Greatland Gold plc
Annual Report 2021

Plain-text annual report

Greatland Gold plc Company number: 5625107 Greatland Gold plc Report & Financial Statements for the year ended 30 June 2021 Greatland Gold plc Company number: 5625107 Contents Company information Chairman’s statement Board of directors Strategic report Directors’ report Statement of directors’ responsibilities Corporate governance statement Remuneration committee report Audit and Risk committee report Independent auditor’s report Group statement of comprehensive income Group statement of financial position Group statement of changes in equity Company statement of financial position Company statement of changes in equity Group statement of cash flows Company statement of cash flows Notes to financial statements Page 3 4-6 7 8-13 14-19 20 21-27 28 29 30-35 36 37 38-39 40 41 42 43 44-70 2 Greatland Gold plc Company number: 5625107 Company Information Directors Alex Borrelli – Non-Executive Chairman Shaun Day – Chief Executive Officer Clive Latcham – Non-Executive Director Paul Hallam – Non-Executive Director all of 33 St. James’s Square London SW1Y 4JS Secretary Stephen F Ronaldson Registered Office Salisbury House, London Wall London EC2M 5PS Website www.greatlandgold.com Nominated Adviser Solicitors Auditors Joint Broker/Advisor Joint Broker/Advisor Banker UK / AU Media and Investor Relations Registrars SPARK Advisory Partners Limited 5 St. John’s Lane London EC1M 4BH Druces LLP Salisbury House, London Wall London EC2M 5PS PKF Littlejohn LLP 15 Westferry Circus London E14 4HD Berenberg 60 Threadneedle Street London EC2R 8HP Canaccord Genuity 88 Wood Street London EC2V 7QR SI Capital Limited 46 Bridge Street Godalming, Surrey GU7 1HL Hannam & Partners 2 Park Street London W1K 2HX Coutts & Co 440 Strand London WC2R 0QS Luther Pendragon 48 Gracechurch Street London EC3V 0EJ Investability Level 39 88 Phillip Street Sydney, NSW, 2000 Share Registrars Limited Molex House, Crosby Way Farnham, Surrey GU9 7XX Registered number 5625107 3 Greatland Gold plc Company number: 5625107 Chairman’s Statement I am pleased to report on the Company’s audited results for the year ended 30 June 2021. It has been another year of considerable progress for Greatland Gold plc (“Company”) and the consolidated group (“Greatland” or the “Group”), which has seen its evolution from a junior explorer to a mining development and exploration company. We achieved several significant milestones at our flagship asset Havieron including commencing construction and surface infrastructure activities, taking major steps towards bringing a tier-one gold copper mine into production. Such has been the pace of development at Havieron, that during the financial year Greatland entered into a new landmark joint venture agreement with Australia’s largest gold producer Newcrest Mining Limited (Newcrest, ASX: NCM). This partnership with a tier-one, experienced operator in this region has enabled greater investment in Havieron and an extensive programme of growth drilling which furthered our understanding in the deposit and accelerated its development. In December 2020, we announced a maiden resource of 3.4Moz Au and 160Kt Cu, the first of many graduating studies into the size of Havieron. Subsequent to the year end in October 2021, Greatland was awarded the winner of the 2021 Commodity Discovery Fund award for its Havieron discovery. The Havieron gold-copper discovery is a world class deposit and continues to deliver excellent results with significant intercepts of high-grade gold and copper outside of the existing resource shell. With over 200,000 metres of drilling now completed, the equivalent distance of London to Sheffield we have significantly enhanced our understanding of the deposit and of the likelihood of continuing to upgrade to the Mineral Resource Estimate in the near-term. Subsequent to the year end, a Pre-Feasibility study was released on an initial segment of the Havieron deposit which has detailed a development pathway to first gold produced and operating cashflow. The study revealed the tip of the Havieron iceberg with a fraction of the initial resource supporting the total capex of the project, justifying a fast start approach to early cashflow generation and reinvesting back into Havieron development and infrastructure. This supports our belief that the profile of Havieron makes it a globally unique opportunity for bringing a low risk, low capex tier-one gold-copper mine into production. Capitalising upon the success at Havieron, Greatland also entered into a second joint venture with Newcrest during the year in the prospective Paterson region. The Juri Joint Venture for the Paterson Range East and Black Hills licences represents an affirmation of Greatland’s belief in the potential of these areas, maximising the long-term strategic value of these licences. Subsequent to year end Greatland completed the maiden drill programme at Juri and announced intercepting gold mineralisation from the initial four assayed holes, including first gold identified at the Goliath prospect. The rapid progress seen at Havieron has not lessened our appetite for exploration and new discoveries and we are excited by several other prospects that display similar geophysical characteristics to the Havieron gold-copper deposit, particularly in the Paterson region where Greatland has an expanded strategic footprint. Key developments for the year across Greatland’s portfolio of exploration projects are detailed in the Strategic Report, but I would like to briefly note some further highlights. Exploration portfolio At Scallywag, adjacent to the Havieron project, exploration work consisted of airborne Electro- Magnetic (EM) surveying, target identification and drilling. The 2021 Scallywag drill programme is currently underway designed to test a series of airborne EM anomalies identified in the 2020 survey and three new targets identified through ongoing geological interpretation. 4 Greatland Gold plc Company number: 5625107 Chairman’s Statement (continued) During the year and post period, Greatland expanded its strategic footprint in the Paterson to over 1,000 square kilometres through the acquisition of the Canning and Rudall exploration licence applications, which contains similar magnetic anomalies to the Havieron deposit, and by acquiring additional tenements in the Paterson South region. At the Panorama tenement, a 362 line km heliborne electromagnetic and magnetic survey over part of the tenements was undertaken and at Ernest Giles, our land holdings increased as Greatland applied for two additional exploration licences, Mount Smith and Welstead, contiguous to the current live licences of Peterswald and Calanchini. During the year, a retrospective adjustment has been made to reflect a change in accounting policy of exploration and evaluation expenditure. Note 1.19 within the financial statements provides further details regarding the change in accounting policy. In addition, the Group transferred £17,091,622 of capitalised exploration costs associated with the intangible assets to mine development during the year following Havieron project from commencement of the construction of the box cut and the decline during the year. Corporate Greatland successfully transitioned the leadership and management of the Group to Shaun Day as Chief Executive Officer and Executive Director in February 2021. Shaun has extensive industry experience and the required skillset to maximise Havieron and lead Greatland into the future as a development and mining company. Since his appointment, Shaun has focussed on broadening the capability of the management and technical teams to meet the evolving needs of the Group. A number of subsequent high quality, new appointments with Otto Richter appointed as Group Mining Engineer, Christopher Toon as Chief Financial Officer and John McIntyre as Exploration Manager has demonstrated Greatland’s growing reputation as a business in the industry and desire to work with a world class asset. This evolution continued post period with the establishment of the Technical Advisory Committee and appointment as a Non-Executive Director of Paul Hallam, an industry veteran with more than four decades of Australian and international resource experience. We are grateful to both Gervaise Heddle, our former Chief Executive Officer, and Callum Baxter who has joined our Technical Advisory Committee, who stepped down from the Board on 12 March 2021 and 31 August 2021 respectively, for their significant contribution to the development of the Group. In May 2021, we appointed Canaccord Genuity as Corporate Brokers and Financial Advisers to complement Berenberg, Hannam & Partners and SI Capital as we continue to expand our institutional investor base in line with the growth of the Company. The Company is well positioned to fund its portfolio of projects well into the next financial year. For the Havieron project, Greatland entered into a US$50m loan facility during the year with Newcrest to keep pace with an accelerated development timetable up to project Feasibility. For the Juri Joint Venture, Greatland has benefited from Newcrest initially funding the exploration campaign freeing up cash reserves for our own exploration plans in the Paterson region and across our other projects. 5 Greatland Gold plc Company number: 5625107 Chairman’s Statement (continued) Greatland is committed to safe, responsible and sustainable exploration and we continue to focus on improving health and safety training and processes, and on further strengthening our relationships with the indigenous communities in the areas that we operate as well as on our Environmental, Social and Governance (ESG) focus for developing a responsible and sustainable resources company. Greatland benefits from operating in a tier one jurisdiction in the state of Western Australia. The remote location, coupled with health protocols and tight border controls has resulted into minimal impact of COVID-19 on operations, as the total number of community cases recorded across the entire state is less than 15 for the year. At Havieron, Newcrest have implemented and maintained measures to reduce and mitigate the risk of the COVID-19 pandemic to its project workforce and key stakeholders, and operations have continued without interruption. Nevertheless, I would like to reiterate that the health and safety of our staff, partners and stakeholders has always been of paramount importance to the board and it is even more so in our focus now. Looking ahead Greatland today is a different looking company to a year ago, as demonstrated by the rapid change and accelerated development progress at our flagship Havieron asset. There is lots to do and whilst our success at Havieron provides an exceptional foundation and cornerstone project on which to build, we are not resting on this. In addition, we have several other excellent prospects, including an enviable footprint in the Paterson region, arguably one of the most attractive frontiers in the world for the discovery of tier-one, gold-copper deposits. The transformation of Greatland over the past few years has been remarkable and we are now in the strongest position we have ever been to capitalise upon our recent success. We remain committed to increasing value for our shareholders and we look forward to continuing along this exciting journey. On a macro level, a mix of tailwinds and challenges endure for gold prices. Support exists due to the uncertainty in global markets from ongoing COVID-19 and uneven economic recovery with continuing central bank stimulus and higher rates of inflation. We also believe the gold price will be further supported by supply challenges, as major new gold discoveries in safe jurisdictions are becoming less frequent and as reserves at larger deposits are depleted. I would like to end by thanking my fellow Board members, the management team and our staff, for their hard work and commitment to the Company. The progress we have taken over the past year is a credit to our management team and their strategy. Finally, I would like to thank all our shareholders for their continued support and feedback. We are working tirelessly to ensure Greatland is maximising shareholder value and we expect that the current year will be at least as successful as this last one has been. Alex Borrelli Chairman 11 November 2021 6 Greatland Gold plc Company number: 5625107 Board of Directors Alex Borrelli FCA, Non-executive Chairman Alex is Chairman of Greatland Gold plc. Alex qualified as a Chartered Accountant and has many years’ experience in investment banking encompassing flotations, takeovers, and mergers and acquisitions for private and quoted companies. Alex is also a director of Bradda Head Lithium Limited, Red Rock Resources plc and Tiger Royalties and Investments plc, all AIM-listed companies. Shaun Day FCA, Chief Executive Officer Shaun is Chief Executive Officer of Greatland Gold plc. Shaun has over 20 years of experience in executive and financial positions across mining and infrastructure, investment banking and international consulting firms. Shaun has considerable Capital Markets experience with a track record of leading successful transactions including M&A of publicly listed companies, farm-in agreements and raising capital. Prior to joining Greatland, Shaun spent six years as CFO of Northern Star Resources Limited (“Northern Star”), an ASX100 company and a global-scale Australian gold producer, where he oversaw the expansion of its market capitalisation from AU$700m to AU$8bn. Prior to Northern Star, Shaun spent five years as CFO of top 50 SGX listed Sakari Resources Plc, which operated multiple mines before its sale for over US$2bn. Clive Latcham BE (Hons), MSc (Mineral Economics), Non-Executive Director Clive is a chemical engineer and mineral economist with over thirty years’ experience in senior roles in the mining sector. Clive joined Greatland from ERM – Environmental Resource Management, the world’s leading sustainability consultancy group, where he is currently Senior External Advisor, and advisor to the Chairman and Chief Executive Officer. Prior to his role at ERM, Clive worked as an independent advisor to private equity and mining consultancy firms, and spent nine years in senior roles with Rio Tinto plc. During his time at Rio Tinto, Clive spent four years as Copper Group Mining Executive, where he was responsible for managing Rio Tinto’s investments in the operating businesses of Escondida in Chile, Grasberg in Indonesia, and Phalaborwa in South Africa and for the initial development of new projects and acquisitions, including La Granja in Peru and La Sampala in Indonesia. Paul Hallam BE (Hons), Mining, FAICD, FAusIMM, Non-Executive Director Paul is a senior mining industry professional with more than 40 years of Australian and international resource experience across a range of commodities including both surface and underground mining. He has global operational and corporate experience from his executive roles including Director of Operations with Fortescue Metals Group, Executive General Manager of Developments & Projects with Newcrest Mining Limited, Director of Victorian Operations with Alcoa as well as Executive General Manager of Base and Precious Metals at North Ltd. Since his retirement in 2011, Paul has advised several Boards as a Non-Executive Director. 7 Greatland Gold plc Company number: 5625107 Strategic report Principal activities, strategy and business model The principal activity of the Group is to explore for and develop precious and base metals with a focus on gold and copper. The Board seeks to increase shareholder value by advancing the development of current projects, the systematic exploration of its existing resource assets, and by acquiring exploration and development opportunities in underexplored areas. The Group’s strategy and business model is developed by the Chief Executive Office and is approved by the Board. The Executive Directors who report to the Board are responsible for implementing the strategy and managing the business with the management team. The Group’s strategy is to develop the Havieron asset, advance projects that have potential for the discovery of large mineralised systems (typically considered in excess of ten million ounces of gold) and pursue opportunities for in-organic growth with a view to safely and sustainably creating wealth for the benefit of all stakeholders. Business development and performance The financial year ended 30 June 2021 was a transformational period for the Company. During this period Greatland successfully advanced development and exploration across its portfolio of project assets with significant milestones achieved at the Group’s flagship asset, the world-class Havieron gold- copper deposit in the Paterson region of Western Australia. After the granting of a mining licence at Havieron (M45/4701) on 9 Oct 2020, Greatland entered into a Joint Venture with Newcrest Mining Limited over this 12 block area for the continued development and expansion of this asset. Infill and step out drilling during the year has continued to return excellent results demonstrating continuity of high-grade mineralisation at Havieron with expansion of the mineralisation in the North West Crescent and Northern Breccia, Eastern Breccia, South East Crest and Breccia areas. This resulted in a maiden resource of 4.2m oz Au eq announced on 10 Dec 2020. In Feb 2021, construction activities commenced at Havieron with the quick completion of the box cut and portal to enable the start of the decline in May 2021. Subsequent to year end, a Pre-Feasibility study was completed and announced on 12 Oct 2021 which outlined the pathway to achieve commercial production within two to three years from commencement of an exploration decline, subject to a positive decision to mine. In addition to the Havieron project, the Group also entered into a JV with Newcrest on two other Paterson licences, Black Hills and Paterson Range East, known as the Juri JV, which sees the Group operate exploration on the licences over the next two years. Newcrest earned a 25% interest on both areas on signing with a right to earn up to 75% interest by spending up to A$20m as part of a two- stage farm-in over five years, including a A$3m minimum commitment for Stage 1. The Group’s financial position was further strengthened during the year by a loan agreement with Newcrest where the Group have access to a loan facility totalling US$50million for early works and growth drilling at Havieron from the start of the joint venture and up to the Feasibility study. A further £4.4m on the exercise of warrants and options was received by the Group throughout the year. The Group’s cash deposits stood at £6,212,057 at 30 June 2021 (compared to £6,022,745 at 30 June 2020). These funds will be used to accelerate exploration across our key exploration projects, particularly in the Paterson region. 8 Greatland Gold plc Company number: 5625107 Strategic report, continued Business development and performance (continued) During the year, a retrospective adjustment has been made to the carrying values to reflect a change in accounting policy of exploration and evaluation expenditure. Previously costs associated with an exploration activity were capitalised if, in management’s opinion, the results from that activity led to a material increase in the market value of the exploration asset. Under the new policy exploration and evaluation expenditure where the commercial viability of extracting the mineral resource has not yet been established will be expensed when incurred. Once management believe the commercial viability of extracting the mineral resource are demonstrable, which is considered to be following a pre-feasability study or similar, the Group will capitalise any further evaluation costs incurred. This has resulted in costs associated with the Havieron being capitalised from 1 July 2020, with all prior year exploration and evaluation expenditure expensed when incurred on the basis the commercial viability of extracting the mineral resource was not yet established. The Group transferred £17,091,622 of capitalised exploration costs associated with the Havieron project from intangible assets to mine development during the year following the commencement of the construction of the box cut and the decline during the year. . Note 1.19 within the financial statements provides further details regarding the change in accounting policy. Review of key developments by project Paterson project (Western Australia), one granted mining licence (Havieron) jointly owned by Newcrest Mining who have a 60% stake. Three granted exploration licences; two (Black Hills, Paterson Range East) 75% owned in JV with Newcrest who own the remaining 25%, one (Scallywag) 100% owned, exploration licence applications (Rudall, Canning) 100% owned. Subsequent to year end, ownership in two exploration licences (Black Hills and Paterson Range East) moved to 49% owned in JV with Newcrest. Acquisition of licence areas from Province Resources in September 2021 added two new licences, Pascalle and Taunton and two licence applications in the Paterson South area. The Paterson project is located in the Paterson region of northern Western Australia. The licences collectively cover more than 567 square kilometres of ground which is considered prospective for intrusion related gold-copper systems and Telfer style gold deposits along with the Havieron gold- copper resource. During the 12 months to 30 June 2021, the Company together with JV partner Newcrest was granted a mining licence M45/4701 Havieron (9 Oct 2020) under a 21 year term, which covers the 12 blocks of the previous E45/4701 licence. The company now retains 100% ownership of the remaining blocks of E45/4701 Scallywag. During the 12 months to 30 June 2021 the Company applied for a further four exploration licences E45/5826 Canning, E45/5929 Salvation Well North, E45/5930 Salvation Well, E45/5931 Salvation Well South East in the Canning area of the Paterson region. Newcrest expanded the drill campaign at Havieron M45/4701 and continued with infill and step-out drilling with very successful results. Newcrest released an Inferred Resource for a portion of the Crescent Sulphide Zone and adjacent breccias, reporting a 4.2m oz Au equivalent resource. Exploration work over the Scallywag licence E45/4701 consisted of airborne EM surveying, target identification and drilling. Exploration continued on the Black Hills licence E45/4512 and Paterson Range East E45/4928, with the completion of airborne EM surveys and the identification of a series of targets that warrant drilling in the FY 2022 exploration program. All exploration costs, other than those related to the Havieron project, were expensed through the statement of comprehensive income during the year on the basis the commercial viability of extracting the mineral resource was not yet established. 