
$0.07055
$0.25
250,000
250,000
250,000
-
End of Remuneration Report (Audited)
7 Each option vests upon the date the Company achieves a volume weighted average price (VWAP) for 30 consecutive trading days exceeding $0.30 per Share.
8 The options expire at the end of the two (2) year period commencing on the vesting date.
9 The options expire at the end of the three (3) year period commencing on the vesting date.
35
Godolphin Resources Limited
Directors’ Report continued
Shares Under Option
Each option provides the right for the option holder to be issued with one fully paid ordinary share by the Company, upon payment of the exercise price of each option. Each
option does not otherwise entitle the holder to participate in any share issue of the Company or any other body corporate. During the financial year there were no shares issued
with the exercise of options (2022: 37,179). 2,250,000 options were granted during the year ended 30 June 2023 (2022: Nil).
During the financial year 23,250,000 unquoted options expired unexercised (2022: 27,671,251). Details of unquoted options over ordinary shares in the Company that were
granted, exercised, vested and expired during the financial year are as follows:
Exercise Price
Vesting Date
ASX Escrow
Expiry
Expiry Date
Balance at 1 July
Granted
during the
year
Vested during
the year
Expired during
the year
Exercised
during the
year
Vested Unvested
Number
Number
Number
Number
Number
Number
Balance at 30 June
Vested
Number
Unvested
Number
Year ended
30 June
2023
$0.25
$0.25
$0.25
$0.25
$0.25
$0.20
$0.40
$0.25
$0.35
$0.30
5 Dec 2019
18 Dec 2019
1 Nov 2021
16 Dec 2021
21 Jan 2022
15 Jun 2020
24 Dec 2020
To be
determined10
6 Dec 2022
18 Dec 2021
18 Dec 2021
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
15 Jun 2022
24 Dec 2022
To be determined11
To be determined12
30 Jun 2023
17,000,000
1,000,000
750,000
1,000,000
250,000
-
3,000,000
-
-
-
23,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,000,000
1,000,000
250,000
2,250,000
-
-
-
-
-
-
-
-
-
250,000
250,000
(17,000,000)
(1,000,000)
(750,000)
(1,000,000)
(250,000)
-
(3,000,000)
-
-
(250,000)
(23,250,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,000,000
1,000,000
-
2,000,000
10 Each option vests upon the date the Company achieves a volume weighted average price (VWAP) for 30 consecutive trading days exceeding $0.30 per Share.
11 The options expire at the end of the two (2) year period commencing on the vesting date.
12 The options expire at the end of the three (3) year period commencing on the vesting date.
36
Godolphin Resources Limited
Directors’ Report continued
Exercise Price
Vesting Date
ASX Escrow
Expiry
Expiry Date
Balance at 1 July
Granted
during the
year
Vested during
the year
Expired
during the
year
Exercised
during the
year
Vested
Number
Unvested
Number
Number
Number
Number
Number
Balance at 30 June
Vested
Number
Unvested
Number
Year ended 30
June 2022
$0.25
$0.25
$0.25
$0.25
$0.25
$0.20
$0.40
5 Dec 2019
18 Dec 2019
1 Nov 2021
16 Dec 2021
21 Jan 2022
15 Jun 2020
24 Dec 2020
18 Dec 2021
18 Dec 2021
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
15 Jun 2022
24 Dec 2022
17,000,000
1,000,000
-
-
-
27,708,430
3,000,000
-
-
750,000
1,000,000
250,000
-
-
48,708,430
2,000,000
-
-
-
-
-
-
-
-
-
-
750,000
1,000,000
250,000
-
-
-
-
-
-
-
(27,671,251)
-
- 17,000,000
1,000,000
-
750,000
-
1,000,000
-
250,000
-
(37,179)
-
3,000,000
-
2,000,000
(27,671,251)
(37,179) 23,000,000
-
-
-
-
-
-
-
-
37
Godolphin Resources Limited
Directors’ Report continued
Material Business Risks
Funding
The Company has no income producing assets and will generate losses for the foreseeable future. Until it is
able to develop a project and generate appropriate cashflow, it is dependent upon being able to obtain
future equity or debt funding to support long term exploration, after the expenditure of the net proceeds
raised under the Offers. Neither the Company nor any of the Directors nor any other party can provide any
guarantee or assurance that if further funding is required, such funding can be raised on terms acceptable
to the Company.
Any additional equity funding will dilute existing Shareholders. Also, no guarantee or assurance can be
given as to when a project can be developed to the stage where it will generate positive cashflow. As such,
a project would be dependent on many factors, for example exploration success, subsequent mine
development, commissioning and operational performance.
Should it choose in future to enter joint ventures, the Company may not be able to earn or maintain
proposed equity interests in its tenements if it fails to meet the ongoing expenditure commitments.
Accordingly, the Company may potentially lose entitlement or rights to interests in tenements and projects
where ongoing expenditure commitments are not met.
Non-renewal of title and new applications
The Company's tenements are subject to application or renewal. There is a risk that the Company may not
acquire or retain title to the tenements.
Exploration tenements are valid for set periods of time and renewal is subject to the approval of the State
Minister. There is no guarantee that the Company will be successful in the renewal of exploration
tenements as they reach their expiry date, though statutory mechanisms exist to extend title.
If in future tenements are not extended, the Company may suffer damage through loss of the opportunity
to discover and/or develop any mineral resources on these tenements.
Land-owner and access Risk
The Company is required to negotiate access arrangements and pay compensation to land owners, local
authorities, traditional land users and others who may have an interest in the area covered by an
exploration or mining tenement. The Company's ability to resolve access and compensation issues will have
an impact on the future success and financial performance of the Company's operations. If the Company is
unable to resolve such compensation claims on economic terms, this could have a material adverse effect
on the business, results or operations and financial condition of the Company. Access to land for
exploration purposes can be affected by land ownership, nature reserves and national parks, government
regulation and environmental restrictions. Access is critical for exploration and development to succeed
and the ability to be able to negotiate satisfactory commercial arrangements with landowners, farmers and
occupiers is often essential.
Management and Key Personnel
Recruiting and retaining qualified personnel are important to the Company's success. The number of
persons skilled in the exploration and development of mining properties is limited and competition for such
persons is strong. There can be no assurance given that there will be no detrimental impact on the
Company if one or more key employees leave the Company.
Limited exploration
Whilst gold and/or base metal mineralisation, as the case may be, has been located in multiple previous
drill intersections, there is a risk that the mineralisation in adjacent drill holes is not continuous between
drill holes. There is also a risk that the previously completed drill holes may not be representative of the
38
Godolphin Resources Limited
Directors’ Report continued
overall mineralisation present. Further drill tests are required to determine if mineralisation extends
further beyond the geometry as defined in current drill patterns.
To the extent that further exploration extends the Company's current resource estimates, there is no
guarantee that the Company will be capable of sustaining commercial development.
Resource estimate
There is a degree of uncertainty to the estimation of Mineral Resources and Ore Reserves and
corresponding grades being mined or dedicated to future production. Until Mineral Resources or Ore
Reserves are actually mined and processed, the quantity of Mineral Resources and Ore Reserves must be
considered as estimates only. In addition, the grade of Mineral Resources and Ore Reserves may vary
depending on, among other things, metal prices. Any material change in quantity and grades of Mineral
Resources, Ore Reserves, or stripping ratio may affect the economic viability of the properties. In addition,
there can be no assurance that metal recoveries in small-scale laboratory tests will be duplicated in larger
scale tests under on-site conditions or during production.
Fluctuation in the prices of relevant commodities, results of drilling, metallurgical testing and the
evaluation of mine plans subsequent to the date of any estimate may require revision of such estimate. Any
material reductions in estimates of Mineral Resources and / or Ore Reserves, could have a material adverse
effect on Company's financial condition.
Exploration, Development, Mining and Processing Risks
The business of mineral exploration, project development and mining by its nature contains elements of
significant risk. Ultimate and continuous success of these activities is dependent on many factors such as:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
geological conditions;
the discovery and/or acquisition of economically recoverable ore reserves;
successful conclusions to feasibility studies;
alterations to programs and budgets;
access to adequate capital for project development;
design and construction of efficient mining and processing facilities within capital expenditure
budgets;
securing and maintaining title and access to tenements and compliance with the terms of those
tenements;
(viii)
industrial action, disputation or disruptions;
(ix)
(x)
(xi)
unavailability of transport or drilling equipment to allow access and geological and geophysical
investigations;
obtaining consents and approvals necessary for the conduct of exploration and mining; and
access to competent operational management and prudent financial administration, including the
availability and reliability of appropriately skilled and experienced employees, contractors and
consultants.
Adverse weather conditions over a prolonged period can adversely affect exploration and mining
operations and the timing of revenues.
Whether or not income will result from projects undergoing exploration and development programs
depends on the successful establishment of mining operations. Factors including costs, integrity of
mineralisation, consistency and reliability of ore grades and commodity prices affect successful project
development and mining operations.
39
Godolphin Resources Limited
Directors’ Report continued
Indemnification and Insurance of Officers and Auditor
The Company indemnifies current and former Directors and Officers for any loss arising from any claim by
reason of any specified act committed by them in their capacity as a Director or Officer (subject to certain
exclusions as required by law).
The Company has paid insurance premiums in respect of directors’ and officers’ liability. Insurance cover
relates to liabilities that may arise from their position (subject to certain exclusions as required by law).
Details of the nature of the liabilities covered or the amount of the premium paid in respect of the
Directors’ and Officers’ liability insurance are not disclosed. Such disclosure is prohibited under the terms of
the policy.
The Company has not otherwise, during or since the end of the financial year, except to the extent
permitted by law, indemnified or agreed to indemnify an officer or auditor of the Company or of any
related body corporate against a liability incurred as such by an officer or auditor.
Audit Services
During the year ended 30 June 2023, the Group expensed an amount of $31,462 payable to its auditor
(2022: $32,653), Dry Kirkness (Audit) Pty Ltd, for audit services provided. During the year ended 30 June
2023 Dry Kirkness (Audit) Pty Ltd and its related practices, the Group’s auditor, did not undertake other
services in addition to the audit and review of financial statements.
Rounding Off
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191 dated 24 March 2016. Amounts in the Financial Report and Directors’ Report have
been reported to the nearest dollar, unless otherwise stated.
Lead Auditor’s Independence Declaration
The lead auditor’s independence declaration made under Section 307C of the Corporations Act 2001 (Cth)
is set out on page 81 and forms part of this Directors’ Report.
Previously Reported Information
The information in this report that references previously reported exploration results is extracted from the
Company’s ASX Announcements released on the date noted in the body of the text where that reference
appears. The ASX Announcements are available to view on the Company's website or on the ASX website
(www.asx.com.au). The Company confirms that it is not aware of any new information or data that
materially affects the information included in the original market announcements. The Company confirms
that the form and context in which the Competent Person’s findings are presented have not been
materially modified from the original market announcements.
Signed in accordance with a resolution of the Board of Directors.
Jeremy Read
Chair
Hideaway Bay, QLD
28 September 2023
40
Godolphin Resources Limited
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Year Ended 30 June 2023
Income
Profit on Sale of Assets
Other income
Total Income
Expenses
Employee expenses
Exploration and evaluation costs
expensed
Non-cash employee expense from
granting of options to employees
Administration expenses
Site restoration provision benefit
Depreciation – Property, Plant and
Equipment
Depreciation – Right of Use Asset
Unrealised loss on financial asset
Total Expenses
Loss before interest and income tax
Financial income – interest
Less: Financial expense – interest
Less: Net Financial income / (expense) -
interest
Loss after interest and before income tax
Income tax benefit
Net loss attributable to members of the
parent
Other comprehensive income, net of income
tax
Total comprehensive income
Loss per share – basic
Loss per share – diluted
Note
D1
2023 Restated 2022
(Note D6)
$
$
-
-
-
280,778
44
280,822
513,041
639,842
A14 and D2
1,869,247
1,877,753
D3
A10
A13
A15
A12
D4
D6
D5
D5
13,293
769,458
-
27,201
70,180
94,451
3,356,871
3,356,871
32,238
13,160
19,078
3,337,793
-
4,941
674,362
(22,655)
22,059
63,745
86,086
3,346,133
3,065,311
3,492
13,973
(10,481)
3,075,792
-
3,337,793
3,075,792
-
3,337,793
-
3,075,792
Cents
2.95
2.95
Cents
3.66
3.66
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in
conjunction with the accompanying Notes.
