ANNUAL REPORT
2019
Inca Minerals Ltd
ACN 128 512 907
CAN
aa
CORPORATE PARTICULARS
1
Directors
Mr Ross Brown
Managing Director
Mr Gareth Lloyd
Director
Dr Jonathan West
Director
Registered Office
Suite 1, 16 Nicholson Road
Subiaco WA 6008
Share Registry
Advanced Share Registry
110 Stirling Highway
Nedlands WA 6009
Corporate Office
Suite 1, 16 Nicholson Road Auditor
Subiaco WA 6008
Stantons International
Level 2, 1 Walker Avenue
West Perth WA 6005
Company Secretary Mailing Address
Mr Mal Smartt
P.O. Box 38
West Perth WA 6872
1
Table of Contents
Managing Director’s Summary
Corporate Governance Statement
Managing Director’s Annual Review
Directors’ Report
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Auditor’s Independence Declaration
Independent Auditor’s Report
Shareholder Information
List of Tenements
2
3
4
10
11
21
22
23
24
25
51
52
53
57
59
2
Managing Director’s Summary
3
Welcome to Inca’s Annual Report (Report) for the year ended 30 June 2019. You will find our Annual Financial
Report, Directors’ Report, Directors’ Declaration, the Independent Auditor’s Report, Corporate Governance
Statement, various shareholder information and our tenement schedule. I have provided this summary so that you
may quickly understand the past year’s exploration activities, our results, our corporate well-being and perhaps
more importantly, the Company’s short, medium and long-term strategies.
In the past twelve months the Company has executed a Share Subscription and Earn-in Agreement (Agreement)
with South32 at our flagship Riqueza Project in Peru. The emphasis of exploration (what Inca/South32 is looking
for) has shifted from small-medium sized silver-lead-zinc deposits to large-scale copper-zinc porphyry deposits.
With an exploration “stand-still” prior to the execution of the Agreement, subsequent South32-funded exploration
has focused on generating drill targets. As 2019-2020 opens, this work is still ongoing but with many quality targets
already identified.
Closer to home, in the year ended 30 June 2019, Inca has acquired three
new exciting projects in Queensland and the Northern Territory. These
include the Frewena Fable IOCG Project (Frewena), the Lorna May IOCG
Project (Lorna May) and the MaCauley Creek Gold-Copper Porphyry
Project (MaCauley Creek). These were acquired because they are highly
prospective for large-scale mineral deposits. Large-scale means greater
than 200 million tonnes, which we call Tier-1. Frewena and Lorna May are
is: IOCGs.
prospective for Olympic Dam style mineralisation, that
MaCauley Creek is prospective for Cadia Ridgeway style mineralisation,
that is: porphyries. Whilst work hasn’t begun at the former two, recent
work at MaCauley Creek has confirmed multiple occurrences of strongly
mineralised granite. A very good sign.
Searching “outside the box”, we have applied for ground in East Timor.
With early-mover advantage we have acquired several known occurrences
of mineralisation. The Ossu Project, for example, hosts 10g/t gold and
multiple ounce silver in outcrop. We have also acquired a vanadium
project in a vanadium precinct of central Queensland.
These developments herald our short-term, medium-term and long-term
strategies. The short-term strategy is to acquire projects that attract
partnerships with major mining houses. This is to access large exploration
budgets (whilst preserving our cash) and exploration know-how. This strategy is fully in play. The medium-term
strategy is to sustain exploration in the pursuit of a Tier-1 deposits through joint project evaluation, acquisition and
turn-over, maintaining high levels of news flow and upward share price pressure. The long-term strategy is to
achieve significant free-carry positions in several economic deposits shared with the world’s leading mining houses.
Ross Brown
Managing Director
3
Corporate Governance Statement
4
The Board of Directors of Inca Minerals Limited (Inca or Company) is responsible for the corporate governance of the
Company. In developing its corporate governance policies Inca has referred to recommendations within the ASX Corporate
Governance Council’s Corporate Governance Principles and Recommendations 3rd edition (CGPR) and developed the
following policies which can be found on the Company’s website at www.incaminerals.com.au under the section titled
“Corporate/Corporate Governance”:
▪ Corporate Governance Policy
▪ Continuous Disclosure Policy
▪ Code of Conduct & Securities Trading Policy
▪ Diversity Policy
The Company’s corporate governance practices during the financial year ended 30 June 2019 (Reporting Period) are reported
below. Where the Company’s corporate governance practices follow the CGPR the Board has provided appropriate
statements reporting on the adoption of the CGPR. In compliance with the “if not, why not” reporting framework, where
the Company’s corporate governance practices differ from the relevant CGPR, the Board has explained its reasons for doing
so and any alternative practice the Company may have adopted.
CORPORATE GOVERNANCE STATEMENT
CORPORATE GOVERNANCE PRINCIPLES
ADOPTED / NOT ADOPTED AND COMMENT
& RECOMMENDATIONS
Principle 1: Lay solid foundations for management and oversight.
1.1 Listed entities
roles and
should disclose
responsibilities of its Board and management, those
expressly reserved to the Board and those delegated to
management.
the
1.2 Listed entities should undertake appropriate checks
before appointing a person or putting forward to security
holders a candidate for election as a Director; and provide
security holders with all material information in its
possession relevant to a decision on whether or not to
elect or re-elect a Director.
A
A
1.3 Listed entities should have written agreements with each
Director and senior executive setting out the terms of
their appointment.
A
The Company has formalised and disclosed on its website
(at www.incaminerals.com.au) the functions reserved to
the Board and those delegated to management within its
Corporate Governance Policy.
The Company undertakes appropriate checks before
appointing a person or putting forward to shareholders a
candidate for election or re-election as a Director and
provides shareholders with all material information in its
possession relevant to a decision on whether to elect or re-
elect a Director.
The Company has set out the terms of appointment in
writing with each Director and senior executive.
1.4 The company secretary of a listed entity should be
accountable directly to the Board, through the chair, on
all matters to do with proper functioning of the Board.