9 Greatland Gold plc Company number: 5625107 Strategic report, continued Review of key developments by project, continued Ernest Giles project (Western Australia), 100% owned The Ernest Giles project is located in central Western Australia, covering an area of approximately 1950 square kilometres with around 180km of strike of rocks prospective for gold. The eastern Yilgarn Craton is one of the most highly mineralised areas in Western Australia and is considered prospective for large gold deposits. During the period, Greatland carried out solid geology interpretation and litho-geochemical interpretation of the 2017 and 2019 drilling, with lithogeochemistry used to identify significant alteration and pathfinder patterns at the Meadows target area. The Company was also involved in ongoing Native Title land access agreement negotiations. A comprehensive review of all data for the Ernest Giles project was carried out later in the year. The Board decided that Greatland should increase its land holdings in the region and applied for two additional exploration licences, E38/3612 Mount Smith and E38/3613 Welstead contiguous to the current live licences of Peterswald and Calanchini. Panorama project (Western Australia), 100% owned The Panorama project consists of three adjoining exploration licences, covering 157 square kilometres, located in the Pilbara region of Western Australia, in an area that is considered to be highly prospective for gold and cobalt. During the period Greatland continued field exploration at Panorama with a 362 line km heliborne electromagnetic and magnetic survey over part of the tenements. Processing and interpretation of data is currently underway. Bromus project (Western Australia), 100% owned The Bromus project is located 25 kilometres south-west of Norseman in the southern Yilgarn region of Western Australia. The Bromus project consists of two licences, covering 87 square kilometres of under-explored greenstone and intrusive granites of the Archean Yilgarn Block at the southern end of the Kalgoorlie-Norseman belt. During the period, Greatland undertook a desktop prospectivity review aimed at collating work done which resulted in resampling historic RC chip, soil sampling, and Minalyze analysis of historic diamond drill core. Firetower project (Tasmania), 100% owned The Firetower project is located in central north Tasmania, Australia and covers an area of 62 square kilometers. During the year the Company completed a review of the Firetower Project exploration data, identifying structures potentially controlling the gold mineralisation, and potential down plunge positions that warrant follow up drilling. Warrentinna project (Tasmania), 100% owned The Warrentinna project is located 60 kilometres north-east of Launceston in north-eastern Tasmania and covers an area of 37 square kilometres with 15 kilometres of strike prospective for gold. During the period Greatland undertook a review of the Warrentinna Project exploration data and rehabilitation of old drill pads. Further details regarding developments by project can be found on the Company’s website at: www.greatlandgold.com 10 Greatland Gold plc Company number: 5625107 Strategic report, continued Main trends and factors likely to impact future business performance The Board considers the following to be the key trends and factors that are likely to impact future business performance: • General commodity cycle - Commodity prices, base and precious metals and gold specifically, have seen a marked improvement over the last year. The Board maintains a positive outlook for commodity prices, and the gold price in particular. • Project development – the Company’s partnership with a major mining company (Newcrest Mining) on its flagship Havieron project has seen a rapid advancement of the project. The pace of the development will be laid out by Newcrest Mining as lead partners with Greatland closely involved in discussions. Specific business principles designed to maximise the Company’s chances of long-term rewards from this project are highlighted in the following section (“Principal risks and uncertainties”). • Exploration results – Management’s ability to successfully execute Greatland’s exploration strategy is a key factor in the future business performance of the Company. Specific business principles designed to maximize the Company’s chances of long term success in this regard are highlighted in the following section (“Principal risks and uncertainties”). Principal risks and uncertainties Management of the business and the execution of the Board’s strategy are subject to a number of key risks and uncertainties: • Mineral exploration – Inherent with mineral exploration is that there no guarantee that the Company can identify a mineral resource that can be extracted economically. In order to minimise this risk and to maximise the Company’s chance of long-term success, we are committed to the following strategic business principles: • The board regularly reviews our exploration and development programmes and allocates capital in a manner that it believes will maximise risk-adjusted return on capital. • We apply advanced exploration techniques to areas and regions that we believe are relatively under-explored historically. • Exploration work in conducted on a systematic basis. More specifically, exploration work is carried out in a phased, results-based fashion and leverages a wide range of exploration methods including modern geochemical and geophysical techniques and various drilling methods. • We focus our activities on jurisdictions that we believe represent low political and operational risk. Moreover, we strongly prefer to operate in jurisdictions where our team has considerable on the ground experience. At the present time, all of the Company’s projects are in Australia, a country with established mining codes, stable government, skilled labour force, excellent infrastructure and a well established mining industry. • Commodity price risk – The principal commodities that are the focus on our exploration and development efforts (precious metals and base metals specifically gold and copper) are subject to highly cyclical patterns in global demand and supply, and consequently, the price of those commodities can be highly volatile. 11 Greatland Gold plc Company number: 5625107 Strategic report, continued Principal risks and uncertainties, continued • Recruiting and retaining highly skilled directors and employees – the Company’s ability to execute its strategy is highly dependent on the skills and abilities of its people. We undertake ongoing initiatives to foster good staff engagement and ensure that remuneration packages are competitive in the market. • Occupational health and safety – every Director and employee of the Company is committed to promoting and maintaining a safe workplace environment, including adopting COVID safe work practices. The Company regularly reviews occupational health and safety policies and compliance with those policies. The Company also engages with external occupational health and safety expert consultants to ensure that policies and procedures are appropriate as the Company expands its activity levels. • COVID-19 - The COVID-19 Coronavirus pandemic has caused a severe adverse effect on the business environment on a global scale. The Group may be affected by disruptions to its operations, particularly for the foreseeable future in light of government responses to the spread of COVID-19 or other potential pandemics. The Board is aware of the various risks that the pandemic presents that include but are not limited to financial, operational, staff and community health and safety, logistical challenges and government regulation. At present the Group believes that there should be no significant material disruption to its operations in the near term, but the Board continues to monitor these risks and the Group’s business continuity plans. • Havieron Joint Venture - The potential future development of a mine at the Havieron Joint Venture depends upon a number of factors, including but not limited to, results from geotechnical, metallurgical and environmental studies, the grant of necessary permits and other regulatory approvals and the ability to secure finance. Directors’ statement under section 172 (1) of the Companies Act 2006 Section 172 (1) of the Companies Act obliges the Directors to promote the success of the Company for the benefit of the Company’s members as a whole. This section specifies that the Directors must act in good faith when promoting the success of the Company and in doing so have regard (amongst other things) to: 1. 2. 3. 4. 5. 6. the likely consequences of any decision in the long term, the interests of the Company’s employees, the need to foster the Company’s business relationship with suppliers, customers and others, the impact of the Company’s operations on the community and environment, the desirability of the Company maintaining a reputation for high standards of business conduct, and the need to act fairly as between members of the Company. The application of the Section 172 (1) requirements can be demonstrated in relation to some of the key decisions made during the financial year, including: • entering into new debt funding to ensure the Group has adequate resources to finance Greatland’s share of the Havieron joint venture during mine development up until the Feasibility study, • executing a series of agreements to provide a formal framework for the joint venture arrangement and to facilitate the acceleration of early works and further future development and exploration activities at Havieron, 12 Greatland Gold plc Company number: 5625107 Strategic report, continued Directors’ statement under section 172 (1) of the Companies Act 2006, continued • entered into a farm-in and joint venture agreement to accelerate exploration at Greatland's Black Hills and Paterson Range East licences without the need for the Company to self fund this activity, • committed to ongoing exploration campaigns and approved associated budgets that enabled the Company to conduct exploration across its projects, • worked with joint venture partner to make decisions around the development of Havieron including applying for the necessary regulatory approvals to commence early works activities for a box cut and exploration decline and subsequent to year end the delivery of a pre-feasibility study, • appointment of an additional corporate broker to expand the reach of potential investors in as part of equity investment activities, and; • expanding the organisational capability through hiring experienced personnel and establishing a technical advisory committee to enhance the skills and experience required for the Company as it progresses from an explorer, through development and into production Principles 2 and 3 of the Corporate Governance Statement on pages 22-23 provides further evidence for how Section 172 (1) has been applied to strategic issues, risks or opportunities across key stakeholder groups. The Directors believe they have acted in the way they consider most likely to promote the success of the Company for the benefit of its members as a whole, as required by Section 172 (1) of the Companies Act 2006. Greatland has chosen to adhere to the Quoted Company Alliance’s (“QCA”) Corporate Governance Code for Small and Mid-Size Quoted Companies (revised in April 2018 to meet the new requirements of AIM Rule 26). At this time, the Board believes that it is compliant with all ten Principles of the QCA Code. More information can be found on pages 21-27. By order of the Board Shaun Day Chief Executive Officer 11 November 2021 13 Greatland Gold plc Company number: 5625107 Directors’ report The Directors present their fourteenth annual report on the affairs of the Group and parent Company, together with the Group financial statements for the year ended 30 June 2021. Fundraising The Group raised £4,372,588 net of costs during the year (2020: £7,761,396). Results and dividends The Group’s results are described in the Group statement of comprehensive income on page 36. The audited financial statements for the year ended 30 June 2021 are set out on pages 36 to 70. The Group has incurred a loss for the year of £5,519,648 (2020: £5,144,995). During the year a retrospective adjustment has been made to the carrying value of exploration assets to reflect a change in accounting policy of exploration and evaluation expenditure. Previously costs associated with an exploration activity were capitalised if, in management’s opinion, the results from that activity led to a material increase in the market value of the exploration asset. Under the new policy for exploration and evaluation expenditure incurred on licenses where the commercial viability of extracting the mineral resource has not yet been established will be generally expensed when incurred, except for any acquisition costs which will be capitalised. Once management believe the commercial viability of extracting the mineral resource are demonstrable being the completion of a Feasibility study or similar (at which point, the Company considers it probable that economic benefits will be realised), the Company will capitalise any further evaluation costs incurred. The recoverability of the exploration and evaluation assets is dependent on the successful development and commercial exploration, or alternatively, sale of the respective area of interest. Exploration and evaluation and development assets are assessed for impairment if insufficient data exists to determine commercial viability or other facts and circumstances suggest that the carrying amount exceeds the recoverable amount. This has resulted in costs associated with the Havieron being capitalised from 1 July 2020, with all prior year exploration and evaluation expenditure expensed when incurred on the basis the commercial viability of extracting the mineral resource was not yet established. The Group transferred £17,091,622 of capitalised exploration costs associated with the Havieron project from intangible assets to mine development during the year following commencement of the construction of the box cut and the decline during the year. There were no impairments to carrying values recognised during the 2021 financial year. The Directors do not recommend the payment of a dividend (2020: Nil). Risk Management The Board considers risk assessment to be important in achieving its strategic objectives. There is a process of evaluation of performance targets through regular reviews by senior management to forecasts. Project milestones and timelines are regularly reviewed. A risk register is maintained by the Company that identifies key risks in areas including corporate strategy, financial, staff, occupational health and safety, environmental and native title relations. All members of the Board are provided with a copy of the register. The register is reviewed periodically and is updated as and when necessary, with all employees and directors being responsible for identifying, managing and mitigating risks. For example, managing occupational health and safety risk is one of the key focuses of all directors and employees. Staff are required to immediately report any occupational health and safety incidents and regular training is undertaken to ensure compliance with health and safety policies. 14 Greatland Gold plc Company number: 5625107 Directors’ report, continued General and economic risks • • • • • • • global economic market conditions and performance of major economies. movements in the equity and share markets in the United Kingdom and throughout the world; weakness in global equity and share markets, in particular, in the United Kingdom, reliance on central bank stimulus and adverse changes in market sentiment towards the resource industry; currency exchange rate fluctuations and, in particular, the relative prices of the Australian Dollar, and the UK Pound; exposure to interest rate fluctuations; adverse changes in factors affecting the success of exploration and development operations, such as increases in expenses, changes in government policy and further regulation of the industry; unforeseen major failure, breakdowns or repairs required to key items of plant and equipment resulting in significant delays, notwithstanding regular programmes of repair, maintenance and upkeep; and variations in grades and unforeseen adverse geological factors or prolonged weather conditions; and impact of COVID-19 Coronavirus pandemic, rates of vaccination rollout supply chain and government restrictions on the global economic environment Funding risk The Group or the companies in which it has invested may not be able to raise, either by debt or further equity, sufficient funds to enable completion of planned mine development, exploration, investment and/or development projects. Commodity risk Commodities are subject to high levels of volatility in price and demand. The price of commodities depends on a wide range of factors, most of which are outside the control of the Group. Mining, processing and transportation costs also depend on many factors, including commodity prices, capital and operating costs in relation to any operational site. Exploration and development risks • Exploration and development activity is subject to numerous risks, including failure to achieve estimated mineral resource, recovery and production rates and capital and operating costs. • • • • • Success in identifying economically recoverable reserves can never be guaranteed. The Group also cannot guarantee that the companies in which it has invested will be able to obtain the necessary permits and approvals required for development of their projects. Some of the states within Australia have native title laws which could affect exploration and development activities. The companies in which the Group has an interest may be required to undertake clean-up programmes on any contamination from their operations or to participate in site rehabilitation programmes which may vary from state to state. The Group’s policy is to follow all applicable laws and regulations and the Group is not currently aware of any material issues in this regard. Timely approval of mining permits and operating plans through the respective regulatory agencies cannot be guaranteed. Availability of skilled workers is an ongoing challenge. Geology is always a potential risk in mining activities. 15 Greatland Gold plc Company number: 5625107 Directors’ report, continued Havieron Joint Venture The potential future development of a mine at the Havieron Joint Venture depends upon a number of factors, including but not limited to, results from geotechnical, metallurgical and environmental studies, the grant of necessary permits and other regulatory approvals and the ability to secure finance. The Havieron Joint Venture is accounted for as a joint operation, whereby the parties of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. The Group recognises its direct right to the jointly held assets, liabilities, revenues and expenses as described in note 1.21. Market risk The Group has an overseas subsidiary in Australia whose expenses are denominated in Australian Dollars. Market price risk is inherent in the Group’s activities and is accepted as such. The ability of the Group (and the companies in which it invests) to continue to secure sufficient and profitable sales contracts to support its operations is a key business risk. Key performance indicators Given the straightforward nature of the Group’s activities, the Company’s directors are of the opinion that analysis using key performance indicators is not necessary for an understanding of the development, performance or position of the business at the present time. Directors The Directors who served during the year are as follows: Alex Borrelli Shaun Day (appointed 15 December 2020) Callum Baxter (resigned 31 August 2021) Clive Latcham Gervaise Heddle (resigned 12 March 2021) Subsequent to year end, Paul Hallam was appointed as a director on 1 September 2021 Directors Interest The Directors holdings of shares and options in the Company as at 30 June 2021 are as follows: Alex Borrelli 13,103,372 shares, 51,500,000 options Shaun Day 5,000,000 options Callum Baxter 113,572,951 shares, 18,000,000 options Clive Latcham 11,750,000 options Share capital Information relating to shares issued during the period is given in Note 19 to the accounts. Charitable and political donations During the period there were no charitable or political contributions. Payment of suppliers The Group’s policy is to settle terms of payment with suppliers when agreeing terms of business, to ensure that suppliers are aware of the terms of payment and to abide by them. It is usual for suppliers to be paid within 30 days of receipt of invoice. At 30 June 2021 the Group’s creditors were equivalent to approximately 30 days’ costs. 