More annual reports from Golden Mile Resources:
2023 ReportGOLDEN MILE RESOURCES LIMITED
ABN 35 614 538 402
Annual Report for the Year Ended
30 June 2023
GOLDEN MILE RESOURCES LIMITED
TABLE OF CONTENTS
Table of Contents
REVIEW OF OPERATIONS ................................................................................................................................ 1
DIRECTORS’ REPORT ..................................................................................................................................... 13
AUDITOR'S INDEPENDENCE DECLARATION ............................................................................................... 26
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ......................................... 27
STATEMENT OF FINANCIAL POSITION ......................................................................................................... 28
STATEMENT OF CHANGES IN EQUITY ......................................................................................................... 29
STATEMENT OF CASH FLOWS ...................................................................................................................... 30
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS ....................................................... 31
DIRECTORS’ DECLARATION .......................................................................................................................... 47
INDEPENDENT AUDITORS’ REPORT ............................................................................................................ 48
SHAREHOLDER INFORMATION ..................................................................................................................... 52
CORPORATE DIRECTORY .............................................................................................................................. 55
GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
REVIEW OF OPERATIONS
Golden Mile Resources Ltd (ASX: G88, “Golden Mile”, “the Company”) is pleased to present its 2023 Annual
Report to shareholders.
Golden Mile’s focus for the year was on advancing the Company’s 100% owned Quicksilver Nickel-Cobalt
Project (“Quicksilver” or “the Project”) towards a formal scoping study as well as mineral exploration at the
Company’s 100% owned Yuinmery and Yarrambee projects located in Western Australia as shown in Figure 1.
Figure 1: Location of Company Projects.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Quicksilver Nickel-Cobalt Project
The Quicksilver Nickel-Cobalt Project is approximately 50km2 in area and covers a belt of mafic-ultramafic rocks
(greenstones) prospective for nickel sulphide and nickel laterite mineralisation. The Project is located near the
town of Lake Grace (approximately 300km SE of Perth) on privately owned farmland in an area with excellent
local infrastructure, including easy access to grid power, sealed roads, and a railway line connected to key ports
as shown in Figure 2.
In 2018, the Company announced a maiden indicated and inferred Resource Estimate of:
Classification
Tonnes (Mt)
Ni Grade (%)
Co Grade (%)
Contained Ni (t)
Contained Co (t)
Indicated
Inferred
Total
7.
4.4
21.9
26.3
0.72
0.63
0.64
0.049
0.042
0.043
31,900
136,600
168,500
2,100
9,100
11,300
Through the course of the year the Company focused on the Stage 3 metallurgical test work programmes,
advancing towards a Scoping Study and identified high-grade Rare-Earth Oxide (REE) and Scandium (Sc)
mineralisation within the footprint of the deposit.
Figure 2: Location of Quicksilver Nickel-Cobalt Project.
The PQ diamond drilling programme to collect the bulk sample for the Stage 3 Metallurgical testwork was
completed and assayed, resulting in the highest ever nickel grades intersected at Quicksilver with the highlight
of:
23QDD008: 49m at 1.74% nickel (Ni), 0.071% cobalt (Co) from 30m
•
Including 28m at 2.34% Ni & 0.109% Co from 32m depth, with intercepts up to 4.14% Ni and 0.421%
Co; and
• 5m @ 1.6% Ni & 0.026% Co from 73m depth
The Stage 3 metallurgical testwork programme is designed to further de-risk the proposed flowsheet for the
extraction of nickel and cobalt and increase confidence to proceed to a Scoping Study. Wood PLC has been
engaged to design and manage the metallurgical testwork program, which is underway at Bureau Veritas in
Canning Vale.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Stage 3 Metallurgical test work commenced at the start of Quarter3 with priority on the nickel and cobalt
programmes. The completed testwork at the end of the year included the bulk density programme and the
priority nickel and cobalt assaying from the diamond drilling.
During the year the Company confirmed Significant REE mineralisation within the footprint of the nickel-cobalt
Resource. The REE mineralisation was confirmed through re-assaying of existing drill holes and is encountered
within the oxide zone and the majority within the clay zone with several samples occurring in the saprock zone.
The Company has interpreted a regional fault that transects the nickel–cobalt Resource (Figure 3) as the
potential source of the REE’s
Figure 3: (a) REE (Cerium + Lanthanum) 3D contours at 240 msl with interpreted fault (b) regional aeromagnetic map
which clearly shows a structural break in the main magnetic unit interpreted as a fault (c) REE 3D contour overlain with the
aeromagnetic map to show how closely the REE mineralisation correlates to the structural break.
In addition, a review of the drill hole database was undertaken and confirmed significant intersections of
scandium mineralisation (> 50 ppm Sc) including wide high-grade zones (> 100 ppm Sc). The mineralisation is
near surface and widespread, contained within the same footprint of the nickel– cobalt Resource and is most
likely associated with the nickel-cobalt mineralisation.
Yuinmery Gold and Base Metals Project
The Yuinmery Project is situated in the Youanmi Gold Mining District, approximately 12km east of the Youanmi
Gold Mine in the Murchison region of Western Australia, as shown in Figure 4. The recent high-grade gold
discovery and delineation of a 3.2 Moz Resource by Rox Resources at Youanmi highlights the prospectivity of
the region.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Figure 4:
Location of the Yuinmery Project within the Youanmi Greenstone Belt
A review of the Yuinmery Gold and Base Metals Project3 was completed in Quarter 4, following aircore drilling
in November 2022 and in conjunction with historic geochemical data, rotary air blast drilling (“RAB”) data and
multiclient aeromagnetic data.
An area, approximately 5.8km long x 1.1km wide was identified as the macro setting of gold-in-soil enrichment
which is co-incident with a structurally complex area associated with a flexure of the large regional Yuinmery
Fault as shown in Figure 5 and Figure 6.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Figure 5:
direction as the Youanmi Gold Deposit, located 11.5km to the west.
Location of 5.8 km long x 1.1km gold-in-soil enrichment at Yuinmery which is orientated in the same
The review identified three exciting untested high priority gold targets - Yuinmery Trend, Happy Camper and
Pirates Patch within this macro setting, with further targets to be defined. This is in addition to the Elephant
Reef, Ladies Patch and Hammerhead gold prospects which the review recommended further follow-up drilling.
Figure 6:
structurally complex area associated with a flexure of the large regional Yuinmery Fault, and targets.
~5.8 km long x 1.1km, of gold-in-soil enrichment (“surface gold enrichment”) which is co-incident with a
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Yarrambee Base Metals Project
Golden Mile’s 100% owned Yarrambee Base Metals (Cu-Zn-Ni) Project is a regionally significant landholding
covering prospective portions of the Narndee Igneous Complex (“NIC”) approximately 500km north-east of
Perth, within the Murchison Region of Western Australia as shown in Figure 7. The project is prospective for
both copper-zinc sulphide mineralisation and magmatic nickel-copper-PGE sulphide mineralisation.
Figure 7: Golden Mile’s Yarrambee Base Metals Project, Murchison Region, WA.
The Golden Grove Volcanogenic Massive Sulphide (“VMS”) deposit is located approximately 115km to the west.
The Project also contains a large area of the NIC, a layered intrusion that historical work in the region has shown
to be prospective for magmatic nickel sulphide mineralisation.
During the year the Company completed a reverse circulation (RC) drilling program and received assay results.
The RC drill program comprised a total of 10 holes for 1,663m. There were no significant results reported
however there were a number of anomalous intersections. In addition, a geotechnical review of the Yarrambee
Base Metals Project was completed.
The Company engaged geochemical consultant GCXplore Pty Ltd to carry out a review of the historical soil
data. The review identified 21 VMS copper-zinc, 16 nickel-PGEPGE, 5 gold and 4 REE geochemical anomalies
to be followed up.
A review of the tenement package was conducted during the year resulting in the consolidation of the tenement
package for Yarrambee with the surrendering of tenements E 59/2675, E 59/2542 and E 59/2533 on 23 June
2023.
Marble Bar Lithium – Gold Project
The Marble Bar Lithium-Gold project is located near Marble Bar in the East Pilbara region of Western Australia
as shown in Figure 8. Within a 100km radius of the tenements are the world-class Wodgina and Pilgangoora
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
lithium mines, the recently discovered Archer lithium deposit, the Warrawoona (1.5Moz), Beatons Creek
(0.9Moz), Mt York (0.9Moz) and Bamboo Creek gold deposits as well as the Sulphur Springs Cu-Pb-Zn deposit.
Figure 8:
Location of the Marble Bar tenements in the East Pilbara.
The recent discovery of the Archer lithium deposit by Global Lithium Resources Limited (ASX:GL1) (“Global
Lithium”) at its Marble Bar Lithium Project (“MBLP”) (located 20km to east of E 45/6127) demonstrates the
lithium potential of the Marble Bar region.
Meetings were held with the legal representatives of the Nyamal Aboriginal Corporation NAC, who hold native
title claim over the Marble Bar tenements with the tenements E 45/6210, E 45/6212 and E 45/6211 pending at
the end of the year.
Murchison Lithium Project
The Murchison Lithium project comprises four Exploration Licences in the vicinity of its Yarrambee Project
located in the Murchison district of WA as shown in Figure 9. The Company is targeting lithium, tungsten and
gold. Tenement E20/1005 has mapped pegmatite with historical molybdenum and tungsten occurrences.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Figure 9: Location of the Murchison Lithium Tenements targeting lithium and tungsten.
A review of previous reconnaissance programmes and historical data within the four Explorations licences has
resulted in the recommendation to consolidate the project to just E 20/100. At the completion of the year the
application for E 21/216 was withdrawn and E 59/2707 was surrendered.
Leonora Gold JV – KIN Mining NL Earning 80%
The Leonora Gold JV is located approximately 40km northeast of Leonora and 230km north of Kalgoorlie as
shown in Figure 10. It comprises a regionally significant tenement package focussed on the Benalla, Normandy,
Monarch and Ironstone Well Gold Projects located east of the Leonora mining centre in the Eastern Goldfields
of Western Australia.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Figure 10: Golden Mile’s Leonora Gold JV Project, Western Australia.
The Company’s projects are along strike from and surrounded by significant gold production, development and
exploration projects, including St Barbara’s Gwalia Project (ASX: SBM) and Kin Mining’s (ASX:KIN) Cardinia
Project which hosts a Resource of 1.3Mozs gold across a number of near-surface deposits.
During the year, JV partner Kin Mining undertook an extensive desktop study and data review of the tenement
package. An extensive auger programme across the Ironstone Well and Normandy targets commenced and
was completed, and Kin Mining is currently reviewing the results. The Normandy tenement package is located
east of the Cardinia tenement package and connects in the north to Kin Mining’s Randwick project, which has
historic production of ~13,000oz Au @ ~25 g/t Au.
The exploration licence P 37/8515 was surrendered 1 June 2023 and P 37/8484 was converted into the mining
licence M 37/1318.
Gidgee JV – Gateway Mining Ltd Earning 80%
The Gidgee Project covers an area of approximately 400km2 on the western side of the highly prospective Gum
Creek Greenstone Belt, with Gateway Mining Ltd (ASX: GML, “Gateway”) now controlling more than 1,000km2
in the district as shown in Figure 11.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Figure 11:
Gidgee Project JV with Gateway Mining
Aircore (“AC”) drilling was conducted in Quarter 2 completing 91 AC holes for 7,255m. Drilling tested for a
potential continuation of the Gidgee Shear Zone along a gravity low feature identified in a recent regional gravity
survey along the eastern margin of the JV tenure. Drilling encountered an extensive package of shales and
sediments in the east with minor mafic rocks to the west. On most lines the interpreted shear position was
potentially marked by minor gold anomalism in single samples but overall lacked significant geological interest
Model Earth Pty Ltd geological consultants were engaged to review the geology and prospectivity of the Gum
Creek Greenstone Belt. A belt scale geological map was generated based on recent updated geophysical
datasets, litho-geochemistry and outcrop mapping data. Ultimately, Model Earth did not identify any high priority
gold targets on the JV tenure and adjacent western stratigraphy.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Figure 12: Gidgee Project JV showing surrendered blocks
Compulsory Partial Surrender blocks were selected based on consultation with Model Earth consultants and in-
house data compilation, evaluation and targeting as shown in Figure 12. Surrendered blocks include the
northern portion of E57/1040 which although does contain a significant portion of greenstone, is outside the
current areas of interest for Gateway Mining. The southern portion of E57/1039 was surrendered which
comprised almost entirely of granite.