1.5 Listed entities should:
(a) Have a diversity policy which includes requirements
for the Board or relevant Board committee to set
measurable objectives for achieving gender diversity and
to annually assess and disclose the objectives and
progress towards their achievement;
(b) Disclose that policy or a summary of it; and
(c) Disclose as at the end of each reporting period the
measurable objectives for achieving gender diversity set
by the Board (or relevant Board committee)
in
accordance with the entity’s diversity policy and its
progress towards achieving them, and either:
[1] the respective proportions of men and women on the
Board, in senior management positions and across the
whole organisation (including how the entity has defined
“senior executive” for these purposes) or
Legend: A = Adopted NA = Not Adopted
NA The Company did not appoint a Chairperson during the
Reporting Period. The Company Secretary is accountable
directly to the Board as to the proper functioning of the
Board.
NA The Company has disclosed its Diversity Policy on its website
at www.incaminerals.com.au. The Company’s Diversity
Policy does not mandate setting measurable objectives for
achieving gender diversity as it is impractical to do so at this
time.
The proportion of women across the whole
organisation, in senior executive positions, and on the
Board, as at the date of this statement, is as follows:
• Whole organisation – 24%
•
Senior Executive Positions – 50%
Board – 0%
•
For the purposes of this statement and the Company’s
gender diversity, “senior executive” means a person who
reports directly to the Board or Managing Director and/or
who makes or participates in making decisions that could
significantly affect the Company’s operations.
4
Corporate Governance Statement (continued)
5
CORPORATE GOVERNANCE PRINCIPLES
ADOPTED / NOT ADOPTED AND COMMENT
& RECOMMENDATIONS
Principle 1: Lay solid foundations for management and oversight (Ctd)
1.5 (ctd)
[2] if the entity is a “relevant employer” under the
Workplace Gender Equality Act, the entity’s most recent
“Gender Equality Indicators” as defined under that Act.
1.6 Listed entities should have and disclose a process for
periodically evaluating the performance of the Board, its
individual directors; and disclose
committees and
whether a performance evaluation was undertaken in the
reporting period in accordance with that process.
1.7 Listed entities should have and disclose a process for
periodically evaluating the performance of its senior
executives; and disclose whether a performance
evaluation was undertaken in the reporting period in
accordance with that process.
A
A
The Company’s processes for evaluating the performance
of the Board and its Directors are disclosed on the
Company’s website at www.incaminerals.com.au in the
Company’s Corporate Governance Policy. During the
Reporting Period these evaluations took place
in
accordance with the process outlined in the Corporate
Governance Policy.
The Company’s processes for evaluating its Managing
Director and key executives are disclosed on the Company’s
website at www.incaminerals.com.au in the Company’s
Corporate Governance Policy. During the Reporting period
the Board evaluated the performance of its Managing
Director in accordance with the process outlined in its
Corporate Governance Policy. A similar process, with respect
to certain key executives, was completed by the Managing
Director.
Principle 2: Structure the Board to add value
2.1 (a) The Board of a listed entity should have a nomination
committee of at least three members (a majority of
whom are
independent directors) chaired by an
independent director and disclose:
A
•
•
•
The committee charter
The committee members; and
As at the end of each reporting period, the number
of times the committee met throughout the period
and the individual attendances of the members at
those meetings; or
(b) If a nomination committee is not established then
disclose that fact and the processes employed to
address board succession issues, and to ensure the
Board has the appropriate balance of skills, knowledge,
experience, independence and diversity to enable it to
discharge its duties and responsibilities effectively.
2.2 Listed entities should have and disclose a board skills
matrix setting out the mix of skills and diversity that the
Board currently has or is looking to achieve in its
membership.
Legend: A = Adopted NA = Not Adopted
The Company has a small Board consisting of three Directors
inclusive of the Managing Director. The Board considers it
desirable to use the full complement of knowledge,
expertise and experience of all its Directors in making
decisions and performing the functions usually associated
with a Nomination Committee. The Company’s Corporate
Governance Policy and Diversity Policy disclose (on the
Company’s website
at www.incaminerals.com.au)
processes pertaining to board succession, skills, knowledge,
experience, independence and diversity.
A
The Company has disclosed (in its Corporate Governance
Policy and Diversity Policy at www.incaminerals.com.au) the
mix of skills and diversity the Board currently has and
considers desirable in its membership given the Company’s
stage of development.
5
Corporate Governance Statement (continued)
6
CORPORATE GOVERNANCE PRINCIPLES
ADOPTED / NOT ADOPTED AND COMMENT
& RECOMMENDATIONS
Principle 2: Structure the Board to add value (Ctd)
2.3 Listed entities should disclose the names of directors
considered by the Board to be independent directors, the
length of each director’s service and, if a director has an
interest, position, association or relationship that might
cause doubt about the independence of that director, but
the Board is of the opinion that it does not compromise
the independence of the director, disclose the nature of
the interest, position, association or relationship in
question and disclose why the Board is of that opinion.
2.4 A majority of a
listed entity’s Board should be
independent directors.
2.5 The Chairperson of a
listed entity should be an
Independent Director and, in particular, should not be the
same person as the CEO of the entity.
2.6 Listed entities should have an induction program for new
directors and provide professional development
opportunities for directors to develop and maintain the
skills and knowledge to perform their role as directors
effectively.
Principle 3: Act ethically and responsibly
3.1 Listed entities should have a code of conduct for its
directors, senior executives and employees and disclose
that code or a summary of it.
Principle 4: Safeguard integrity in corporate reporting
4.1 Listed entities should:
(a) Have an audit committee which:
(1) Has at least three members, all of whom are non-
executive directors and a majority of whom are
independent directors; and
(2) Is chaired by an independent director, who is not
the chair of the Board, and disclose:
(3) The charter of the committee;
(4) The relevant qualifications and experience of the
members of the committee; and
(5) In relation to each reporting period, the number
of times the committee met throughout the
period and the individual attendances of the
members at those meetings; or
(b) If it does not have an audit committee, disclose that
fact and the processes employed to independently
verify and safeguard the integrity of its corporate
the
reporting,
appointment and removal of the external auditor and
the rotation of the audit engagement partner.
the processes
including
for
A
Two current Directors hold shares in Inca either directly or
beneficially and a third Director is a part owner of the
Company’s former Corporate Advisor meaning none of the
current three Directors are considered independent. The
Company has disclosed the names of its Directors, their
position, relevant interests or associations and their length
of service in the Company’s 2019 Annual Financial Report.