16 Greatland Gold plc Company number: 5625107 Directors’ report, continued Substantial shareholdings On 30 June 2021 and 29 October 2021, the following were registered as being interested in 3% or more of the Company’s ordinary share capital: 29 October 2021 30 June 2021 Ordinary shares of £0.001 each Percentage of issued share capital Ordinary shares of £0.001 each Percentage of issued share capital Hargreaves Lansdown (Nominees) Limited 1,091,492,967 27.53% 1,046,640,652 Interactive Investor Services Nominees Limited HSDL Nominees Limited 579,486,022 14.62% 570,153,601 355,092,636 8.96% 348,499,961 State Street Nominees Limited 324,327,430 8.18% 323,763,025 Barclays Direct Investing Nominees Limited 216,190,532 5.45% 214,507,822 Vidacos Nominees Limited 210,635,783 5.31% 201,598,364 JIM Nominees Limited 208,280,194 5.25% 209,003,727 Lawshire Nominees Limited 196,798,578 4.96% 187,104,686 Rock (Nominees) Limited 120,860,288 3.05% 144,396,276 26.52% 14.44% 8.83% 8.20% 5.43% 5.11% 5.29% 4.74% 3.66% Auditors The Directors will place a resolution before the annual general meeting to reappoint PKF Littlejohn LLP as auditors for the coming year. PKF Littlejohn LLP has signified its willingness to continue in office as auditor. Directors’ remuneration The remuneration of the directors paid during the year was fixed by the remuneration committee consisting of Alex Borrelli and Clive Latcham. This has been achieved acknowledging the need to maximise the effectiveness of the Company’s limited resources during the year. As announced by the Company on 5 May 2021, 5,000,000 share options were issued to Shaun Day Chief Executive Officer. As set out in Note 20, under the Company’s employee share option plan there were 103.25 million unexercised options in issue (2020: 204.5 million). During the year the Directors were awarded performance bonuses totalling £296,345 (see Note 8) (2020: £460,242). This amount represents an award to reflect the outstanding progress made by the Company during the year, most notably excellent exploration results which, in the Board’s view, have significantly increased the value of the Company’s interest in the Havieron Joint Venture in the Paterson region. Events after the reporting period On 8 July 2021, the Company announced the appointment of Christopher Toon as Chief Financial Officer. Effective 1 September 2021, the Company announced changes to the Board with Paul Hallam joining as a Non-Executive Director and Callum Baxter stepping down from his role as Chief Technical Officer and Executive Director.  On 12 October 2021, the Company announced the release of a Pre-Feasibility Study for Havieron with its Joint Venture partner. There are no significant post balance sheet events to disclose for the year ended 30 June 2021, other than those set out in Note 24. 17 Greatland Gold plc Company number: 5625107 Directors’ report, continued Corporate Governance A corporate governance statement follows on page 21. Control Procedures The Board has approved financial budgets and cash forecasts; in addition, it has implemented procedures to ensure compliance with accounting standards and effective reporting. Environmental Responsibility The Company is aware of the potential impact that its subsidiary companies may have on the environment. The Company ensures that it and its subsidiaries at a minimum comply with the local regulatory requirements and the revised Equator Principles with regard to the environment. Cultural awareness The Company continues to engage with the traditional land owners to understand and respect cultural heritage as a necessary part in obtaining clearances to access projects across its Australian operations and operate within the appropriate protocols. COVID-19 Due to the ongoing COVID-19 pandemic and minimal impact in the state of Western Australia, the business experienced minor operational impact to exploration activities during the year. All projects have followed government requirements and health guidelines while focusing on protecting the well- being of local and indigenous communities. The Company is committed to a safe working environment and has implemented monitoring and preventative measures to mitigate the impact of COVID-19 on its workforce and stakeholders to develop a COVID safe environment that adheres to health and Government advice and restrictions. Health and Safety The Group’s aim is to achieve and maintain a high standard of workplace safety. In order to achieve this objective, the Group provides training and support to employees and sets demanding standards for workplace safety. Employment Policies The Group is committed to promoting policies which ensure that high calibre employees are attracted, retained and motivated, to ensure the ongoing success for the business. Employees and those who seek to work within the Group are treated equally regardless of gender, marital status, creed, colour, race or ethnic origin. Going Concern The consolidated entity has incurred a loss before tax of £5,519,648 for the year ended 30 June 2021 and had a net cash outflow of £16,266,226 from operating and investing activities. At that date there were net current assets of £2,930,958. The loss resulted almost entirely from exploration costs and associated administrative related costs. The Group’s cash flow forecast for the period ending 30 November 2022 highlights adequate funding of projected expenditure to last into 2022 with the Group having access to a loan facility for its share of Havieron Joint Venture expenditure up to US$50 million and being able to significantly reduce expenditure on its own exploration programs if it wishes to do so. The Group also has the ability to raise capital for expansion purposes, if required and the Group has demonstrated a consistent ability to do so in the past, as well the potential to debt fund its share of the Havieron development. Albeit the Board considers that, in a worst case scenario, the Group can continue without a capital raising. Given the Group’s current positive cash position, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. 18 Greatland Gold plc Company number: 5625107 Directors’ report, continued Going Concern, continued For these reasons, they continue to adopt the going concern basis in preparing the annual report and accounts. At present the Group believes that there should be no significant material disruption to its operations from COVID-19 in the near term, but the Board continues to monitor these risks and the Group’s business continuity plans. Having prepared forecasts based on current resources, assessing methods of obtaining additional finance and assessing the possible impact of COVID-19, the Directors believe the Group has sufficient resources to meet its obligations for a period of 12 months from the date of approval of these financial statements. Taking these matters into consideration, the Directors continue to adopt the going concern basis of accounting in the preparation of the financial statements. The financial statements do not include the adjustments that would be required should the going concern basis of preparation no longer be appropriate. By order of the Board Shaun Day Chief Executive Officer 11 November 2021 19 Greatland Gold plc Company number: 5625107 Statement of directors' responsibilities Directors' responsibilities for the financial statements The Directors are responsible for preparing the Directors’ Report and the financial statements in accordance with applicable law and regulations. Company law in the United Kingdom requires the directors to prepare Group and Company financial statements for each financial year which give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period. In addition, the AIM rules of the London Stock Exchange require that the Group financial statements be prepared in accordance with international accounting standards in accordance with the requirements of the Companies Act 2006; the Company financial statements are prepared on the same basis. In preparing the Group and Company financial statements, the directors are required to: select suitable accounting policies and then apply them consistently; • • make judgements and estimates that are reasonable and prudent; • state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business. So far as each director is aware, there is no relevant audit information of which the Company’s auditors are unaware, and the directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the Company’s auditors are aware of that information. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and for taking reasonable steps for the prevention and detection of fraud and other irregularities. They are also responsible for ensuring that the annual report includes information required by the AIM market of the London Stock Exchange. The maintenance and integrity of the Company’s website is the responsibility of the directors: the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the website. Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions. 20 Greatland Gold plc Company number: 5625107 Corporate Governance Statement All members of the board of Greatland Gold plc are committed to the principles of good corporate governance. We believe strongly in the value and importance of strong corporate governance and in our accountability to all of Greatland’s stakeholders, including shareholders, employees, contractors and suppliers and native title communities. We recognise the importance of promoting and maintaining a strong occupational health and safety culture and minimising the impact of our activities on local communities and the environment. Changes to the AIM rules on 30 March 2018 required AIM companies to apply a recognised corporate governance code from 28 September 2018. Greatland has chosen to adhere to the Quoted Company Alliance’s (“QCA”) Corporate Governance Code for Small and Mid-Size Quoted Companies (revised in April 2018 to meet the new requirements of AIM Rule 26). The QCA Code is constructed around ten broad principles and a set of disclosures. The QCA has stated what it considers to be appropriate arrangements for growing companies and asks companies to provide an explanation about how they are meeting the principles through the prescribed disclosures. We have considered how we apply each principle to the extent that the board judges these to be appropriate in the circumstances, and below we provide an explanation of the approach taken in relation to each. At this time, the board believes that it is compliant with all ten Principles of the QCA Code. The following paragraphs set out Greatland Gold plc’s compliance with the 10 principles of the QCA Code. Principle 1: Establish a strategy and business model which promotes long-term value for shareholders The principal activity of the Company is to explore for and develop natural resources, with a focus on precious and base metals. The Board seeks to increase shareholder value by the systematic evaluation of its existing resource assets, and by acquiring exploration and development projects in underexplored areas. The Company’s strategy and business model is developed by the CEO and is approved by the Board. The Executive Directors who report to the Board are responsible for implementing the strategy and managing the business. The Company’s primary strategy is to develop the Havieron asset, advance projects that have potential for the discovery of large mineralised systems (typically considered in excess of ten million ounces of gold) and pursue opportunities for in-organic growth with a view to monetising at least one or more of those projects, whether through an outright sale, joint venture, or spin-out via initial public offering, within a three to five year period. The key challenges we face include: • Mineral exploration - Mineral exploration is a high-risk activity and there can be no guarantee that the Company can identify a mineral resource that can be extracted economically. In order to minimise this risk and to maximise the Company’s chances of long-term success, we are committed to the following strategic business principles: ○ The board regularly reviews our exploration and development programmes and allocates capital in a manner that it believes will maximise risk-adjusted return on capital; ○ We focus our activities on jurisdictions that we believe represent low political and operational risk. Moreover, we strongly prefer to operate in jurisdictions where our team has considerable on the ground experience. At the present time, all of the Company’s projects are in Australia, a country with established mining codes, stable government, skilled labour force, excellent infrastructure, and a well established mining industry; ○ We apply advanced exploration techniques to areas and regions that we believe are relatively under- explored historically; ○ Exploration work is conducted on a systematic basis. More specifically, exploration work is carried out in a phased, results-based fashion and leverages a wide range of exploration methods including modern geochemical and geophysical techniques and various drilling methods. ○ Commodity price risk – The principal commodities that are the focus of our exploration and development efforts (precious metals and base metals) are subject to highly cyclical patterns in global demand and supply, and consequently, the price of those commodities is highly volatile. ○ Recruiting and retaining highly skilled directors and employees – the Company’s ability to execute its strategy is highly dependent on the skills and abilities of its people. We undertake ongoing initiatives to foster good staff engagement and ensure that remuneration packages are competitive in the market. 21 Greatland Gold plc Company number: 5625107 Corporate Governance Statement, continued o Occupational health and safety – every Director and employee of the Company is committed to promoting and maintaining a safe workplace environment. The Company regularly reviews occupational health and safety policies and compliance with those policies. The Company also engages with external occupational health and safety expert consultants to ensure that policies and procedures are appropriate as the Company expands its activity levels. o COVID-19 – the impact of the COVID-19 pandemic has affected many aspects of society and has significantly changed the global economic environment. The challenges presented by COVID-19 remain ongoing. The Company is committed to a safe working environment and has implemented monitoring and preventative measures to mitigate the impact of COVID-19 on its workforce and stakeholders. Principle 2: Seek to understand and meet shareholder needs and expectations We have made significant efforts to ensure regular and effective engagement with our broad base of shareholders. In addition to our Annual General Meeting, which is one of our primary forums to present to and meet with investors, we engage in a wide range of activities designed to ensure that investors are regularly updated on the progress of the Company and we attend and participate in investor events that provide investors with the opportunity to provide us with feedback and suggestions. During the last 12 months, the following activities were conducted in order to engage with shareholders and to ensure that the members of the Board maintained and further developed a strong understanding of the needs and expectations of shareholders: Description of Activity Frequency Participants Comments AGM Annually All Directors CEO interviews Monthly Investor Presentations Monthly CEO CEO Investor Shows and Industry Conferences Social media engagement Quarterly CEO Weekly Website As required CEO conducts regular interviews with various digital media platforms Company presents at various investor roadshows, virtual investor events and provides Company updates to investors with Q&A for shareholders to ask questions The Company attends and presents at various investor shows The Company provides regular updates on social media platforms The Company provides operational, corporate and news updates via its website The Company is committed to communicating openly with its shareholders to ensure that its strategy and performance are clearly understood. All Company announcements and the Company’s most recent investor presentation are available to shareholders, investors and the public on our website. Private shareholders: The AGM is one of the principal forums for dialogue with private shareholders. Last year, due to COVID-19 restrictions, the AGM was held virtually with members of the board and the committees in attendance at the AGM to answer questions raised by shareholders over video conference. The Notice of this year AGM is sent to shareholders at least 21 days before the meeting. Shareholders vote on each resolution, and voting can also be counted by way of a poll. For each resolution we announce the number of votes received for, against and withheld. The CEO also interacts with private shareholders through regular Q&A forums. The Company also maintains a dedicated email address which investors can use to contact the Company which is prominently displayed on its website together with the Company’s address and phone number. Institutional shareholders: The directors actively seek to build a mutual understanding of the objectives of institutional shareholders. We communicate with institutional investors frequently through a combination of formal meetings, participation at investor conferences, virtual meetings and informal briefings with management. The majority of meetings with existing and potential investors are arranged by the Company’s corporate brokers. 22 Greatland Gold plc Company number: 5625107 Corporate Governance Statement, continued Principle 3: Recognise wider stakeholder and social responsibilities and their implications for long-term success The Board recognises its responsibility under UK corporate law to promote the success of the Company for the benefit of its members as a whole. The Board also understands that it has a responsibility towards employees, partners, suppliers and contractors and the local communities in which it operates. Stakeholder Shareholders Suppliers and Contractors Staff and Employees Native Title Communities Reason for Engagement How we engage Shareholders are the owners of the Company and the board’s primary mission is to increase shareholder value field The Company engages with external suppliers to conduct the majority of its activities exploration (including drilling and geophysical surveys). Using quality suppliers enables the Company to meet the high standards of performance that we expect of ourselves and our vendor partners. Recruiting and retaining highly skilled and motivated professions is one of the key drivers of our success. The Board and management recognises the importance of establishing an experienced team with a focus on creating and alignment in areas of health and safety, compliance and business integrity. shareholder value The Board and management recognises the important heritage of the traditional owners of the land and its ethical and legal responsibility to work together to maintain respectful and open relationships with the Traditional Owners and communities on, the Land. of, As described in previous section (Principle 2) We work to ensure that all members of staff engage in a respectful and professional manner with suppliers. We operate systems to ensure that supplier invoices are processed and paid promptly. to addition staff meetings employees, we In regular communication between Directors conduct and fortnightly to promote two-way communication between employees and senior management. The CEO and CFO report to the Board on a monthly basis. that The Company ensures it regularly engages with native title communities and routinely engages with external expert consultants. Examples of engagement with Native Title communities are: • Undertaking on ground surveys with Traditional Owners to identify and preserve heritage and, • Obtaining agreements outlining processes for identifying and preserving cultural heritage Principle 4: Embed effective risk management, considering both opportunities and threats, throughout the organisation The CEO maintains a risk register for the Company that identifies key risks in the areas of corporate strategy, financial, staff, occupational health and safety, environmental and native title relations. All members of the board are provided with a copy of the register. The register is reviewed periodically and is updated as and when necessary. Within the scope of the annual audit, specific financial risks are evaluated in detail, including in relation to foreign currency, liquidity and credit. Managing occupational health and safety risk is one of the key focuses of all directors and employees. Staff are required to immediately report any occupational health and safety incidents and regular training is undertaken to ensure compliance with health and safety policies. 