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GOLDEN MILE RESOURCES LIMITED
REVIEW OF OPERATIONS
Forward-Looking Statements
This document may include forward-looking statements. Forward-looking statements include, but are not limited
to, statements concerning Golden Mile Resources Ltd (ASX: G88) planned exploration program and other
statements that are not historical facts. When used in this document, the words such as "could," "plan,"
"estimate," "expect," "intend," "may”, "potential," "should," and similar expressions are forward-looking
statements. Although Golden Mile Resources Ltd (ASX: G88) believes that its expectations reflected in these
forward-looking statements are reasonable, such statements involve risks and uncertainties and no assurance
can be given that actual results will be consistent with these forward-looking statements.
Competent Persons Statement
The information in this report that relates to Exploration Results is based upon and fairly represents information
compiled by Mr Jordan Luckett, a Competent Person who is a Member of the Australasian Institute of Mining
and Metallurgy. Mr Luckett is a full-time employee of the Company and holds both Shares and Share Options
as well as participating in a performance-based Share Option plan as part of his renumeration.
Mr Luckett 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 ‘Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr
Luckett consents to the inclusion in the report of the matter based on his information in the form and context in
which it appears.
The Company confirms it is not aware of any new information or data that materially affects the exploration
results set out in the in the original announcements referenced in this announcement and all material
assumptions and technical parameters underpinning the estimates continue to apply and have not materially
changed. 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 announcements.
12
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
DIRECTORS’ REPORT
The Directors of Golden Mile Resources Limited (the “Company”) submit herewith the Report on the Company
for the financial year ended 30 June 2023. To comply with the provisions of the Corporations Act 2001, the
Directors report as follows:
Directors
Details of the Directors of the Company in office at any time during or since the end of the financial year and at
the date of this report are:
Mr Damon Dormer
Managing Director and Chief Executive Officer (appointed as Chief
Executive Officer on 1 March 2023 and appointed as Managing Director
on 12 June 2023)
Experience and qualifications: Mr Dormer is a Mining Engineer with over 26 years of experience,
including 15 years mine management and executive roles. Damon has
worked in studies, projects, operations and innovation across Australia,
USA, Papua New Guinea and Africa.
Damon has had considerable success turning around mining projects
and studies resulting in the construction of multiple mines in Africa as well
as significant operational success in Australia. He has also been heavily
involved in mining innovation and has personally developed techniques
and strategies within the mining industry.
Damon holds a Bachelor of Engineering in Mining from the Western
Australian School of Mines.
Other Directorships in listed
entities:
Former Directorships in listed
entities in last 3 years:
None
None
Interests in Shares and
options:
3,525,000 fully paid ordinary shares.
12,000,000 Unlisted options exercisable at $0.05, expiring 28 February
2026 of which 10,000,000 share options have not yet vested.
1,562,500 Listed options exercisable at $0.035, expiring 30 June 2025.
Mr Jordan Luckett
Executive Director (appointed 8 July 2022)
Experience and qualifications During his career, Mr Luckett has been a member of a number of
successful exploration teams that have made discoveries in Western
Australia, Queensland, Canada and Africa. He has held senior
management positions in both mining and exploration companies.
Mr Luckett has 24 years of experience in both exploration and mining
geology, having worked throughout Australia, North America and Africa.
He has a broad experience that includes grass roots exploration, project
generation, resource definition, underground mining and geological
management.
Mr Luckett has a Bachelor of Science degree and is a member of the
Australasian Institute of Mining and Metallurgy.
Other directorships in listed
entities
None
Former Directorships in listed
entities in last 3 years:
Great Western Exploration Ltd (ASX: GTE, resigned 4 June 2020)
Interests in Shares and
options:
10,495,000 fully paid ordinary shares.
2,000,000 Unlisted options exercisable at $0.10, expiring 19 May 2025.
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GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
2,000,000 Unlisted options exercisable at $0.15, expiring 19 May 2025
(unvested).
1,000,000 Unlisted options exercisable at $0.10, expiring 8 September
2025.
1,000,000 Unlisted options exercisable at $0.125 expiring 8 September
2026 (unvested).
5,247,500 Listed options exercisable at $0.035, expiring 30 June 2025,.
Mr Frank Cannavo
Non-Executive Director
Experience and qualifications Mr Cannavo is an experienced public company director with significant
business and investment experience working with companies operating
across various industries, including in particular mining exploration
companies, and has been instrumental in assisting several listed and
unlisted companies achieve their growth strategies through the raising of
investment capital and the acquisition of assets.
Mr Cannavo is an entrepreneur with a strong network of investors and
industry contacts in the public company sector throughout the Asia-
Pacific region and has extensive experience in capital raisings,
investment activities and IPOs.
Other Directorships in listed
entities:
Western Mines Group Ltd (ASX: WMG, appointed 6 November 2020)
BPH Global Ltd (formerly Stemcell United Ltd, ASX: BP8, appointed 21
July 2021). Lightening Minerals Ltd (ASX: L1M, appointed 13 December
2021).
Former Directorships in listed
entities in last 3 years:
Magnum Mining and Exploration Limited (ASX: MGU, resigned 10 March
2021) Agri Skylight Limited (formerly I-Global Holdings Limited NSX:
AGS, resigned 13 September 2022)
Interests in shares and
options:
16,500,000 fully paid ordinary shares.
1,000,000 Unlisted options exercisable $0.10, expiring 30 September
2023.
2,000,000 Unlisted options exercisable $0.10, expiring 30 September
2025.
2,000,000 Unlisted options exercisable $0.125, expiring 30 September
2025.
2,566,667 Listed options exercisable $0.10, expiring 29 September 2025.
2,200,000 Listed options exercisable $0.035, expiring 30 June 2025.
Mr Grant Button
Non-Executive Director
Non-Executive Chairman (appointed 20 December 2022)
Experience and qualifications Mr Button is a qualified accountant and has significant and other
commercial management and transactional experience. He has over 30
years of experience at a senior management level in the resource
industry. He has acted as a Managing Director, Executive Director,
Finance Director, CFO and Company secretary for a range of publicly
listed companies. Most recently Mr Button has been Managing Director
of Magnum Mining & Exploration Limited, and previously held the position
of Executive Director of Sylvania Platinum Limited.
Other Directorships in listed
entities:
None
14
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
Former Directorships in listed
entities in last 3 years:
Interests in shares and
options:
Magnum Mining and Exploration (ASX: MGU, resigned 10 March 2020)
4,000,000 fully paid ordinary shares.
2,000,000 Unlisted options exercisable $0.10, expiring 30 September
2025.
2,000,000 Unlisted options exercisable $0.125, expiring 30 September
2025.
250,000 Listed options exercisable $0.10, expiring 29 September 2025.
1,500,000 Listed options exercisable $0.035, expiring 30 June 2025.
Mr Rhoderick Grivas
Non-Executive Chairman (resigned 20 December 2022)
Experience and qualifications Rhoderick Grivas is a mining executive with over 30 years of experience
in the resource industry, including 20 years of board experience on ASX
listed companies. Mr Grivas has held several director and management
positions with publicly listed mining and exploration companies, including
Managing Director of ASX and TSX listed gold miner Dioro Exploration
NL and Chair of Andromeda Metals Ltd. Mr Grivas has a strong
combination of equity market, M&A, commercial, strategic, and executive
management capabilities.
Mr Phillip Grundy
Non-Executive Director (resigned 15 September 2022)
Experience and
qualifications
Phillip Grundy is a partner at Moray & Agnew Lawyers, specialising in
Corporate law and Mergers & Acquisitions.
Phillip has acted as a legal advisor to many ASX-listed public companies
across a broad range of industry sectors. He has advised several Australian
and international companies in relation to ASX-listings, initial public
takeovers,
offerings, backdoor
continuous disclosure requirements, corporate governance, Corporations
Act and ASX Listings Rules compliance and general commercial
transactions.
raisings, corporate
listings, capital
Company Secretary
Ms N Taylor
Experience and qualifications
In addition, Phillip advises a number of international companies in relation
to inbound Australian investment, mergers and acquisitions, capital raisings
in the Australian market, and cross-border transactions.
Phillip holds a Masters of Laws (Commercial Law) from Monash University,
a Bachelor of Laws (Hons) and Bachelor of Arts from Deakin University.
Company Secretary
Nova Taylor from the Automic Group is a professional Company Secretary
with over 7 years of experience of working in Company Secretary and
Assistant Company Secretary roles with various listed companies. Nova
had also previously worked for Computershare Investor Services Pty Ltd in
various roles for over 10 years. Nova has completed a Bachelor of Laws at
Deakin University.
15
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
Meeting of Directors
The following table sets out the number of meetings of the Company’s Directors during the year ended 30 June
2023 and the number of meetings attended by each Director.
DIRECTOR
Mr Damon Dormer
Mr Jordan Luckett
Mr Francesco Cannavo
Mr Grant Button
Mr Rhoderick Grivas
Mr Phillip Grundy
BOARD
MEETING
Held
2
9
9
9
4
2
Attended
2
9
9
9
5
2
Principal Activities
The Company owns several resource tenements in Western Australia and are actively exploring the tenements
for gold, nickel and cobalt and related resources.
Operating Results and Financial Position
During the year, the Company made a loss $1,386,585 (2022: $1,027,669). The Company's activities are
detailed in the Review of Operations prior to the Directors’ Report.
During the year, the Company spent cash of $1,535,077 (2022: $1,121,933) on exploration activities and a net
outflow of $975,736 (2022: $844,477) on operational expenditure. The Company’s exploration assets are
recorded at $4,562,414 (2022: $3,107,241), with net assets at $6,584,472 (2022: $4,815,440). The Company’s
cash position at 30 June 2023 was $2,357,328 (2022: $1,961,920).
The Company raised $3,247,784 from the issue of fully paid ordinary shares and share options before costs of
$502,421 ($160,858 paid by the issue of share options).
Dividends
During the year, the Company did not pay, or propose to pay, any dividends.
Significant Change in State of Affairs
The Company announced the appointment of Jordan Luckett as Managing Director. Mr Luckett was the
Company’s Exploration Manager from March 2022 and was formally appointed to the Board on July 8 2022.
The Company held an Extraordinary General Meeting on 25 August 2022, and included:
- The ratification of the issue of 27,714,286 ordinary shares issued pursuant to the March capital raise;
- The ratification of the issue of 3,000,000 ordinary shares to Calatos Pty Ltd for the acquisition of the
tenements at Marble Bar;
- Approval of the 3,000,000 share options to Sanlam Private Wealth Pty Ltd as compensation for services
provided in the March capital raise;
- Approval of 13,857,143 listed share options as part of the March capital raise;
- The approval of 500,000 ordinary shares and 250,000 listed share options to Grant Button at $0.056
per share;
- The approval of 357,142 ordinary shares and 178,571 listed share options to Rhod Grivas at $0.056
per share;
- The approval of 2,000,000 unlisted share options to Jordan Luckett as part of his Executive Employment
Agreement;
- The approval of the issue of 4,000,000 unlisted share options to Grant Button as remuneration;
- The approval of the issue of 4,000,000 unlisted share options to Frank Cannavo as remuneration;
- The approval of the issue of 4,000,000 unlisted share options to Rhod Grivas as remuneration;
- The approval of the issue of 2,000,000 unlisted share options to Phil Grundy as remuneration.
In September 2022 Phil Grundy resigned as a non-executive director and in December 2022 Rhod Grivas
resigned as non-executive chairman.
16
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
On 2 March 2023 the Company announced a renounceable entitlement offer of 2 shares for every 5 held at
$0.016 (1.6 cents) per share to raise up to of $1,390,374 (based on the shares on issue at the time of the offer)
and issued a prospectus outlining details. The entitlement issue was partially underwritten to the value of
$750,000. Each share subscribed for will come with 1 free attaching option with an exercise price of $0.035
(3.5 cents) and expiry date of 30 June 2025. The Company issued 58,842,483 Ordinary Fully Paid Shares and
29,491,251 G88OA Listed options pursuant to the renounceable rights offer on 30 March 2023. A further
6,782,500 Ordinary Fully Paid Shares and 3,391,250 G88OA Listed options were subscribed for by Company
Directors under the shortfall offer and were issued on 16 June 2023 following and subject to shareholder
approval. 16,210,920 ordinary shares, plus 8,105,460 share options, were taken up by a cornerstone investor
pursuant to the shortfall offer and were issued on 29 May 2023.