41
Godolphin Resources Limited
Consolidated Statement of Financial Position
As at 30 June 2023
Note
Restated 30
June 2022
(Note D6)
$
Restated 1
July 2021
(Note D6)
$
30 June 2023
$
Current assets
Cash and cash equivalents
Prepayments and other receivables
A11
A8
Total current assets
Non-current assets
Financial asset
Property, plant and equipment
Right-of-use asset
Exploration and evaluation costs
A12 and D6
A13
A15
A14 and D6
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Lease Liability
Employee benefits
Total current liabilities
Non-current liabilities
Lease Liability
Provision
Total non-current liabilities
Total liabilities
Net assets
Issued capital
Reserve
Accumulated losses
Equity
A9
A15
A10
A15
A10
A6
A6
1,242,212
134,147
1,376,359
429,263
437,065
224,564
6,419,000
7,509,892
8,886,251
179,146
67,973
23,232
270,351
170,940
118,992
289,932
560,283
1,620,561
169,809
1,790,370
554,214
398,832
277,865
6,419,000
7,649,911
9,440,281
175,844
60,755
23,387
259,986
223,307
116,323
339,630
599,616
4,729,025
117,933
4,846,958
288,300
429,323
345,753
6,691,252
7,754,628
12,601,586
197,812
56,495
-
254,307
290,666
138,978
429,644
683,951
8,325,968
8,840,665
11,917,635
18,935,447
14,488
(10,623,967)
16,126,839
1,687,954
(8,974,128)
16,132,958
1,683,013
(5,898,336)
8,325,968
8,840,665
11,917,635
The above Consolidated Statement of Financial Position should be read in conjunction with the
accompanying Notes.
42
Godolphin Resources Limited
Consolidated Statement of Changes in Equity
Year Ended 30 June 2023
Restated balances at 1 July 2021
Options expired and not
exercised
Issue of shares
Capital raising costs
Total comprehensive income for
the year
Equity settled share-based
payments for the year
Restated balances at 30 June
2022
Balances at 1 July 2022, as
previously reported
Impact of the change in
accounting policy at 1 July 2021
Impact of the change in
accounting policy for the year
ended 30 June 2022
Options expired and not
exercised
Issue of shares
Capital raising costs
Total comprehensive income for
the year
Equity settled share-based
payments for the year
Restated balances at 30 June
2023
Note
Ordinary fully
paid shares
$
16,132,958
Share option
reserve
$
1,683,013
Accumulated
losses
$
(5,898,336)
Total Equity
$
11,917,635
-
7,436
(13,555)
-
-
-
-
7,436
(13,555)
-
-
-
-
-
-
(3,075,792)
(3,075,792)
4,941
-
4,941
A6
16,126,839
1,687,954
(8,974,128)
8,840,665
D6
D6
16,126,839
1,687,954
(3,494,835)
14,319,958
-
-
-
-
-
-
-
(3,684,188)
(3,684,188)
(1,795,105)
(1,795,105)
(5,479,293)
(5,479,293)
(1,687,954)
1,687,954
-
2,908,849
(99,046)
-
-
-
-
-
-
2,908,849
(99,046)
(3,337,793)
(3,337,793)
(1,195)
14,488
-
13,293
A6
18,935,447
14,488
(10,623,967)
8,325,968
The above Consolidated Statement of Changes in Equity should be read in conjunction with the
accompanying Notes.
43
Godolphin Resources Limited
Consolidated Statement of Cash Flows
Year Ended 30 June 2023
Cash flows used in operating activities
Payments to suppliers and employees
Interest received
Net cash used in operating activities
Cash flows used in investing activities
Payments for property, plant and
equipment
Proceeds from / (Payments for)
reductions to / (increases in)
tenement bonds
Proceeds from disposal of fixed asset
Proceeds from disposal of tenements
Net cash used in investing activities
Cash flows from financing activities
Proceeds from capital raisings
Payments for capital raising costs
Net cash generated from financing
activities
Net (decrease) / increase in cash and
cash equivalents
Opening Cash and cash equivalents
Closing Cash and cash equivalents at 30
June
Note
A7
A12
and D6
A12
A6
Restated 2022 (Note
D6)
$
2023
$
(3,183,937)
30,718
(3,153,219)
(3,322,532)
8,906
(3,313,626)
(65,434)
(6,719)
30,500
-
-
(34,934)
2,908,849
(99,045)
2,809,804
(378,349)
1,620,561
(77,000)
20,000
275,000
211,281
7,436
(13,555)
(6,119)
(3,108,464)
4,729,025
A11
1,242,212
1,620,561
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying
Notes.
44
Godolphin Resources Limited
Notes to the Financial Statements
Year Ended 30 June 2023
General Information
The financial statements cover Godolphin Resources Limited as a consolidated entity consisting of
Godolphin Resources Limited and its subsidiaries. The financial statements are presented in Australian
dollars, which is Godolphin Resources Limited’s functional and presentation currency.
Godolphin Resources Limited is a public company, listed on the Australian Securities Exchange, limited by
shares, incorporated and domiciled in Australia.
The financial statements were authorised for issue, in accordance with a resolution of Directors, on 28
September 2023.
The Notes to the consolidated financial statement are set out in the following main sections:
Section A – Key Financial Information and Preparation Basis
Section B – Risk and Judgement
Section C – Key Management Personnel and Related Party Disclosures
Section D – Other Disclosures
Section A – Key Financial Information and Preparation Basis
A. This section sets out the basis upon which the Group’s financial statements have been prepared as a
whole and explains the results and performance of the Group that the Directors consider most relevant
in the context of the operations of the entity.
Statement of Compliance
The consolidated financial statements are general purpose financial statements which have been
prepared in accordance with Australian Accounting Standards (AASBs) adopted by the Australian
Accounting Standards Board (AASB) and the Corporations Act 2001 (Cth).
Basis of Preparation
The financial report is prepared on the historical cost basis other than share-based transactions
that are assessed at fair value.
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors(cid:835)
Reports) Instrument 2016/191 dated 24 March 2016. Amounts in the Financial Report and
Directors’ Report have been reported to the nearest dollar, unless otherwise stated.
The preparation of a financial report in conformity with Australian Accounting Standards requires
management to make judgements, estimates and assumptions that affect the application of
policies and reported amounts of assets and liabilities, income and expenses. The estimates and
associated assumptions are based on historical experience and various other factors that are
believed to be reasonable under the circumstance, the results of which form the basis of making
the judgements about carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates. These accounting policies have
been consistently applied by each entity in the Group.
Revisions to accounting estimates are recognised in the period in which the estimate is revised, if
the revision affects only that period, or in the period of the revision and future periods if the
revision affects both current and future periods.
P
45
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Change in Accounting Policy
The consolidated financial report has been prepared on the basis of a retrospective application of
a voluntary change in accounting policy relating to intangible expenditure.
The previous intangible expenditure accounting policy was to capitalise and carry forward mining,
exploration and evaluation expenditure as an asset when rights to tenure of the area of interest
are current and costs are expected to be recouped through successful development and
exploitation of the area of interest or alternatively by its sale.
The new accounting policy is to charge exploration and evaluation expenditure against profit and
loss as incurred; except for acquisition costs and for expenditure incurred after a decision to
proceed to development is made, in which case the expenditure would be capitalised as an asset.
These changes are included in the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of changes in equity, consolidated statement of
financial position and consolidated statement of cash flows.
The new accounting policy was adopted on 14 July 2023 and has been applied retrospectively.
The Board of Directors considers the change in accounting policy results in financial statements
providing more reliable and relevant information about the effects of transactions, other events
or conditions on the entity’s financial position, financial performance and cash flows.
As a result of the change in accounting policy, $5.2 million was reclassified at 30 June 2022 from
intangible assets to accumulated losses. Refer to Note D6 for a summary of the adjustments made
on implementation of the new accounting policy.
Refer to Note A14 for further information on the effects of this change and full details of the new
accounting policy.
Other than the voluntary change in accounting policy relating to intangible expenditure, the
accounting policies set out below have been applied consistently to all periods presented in the
financial report for the purposes of the Australian Accounting Standards.
Basis of Consolidation
Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed
to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power over the entity. The financial statements of subsidiaries are
included in the consolidated financial statements from the date on which control commences
until the date on which control ceases.
Investments in subsidiaries are carried in the Parent Entity’s financial statements at the lower of
cost and recoverable amount.
Transactions eliminated on consolidation
Intra-group balances and any unrealised gains and losses or income and expenses arising from
intra-group transactions are eliminated in preparing the consolidated financial statements.
Unrealised gains arising from transactions with associates and jointly controlled entities are
eliminated to the extent of the Group’s interest in the entity, with adjustments made to the
“Investment in associates” and “Share of associates’ net profit” accounts.
Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that
there is no evidence of impairment.
46
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Gains and losses are recognised as the relevant assets are consumed or sold by the associate or
jointly controlled entities or, if not consumed or sold by the associate or jointly controlled entity,
when the Group’s interest in such entities is disposed of.
Going Concern
During the financial year ended 30 June 2023, the Company incurred an operating loss of
$3,337,793 and ended the financial year with a cash balance of $1,242,212.
Cash Placement
Subsequent to 30 June 2023, on 13 July 2023, there was a cash placement totalling $715,000
before capital raising costs, with the issue of ordinary fully paid shares (“Shares”) for $0.042 each.
One (1) attaching option was also issued for every two (2) new Shares for no additional
consideration, being 8,511,908 Options, on 22 August 2023, each with an exercise price of $0.06
expiring on 31 December 2024 (“Options”).
Entitlement Offer
Subsequent to 30 June 2023, there was also a non-renounceable entitlement offer of one (1) new
Share for every four (4) Shares registered as being held by eligible shareholders, as at the record
date (17 July 2023)13, and otherwise on the same terms as the Company’s placement, resulting in
the issue of:
(a) Entitlement Offer:
(i) 14,119,554 new Shares on 22 August 2023 for $0.042 each new Share; and
(ii) 7,059,839 attaching Options for no additional consideration on 22 August 2023; and
(b) Entitlement Offer Shortfall:
(i) 19,729,200 new Shares on 1 September 2023 for $0.042 each new Share; and
(ii) 9,864,601 attaching Options for no additional consideration on 1 September 2023.
Broker Options
As part consideration for capital raising fees paid to the Company’s broker, 4,000,000 Options,
with the same terms as issued under the Placement and Entitlement Offer, were issued on 22
August 2023.
Based on the evidence of successful fund raisings totalling $2,136,648 before capital raising costs
in equity with the placement and subsequent non-renounceable entitlement offer, and
considering budgeted expenditure commitments, the Board has prepared these Financial
Statements on a going concern basis.
Despite the ability of the Company to historically raise funds, further funding will be required to
develop the Company’s tenements.
This financial report does not include any adjustments relating to the recoverability and
classification of recorded asset amounts or the amounts or classification of liabilities and
appropriate disclosures that may be necessary should the Group be unable to continue as a going
concern.
Judgement about the future is based on information available at the date of this report.
Subsequent events may result in outcomes that are inconsistent with judgements that were
reasonable at the time they were made.
13 Refer the Company’s prospectus dated 7 July 2023.
47
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Capital and Reserves
Share capital
Ordinary shares issued
and fully paid
Date
Number of
shares
Issue Price
per share
$
Balance
1 July 2021
84,110,522
16,132,958
Options Exercised
16-August-2021
Options Exercised
Options Exercised
2-May-2022
1-June-2022
Options Exercised
20-June-2022
Less costs relating to
share issues
Balance 30 June 2022
$0.20
$0.20
$0.20
$0.20
849
9,175
4,471
22,684
37,179
84,147,701
-
84,147,701
Balance
1 July 2022
84,147,701
Cash placement
9 August 2022
18,915,586
$0.085
Share purchase plan
9 September 2022
15,306,160
$0.085
Less costs relating to
share issues
Balance 30 June 2023
34,221,746
-
118,369,447
170
1,835
894
4,537
7,436
16,140,394
(13,555)
16,126,839
16,126,839
1,607,825
1,301,024
2,908,849
(100,241)
18,935,447
Holders of ordinary shares are entitled to dividends as declared from time to time and are entitled
to one vote per share at general meetings of the Company.