23 Greatland Gold plc Company number: 5625107 Corporate Governance Statement, continued Principle 5: Maintain the board as a well-functioning, balanced team led by the chair The Board sets the Company’s strategy and ensures that necessary resources are in place in order for the Company to meet its objectives. All members of the Board take collective responsibility for the performance of the Company and all decisions are taken in the interests of the Company. Whilst the Board has delegated the normal operational management of the Company to the Executive Directors and other senior management, there are detailed specific matters subject to decision by the Board of Directors. These include decisions to commit to major exploration campaigns and approval of associated exploration budgets, acquisitions and disposals, joint ventures and other investments of a capital nature. The Non-executive Directors have a particular responsibility to challenge constructively the strategy proposed by the Executive Directors, to scrutinise and challenge performance, and to ensure appropriate remuneration and that succession planning arrangements are in place in relation to Executive Directors and other senior members of the management team. The members of the Board have a collective responsibility and legal obligation to promote the interests of the Company and are collectively responsible for defining corporate governance arrangements. Ultimate responsibility for the quality of, and approach to, corporate governance lies with the Chair of the board. The Board consists of four directors with one executive director (Shaun Day, Chief Executive Officer) and three independent non-executive directors (Alex Borrelli, Non-Executive Chairman, Clive Latcham, Non-Executive Director and Paul Hallam, Non-Executive Director) The Board is supported by two committees: Audit and Risk committee and a Remuneration committee. The Board does not consider that it is of a size at present to require a separate nominations committee, and all members of the Board are involved in the appointment of new Directors. All Directors are required to attend 8-12 Board and Board committee meetings per year and to be available at other times as required for virtual or tele-conference meetings with the executive team and investors. Board meetings are led by the Chair and follow an agenda that is circulated prior to the meeting. Every Board and committee meeting are minuted and every Director is aware of the right to have any concerns minuted and to seek independent advice at the Company’s expense where appropriate. Principle 6: Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities All four members of the Board bring relevant experience in mining and resources, and all have many years experience in public markets. The Board believes that its blend of relevant experience, skills and personal qualities and capabilities is sufficient to enable it to successfully execute its strategy. Directors attend seminars and other regulatory and trade events to ensure that their knowledge remains current. Alex Borrelli, Independent Non-Executive Chairman Term of office: Joined as Non-Executive Director on 18 April 2016. Appointed as Non-executive Chairman on 14 August 2016; Chair of the Remuneration Committee and Chair of the Audit and Risk Committee. Background and suitability for the role: Alex is Chairman of Greatland Gold plc. Alex qualified as a Chartered Accountant and has many years’ experience in investment banking encompassing flotations, takeovers, and mergers and acquisitions for private and quoted companies. Alex is also a director of Bradda Head Lithium Limited, Red Rock Resources plc and Tiger Royalties and Investments plc, all AIM-listed companies, in addition to being a director of BWA Group plc listed on the AQSE market Shaun Day, Chief Executive Officer, Executive Director Term of office: Joined as Chief Executive Officer, Executive Director on 8 February 2021. Background and suitability for the role: Shaun has over 20 years of experience in executive and financial positions across mining and infrastructure, investment banking and international consulting firms. Shaun has considerable Capital Markets experience with a track record of leading successful transactions including mergers and acquisitions of publicly listed companies, farm-in agreements and raising capital. Prior to joining Greatland, Shaun spent six years as CFO of Northern Star Resources Limited, an ASX100 company and a global-scale Australian gold producer, where he oversaw the expansion of its market capitalisation from AU$700m to AU$8bn. Prior to Northern Star, Shaun spent five years as CFO of top 50 SGX listed Sakari Resources Plc, which operated multiple mines before its sale for over US$2bn. 24 Greatland Gold plc Company number: 5625107 Corporate Governance Statement, continued Clive Latcham, Independent Non-Executive Director Term of office: Joined as Non-Executive Director on 15 October 2018. Member of the Remuneration Committee and Member of the Audit Committee. Background and suitability for the role: Clive is a Non-Executive Director of Greatland Gold plc. Clive is a chemical engineer and mineral economist with over thirty years’ experience in senior roles in the mining sector. Clive joined Greatland from ERM - Environmental Resource Management, the world’s leading sustainability consultancy group, where he is currently Senior External Advisor, and advisor to the Chairman and Chief Executive Officer. Prior to his role at ERM, Clive worked as an independent advisor to private equity and mining consultancy firms, and spent nine years in senior roles with Rio Tinto plc. During his time at Rio Tinto, Clive spent four years as Copper Group Mining Executive, where he was responsible for managing Rio Tinto’s investments in the operating businesses of Escondida in Chile, Grasberg in Indonesia, and Phalaborwa in South Africa and for the initial development of new projects and acquisitions, including La Granja in Peru and La Sampala in Indonesia. Paul Hallam, Independent Non-Executive Director Term of office: Joined as Non-Executive Director on 1 September 2021. Member of the Remuneration Committee and Member of the Audit Committee. Background and suitability for the role: Paul is a senior mining industry professional with more than 40 years of Australian and international resource experience across a range of commodities including both surface and underground mining. He has global operational and corporate experience from his executive roles including Director of Operations with Fortescue Metals Group, Executive General Manager of Developments & Projects with Newcrest Mining Limited, Director of Victorian Operations with Alcoa as well as Executive General Manager of Base and Precious Metals at North Ltd. Since his retirement in 2011, Paul has advised several Boards as a Non-Executive Director. Principle 7: Evaluate board performance based on clear and relevant objectives, seeking continuous improvement A board evaluation process led by the Chairman took place in June 2021. All then current Directors began by completing a questionnaire about the effectiveness of the board and a self-assessment of their own contributions that was returned to the Chairman. The Chairman then reviewed this information and used it as the basis for an individual discussion with each Director, followed by a collective discussion with the board. The review considers effectiveness in a number of areas including general supervision and management, business risks and opportunities, succession planning, communication (both internal and external), ethics and compliance, corporate governance and individual contribution. A number of refinements in working practices were identified as a result of this exercise and have since been adopted. Principle 8: Promote a corporate culture that is based on ethical values and behaviours The board believes that the promotion of a corporate culture based on sound ethical values and behaviours is essential to maximise shareholder value. Our core values serve as a common language that allows all members of staff to work together as an effective team and it is these values and our shared long-term business vision and strategy that we believe will drive growth in shareholder value over the long term. We are committed to three core values: 1. Creating a safe, positive and inclusive workplace environment 2. Engaging all stakeholders and the broader community with respect, integrity and honesty 3. Fostering a high performance culture that values the contribution of all team members Principle 9: Maintain governance structures and processes that are fit for purpose and support good decision-making by the board The Board provides strategic leadership for the Company and operates within the scope of a robust corporate governance framework. Its purpose is to ensure the delivery of long-term shareholder value, which involves setting the culture, values and practices that operate throughout the business, and defining the strategic goals that the Company implements in its business plans. The board defines a series of matters reserved for its decision and has approved terms of reference for its Audit and Remuneration Committees to which certain responsibilities are delegated. The chair of each committee reports to the board on the activities of that committee. For the financial year ended 30 June 2021, the Board met eleven times in relation to normal operational matters. 25 Greatland Gold plc Company number: 5625107 Corporate Governance Statement, continued Committees and Governance Structures The Audit and Risk Committee monitors the integrity of financial statements, oversees risk management and control, monitors the effectiveness of the internal audit function and reviews external auditor independence. The Audit Committee comprises Clive Latcham (chair), Alex Borrelli and Paul Hallam. The Remuneration Committee sets and reviews the compensation of executive directors including the setting of targets and performance frameworks for cash and share-based awards. The Remuneration Committee comprises Paul Hallam (chair), Alex Borrelli and Clive Latcham. The Executive Team, consisting of the Executive Directors, operates as a management committee, chaired by the CEO, which reviews operational matters and performance of the business, and is responsible for significant management decisions while delegating other operational matters to individual managers within the business. The Chairman has overall responsibility for corporate governance and in promoting high standards throughout the Company. He leads and chairs the Board, ensuring that committees are properly structured and operate with appropriate terms of reference, ensures that performance of individual Directors, the board and its committees are reviewed on a regular basis, leads in the development of strategy and setting objectives, and oversees communication between the Company and its shareholders. The CEO provides leadership and management of the Company, leads the development of objectives, strategies and performance standards as agreed by the board, monitors, reviews and manages key risks and strategies with the board, ensures that the assets of the Company are maintained and safeguarded, leads on investor relations activities to ensure communications and the Company’s standing with shareholders and financial institutions is maintained, and ensures that the board is aware of the views and opinions of employees on relevant matters. The Executive Directors are responsible for implementing and delivering the strategy and operational decisions agreed by the board, making operational and financial decisions required in the day-to-day operation of the Company, providing executive leadership to managers, championing the Company’s core values and promoting talent management. The Independent Non-Executive Directors contribute independent thinking and judgement through the application of external experience and knowledge, scrutinises the performance of management, provides constructive challenge to the Executive Directors and ensures that the Company is operating within the governance and risk framework approved by the board. The Company Secretary is responsible for providing clear and timely information flow to the board and its committees and supports the board on matters of corporate governance and risk. The matters reserved for the board are: • Setting long-term objectives and commercial strategy; • Approving annual operating and capital expenditure budgets; • Changing the share capital or corporate structure of the Company; • Approving half year and full year results and reports; • Approving dividend policy and the declaration of dividends; • Approving major new exploration programmes, investments, disposals, and other capital projects; • Approving resolutions to be put to general meetings of shareholders and the associated documents or circulars; and • Approving changes to the board structure. The board has approved the adoption of the QCA Code as its governance framework against which this statement has been prepared and will monitor the suitability of this Code on an annual basis and revise its governance framework as appropriate as the Company evolves. 26 Greatland Gold plc Company number: 5625107 Corporate Governance Statement, continued Internal controls The Directors acknowledge their responsibility for the Company’s systems of internal controls and for reviewing their effectiveness. These internal controls are designed to safeguard the assets of the Company and to ensure the reliability of financial information for both internal use and external publication. Whilst they are aware that no system can provide absolute assurance against material misstatement or loss, in the light of increased activity and further development of the Company, continuing reviews of internal controls will be undertaken to ensure that they are adequate and effective. Insurance The Company maintains insurance in respect of its Directors and Officers against liabilities in relation to the Company. Treasury Policy The Company finances its operations through equity and holds its cash as a liquid resource to fund the obligations of the Company. Decisions regarding the management of these assets are approved by the Board. Securities Trading The Board has adopted a Share Dealing Code that applies to Directors, senior management and any employee who is in possession of ‘inside information’. All such persons are prohibited from trading in the Company’s securities if they are in possession of ‘inside information’. Subject to this condition and trading prohibitions applying to certain periods, trading can occur provided the relevant individual has received the appropriate prescribed clearance. Principle 10: Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders The Board recognises that meaningful engagement with its shareholders is integral to the continued success of the Company. Over the past 12 months, Executive Directors of the Board have sought to actively engage with shareholders on a number of occasions, through meetings, presentations and investor shows (as described in Principle 2). Over the next 12 months, the Board expects to maintain a regular dialogue with investors that will provide investors with updates on company performance and any changes to the corporate governance structures and/or policies. The Board keeps investors informed through updates on the Investor Relations section of the Company’s website and through interviews on various media platforms. By order of the board Alex Borrelli Chairman 11 November 2021 27 Greatland Gold plc Company number: 5625107 Remuneration Committee Report The Remuneration Committee sets and reviews the compensation of executive directors including the setting of targets and performance frameworks and determining for such persons their total individual remuneration packages, including, where appropriate, bonuses, incentive payments and share options or other share awards. The remuneration of Non-executive Directors is a matter for the Chairman and the executive members of the Board. No Director is involved in any decision as to their own remuneration. Details on the activities of the Remuneration Committee during the year are contained in the Remuneration Committee Report below. During the year ended 30 June 2021, and up to the signing of this report, the Remuneration Committee comprised Alex Borrelli, who acts as Chairman, Clive Latcham and Paul Hallam. As at 1 September 2021, Paul Hallam has joined as a member of the Remuneration Committee and has replaced Alex Borrelli as Chair of the Committee effective from this date. The Remuneration Committee formally met three times during year and all members attended the meetings. Details of the Directors’ remuneration can be found in Note 8. Dear Shareholder, On behalf of the Board, I am pleased to present the Remuneration Committee Report for the year ended 30 June 2021. The Remuneration Committee is responsible for establishing and proposing to the Board a recommended framework for the remuneration of board executive directors and designated senior executives and, pursuant to the terms of the agreed framework, determining for such persons their total individual remuneration packages, including, where appropriate, bonuses, incentive payments and share options or other share awards. The Remuneration Committee is also responsible for ensuring the Company is compliant with all relevant consultant and employment contracts and HMRC responsibilities. Remuneration Committee Membership and Activities The Remuneration Committee’s members during the year were Alex Borrelli, acting as Chair of the Committee, and Clive Latcham. As at 1 September 2021, Paul Hallam has joined as a member of the Remuneration Committee and has replaced myself as Chair of the Committee. The Committee met three times during the year and its activities were as follows: • • • • reviewed Executive Directors’ performance reviewed Executive Director remuneration arrangements reviewed change of control provisions for Executive Directors reviewed developments in corporate governance and best practice Remuneration Policy The Company’s remuneration policy is based on the following broad principles: • • • • • to provide competitive remuneration packages to enable the Company to recruit, retain and motivate individuals with the skills, capabilities and experience to achieve its objectives; to align the interests of management with the interests of shareholders; to ensure remuneration levels support the Company’s strategy; to align pay with market conditions and the Company’s activities; and to provide adequate succession planning. Alex Borrelli Paul Hallam Chairman (up to 31 August 2021) Chairman (appointed 1 September 2021) 11 November 2021 11 November 2021 28 Greatland Gold plc Company number: 5625107 Audit and Risk Committee Report The Audit and Risk Committee monitors the integrity of financial statements, oversees risk management and control, monitors the effectiveness of the internal audit function and reviews external auditor independence. The Audit and Risk Committee is appointed by the Board from amongst the non-executive directors. The Audit and Risk Committee is authorised by the Board to investigate any activity within its terms of reference and to obtain outside legal or other independent professional advice and to secure the attendance of outsiders with relevant experience and expertise, if it considers this necessary. Dear Shareholder, On behalf of the Board, I am pleased to present the Audit Committee Report for the year ended 30 June 2021. The Audit Committee is primarily responsible for providing oversight of the financial reporting process, the audit process, the Company's system of internal controls and compliance with laws and regulations. The main role and responsibilities of the Audit and Risk Committee are: • • • • • • • • to review the company’s internal financial controls: to monitor and review the effectiveness of the company’s internal and external audit arrangements; to monitor and review the effectiveness of the company’s risk management systems (including without limitation fraud risk); to monitor the integrity of the financial statements of the company and any formal announcements relating to the company’s financial performance, reviewing significant financial reporting judgements contained in them; to review and monitor the external auditor’s independence and objectivity and the effectiveness of the audit process, taking into consideration relevant UK professional and regulatory requirements; to make recommendations to the Board, for it to put to the shareholders for their approval in general meeting, in relation to the appointment of the external auditor and to approve the remuneration and terms of engagement of the external auditor; to report to the Board, identifying any matters in respect of which it considers that action or improvement is needed, and making recommendations as to the steps to be taken; to consider the findings of internal investigations and management response. Audit and Risk Committee Membership and Activities During the year ended 30 June 2021 and up to the signing of this report, the Audit and Risk Committee comprised Alex Borrelli, as Chairman, Clive Latcham and Paul Hallam (commenced 1 September 2021). The Audit and Risk Committee formally met three times during year with Alex Borrelli and Clive Latcham in attendance during the meetings. The activities of the Audit and Risk Committee were as follows: • • • • • • • • • • reviewed key accounting and audit judgements; reviewed and consider whether the information provided was complete and appropriate based on its own knowledge; reviewed the external auditor issues that arose during the course of the audit; reviewed the management letter in order to assess whether it is based on a good understanding of the company’s business and establish whether recommendations have been acted upon and, if not, the reasons why they have not been acted upon; reviewed management’s responsiveness to the external auditor’s findings and recommendations; reviewed whether the auditor met the agreed audit plan and understand the reasons for any changes; obtained feedback about the conduct of the audit from key people involved; reported to the Board on the effectiveness of the external audit process; reviewed the appointment or reappointment of the external auditor, and information on the length of tenure of the current audit firm; reviewed the whistleblowing policies and procedures to prevent bribery and corruption. Alex Borrelli Clive Latcham Chairman (up to 31 August 2021) Chairman (appointed 1 September 2021) 11 November 2021 11 November 2021 29 Greatland Gold plc Company number: 5625107 Independent Auditor’s Report to the Members of Greatland Gold plc Opinion We have audited the financial statements of Greatland Gold plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 30 June 2021 which comprise the Group Statement of Comprehensive Income, the Group and Company Statement of Financial Position, the Group and Company Statements of Changes in Equity, the Group and Company Statements of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and international accounting standards in conformity with the requirements of the Companies Act 2006 and as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006. In our opinion: • • • • the financial statements give a true and fair view of the state of the group’s and of the parent company’s affairs as at 30 June 2021 and of the group’s loss for the year then ended; the group financial statements have been properly prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006; the parent company financial statements have been properly prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and as applied in accordance with the provisions of the Companies Act 2006; and the financial statements have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the group’s and parent company’s ability to continue to adopt the going concern basis of accounting included: performing a review of the expected cash flow forecast for the foreseeable future as well as a further forecast prepared for a disaster scenario, challenging management’s assumptions therein, and a review of subsequent events impacting going concern. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's or parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Our application of materiality We consider gross assets to be the most significant determinant of the group’s financial position and performance used by shareholders, with the key financial statement balances being mine development and cash and cash equivalents. The ability of the group to continue as a going concern depends on its means of funding operations going forward, as well as on the valuation of its assets, which represent the underlying value of the group. Materiality for the group was £493,000 (2020: £171,000), based on a benchmark of 2% of gross assets. The basis for calculating materiality is unchanged from the prior year. 30 Greatland Gold plc Company number: 5625107 Independent Auditor’s Report to the Members of Greatland Gold plc, continued The same basis for calculation was used for the components of the group, with the parent company materiality set at £220,000 (2020: £170,000). Performance materiality for the group and its components was set at 70% of the overall materiality figure for both 2021 and 2020, being £345,100 (2020: £119,700) and £154,000 (2020: £119,000) for the group and parent company respectively. We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. At the planning stage materiality is used to determine the financial statement areas that are included within the scope of our audit and the extent of sample sizes during the audit. We agreed with the audit committee that we would report to the committee all audit differences identified during the course of our audit in excess of £24,650 (2020: £8,550) as well as differences below these thresholds that, in our view, warranted reporting on qualitative grounds. Our approach to the audit In designing our audit, we determined materiality and assessed the risk of material misstatement in the financial statements. In particular, we looked at areas requiring the directors to make subjective judgements, for example in respect of significant accounting estimates including the impairment assessment of the carrying value of mine development and the accounting of assets and liabilities arising from the joint operation with Newcrest (both identified as a key audit matter), the carrying value and recoverability of investments in subsidiaries at parent company level, the valuation of share-based payments, and the consideration of future events that are inherently uncertain. We also addressed the risk of management override of internal controls, including evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. An audit was performed on the financial information of the group’s significant operating components which, for the year ended 30 June 2021, were located in the United Kingdom and Australia, with the group’s accounting functions being based in the UK and Australia. The Australian component was audited by local Australian firm operating under our instruction. This audit was performed both for consolidation purposes as well as local statutory purposes. There was regular interaction with the component auditor during all stages of the audit, and we were responsible for the scope and direction of the audit process. We obtained and reviewed remotely the key audit working papers prepared by the auditors of the Australian component, which related to the work performed on the significant risks identified at group level. The component auditor also provided their findings to us which were reviewed and challenged accordingly. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. 31 Greatland Gold plc Company number: 5625107 the applicable exploration licences; How our scope addressed this matter • Reviewing capitalised costs and considering the Our audit work included: • Obtaining copies of and ensuring the group has good title to appropriateness for capitalisation under IFRS 6 for those exploration activities during the year; Independent Auditor’s Report to the Members of Greatland Gold plc, continued Key Audit Matter Carrying value and reclassification of exploration assets to mine development (Note 11) The group held intangible assets relating to the capitalised exploration costs of its Havieron project in Western Australia. At the year end, these capitalised costs were reclassified from an exploration asset in accordance with IFRS 6 to mine development and reviewed for impairment under IAS 36. There is a risk of impairment of the asset at the year end under IAS 36 and the additional indicators within the standard, following the reclassification from an exploration asset. and thus the asset is overstated. Particularly for early stage projects where the calculation of recoverable amount via value in use calculations is not entirely accurate at this stage, management’s assessment of impairment under IAS 36 requires significant estimation and judgement. mine at the year end and reviewing forecasts and management plans for future development and any exploration activities to be carried out to ensure correct classification at the year end; challenging all key assumptions and sensitivity to reasonably possible changes including assessing the disclosures made thereto; and • Assessing whether the impairment indicators as per IAS 36 • Assessing the progress at the individual projects during the • Reviewing management’s impairment reviews, including • Discussions with management regarding the status of the against the Havieron Project have been met; year and post year-end; • Reviewing the pre-feasibility study in place and the value in use, ensuring that there is no evidence of impairment indicators at the year end. Key observations: We concluded that classification of the Havieron project is accurate, and that the impairment indicators as per IAS 36 have not been met, thus the carrying value of the asset is fairly stated. Accounting and valuation of Joint arrangements under IFRS 11 (Note 11 & 16) During the year the company entered into a Joint Venture agreement with Newcrest Mining Limited, the lead operator on the Havieron project. There is a risk that the assets and liabilities have not been accounted for correctly. key terms and ensuring they have been appropriately reflected in the assessment prepared by management in determining the correct accounting treatment; Our work in this area included: • Obtaining the Joint Venture Agreement (JVA), reviewing the • Reviewing the management-prepared paper detailing the accounting treatment and ensuring justifications made are appropriate and in line with IFRS 11, and providing appropriate challenge thereon; • Testing the accounting entries made on subsequent cash calls by vouching them to supporting documentation and vouching to supporting documentation including billing statements from the operator and underlying support on a sample basis through component auditor; and • Ensuring disclosures made surrounding the operating interest by the company are complete and in accordance with IFRS. Key observations: We concluded that accounting and disclosure relating to the in place with Newcrest has been new appropriately accounted for using the principles under IFRS 11 and adequately disclosed in the financial statements. joint venture 32 Greatland Gold plc Company number: 5625107 Independent Auditor’s Report to the Members of Greatland Gold plc, continued Other information The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report25. Our opinion on the group and parent company financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the Companies Act 2006 In our opinion, based on the work undertaken in the course of the audit: • • the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: • • adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or the parent company financial statements are not in agreement with the accounting records and returns; or • certain disclosures of directors’ remuneration specified by law are not made; or • we have not received all the information and explanations we require for our audit. Responsibilities of directors As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the group and parent company financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. 33 Greatland Gold plc Company number: 5625107 Independent Auditor’s Report to the Members of Greatland Gold plc, continued In preparing the group and parent company financial statements, the directors are responsible for assessing the group and the parent company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are 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 ISAs (UK) 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 these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: • We obtained an understanding of the group and parent company and the sector in which they operate to identify laws and regulations that could reasonably be expected to have a direct effect on the financial statements. We obtained our understanding in this regard through discussions with management, industry research, and application of our cumulative audit knowledge and experience of the sector. • We determined the principal laws and regulations relevant to the group and parent company in this regard to be those arising from: − Companies Act 2006; − Anti Money Laundering Legislation − Local Tax laws and regulations − Mining Act legislation of Western Australia • We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the group and parent company with those laws and regulations. These procedures included, but were not limited to: o A review of the Board minutes throughout the year and post year end; o A review of the RNS announcements; o A review of general ledger transactions; and o Discussions with management • We also identified the risks of material misstatement of the financial statements due to fraud. We considered, in addition to the non-rebuttable presumption of a risk of fraud arising from management override of controls, the carrying value of the assets held to be an area of potential for management bias. Whilst the carrying value of the assets are held at historical cost, management must consider the impairment indicators under IAS 36 and the potential need to conduct a formal impairment review. Being the key balance within these financial statements, and the key driver for the business, this gives rise to an increased risk of material misstatement as a result of management bias. Supporting evidence has been obtained for an appropriate sample of additions throughout the year, and a detailed impairment assessment has been undertaken against those indicators as set out per IAS 36 and ensured that the carrying value is appropriate. • As in all of our audits, we addressed the risk of fraud arising from management override of controls by performing audit procedures which included, but were not limited to: the testing of journals; reviewing accounting estimates for evidence of bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. • We were in communication with the component auditor throughout the audit process, and directed their audit accordingly, ensuring that sufficient appropriate audit evidence was obtained and inquiries were made into any potential non-compliance with local laws and regulations. 34 Greatland Gold plc Company number: 5625107 Independent Auditor’s Report to the Members of Greatland Gold plc, continued Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. Use of our report This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone, other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. Joseph Archer (Senior Statutory Auditor) For and on behalf of PKF Littlejohn LLP Statutory Auditor 11 November 2021 15 Westferry Circus Canary Wharf London E14 4HD 35 Group statement of comprehensive income for the year ended 30 June 2021 Greatland Gold plc Company number: 5625107 Revenue Exploration costs Administrative expenses Impairment cost Operating loss Other income Foreign exchange loss Finance income Finance costs Loss before taxation Income tax expense Loss for the year Other comprehensive income Items that may be reclassified subsequently to profit and loss: Exchange differences on translation of foreign operations Other comprehensive income for the year net of taxation Total comprehensive income for the year attributable to equity holders of the parent company Notes Year ended 30 June 2021 £ Year ended 30 June 2020 £ - (3,470,443) (2,204,441) - (5,674,884) 365,645 (193,976) 982 (17,415) - (3,460,185) (1,697,801) (38,376) (5,196,362) 55,438 - 17,663 (21,734) (5,519,648) (5,144,995) - - (5,519,648) (5,144,995) 3 3 5 (48,735) (48,735) 234,860 234,860 (5,568,383) (4,910,135) Earnings per share – basic and diluted 9 (0.14) pence (0.14) pence All operations are considered to be continuing. The accompanying notes form part of these financial statements. 36 Group statement of financial position as at 30 June 2021 Note 30 June 2021 £ 30 June 2020 (Restated) £* 1 July 2019 (Restated) £* Greatland Gold plc Company number: 5625107 ASSETS Non-current assets Tangible assets Mine development Right of use asset Current assets Cash and cash equivalents Trade and other receivables Prepayments Total current assets TOTAL ASSETS LIABILITIES Current liabilities 10 11 13 21 15 Payables and other liabilities 18 (3,513,512) Total current liabilities Non-current liabilities Borrowings Provisions Payables and other liabilities Total non-current liabilities (3,513,512) (12,189,790) (3,813,372) (326,793) (16,329,955) 17 16 18 120,356 17,091,622 341,912 17,553,890 132,061 - 414,616 546,677 103,114 - - 103,114 6,212,057 6,022,745 2,755,998 78,198 154,215 6,444,470 23,998,360 23,865 55,211 6,101,821 6,648,498 (932,759) (932,759) - - (390,718) (390,718) 26,376 51,104 2,833,478 2,936,592 (630,369) (630,369) - - - - TOTAL LIABILITIES (19,843,467) (1,323,477) NET ASSETS 4,154,893 5,325,021 (630,369) 2,306,223 EQUITY Share capital Share premium Share based payment reserve Retained earnings Other reserves TOTAL EQUITY 19 20 3,947,270 3,760,207 24,064,307 19,878,782 177,592 372,953 3,323,420 12,554,173 349,606 (24,388,861) (19,090,241) (14,089,436) 354,585 4,154,893 403,320 5,325,021 168,460 2,306,223 *See note 1.19 for details of the restatement as a result of change in accounting policy. Alex Borrelli Chairman Shaun Day Chief Executive Officer 37 Greatland Gold plc Company number: 5625107 Group statement of changes in equity for the year ended 30 June 2021 Share capital Share premium Share based payment reserve Retained earnings Other reserves Total £ £ £ £ £ £ As at 30 June 2019 3,323,420 12,554,173 349,606 (12,072,653) 168,460 4,323,006 Change in accounting policy* Restated as at 30 June 2019 Loss for the year Adjustment from the adoption of IFRS 16 Currency translation differences Total comprehensive income Share option charge Transfer on exercise of options and warrants Share capital issued Cost of share issue Total contributions by and distributions to owners of the Company As at 30 June 2020 (restated)* Loss for the year Currency translation differences Total comprehensive income Share option charge Transfer on exercise of options and warrants Share capital issued Cost of share issue Total contributions by and distributions to owners of the Company - - - (2,016,783) - (2,016,783) 3,323,420 12,554,173 349,606 (14,089,436) 168,460 2,306,223 - - - - (5,144,995) 13,045 - - (5,144,995) 13,045 - 234,860 234,860 (5,131,950) 234,860 (4,897,090) - - - - - - - - - - - - - - - - - - - - - - 154,492 - (131,145) 131,145 436,787 7,543,487 - (218,878) - - - - 436,787 7,324,609 23,347 131,145 - - - - - 154,492 - 7,980,274 (218,878) 7,915,888 3,760,207 19,878,782 372,953 (19,090,241) 403,320 5,325,021 - - - (5,519,648) - (5,519,648) - (48,735) (48,735) (5,519,648) (48,735) (5,568,383) 25,667 - (221,028) 221,028 187,063 4,185,525 - - - - - - 187,063 4,185,525 (195,361) 221,028 - - - - - 25,667 - 4,372,588 - 4,398,255 As at 30 June 2021 3,947,270 24,064,307 177,592 (24,388,861) 354,585 4,154,893 The accompanying notes for part of these financial statements. *See note 1.19 for details of the restatement as a result of change in accounting policy. Note: In the previous year the Group adopted IFRS 16 and applied the modified retrospective approach. The cumulative effect of adoption is recognised as an adjustment to retained earnings. 38 Group statement of changes in equity for the year ended 30 June 2021, continued Other reserves Merger reserve Foreign currency translation reserve Total other reserves Greatland Gold plc Company number: 5625107 As at 30 June 2019 Currency translation differences Total comprehensive income As at 30 June 2020 Currency translation differences Total comprehensive income As at 30 June 2021 £ 225,000 - - 225,000 - - 225,000 £ (56,540) 234,860 234,860 178,320 (48,735) (48,735) 129,585 £ 168,460 234,860 234,860 403,320 (48,735) (48,735) 354,585 The following describes the nature and purpose of each reserve within equity: Share capital: Share premium: Nominal value of shares issued Amount subscribed for share capital in excess of nominal value, less share issue costs Share based payment reserve: Cumulative fair value of options granted Retained losses: Merger reserve: Cumulative net gains and losses, recognised in the statement of comprehensive income The merger reserve was created in accordance with the merger relief provisions of the Companies Act 1985 (as amended), and 2006, relating to accounting for business combinations involving the issue of shares at a premium. In preparing group consolidated financial statements, the amount by which the fair value of the shares issued exceeded their nominal value was recorded within a merger reserve on consolidation, rather than in a share premium account. Foreign currency reserve: Gains/losses arising on translation of foreign controlled entities into pounds sterling. 