On 12 June 2023, Damon Dormer was appointed Managing Director and Chief Executive Officer. Mr Dormer
had initially been appointed as Chief Executive Officer in March 2023. Jordan Luckett moved into the role of
Technical Director.
On 20 June 2023 the Company announced that it had completed the placement of 42,963,848 ordinary shares
at $0.044 per share, raising $1,809,409 before costs. The capital was raised to fund accelerated drilling
programmes at Quicksilver and Yuinmery.
After Balance Date Events
On 26 August 2023, 4 million share options (G88AG) expired without being exercised. On 22 September 2023
a further 51,192,320 listed share options (G88O) expired without being exercised.
On 22 September 2023 the Company announced it will hold an Extraordinary General Meeting on 24 October
2023 to approve:
-
-
-
the ratification of the prior issue of 42,963,948 shares to refresh the Company’s ability to issue shares
without further shareholder approval;
the approval of the issue of 4.5 million share options to the lead manager for the capital raise in June;
the approval of the issue of 3.75 million unlisted share options to each director, with an exercise price
of $0.10, with 1.25 million vesting on 30 June 2024, 1.25 million vesting on 31 December 2024 and 1.25
million vesting on 30 June 2025.
Other than the items noted above, the Board is not aware of any matter or circumstance not otherwise dealt
with in these financial statements that has significantly or may significantly affect the operation of the Company,
the results of those operations, or the state of affairs of the Company in subsequent financial years.
Future Developments
The Company’s strategic focus remains the development of its exploration assets in Western Australia. Focus
remains on further metallurgical testing at Quicksilver to extract value from the project, continued drilling at
Yarrambee and Yuinmery, and initial exploration at the Murchison lithium and Marble Bar lithium projects.
Indemnity and Insurance of Officers
The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity
as a director or executive, for which they may be held personally liable, except where there is a lack of good
faith. During the financial year, the Company paid a premium in respect of a contract to insure the directors
and officers of the Company against a liability to the extent permitted by the Corporations Act 2001. The contract
of insurance prohibits disclosure of the nature of liability and the amount of the premium.
Indemnity and Insurance of Auditor
The Company has not, during or since the financial year, indemnified or agreed to indemnify the auditor of the
Company or any related entity against a liability incurred by the auditor. During the financial year, the Company
has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity.
Environmental Issues
The Company’s activities involve exploration activities on WA mining tenements and therefore would be subject
to the WA laws and regulations relating to such activities including environmental approvals as may be required
from time to time under the Mining Act 1978.
17
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
Shares under Option or Issued on Exercise of Options
At the date of this report the Company had 134,729,029 shares under option, as follows:
Grant Date
Date of expiry Exercise price
25/09/2019 (i)
25/09/2019 (i)
30/09/2021(ii)
17/11/2021(iii)
11/03/2022 (iv)
26/03/2023 (v)
27/07/2022 (v)
27/07/2023(vi)
9/09/2022 (vii)
25/08/2022 (viii)
25/08/2022 (ix)
25/08/2022 (ix)
8/09/2022 (x)
8/09/2022 (v)
8/09/2022 (iii)
23/03/2023 (v)
27/02/2023 (viii)
9/02/2023 (ix)
15/06/2023 (xi)
29/11/2023
29/11/2023
30/09/2023
24/08/2024
23/09/2023
23/09/2023
23/09/2023
23/09/2023
23/09/2023
23/09/2023
19/05/2025
19/05/2025
8/09/2025
23/09/2023
8/09/2025
30/06/2025
30/06/2025
28/02/2026
14/06/2026
$0.23
$0.31
$0.10
$0.088
$0.10
$0.10
$0.10
$0.10
$0.10
$0.10
$0.10
$0.15
$0.10
$0.10
$0.125
$0.035
$0.035
$0.05
$0.08
Number of
options
1,000,000
500,000
4,000,000
1,000,000
13,739,944
8,000,000
500,000
166,665
11,500,000
3,000,000
2,000,000
2,000,000
8,000,000
14,285,711
5,000,000
40,917,951
2,618,758
12,000,000
4,500,000
Number
escrowed
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Escrow date
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(viii)
(ix)
(x)
(xi)
Granted to Key Management Personnel as part of contracted remuneration package during the prior periods. 500,000
options did not vest, but have not yet been cancelled.
Issued to Sanlam Private Wealth Pty Limited for services provided in capital raise.
Granted to Key Management Personnel as part of contracted remuneration package during the prior periods.
Loyalty options issued at $0.005 per option.
Granted as free option attaching to ordinary shares subscribed.
Director options issued at $0.05 per option.
8,000,000 share options granted as a free attaching option, 3,500,000 share options issued to the lead manager.
Issued to Led Manager for services provided in capital raise.
Granted to Key Management Personnel as part of contracted remuneration package.
Granted to Directors as part of their equity-based remuneration options yet to be issued, subject to shareholder approval.
Granted to Lead Manager for services during capital raise, options yet to be issued, subject to shareholder approval.
Share options do not provide the holder with the same rights as shareholders. Share options do not provide
the rights to participate in rights issues, dividends, or enable the holder to vote at General Meetings.
Proceedings on Behalf of the Company
No person has applied for leave of the Court under Section 327 of the Corporations Act 2001 to bring
proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the
purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company
was not a party to any proceedings during the year.
18
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
The remuneration report, which has been audited, outlines the Director and executive remuneration
arrangements for the Company, in accordance with the requirements of the Corporations Act 2001 and its
Regulations.
A. Principles Used to Determine the Nature and Amount of Remuneration
The performance of the Company depends upon the quality of its Directors and Executives. To prosper, the
Company must attract, motivate and retain highly skilled Directors and Executives. To that end, the Company
embodies the following principles in its remuneration framework:
•
•
•
Provide competitive rewards to attract high calibre executives;
Focus on creating sustained shareholder value;
Placing a portion of executive remuneration at risk, dependent upon meeting predetermined performance
benchmarks; and
Differentiation of individual rewards commensurate with contribution to overall results and according to
individual accountability, performance and potential.
•
The Board’s policy for determining the nature and amount of remuneration for Key Management Personnel
(“KMP”) for the Company is based on the following:
- The remuneration policy is to be developed and approved by the Board after professional advice is sought
from independent external consultants (where applicable).
- All executive KMP receive a base salary (which is based on factors such as length of service and
experience), superannuation, fringe benefits and performance incentives, where appropriate.
- Performance incentives (in the form of a cash bonus) are generally only paid once predetermined key
performance indicators (KPIs) have been met.
- Apart from those detailed in this report no other share based/options incentives have been offered to KMP
during this reporting financial year.
- The Board, which also serves as the remuneration committee, reviews the remuneration packages
annually by reference to the Company’s performance, executive performance and comparable information
from industry sectors.
All remuneration paid to KMP is valued at the cost to the Company and expensed.
KMP or closely related parties of KMP are prohibited from entering hedge arrangements that would have the
effect of limiting the risk exposure relating to their remuneration. In addition, the Board’s remuneration policy
prohibits Directors and KMP from using the company’s shares as collateral in any financial transaction.
Engagement of remuneration consultants
During the year, the Company did not engage any remuneration consultants.
Remuneration Structure
The structure of Non-Executive Director, Executive Director and Senior Manager remuneration is separate and
distinct.
Non-Executive Director Remuneration
The Board’s policy is to remunerate Non-Executive Directors at market rates for time, commitment and
responsibilities. The Board determines payments to the non-executive directors and reviews their remuneration
annually, based on market practice, duties and accountability. Independent external advice is sought when
required. The maximum aggregate amount of fees that can be paid to Non-Executive Directors is subject to
approval by shareholders.
Each Director receives a fee for being a Director of the Company.
Senior Management and Executive Director Remuneration
The Company aims to reward Executives with a level and mix of remuneration commensurate with their position
and responsibilities within the Company to:
▪
Reward Executives for company, business unit and individual performance against targets set by
reference to appropriate benchmarks;
Align the interests of Executives with those of shareholders;
Link reward with the strategic goals and performance of the Company;
▪
▪
19
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
▪
▪
Ensure total remuneration is competitive by market standards; and
Executive remuneration is designed to support the Company’s reward philosophies and to underpin the
Company’s growth strategy. The program comprises the following available components:
•
•
Fixed remuneration component; and
Variable remuneration component including cash bonuses paid.
Fixed Remuneration
The level of fixed remuneration is set to provide a base level of remuneration which is both appropriate to the
position and is competitive in the market. The fixed (primary) remuneration is provided in cash.
Variable Remuneration
The performance of KMP is measured against criteria agreed annually with each Executive. All bonuses and
incentives must be linked to predetermined performance criteria. The policy is designed to attract the highest
calibre of executives and reward them for performance results leading to long-term growth in shareholder
wealth.
The objective of the Short-Term Incentive (“STl”) program is to link the achievement of the Company’s
operational targets with the remuneration received by the executives charged with meeting those targets. The
total potential STI available is set at a level to provide sufficient incentive to achieve the operational targets and
such that the cost to the Company is reasonable.
Actual STI payments granted depend on the extent to which specific operating targets are met. The operational
targets consist of a number of Key Performance Indicators (KPIs) covering both financial and non-financial
measures of performance.
On an annual basis, the individual performance of each executive is rated and taken into account when
determining the amount, if any, of the short-term incentive pool allocated to each executive. The aggregate of
annual STI payments available for executives across the Company are usually delivered in the form of a cash
bonus.
B. Details of Remuneration
Details of the remuneration of the Directors, other key management personnel (defined as those who have the
authority and responsibility for planning, directing and controlling the major activities of the Company) are set
out in the tables on pages 21 and 22.
Key Management Personnel - Directors and Executives
The key management personnel (“KMP”) of the Company consisted of the following Directors and executives
during the year:
Non-Executive Directors
Rhoderick Grivas
Phillip Grundy
Grant Button
Frank Cannavo
Executive Director
Jordan Luckett
Damon Dormer
Non-Executive Chairman (Resigned 20 December 2022)
Non-Executive Director (Resigned 15 September 2022)
Non-Executive Chairman
Non-Executive Director
Managing/Technical Director (Appointed 8 July 2022)
Managing Director and Chief Executive Officer (appointed CEO 1 March 2023
and Managing Director on 12 June 2023)
Key Management Personnel – Service Agreements
Employment contracts – Damon Dormer
The key terms of the contract are as follows:
-
-
-
-
Position of Chief Executive Officer (later appointed as Managing Director);
Salary of $250,000 per annum, plus superannuation and other benefits;
Contract commenced on 1 March 2023 with no fixed term. 3 months’ notice for termination is required;
Share options provided in contract as follows:
-
2,000,000 unlisted share options vesting after 3 months service, exercise price $0.05, expiring 28
February 2026
20
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
-
-
5,000,000 unlisted share options vesting after 12 months service, exercise price $0.05, expiring 28
February 2026
5,000,000 unlisted share options vesting after 24 months service, exercise price $0.05, expiring 28
February 2026
Employment contracts – Jordan Luckett
The key terms of the contract are as follows:
-
-
-
-
Position of Managing Director (later Technical Director);
Salary of $200,000 per annum, plus superannuation and other benefits;
Contract commenced on 8 July 2022 with no fixed term, termination with 3 months’ notice. Initially
employed on a contract basis, with terms superseded by current contract;
Share options provided in contract as follows:
-
-
-
-
-
1,000,000 share options vesting immediately, exercise price $0.10, expiring 19 May 2025
1,000,000 share options vesting 12 months from issue date, exercise price $0.10, expiring 19 May 2025
2,000,000 share options vesting 24 months from issue date, exercise price $0.15, expiring 19 May 2025
1,000,000 share options vesting 12 months from commencement date, exercise price $0.10, expiring 8
September 2025
1,000,000 share options vesting 12 months from commencement date, exercise price $0.125, expiring
8 September 2026
Non-Executive Director Service Agreement – Grant Button
The key terms of the contract are as follows:
-
-
-
Position of Non-Executive Director;
Salary of $50,000 per annum, inclusive of superannuation;
Commenced on 2 August 2021 with no fixed term.