NA As discussed above, none of the Company’s Directors can be
considered independent directors. As either shareholders
or former commercial advisors, the interests of Inca’s
Directors should, in their judgements and decisions, be
directly aligned with those of all other shareholders.
NA The Company operated without a Chairperson during the
Reporting Period.
A
A
An induction program will be provided to any new directors
if and when a new director is appointed. Professional
development opportunities are provided to the Directors as
and when needed.
The Company has disclosed its Code of Conduct & Securities
at
the
Policy
Trading
www.incaminerals.com.au.
Company’s website
on
A
The Company has a small Board consisting of two Directors
and the Managing Director. At this stage, the Company has
not established an Audit Committee and the Board prefers
to use the full complement of knowledge, expertise and
experience of all Directors in making decisions regarding the
Company’s audit and the Company’s external auditors. All
three Directors are financially literate. In June 2012 the
Company engaged its current accountant – a person with
considerable experience as both an external auditor and
group accountant in mineral exploration companies.
The Company’s external auditors were appointed
in
November 2012. Prior to their appointment the Board
obtained proposals from reputable audit firms and
appointed the Company’s current auditor after considering
listed exploration companies
their experience with
operating
jurisdictions, the
experience and quality of personnel involved with the
Company’s audit, their internal quality control measures,
their approach and methodology in conducting the audit,
references, and awareness of professional requirements
within accounting and
in foreign and domestic
Legend: A = Adopted NA = Not Adopted
6
Corporate Governance Statement (continued)
7
CORPORATE GOVERNANCE PRINCIPLES
ADOPTED / NOT ADOPTED AND COMMENT
& RECOMMENDATIONS
Principle 4: Safeguard integrity in corporate reporting (Ctd)
4.1 (Ctd)
4.2 The Board of a listed entity should, before it approves
the entity’s financial statements for a financial period,
receive from its CEO and CFO a declaration that, in
their opinion, the financial records of the entity have
been properly maintained and that the financial
statements comply with the appropriate accounting
standards and give a true and fair view of the financial
position and performance of the entity and that the
opinion has been formed on the basis of a sound
system of risk management and internal control which
is operating effectively.
4.3 Listed entities should ensure that its external auditor
attends its AGM and is available to answer questions
from security holders relevant to the audit.
Principle 5: Make timely and balanced disclosure
5.1 Listed entities should have a written policy for
complying with its continuous disclosure obligations
under the Listing Rules and disclose that policy or a
summary of it.
to
those pertaining
auditing standards
including
independence, confidentiality and conflicts of interest.
A Prior to approving the financial statements for the half-
year ended 31 December 2018 and the full year ended 30
June 2019 Inca’s Board received from the Managing
Director and Chief Financial Officer declarations that, in
their opinion, the financial records of the entity have been
properly maintained and that the financial statements
comply with the appropriate accounting standards and
give a true and fair view of the financial position and
performance of the entity and that the opinion has been
formed on the basis of a sound system of risk
management and internal control which is operating
effectively.
A During the Reporting Period and prior to the Company’s
AGM the Company contacted its external auditors who
agreed to host the Company’s AGM in their offices and
attend the AGM. In accordance with section 250S of the
Corporations Act the external auditor attended the AGM
and the Chair expressly provided the opportunity for
shareholders attending the meeting to ask questions
relevant to the audit. Had there been any written
questions submitted to the auditor (there were none) the
Chair would also have ensured the opportunity for the
external auditor to answer questions as required under
section 250PA of the Corporations Act.
A The Company has established written policies for
complying with continuous disclosure obligations under
the ASX Listing Rules which are disclosed within the
Company’s Continuous Disclosure Policy on the Company’s
website at www.incaminerals.com.au.
Principle 6: Respect the rights of security holders
6.1 A listed entity should provide information about itself
A
and its governance via its website.
Legend: A = Adopted NA = Not Adopted
The Company provides information about itself and its
governance
at
www.incaminerals.com.au.
its website
investors
via
to
7
Corporate Governance Statement (continued)
8
CORPORATE GOVERNANCE PRINCIPLES
ADOPTED / NOT ADOPTED AND COMMENT
& RECOMMENDATIONS
Principle 6: Respect the rights of security holders (Ctd)
6.2 Listed entities should design and implement an investor
facilitate effective two-way
relations program to
communication with investors.
A
6.3 Listed entities should disclose the policies and processes
it has in place to facilitate and encourage participation at
meetings of security holders.
6.4 Listed entities should provide security holders with the
option to receive communications from and send
communications to the entity and its share registry
electronically.
Principle 7: Recognise and manage risk
7.1 The listed entity’s Board should:
(a) Have a committee or committees to oversee risk,
each of which:
(1) Has at least three members, a majority of
whom are independent directors; and
(2) Is chaired by an independent director, and
disclose:
(3) The charter of the committee;
(4) The members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
If it does not have a risk committee or committees
that satisfy (a) above, disclose that fact and the
processes it employs for overseeing the entity’s risk
management framework
7.2 The listed entity’s Board or a committee of the Board
should review the entity’s risk management framework
at least annually to satisfy itself that it continues to be
sound and disclose, in relation to each reporting period,
whether such a review has taken place.
7.3 Listed entities should disclose if they have an internal
audit function, how the function is structured and what
role it performs or, if it does not have an internal audit
function, that fact and the processes it employs for
evaluating and continually improving the effectiveness of
its risk management and internal control processes.
7.4 Listed entities should disclose whether they have any
material exposure to economic, environmental and social
sustainability risks and, if it does, how it manages or
intends to manage those risks
Legend: A = Adopted NA = Not Adopted
to
facilitate
effective
The Company has designed and implemented an investor
relations program
two-way
communication with investors. The program is set out in the
Company’s Continuous Disclosure Policy and Corporate
Governance Policy (in the section entitled “Shareholder
Communication Policy”) as disclosed on
its website at
www.incaminerals.com.au.