Ordinary shares have no par value.
No dividends have been declared or paid by the Company during or since the end of the financial
year.
Subject to ASX listing rules, the Company’s Board may resolve that the whole or any portion of
profits, reserve or other account which is available for distribution, be distributed to shareholder in
the same proportions in which they would be entitled to receive it if distributed by way of dividend,
or in accordance with relevant terms of issue of any shares or securities.
If the Company is wound up, whether voluntarily or otherwise, the liquidator may divide among all
or any of the contributories, as the liquidator thinks fit, in specie or in kind, any part of the assets of
the Company, and may vest any part of the assets of the Company in trustees for the benefit of all
or any of the contributories as the liquidator thinks fit.
In the event of winding up of the Company, ordinary shareholders rank after creditors and are
entitled to any proceeds of liquidation.
48
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Shares Under Option
Each option provides the right for the option holder to be issued with one fully paid ordinary share by the Company, upon payment of the exercise price of each option. Each
option does not otherwise entitle the holder to participate in any share issue of the Company or any other body corporate. During the financial year there were no shares issued
with the exercise of options (2022: 37,179). 2,250,000 options were granted during the year ended 30 June 2023 (2022: Nil).
During the financial year 23,250,000 unquoted options expired unexercised (2022: 27,671,251). Details of unquoted options over ordinary shares in the Company that were
granted, exercised, vested and expired during the financial year are as follows:
Exercise Price
Vesting Date
ASX Escrow
Expiry
Expiry Date
Balance at 1 July
Granted
during the
year
Vested during
the year
Expired
during the
year
Exercised
during the year
Vested Unvested
Number
Number
Number
Number
Number
Number
Year ended 30
June 2023
$0.25
$0.25
$0.25
$0.25
$0.25
$0.20
$0.40
$0.25
$0.35
$0.30
5 Dec 2019
18 Dec 2019
1 Nov 2021
16 Dec 2021
21 Jan 2022
15 Jun 2020
24 Dec 2020
To be
determined14
18 Dec 2021
18 Dec 2021
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
6 Dec 2022
Not escrowed
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
15 Jun 2022
24 Dec 2022
To be
determined15
To be
determined16
30 Jun 2023
17,000,000
1,000,000
750,000
1,000,000
250,000
-
3,000,000
-
-
-
23,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,000,000
1,000,000
250,000
2,250,000
-
-
-
-
-
-
-
-
-
(17,000,000)
(1,000,000)
(750,000)
(1,000,000)
(250,000)
-
(3,000,000)
-
-
250,000
(250,000)
250,000
(23,250,000)
-
-
-
-
-
-
-
-
-
-
-
Balance at 30 June
Vested
Number
Unvested
Number
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,000,000
1,000,000
-
2,000,000
14 Each option vests upon the date the Company achieves a volume weighted average price (VWAP) for 30 consecutive trading days exceeding $0.30 per Share.
15 The options expire at the end of the two (2) year period commencing on the vesting date.
16 The options expire at the end of the three (3) year period commencing on the vesting date.
49
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Exercise Price
Vesting Date
ASX Escrow
Expiry
Expiry Date
Balance at 1 July
Granted
during the
year
Vested during
the year
Expired
during the
year
Exercised
during the
year
Vested
Number
Unvested
Number
Number
Number
Number
Number
Balance at 30 June
Vested
Number
Unvested
Number
Year ended 30
June 2022
$0.25
$0.25
$0.25
$0.25
$0.25
$0.20
$0.40
5 Dec 2019
18 Dec 2019
1 Nov 2021
16 Dec 2021
21 Jan 2022
15 Jun 2020
24 Dec 2020
18 Dec 2021
18 Dec 2021
Not escrowed
Not escrowed
Not escrowed
Not escrowed
Not escrowed
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
5 Dec 2022
15 Jun 2022
24 Dec 2022
17,000,000
1,000,000
-
-
-
27,708,430
3,000,000
-
-
750,000
1,000,000
250,000
-
-
48,708,430
2,000,000
-
-
-
-
-
-
-
-
-
-
750,000
1,000,000
250,000
-
-
-
-
-
-
-
(27,671,251)
-
- 17,000,000
1,000,000
-
750,000
-
1,000,000
-
250,000
-
(37,179)
-
3,000,000
-
2,000,000
(27,671,251)
(37,179) 23,000,000
-
-
-
-
-
-
-
-
Options expenses for the year ended 30 June 2023 totalled $14,488 (2022: $4,941), including options expenses relating to share issues totalling $1,195 (2022: $Nil).
50
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Share Based Payment Reserve
Consideration
Options
Loyalty
Options
Advisor
and Broker
Options
Incentive
and
Employee
Options
Total
$
15,000,000
27,708,430
5,000,000
3,000,000
50,708,430 1,683,013
-
-
-
(37,179)
-
-
-
(27,671,251)
-
-
-
-
-
-
-
(37,179)
-
-
-
-
4,941
-
(27,671,251)
-
15,000,000
15,000,000
-
-
-
-
-
-
-
-
5,000,000
3,000,000
23,000,000 1,687,954
5,000,000
3,000,000
23,000,000 1,687,954
-
250,000
-
-
-
-
250,000
1,195
-
2,000,000
2,000,000
13,293
(15,000,000)
-
(5,250,000)
(3,000,000)
(23,250,000) (1,687,954)
-
-
-
2,000,000
2,000,000
14,488
Balance at 1 July
2021
Options exercised
during the year
ended 30 June
2022
Capital raising fee
Employee options
expense17
Options expired
during the year
ended 30 June
2022
Balance at 30 June
2022
Balance at 1 July
2022
Options exercised
during the year
ended 30 June
2023
Capital raising fee
Employee options
expense
Options expired
during the year
ended 30 June
2023
Balance at 30 June
2023
17 There was a vesting condition of 24 months of continuous employment by the option holder (or controller of the
option holder) for 2,000,000 employee options to vest, granted under the initial public offer. At the reporting date,
none of the employee options had vested (2022: all the employee options had vested).
51
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Options
The fair values of the options are calculated at the date of grant using the Black Scholes option pricing
model and allocated to each reporting period evenly over the period from grant date to vesting date.
Where the vesting dates and expiry dates are to be determined for the 2,000,000 employee options
granted during the year ended 30 June 2023 (2022: Nil), the fair values of the options are allocated evenly
over the life of the option (commencing on the grant date).
2023
Fair value at grant date (cents)
Life of Option (years)
Share price at grant date (cents)
Exercise price per option (cents)
Expected volatility (weighted
average)
Risk free interest rate per annum
(based on government bonds)
Number
Total Fair Value
Expense during the year ended 30
June 2023
2022
Fair value at grant date (cents)
Life of Option (years)
Share price at grant date (cents)
Exercise price per option (cents)
Expected volatility (weighted
average)
Risk free interest rate per annum
(based on government bonds)
Number
Total Fair Value
Expense during the year ended 30
June 2022
Broker
Options
0.4781
0.56
8.80
30.00
Employee Options
2.5016
2.00
8.80
25.00
3.2948
3.00
8.80
35.00
115.00%
99.00%
103.00%
3.07%
1,000,000
$25,016
3.09%
1,000,000
$32,948
3.05%
250,000
$1,195
$1,195
-
-
-
-
-
-
-
-
-
Total Employee
Options
2.8982
2,000,000
$57,964
$13,293
7.055
2.00
20.00
25.00
61.00%
1.50%
250,000
$17,638
$4,941
The Company’s accounting policy for the treatment of equity-settled share-based payment arrangements
granted to employees
The grant-date fair value of equity-settled share-based payment arrangements granted to employees is
generally recognised as an expense, with a corresponding increase in equity, over the vesting period of the
awards.
The amount recognised as an expense is adjusted to reflect the number of awards for which the related
service and non-market performance conditions are expected to be met, such that the amount ultimately
recognised is based on the number of awards that meet the related service and non-market performance
conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-
date fair value of the share-based payment is measured to reflect such conditions and there is no true-up
for differences between expected and actual outcomes.
52
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Cash Flow Reconciliation
Cash flows from operating activities
Net loss attributable to members of the parent
Adjustments for:
Depreciation and impairment – property
plant and equipment (non-cash)
Depreciation and impairment – right of use
asset (non-cash)
Profit on sale of tenements (non-cash)
Profit on sale of fixed asset (non -cash)
Unrealised loss on financial asset (non-cash)
Options expense (non-cash)
Operating loss before changes in working capital
and provisions
(Decrease) / Increase in other receivables
(Increase) / Decrease in other payables and
provisions
Decrease in lease payable
Adjustment to Right of Use Asset due to
adjusting the present value of lease
payments to be made over the lease term
Net cash used in operating activities
Prepayments and Other Receivables
Note
A13
A15
A12
A15
2023
$
3,337,793
Restated
2022
$
3,075,792
(27,201)
(22,059)
(70,180)
-
-
(94,451)
(13,291)
(63,745)
277,748
3,030
(86,086)
(4,941)
3,132,670
(18,480)
3,179,739
14,586
(16,556)
55,585
60,345
63,099
-
3,153,219
(4,143)
3,313,626
(i) Other receivables are recognised initially at fair value plus any directly attributable
transaction costs. Subsequent to initial recognition they are stated at amortised cost less
impairment losses (see Note B3).
(ii) Prepayments are recognised at cost.
Current
GST
Security deposit over rental property
Other receivables
Prepayments
2023
$
46,958
17,778
3,283
68,019
66,128
134,147
2022
$
71,002
17,778
20,239
109,019
60,790
168,809
53
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Current Liabilities Trade and Other Payables
Trade and other payables are recognised initially at fair value plus directly attributable transaction
costs. Subsequent to initial recognition, these transactions are measured at amortised cost.
Current
Trade payables
PAYG Withholding Tax
Superannuation Payable
Accruals
Provisions
2023
$
91,037
57,205
-
148,242
30,904
179,146
2022
$
66,094
64,010
6,972
137,076
38,768
175,844
A provision is recognised in the statement of financial position when the Group has a present legal
or constructive obligation as a result of a past event, and it is probable that an outflow of
economic benefits will be required to settle the obligation. If the effect is material, provisions are
determined by discounting the expected future cash flows at a pre-tax rate that reflects current
market assessments of the time value of money and, when appropriate, the risks specific to the
liability.
Current
Annual Leave Provision
Opening balance
(Decrease) / Increase for year
Closing balance
Non-Current
Site Restoration Provision
Opening balance
Increase / (Decrease) - remeasurement
Decrease (costs offset)
Closing balance
2023
$
2022
$
23,387
(155)
23,232
-
23,387
23,387
116,323
33,759
(31,090)
118,992
138,978
(22,655)
-
116,323
The Company’s accounting policy for the treatment of employee entitlements:
(a) Short-term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is
recognised for the amount expected to be paid if the Group has a present legal or
constructive obligation to pay this amount as a result of past service provided by the
employee and the obligation can be estimated reliably.
(b) Other long-term employee benefits
The Group's net obligation in respect of long-term employee benefits is the amount of future
benefit that employees have earned in return for their service in the current and prior
periods. That benefit is discounted to determine its present value. Remeasurements are
recognised in profit or loss in the period in which they arise.
54
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
(c) Termination benefits
Termination benefits are expensed at the earlier of when the Group can no longer withdraw
the offer of those benefits and when the Group recognises costs for a restructuring. If benefits
are not expected to be settled wholly within 12 months of the reporting date, then they are
discounted.
Site Restoration
In accordance with the Group’s environmental policy and applicable legal requirements, a
provision for site restoration in respect of disturbed land is recognised when such land is
disturbed. At this time, a best estimate of the total area of disturbance and present value
restoration cost over the estimated mine is made. From this, an annual charge is derived which is
reflected as an expense over the life of the mine and as an increase in the provision.
The balance of the provision is the accumulation of the annual charges, less any remedial work
done, which is charged directly against the provision. The unwinding of the effect of discounting
on the provision is recognised as a finance cost.
Cash and Cash Equivalents
(iii) Cash and cash equivalents comprise cash balances and call deposits with an original maturity of
three months or less.