Non-Executive Director Service Agreement – Francesco Cannavo
The key terms of the contract are as follows:
-
-
-
Position of Non-Executive Director;
Salary of $50,000 per annum, inclusive of superannuation;
Commenced on 2 August 2021 with no fixed term.
Details of Remuneration for the year ended 30 June 2023
The individual remuneration for key management personnel of the Company during the year was as follows:
SHORT TERM EMPLOYMENT BENEFITS
Leave
Cash Salary
provision
and Fees
$
$
Cash
Bonus
POST
EMPLOYMENT
Superannuation
Contributions
$
EQUITY BASED
PAYMENTS
TOTAL
Shares
$
Options
$
$
Non – Executive
Directors
Rhoderick Grivas (i)
Phillip Grundy
Grant Button (ii)
Francesco Cannavo
(iii)
Sub-Total
Executive
Directors
Damon Dormer (iv)
Jordan Luckett
Sub-Total
32,853
9,999
50,004
50,004
142,860
83,333
200,023
283,356
-
-
-
-
-
5,959
12,872
18,831
426,216
18,831
Total
(i)
(ii)
(iii)
(iv)
-
-
-
-
-
-
-
-
-
-
-
-
8,750
21,002
29,752
29,752
-
-
-
-
-
-
-
-
26,340
13,170
53,903
53,903
147,316
59,193
23,169
103,907
103,907
290,176
48,920
53,161
102,081
146,962
287,058
434,020
249,397
724,196
Rhoderick Grivas invoiced all fees through Goodheart Pty Ltd. Resigned 20 December 2022.
Grant Button invoiced all fees through Wilberforce Pty Ltd.
Francesco Cannavo invoiced all fees through Golden Venture Capital LLC.
Damon Dormer as appointed on 1 March 2023 as CEO, and appointed director on 12 June 2023.
21
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
Details of Remuneration for the period ended 30 June 2022
The individual remuneration for key management personnel of the Company during the period was as follows:
SHORT TERM EMPLOYMENT BENEFITS
Leave
Cash Salary
provision
and Fees
$
$
Cash
Bonus
POST
EMPLOYMENT
Superannuation
Contributions
$
EQUITY BASED
PAYMENTS
TOTAL
Shares
$
Options
$
$
Non – Executive
Directors
Rhoderick Grivas (i)
Phillip Grundy
Caedmon Marriott
(ii)
Grant Button (iii)
Francesco Cannavo
(iv)
Sub-Total
Executive
Directors
James Merrillees (v)
Jordan Luckett (vi)
Sub-Total
65,705
39,996
3,333
45,837
45,837
200,708
109,179
80,156
189,335
-
-
-
-
-
-
3,613
-
3,613
Total
390,043
3,613
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
12,229
-
12,229
12,229
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
65,705
39,996
3,333
45,837
45,837
200,708
(10,818)
-
(10,818)
114,203
80,156
194,359
(10,818)
395,067
(i)
(ii)
(iii)
(iv)
(v)
(vi)
Rhoderick Grivas invoiced all fees through Goodheart Pty Ltd. Fees for the year include an additional $6,000 consulting
fees that were capitalised into exploration and evaluation assets during the year.
Caedmon Marriott invoiced Director fees through Nomad Exploration Pty Ltd, a company he is a director of. Resigned 2
August 2021.
Grant Button invoiced all fees through Wilberforce Pty Ltd. Appointed 2 August 2021.
Francesco Cannavo invoiced all fees through Golden Venture Capital LLC. Appointed 2 August 2021.
James Merrillees resigned 17 December 2021. Expenses related to share options that did not vest were reversed during
the year.
Jordan Luckett was appointed as Exploration Manager in March 2022 and billed all fees through Faurex Pty Ltd. Fees
include accrued fees of $33,156, billed in August for work completed in May and June 2022. Fees of $23,881 were expensed
during the year, and fees of $56,275 were applied to capital expenditures on projects.
Bonuses included in remuneration
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Fixed
remuneration
2023
At risk -
STI
At risk – LTI
Fixed
remuneration
At risk - STI
At risk – LTI
2022
Non-Executive
Directors
Rhoderick Grivas
Phillip Grundy
Caedmon Marriott
Grant Button
Francesco Cannavo
Executive
Directors
Damon Dormer
Jordan Luckett
James Merrillees
55.50%
43.16%
-
48.12%
48.12%
66.71%
81.48%
-
-
-
-
-
-
44.5%
56.84%
-
51.88%
51.88%
33.29%
18.52%
-
100%
100%
100%
100%
100%
-
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
22
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
C. Share Based Compensation
The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and
other key management personnel in this financial year or future reporting years are as follows:
Number of
Name
Rhoderick Grivas
Phillip Grundy
Grant Button
Grant Button
Francesco Cannavo
Francesco Cannavo
Jordan Luckett
Jordan Luckett
Jordan Luckett
Jordan Luckett
Jordan Luckett
Damon Dormer
Damon Dormer
Damon Dormer
Grant date
options
granted
2,000,000 25/08/2022
1,000,000 25/08/2022
2,000,000 25/08/2022
2,000,000 25/08/2022
2,000,000 25/08/2022
2,000,000 25/08/2022
2,000,000 25/08/2022
2,000,000 25/08/2022
1,000,000
1,000,000
2,000,000
2,000,000
5,000,000
5,000,000
8/07/2022
8/07/2022
8/07/2022
9/02/2023
9/02/2023
9/02/2023
Vesting date and
exercisable date
25/08/2022
25/08/2022
25/08/2022
2/08/2023
25/08/2022
2/08/2023
7/07/2023
7/07/2024
8/07/2022
19/05/2023
19/05/2024
1/06/2023
1/03/2024
1/03/2025
Fair value
per option
Expiry date Exercise price at grant date
$0.10
8/09/2025
$0.10
8/09/2025
$0.10
8/09/2025
$0.125
8/09/2025
$0.10
8/09/2025
$0.125
8/09/2025
$0.10
8/09/2025
$0.125
8/09/2025
$0.10
19/05/2025
$0.10
19/05/2025
$0.15
19/05/2025
$0.05
28/02/2026
$0.05
28/02/2026
$0.05
28/02/2026
$0.0132
$0.0132
$0.0132
$0.0153
$0.0132
$0.0153
$0.0132
$0.0153
$0.0118
$0.0118
$0.0094
$0.0109
$0.0109
$0.0109
Options granted carry no dividend or voting rights.
D. Additional Information
Relationship between remuneration policy and Company performance
The remuneration policy has been tailored to increase goal congruence between shareholders, directors and
executives. The chosen method to achieve this aim is providing shares and share options to link future benefits
to the performance of the Company’s share price. The Company believes this policy will be effective in
increasing shareholder’s wealth. The earnings of the Company for the reporting periods to 30 June 2023 are
summarised below, along with details that are considered to be factors in shareholder returns:
Income
Net profit /(loss) after tax $
30 June
2019
14,648
(964,005)
30 June
2020
54,376
(4,441,053)
30 June
2021
434
(1,229,773)
30 June
2022
381
(1,027,669)
30 June
2023
8,876
(1,386,585)
Share price at year end $
Net tangible assets per share $
0.05
0.07
0.059
0.02
0.050
0.02
0.0285
0.02
0.052
0.02
E. Additional Information in relation to key management personnel shareholdings
Ordinary shares held in Golden Mile Resources Limited (number) 30 June 2023
Directors
Rhoderick Grivas (ii)
Phillip Grundy (ii)
Grant Button
Frank Cannavo
Damon Dormer (i)
Jordan Luckett
Balance 1
July 2022
524,750
225,000
500,000
12,100,000
-
-
13,349,750
(i)
(ii)
(iii)
(iv)
Appointed during the year.
Resigned during the year.
Balance as at date of resignation
Balance as at date of appointment
Granted as
payment of
Remuneration
On-market
changes
Off-market
changes
Other
changes
Balance
30 June 2023
-
-
-
-
-
-
-
-
-
-
400,000
-
400,000
357,142
-
3,500,000
4,400,000
-
(881,892)(iii)
(225,000) (iii)
-
3,125,000(iv)
-
10,495,000
18,752,142 2,018,108
-
-
4,000,000
16,500,000
3,525,000
10,495,000
34,520,000
23
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
Share options held in Golden Mile Resources Limited (number) 30 June 2023
Balance 1
July 2022
Granted as
Remuneration
Options
expired
Other
changes
Balance
30 June 2023
Vested
Directors
Rhoderick
Grivas(ii)
Phillip Grundy (ii)
Grant Button
Frank Cannavo
Damon Dormer(i)
Jordan Luckett (i)
1,285,791
633,333
-
5,066,667
-
6,985,791
4,000,000
2,000,000
4,000,000
4,000,000
12,000,000
6,000,000
32,000,000
-
-
-
(500,000)
-
(500,000)
(5,285,791)(iii)
-
(2,633,333)(iii)
-
1,750,000
5,750,000
2,200,000 10,766,667
1,562,500(iv) 13,562,500
5,247,500 11,247,500
2,840,876 41,326,667
-
-
3,750,000
8,766,667
3,562,500
8,247,500
24,326,667
(i) Appointed during the year
(ii) Resigned during the year
(iii) Balance as at date of resignation
(iv) Balance as at date of appointment
F. LOANS FROM KMP
There are no loans to or from KMP.
G. OTHER TRANSACTIONS WITH KMP
Other than the Key Management Personnel disclosures noted above, the following transactions were completed
with related parties during the year: -
Moray and Agnew (i)
Expenses
during
year
5,512
Invoiced
during year
-
Balance
receivable
at 30 June
-
Balance
payable at
30 June
-
(i)
Phillip Grundy is a partner at Moray and Agnew. Moray & Agnew provided legal and consulting services
related to compliance matters.
This concludes the remuneration report, which has been audited.
Non-Audit Services
During the prior year HLB Mann Judd, the Company’s auditor, performed certain other services in addition to
their statutory duties. The Directors were satisfied that the provision of these non-audit services by the auditor
(or by another person or firm on the auditor’s behalf) was compatible with the general standard of independence
for auditors imposed by the Corporations Act 2001. Details of amounts paid or payable are as follows:
Auditing the financial report
Non-audit services
- Tax compliance services
2023
$
36,720
4,800
41,520
2022
$
34,850
1,500
36,350
The Directors were of the opinion that the services as disclosed above did not compromise the external auditor’s
independence for the following reasons:
• All non-audit services were reviewed and approved by the Board to ensure that they did not impact the
integrity and objectivity of the auditor, and
• None of the services undermined the general principles relating to auditor independence as set out in
APES 110 Code of Ethics for Professional Accountants issued by the Accounting Profession and Ethical
Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or
decision-making capacity for the Company, acting as an advocate for the Company or jointly sharing
economic risks and rewards.
24
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ REPORT
Auditor’s Independence Declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001
is included at page 43 of the Annual Report.
Auditor
HLB Mann Judd continues in accordance with section 327 of the Corporations Act 2001. There are no officers
of the Company who are former audit partners of HLB Mann Judd.
Corporate Governance
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors
support the principles of Corporate Governance. The Company continued to follow best practice
recommendations as set out by the ASX Corporate Governance Council. Where the Company has not followed
best practice for any recommendation, explanation is given in the Corporate Governance Statement. The
Company’s Corporate Governance
the Company’s website at
https://www.goldenmileresources.com.au/.
is available on
statement
Signed in accordance with a resolution of the Directors made pursuant to s.298 (2) of the Corporations Act
2001.
On behalf of the Directors
Mr D Dormer
Managing Director
28 September 2023
25
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Golden Mile Resources Limited for the year
ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been no
contraventions of:
(a)
the auditor independence requirements as set out in the Corporations Act 2001 in relation
to the audit; and
(b)
any applicable code of professional conduct in relation to the audit.