Refer above – the Company’s Corporate Governance Policy
(containing its “Shareholder Communication Policy”) and the
Company’s Continuous Disclosure Policy are both published on
the Company’s website at www.incaminerals.com.au.
Shareholders are given the option to receive communications
from and send communications to the Company and its share
registry electronically.
A
A
for overseeing
the Company’s
is disclosed within
A Given the size and composition of the current Board it
believes that no efficiencies are to be gained by establishing
a separate Risk Committee. During the Reporting Period,
risk
responsibility
management rested with the Board. The Company’s Risk
Management Policy
its Corporate
Governance Policy on
the Company’s website at
www.incaminerals.com.au. During the Reporting Period the
full Board reviewed and where necessary amended its risk
management matrix and in so doing identified or confirmed
business risks, assessed the likelihood and materiality of
these risks, developed and
implemented measures to
mitigate these risks and during the Reporting Period the
Managing Director reported on and confirmed that the
Company’s economic, social and environmental risks are
being managed effectively.
A
Refer above.
A
The Company does not have an internal audit function. Refer
above (7.1) for further discussion.
A
The Company faces economic, social and environmental risks
that are
inherent to the global and domestic
economies, the industry, capital markets and the jurisdictions
in which it operates.
largely
8
Corporate Governance Statement (continued)
9
CORPORATE GOVERNANCE PRINCIPLES
ADOPTED / NOT ADOPTED AND COMMENT
A
The Board has considered these risks in relation to a
“material exposure threshold”, as required under the
CPGR, and put in place measures to reduce these risks to
tolerable levels and, as defined in CPGR, there does not
appear to be “a real possibility that the risk could
substantively impact the Company’s ability to create or
preserve value for security holders …” in the foreseeable
future.
A Given the size and composition of the current Board it
believes that no efficiencies are to be gained by
establishing a separate Remuneration Committee. During
the Reporting Period the Board followed the Company’s
Remuneration Policy as disclosed in the Director’s Report
of the Company’s Annual Financial Report for the year
ended 30 June 2019. In doing so the Board employed
policies and processes designed to ensure equitable and
responsible levels and composition of remuneration to
Directors and senior executives.
& RECOMMENDATIONS
Principle 7: Recognise and manage risk (Ctd)
7.4 (Ctd)
Principle 8: Remunerate fairly and responsibly
8.1 Listed entities should:
(a) Have a remuneration committee which:
(1) Has at least three members, a majority of
whom are independent directors; and
(2) Is chaired by an independent director, and
disclose:
(3) The charter of the committee;
(4) The members of the committee; and
(5) As at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
If it does not have a remuneration committee,
disclose that fact and the processes it employs for
setting the level and composition of remuneration
for directors and senior executives ensuring that
such
is appropriate and not
excessive.
remuneration
8.2 Listed entities should separately disclose their policies
and practices regarding the remuneration of non-
executive directors and the remuneration of executive
directors and other senior executives
A During the Reporting Period the Board followed the
Company’s Remuneration Policy which
is separately
disclosed in the Director’s Report of the Company’s Annual
Financial Report for the year ended 30 June 2019.
8.3 Listed entities which have an equity-based remuneration
scheme should have a policy on whether participants are
permitted to enter into transactions (whether through
the use of derivatives or otherwise) which limit the
economic risk of participating in the scheme and disclose
that policy or a summary of it.
A
The Company has adopted a Directors’ Remuneration-
Sacrifice Share Plan that was approved by shareholders at
a General Meeting on 31 May 2019. The plan was included
as Schedule 1 in the Notice of General Meeting for 31 May
2019, and this outlines on how the participants are
permitted to enter into transactions. This includes the
requirement that all shares issued under the Plan to be
done with the requisite shareholder approval required
pursuant to the ASX Listing Rules and the Corporations Act.
Legend: A = Adopted NA = Not Adopted
9
Managing Director’s Annual Review
10
Twelve months ago, I referred to 2017/2018 as a period of “exploration re-set”. This year, I would like to refer to 2018/2019 (the
Report Period), as a period of “transformation”. The much anticipated farm-in/joint venture agreement (EIJVA) was executed
with South32 Limited (South32) involving our flagship project, Riqueza, located in Peru; and, as part of a deliberate strategy of
repeating the partnership path, we have acquired three exploration projects in Australia that are considered highly prospective
for large-scale (Tier-1) IOCG and porphyry mineral systems; and we have altered the board and increased our technical expertise
to translate exploration activities to shareholder wealth.
From “going alone” in the pursuit of small-scale mineralisation, we are now partners with South32 in the pursuit of Tier-1
porphyry and skarn mineralisation at Riqueza. From focussing solely on Peru, we have now broadened our exploration footprint
to include the highly prospective areas of the Northern Territory and north east Queensland, and we are now among the first
movers in East Timor. From copper-zinc focussed we have now broadened our focus to include gold-copper whilst increasing
our exposure to other base metals, battery and food security commodities.
The Report Period represents a period of measured and coordinated transformation associated with the company’s exploration
strategy of “finding, minding and combining projects”. Finding means generating or acquiring projects that have Tier-1
potential, particularly in the porphyry-IOCG space. Minding means incubating projects and implementing low-cost value-adding
exploration, to progress them to a point where they are potentially attractive to the major mining houses. Combining means
putting projects and partners together.
A significant aspect of this strategy is the material reduction of operating costs, administrative cost reduction measures,
including but not limited to salary sacrifices. Another aspect of the strategy is increased communication and transparency with
our own shareholders committing to “user-friendly” ASX announcements and conducting Q&A Shareholder Workshops.
The three far-reaching outcomes that exemplify the tremendous successes of the Report Period include:
•
•
•
The execution of the Inca-South32 EIJVA: South32 has the option to spend no less than US$9million to earn 60% of Riqueza
over a four-year period.