Bank balances
Term deposit - unsecured
Term deposit - secured
Cash and cash equivalents in the statements of cash flows
Financial Assets
2023
$
2022
$
321,770
900,000
20,442
1,242,212
950,170
650,000
20,391
1,620,561
Note
Investment
2023
2022
2023
Tenement Deposits
Total
Restated
2022
$
Restated
2022
(Note D6)
$
2023
$
$
$
$
Opening
balance
(Refunds) /
Additions during
the year
Unrealised loss
during the year
Closing balance
188,914 275,000 365,300
288,300
554,214
563,300
-
-
(30,500)
77,000
(30,500)
77,000
A7
D6
(94,451)
(86,086)
-
94,463 188,914 334,800
-
365,300
(94,451)
429,263
(86,086)
554,214
Investment is the Company’s investment in Orange Minerals NL (ASX: OMX) 2,099,047 ordinary
fully paid shares (2022: 2,099,047).
55
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Property, Plant and Equipment
Owned assets
Items of property, plant and equipment are stated at cost less accumulated depreciation and
impairment losses (see Note B3).
Where parts of an item of property, plant and equipment have different useful lives, they are
accounted for as separate items of property, plant and equipment.
Subsequent costs
The Group recognises in the carrying amount of an item of property, plant and equipment the
cost of replacing part of such an item when that cost is incurred if it is probable that the future
economic benefits embodied within the item will flow to the Group and the cost of the item can
be measured reliably. All other costs are recognised in the statement of profit or loss and other
comprehensive income as an expense as incurred.
Depreciation
Depreciation is charged to the statement of profit or loss and other comprehensive income on a
straight-line or diminishing value bases over the estimated useful lives of each part of an item of
property, plant and equipment and buildings. Land is not depreciated. The estimated useful lives
in the current financial year are as follows:
ß
Plant and equipment
1 to 5 years
Property Plant and Equipment consist of:
2022
Cost
Balance at 1 July 2021
Plus: Additions
Less: Disposals
Balance at 30 June 2022
Depreciation
Balance at 1 July 2021
Depreciation charge for the year
Less: Accumulated Depreciation on
Disposals
Balance at 30 June 2022
Carrying amounts
Balance at 1 July 2021
Balance at 30 June 2022
2023
Cost
Balance at 1 July 2022
Plus: Additions
Balance at 30 June 2023
Depreciation
Balance at 1 July 2022
Depreciation charge for the year
Less: Accumulated Depreciation on
Disposals
Freehold
Land
$
367,000
-
-
367,000
-
-
-
-
367,000
367,000
367,000
-
367,000
-
-
-
Plant and
equipment
$
Total
$
87,139
6,719
(22,300)
71,558
454,139
6,719
(22,300)
438,558
(24,816)
(22,059)
(24,816)
(22,059)
7,149
(39,726)
7,149
(39,726)
62,323
31,832
429,323
398,832
71,558
65,434
136,992
438,558
65,434
503,992
(39,726)
(27,201)
(39,726)
(27,201)
-
-
56
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Balance at 30 June 2023
Carrying amounts
Balance at 1 July 2022
Balance at 30 June 2023
Exploration and Evaluation Costs
Freehold
Land
$
-
367,000
367,000
Plant and
equipment
$
(66,927)
Total
$
(66,927)
31,832
70,065
398,832
437,065
Exploration and evaluation expenditure is charged against profit and loss as incurred; except for
acquisition costs and for expenditure incurred after a decision to proceed to development is
made, in which case the expenditure would be capitalised as an asset.
Exploration and evaluation costs are stated at cost less accumulated amortisation and impairment
losses (see Note B3).
The treatment of exploration and evaluation expenditure as it related to AASB 6 Exploration for and
Evaluation of Mineral Resources was changed. As a result of the change, the mining, exploration
and evaluation costs previously capitalised by the Group, except for acquisition costs, are now
expensed in the period the expenditure is incurred.
Refer to Note A3 for further details of this change in accounting policy.
As a result of the change in accounting policy, $5.5 million was reclassified at 30 June 2022 from
exploration assets to accumulated losses.
As detailed in Note A3, following a resolution of the Board of directors, the treatment of exploration
and evaluation expenditure as it relates to AASB 6 Exploration for and Evaluation of Mineral
Resources was changed. As a result of the change, the exploration and evaluation costs previously
capitalised by the Group, except for acquisition costs, are now expensed in the period that the
expenditure was incurred.
The impact of this change in accounting policy on information previously reported in the Group’s
annual financial reports is reported in Note D6.
Note
2023
$
6,419,000
Restated 2022
$
6,691,252
Cost
Opening balance
Exploration and evaluation
costs expensed
Closing balance
D6
-
6,419,000
(272,252)
6,419,000
The effects on the consolidated statement of profit or loss and other comprehensive income were
as follows:
Exploration and evaluation expenditure
expensed
Less:
in profit on disposal of
increase
tenements
Increase in loss for the period
Note
Year ended 30
June 2023
$
Year ended 30
June 2022 restated
$
1,869,247
1,877,753
-
82,648
D6
1,869,247
1,795,105
57
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
An exploration and evaluation asset is only recognised in relation to an area of interest if 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 costs of acquiring licences are expected to be recouped through successful
development and exploitation of the area of interest, or alternatively, by its sale; and
(ii) exploration and evaluation activities in the area of interest have not at the end of the
reporting period 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.
An area of interest refers to an individual geological area whereby the presence of a mineral
deposit is considered favourable or has been proved to exist. It is common for an area of interest
to contract in size progressively, as exploration and evaluation lead towards the identification of a
mineral deposit, which may prove to contain economically recoverable reserves. When this
happens during the exploration for and evaluation of mineral resources, costs of acquiring
licences are still included in the cost of the exploration and evaluation asset notwithstanding that
the size of the area of interest may contract as the exploration and evaluation operations
progress. In most cases, an area of interest will comprise a single mine or deposit.
Leases
The Company leases a property at Unit 13, 11 William Street Orange, NSW, 2800 (Property) being
used by the Company for offices and storage.
From the lease commencement date, 9 November 2020, rent was $70,200 per annum excluding
GST indexed for the lease period (initial 3 years with an option to renew for a further 3 years). The
Company provided the lessor with a bank undertaking of $17,550, representing 3-months of rent.
Due to CPI increases, as at 30 June 2023 rent increased to $77,292 (2022: $72,243) per annum
excluding GST.
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the
contract contains the right to control the use of an identifiable asset for a period in exchange for
consideration.
As of 30 June 2023, the Company had the right to obtain economic benefits from the use of the
Property, and the right to direct how and for what purpose the Property is used.
Information about the lease for which the Group is a lessee is presented below.
Right-of-use-asset
The Group recognises right-of-use assets at the commencement date of the lease (i.e. the date the
underlying asset is available for use). Right-of-use assets are measured at cost, less any
accumulated depreciation and impairment losses and adjusted for any remeasurement of lease
liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial
direct costs incurred, and lease payments made at or before the commencement date less any
lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased
asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-
line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are
subject to impairment.
58
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Building
Balance at 1 July
Adjustment due to adjusting the present value of
lease payments to be made over the lease term
Depreciation charge for the year
Balance at 30 June
Lease liabilities
2023
$
2022
$
277,865
345,753
16,879
(70,180)
224,564
(4,143)
(63,745)
277,865
At the commencement date of the lease, the Group recognises lease liabilities measured at the
present value of lease payments to be made over the lease term. The lease payment includes fixed
payments (including in-substance fixed payments) less any lease incentives receivable, variable
lease payments that depend on an index or a rate, and amounts expected to be paid under residual
value guarantees.
In calculating the present value of the lease payments, the Group uses the incremental borrowing
rate of 4.48% per annum at the lease commencement date as the interest rate implicit in the lease
is not readily determinable. After the commencement date, the amount of lease liabilities is
increased to reflect the accretion of interest and reduced for the lease payments made.
Maturity analysis- contractual cash flows
Within one year
One year or later and not later than five years
Later than five years
Total lease liabilities
Lease liabilities included in the statement of financial position
Current
Non-current
Amounts recognised in profit or loss
Depreciation on right of use asset
Interest on lease liabilities
Expenses relating to short-term leases
Amounts recognised in exploration and evaluation costs
Expenditure relating to short term leases
Amounts recognised in the statement of cash flows
Lease payments
Payments relating to short-term leases
2023
$
67,973
170,940
-
238,913
2022
$
60,755
223,307
-
284,062
67,973
170,940
238,913
60,755
223,307
284,062
70,180
13,160
62,865
146,205
63,745
13,973
11,310
89,028
62,865
8,410
2023
$
75,609
62,109
137,718
2022
$
71,562
17,980
89,542
59
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Commitments
Exploration expenditure commitments
In order to maintain current rights of tenure to exploration tenements, the Group is required to
perform exploration work to meet the proposed work programs and expenditure over the term of
the licences provided at the time of grant as required by the New South Wales Government.
These obligations are subject to renegotiation when application for a mining lease is made and at
other times.
As at 30 June 2023, these obligations are not provided for in the financial report and are payable
as follows:
2023
Within one year
One year or later and not later than five years
Later than five years
2022
Within one year
One year or later and not later than five years
Later than five years
Segment Reporting
$
467,993
1,849,871
-
2,317,864
424,931
1,993,987
104,071
2,522,989
(iv) An operating segment is a component of the Group that engages in business activities whose
operating results are reviewed regularly by the Group’s Board and for which discrete financial
information is available.
The Group is involved solely in mineral exploration within its 100% controlled Australian-based
copper-gold projects in the Lachlan Fold Belt (LFB) NSW and the farm-in agreement on the
Narraburra REE and RM Project, and thus has a single operating segment.
Business and geographical segments
The results and financial position of the Company’s single operating segment are prepared on a
basis consistent with Australian Accounting Standards and thus no additional disclosures in
relation to the revenues, profit or loss, assets and liabilities and other material items have been
made. Entity-wide disclosures in relation to the Group’s product and services and geographical
areas are detailed below.
Products and services
The Group is involved solely in mineral exploration within its 100% controlled Australian-based
projects in the Lachlan Fold Belt (LFB) NSW and the farm-in agreement on the Narraburra REE and
RM Project, and, as such, currently provides no products for sale.
Geographical areas
The Company’s exploration activities are located solely in Australia.
Contingencies
Details of contingent liabilities where the probability of future payments/receipts is not
considered remote are set out below:
On 25 July 1991, Tri Origin Exploration Limited and Mr David Timms (deceased) (a geologist and
unrelated party) entered into to a finder’s fee agreement (Finder’s Fee Agreement) pursuant to
60
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
which the Estate of Mr Timms is eligible to receive a finder’s fee in relation to a mineral property in
Australia, comprising 2.56 km2, and designated as EL 1049 in New South Wales, Australia (Property).
The mining tenement designated as EL 1049 was cancelled in a broader process of replacing a
number of licences in the area with a single new licence, EL 5583 (EL 5583). TriAusMin Pty Ltd (an
entity that is the Company’s wholly owned subsidiary), is the registered holder of EL 5583.
The area referred to as the Property in the Finder’s Fee Agreement is now located within the
boundaries of EL 5583.
On this basis, a portion of EL 5583 (being the 2.56km2 Property) is subject to a finder's fee, payable
to the Estate of Mr David Timms, following commencement of production, or sale of EL 5583,
capped at A$2,000,000. The fee is payable in respect of:
(a) 1/3 proceeds from the sale of EL 5583; or
(b) 1/3 of net profits from production from the Property; or
(c) 30% of any royalties received from production from the Property.
Events Subsequent to the Reporting Date
Directors are not aware of any matter or circumstance that has arisen since the end of the
financial year that has significantly affected or may significantly affect the Group’s operations, the
results of these operations or the Group’s state of affairs in future financial years excepting:
Cash Placement
Subsequent to 30 June 2023, on 13 July 2023, there was a cash placement totalling $715,000
before capital raising costs, with the issue of ordinary fully paid shares (“Shares”) for $0.042 each.
One (1) attaching option was also issued for every two (2) new Shares for no additional
consideration, being 8,511,908 Options, on 22 August 2023, each with an exercise price of $0.06
expiring on 31 December 2024 (“Options”).