HLB Mann Judd
Chartered Accountants
Melbourne
28 September 2023
Nick Walker
Partner
hlb.com.au
HLB Mann Judd (VIC Partnership) ABN 20 696 861 713
Level 9, 550 Bourke Street, Melbourne VIC 3000 | GPO Box 2850, Melbourne VIC 3001
T: +61 (0) 3 9606 3888 F: +61 (0) 3 9606 3800 E: mailbox@hlbvic.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
HLB Mann Judd (VIC Partnership) is a member of HLB International, the global advisory and accounting network
26GOLDEN MILE RESOURCES LIMITED
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Continuing operations
Interest income
Exploration expenditure expensed
Impairment of exploration assets
Directors’ fees and salaries and wages
General and administrative expenses
Corporate expenses
Other expenses
Loss before income tax
Income tax expense
Net Loss for the year
Other Comprehensive income/(loss)
Other comprehensive loss net of tax
Total comprehensive loss
Note
2023
$
2022
$
8,876
381
2(a)
8(b)
8(b)
9
(118,665)
(17,434)
(724,196)
(224,652)
(268,015)
(42,499)
(1,386,585)
-
(1,386,585)
(165,026)
(162,352)
(325,730)
(168,705)
(177,082)
(29,155)
(1,027,669)
-
(1,027,669)
-
-
(1,386,585)
(1,027,669)
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
14
14
(0.61)
(0.61)
(0.60)
(0.60)
The above statement should be read in conjunction with the accompanying notes.
27
GOLDEN MILE RESOURCES LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
STATEMENT OF FINANCIAL POSITION
Current Assets
Cash and cash equivalents
Trade and other receivables
Prepayment
Total Current Assets
Non-Current Assets
Exploration and evaluation assets
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Employee Provisions
Total current liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Accumulated losses
Reserves
Total Equity
Note
3(a)
4
2023
$
2022
$
2,357,328
54,840
8,500
1,961,920
44,866
22,407
2,420,668
2,029,193
2
4,562,414
3,107,241
4,562,414
3,107,241
6,983,082
5,136,434
5
6
7
379,779
18,831
320,994
-
398,610
320,994
398,610
320,994
6,584,472
4,815,440
14,908,897
(9,928,206)
1,603,781
12,424,527
(8,723,721)
1,114,634
6,584,472
4,815,440
The above statement should be read in conjunction with the accompanying notes.
28
GOLDEN MILE RESOURCES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
STATEMENT OF CHANGES IN EQUITY
At 1 July 2021
9,619,308
865,661
(7,753,330)
2,731,639
Issued capital Reserves Accumulated
Total
$
$
losses
$
$
Loss for the year
Other comprehensive income
Total comprehensive loss for the
year
Transactions with owners in
their capacity as owners:
Issue of shares, net of costs
Issue of share options
Issue of shares for purchase of
exploration assets
Share based payments
Expiry of share options
-
-
-
-
-
(1,027,669)
-
(1,027,669)
-
-
(1,027,669)
(1,027,669)
6
6
2,655,219
-
220,030
86,221
-
2,875,249
86,221
2, 6, 7
7
7
150,000
-
-
-
(10,818)
(46,460)
-
10,818
46,460
150,000
-
-
As at 30 June 2022
12,424,527
1,114,634
(8,723,721)
4,815,440
At 1 July 2022
12,424,527
1,114,634
(8,723,721)
4,815,440
Issued capital Reserves Accumulated
Total
$
$
losses
$
$
Loss for the year
Other comprehensive income
Total comprehensive loss for the
year
Transactions with owners in
their capacity as owners:
Issue of shares, net of costs
Issue of share options
Share based payments
Expiry of share options
-
-
-
-
-
(1,386,585)
-
(1,386,585)
-
-
(1,386,585)
(1,386,585)
6
6
7
7
2,484,370
-
-
-
-
260,993
410,254
(182,100)
-
-
182,100
2,484,370
260,293
410,254
-
As at 30 June 2023
14,908,897
1,603,781
(9,928,206)
6,584,472
The above statement should be read in conjunction with the accompanying notes.
29
GOLDEN MILE RESOURCES LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
STATEMENT OF CASH FLOWS
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Note
2023
$
2022
$
(984,612)
8,876
(844,858)
381
Net cash (used in) operating activities
3(d)
(975,736)
(844,477)
Cash flows from investing activities
Exploration and evaluation expenditure
Net cash (used in) investing activities
Cash flows from financing activities
Proceeds from issue of shares
Cost of issuing shares
Proceeds from issue of share options
Net cash provided by financing activities
(1,535,077)
(1,121,933)
(1,535,077)
(1,121,933)
2,986,791
(341,563)
260,993
2,982,803
(241,363)
220,030
2,906,221
2,961,470
Net increase in cash held
395,408
995,060
Cash and cash equivalents at the beginning of the
year
1,961,920
966,860
Cash and cash equivalents at the end of the year
3(a)
2,357,328
1,961,920
The above statement should be read in conjunction with the accompanying notes.
30
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
1.
BASIS OF PREPARATION
These financial statements are general purpose financial statements that have been prepared in
accordance with Australian Accounting Standards, Australian Accounting Interpretations and the
Corporations Act 2001, as appropriate for-profit oriented entities.
The financial statements cover the Company for the year ended 30 June 2023. The Company is a
company limited by shares, incorporated and domiciled in Australia.
Except for the Statement of Cash Flows, the financial statements have been prepared on the accruals
basis.
The financial statements were authorised for issue by the Directors on 28 September 2023.
The Company’s principle activities are the exploration for and evaluation gold and other related resources
in Western Australia.
(a) Basis of Preparation of the Financial Statements
Compliance with IFRS
The financial statements comply with International Financial Reporting Standards (IFRS) as issued
by the International Accounting Standards Board (IASB).
Historical Cost Convention
The financial statements have been prepared under the historical cost convention, modified where
appropriate by the measurement of fair value of selected non-current assets. All amounts are
presented in Australian dollars unless otherwise noted.
(b) Comparatives
Where necessary, comparative information has been reclassified and repositioned for consistency
with current year disclosures.
(c) Going Concern
During the year the Company made losses of $1,386,585 (2022: $1,027,669) and spent a net $2,510,813
(2022: $1,966,410) on exploration and corporate activities. At 30 June 2023 the Company had cash
reserves of $2,357,328 (2022: $1,961,920) and net current assets, being current assets less current
liabilities, of $2,022,058 (2022: $1,708,199). The Company also has exploration commitments in the next
12 months of $501,000 (2022: $538,000).
Management has prepared exploration budgets and cash flow projections that will indicate that additional
funding will need to be raised. Without successfully raising sufficient capital within the next 12 months
from the reporting date the Company may not meet its expenditure commitments and/or achieve its
objectives. Consequently there is a material uncertainty with respect to the going concern assumption.
On the basis that sufficient funding is available to meet the Company’s expenditure forecast for the next
12 months, the directors consider that the Company remains a going concern and these financial
statements have been prepared on this basis. The directors’ rationale for assuming the going concern
concept is as follows:
- The Company has sent out notification of an Extraordinary General Meeting seeking to receive
shareholder approval to refresh its capacity to raise additional capital without seeking shareholder
approval under ASX Listing Rules 7.1 and 7.1A. Once received the Company intends to raise capital
through placements that will meet the Company’s project expenditure requirements.
- The Company has had success recently in attracting cornerstone investors and intends to work with
these investors, and the shareholder base, to capitalise on its projects. The directors are confident
that the Company can and will access capital as required.
- The Company has established exploration programs and have budgeted for cash flow requirements
for the 12 months from the date of this report. The cash available at the date of the report are sufficient
to meet the cash flows forecast. Where necessary, the Company can reduce or redirect planned
31
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
project expenditure to manage its cash flows to ensure it meets its obligations as and when they fall
due, as well as progress its projects effectively.
Notwithstanding the above, the directors have prepared the financial statements on a going concern
basis, which contemplates the continuity of normal business activity, the realisation of assets and the
settlement of liabilities through the normal course of business and are confident that the Company will
achieve the necessary funding to meet the Company’s financial requirements over the next 12 months.
Should the Company be unable to continue as a going concern it may be required to realise its assets
and discharge its liabilities other than in the normal course of business and at amounts different to those
stated in the financial statements. The financial statements do not include any adjustments relating to
the recoverability and classification of asset carrying amounts or the amount of liabilities that might be
necessarily incurred should the Company be unable to continue as a going concern and meet its debts
as and when they fall due.
2.
EXPLORATION AND EVALUATION ASSETS
(a) Reconciliation of movements during year
Costs carried forward in respect of areas of interest
at cost
Assets acquired
Exploration and evaluation expenditure capitalised
during the year
Impairment (e)
2023
$
2022
$
3,107,241
-
1,890,593
190,000
1,472,607
(17,434)
1,189,000
(162,352)
Costs carried forward in respect of areas of interest
4,562,414
3,107,241
(b) Significant Accounting Policies
Exploration and evaluation expenditures incurred are accumulated in respect of each identifiable area of
interest. These costs are only capitalised to the extent that they are expected to be recouped through
the successful development of the area or sale, or where exploration and evaluation activities in the area
have not yet reached a stage which permits reasonable assessment of the existence of economically
recoverable reserves and active and significant operations in, or in relation to, the area of interest are
continuing.
Accumulated costs in relation to an abandoned area are written off in full against profit/(loss) in the year
in which the decision to abandon the area is made. In addition, a provision is raised against exploration
and evaluation expenditure where the directors are of the opinion that the carried forward cost may not
be recoverable. Any such provision is charged against the results for the year.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing
to carry forward costs in relation to that area of interest. Expenditure is not carried forward in respect of
any area of interest/mineral resource unless the Company’s rights of tenure to that area of interest are
current.
Costs of site restoration are provided over the life of the facility from when exploration commences and
are included in the costs of the relevant stage. Provisions are made for the estimated costs of restoration
relating to areas disturbed during the mines operation up to reporting date but not yet rehabilitated. Site
restoration costs include the dismantling and removal of mining plant, equipment and building structures,
waste removal and rehabilitation of the site in accordance with local laws and relevant clauses of the
mining permits. Such costs have been determined using estimates of future costs, current legal
requirements and technology on a discounted basis.
Any changes in the estimates of the costs are accounted for on a prospective basis. In determining the
costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to
community expectations and future legislation. Accordingly, the costs have been determined on the
basis that any restoration will be completed within one year of abandoning the site.
32
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Critical Judgements
The ultimate recoupment of capitalised expenditure in relation to each area of interest is dependent on
the successful development and commercial exploitation or, alternatively, sale of the respective areas
the results of which are still uncertain.
(c) Commitments for expenditure
To maintain current rights of tenure to the exploration tenements, the Company is required to meet the
minimum expenditure requirements of the Department of Mines and Petroleum. Minimum expenditure
commitments may otherwise be avoided by sale, farm out or relinquishment. These obligations are not
provided in the accounts. The Company has committed to spend a total of $1,480,000 (2022: $2,218,000)
over the years of the granted permit areas in respect of these exploration programs. Expenditure
commitment is for the term of the permit renewal. The total commitment in relation to the permits is as
follows: -
Expenditure commitments within 1 year
Expenditure commitments 2 – 5 years
(d) Impairment
2023
$
501,000
979,000
2022
$
538,000
1,680,000
1,480,000
2,218,000
At 30 June 2023 the Company reviewed its projects and its available resources. The planned focus
remains on the Quicksilver, Yuinmery, Yarrambee, Marble Bar and Murchison projects. Accordingly, all
expenditure on other projects has been written off to profit or loss.
3.
CASH AND CASH EQUIVALENTS
(a) Cash and cash equivalents
Cash at bank
(b) Significant Accounting Policies
2023
$
2,357,328
2022
$
1,961,920
Cash and cash equivalents include cash on hand and at banks, short-term deposits with an original
maturity of three months or less held at call with financial institutions, and bank overdrafts.
(c) Financial Instrument Risk Management
The Company manages its exposure to key financial risks relating to cash and cash equivalents in
accordance with its financial risk management policy. The objective of the policy is to support the delivery
of the Company’s financial targets whilst protecting future financial security.
The main risks arising from cash and cash equivalents is interest rate risk. The Directors manage risk by
monitoring levels of exposure to interest rate and consider cash requirements in relation to ongoing cash
flow budgets.