The acquisition of new projects with Tier-1 potential: These include the Frewena Fable IOCG Project, the Lorna May IOCG
Project and the MaCauley Creek Gold-Copper Porphyry Project;
The appointment of key new personnel to the board and upper management: Dr Jonathan West was appointed to the
board as a NED, and Mr Robert Heaslop was appointed as Regional Exploration Manager.
The strategy that was incubated in 2017-2018 is now fully in play. We have a track record of securing partnerships; we have the
track record of discoveries and have laid out three new exciting projects in Australia that have Tier-1 potential; and we have the
right personnel to execute the plan to the fullest extent, and in full view of our shareholders.
Finally, I would encourage all those interested, if you haven’t already done so, to visit our website or the ASX website to read
our company announcements of the Report Period. Our ASX code is ICG. Thank you.
Ross Brown
Managing Director
10
Directors’ Report
11
The Directors of Inca Minerals Limited (Inca or Company) present their financial report on the Company and its controlled
entities (Group) for the year ended 30 June 2019.
Directors
The names of directors in office at any time during or since the end of the financial year are listed hereunder. Directors were in
office since the start of the financial year to the date of this report unless otherwise stated.
• Ross Brown, Managing Director
• Gareth Lloyd, Director
•
•
Jonathan West, Director (appointed 21 January 2019)
Justin Walawski, Director (resigned 22 January 2019)
Information on Directors and Company Secretary
ROSS BROWN B.Sc (Hons), M.Aus.IMM.
Managing Director
A geologist by profession, Mr Brown has over 30 years’ experience in mineral exploration in Australia, Asia, Africa and South
America and he has worked in a broad range of commodities, including gold, base metals, uranium, phosphate and diamonds.
Mr Brown has a rare ability in recognising the commercial potential of exploration projects and geological process, and has a
proven track record of bringing technical-based exploration concepts and projects to market.
In 2009 Mr Brown co-founded the gold/copper exploration company, Mystic Sands Pty Ltd, which was established for the
purposes of conducting exploration in Chile, South America. With the assistance of other technical management, Mr Brown was
responsible for the composition of the initial project portfolio. Mystic Sands was purchased by an Australian-listed explorer
White Star Minerals Ltd. As part of the transaction, Sandfire Resources NL became a shareholder of White Star Minerals Ltd.
Mr Brown turned his attention to Peru in 2009 and through his network of Peruvian-based businessmen and geologists assessed
the potential of more than a hundred projects. Mr Brown recognised the great potential of mineral discovery in that country
and has subsequently secured a number of projects for the Company including the Riqueza and Cerro Rayas zinc-silver-lead
projects which the Company is currently exploring and evaluating.
Mr Brown was the co-founder and Managing Director of Urcaguary Pty Ltd (Urcaguary), the Company’s fully owned subsidiary
(formerly called Inca Minerals Limited) and he became the Company’s Managing Director after its takeover of Urcaguary. As at
30 June 2019, and in addition to his position with the Company, Mr Brown remains a Director of Urcaguary and the Company’s
other subsidiary companies. In the previous 3 years, Mr Brown has not been a director of any other ASX listed companies.
Mr Brown has been a member of AusIMM since 1988, and is also a member of GSA, SEG and AICD.
11
Directors’ Report (continued)
Information on Directors and Company Secretary (continued)
GARETH LLOYD B.Sc (Hons)
Director
12
As at 30 June 2019, in addition to his position with Inca, Mr Lloyd was also a Director of Inca’s subsidiary companies. Mr Lloyd
has over 30 years’ experience with mining and exploration companies and brings considerable technical, commercial and capital
raising expertise to the Company. A mining engineer by training, he has operating experience in gold, base metals and coal
operations in Australia, South Africa and the United Kingdom.
Mr Lloyd is a part owner of the Element group, a Perth-based boutique advisory and funds management group focused on the
resources sector through which Mr Lloyd provides strategic advice and fund-raising services to both listed and unlisted
companies (predominantly mining and exploration companies) using both equity and mezzanine instruments.
Prior to establishing Element (in 2008), Mr Lloyd was an Associate Director at the Rothschild Group where he helped establish
the Golden Arrow Funds I and II, the latter fund becoming the ASX-listed LinQ Resources Fund. At the time of his departure
from LinQ, the fund was one of Australia’s largest listed resource funds with funds under management of over $475m. He has
held a number of senior positions at Australian resource-focused stockbroking firms including Research Director at Hartleys and
Resources Analyst at Eyres Reed. In the previous 3 years, Mr Lloyd has not been a director of any other ASX listed companies.
DR JONATHAN WEST BSc (Hons), MSc (Explor Geol), PhD.
Director (appointed 21 January 2019)
Dr Jonathan West has worked across a variety of resource and energy development and management areas, in both the private
and public sector for over 40 years, both in Australia and overseas. He has extensive senior management experience with a
particular focus on strategic planning, policy development, resource development and management, and corporate and
organisational change management. He has extensive experience with shareholder/stakeholder engagement and in working
directly with traditional owners on a range of resource management and economic development projects. He was a director at
Excelsior Gold Limited between 2016 – 2018.
MALCOLM SMARTT BA (Accounting), Grad Dip Corporate Management, FCPA, FCIS, FCIM
Company Secretary (appointed 17 May 2019)
Mr Smartt is a Corporate Consultant to listed and unlisted public companies. His is a qualified Accountant and Company
Secretary having had considerable experience in Directional, Financial and Company Secretary roles with a number of listed
companies in the resource sector in Australia, South East Asia and Africa.
JUSTIN WALAWSKI BBus., P.Grad.Dip., PhD, FCPA, MAICD
Director and Company Secretary (resigned as Director 22 January 2019 and as Company Secretary 17 May 2019)
Dr Walawski has previously held positions as Chairman, Deputy Chairman and Chief Executive of the North West Iron Ore
Alliance, Chief Executive of the Association of Mining & Exploration Companies, Chairman of Special Olympics Australia (WA),
Chairman of FAB Industries Pty Ltd and Director of CPA Australia (WA). He is a former member of the ASX’s Supervisory Liaison
Committee, the Federal Australian Government’s Mineral Exploration Action Implementation Committee and the West
Australian Government’s State Tax Reference Committee.