39 Company statement of financial position as at 30 June 2021 Note 30 June 2021 £ 30 June 2020 £ Greatland Gold plc Company number: 5625107 ASSETS Non-current assets Investment in subsidiary Right of use asset Current assets Cash and cash equivalents Trade and other receivables Prepayments Total Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables Non-current liabilities Other non-current payables Total non-current liabilities TOTAL LIABILITIES NET ASSETS EQUITY Share capital Share premium Share based payment reserve Merger reserve Retained earnings TOTAL EQUITY 14 13 21 15 18 18 19 20 50,000 50,266 100,266 5,168,498 13,846,748 140,341 19,155,587 19,255,853 (413,131) (413,131) (13,399) (13,399) (426,530) 18,829,323 3,947,270 24,064,307 177,592 225,000 (9,584,846) 18,829,323 50,000 75,399 125,399 4,257,920 11,346,748 41,011 15,645,679 15,771,078 (192,476) (192,476) (37,506) (37,506) (229,982) 15,541,096 3,760,207 19,878,782 372,953 225,000 (8,695,846) 15,541,096 A separate income statement for the parent company has not been presented, as permitted by section 408 of the Companies Act 2006. The Company’s loss for the year was £1,110,028 (2020: £1,054,544). The accompanying notes form part of these financial statements. These financial statements were approved by the Board of Directors on 11 November 2021 and signed on its behalf by: Alex Borrelli Chairman Shaun Day Chief Executive Officer 40 Company statement of changes in equity for the year ended 30 June 2021 Greatland Gold plc Company number: 5625107 Share capital Share premium Share based payment reserve Retained earnings Merger reserve Total £ £ £ £ £ £ 3,323,420 12,554,173 349,606 (7,785,492) 225,000 8,666,707 - - - - - - - - - - - - - (1,054,544) 13,045 (1,041,499) 154,492 - (131,145) 131,145 436,787 7,543,487 - (218,878) - - - - 436,787 7,324,609 23,347 131,145 - - - - - - - - (1,054,544) 13,045 (1,041,499) 154,492 - 7,980,274 (218,878) 7,915,888 As at 30 June 2019 originally presented Loss for the year Adjustment from the adoption of IFRS 16 Total comprehensive income Share option charge Transfer on exercise of options and warrants Share capital issued Cost of share issue Total contributions by and distributions to owners of the Company As at 30 June 2020 3,760,207 19,878,782 372,953 (8,695,846) 225,000 15,541,096 Loss for the year Total comprehensive income Share option charge Transfer on exercise of options and warrants Share capital issued Cost of share issue Total contributions by and distributions to owners of the Company - - - - - - - - - - (1,110,028) (1,110,028) 25,667 - (221,028) 221,028 187,063 4,185,525 - - - - - - 187,063 4,185,525 (195,361) 221,028 - - - - - - - (1,110,028) (1,110,028) 25,667 - 4,372,588 - 4,398,255 As at 30 June 2021 3,947,270 24,064,307 177,592 (9,584,846) 225,000 18,829,323 The accompanying notes for part of these financial statements. Note: In the previous year the Group adopted IFRS 16 and applied the modified retrospective approach. The cumulative effect of adoption is recognised as an adjustment to retained earnings. 41 Group statement of cash flows for the year ended 30 June 2021 Greatland Gold plc Company number: 5625107 Notes Year ended 30 June 2021 Year ended 30 June 2020 Cash flows from operating activities Loss before taxation Increase in trade & other receivables Increase in payables & other liabilities Depreciation Amortisation Impairment Share option charge Foreign exchange loss Net decrease in cash and cash equivalents from operating activities Cash flows from investing activities Interest received Interest payable Payments to acquire intangible assets Payments to acquire tangible assets Net cash outflows used in investing activities Cash flows from financing activities Proceeds from issue of shares Transaction costs of issue of shares Proceeds on borrowings Other income Repayment of lease liabilities Net cash inflows from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of period Exchange (loss) / gain on cash and cash equivalents Cash and cash equivalents at end of period 21 21 The accompanying notes form part of these financial statements. £ £ (5,519,648) (5,183,317) (54,333) 2,417,822 175,884 64,946 - 25,668 (1,596) 293,450 67,396 65,230 38,376 154,492 193,976 (2,695,685) - (4,565,969) 982 (17,415) - (13,554,108) (13,570,541) 4,372,588 - 12,189,790 - (63,925) 16,498,453 232,227 6,022,745 (42,915) 6,212,057 2,163 (21,734) 9,640 (95,624) (105,555) 7,980,274 (218,878) - 55,438 (67,877) 7,748,957 3,077,433 2,755,998 189,314 6,022,745 42 Greatland Gold plc Company number: 5625107 Notes Year ended 30 June 2021 Year ended 30 June 2020 £ £ (1,110,028) (1,048,003) (99,330) 217,068 25,133 25,667 (12,813) (71,974) 25,133 154,492 (941,490) (953,165) 20 (6,100) 275 (9,271) (2,500,000) (4,750,000) (2,506,080) (4,758,996) 4,372,588 - 10,000 (24,440) 4,358,148 910,578 4,257,920 5,168,498 7,980,274 (218,878) - (38,586) 7,722,810 2,010,649 2,247,271 4,257,920 Company statement of cash flows for the year ended 30 June 2021 Cash flows from operating activities Operating loss Increase in trade & other receivables Decrease/(Increase) in payables & other liabilities Amortisation Share option charge Net decrease in cash and cash equivalents from operations Cash flows from investing activities Interest received Interest payable Loans to subsidiary Net cash outflows used in investing activities Cash flows from financing activities Proceeds from issue of shares Transaction costs of issue of shares Other income Repayment of lease liability Net cash inflows from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of period Cash and cash equivalents at end of period 21 21 The accompanying notes form part of these financial statements. 43 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021 1 Principal accounting policies 1.1 Authorisation of financial statements and statement of compliance with IFRS The group financial statements of Greatland Gold plc for the year ended 30 June 2021 were authorised for issue by the board on 11 November 2021 and the statement of financial position signed on the board’s behalf by Mr Shaun Day and Mr Alex Borrelli. Greatland Gold plc is a public limited company incorporated and domiciled in England and Wales. The Company’s ordinary shares are traded on AIM. The principal accounting policies adopted by the Group and Company are set out below. New standards, amendments and interpretations adopted by the Group There are no IASB and IFRIC standards that have been issued with an effective date after the date of the financial statements which are expected to have a material impact on the Group. New and amended Standards and Interpretations issued but not effective At the date of approval of these financial statements, the following standards and interpretations which have not been applied in these financial statements were in issue but not yet effective (and in some cases had not been adopted by the UK): - Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current – effective 1 January 2023* - Amendments to IFRS 3: Business Combinations – Reference to the Conceptual Framework – effective 1 January 2022* - Amendments to IAS 16: Property, Plant & Equipment – effective 1 January 2022* - Amendments to IAS 37: Provisions, Contingent Liabilities and Contingent Assets – effective 1 January 2022* - Annual Improvements to IFRS Standards 2018-2020 Cycle – effective 1 January 2022* - Amendments to IAS 1: Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting Policies – effective 1 January 2023* - Amendments to IAS 8: Accounting policies, Changes in Accounting Estimates and Errors – Definition of Accounting Estimates – effective 1 January 2023* - Amendments to IFRS 16: Leases – Covid-19-Related Rent Concessions beyond 30 June 2021 – effective 1 April 2021 - Amendments to IAS 12: Income Taxes – Deferred Tax related to Assets and Liabilities arising from a Single Transaction – effective 1 January 2023* *subject to UK endorsement The new and amended Standards and Interpretations which are in issue but not yet mandatorily effective is not expected to be material. 44 Notes to financial statements for the year ended 30 June 2021, continued 1.2 Significant accounting judgments, estimates and assumptions Greatland Gold plc Company number: 5625107 Significant accounting estimates and assumptions The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are: Rehabilitation provision (Note 16) The Group assesses its rehabilitation, restoration and dismantling (rehabilitation) provision at each reporting date. Significant estimates and assumptions are made in determining the provision as there are numerous factors that will affect the ultimate amount payable. These factors include estimates of the extent, timing and costs of rehabilitation activities, technological changes, regulatory changes, cost increases as compared to the inflation rates, and changes in discount rates. These uncertainties may result in future actual expenditure differing from the amounts currently provided. The provision at reporting date represents management’s best estimate of the present value of the future rehabilitation costs. The rehabilitation estimate is based on the Pre-Feasibility study. The discount rate used in the calculation of the provision is 4.5%. At this stage the rehabilitation costs are expected to be incurred up to 2033. Impairment of mine development (Note 11) The recoverable amount of mine development is dependent on the successful development and commercial exploration, or alternatively, sale of the respective area of interest. The Group’s estimate of the Ore Reserve that can be economically and legally extracted. The Group estimates its Ore Reserve and Mineral Resource based on information compiled by appropriately qualified persons relating to the geological data on the size, depth and shape of the ore body, and requires complex geological judgments to interpret the data. The estimation of Ore Reserves is based on factors such as estimates of foreign exchange rates, commodity prices, future capital requirements, and production costs along with geological assumptions and judgments made in estimating the size and grade of the ore body and removal of waste material. Management have determined the mine development asset to be recoverable based on the Pre-Feasibility Study released on the company's website on 21 October 2021. Changes in these estimates may impact upon the carrying value of mine properties, property, plant and equipment, and provision for rehabilitation. Impairment of loan due from subsidiary (Note 15) The Company holds a loan due from a 100% owned subsidiary, Greatland Pty Ltd. Greatland Pty Ltd holds the Group's interest in the Havieron Joint Venture. The recoverable amount of the loan is dependent on the successful development and commercial exploration of the Havieron Joint Venture, or alternatively, sale of the respective area of interest. Management have concluded the loan will be recoverable on this basis. Share-based payment transactions (Note 20) The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black-Scholes model and a 40% discount is applied to that value due to the recent volatility of the share price over the valuation period. 45 Notes to financial statements for the year ended 30 June 2021, continued 1.3 Basis of preparation Greatland Gold plc Company number: 5625107 The Group’s financial statements have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and in accordance with the requirements of the Companies Act 2006. The consolidated financial statements have been prepared on the historical cost basis, except for the measurement to fair value of assets and financial instruments as described in the accounting policies below, and on a going concern basis. The amounts presented in the consolidated financial statements are rounded to the nearest £1. During the year, the group made the decision to voluntarily change its accounting policy in respect of Exploration assets. Refer to Note 1.19 for more details on the change. Going Concern The consolidated entity has incurred a loss before tax of £5,519,648 for the year ended 30 June 2021 and had a net cash outflow of £16,266,226 from operating and investing activities. At that date there were net current assets of £2,930,958. The loss resulted almost entirely from exploration costs and associated administrative related costs. The Group’s cash flow forecast for the period ending 30 November 2022 highlights adequate funding of projected expenditure to last into 2022 with the Group having access to a loan facility for its share of Havieron Joint Venture expenditure up to US$50 million and is being able to significantly reduce expenditure on its own exploration programs if it wishes to do so. The Group also has the ability to raise capital for expansion purposes, if required and the Group has demonstrated a consistent ability to do so in the past, as well as potential to debt fund its share of Havieron development. Albeit the Board considers that, in a worst case scenario, the Group can continue without a capital raising. Given the Group’s current positive cash position, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. For these reasons, they continue to adopt the going concern basis in preparing the annual report and accounts. Having prepared forecasts based on current resources, assessing methods of obtaining additional finance and assessing the possible impact of COVID-19, the Directors believe the Group has sufficient resources to meet its obligations for a period of 12 months from the date of approval of these financial statements. Taking these matters into consideration, the Directors continue to adopt the going concern basis of accounting in the preparation of the financial statements. The financial statements do not include the adjustments that would be required should the going concern basis of preparation no longer be appropriate. 46 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 1.4 Basis of consolidation The consolidated accounts combine the accounts of the Company and its sole subsidiary, Greatland Pty Ltd, using the purchase method of accounting. In the Company’s statement of financial position, the investment in Greatland Pty Ltd includes the nominal value of shares issued together with the cash element of the consideration. As required by the Companies Act 2006, no premium was recognised on the share issue. The difference between nominal and fair value of the shares issued was credited to the merger reserve. Subsidiary undertakings are those entities controlled directly or indirectly by the Company. The Company controls an investee when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The results of the subsidiaries acquired are included in the Consolidated Statement of Comprehensive Income from the date of acquisition using the same accounting policies of those of the Group. The consideration transferred in a business combination is the fair value at the acquisition date of the assets transferred and the liabilities incurred by the Group and includes the fair value of any contingent consideration arrangement. Acquisition-related costs are recognised in the income statement as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair value at the acquisition date. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with those used by other members of the Group. All intra-group balances and transactions, including any unrealized income and expenses arising from intragroup transactions, are eliminated in full in preparing the consolidated financial statements. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. 1.5 Investment in subsidiaries Investments in subsidiary companies are classified as non-current assets and included in the statement of financial position of the Company at cost, less provision for impairment at the date of acquisition irrespective of the application of merger relief under the Companies Act. 1.6 Cash and cash equivalents Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less. For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts. 1.7 Income tax and deferred taxation Current tax assets and liabilities for the current and prior periods are measured as the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted by the balance sheet date. Full provision is made for deferred taxation resulting from timing differences which have arisen but not reversed at the balance sheet date. Deferred tax assets on carried forward losses are only recorded where it is expected that future trading profits will be generated in which this asset can be offset. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised. Deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. 47 Notes to financial statements for the year ended 30 June 2021, continued 1.8 Tangible fixed assets Greatland Gold plc Company number: 5625107 Exploration and evaluation and development assets Exploration and evaluation and development assets includes pre-licence costs, costs associated with exploring, investigating, examining and evaluating an area of mineralisation, and assessing the technical feasibility and commercial viability of extracting the mineral resource from that area. Other than acquisition costs, exploration and evaluation expenditure incurred on licenses where the commercial viability of extracting the mineral resource has not yet been established is generally expensed when incurred. Once the commercial viability of extracting the mineral resource are demonstrable (at which point, the Group considers it probable that economic benefits will be realised), the Group capitalises any further evaluation costs incurred. These costs are classified as property plant and equipment. The recoverability of the exploration and evaluation assets is dependent on the successful development and commercial exploration, or alternatively, sale of the respective area of interest. Exploration and evaluation and development assets are assessed for impairment if: • insufficient data exists to determine commercial viability; or • other facts and circumstances suggest that the carrying amount exceeds the recoverable amount. An exploration and evaluation asset will be reclassified to mine properties when the technical feasibility and commercial viability of extracting a mineral resource are demonstrable and a decision has been made to develop and extract the resource. Exploration and evaluation assets shall be assessed for impairment, and any impairment loss shall be recognised, before reclassification to mine properties. No amortisation is charged during the exploration and evaluation phase. Rehabilitation provision The present value of the expected cost for the decommissioning, restoration and dismantling of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met. Refer to Provisions for further information about the recognised decommissioning provision. Plant and equipment Plant and equipment including mine development are stated at historical cost, less accumulated depreciation and accumulated impairment losses, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items and costs incurred in bringing the asset into use. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is de-recognised. All other repairs and maintenance costs are recognised in the income statement as incurred. An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised Depreciation The depreciation methods adopted by the Group are shown in table below: • Mine properties: units of ore extracted basis over the life of mine • Motor vehicles: straight line basis of 20% per annum • Equipment: straight line basis of 7% per annum • Leasehold improvements: straight line basis of 11% per annum 48 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 1.9 Capitalised borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in income in the period in which they are incurred. 1.10 Right of use assets At inception of a contract, the Company assesses if the contract contains or is a lease. If there is a lease present, a right-of-use asset and a corresponding lease liability is recognised by the company where the company is a lessee. However, all contracts that are classified as short-term leases (i.e. a lease with a remaining lease term of 12 months or less) and leases of low-value assets are recognised as an operating expense on a straight line basis over the term of the lease. Initially, the lease liability is measured at the present value of the lease payments still to be paid at commencement date. The lease payments are discounted at the interest rate implicit in the lease. If the rate cannot be readily determined, the company uses the incremental borrowing rate. Lease payments included in the measurement of the lease liability are as follows: • Fixed lease payments less any lease incentives; • Variable lease payments that depend on an index rate, initially measured using the index rate of rate at the commencement date; • The amount expected to be payable by the lessees under the residual value guarantees; • The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; • Lease payments under extension options, if the lessee is reasonably certain to exercise the options; and • Payments of penalties for terminating the lease, if the lease term reflects the exercise of an options. The right-of-use assets comprise the initial measurement of the corresponding lease liability as mentioned above, any to terminate the lease payments made at or before the commencement date, as well as any initial direct costs. The subsequent measurement of the right-of-use assets is at cost less accumulated depreciation and impairment losses. Right-of-use assets are depreciated over the lease term of useful life of the underlying asset, whichever is the shortest. Where a lease transfers ownership of the underlying asset of the cost of the right-of-use asset reflects that the company anticipates to exercise a purchase option, the specific asset is depreciated over the useful life of the underlying asset. 1.11 Foreign currencies Both the functional and presentational currency of Greatland Gold plc is sterling (£). Each group entity determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. The functional currency of the foreign subsidiary, Greatland Pty Ltd, is Australian Dollars (A$). Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the balance sheet date. All differences are taken to the income statement. On consolidation of a foreign operation, assets and liabilities are translated at the balance sheet rates, income and expenses are translated at rates ruling at the transaction date. Exchange differences on consolidation are taken to the income statement. 49 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 1.12 Other income During the year the Parent Company received a ‘Small Business Grant’ of £10,000 from Westminster City Council, London. In the previous year Greatland Pty Ltd received two ‘Cash Boost’ grants totalling A$100,000 (£55,438) from the state government of Western Australia. These grants were provided to support businesses during the COVID-19 pandemic. Government grants are recognised only when there is reasonable assurance that the Group will comply with the conditions attaching to the grant and that the grants will be received. Capital grants are recognised to match the related development expenditure and are deducted in arriving at the carrying value of the related assets. Any grants that are received in advance of recognition are deferred. During the year the Group received other income of A$611,050 (£336,356) in respect of chargeable costs for its Juri loan (2020: £nil). Previous years consisted of a grant from the state government of Western Australia. Government grants are accounted for on a receipts basis. 1.13 Finance income Finance income is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset. 1.14 Trade and other receivables Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for the expected future issue of credit notes and for non-recoverability due to credit risk. The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables and contract assets. To measure expected credit losses, trade receivables and contract assets have been grouped based on shared risk characteristics. No such credit loss has been recorded in these financial statements as any effect would be immaterial. 1.15 Financial instruments Financial assets and liabilities are recognized in the Group’s Statement of Financial Position when the Group becomes a party to the contracted provision of the instrument. The following policies for financial instruments have been applied in the preparation of the consolidated financial statements: The Group and Company’s financial assets which comprise loans and receivables and other debtors are measured at amortised cost. The classification depends on the business model for managing the financial assets and the contractual terms of the cash flows. Financial assets are classified as at amortised cost only if both of the following criteria are met: • • the asset is held within a business model whose objective is to collect contractual cash flows; and the contractual terms give rise to cash flows that are solely payments of principal and interest 1.16 Trade and other payables Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. 50 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 1.17 Provisions Employee benefits Provision for employee entitlements include leave entitlements. These are recognised when the Company has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Liabilities for wages and salaries, annual leave and any other employee benefits are measured at the amounts expected to be paid when the liabilities are settled. Amounts expected to settle within twelve months are recognised in ‘Current Provisions’ (for annual leave and salary at risk) and ‘Trade and Other Payables’ (for all other employee benefits) in respect of employees’ services up to the reporting date. Costs incurred in relation to non-accumulating sick leave are recognised when leave is taken and are measured at the rates paid or payable. The liability for long service leave and other long-term benefits is measured at the present value of the estimated future cash outflows resulting from employees’ services provided up to the reporting date. Rehabilitation, restoration and dismantling The Group recognises a provision for the estimate of the future costs of restoration activities on a discounted basis at the time of exploration or mining disturbance. The nature of these restoration activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities, closure of plant and waste sites, and restoration, reclamation and re-vegetation of affected areas. When the liability is initially recognised, the present value of the estimated costs is capitalised by increasing the carrying amount of the related assets to the extent that it was incurred by the development/construction of the asset. Over time, the discounted liability is increased for the change in the present value based on a discount rate that reflects current market assessments. Additional disturbances or changes in rehabilitation costs will be recognised as additions or changes to the corresponding asset and rehabilitation liability when incurred. The unwinding of the effect of discounting the provision is recorded as a finance cost in the statement of comprehensive income. The carrying amount capitalised as a part of mining assets is depreciated/amortised over the life of the related asset. Rehabilitation and restoration obligations arising from the Group’s exploration activities are recognised immediately in the income statement. If a change to the estimated provision results in an increase in the rehabilitation liability and therefore an addition to the carrying value of the related asset, the Group considers whether this is an indication of impairment of the asset. If the revised assets, net of rehabilitation provisions, exceed the recoverable amount, that portion of the increase to the provision is charged directly to the statement of comprehensive income. 1.18 Earnings per share Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element. Diluted earnings per share is calculated as net profit attributable to members of the parent, adjusted for: • • • costs of servicing equity (other than dividends) and preference share dividends; the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. 51 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 1.19 Change in accounting policy adjustment - Exploration and development expenditure During the year, a retrospective adjustment has been made to the carrying values to reflect a change in accounting policy of exploration and evaluation expenditure. The change in accounting policy was made to align to industry and peer companies. Previously costs associated with an exploration activity were capitalised if, in management’s opinion, the results from that activity led to a material increase in the market value of the exploration asset which was determined by management to be following the economic feasibility stage. The new policy is as follows: Exploration, evaluation and development assets includes pre-licence costs, costs associated with exploring, investigating, examining and evaluating an area of mineralisation, and assessing the technical feasibility and commercial viability of extracting the mineral resource from that area. Other than acquisition costs, exploration and evaluation expenditure incurred on licenses where the commercial viability of extracting the mineral resource has not yet been established is generally expensed when incurred. Once the commercial viability of extracting the mineral resource are demonstrable (at which point, the Group considers it probable that economic benefits will be realised), the Group capitalises any further evaluation costs incurred. This probability is assessed through a pre-feasbility study or similar. The recoverability of the exploration and evaluation assets is dependent on the successful development and commercial exploration, or alternatively, sale of the respective area of interest. Exploration, evaluation and development assets are assessed for impairment if: • insufficient data exists to determine commercial viability; or • other facts and circumstances suggest that the carrying amount exceeds the recoverable amount. An exploration and evaluation asset will be reclassified to mine properties when the technical feasibility and commercial viability of extracting a mineral resource are demonstrable and a decision has been made to develop and extract the resource. Exploration and evaluation assets shall be assessed for impairment, and any impairment loss shall be recognised before reclassification to mine properties. No amortisation is charged during the exploration and evaluation phase. Impairment reviews are carried out regularly by the Directors of the Company. Where a project is abandoned or is considered not to be of commercial value to the Company, the related costs are written off or provisions are made. The change in accounting policy affected the following items in the balance sheet at 1 July 2020: • Intangible assets – decrease by £1,989,363 (1 July 2019: £2,016,783) • Retained earnings – decrease by £1,989,363 (1 July 2019: £2,016,783) There was no impact to the statement of comprehensive income as a result of the change in accounting policy, given there were no additions to Intangible Assets in 2020. As a result, there was no change to the earnings per share calculation. 52 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 1.20 Share based payments The fair value of options granted to directors and others in respect of services provided is recognised as an expense in the profit and loss account with a corresponding increase in equity reserves – the share based payment reserve. On exercise or cancellation of share options, the proportion of the share based payment reserve relevant to those options is transferred to the profit and loss account reserve. On exercise, equity is also increased by the amount of the proceeds received. The fair value is measured at grant date and the charge is spread over the relevant vesting period. The fair value of options is calculated using the Black-Scholes model taking into account the terms and conditions upon which the options were granted. Vesting conditions are non-market and there are no market vesting conditions. The exercise price is fixed at the date of grant and no compensation is due at the date of grant. 1.21 Interest in joint operations A joint operation is a joint arrangement whereby the parties of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. When the Group undertakes its activities under joint operations, the Group as a joint operator recognises in relation to its interest in a joint operation: • • • • • Its assets, including its share of any assets held jointly Its liabilities, including its share of any liabilities incurred jointly Its revenue from the sale of its share of the output arising from the joint operation Its share of the revenue from the sale of the output by the joint operation Its expenses, including its share of any expenses incurred jointly. The Havieron Project is operated under a Joint Venture Agreement between Greatland Gold and Newcrest Mining Limited (Newcrest) entered into on 30 November 2020. The agreement provides a formal framework for the arrangements between the two parties beyond the existing Farm-in Agreement, and facilitate the expansion of exploration activities at Havieron and the acceleration of early works, including the construction of a box-cut and decline. As at 30 June 2021, Newcrest has now met the Stage 3 expenditure requirement (US$45 million) resulting in an overall joint venture interest of 60% (Greatland Gold 40%). Newcrest can earn up to a 70% joint venture interest through total expenditure of US$65 million and the completion of a series of exploration and development milestones (including the delivery of a Pre-Feasibility Study) in a four-stage farm-in over a six year period that commenced in May 2019. The Joint Venture arrangement governs the joint venture ownership and operations of the Havieron project in the area covered by Mining Lease 45/1287 which includes the Havieron gold- copper deposit. The Joint Venture Agreement includes tolling principles reflecting the intention of the parties that, subject to a successful exploration program, Feasibility Study and a positive decision to mine, the resulting joint venture mineralised material will be processed at Newcrest's Telfer Gold Mine ("Telfer"), which sits approximately 45km to the west of Havieron. 53 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 2 Segmental reporting The Group’s prime business segment is mining development and exploration of precious and base metals. The Group operates within two geographical segments, the United Kingdom and Australia. The UK sector consists of the parent company which provides administrative and management services to the subsidiary undertaking based in Australia. The aggregation of these two segments into a single United Kingdom business unit reflects the way information is presented to the Chief Operating Decision Maker, who is the Group’s Chief Executive Officer. The following tables present revenue and loss information and certain asset and liability information by geographical segments: Year ended 30 June 2021 Revenue Total segment revenue Total consolidated revenue Result Segment results Loss before tax and finance income/costs Interest receivable Interest payable Other income Loss before taxation Taxation expense Loss after taxation As at 30 June 2021 Assets and liabilities Segment assets Total assets Segment liabilities Total liabilities Other segment information: Capital expenditure Depreciation Amortisation Impairment UK £ - - (1,113,949) (1,113,949) 20 (6,100) 10,000 Australia £ - - Total £ - - (4,754,911) (5,868,860) (4,754,911) (5,868,860) 962 (11,315) 355,645 982 (17,415) 365,645 (1,110,029) (4,409,619) (5,519,648) - - - (1,110,029) (4,409,619) (5,519,648) UK £ 5,359,105 5,359,105 (426,530) (426,530) - - 25,133 - 54 Australia £ Total £ 18,639,255 23,998,360 18,639,255 23,998,360 (19,416,936) (19,843,466) (19,416,936) (19,843,466) 17,270,525 17,270,525 175,884 39,813 - 175,884 64,946 - Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 2 Segmental reporting, continued Year ended 30 June 2020 Revenue Total segment revenue Total consolidated revenue Result Segment results UK £ - - Australia Total £ - - £ - - (1,061,048) (4,135,314) (5,196,362) Loss before tax and finance costs (1,061,048) (4,135,314) (5,196,362) Interest receivable Interest payable Other income Loss before taxation Taxation expense Loss after taxation As at 30 June 2020 Assets and liabilities (restated) Segment assets Total assets Segment liabilities Total liabilities Other segment information Capital expenditure Depreciation Amortisation Impairment 3 Net finance costs Finance income Finance costs 275 6,229 - 1,888 (12,463) 55,438 2,163 (6,234) 55,438 (1,054,544) (4,090,451) (5,144,995) - - - (1,054,544) (4,090,451) (5,144,995) UK £ Australia £ Total £ 4,374,330 2,274,168 6,648,498 4,374,330 2,274,168 6,648,498 (229,983) (1,093,494) (1,323,477) (229,983) (1,093,494) (1,323,477) - - 25,133 - 85,984 67,396 40,097 38,376 85,984 67,396 65,230 38,376 2021 £ 982 (17,415) (16,433) 2020 £ 17,663 (21,734) (4,071) 55 Notes to financial statements for the year ended 30 June 2021, continued 4 Expenses by Nature Loss on ordinary activities before taxation is stated after charging: Auditors’ remuneration – audit Depreciation Amortisation Impairment charge Directors’ emoluments Greatland Gold plc Company number: 5625107 2021 £ 40,600 175,884 64,946 - 2020 £ 17,000 67,396 65,230 38,376 1,368,925 1,089,226 Services provided by the Company’s auditor and its associates During the period, the Group (including overseas subsidiaries) obtained the following services from the Company’s auditors and its associates: Fees payable to the Company’s auditor and its associates for the audit of the Company and Group Financial Statements 2021 £ 40,600 2020 £ 17,000 Auditors’ remuneration for audit services above excludes AU$11,750 (2020: AU$9,950) charged by Charles Foti Business Services (Australia) relating to the audit of the subsidiary company. 5 Taxation Analysis of charge in year Deferred tax Current tax Tax on profit on ordinary activities Factors affecting tax charge for year 2021 2020 £ - - - £ - - - The tax assessed on the loss on ordinary activities for the period differs from the standard rate of corporation tax in the UK of 19% (2020: 19%) and Australia of 26%. The differences are explained below: 2021 £ 2020 £ Loss on ordinary activities before tax (5,519,648) (5,144,995) Loss multiplied by weighted average applicable rate of tax (1,241,921) (1,196,211) Effects of: Expenses not deductible for tax: Share option charge 5,775 35,920 Tax losses on which no deferred tax asset is recognised 1,236,146 1,160,291 Income tax expense - - 56 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 5 Taxation, continued The weighted average applicable tax rate of 22.50% (2020: 23.25%) used is a combination of the standard rate of corporation tax rate for entities in the United Kingdom of 19% (2020: 19%), and 26.0% (2020: 27.5%) in Australia. No deferred tax asset has been recognised because there is insufficient evidence of the timing of suitable future profits against which they can be recovered. Losses carried forward: Brought forward losses 30 June 2020 Currency exchange movements Prior year adjustment Current year losses Losses carried forward 30 June 2021 6 Employee information Employee costs comprised: Wages and salaries Bonus Pension/superannuation Share option charge Exploration Administration 17,073,458 12,072,653 (221,029) 1,989,363 - - 5,519,648 5,000,805 24,361,440 17,073,458 2021 £ 1,696,082 338,068 169,723 25,668 2020 £ 949,721 611,854 147,345 154,492 2,229,541 1,863,412 Number 15 2 Number 6 2 Of the total employee costs in the year, £772,804 (2020: £669,759) arises from work on the Exploration Properties and has been expensed to the statement of comprehensive income as exploration costs. Refer to Note 8 for details of the Directors’ emoluments. 7 Dividends No dividends were paid or proposed by the Directors. (2020: £Nil) 57 Notes to financial statements for the year ended 30 June 2021, continued 8 Directors’ emoluments Directors’ remuneration Share option charge Greatland Gold plc Company number: 5625107 2021 £ 2020 £ 1,348,676 997,511 20,249 91,715 1,368,925 1,089,226 2021 Executive directors Callum Baxter Gervaise Heddle (resigned 12 March 2021) Shaun Day (appointed 15 December 2020) Non-executive directors Alex Borrelli Clive Latcham Director s’ salary Pension Bonus Share Based Payments Total £ £ £ £ £ 320,721 348,790 40,020 29,194 100,540 - 3,901 3,901 465,182 381,885 191,760 28,031 103,305 11,797 334,893 52,500 40,000 1,315 - 52,500 40,000 - 650 106,315 80,650 953,771 98,560 296,345 20,249 1,368,925 Of the total Directors’ emoluments disclosed above in the statement of comprehensive income, 75% (or £348,887) for Callum Baxter and 25% (or £259,968) for Gervaise Heddle and Shaun Day has been allocated to exploration costs in the statement of comprehensive income for the year. Directors’ remuneration and bonus relates to short term employee benefits. Pension / superannuation payments relate to long term employee benefits. Share based payments reflect the Black Scholes value of share options granted during the year. See Note 20.Also, see Note 25 for related party transactions. 2020 Executive directors Callum Baxter Gervaise Heddle Non-executive directors Alex Borrelli Clive Latcham Directors’ salary Pension Bonus Share Based Payments Total £ £ £ £ £ 185,024 185,024 44,278 44,278 205,121 205,121 30,015 30,015 464,438 464,438 43,750 33,750 1,165 - 25,000 25,000 3,159 28,526 73,074 87,276 447,548 89,721 460,242 91,715 1,089,226 Of the total Directors’ emoluments disclosed above in the statement of comprehensive income, 75% (or £348,329) for Callum Baxter and 25% (or £116,110) for Gervaise Heddle has been allocated to exploration costs in the statement of comprehensive income for the year. Directors’ remuneration and bonus relates to short term employee benefits. Pension / superannuation payments relate to long term employee benefits. 58 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 8 Directors’ emoluments, continued The aggregate gains made on the exercise of options during the year was £4,827,500 (2020: £5,357,450) Share based payments reflect the Black Scholes value of share options granted during the year. See Note 20. Also, see Note 25 for related party transactions. 