Interest Rate Risk
Exposure to interest rate risk arises on financial instruments whereby a future change in interest rates
will affect future cash flows of variable rate financial instruments. At 30 June 2023, the Company had
variable rate deposits of $2,338,970 earning interest of 1.55% per annum (2022: $1,949,882 at 0.10%).
The risk attached to the interest income for the year ended 30 June 2023 was not significant.
Credit Risk
The Company banks with Westpac and considers the bank’s credit worthiness appropriate to mitigate
credit risk associated to the bank deposits. Westpac’s credit rating is AA (Fitch, Standard & Poor-). Credit
risk is managed by the Board in accordance with its policy. The Board is satisfied that banking with an
institution with A+ credit rating sufficiently mitigates credit risk attached to cash deposits.
Fair value
The fair value of the cash balances approximates fair value due to the short-term nature of the deposits.
33
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(d) Reconciliation of operating cash flows to operating
result
Operating loss after income tax:
Share based payments
Impairment of non-current assets
Change in net operating assets and liabilities:
(Increase) / Decrease in receivables
Decrease / (Increase) in prepayments
Increase in trade and other payables relating to operating
expenditure
Increase / (Decrease) / in provisions
Net cash (outflow) from operating activities
4.
TRADE AND OTHER RECEIVABLES
Rent recharges
GST recoverable
Other
2023
$
2022
$
(1,386,585)
(1,027,669)
249,397
17,434
-
162,352
(9,974)
13,907
121,254
18,831
26,131
(3,670)
7,873
(9,494)
(975,736)
(844,477)
2023
$
-
53,736
1,104
2022
$
935
43,931
-
54,840
44,866
(a) Significant Accounting Policies
Other receivables are initially recognised at fair value and subsequently measured at amortised cost using
the effective interest method, less any provision for impairment. Receivables expected to be collected
within 12 months are classified as current assets. All other receivables are classified as non-current
assets.
(b) Financial Instrument Risk management
Amounts are recoverable from the ATO and credit risk is considered low. No risk management policy is
in place.
5.
TRADE AND OTHER PAYABLES
Trade payables
Accruals and other payables
(a) Significant Accounting Policies
2023
$
298,356
81,423
2022
$
217,999
102,995
379,779
320,994
Trade payables and other payables are carried at amortised cost and represent liabilities for goods and
services provided to the Company prior to the end of the financial year that are unpaid and arise when
the Company becomes obliged to make future payments in respect of the purchase of these goods and
services.
(b) Financial Instrument Risk Management
The main risks arising from trade and other payables is liquidity risk. The Directors manage risk by
monitoring levels of obligations arising from liabilities and commitments and consider cash requirements
in relation to ongoing cash flow budgets.
Liquidity Risk
All payables are current and payable within 30 days. Accordingly, management has ensured that the
Company has sufficient cash resources to meet the liabilities as and when they are due.
Amounts due are unsecured and non-interest bearing.
34
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
6.
ISSUED CAPITAL
(a) Issued capital
2023
2022
Number of
shares
$
Number of
shares
$
Ordinary shares – fully paid (no par value)
329,389,507 14,908,897 203,732,614 12,424,527
(b) Reconciliation of issued capital – ordinary shares
As at 30 June 2021
Issue of shares – director’s issue
Issue of share
Issue of shares
Issue of shares to acquire the interest in exploration
asset
Cost of issuing shares
As at 30 June 2022
Issue of shares – director’s issue
Issue of share
Issue of shares
Cost of issuing shares
Shares
issued
140,018,328
1,000,000
32,000,000
27,714,286
3,000,000
203,732,614
857,142
81,835,903
42,963,848
Price
$
0.05
0.05
0.056
0.056 1
0.016 2
0.044
$
9,619,308
38,555
1,455,160
1,489,089
150,000
(327,585)
12,424,527
46,054
1,050,328
1,890,409
(502,421)
As at 30 June 2023
1 Shares were issued at $0.056 per share. The shares were issued with a free attaching option for every 2 shares purchased.
Accordingly a value of $0.00454 was applied to each share option, and $1,946 allocated to Issued share options (below
329,389,507
14,908,897
2 Shares were issued at $0.016 per share. The shares were issued with a free attaching option for every 2 shares purchased.
Accordingly a value of $0.006 was applied to each share option, and $259,047 allocated to Issued share options (below)
(c) Significant Accounting Policies
Issued capital is recognised at the fair value of the consideration received by the Company. Any
transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction
of the share proceeds received. Ordinary share capital bears no special terms or conditions affecting
income or capital entitlements of the shareholders.
(d) Terms and conditions of issued capital
Ordinary shares
Fully paid ordinary shares carry one vote per share and carry rights to dividends.
Ordinary shareholders are entitled to participate in dividends and the proceeds on winding up of
the Company in proportion to the number of and amounts paid on the shares held. Every ordinary
shareholder present at a meeting in person or by proxy is entitled to one vote on a show of hands
or by poll.
At 30 June 2023, there were no partly paid shares outstanding. Ordinary shares have no par value.
The Company does not have a limit on number of shares authorised.
(e) Escrow
At 30 June 2023, there were no ordinary shares in voluntary escrow (2022: nil).
(f) Capital Management
The Company considers its capital to comprise its ordinary share capital and accumulated losses.
In managing its capital, the Company’s primary objective is to ensure its continued ability to provide
a consistent return for its equity shareholders through capital growth. To achieve this objective, the
Company seeks to maintain a gearing ratio that balances risks and returns at an acceptable level and
to maintain a sufficient funding base to enable the Company to meet its working capital and strategic
investment needs. During the exploration and evaluation phase of operations the Company does not
35
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
anticipate utilising any loan funding and will rely upon capital raisings. The capital risk management
policy remains unchanged from 30 June 2022.
(g) Share based payments
During the year, the Company entered into a share-based payment through a contractual arrangement
with vendors of three exploration permits in the Marble Bar rea of the East Pilbara region of Western
Australia. The shares were issued upon on settlement of the contracts. Refer to note 2 for further details.
7.
RESERVES
Option reserve (a)
Share based payment reserve (b)
Reserves
(a) Option reserve
Movement in reserve
As at 30 June 2021
Loyalty options issued
Listed options
Listed options
Listed options
Listed options 1
Listed options 2
As at 30 June 2023
2023
$
705,631
898,150
2022
$
444,638
669,996
1,603,781
1,114,634
Share options
issued
21,739,944
166,665
500,000
8,000,000
13,857,143
44,263,752
428,571
40,917,951
85,610,274
Price
$
0.005
0.0229
0.0183
0.00454
0.00454 1
0.006 2
$
224,608
834
11,445
144,840
62,911
444,638
1,946
259,047
705,631
1 Options issued attached to shares purchased with 1 option for every 2 shares purchased. Accordingly, a value of $0.00454 was
applied to each share option, and $1,946 allocated to Issued share options.
2 Options issued attached to shares purchased with 1 option for every 2 shares purchased. Accordingly, a value of $0.006 was
applied to each share option, and $259,047 allocated to Issued share options.
Nature and Purpose of Reserves
The reserve is used to record cash received and allocated to the issue of share options.
Option Details
Option series
G88O
Expiry date
23 September 2023
Exercise price
$0.10
Option valuation inputs
As noted in the table above share options were issued as free attaching options to shares issued for
cash. The basis of the share option valuation was as follows:
Issue date
Expiry date
Share price at issue date
Exercise price $
Risk free rate
Volatility
Fair value at grant date $/option
8 September 2022
23 September 2023
$0.033
$0.10
2.85%
103%
$0.00454
30 March 2023
30 June 2025
$0.016
$0.04
2.95%%
102%
$0.0063
(b) Share based payments reserve
Movement in reserve
Opening balance
Share based payments – services received
(i)
2023
$
669,996
249,397
2022
$
641,053
(10,818)
36
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Equity raising costs
Expiry of options
Closing balance
(ii)
160,857
(182,100)
86,221
(46,460)
898,150
669,996
Nature and Purpose of Reserves
The reserve is used to record the value of equity instruments issued to employees, directors and service
providers as part of their remuneration, and other parties as part of compensation for their services.
(i) Key Management Personnel payments – options
At an Extraordinary General Meeting held on 25 August 2022 a series of resolutions were passed to grant
16,000,000 share option to directors. The share options had the following terms:
-
-
-
-
6,000,000 share options issued with an exercise price of $0.10, expiring 3 years after issue and
vesting after 1 year.
2,000,000 share options with an exercise price of $0.10, expiring 3 years after issue and vesting
immediately.
6,000,000 share options issued with an exercise price of $0.125, expiring 4 years after issue, vesting
over 2 years.
2,000,000 share options with an exercise price of $0.125, expiring 3 years after issue and vesting
over a year.
Also, during the year the Company’s appointed executive directors, Jordan Luckett and Damon Dormer.
Both had contracts that included the grant of share options that vested with service conditions. Mr Luckett
was granted 4,000,000 share options in 3 tranches as follows:
Tranche 1 – 1,000,000 share options, exercise price $0.10, expiring 3 years after issue, vesting 3 months
after commencements.
Tranche 2 – 1,000,000 share options, exercise price $0.10, expiring 3 years after issue, vesting one
year after commencement.
Tranche 3 – 2,000,000 share options, exercise price $0.15, expiring 3 years after commencement,
vesting 2 years after commencement.
Mr Dormer was granted 12,000,000 share options over 3 tranches as follows:
Tranche 1 – 2,000,000 share options, exercise price $0.05, expiring 3 years after issue, vesting
immediately.
Tranche 2 – 5,000,000 share options, exercise price $0.10, expiring 3 years after issue, vesting one
year after commencement.
Tranche 3 – 5,000,000 share options, exercise price $0.15, expiring 3 years after commencement,
vesting 2 years after commencement.
Consultant Options
In March 2023 the Company completed a share placement. The Company issued 2,618,748 share
options to the Broking firm as part of the capital raising costs in addition to the 6% cash paid in
commission. The share options had an exercise price of $0.035 and expiry of 3 years after issue. The
share options were valued at $0.0095 cents per share option and the total cost of $24,825 was capitalised
costs of issued capital.
In June 2023, another share placement was completed, and 4,500,000 share options issued to the
Broking firm as part of the capital raising costs. The share options had an exercise price of $0.08 and
expiry of 3 years after issue. The share options were valued at $0.0302 cents per share option and the
total cost of $136,032 was capitalised costs of issued capital.
37
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Movements in share-based payment options during the year
2023
Tenement
options
KMP Share
options
Broker Share
options
2,000,000
-
-
(2,000,000)
4,500,000
32,000,000
-
(3,000,000)
13,500,000
7,118,748
-
(3,000,000)
Founder and
Consultant
options
1,500,000
-
-
-
Total
21,500,000
39,118,748
-
(8,000,000)
-
-
33,500,000
17,618,748
1,500,000
52,618,748
15,500,000
17,618,748
1,500,000
34,618,748
Tenement
options
KMP Share
options
Broker Share
options
2,000,000
-
-
-
6,650,000
-
(1,000,000)
(1,150,000)
7,000,000
6,500,000
-
-
Founder and
Consultant
options
1,500,000
-
-
-
Total
17,150,000
6,500,000
(1,000,000)
(1,150,000)
2,000,000
4,500,000
13,500,000
1,500,000
21,500,000
2,000,000
4,500,000
13,500,000
1,500,000
21,500,000
At 1 July 2022
Granted
Cancelled
Expired
Outstanding at
30 June 2023
Exercisable at
30 June 2023
2022
At 1 July 2021
Granted
Cancelled
Expired
Outstanding at
30 June 2022
Exercisable at
30 June 2022
Option valuation inputs
The options issued during the current year were valued using the following inputs:
Input
Grant date
Expiry date
Share price at grant date
Exercise price $
Risk free rate
Volatility
Fair value at grant date $/option
Director option 1s
25 August 2022
8 September 2025
$0.033
$0.10
3.31%
99%
$0.0132
Director options 2
25 August 2022
8 September 2026
$0.033
$0.125
3.31%
99%
$0.0153
KMP options (JL 1)
8 July 2022
8 September 2025
$0.030
$0.10
3.31%
100%
$0.0118
Input
Grant date
Expiry date
Share price at grant date
Exercise price $
Risk free rate
Volatility
Fair value at grant date $/option
KMP options (JL 2)
8 July 2022
8 September 2025
$0.030
$0.15
3.31%
100%
$0.0094
KMP options (DD 1)
9 February 2023
28 February 2026
$0.022
$0.05
3.33%
105%
$0.0109
Input
Grant date
Expiry date
Share price at grant date
Exercise price $
Risk free rate
Volatility
Fair value at grant date $/option
Broker options
27 February 2023
30 June 2025
$0.02
$0.035
3.62%
105%
$0.0095
Broker options
15 June 2023 *
14 June 2026
$0.051
$0.08
4.01%
108%
$0.0302
* Issue of options is subject to shareholder approval.