Entitlement Offer
Subsequent to 30 June 2023, there was also a non-renounceable entitlement offer of one (1) new
Share for every four (4) Shares registered as being held by eligible shareholders, as at the record
date (17 July 2023)18, and otherwise on the same terms as the Company’s placement, resulting in
the issue of:
(a) Entitlement Offer:
(i) 14,119,554 new Shares on 22 August 2023 for $0.042 each new Share; and
(ii) 7,059,839 attaching Options for no additional consideration on 22 August 2023;
(b) Entitlement Offer Shortfall:
(i) 19,729,200 new Shares on 1 September 2023 for $0.042 each new Share; and
(ii) 9,864,601 attaching Options for no additional consideration on 1 September 2023.
Broker Options
As part consideration for capital raising fees paid to the Company’s broker, 4,000,000 Options,
with the same terms as issued under the Placement and Entitlement Offer, were issued on 22
August 2023.
Each Option provides the holder with the right to be issued one ordinary fully paid share by the
Company, upon payment of the exercise price.
18 Refer the Company’s prospectus dated 7 July 2023.
61
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Section B – Risk and Judgement
B. This section outlines the key judgements, estimates and assumptions that have a significant risk of
causing a material adjustment to the carrying amounts of assets and liabilities within the next financial
year. This section also outlines the significant financial risk the Group is exposed, to which the Directors
would like to draw the attention of the readers.
Financial Risk Management
Overview
This Note presents information about the Group’s exposure to credit, liquidity and market risks,
their objectives, policies and processes for measuring and managing risk, and the management of
capital.
The Group does not use any form of derivatives as it is not at a level of exposure that requires the
use of derivatives to hedge its exposure. Exposure limits are reviewed by management on a
continuous basis. The Group does not enter into or trade financial instruments, including
derivative financial instruments, for speculative purposes.
The Board of Directors has overall responsibility for the establishment and oversight of the risk
management framework. Management monitors and manages the financial risks relating to the
operations of the Group through regular reviews of the risks.
Credit Risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial
instrument fails to meet its contractual obligations.
Presently, the Group is in an exploration phase, therefore does not earn revenue from sales and
therefore has no accounts receivable from sales.
At the reporting date, there were no significant credit risks in relation to trade receivables.
For the Company, credit risk arises from receivables due from subsidiaries.
Cash and cash equivalents
The Group limits its exposure to credit risk by only investing in liquid securities and only with
counterparties that have an acceptable credit rating.
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The
Group’s maximum exposure to credit risk at the reporting date was:
Note
Carrying Amount
Current
Cash and cash equivalents
Other receivables
A11
A8
Impairment losses
None of the Group’s other receivables are past due.
Liquidity risk
2023
$
1,242,212
68,019
1,310,231
Carrying
Amount
2022
$
1,620,561
109,019
1,729,580
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall
due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always
62
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
have sufficient liquidity to meet its liabilities when due, under both normal and stressed
conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.
The Group manages liquidity risk by maintaining adequate cash reserves from funds raised in the
market and by continuously monitoring forecast and actual cash flows.
The decision on how the Company will raise future capital will depend on the market conditions
existing at that time.
The following are the contractual maturities of financial liabilities, including estimated interest
payments and excluding the impact of netting agreements:
30 June 2023
Trade and other payables
30 June 2022
Trade and other payables
Market risk
Note
Carrying
amount
$
Contractual
cash flows
$
6 months
or less
$
A9
179,146
179,146
179,146
A9
175,844
175,844
175,844
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates
and equity prices will affect the Group’s income or the value of its holdings of financial
instruments. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimising the return.
Changes in the share price for the Company’s investment in shares issued by Orange Minerals NL
will affect the Group’s income and the value of its financial asset. Refer to Note A12 for more
details.
Currency risk
The Group is not exposed to currency risk and at the reporting date the Group holds no financial
assets or liabilities which are exposed to foreign currency risk.
Interest rate risk
The Group is exposed to interest rate risk (primarily on its cash and cash equivalents), which is the
risk that a financial instrument’s value will fluctuate as a result of changes in the market interest
rates on interest-bearing financial instruments. The Group does not use derivatives to mitigate
these exposures.
The Group adopts a policy of ensuring that as far as possible it maintains excess cash and cash
equivalents in short terms deposit at interest rates maturing over three-month rolling periods.
Profile
At the reporting date the interest rate profile of the Group’s and the Company’s interest-bearing
financial instruments was:
Variable rate instruments
Financial assets
Financial liabilities
Carrying amount
2023
$
Carrying amount
2022
$
1,310,230
(179,146)
1,131,084
1,729,580
(175,844)
1,553,736
63
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Fair value sensitivity analysis
The Group does not have, and therefore does not account for any fixed interest rate financial
assets and liabilities at fair value through profit or loss.
A change of 100 basis points in interest rates at the end of the financial year would have increased
or decreased profit and loss by $22,693 (2022: $20,719).
Changes in the share price for the Company’s investment in shares issued by Orange Minerals NL
would affect the Group’s income and the value of its financial asset. Refer to Note A12 for more
details.
Instruments
Note
Change at end of
financial year
Increased or decreased profit
and loss
2023
$
2022
$
22,693
20,719
Cash and cash
equivalents (variable
rate instruments)
Financial Asset
A11
A12
100 basis points in
interest rates
$0.01 each share
20,990
20,990
This analysis assumes that all other variables remain constant.
Commodity Price Risk
The Group operates primarily in the exploration and evaluation phase and accordingly the
Group’s financial assets and liabilities are subject to minimal commodity price risk.
Capital and Reserves Management
The Group’s objectives when managing capital and reserves are to safeguard the Group’s ability
to continue as a going concern, so as to maintain a strong capital base sufficient to maintain
future exploration and development of its projects. In order to maintain or adjust the capital and
reserve structure, the Group may return capital to shareholders, issue new shares or sell assets to
reduce debt. The Group’s focus has been to raise sufficient funds through equity to fund
exploration and evaluation activities.
There were no changes in the Group’s approach to capital management during the year. Risk
management policies and procedures are established with regular monitoring and reporting.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital
requirements.
Financial Instruments
AASB 9 Financial Instruments includes guidance on the classification and measurement of
financial instruments, including a new expected credit loss model for calculating impairment on
financial assets, and the new general hedge accounting requirements. AASB 9 has been adopted
with no impact and no material changes in comparative information required.
Determination of Fair Values
A number of the Group’s accounting policies and disclosures require the determination of fair
value, for both financial and non-financial assets and liabilities. Fair values have been determined
for measurement and/or disclosure purposes based on the following methods. When applicable,
further information about the assumptions made in determining fair values is disclosed in the
Notes specific to that asset or liability.
64
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Other receivables
The fair value of other receivables is estimated as the present value of future cash flows,
discounted at the market rate of interest at the reporting date. This fair value is determined for
disclosure purposes or when acquired in a business combination.
Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value
of future principal and interest cash flows, discounted at the market rate of interest at the
reporting date.
Share-based payment transactions
The fair value of the share options is measured using the Black Scholes model. Measurement
inputs include share price on measurement date, exercise price of the instrument, expected
volatility (based on weighted average historic volatility adjusted for changes expected due to
publicly available information), weighted average expected life of the instruments (based on
historical experience and general option holder behaviour), expected dividends, and the risk-free
interest rate (based on government bonds). Service and non-market performance conditions
attached to the transactions are not taken into account in determining fair value.
Financial Asset
The fair value of the financial asset is estimated as the market value of listed equity securities at
the date of the equity securities are issued and then at each reporting date. Changes in fair values
of the financial asset are included in the Company’s results for the year ended 30 June 2023 being
an unrealised loss totalling $94,451 (2022: $86,086). Refer to Note A12 for more details.
Financial Instruments
AASB 9, including the expected credit loss model for calculating impairment on financial assets,
has been adopted with no impact and no material changes in comparative information required.
Impairment
The carrying amounts of the Group’s assets other than deferred tax assets (see Note D4), are
reviewed at each reporting date to determine whether there is any indication of impairment. If
any such indication exists, the asset’s recoverable amount is estimated (see below).
For intangible assets that are not yet available for use, the recoverable amount is estimated
annually, or when facts and circumstances suggest the carrying amount may exceed its
recoverable amount.
An impairment loss is recognised whenever the carrying amount of an asset exceeds its
recoverable amount. Impairment losses are recognised in the statement of profit or loss and
other comprehensive income unless the asset has been re-valued previously in which case the
impairment loss is recognised as a reversal to the extent of the previous revaluation with any
excess recognised through the statement of profit or loss and other comprehensive income.
Impairment losses recognised in respect of cash generating units are allocated first to reduce the
carrying amount of any goodwill allocated to the cash generating unit (group of units) and then,
to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.
65
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Calculation of recoverable amount
The recoverable amount of other assets is the greater of their fair value less costs to sell and value
in use. 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 an asset that does not generate largely independent
cash inflows, the recoverable amount is determined for the cash generating unit to which the
asset belongs.
Reversals of impairment
An impairment loss is reversed only to the extent that the asset’s carrying amount does not
exceed the carrying amount that would have been determined, net of depreciation or
amortisation, if no impairment loss had been recognised.
Financial Instruments
Effective interest rates and repricing analysis
In respect of income-earning financial assets and interest-bearing financial liabilities, the following
table indicates their effective interest rates at the reporting date and the periods in which they
reprice.
Effective
interest
rate
%
6 months
or less
$
6-12
months
$
1-2
years
$
Total
$
2-5
years
$
More
than 5
years
$
2023
Cash and cash
equivalents
2022
Cash and cash
equivalents
Fair values
1.42
1,242,212 1,242,212
1.55
1,620,561 1,620,561
-
-
-
-
-
-
-
-
The fair values of financial instruments equate with the carrying amounts shown in the statement
of financial position.
66
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Section C – Key Management Personnel and Related Party Disclosures
C. This section includes information about key management personnel’s remunerations, related parties
information and any transactions key management personnel or related parties may have had with the
Group during the year.
Key Management Personnel Expenses
Share-based payment transactions
The grant date fair value of equity-settled share-based payment awards granted is generally
recognised as an expense, with a corresponding increase in equity, over the vesting period of the
awards. The amount recognised as an expense is adjusted to reflect the number of awards for
which the related service and non-market performance conditions are expected to be met, such
that the amount ultimately recognised is based on the number of awards that meet the related
service and non-market performance conditions at the vesting date.
Wages, salaries, and annual leave
Liabilities for benefits such as wages and salaries represent present obligations resulting from
services provided to the reporting date, calculated at undiscounted amounts based on
remuneration wage and salary rates that the Group expects to pay as at the reporting date.
Salaries and fees
Consulting charges
Superannuation
Non-cash key management personal expense from granting of
options
Key management personnel expenses
Key Management Personnel Disclosures
2023
$
501,090
131,160
40,765
673,015
2022
$
463,618
98,520
41,434
603,572
13,293
4,941
686,308
608,513
Individual Directors and executive compensation disclosures
Information regarding individual Directors’ and executives’ compensation and some equity
instruments disclosures are required by Corporation Regulation 2M.3.03 and provided in the
remuneration report section of the Directors’ Report.
Apart from the details disclosed in this Note, no Director has entered into a material contract with
the Company or the Group during the financial year and there were no material contracts
involving Directors’ interests existing at year-end.
Directors’ transactions with the Company or its controlled entities
There were no aggregate amounts payable to Directors and their Director related entities for
unpaid Directors’ fees, statutory superannuation owed to each Director’s superannuation fund,
and consulting fees at the reporting date (2022: $Nil).
The terms and conditions of the transactions with Directors or their Director related entities,
outlined above, were no more favourable than those available, or which might reasonably be
expected to be available, on similar transactions to non-Director-related entities on an arm’s
length basis.
67
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
The Group has a related party relationship with its subsidiaries (see Note C4 ) and with its
Directors and executive officers.
Other related party transactions
The classes of non-Director related parties are:
(cid:183) wholly owned subsidiaries;
(cid:183) partly owned subsidiaries;
(cid:183) commonly controlled subsidiaries;
(cid:183)
joint ventures;
(cid:183) associates; and
(cid:183) Directors of related parties and their personally related entities.