9 Earnings per share The basic earnings per share is derived by dividing the loss / profit for the period attributable to ordinary shareholders by the weighted average number of shares in issue. Loss for the period 2021 £ 2020 £ (5,519,648) (5,144,995) Weighted average number of Ordinary shares of £0.001 in issue 3,872,578,735 3,593,407,809 Loss per share – basic (0.14) pence (0.14) pence An inclusion of the potential Ordinary shares would result in a decrease in the loss per share, they are considered to be anti-dilutive; as such, a diluted earnings per share is not included. If the 103,250,000 outstanding options at 30 June 2021 (2020: 204,500,000) were included to calculate the diluted loss per share. Weighted average number of Ordinary shares of £0.001 in issue inclusive of outstanding options 3,975,828,735 3,797,907,809 Loss per share - diluted (0.14) pence (0.14) pence 59 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 10 Tangible fixed assets – Group Cost At 30 June 2020 Disposals Additions Foreign exchange rate fluctuations At 30 June 2021 Depreciation At 30 June 2020 Disposals Charge Motor vehicle £ 117,546 (32,837) 49,050 (2,858) 130,901 Equipment £ 120,451 - 129,853 (2,929) 247,375 44,955 67,294 (19,160) 28,660 - 147,068 Leasehold Improvements £ Total £ 6,320 244,317 - - (32,837) 178,903 (153) (5,940) 6,167 384,443 7 - 112,256 (19,160) 156 175,884 Foreign exchange rate fluctuations (1,446) (3,445) (2) (4,893) At 30 June 2021 Net book value At 30 June 2021 At 30 June 2020 Cost At 30 June 2019 Disposals Additions Foreign exchange rate fluctuations At 30 June 2020 Depreciation At 30 June 2019 Disposals Charge 53,009 210,917 161 264,087 77,892 72,591 36,458 53,157 6,006 120,356 6,313 132,061 Motor vehicle £ 33,310 - 83,892 344 Equipment £ 113,863 - 5,411 1,177 Leasehold Improvements £ - - Total £ 147,173 - 6,320 95,623 - 1,521 117,546 120,451 6,320 244,317 5,126 38,933 - - 39,573 27,816 - - 7 - 44,059 - 67,396 801 Foreign exchange rate fluctuations 256 545 At 30 June 2020 Net book value At 30 June 2020 At 30 June 2019 44,955 67,294 7 112,256 72,591 28,184 53,157 74,930 6,313 132,061 - 103,114 60 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 11 Mine development At 30 June 2020 Transferred from exploration properties At 30 June 2021 2021 £ - 17,091,622 17,091,622 Mine development reflects the Havieron asset operated by Newcrest under a Joint Venture Agreement with Greatland Pty Ltd. Newcrest has met the Stage 4 expenditure requirement to incur expenditure of US$65m and deliver a Pre-Feasibility Study to earn an additional 10% joint venture interest, resulting in the Group holding a 30% interest in the joint venture. Refer to note 1.2 in regards to significant estimates in relation to mine development. 12 Intangible non-current assets – Group Exploration properties At 30 June 2020 Impairment Foreign exchange rate fluctuations Change in accounting policy adjustment Havieron: capitalised borrowing costs Havieron: rehabilitation provision Havieron: evaluation and exploration costs Transferred to mine development At 30 June 2021 Impairment At 30 June 2020 Change in accounting policy adjustment Foreign exchange rate fluctuations At 30 June 2021 Net book amount At 30 June 2021 At 30 June 2020 2021 £ - - - - 264,436 3,813,372 13,013,814 (17,091,622) - - - - - - 2020 £ - - - 2020 £ 2,647,577 (38,376) 10,956 (2,620,157) - - - - - (630,794) 630,794 - - - - 61 Notes to financial statements for the year ended 30 June 2021, continued 13 Right of use asset Properties At 30 June 2020 Greatland Gold plc Company number: 5625107 Group Company 2021 2020 £ £ 2021 £ 2020 £ 414,616 479,846 75,399 100,532 Amortisation charge current year (64,946) (65,230) (25,133) (25,133) Exchange rate movements At 30 June 2021 (7,758) - - - 341,912 414,616 50,266 75,399 Greatland Pty Ltd’s lease of 5 years for office premises expires on 30 November 2023. The subsidiary Company has the option to extend the lease for a further 5 year term, expiring on 30 November 2028. Greatland Gold plc’s initial lease of 24 months for office premises expired on 30 November 2020. The parent Company has extended the lease for a further 24 month terms, expiring on 30 November 2022. 14 Investments in subsidiary – Company Cost At 30 June 2020 Impairment of investment At 30 June 2021 Net book amount At 30 June 2021 At 30 June 2020 £ 50,000 - 50,000 50,000 50,000 The parent company of the Group holds more than 20% of the share capital of the following company: Company Country of registration Class Proportion held Nature of business Greatland Pty Ltd Australia Common 100% Mining development and exploration of precious and base metals The registered address of Greatland Pty Ltd is Unit B9, 431 Roberts Road, Subiaco, WA, 6008 62 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 15 Trade and other receivables Group Company Current trade and other receivables: Other debtors Loans due from subsidiary 2021 £ 2020 £ 2021 £ 2020 £ 78,198 23,865 - - - - 13,846,748 11,346,748 Total current trade and other receivables 78,198 23,865 13,846,748 11,346,748 The loan due from subsidiary was interest free throughout the period and has no fixed repayment date. No provision £nil (2020: £nil) has been made against this loan. Details in regards to significant accounting judgments, estimates and assumptions associated with the recoverability of the loan due from subsidiary are described in note 1.2. 16 Provisions Non-current provisions Rehabilitation provision Total non-current provisions Movement in rehabilitation provision Opening balance Arising during the year Closing balance Group Company 2021 £ 2020 £ 2021 £ 2020 £ 3,813,372 3,813,372 - - - - - - Group Company 2021 £ - 3,813,372 3,813,372 2020 £ 2021 £ 2020 £ - - - - - - - - - Details in regards to significant accounting judgments, estimates and assumptions associated with the rehabilitation provision are described in note 1.2. 63 Notes to financial statements for the year ended 30 June 2021, continued 17 Borrowings Amount owed to third parties Total borrowings Opening balance Drawings during the year Accrued interest during the year Total outstanding Greatland Gold plc Company number: 5625107 Group Company 2021 £ 2020 £ 2021 £ 2020 £ 12,189,790 12,189,790 - 11,925,354 264,436 12,189,790 - - - - - - - - - - - - - - - - - - The amount owing to third parties relates to amounts owing to Newcrest Operations Limited under a loan agreement dated 29 November 2020 in respect of the Havieron Joint Venture (“Havieron”) In relation to the Havieron Joint Venture, the loan has 2 parts being Facility A and Facility B with values of US$20 million and US$30 million respectively. Facility B will come into effect on the date on which the Stage 4 commitment is satisfied by the lender. Interest is calculated on the LIBOR rate plus a margin of 8% pa. Interest is calculated every 90 days. The loan balance as at 30 June 2021 in relation to Havieron is £12,189,790 (AU$22,420,891). 18 Payables and other liabilities Group Company Current payables and other liabilities: Trade creditors Accruals Salaries and social security Other creditors Employee benefits Lease liability 2021 £ 2020 £ 2021 £ 3,136,688 668,514 169,293 41,175 113,265 64,830 102,607 54,947 64,481 29,700 - 114,015 56,049 41,175 113,265 64,830 461 24,107 Total current payables and other liabilities 3,513,512 932,759 413,131 Non-current payables and other liabilities: Employee benefits Lease liability Total non-current payables and other liabilities: 33,341 293,452 326,793 34,592 356,126 390,718 - 13,399 13,399 2020 £ 73,344 64,481 29,700 - 511 24,440 192,476 - 37,506 37,506 Total payables and other liabilities 3,840,305 1,323,477 426,530 229,982 Current employee benefits relate to annual leave and non-current benefits relates to long service leave. Lease payments payable: Current (< 1 year) 2-5 years > 5 years Group 2021 £ 54,947 219,278 74,174 348,399 Group Company 2021 £ 2020 £ Company 2020 £ 56,049 234,429 121,697 412,175 24,107 13,399 - 37,506 24,440 37,506 - 61,946 64 Notes to financial statements for the year ended 30 June 2021, continued 19 Share capital Greatland Gold plc Company number: 5625107 Called up, allotted, issued and fully paid As at 30 June 2020, Ordinary shares of £0.001 each Issued during the year On 02 July 2020, at a price of £0.014, for cash On 24 July 2020, at a price of £0.02, for cash On 29 July 2020, at a price of £0.025, for cash On 04 August 2020, at a price of £0.025, for cash On 01 September 2020, at a price of £0.025, for cash On 25 September 2020, at a price of £0.02, for cash On 25 September 2020, at a price of £0.007, for cash On 28 September 2020, at a price of £0.025, for cash On 28 September 2020, at a price of £0.03, for cash On 29 September 2020, at a price of £0.025, for cash On 29 September 2020, at a price of £0.03, for cash On 01 October 2020, at a price of £0.025, for cash On 02 November 2020, at a price of £0.025, for cash On 31 December 2020, at a price of £0.025, for cash On 28 January 2021, at a price of £0.025, for cash On 28 January 2021, at a price of £0.03, for cash On 28 January 2021, at a price of £0.007, for cash On 01 February 2021, at a price of £0.025, for cash On 01 March 2021, at a price of £0.025, for cash On 01 April 2021, at a price of £0.025, for cash On 06 April 2021, at a price of £0.025, for cash On 06 April 2021, at a price of £0.03, for cash On 06 May 2021, at a price of £0.02, for cash On 03 June 2021, at a price of £0.02, for cash On 30 June 2021, at a price of £0.025, for cash As at 30 June 2021, Ordinary shares of £0.001p each Number 3,760,206,631 Share issue cost (218,878) £ 3,760,207 14,000,000 5,000,000 1,250,000 1,591,893 11,891,892 6,000,000 2,500,000 13,000,000 5,000,000 3,000,000 3,000,000 32,816,214 13,763,512 5,645,404 5,000,000 5,000,000 2,500,000 6,996,487 2,351,351 5,216,218 9,000,000 9,000,000 9,000,000 14,000,000 540,541 3,947,270,143 - - - - - - - - - - - - - - - - - - - - - - - - - (218,878) 14,000 5,000 1,250 1,592 11,892 6,000 2,500 13,000 5,000 3,000 3,000 32,816 13,764 5,645 5,000 5,000 2,500 6,996 2,351 5,216 9,000 9,000 9,000 14,000 541 3,947,270 Total share options in issue As at 30 June 2021 there were 103,250,000 unexercised options over Ordinary shares; 25 million exercisable at 0.2 pence per share in issue, 14 million exercisable at 0.28 pence per share in issue, 7.5 million exercisable at 0.7 pence per share in issue, 5.5 million exercisable at 1.4 pence per share in issue, 5.5 million exercisable at 2 pence per share in issue, 25.75 million exercisable at 2.5 pence per share in issue, 15 million exercisable at 3.0 pence per share in issue and 5 million exercisable at 25 pence per share in issue. (2020: 204.5 million). Total warrants in issue As at 30 June 2021 there were 17,027,028 million unexercised investor warrants over Ordinary shares at 2.5 pence outstanding. Since the year end all remaining warrants over Ordinary shares at 2.5 pence were exercised. No expense was recorded in the year in respect of these warrants. 65 Greatland Gold plc Company number: 5625107 Notes to financial statements for the year ended 30 June 2021, continued 20 Share based payments The Company grants share options to employees as part of the remuneration of key management personnel and directors to enable them to purchase ordinary shares in the Company. Under the plan, 5 million options were granted for no cash consideration for a period of five years expiring on 04 May 2026. The share options outstanding at 30 June 2021 had a weighted average remaining contractual life of 1.6 years (2020: 2.4 years). Maximum term of new options granted was 5 years from the grant date. The weighted average exercise price of share options as at the date of exercise is £0.0177 (2020: £0.0073). The share options outstanding at 30 June 2021 had a range of exercise prices between £0.0020 and £0.2500. Granted during the period Unexercised at 30 June 2020 Share options exercised Unexercised at 30 June 2021 Exercise price (pence) Date from which exercisable Expiry date C Baxter C Baxter C Baxter C Baxter A Borrelli A Borrelli A Borrelli A Borrelli A Borrelli G Heddle G Heddle G Heddle G Cryan G Cryan G Cryan G Cryan G Cryan B Wasse B Wasse B Wasse C Latcham C Latcham C Latcham M Sawyer M Sawyer M Sawyer T Harris T Harris J Janik J Janik S Day - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 14,000,000 0.28p 18 Jan 2017 18 Jul 2022 14,000,000 (14,000,000) 14,000,000 (14,000,000) - - 9,000,000 9,000,000 25,000,000 14,000,000 7,500,000 2,500,000 2,500,000 - - - - - - - 9,000,000 9,000,000 25,000,000 7,500,000 2,500,000 2,500,000 14,000,000 (14,000,000) 9,000,000 (9,000,000) 9,000,000 (9,000,000) 5,000,000 (5,000,000) - - - - 3,000,000 3,000,000 1,500,000 1,500,000 - - - - 3,000,000 3,000,000 1,500,000 1,500,000 6,000,000 (6,000,000) 3,000,000 (3,000,000) 3,000,000 (3,000,000) - - - 10,000,000 (1,250,000) 8,750,000 1,500,000 1,500,000 - - 1,500,000 1,500,000 10,000,000 (2,000,000) 8,000,000 3,000,000 (3,000,000) 3,000,000 (3,000,000) 5,000,000 (5,000,000) 5,000,000 (5,000,000) 5,000,000 (5,000,000) 5,000,000 (5,000,000) - - - - - - 1.4p 2.0p 2.5p 3.0p 0.2p 07 Sep 2019 06 Sep 2022 07 Sep 2019 06 Sep 2022 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 20 Apr 2016 20 Apr 2021 0.7p 1.4p 2.0p 2.0p 2.5p 3.0p 0.7p 1.4p 2.0p 2.5p 3.0p 2.0p 2.5p 3.0p 2.5p 2.5p 3.0p 2.5p 2.5p 3.0p 2.5p 3.0p 2.5p 3.0p 18 Aug 2017 16 Feb 2021 07 Sep 2019 06 Sep 2022 07 Sep 2019 06 Sep 2022 07 Sep 2019 06 Sep 2022 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 18 Aug 2017 16 Feb 2021 07 Sep 2019 06 Sep 2022 07 Sep 2019 06 Sep 2022 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 07 Sep 2019 06 Sep 2022 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 21 Mar 2020 20 Mar 2023 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 21 Mar 2020 20 Mar 2023 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 26 Sep 2020 25 Sep 2023 08 Jan 2021 07 Jan 2024 08 Jan 2021 07 Jan 2024 5,000,000 - - 5,000,000 25.0p 05 May 2024 04 May 2026 5,000,000 204,500,000 (106,250,000) 103,250,000 66 Greatland Gold plc Company number: 5625107 Notes to the financial statements for the year ended 30 June 2021, continued 20 Share based payments, continued The fair value of the 5 million options granted on 05 May 2021 using an adjusted Black-Scholes method and assumptions were as follows: Options issued Grant date Fair value at measurement date Share price at grant date Exercise price Expected volatility Vesting period: 3 years after grant Option life Expected dividends Risk free interest rate Discount 5 million share options 05 May 2021 0.764 pence 20.1 pence 25 pence 51% 05 May 2024 60 months 0.00% 0.50% 40% Fair value of options granted £229,420 The fair value of these share options expensed during the year was £11,794, being the value of the options attributable to the vesting period to 30 June 2021 (2020: £154,492). £76,473, £76,473 and £64,680 will be expensed in the following years, being the value of these options attributable to the end of their vesting dates. £221,028 in respect of the exercised share options was transferred to reserves (2020: £116,945). The volatility is set by reference to the historic volatility of the share price of the Company. 21 Cash and cash equivalents – Group Cash at bank and in hand Total cash and cash equivalents 30 June 2021 £ Currency adjustments £ Net Cash flow £ 30 June 2020 £ 6,212,057 6,212,057 (42,915) 232,227 6,022,745 (42,915) 232,227 6,022,745 Cash and cash equivalents – Company Cash at bank and in hand Total cash and cash equivalents 30 June 2021 £ 5,168,498 5,168,498 Currency adjustments £ - Net Cash flow £ 910,578 30 June 2020 £ 4,257,920 - 910,578 4,257,920 Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates. 67 Greatland Gold plc Company number: 5625107 Notes to the financial statements for the year ended 30 June 2021, continued 22 Commitments As at 30 June 2021, the Company had entered into the following commitment: Exploration commitments Ongoing exploration expenditure is required to maintain title to the Group mineral exploration permits. No provision has been made in the financial statements for these amounts as the expenditure is expected to be fulfilled in the normal course of the operations of the Group. Tenement rental and expenditure commitments The Company is required to maintain current rights of tenure to tenements, which require outlays of expenditure. A tenement will be liable to forfeiture if the expenditure conditions, specified within the terms of the grant, are not complied with. The Company has a 100% share of the tenement rental and expenditure commitments of: Lease payments payable: Current (< 1 year) 2-5 years > 5 years Group 2021 £ Group Company 2021 £ 2020 £ Company 2020 £ 314,519 527,370 805,734 1,647,623 406,673 505,079 - 911,752 - - - - - - - - 23 Significant agreements and transactions On 29 November 2020, Greatland signed a series of agreements in relation to the Havieron project variously between Newcrest Operations Limited ("Newcrest"), Greatland Gold plc ("Greatland") and Greatland Pty Ltd ("GPL") including a Joint Venture and Loan Agreement for the Havieron project and Joint Venture Agreement for the Black Hills and Paterson Range East licences. There were no other significant agreements and transactions to report other than those reported in Note 24. 68 Greatland Gold plc Company number: 5625107 Notes to the financial statements for the year ended 30 June 2021, continued 24 Events after the reporting period Post-Balance Sheet Capital Raises and issue of options On 1 July 2021 the Company announced that during June 2021, it had issued 540,541 new ordinary shares of 0.1p each from its block listing authority of 10 February 2020 for a total consideration of £13,514. On 29 July 2021 the Company received a binding option exercise notice from Clive Latcham for 250,000 options at 3.0 pence per share for a total consideration of £7,500. On 2 August 2021 the Company announced that during July 2021, it had issued 6,216,216 new ordinary shares of 0.1p each from its block listing authority of 10 February 2020 for a total consideration of £155,405. On 1 September 2021 the Company announced that during August 2021, it had issued 10,810,812 new ordinary shares of 0.1p each from its block listing authority of 10 February 2020 for a total consideration of £270,270. Corporate On 8 July 2021, the Company announced the appointment of Christopher Toon as Chief Financial Officer of the Company, in a non-Board role, with effect from 12 July 2021 On 20 July 2021, the Company announced the release of a new corporate presentation. On 11th August 2021, the Company announced the appointment of Otto Richter as Group Mining Engineer with effect from 16 August 2021 On 25 August 2021 the Company announced the appointment of Paul Hallam as a Non-Executive Director and the stepping down of Callum Baxter in his full time role as Chief Technical Officer and Executive Director on 31 August 2021. The Company also announced the establishment of a Technical Advisory Committee. On 16 September 2021, the Company announced it had entered into an agreement with Province resources Limited to acquire the 100% owned Pascalle tenement, the 100% owned Taunton tenement and two tenement applications for exploration licences in the Paterson Province of Western Australia for a consideration of cash and shares. On 7 October 2021, the Company announced the planned release of the pre-feasibility study results at the Havieron gold-copper deposit in the Paterson region of Western Australia on 12 October 2021 On 12 October 2021, the Company announced the release of a Pre-Feasibility Study on the South-East Crescent of Havieron On 12 October 2021, the Company announced the release of a new corporate presentation On 18 October 2021, the Company announced it has been awarded winner of the 2021 Commodity Discovery Fund award for its Havieron discovery On 19 October 2021, the Company announced it and its joint venture partner Newcrest Mining Limited had advanced to Stage 2 of the Juri Joint Venture 25 Related party transactions Remuneration of key management personnel The remuneration of the directors, and other key management personnel of the Group, is set out below in aggregate for each of the categories specified in IAS24 Related Party Disclosures. See note 8 for further information. Short-term employee benefits Share based payments 2021 £ 1,348,676 20,249 1,368,925 2020 £ 1,708,920 154,492 1,863,412 69 Notes to the financial statements for the year ended 30 June 2021, continued 26 Financial instruments – Group The Group uses financial instruments comprising cash, liquid resources and debtors/creditors that arise from its operations. Greatland Gold plc Company number: 5625107 Group 2021 £ Group Company Company 2020 £ 2020 £ 2021 £ Financial assets at amortised cost Trade and other receivables Cash and cash equivalents Financial liabilities Trade and other payables (at amortised cost) Lease liabilities (current and non-current) Provisions Borrowings 78,198 6,212,057 6,290,255 23,865 6,022,745 6,060,810 - 5,168,498 5,168,498 - 4,257,920 4,257,920 3,491,906 348,399 3,813,372 12,189,790 19,843,467 911,301 412,175 - - 1,323,476 389,024 37,506 - - 426,530 168,036 61,946 - - 229,982 The Group’s exposure to currency and liquidity risk is not considered significant. The Group’s cash balances are held in Pound Sterling and in Australian dollars, the latter being the currency in which the significant operating expenses are incurred. To date the Group has relied upon equity funding to finance operations. The Directors are confident that adequate cash resources exist to finance operations to commercial exploitation, but controls over expenditure are carefully managed. The net fair value of financial assets and liabilities approximates the carrying values disclosed in the financial statements. The currency of the financial assets is as follows: Cash and short term deposits 30 June 2021 30 June 2020 Sterling Australian Dollars At 30 June 2021 The financial assets comprise interest earning bank deposits. 27 Contingent liabilities Acquisition of Havieron Project £ 5,168,498 1,043,559 6,212,057 £ 4,257,920 1,764,825 6,022,745 Under the terms of the agreement for the acquisition of the Havieron Gold Project an initial payment of A$25,000 in cash and 65,490,000 ordinary shares of 0.1 pence each in the Company were made. However, a second payment of 145,530,000 ordinary shares of 0.1 pence each will be made upon a “Decision to Mine”. 28 Ultimate Controlling Party There is considered to be no ultimate controlling entity. 70 

Continue reading text version or see original annual report in PDF format above