38
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(c) Significant Accounting Policies - share based payments
Equity-settled share-based payments to employees and others providing similar services are measured
at the fair value of the equity instruments at the grant date.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the Company's estimate of equity instruments that
will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the
Company revises its estimate of the number of equity instruments expected to vest. The impact of the
revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense
reflects the revised estimate, with a corresponding adjustment to the equity-settled employee benefits
reserve.
Equity-settled share-based payment transactions with parties other than employees are measured at the
fair value of the goods or services received, except where that fair value cannot be estimated reliably, in
which case they are measured at the fair value of the equity instruments granted, measured at the date
the entity obtains the goods or the counterparty renders the service.
For cash-settled share-based payments, a liability is recognised for the goods or services acquired,
measured initially at the fair value of the liability. At the end of each reporting period until the liability is
settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair
value recognised in profit or loss for the year.
(d) Conditions
Share options do not entitle the holder to participate in dividends and the proceeds on winding up of the
Company. The holder is not entitled to vote at General Meetings. During the year no share options were
converted to ordinary shares. As at 30 June 2023 there were 138,729,032 share options outstanding,
including 4,500,000 subject to shareholder approval, including 53,118,748 share options issued for share-
based payments, and 85,610,284 listed options. The weighted average life of the options on issue at 30
June 2023 was 464 days (2022: 401 days) and the weighted average exercise price of $0.08 (2022:
$0.10).
(e) Escrow
At 30 June 2023, there were no share options in escrow. (2022: Nil ).
8.
ITEMS INCLUDED IN PROFIT AND LOSS
(a)
Interest Income
Significant Accounting Policies
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to
the financial assets.
(b)
Items included in profit or loss
Included in profit or loss are the following specific items: -
Share based payments expense
Directors’ fees (1)
Payroll costs
Wages and salaries
Superannuation
(1) Refer note 7(b)(i).
Exploration expenses
2023
$
249,397
2022
$
(10,818)
283,356
29,752
313,108
112,792
12,228
125,020
During the year exploration and evaluation expenses incurred that were expensed were general in
nature and not attributable to individual areas of interest in which the Company had a registered
interest.
39
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
General & administrative expenses
Audit, accounting and other professional fees
Insurance
Rent and office related costs
Subscriptions
Other expenses
Corporate expenses
Advertising and shareholder services
ASX fees
Company secretary fees
Consultants fees
Legal fees
Share registry fees
Other expenses
9.
INCOME TAX EXPENSE
(a) Income tax expense
Current tax expense
Deferred tax movements
(b) Reconciliation of income tax expense to
prima facie tax on accounting loss
Loss before income tax expense
Tax expense at Australian tax rate of 25% (2022:
26%)
Tax effect of amounts relating to
-
-
-
-
-
- Other
Share based payments
Impairment
Exploration expenditure
Capitalised share issue costs
Adjustment re previous year losses
Unused deferred tax losses not recognised
Income Tax Expense
(c) Tax Losses
Unused tax losses for which no deferred tax asset
has been recognised
2023
$
76,943
28,077
30,141
20,995
68,496
2022
$
66,350
23,335
32,430
7,529
39,061
224,652
168,705
74,435
41,050
49,847
33,254
26,491
14,785
28,153
69,583
34,835
36,000
5,733
14,857
14,674
1,400
268,015
177,082
2023
$
2022
$
-
-
-
-
-
-
(1,386,585)
(1,027,669)
(346,646)
(267,194)
62,349
4,359
(346,347)
(43,216)
-
(2,541)
-
42,212
(309,140)
(27,394)
1,473
46,127
(672,042)
(513,916)
672,042
513,916
-
-
14,442,232
11,512,701
Potential tax benefit at 25% (2022: 26%)
3,610,558
2,993,302
The benefit of these losses has not been brought to account at 30 June 2023 because the directors
do not believe it is appropriate to regard realisation of the deferred tax asset as being probable at
30 June 2023. These tax losses are also subject to final determination by the Taxation authorities
when the Company derives taxable income. The benefits will only be realised if:
(a) The Company derives future assessable income of a nature and of an amount sufficient to
enable the benefit of the deduction for the losses to be realised;
40
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
(b) The Company continues to comply with the conditions for the deductibility imposed by law; and
(c) No changes in the tax legislation adversely affect the Company in realising the benefit of the
losses.
Australian tax losses are subject to further review by the Company to determine if they satisfy the
necessary legislative requirements under the Income Tax legislation for the carry forward and
recoupment of tax losses.
(d) Significant Accounting Policies
Current income tax expense is the tax payable on the current year’s taxable income based on the
applicable income tax rate adjusted by changes in deferred tax assets and liabilities.
Current income tax assets and/or liabilities comprise those obligations to, or claims from, the Australian
Taxation Office (ATO) and other fiscal authorities relating to the current or prior reporting years that are
unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in
the financial statements. Calculation of current tax is based on tax rates and tax laws that have been
enacted or substantively enacted by the end of the reporting year.
Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to
apply to their respective year of realisation, provided they are enacted or substantively enacted by the
end of the reporting year.
A balance sheet approach is adopted under which deferred tax assets and liabilities are recognised for
temporary differences between the tax bases of assets and liabilities and their carrying amounts in the
financial statements. No deferred tax asset or liability is recognised if it arose in a transaction, other than
a business combination, that at the time of the transaction did not affect either accounting or taxable profit
or loss.
Deferred tax assets are recognised for temporary differences and unused tax losses only when it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
Current and deferred tax balances attributable to amounts recognised directly in equity are also
recognised directly in equity.
10. RELATED PARTY DISCLOSURES
(a) Key Management Personnel Compensation
The aggregate compensation of the key management personnel of the Company is set out below:
Short term employment benefits
Post-employment benefits
Share based payments
2023
$
445,047
29,752
249,397
724,196
2022
$
393,656
12,229
(10,818)
395,067
Refer to the Remuneration Report in the Directors’ Report for detailed compensation disclosures on key
management personnel.
(b) Director related entities
During the year, the Company entered into the following arrangements and transactions with entities
related to directors:
- The Company engaged Moray & Agnew in providing legal services during the year. Phillip Grundy
is a partner of Moray & Agnew. Legal expenses of $5,512 (2022: $14,857) were incurred during the
year for general legal services. $nil (2022: $2,985) was unpaid at the year end.
Transactions with related parties were undertaken on commercial terms, unless otherwise stated.
41
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
11. REMUNERATION OF AUDITORS
Remuneration for audit and review of the financial reports of the Company:
Auditors of the Company:
Auditing the financial report (a)
Non-audit services (b)
2023
$
36,720
4,800
41,520
2022
$
34,850
1,500
36,350
(a) HLB Mann Judd (“HLB”) are the auditors of Golden Mile Resources Limited.
(b)
It is the Company’s policy to engage HLB on assignments additional to their statutory audit
duties where HLB’s expertise and experience with the Company are important. During the year,
HLB provided no additional services.
12. COMMITMENTS FOR EXPENDITURE
(a) Capital Commitments
Other than the exploration commitments set out in note 2(d) the Company has no other capital
commitments.
(b) Operating leases
The Company has entered a rental lease for rolling 12 month period, commencing 1 April 2023. Rent is
set at $2,250 per month, providing a commitment of $20,250.
(c) Significant Accounting policies
In applying AASB 16 the company has elected not to recognise a right-of-use asset and corresponding
lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease
payments on these assets are expensed to profit or loss as incurred.
13. SEGMENT INFORMATION
The Company has adopted AASB 8 Operating Segments whereby segment information is presented
using a ‘management approach’. Management has determined the operating segments based on the
reports reviewed by the Board of Directors that are used to make strategic decisions. The principal
business and geographical segment of the Company is mineral exploration within Western Australia.
The Board of Directors reviews internal management reports at regular intervals that are consistent
with the information provided in the statement of profit or loss and other comprehensive income,
statement of financial position and statement of cash flows. As a result, no reconciliation is required
because the information as presented is what is used by the Board of Directors to make strategic
decisions including assessing performance and in determining allocation of resources.
14. LOSS PER SHARE
Basic loss per share
Diluted loss per share
Net loss from continuing operations attributable to the owners of
Golden Mile Resources Limited used in calculation of basic and
diluted earnings per share.
Basic
Weighted average number of ordinary shares outstanding during the
year used in the calculation of basic loss per share
2023
CENTS
2022
CENTS
(0.61)
(0.61)
$
(0.60)
(0.60)
$
(1,386,585)
(1,027,669)
Number
Number
225,525,689
172,325,177
42
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Diluted
Weighted average number of ordinary shares and convertible
redeemable cumulative preference shares outstanding and
performance rights during the year used in the calculation of basic
loss per share
225,525,689
172,325,177
The Company made losses during the year. Consequently, any outstanding equity instruments would not
have a dilutive in effect.
15. DIVIDENDS
No dividends were proposed or paid during the year.
16. EVENTS OCCURRING AFTER REPORTING DATE
On 26 August 2023, 4 million share options (G88AG) expired without being exercised. On 22 September
2023 a further 51,192,320 listed share options (G88O) expired without being exercised.
On 22 September 2023 the Company announced it will hold an Extraordinary General Meeting on 24
October 2023 to approve:
-
-
-
the ratification of the prior issue of 42,963,948 shares to refresh the Company’s ability to issue shares
without further shareholder approval;
the approval of the issue of 4.5 million share options to the lead manager for the capital raise in
June;
the approval of the issue of 3.75 million unlisted share options to each director, with an exercise
price of $0.10, with 1.25 million vesting on 30 June 2024, 1.25 million vesting on 31 December 2024
and 1.25 million vesting on 30 June 2025.
Other than the items noted above, the Board is not aware of any other matter or circumstance not
otherwise dealt with in these financial statements that has significantly or may significantly affect the
operation of the Company, the results of those operations, or the state of affairs of the Company in
subsequent financial years.
17. CONTINGENT LIABILITIES
Within the sale and purchase agreements for the projects the Company owns, there is a clause granting
a Net Smelter Royalty to the vendors of the projects. The royalty varies in rate between agreements and
is either 0.5% or 1.0%. The royalty applies to any products derived from the projects. These will only
provide obligations the projects are developed to production stage.
There are no other matters which the Company considers would result in a contingent liability as at the
date of this report.
18. FINANCIAL RISK MANAGEMENT, OBJECTIVES AND POLICIES
Financial Instruments
Initial Recognition and Measurement
Financial assets and financial liabilities are recognised when the Company becomes a party to the
contractual provisions to the instrument. For financial assets, this is the date that the company commits
itself to either the purchase or sale of the asset (ie trade date accounting is adopted).
Financial instruments are initially measured at fair value plus transaction costs, except where the
instrument is classified “at fair value through profit or loss”, in which case transaction costs are expensed
to profit or loss immediately. The Company has no financial instruments classified as “at fair value through
profit or loss”.
Classification and subsequent measurement
The Company classifies its financial instruments based on the purpose for which the instruments were
acquired. Management determines the classification of its financial instruments at the time of initial
recognition. The Company’s principal financial instruments comprise receivables, payables, cash and
short-term deposits.
43
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
At the reporting date, the Company’s financial instruments were classified within the following categories.
Cash and cash equivalents – financial assets at amortised cost.
See note 3.
Receivables at amortised cost
See note 4.
Financial Liabilities at amortised cost
Financial liabilities include trade payables and other creditors.
All of the Company’s financial liabilities are recognised and subsequently measured at amortised cost,
using the effective interest rate method.
The effective interest method is a method of calculating the amortised cost of a debt instrument and of
allocating interest expense in profit or loss over the relevant period. The effective interest rate is the
internal rate of return of the financial asset or liability. That is, it is the rate that exactly discounts the
estimated future cash flows through the expected life of the instrument to the net carrying amount at initial
recognition.