Dr Walawski is a Fellow of CPA Australia, a Member of the AICD and holds undergraduate, post-graduate and doctoral degrees
in accounting/auditing.
12
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW
Principal Activities
13
The Company’s principal activities during the year were conducting exploration and evaluation work on existing and newly
acquired tenements. Inca’s main focus is the exploration of its Peruvian projects with objectives being to find, develop and/or
demonstrate the prospectivity of projects to potential partners. Inca will continue to seek opportunities for acquiring or farming
into new tenements, and to divest or joint venture where it benefits shareholders.
In addition to Peru, the Company has also acquired projects in the highly prospective areas of the Northern Territory and north
east Queensland, and has reviewed projects in East Timor with the possibility of acquiring a project in that region.
Operating Results
The Company’s operating loss after income tax for the report period was $1,879,854 (2018: loss of $1,272,175).
Principal Activities
The Company’s principal activities during the year were conducting exploration at our flagship Riqueza Project in Peru,
partnership negotiations with South32 regarding Riqueza, assessing new projects and acquiring new projects. Inca’s main focus
of the year was to initiate a strategy of project acquisition, exploration and evaluation, and partnership. The strategy is designed
to reduce operation costs, achieve partnerships over gold-copper focussed projects with Tier-1 potential and to have significant
free carry positions.
Review of Operations
The Company’s exploration activities, as well as other corporate activities of the year, were released to the Australian Securities
Exchange (ASX) throughout the year ended 30 June 2019 (report period). These ASX announcements should be accessed (The
Company’s ASX code is ICG) and read in conjunction with this annual report.
During the report period, the Company’s payments to suppliers and employees combined with payments for exploration and
payments for project acquisitions totalled $3.350 million, of which $2.485 million (74.18%) represents cash flows on exploration,
and $0.865 million (25.82%) represents cash outflows on administrative staff and administration. As in previous years, these
figures highlight the Company’s continued focus on the deployment of funds for exploration purposes to extract value through
mineral discovery at its projects. The value-proposition this year now also extends to developing partnerships for extant and
new projects alike.
The Company focussed on delivering the Inca-South32 Earn-in and Joint Venture Agreement (EIJVA), for the Riqueza Project in
Peru, negotiations for which commenced in the previous annual report period. Prior to the execution of the EIJVA the Company
purposely reduced exploration activities at Riqueza in the knowledge that post-EIJVA activities would be solely funded by
South32. The Company also focussed on delivering additional projects selected on the basis that they would be attractive to
major mining houses and therefore enjoy a trajectory similar to Riqueza.
13
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Review of Operations (continued)
14
Very significant developments were achieved during the report period at Riqueza. These include:
•
The execution of the Inca-South32 EIJVA with principal terms and conditions being:
o A commitment of US$9 million for 60% of the project company, Brillandino Minerals S.A.C. (BMS)
o An option to acquire an additional 10% of BMS by funding a Prefeasibility Study (PFS)
o
Either a 60:40, 70:30 JV may be formed where Inca may be diluted to a Net Smelter Royalty if it elects not to fund
beyond the PFS
•
•
South32 funded exploration has recognised a Intermediate Sulphidation (IS) Epithermal Thermal mineral system at
Riqueza, centred in the south-central part of the project area, but which extends to include multiple known zones of
mineralisation including the Colina Roja gold-silver Prospect, the Uchpanga gold-silver-base metals Prospect, the new
Cuncayoc Copper copper-silver Prospect and the Humaspunco-Pinta silver-lead-zinc Prospect.
Post-report period developments include the identification of several very large magnetic bodies extending below surface
geophysics targets generated (and reported) during the previous year. One such 3D modelled magnetic body has the
dimension of 1,000m x 400m x 500m (or 200 million cubic metres).
Very significant developments were achieved during the report period in terms of new projects. These include:
•
•
•
•
•
The acquisition of the Frewena Fable IOCG Project in the Northern Territory (a post-report period acquisition). Frewena
Fable hosts a walk-up IOCG target that is over 5,000m (5kms) across. The target comprises coincident conductivity
anomalies, bornite-pyrite ASTER anomalies, magnetic, radiometric and geomorphological anomalies. The project is live.
The acquisition of the Lorna May IOCG Project in the Northern Territory. Lorna May hosts a walk-up IOCG target that is
7,000m (7kms) across. The target comprises coincident conductivity anomalies, magnetic and gravity anomalies. At the
time of writing the project is not granted.
The acquisition of the MaCauley Creek (Mac Creek) gold-copper-molybdenum Project in northeast Queensland. Mac Creek
hosts a walk-up porphyry target that is over 13,000m (13km) across. The target comprises coincident magnetic,
radiometric and geomorphological anomalies, as well as hosting mineralised granites and porphyry-related alteration. The
project is live.
The acquisition of a suite of projects in East Timor. The Company enjoys early-mover status in East Timor but at the time
of writing the projects are not granted. Commodities include gold, silver, copper, nickel, chromite, phosphate and
vanadium. All projects host walk-up mineralised targets. The Ossu Project hosts a potential gold-silver-copper-zinc volcanic
massive sulphide deposit and the Paatal Project hosts phosphate-bearing sediments.
The acquisition of the Toolebuc vanadium Project in central Queensland. It hosts a 7,000 (7km) strike length of Toolebuc
Formation sediments that are known to contain potentially economic vanadium mineralisation. Elsewhere in the vicinity,
the Toolebuc Formation hosts the fourth largest vanadium deposit in the world. The project is live.
During the report period the Company also built upon its technical capacity commensurate with the broadening project
portfolio. Dr Jonathan West was appointed as NED to the Board of Directors and Mr Rob Heaslop was appointed as Regional
Exploration Manager to manage the Australian portfolio.
14
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Review of Operations (continued)
15
The 2018-2019 report period represents a very significant year, a year of transformation for Inca and its shareholders. Pre-
empting the increasing fluctuating fortunes of the resource sector and volatility of the money markets, some time ago the
Company instigated a strategy of sustained exploration through partnerships to reduce operating costs while accessing
exploration know-how and large exploration treasuries. This strategy is now fully in play.