Related party transactions
The following related party transaction charges for Directors’ fees, consulting fees, were made
with the Group on normal terms and conditions and in the ordinary course of business:
Directors’ Fees
Superannuation benefits
Consulting Fees
Consolidated Entities
Parent entity
Godolphin Resources Limited
Subsidiaries
Godolphin Tenements Pty Ltd
TriAusMin Pty Ltd
Year ended 30 Jun 2023
$
Year ended 30 Jun 2022
$
501,090
40,765
-
541,855
463,618
41,434
-
505,052
Country of
incorporation
Australia
Australia
Australia
Ownership
interest
2023
%
Ownership
interest
2022
%
-
100
100
-
100
100
In the financial statements of the Company, investments in controlled entities and associates are
measured at cost and included with other financial assets.
68
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Section D – Other Disclosures
D. This section includes information that the Directors consider to be significant in understanding the
financial performance and position of the Group and must be disclosed to comply with the Accounting
Standards, the Corporations Act 2001 (Cth) or the Corporations Regulations.
Other Income
Profit on sale of tenements19
Profit on sale of fixed asset
Other income
Exploration and evaluation costs
Tenement
Eidsvold
Lewis Ponds
Gundagai South
Ophir
Narraburra
Mt Aubrey
Yeoval
Wisemans Creek
Copper Hill East
Gundagai North
Gundagai
Cumnock
Caledonian
Obley North
Obley West
Yallundry
Mt Bulga
Gadara
Goodrich
Temora
Kinross
Sebastopol
Gurrundah
Kingsburgh
Bingara
Calarie Lachlan Mine
2023
$
-
-
-
-
2023
$
9,926
82,948
24,912
-
1,292,119
7,612
183,423
-
12,757
18,717
5,290
41,163
34,925
18,364
8,147
15,991
5,088
4,053
52,027
10,382
4,782
4,538
4,376
5,221
22,486
-
1,869,247
Restated 2022
$
277,748
3,030
44
280,822
Restated 2022 (Note D6)
$
-
370,841
375,490
100
131,842
11,138
378,914
91
41,175
402,408
3,589
38,359
18,829
17,549
25,689
25,338
6,882
6,443
1,983
1,746
2,605
4,843
3,929
7,942
-
28
1,877,753
19 Adjustment made on the implementation of the new accounting policy is profit on sale of tenements previously
reported ($195,100) plus exploration and evaluation costs previously written off ($82,648 see Note D6) equals
restated profit on sale of tenements ($277,748).
69
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Administration Expenses
Accounting / secretarial expense
Advertising
Advisory Retainer Fee
Audit fees
Compliance: ASX/ASIC/Share Registry fees
Consulting fees
Equipment Hire
Information technology / website expense
Insurance expense
Legal expense
Meetings
Memberships/Subscriptions
Other expenses
Recruitment fees
Training/Conferences/Seminars
Travel and accommodation expenses
2023
$
192,805
117,279
-
31,462
54,632
92,309
9,802
46,787
54,401
13,458
10,347
8,332
32,288
58,388
15,710
31,458
769,458
2022
$
117,853
57,911
23,500
32,653
56,940
118,258
11,310
64,402
55,648
9,410
9,468
8,157
39,092
1,549
54,054
14,157
674,362
Income Tax
Income tax is recognised in the statement of profit or loss and other comprehensive income
except to the extent that it relates to items recognised directly in equity, in which case it is
recognised in equity.
Current tax is the expected tax payable on the taxable income for the period, using tax rates
enacted or substantially enacted at the reporting date, and any adjustment to tax payable in
respect of previous periods.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of
assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
The following temporary differences are not provided for: goodwill, the initial recognition of
assets and liabilities that affect neither accounting nor taxable profit, and differences relating to
investments in subsidiaries to the extent that they will probably not reverse in the foreseeable
future. The amount of deferred tax provided is based on the expected manner of realisation or
settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively
enacted at the reporting date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits
will be available against which the asset can be utilised. Deferred tax assets recorded at each
reporting date are reduced to the extent that it is no longer probable that the related tax benefit
will be realised.
Tax consolidation
The Company and its wholly owned Australian resident entities have formed a tax-consolidated
group.
All members of the tax-consolidated group are taxed as a single entity from 4 December 2019.
The head entity within the tax-consolidated group is Godolphin Resources Limited.
Current tax expense/ income, deferred tax liabilities and deferred tax assets arising from
temporary differences of the members of the tax-consolidated group are recognised in the
70
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
separate financial statements of the members of the tax-consolidated group using the “stand
alone taxpayer” approach for each entity, as if it continued to be a taxable entity in its own right.
Any current liabilities (or assets) and deferred tax assets arising from unused tax losses of the
subsidiaries are assumed by the head entity in the tax consolidated group and are recognised by
the Company as amounts payable / (receivable) to / (from) other entities in the tax-consolidated
group. Any difference between these amounts is recognised by the Company as an equity
contribution or distribution.
The Company recognises deferred tax assets arising from unused tax losses of the tax-
consolidated group to the extent that it is probable that future taxable profits of the tax-
consolidated group will be available against which the asset can be utilised.
Any subsequent period adjustments to deferred tax assets arising from unused tax losses as a
result of revised assessments of the probability of recoverability is recognised by the head entity
only.
As the tax-consolidated group has no income tax payable, the head entity has not entered into a
tax funding arrangement in conjunction with other members of the tax-consolidated group which
sets out the funding obligations of members of the tax-consolidated group in respect of tax
amounts.
Numerical reconciliation between tax benefit and pre-tax net loss
Loss after interest and before income tax
Prima facie Income tax benefit at a tax rate of 30%
Permanent difference options expense
Other eligible expenditure
Temporary differences
Decrease in income tax benefit due to:
Income tax losses not recognised
Income tax benefit on pre-tax net loss
Temporary Differences
Deferred Tax Liability
Deferred Tax Asset
Unrecognised deferred tax assets
Revenue tax losses
2023
$
3,337,793
1,001,338
(3,987)
83,181
(39,206)
Restated 2022
(Note D6)
$
3,075,792
922,737
(1,482)
77,167
(125,675)
(1,041,326)
-
(872,747)
-
2023
$
(39,206)
-
(39,206)
Restated 2022
$
(142,487)
16,813
(125,675)
12,593,050
8,987,583
The tax losses do not expire under current legislation though these losses are subject to testing
under loss recoupment rules in order for them to be utilised. Deferred tax assets have not been
recognised in respect of this item because, at this time, it is not probable that future taxable profit
will be available against which the benefits can be offset.
At 30 June 2023, the Group had no franking credits available for use in subsequent reporting
periods (2022: $Nil).
71
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
The following table summarises the adjustments made to Income tax benefit for the year ended 30 June 2023 on pre-tax net loss on implementation of the new accounting policy:
Year ended 30
June 2023, as
previously
reported
$
Impact of the change in
accounting policy for
the year ended 30 June
2023 (Note D6 )
$
Year ended 30
June 2022, as
previously
reported
$
Impact of the change
in accounting policy
for the year ended 30
June 2022 (Note D6)
$
2023
$
Restated 2022
(Note D6)
$
1,468,545
1,869,248
3,337,793
1,280,687
1,795,105
3,075,792
440,564
(3,987)
83,181
521,568
560,774
1,001,338
-
-
(560,774)
(3,987)
83,181
(39,206)
384,206
(1,482)
77,167
471,386
538,531
922,737
-
-
(597,061)
(1,482)
77,167
(125,675)
Loss after interest and before
income tax
Prima facie Income tax benefit at a
tax rate of 30%
Permanent difference options
expense
Other eligible expenditure
Temporary differences
Decrease in income tax benefit due
to:
Income tax losses not recognised
(1,041,326)
Income tax benefit on pre-tax net
loss
-
-
-
(1,041,326)
(931,277)
58,530
(872,747)
-
-
-
-
72
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Loss Per Share
Basic earnings per share (EPS) is calculated by dividing the net profit or loss attributable to
members of the parent entity for the financial year, after excluding any costs of servicing equity
(other than ordinary shares and converting preference shares classified as ordinary shares for EPS
calculation purposes), by the weighted average number of ordinary shares of the Company,
adjusted for any bonus issue. Diluted EPS is calculated by dividing the basic EPS earnings,
adjusted by the after-tax effect of financial costs associated with dilutive ordinary shares and the
effect on revenues and expenses of conversion to ordinary shares associated with dilutive
potential ordinary shares, by the weighted average number of ordinary and dilutive potential
ordinary shares adjusted for any bonus issue.
The calculation of basic and diluted losses per share for the year ended 30 June 2023 was based
on the net loss attributable to ordinary shareholders of $3,337,793 (2022: $3,075,792 restated –
refer Note D6) and a weighted average number of ordinary shares outstanding during the year
ended 30 June 2023 of 113,319,143 (2022: 84,113,721), calculated as follows:
Net loss attributable to members of the parent
Weighted average number of ordinary shares
Undiluted Number of Shares
Issued ordinary shares at beginning of year
Effect of shares issued 16 August 2021
Effect of shares issued 2 May 2022
Effect of shares issued 1 June 2022
Effect of shares issued 20 June 2022
Effect of shares issued 9 August 2022
Effect of shares issued 9 September 2022
Weighted average number of ordinary shares used in
calculating basic and diluted loss per share
Note
D6
2023
$
Restated
2022
$
3,337,793
3,075,792
Number of
Shares
84,147,701
-
-
-
-
16,842,645
12,328,797
Number of
Shares
84,110,522
740
1,483
355
621
-
-
113,319,143
84,113,721
2,000,000 (2022: 23,000,000) potential shares were excluded from the calculation of diluted
earnings per share because they are antidilutive for the year ended 30 June 2023 as the Company
is in a loss position.
Loss per share – basic
Loss per share – diluted
Note
D6
D6
2023
Cents
2.95
2.95
Restated
2022
Cents
3.66
3.66
73
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Summary of the Adjustments made on Implementation of the New Accounting Policy
Effective 1 January2023, the treatment of exploration and evaluation expenditure as it related to
AASB 6 Exploration for and Evaluation of Mineral Resources was changed. As a result of the
change, the mining, exploration and evaluation costs previously capitalised by the Group are now
expensed in the period the expenditure is incurred. Refer to Note A3 for further details of this
change in accounting policy.
Consolidated Statement of Financial Position
Note
2023
$
2022
$
2021
$
2020
$
Financial Assets
Balance, as previously
reported
Impact of the change
in accounting policy
for the year
Reclassification
from capitalised
exploration and
evaluation
expenditure
(Refunds) /
Additions during
the year
Restated balance
A12
Capitalised
exploration and
evaluation
expenditure
Balance, as previously
reported
Impact of the change
in accounting policy
opening
Impact of the change
in accounting policy
for the year
Reclassification to
financial assets
94,463
188,914
-
-
365,300
288,300
242,000
242,000
(30,500)
334,800
429,263
77,000
365,300
554,214
46,300
288,300
288,300
-
242,000
242,000
14,102,340
12,263,593
10,663,740
8,227,967
(7,348,540)
6,753,800
(5,479,293)
6,784,300
(3,684,188)
6,979,552
(1,294,715)
6,933,252
(334,800)
(365,300)
(288,300)
(242,000)
Restated balance
A14
6,419,000
6,419,000
6,691,252
6,691,252
74
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Net loss attributable to
ordinary shareholders for the
year, as previously reported
Impact of the change in
accounting policy for the year
Exploration and evaluation
costs expensed
Add back of exploration
and evaluation costs,
previously written off
Restated net loss attributable
to ordinary shareholders for
the year
Accumulated Losses
Balance, as previously
reported
Impact of the change in
accounting policy
Restated balance
Loss per Share
Weighted average number of
ordinary shares used in
calculating basic and diluted
loss per share
Net loss attributable to
ordinary shareholders for the
year, as previously reported
Loss per share – basic
Loss per share – diluted
Restated net loss attributable
to ordinary shareholders for
the year
Loss per share – basic
Loss per share – diluted
Note
2023
$
2022
$
2021
$
2020
$
1,468,545
1,280,687
1,412,786
801,362
1,869,248
1,877,753
2,389,473
1,294,715
-
1,869,248
(82,648)
1,795,105
-
2,389,473
-
1,294,715
A14
3,337,793
3,075,792
3,802,259
2,096,077
3,275,427
3,494,835
2,214,148
801,362
7,348,540
10,623,967
5,479,293
8,974,128
3,684,188
5,898,336
1,294,715
2,096,077
113,319,143
84,113,721 77,579,836 37,258,162
Cents per
Share
Cents per
Share
Cents per
Share
Cents per
Share
1.30
1.30
1.52
1.52
1.82
1.82
2.15
2.15
D5
D5
2.95
2.95
3.66
3.66
4.90
4.90
5.63
5.63
75
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Auditor’s Remuneration
Auditors of the Company Dry Kirkness (Audit) Pty Ltd
Audit and review of financial reports
Other audit services
2023
$
28,712
2,750
31,462
2022
$
32,653
-
32,653
Parent Entity Disclosures
The Group has applied amendments to the Corporations Act 2001 (Cth) that remove the
requirements for the Group to lodge parent entity financial statements. Parent entity financial
statements have been replaced by the following specific parent entity disclosure.