Impairment of financial assets at amortised cost
The Company considers all financial assets for recoverability and impairment. Where there are indicators
of impairment the Company will review the carrying amount of the financial asset and estimate its
recoverable amount. The Company will take all available action to recover the full amounts of financial
assets, and once all efforts are exhausted the Company will record an impairment. Any impairment is
recorded in a separate allowance account. Any amounts subsequently written off are offset against the
impairment allowance.
Derecognition
Derecognition refers to the removal of a previously recognised financial asset or financial liability from the
statement of financial position.
Financial liabilities are derecognised when it is extinguished (ie when the obligation in the contract is
discharged, cancelled or expires). The difference between the carrying amount of the financial liability
derecognised and the consideration paid and payable, including any non-cash assets transferred or
liabilities assumed, is recognised in profit or loss.
A financial asset is derecognised when the holder's contractual rights to its cash flows expires, or the
asset is transferred in such a way that all the risks and rewards of ownership are substantially transferred.
All of the following criteria need to be satisfied for derecognition of financial asset:
–
the right to receive cash flows from the asset has expired or been transferred;
– all risk and rewards of ownership of the asset have been substantially transferred; and
–
the Company no longer controls the asset (ie the Company has no practical ability to make a
unilateral decision to sell the asset to a third party).
On derecognition of a financial asset measured at amortised cost, the difference between the asset's
carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.
Financial Risk Management
The Company manages its exposure to key financial risks, including interest rate and currency risk in
accordance with the Company’s financial risk management policy. The objective of the policy is to support
the delivery of the Company’s financial targets whilst protecting future financial security.
The main risks arising from the Company’s financial instruments are interest rate risk, credit risk and
liquidity risk. The Company manages its risk informally at Board level. The Board monitors levels of
exposure to interest rate and credit risk by banking with reputable banks. Liquidity risk is monitored
through the development of future rolling cash flow forecasts.
The Board reviews and agrees policies for managing each of these risks informally.
44
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Primary responsibility for identification and control of financial risks rests with the Board of Directors (‘the
Board’). The Board reviews and agrees policies for managing each of the risks identified below, including
interest rate risk, credit allowances, and future cash flow forecast projections. The company does not
hedge its risks.
The carrying amounts and net fair values of the Company’s financial assets and liabilities at balance date
are:
2023
2022
Carrying
Value
Fair Value
Carrying
Value
Fair Value
Financial Assets
$
$
$
$
Cash and cash equivalents
2,357,328
2,357,328
1,961,920
1,961,920
Trade and other receivable
54,840
54,840
44,866
44,866
Non-Traded Financial Assets
2,412,168
2,412,168
2,006,786
2,006,786
Financial Liabilities at amortised cost
Trade and other payables
379,779
379,779
320,994
320,994
Non-Traded Financial Liabilities
379,779
379,779
320,994
320,994
Risk Exposures and Responses
Interest Rate Risk
Exposure to interest rate risk arises on financial instruments whereby a future change in interest rates
will affect future cash flows or the fair value of the fixed rate financial instruments. The Company is also
exposed to earnings volatility on floating rate instruments. At balance date, the Company’s exposure to
interest rate risk was wholly related to cash and cash equivalents and is disclosed in note 3.
Interest rate risk is managed by monitoring the level of floating rate which the Company is able to secure.
It is the policy of the Company to keep the majority of its cash in accounts with floating interest rates.
Sensitivity Analysis
During the current year the interest received was $8,876 (2022:$381). The directors do not consider this
material to the result or the overall financial statements and have not disclosed a sensitivity analysis.
Foreign Exchange Risk
The Company is not exposed to foreign exchange risk.
Liquidity Risk
Liquidity Risk is the risk that the Company, although balance sheet solvent, cannot meet or generate
sufficient cash resources to meet its payment obligations in full as they fall due, or can only do so at
materially disadvantageous terms. The Company’s liquidity risk relates to its trade and other payables.
All payables are due within 30 days of the year end.
The Board manages liquidity risk by maintaining adequate reserves and by continuously monitoring
forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.
Credit Risk
Credit risk arises from the financial assets of the Company, which comprise cash and cash equivalents
and trade and other receivables. The Company’s exposure to credit risk arises from potential default of
the counter party, with maximum exposure equal to the carrying amount of these instruments. Exposure
at balance date in relation to cash and cash and cash equivalents is discussed in note 3. Exposure in
relation to trade and other receivables is considered very low as a significant portion ($53,736) balance
45
GOLDEN MILE RESOURCES LIMITED
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
relates to GST recoverable where the counter-party is the Australian Tax Office. The remaining
receivables are not considered significant or a significant credit risk.
Fair Value
The Company does not carry any of its financial assets at fair value after initial recognition.
19. APPLICABLE ACCOUNTING STANDARDS
(a) New, Revised or Amending Accounting Standards and Interpretations Adopted
The Company has adopted all of the new and revised Standards and Interpretations issued by the
Australian Accounting Standards Board (“AASB”) that are relevant to its operations and effective
for the year.
(b) New, Revised or Amending Accounting Standards and Interpretations Not Yet Adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended
but are not yet mandatory, have not been early adopted by the Company for the annual reporting
period ended 30 June 2023.
46
GOLDEN MILE RESOURCES LIMITED
DIRECTORS’ DECLARATION
DIRECTORS’ DECLARATION
1.
In the opinion of the Directors of Golden Mile Resources Limited (the “Company”):
(a)
The financial report of the Company is in accordance with the Corporations Act 2001, including:
i. Giving a true and fair view of the Company’s financial position as at 30 June 2023 and of its
performance for the year ended on that date; and
ii. Complying with the Accounting Standards, the Corporations Regulations 2001 and other
mandatory professional reporting requirements;
(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, based on the factors disclosed in note 1(c) of the financial
statements;
2.
3.
The financial statements and notes comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board, as described in Note 1(a) to the financial statements; and
This declaration has been made after receiving the declarations required by section 295A of the
Corporations Act 2001 from the Chief Executive Officer for the financial year ended 30 June 2023.
Signed in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations
Act 2001. This declaration is made in accordance with a resolution of the Directors.
Mr D Dormer
Managing Director
28 September 2023
Melbourne
47
Independent Auditor’s Report to the Members of Golden Mile Resources Limited
REPORT ON THE AUDIT OF THE FINANCIAL REPORT
Opinion
We have audited the financial report of Golden Mile Resources Limited (“the Company”) which
comprises the statement of financial position as at 30 June 2023, the statement of profit or loss
and other comprehensive income, the statement of changes in equity and the statement of
cash flows for the year then ended, and notes to the financial statements, including a summary
of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Company is in accordance with the
Corporations Act 2001, including:
(a) giving a true and fair view of the Company’s financial position as at 30 June 2023 and of
its financial performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report. We are independent of the Company in accordance with
the auditor independence requirements of the Corporations Act 2001 and the ethical
requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of
Ethics for Professional Accountants (“the Code”) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which
has been given to the directors of the Company, would be in the same terms if given to the
directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Material Uncertainty Regarding Going Concern
We draw attention to Note 1(c) in the financial report, which indicates that the Company
incurred a net loss of $1,386,585 during the year ended 30 June 2023 and, as of that date, the
Company’s current liabilities exceeded its total assets by $2,022,058. As stated in Note 1(c),
these events or conditions, along with other matters as set forth in Note 1(c), indicate that a
material uncertainty exists that may cast significant doubt on the Company’s ability to continue
as a going concern. Our opinion is not modified in respect of this matter.
hlb.com.au
HLB Mann Judd (VIC Partnership) ABN 20 696 861 713
Level 9, 550 Bourke Street, Melbourne VIC 3000 | GPO Box 2850, Melbourne VIC 3001
T: +61 (0) 3 9606 3888 F: +61 (0) 3 9606 3800 E: mailbox@hlbvic.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
HLB Mann Judd (VIC Partnership) is a member of HLB International, the global advisory and accounting network
48Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial report of the current period. These matters were
addressed in the context of our audit of the financial report as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters. In addition to the
matter described in the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be the key audit matters to be communicated in our
report.
Key Audit Matter
How our audit addressed the key audit matter
Carrying value of exploration and evaluation asset
Refer to Note 2 of the Financial Report
accordance with AASB
6
In
Exploration
for and Evaluation of
Mineral Resources (“AASB 6”), for
each area of interest, the Company
capitalises expenditure incurred in the
exploration
for and evaluation of
mineral resources. These capitalised
assets are recorded using the cost
model.
Our audit focussed on the Company’s
assessment of the carrying amount of
the capitalised exploration and
evaluation asset, because this is one
of the significant assets of the
Company. There is a risk that the
capitalised expenditure no longer
meets the recognition criteria of AASB
6. In addition, we considered it
necessary to assess whether facts
and circumstances existed to suggest
that the carrying amount of an
exploration and evaluation asset may
exceed its recoverable amount.
Our procedures included but were not limited to:
testing
the capitalised exploration expenditures
incurred in respect of the Company’s areas of
interest by evaluating supporting documentation for
consistency to the capitalisation requirements of the
Company’s accounting policies and the requirements
of AASB 6;
obtaining an understanding of the key processes
the
review of
associated with management’s
exploration and evaluation asset carrying values;
considering
and
assessing
the Directors’
assessment of potential indicators of impairment;
obtaining evidence that the Company has current
rights to tenure of its areas of interest;
examining the exploration budget for 2023/24 and
discussing with management the nature of planned
ongoing activities;
enquiring with management,
reading ASX
announcements and minutes of Directors’ meetings
to ensure that the Company had not decided to
discontinue exploration and evaluation at its areas of
interest; and
examining the disclosures made in the financial
requirements of applicable
report against
Australian Accounting Standards.
the
Information Other than the Financial Report and Auditor’s Report Thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s annual report for the year ended 30 June 2023, but
does not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do
not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit or otherwise appears to be
materially misstated.
49If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this
regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that
gives a true and fair view in accordance with Australian Accounting Standards and the
Corporations Act 2001 and for such internal control as the directors determine is necessary to
enable the preparation of the financial report that gives a true and fair view and is free from
material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the
Company to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a
whole is free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with Australian Auditing
Standards will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise
professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial report, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the related disclosures in the
financial report or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Company to cease to continue
as a going concern.
50
Evaluate the overall presentation, structure and content of the financial report, including
the disclosures, and whether the financial report represents the underlying transactions
and events in a manner that achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of
most significance in the audit of the financial report of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 19 to 24 of the directors’ report
for the year ended 30 June 2023.
In our opinion, the Remuneration Report of Golden Mile Resources Limited for the year ended
30 June 2023 complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards.
HLB Mann Judd
Chartered Accountants
Melbourne
28 September 2023
Nick Walker
Partner
51GOLDEN MILE RESOURCES LIMITED
SHAREHOLDER INFORMATION
SHAREHOLDER INFORMATION
The shareholder information set out below was applicable as at 25 September 2023.
A.
Distribution of Equity Securities
Analysis of numbers of equity security holders by size of holding:
SPREAD OF HOLDINGS
NUMBER OF
HOLDERS
NUMBER OF
UNITS
% OF TOTAL
ISSUED CAPITAL
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
TOTAL
105
163
189
814
402
43,418
449,045
1,550,319
33,135,336
294,211,389
0.01%
0.14%
0.47%
10.06%
89.32%
1,673
329,389,507
100.00%
Based on the price per security, number of holders with an unmarketable holding: 593, with total 3,796,727,
amounting to 1.15% of Issued Capital.
B.
Distribution of Equity Securities – Share Options
Analysis of numbers of equity security holders by size of holding:
SPREAD OF HOLDINGS
NUMBER OF
HOLDERS
NUMBER OF
UNITS
% OF TOTAL
SHARE OPTIONS
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
TOTAL
17
25
23
45
41
10,261
70,637
180,482
1,944,873
41,330,456
0.02%
0.16%
0.41%
4.47%
94.93%
151
43,536,709
100.00%
C.
Equity Security Holders
Twenty largest quoted equity security holders.
The names of the twenty largest holders of quoted equity securities are listed below:
NAME
BNP PARIBAS NOMS PTY LTD
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