Financial Position
The net assets of the Group were $6,512,208 as at 30 June 2019 ($5,761,426 as at 30 June 2018).
Significant Changes in the State of Affairs
The Company raised capital of $2.4 million (before broker commissions and other costs of capital raising) during the report
period via the issue of 492,812,207 fully paid ordinary shares.
There were no other significant changes in the state of affairs of the Group during the financial year.
Dividends Paid or Recommended
The directors do not recommend the payment of a dividend and no dividends have been paid or declared since the start of the
financial year.
Significant Events After Reporting Date
On 4 July 2019, the Company issued 8,750,000 fully paid ordinary shares at $0.005 per share, raising $43,750 (before associated
costs). Each share had a free attaching option issued on the basis of 1 option for every 1 share issued, exercisable at $0.012 on
or before 7 August 2020. This resulted in the issue of 8,750,000 options on the same date.
On 22 August 2019, the Company issued 40,000,000 fully paid ordinary shares at $0.00375 per share, raising $150,000 (before
associated costs).
No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly
affect the Company’s operations or the state of affairs of the Company in future financial years.
Likely Developments and Expected Results
The Company expects to maintain the present status and level of operation and hence there are no likely unwarranted
developments in the entity’s operations.
Environmental Issues
The Company is subject to environmental regulation in respect of its exploration activities in Peru and Australia. The Company
ensures the appropriate standard of environmental care is achieved and, in doing so, that it is aware of and is in compliance
with all environmental legislation. The directors of the Company are not aware of any breach of environmental legislation for
the year.
Proceedings on Behalf of the Company
No person has applied for leave of the Court to bring proceedings on behalf of the Company or intervene in any proceedings to
which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those
proceedings. The Company was not a party to any such proceedings during the year.
15
Directors’ Report (continued)
OPERATING AND FINANCIAL REVIEW (continued)
Indemnification of Officers and Insurance Premiums
16
The Company has paid premiums to insure the directors against liabilities for costs and expenses incurred by them in defending
legal proceedings arising from their conduct while acting in the capacity of director of the Company, other than conduct
involving a wilful breach of duty in relation to the Company.
The premiums paid in respect of Directors’ and Officers’ insurance during the year amounted to $17,457 (2018: $13,265).
Insurance premiums have not been allocated to individual directors or key management personnel.
Options
At the date of this report, there are 408,662,207 unissued ordinary shares of Inca Minerals Limited under option.
Risk Management
The Board is responsible for ensuring that risks and opportunities are identified in a timely manner and that activities are aligned
with the risks and opportunities identified by the Board.
Meetings of Directors
During the financial year, 8 meetings of directors were held. Attendances by each director were as follows:
Mr Ross Brown
Mr Gareth Lloyd
Mr Jonathan West
Mr Justin Walawski
Board Meetings
No. of meetings
eligible to attend
Number
attended
8
8
2
6
8
8
2
6
REMUNERATION REPORT (AUDITED)
This report outlines the remuneration arrangements in place for directors and executives of the Company.
Remuneration Policy
The remuneration policy of Inca Minerals Limited aligns director and executive objectives with shareholder and business
objectives by providing a fixed remuneration component and, where the Board believes it appropriate, may also include specific
long-term incentives based on key performance areas affecting the Company’s ability to attract and retain the best executives
and directors to run and manage the Company.
The remuneration policy setting out the terms and conditions for the executive directors and other senior executives was
developed by the Board. All executives receive a base salary (which is based on factors such as ability and experience). The
Board reviews executive packages annually by reference to the economic entity’s performance, executive performance, and
comparable information from industry sectors and other listed companies in similar industries. The performance of the
executive directors is measured against the objective of promoting growth in shareholder value.
The Board may exercise discretion in relation to approving incentives, bonuses, and options. The policy is designed to attract
the highest calibre of executives and reward them for performance that results in long-term growth in shareholder wealth.
Executives may, where the Board believes it appropriate, participate in employee share and option arrangements.
16
Directors’ Report (continued)
REMUNERATION REPORT (AUDITED) (continued)
17
The Board policy is to remunerate directors at market rates for comparable companies for time, commitment and
responsibilities. The Board determines payments to directors and regularly reviews their remuneration based on market
practice, duties and accountability. Independent external advice is sought when required. No external advice was sought during
the report period. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval
by shareholders in a general meeting (currently $240,000 per annum).
Performance Based Remuneration
There was nil performance-based remuneration for the year ended 30 June 2019.
Key management personnel service agreements
Details of the key conditions of service agreements for key management personnel are as follows:
Commencement
Date
Notice Period
Base Salary
Base Salary
Ross Brown1
1 March 2012
6 months
$255,708 per annum
Gareth Lloyd
Jonathan West
Justin Walawski2
14 September 2012
21 January 2019
21 December 2015
Nil
Nil
6 months
$50,000 per annum director fees
$50,000 per annum director fees
$220,000 per annum
$40,000 per annum director fees
Termination
Payments
Provided3
The Company may
terminate
employment by
giving 6 months’
notice or 6 months
payment in lieu
None
None
None
1 Mr Brown is engaged as Managing Director under a contract of employment with the Company. In addition to his base salary,
Mr Brown was eligible to receive an additional $20,000 performance-based remuneration (excluding superannuation), none of
which became payable during the report period as the conditions had not been met.
2 Mr Walawski resigned as a Director on 22 January 2019 and as Company Secretary on 17 May 2019 and the service agreement
has no further impact.
3 Other than statutory entitlements.
At a General Meeting of the Company held on 31 May 2019, shareholders approved the ability for the Company to undertake a
future issue of directors’ remuneration-sacrifice shares to Mr Ross Brown, Mr Gareth Lloyd and Mr Jonathan West. Any shares
are to be issued in accordance with the Company’s Directors’ Remuneration-Sacrifice Share Plan (Share Plan).