As at, and throughout, the financial year ended 30 June 2023 the parent company of the Group
was Godolphin Resources Limited.
Results of the parent entity
Net loss attributable to members of the parent20
Other comprehensive income, net of income tax
Total comprehensive income
Financial position of parent entity at year end
Current assets
Non-current assets21
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net Assets
Total equity of the parent entity comprising of:
Share capital
Reserve
Accumulated Losses
Total Equity
2023
$
3,337,793
-
3,337,793
Restated
2022
$
3,075,792
-
3,075,792
30 June
2023
Restated 30
June 2022
1,376,360
7,509,891
8,886,251
270,351
290,758
561,109
1,790,370
7,649,911
9,440,281
259,985
340,457
600,442
8,325,142
8,839,839
18,935,447
14,488
(10,624,793)
16,126,839
1,687,954
(8,974,954)
8,325,142
8,839,839
Parent entity capital commitments for acquisition of property, plant & equipment
Refer to Note A16 for commitments related to the parent entity.
20 Refer Note D6 for a summary of the adjustments made to net loss attributable to ordinary shareholders on
implementation of the new accounting policy.
21 Refer Note D6 for a summary of the adjustments made to capitalised exploration and evaluation expenditure on
implementation of the new accounting policy.
76
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Contingencies
Refer to Note A18 for contingencies related to the parent entity.
Financing Income and Expenses
Interest income is recognised as it accrues taking into account the effective yield on the financial
asset.
Finance expenses comprise interest expense on borrowings. Borrowing costs that are not directly
attributable to the acquisition, construction or production of a qualifying asset are recognised in
profit or loss using the effective interest method.
Derivatives
The financial entity does not hold any derivative financial instruments.
GST
Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST),
except where the amount of GST incurred is not recoverable from the taxation authority. 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 are stated with the amount of GST included. The net amount of GST
recoverable from, or payable to, the ATO is included as a current asset or liability in the statement
of financial position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of
cash flows arising from investing and financing activities which are recoverable from, or payable
to, the ATO are classified as operating cash flows.
New Accounting Standards
Effective for the first time at 30 June 2023
The table below summarises the amended reporting requirements that must be applied for the
first time for financial years ending 30 June 2023.
Date issued
Pronouncement
June 2020
AASB 2020 - 3 Amendments to Australian Accounting
Standards - Annual Improvements 2018 - 2020 and
Other Amendments
Effective for annual
reporting periods
beginning on or
after
1 January 2022
December
2021
AASB 2021-7 Amendments to Australian Accounting
Standards - Effective Date of Amendments to AASB 10
and AASB 128 and Editorial Corrections
1 January 202222
22 The editorial amendments are effective for either annual periods beginning on or after 1 January 2023 (those in
respect of AASB 17 Insurance Contracts) or 1 January 2022.
77
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Pronouncements not yet effective
The table below summarises the amended reporting requirements that are not yet effective for
financial years ending 30 June 2023.
Effective for annual
reporting periods
beginning on or
after
1 January 2023 and 1
January 202523
Date issued
Pronouncement
Various
AASB 2014-10 Amendments to Australian Accounting
Standards – Sale or Contribution of Assets between an
Investor and its Associate or Joint Venture, AASB 2015-
10 Amendments to Accounting Standards – Effective
Date of Amendments to AASB 10 and AASB 128, AASB
2017-5 Amendments to Australian Accounting
Standards - Effective Date of Amendments to AASB 10
and AASB 128 and Editorial Corrections, AASB 2017-7
Amendments to Australian Accounting Standards -
Effective Date of Amendments to AASB 10 and AASB
128 and Editorial Corrections
March 2020
/ August
2020 /
(October
2022)
AASB 2020-1 Amendments to Australian Accounting
Standards – Classification of Liabilities as Current or
Non-current, AASB 2020-6 Amendments to Australian
Accounting Standards –– Classification of Liabilities as
Current or Non-current – Deferral of Effective Date and
AASB 2022-6 Amendments to Australian Accounting
Standards ––Non-current Liabilities and Covenants24
1 January 2024
November
2022
AASB 2022-5 Amendments to Australian Accounting
Standards –– Lease Liability in a Sale and Leaseback
1 January 2024
July 2017
AASB 17 Insurance Contracts, AASB 2020-5
Amendments to Australian Accounting Standards –
Insurance Contracts, AASB 2022-1 Amendments to
Australian Accounting Standards – Initial Applications of
AASB 17 and AASB 9 – Comparative Information and
AASB 2022-8 Amendments to Australian Accounting
1 January 2023
23 The editorial amendments in a AASB 2021 - 7 apply to either annual reporting periods beginning on or after 1
January 2022 or 1 January 2023. Those editorial amendments that apply to annual reporting periods beginning on or
after 1 January 2022 are effective for the first time at 31 December 2022 for four year and half year financial
statements.
24 AASB 2020-6, although itself effective for annual reporting periods beginning on or after 1 January 2022 (the original
effective date of AASB 2020-1), defers the effective date of AASB 2020-1 to annual reporting periods beginning on or
after 1 January 2023. AASB 2022-6 however, subsequently defers the effective date of AASB 2020-1 to annual
reporting periods beginning on or after 1 January 2024 and defers the effective date of AASB 2022 - 6 (i.e.
paragraph 139U of a AASB 101) with immediate effect on issue of AASB 2O22 - 6 in December 2022 (in other words,
to require the amendments to a AASB 2020 - 1 and AASB 2022 - 6 to be applied at the same time and to give effect
to the deferral of the effective date of all amendments to annual reporting periods beginning on or after 1 January
2024).
(
78
Godolphin Resources Limited
Notes to the Financial Statements Year Ended 30 June 2023 continued
Date issued
Pronouncement
Standards – Insurance Contracts: Consequential
Amendments
March 2021
AASB 2021-2 Amendments to Australian Accounting
Standards – Disclosure of Accounting Policies and
Definition of Accounting Estimates
Effective for annual
reporting periods
beginning on or
after
1 January 2023
1 January 2023
June 2021
December
2021
December
2022
End of Notes (Audited)
AASB 2021-5 Amendments to Australian Accounting
Standards – Deferred Tax related to Assets and
Liabilities arising from a Single Transaction.
AASB 2021-6 Amendments to Australian Accounting
Standards – Disclosure of Accounting Policies: Tier 2 and
Other Australian Accounting Standards.
1 January 2023
AASB -2022-7 Editorial Corrections to Australian
Accounting Standards and Repeal of Superseded and
Redundant Standards
1 January 2023
79
Godolphin Resources Limited
Directors’ Declaration
1.
In the opinion of the Directors of Godolphin Resources Limited (“the Company”):
(a)
the consolidated financial statements and notes that are set out on pages 41 to 79 and the
Remuneration Report on pages 27 to 35 in the Directors’ Report, are in accordance with the
Corporations Act 2001 (Cth), including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its
performance for the financial year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b)
there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
2.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001
(Cth) from the Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June
2023.
Signed in accordance with a resolution of the Directors.
Jeremy Read
Chair
Hideaway Bay, Queensland
28 September 2023
80
Godolphin Resources Limited
Auditor’s Independence Declaration
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82
Godolphin Resources Limited
Independent Auditor’s Report continued
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83
Godolphin Resources Limited
Independent Auditor’s Report continued
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84
Godolphin Resources Limited
Independent Auditor’s Report continued
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85
Godolphin Resources Limited
Additional Shareholder Information
Shares
At a general meeting on a show of hands, each member present in person or by proxy has one vote and on a poll
each member present in person or by proxy, attorney or representative of a member has one vote for each fully paid
share held by the member. If a member holds partly paid shares, the number of votes the member has in respect of
those shares on a poll is determined as follows:
D =
(A x B) / C
where:
A
B
C
D
is the number of those shares held by the member;
is the amount paid on each of those shares excluding any amount:
(i) paid or credited as paid in advance of a call; and
(ii) credited as paid on those shares to the extent that it exceeds the value (ascertained at the time of
issue of those shares) of the consideration received for the issue of those shares;
is the issue price of each of those shares; and
is the number of votes attached to those shares.
At 15 September 2023, issued capital was 169,242,017 ordinary fully paid shares held by 1,683 holders. No shares are
subject to escrow.
20 Largest Holders by Name of Ordinary Shares and their Share Holdings at 15 September 2023:
Rank Name
COLBERN FIDUCIARY NOMINEES PTY LTD
AMERICAN RARE EARTHS LIMITED
ORANGE MINERALS NL
B & J O'SHANNASSY MANAGEMENT PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
JOSCO PTY LTD
KURANA PTY LTD
HAZURN PTY LTD
MR OLIVIER DUPUY + MS JULIE DUPUY
MR MATTHEW FRANCES TORI
CITICORP NOMINEES PTY LIMITED
DAVENTRY FAMILY INVESTMENTS PTY LTD
MRS PAMELA JEAN BUCHHORN
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
MR DANIEL MARTINI-PIOVANO
BNP PARIBAS NOMS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
AUSTRALIAN LAND PTY LTD
MR ANDREW JAMES EASTON
IRONSIDE PTY LTD
Top 20 holders of ORDINARY SHARES (TOTAL)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
86
Number of
Shares
13,743,484
8,750,870
7,058,824
6,599,670
5,747,528
4,203,189
3,963,414
3,562,458
3,380,000
2,968,000
2,399,308
1,910,000
1,861,570
1,826,181
1,665,932
1,606,798
1,485,602
1,333,334
1,217,633
1,190,477
76,474,272
% of Issued
Capital
8.12%
5.17%
4.17%
3.90%
3.40%
2.48%
2.34%
2.10%
2.00%
1.75%
1.42%
1.13%
1.10%
1.08%
0.98%
0.95%
0.88%
0.79%
0.72%
0.70%
45.18%
Godolphin Resources Limited
Additional Shareholder Information continued
Distribution of Share Holders and Share Holdings at 15 September 2023
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Unmarketable Parcels at 15 September 2023
Minimum $ 500.00 parcel at $ 0.039 per
share
Substantial Shareholders at 15 September 2023
Holders
193
381
241
642
226
1,683
Total Units % Issued Share Capital
0.02%
0.67%
1.09%
13.06%
85.15%
100.00%
36,340
1,141,634
1,847,694
22,101,172
144,115,177
169,242,017
Minimum Parcel Size
Holders
Number of Shares
12,820
908
4,104,936
American Rare Earths Limited
B O'Shannassy and associates
Ian Buchhorn and associates
Orange Minerals NL
Number of
Shares
22,356,451
10,802,859
10,655,700
7,058,824
Proportion of
Issued Shares25
13.21%
6.38%
6.30%
4.17%
25 Proportion of issued shares is based on 135,393,263 total shares on issue.
87
Godolphin Resources Limited
Additional Shareholder Information continued
Quoted Options
At 15 September 2023 there were 29,436,348 quoted options with a $0.06 exercise price and expiring on 31
December 2024. No quoted options were subject to escrow.
Each option provides the right for the option holder to be issued one fully paid share by the Company, upon
payment of the exercise price of each option.
20 Largest Holders by Name of Quoted Options and their Option Holdings at 15 September 2023:
Rank Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
COLBERN FIDUCIARY NOMINEES PTY LTD
SHAW AND PARTNERS LIMITED
LEURA MANAGEMENT PTY LTD
AYERS CAPITAL PTY LTD
SCANT RESOURCES PTY LTD
ALBURY CAPITAL PTY LTD
HFT NOMINEES PTY LTD
LCF ONE PTY LTD
MR SEAN TERRENCE MURPHY
MR GEOFFREY GUILD HILL
MR BHAVDIP SANGHAVI
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
KURANA PTY LTD
EASTWOOD FINANCIAL & INVESTMENT SERVICES PTY LTD
HAZURN PTY LTD
KLIP PTY LTD
RIYA INVESTMENTS PTY LTD
LUDO CAPITAL PTY LTD
MR BRENT FISHER
COMSEC NOMINEES PTY LIMITED
Top 20 holders of ORDINARY SHARES (TOTAL)
Number of
Shares
6,121,742
5,653,572
1,300,000
1,190,476
1,080,000
850,000
775,000
770,000
750,000
582,087
500,000
452,841
396,342
357,143
356,246
350,000
309,524
300,000
297,620
273,125
22,665,718
% of Issued
Capital
20.80%
19.21%
4.42%
4.04%
3.67%
2.89%
2.63%
2.62%
2.55%
1.98%
1.70%
1.54%
1.35%
1.21%
1.21%
1.19%
1.05%
1.02%
1.01%
0.93%
77.02%
Distribution of Option Holders and Option Holdings at 15 September 2023
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Unmarketable Parcels at 15 September 2023
Minimum $ 500.00 parcel at $ 0.005 per
option
Holders
39
55
32
59
48
233
Total Units
10,689
139,860
210,769
2,141,510
26,933,520
29,436,348
% Issued Options
0.04%
0.48%
0.72%
7.28%
91.50%
100.00%
Minimum Parcel Size
Holders Number of Options
100,000
185
2,502,828
88
Godolphin Resources Limited
Additional Shareholder Information continued
Unquoted Options
At 15 September 2023 there were 2,000,000 unquoted options with various exercise prices and expiry dates.
No unquoted options were subject to escrow.
Each option provides the right for the option holder to be issued one fully paid share by the Company, upon
payment of the exercise price of each option.
Exercise Price
$0.25
$0.35
Total
Grant Date
6 Dec 2022
6 Dec 2022
Vesting Date
To be determined26
Expiry Date
To be determined27
To be determined28
Number
1,000,000
1,000,000
2,000,000
Distribution of Option Holders and Option Holdings at 15 September 2023 ($0.25 Exercise Price)
Range
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Holders
-
-
-
-
1
1
Total Options
-
-
-
-
1,000,000
1,000,000
% of Total Options
-
-
-
-
100.00%
100.00%
Distribution of Option Holders and Option Holdings at 15 September 2023 ($0.35 Exercise Price)
Range
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Mining Exploration Tenements
Holders
-
-
-
-
1
1
Total Options
-
-
-
-
1,000,000
1,000,000
% of Total Options
-
-
-
-
100.00%
100.00%
At 15 September 2023, the Company holds the following exploration and mining licences.
Tenure
Location
EL 558329
EL 8061
Lewis Ponds
Gundagai South
Company’s Beneficial
Interest
100%
100%
Status
Live
Live
26 Each option vests upon the date the Company achieves a volume weighted average price (VWAP) for 30 consecutive
trading days exceeding $0.30 per Share.
27 The options expire at the end of the two (2) year period commencing on the vesting date.
28 The options expire at the end of the three (3) year period commencing on the vesting date.
29 There is a contingent liability in respect of a finder’s fee payable to the Estate of David Timms on EL5583 sale
transaction or production commencement (capped at $2,000,000). Refer Note A18 for further details.
89
Godolphin Resources Limited
Additional Shareholder Information continued
Tenure
Location
EL 842030
EL 8532
EL 8538
EL 855531
EL 8556
EL 858031
EL 8586
EL 8889
EL 8890
EL 8901
EL 8962
EL 8963
EL 8964
EL 8966
EL 8998
EL 9243
EL 9258
EL 9333
EL 9337
EL 9370
EL 9371
ML 073931
EL 9506
EPM 28668
Securities Exchange Listing
Narraburra
Mt Aubrey
Yeoval
Calarie
Copper Hill East
Calarie Central
Gundagai North
Gundagai
Cumnock
Caledonian
Obley North
Obley West
Yallundry
Mt Bulga
Gadara
Goodrich
Temora
Kinross
Sebastopol
Gurrundah
Kingsburgh
Calarie Lachlan Mine
Bingara
Eidsvold
Company’s Beneficial
Interest
0%
100%
100%
49%
100%
49%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0%
100%
100%
100%
100%
49%
100%
100%
Status
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
The Company’s ordinary shares and quoted options with a $0.06 exercise price and expiring on 31 December
2024are listed on the Australian Securities Exchange. The Company’s ASX codes for quoted ordinary shares is
GRL; and quoted options is GRLO.
On-Market Buy Back
There is no on-market buy-back.
30 EL8420 & EL9258 are subject to farm in agreements between the Company & EX9 Pty Ltd, as announced on 2 March
2022 (ASX: GRL “Godolphin Farm-in on Advanced Rare Earth Element Project”). The agreement gives GRL the
opportunity to earn up to a 75% beneficial interest in the project. Under the agreement terms, Godolphin will progress
to 51% beneficial ownership with $1m exploration spend, and 75% beneficial ownership through an additional $2m in
expenditure. At 15 September 2023, the Company had no beneficial interest in tenements EL8420 & EL9258.
31 EL8555, EL8580 & ML0739 are subject to farm in agreements between the Company & Orange Minerals NL (ASX: OMX)
as announced on 18 December 2020. As announced on 7 June 2023 (ASX: OMX) “Orange Minerals earn 51% in Calarie
Project”. At 15 September 2023, the Company’s beneficial interest in tenements EL8555, EL8580 & ML0739 was 49%.
90
Godolphin Resources Limited
Additional Shareholder Information continued
Corporate Governance Statement
The Company’s Corporate Governance statement for the financial year ended 30 June 2023 is available for
members to download and access from https://godolphinresources.com.au/governance
91
Godolphin Resources Limited
Additional Shareholder Information continued
Summary of Mineral Resources (JORC 2012) Contained Within Godolphin Tenements
There are no material changes in the mineral resources holdings in the period between the date of annual
review of the mineral resources and the date of this report.
The Narraburra Mineral Resource Estimate is set out in the Table 132 below:
Narraburra Rare Earth Oxide (REO) Mineral Resources - 4/2023
Weathered regolith (above fresh granitic bed-rock)
Layer
(domain)
JORC
Resource
class
Density
TM
RMU
RML
ALL
TM
RMU
RML
ALL
TM
RMU
RML
ALL
(t/m3)
1.70
1.76
1.80
1.70
1.76
1.80
1.70
1.76
1.80
(1)
(2)
(3)
(1)
(2)
(3)
(1)
(2)
(3)
Indicated
Indicated
Indicated
Indicated
Inferred
Inferred
Inferred
Inferred
Ind + Inf
Ind + Inf
Ind + Inf
Ind + Inf
Cut-
off
TREO1-
Ce-O2
(ppm)
300.00
300.00
300.00
300.00
300.00
300.00
300.00
300.00
300.00
300.00
300.00
300.00
Tonnes
TREO1-
Ce-O2
Total
TREO1
(Mt)
0.8
5.0
41.7
47.6
0.7
3.8
42.9
47.4
1.5
8.8
84.7
94.9
50%
50%
2%
9%
89%
Total
(ppm)
366.80
352.46
535.51
513.40
362.76
360.77
500.32
487.18
365.01
356.06
517.67
500.31
Total
(ppm)
503.00
573.29
810.01
779.86
528.87
527.90
715.59
697.89
514.49
553.61
762.15
738.95
Light
REO
LREO2
Total
(ppm)
272.04
357.63
469.90
454.69
296.90
310.34
447.76
434.60
283.08
337.13
458.68
444.66
Heavy
REO
HREO3
Total
(ppm)
230.95
215.66
340.11
325.17
231.97
217.56
267.82
263.28
231.40
216.48
303.46
294.28
Magnet
REO
MREO4
Total
(ppm)
91.79
86.26
131.71
126.25
89.68
82.63
140.72
135.34
90.85
84.69
136.28
130.79
Potentially
deleterious5
Th
(ppm)
25.93
40.42
37.45
37.56
29.96
33.75
27.82
28.28
26.39
37.53
32.57
32.93
U
(ppm)
5.74
9.96
12.79
12.37
5.53
9.95
9.88
9.82
5.65
9.96
11.31
11.10
Table 1: Narraburra Mineral Resource Estimation figures
JORC (2012 Edition) resource classification was based on individual block average sample distances (D) and
number of sample points (P) saved during grade estimation. The criteria used was to classify all blocks with
D≤240m as Indicated and all other blocks as Inferred. These classifications were validated visually to ensure each
class formed a contiguous zone.
Project
Tonnes
(Mt)
Au
(g/t)
Ag
(g/t)
Zn
(%)
Pb
(%)
Cu
(%)
Contained
Au (koz)
Contained
Ag (moz)
Contained
Zn (kt)
Contained
Pb (kt)
Contained
Cu (kt)
Mt Aubrey
1.21
1.61
-
Yeoval
12.80
0.14
2.20
-
-
-
-
- 0.38
63
58
-
0.9
-
-
49
32 Formulas are as follows:
1 Total REO (TREO) = Total REOs + Yttrium oxide ((La2O3 + CeO2 + Pr6O11 + Nd2O3 + Sm2O3 + Eu2O3 + Gd2O3 + Tb4O7
+ Dy2O3 + Ho2O3 + Er2O3 + Er2O3 + Tm2O3 + Yb2O3 + Lu2O3) + Y2O3)
2 Total light REO (LREO) = Total light REOs (La2O3 + CeO2 + Pr6O11 + Nd2O3 + Sm2O3)
3 Total heavy REO (HREO) = Total heavy REOs + Yttrium oxide ((Eu2O3 + Gd2O3 + Tb4O7 + Dy2O3 + Ho2O3 + Er2O3 +
Tm2O3 + Yb2O3 + Lu2O3) + Y2O3)
4 Total permanent magnet REO (MREO) = Total permanent magnet REOs (Pr6O11 + Nd2O3 + Tb4O7 + Dy2O3)
5 Th and U are typically associated with REO deposits and may be deleterious due to their radioactivity.
92
Godolphin Resources Limited
Additional Shareholder Information continued
Project
Tonnes
(Mt)
Au
(g/t)
Ag
(g/t)
Zn
(%)
Pb
(%)
Cu
(%)
Contained
Au (koz)
Contained
Ag (moz)
Contained
Zn (kt)
Contained
Pb (kt)
Contained
Cu (kt)
Lewis Ponds
6.20
2.00
80.0 2.74 1.59 0.17
TOTAL
19.79
0.80 25.90 0.84 0.49 0.29
398
519
15.9
16.8
170
170
99
99
11
60
Some rounding may occur.
Mt Aubrey, Yeoval are as reported in Godolphin Resources Prospectus lodged on 29 October 2019. Lewis
Ponds is as reported by Godolphin Resources Ltd to ASX on 2 Feb 2021.
Governance arrangements and internal controls that the Company has put in place
with respect to its estimates of mineral resources and the estimation process.
The information that relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves is
based on information compiled by Ms Jeneta Owens, a Competent Person who is a Member of the Australian
Institute of Geoscientists. Ms Owens is the Managing Director and full-time employee of Godolphin Resources
Limited, and is a Shareholder and Option holder. Ms Owens has sufficient experience that is relevant to the
style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify
as a Competent Person as defined in the 2012 edition of the Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves. Ms Owens consents to the inclusion in the report of the matters
based on her information in the form and context in which it appears.
The Company’s governance process with respect to its Mineral Resources estimates is to have them
completed by well-respected external consulting firms with appropriate Competent Persons for the deposit
types and mineralisation styles with input and review by the Company’s technical team. As the process is
collaborative, the Company seeks appropriate Competent Person consents for various contributions to the
Mineral Resources estimation process.
Godolphin confirms that it is not aware of any new information or data that materially affects the information
included in the relevant market announcements and that in the case of estimates, the material assumptions
and technical parameters underpinning the estimates continue to apply and have not materially changed.
93
Godolphin Resources Limited
www.godolphinresources.com.au