Under the Share Plan, the Company’s directors have agreed to reduce their cash remuneration by up to 50% through the issue
of shares, in lieu of cash consideration. The reduction in cash consideration is for an amount up to $127,854 for Mr Brown, up to
$25,000 for Mr Lloyd, and up to $25,000 for Mr West. As at 30 June 2019, no shares in lieu of cash consideration have been issued
or are issuable. Each director has indicated that they will elect to be issued shares in lieu of cash consideration during the year
ended 30 June 2020.
There are no other agreements with key management personnel.
17
Directors’ Report (continued)
REMUNERATION REPORT (AUDITED) (continued)
Key Management Personnel Remuneration
(a) Key management personnel compensation
2019
Short-term benefits
Post-employment benefits
18
Total
Performance
related
compensation
as % of total
remuneration
Name
Cash salary
and fees
Perfor-
mance
Bonus
Directors
Ross Brown
Gareth Lloyd
Jonathan
West
Justin Walawski
Executives
-
Totals
$
255,708
50,000
20,833
244,650
-
571,191
Other
Non-
monetary
benefits
$
$
Super-
annuation
Long
service
leave
$
$
24,438
4,750
1,979
15,209
-
46,376
-
-
-
-
-
-
34,228
-
-
-
-
-
-
34,228
-
0.0%
3,600
-
-
2,114
-
5,714
$
-
-
-
-
-
-
Premiums of $17,457 were paid in relation to directors and officers liability insurance.
2018
Short-term benefits
Post-employment benefits
Performance
related
compensation
as % of total
remuneration
Name
Cash salary
and fees
Perfor-
mance
Bonus
Directors
Ross Brown
Gareth Lloyd
Justin Walawski
Executives
-
Totals
$
235,792
50,000
230,467
-
516,259
Other
Non-
monetary
benefits
$
$
Super-
annuation
Retirement
benefits
$
25,000
4,750
18,075
47,825
-
-
-
-
-
$
-
-
-
-
-
-
-
-
-
0.0%
3,600
-
3,600
-
7,200
$
-
-
-
-
-
Premiums of $13,265 were paid in relation to directors and officers liability insurance.
b) Options and rights granted as remuneration
No options or rights were granted as remuneration during the year (2018: $nil).
c) Share Based Payments
No share-based payments were issued as key management personnel remuneration during the year (2018: $nil).
$
317,974
54,750
22,812
261,973
-
657,509
Total
$
264,392
54,750
252,142
-
571,284
18
Directors’ Report (continued)
REMUNERATION REPORT (AUDITED) (continued)
Key Management Personnel Relevant Interests
19
The relevant interests of key management personnel in the capital of the Company at the date of this report is as follows:
Director
Ross Brown
Gareth Lloyd
Jonathan West
Number of Ordinary Shares
35,911,762
-
17,000,000
Number of Options over Ordinary Shares
3,500,000
-
8,000,000
The following tables show the movements in the relevant interests of key management personnel in the share capital of the
Company:
2019
Name
Ross Brown
Gareth Lloyd
Jonathan West
Justin Walawski
Totals
2018
Name
Ross Brown
Gareth Lloyd
Justin Walawski
Totals
Non-Audit Services
Opening balance
1 July 2018
31,411,762
-
-
3,060,002
34,471,764
Additions /
Director
Appointment
4,500,000
-
17,000,000
777,773
22,277,773
Disposals /
Director
Resignation
-
-
-
(3,837,775)
(3,837,775)
Closing balance 30
June 2019
35,911,762
-
17,00,000
-
52,911,762
Opening balance
1 July 2017
31,411,762
-
2,448,001
33,859,763
Additions
Disposals
Closing balance 30
June 2019
-
-
612,001
612,001
-
-
-
-
31,411,762
-
3,060,002
34,471,764
The Directors are satisfied that the provision of non-audit services during the year is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The Directors are satisfied that the services disclosed below
did not compromise the external auditor’s independence for the following reasons:
•
•
all non-audit services are reviewed and approved by the Board of Directors prior to commencement to ensure they do not
adversely affect the integrity and objectivity of the auditor; and
the nature of the services provided does not compromise the general principles relating to auditor independence in
accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical
Standards Board.
No non-audit services were provided by the entity’s auditor, Stantons International, as shown at Note 15.
END OF REMUNERATION REPORT
19
Directors’ Report (continued)
Auditor’s Independence Declaration
20
We have obtained an Auditor’s Independence Declaration. Please refer to “Auditor’s Independence Declaration” included on
page 44 of the financial statements.
The Directors’ Report, incorporating the Remuneration Report, is signed in accordance with a resolution of the Board of
Directors.
Ross Brown
Director
Dated at Perth this 18th day of September 2019
20
Consolidated Statement of Profit and Loss and Other
Comprehensive Income
for the year ended 30 June 2019
21
Note
2019
2018
$
$
Revenue
2
279,333
83,974
Management and directors’ fees
Wages and salaries
Administrative expenses
Advertising and promotional costs
Professional fees
Listing and share registry expenses
Depreciation
(74,059)
(270,171)
(576,496)
(39,623)
(184,756)
(70,886)
(12,207)
(94,113)
(266,467)
(517,408)
(18,975)
(106,421)
(67,826)
(7,558)
Impairment of Peruvian Value Added Tax receivable
(223,805)
(264,382)
Foreign exchange (loss) / gain
Environmental rehabilitation
Exploration and evaluation expenditure written off
(Loss) before income tax
Income tax benefit
(Loss) after income tax
Other comprehensive income
7
3
(17,043)
(34,942)
(655,199)
(9,497)
(3,502)
-
(1,879,854)
(1,272,175)
-
(1,879,854)
(1,272,175)
Items that will not be reclassified to profit or loss
-
-
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations, net
of tax
Total comprehensive (loss)
357,218
234,992
(1,522,636)
(1,037,183)
(Loss) for the year attributable to members of Inca Minerals
Limited
(1,879,854)
(1,272,175)
Total comprehensive (loss) attributable to members of Inca
Minerals Limited
(1,522,636)
(1,037,183)
Basic and diluted (loss) per share (cents)
12
(0.07)
(0.05)
The accompanying notes form an integral part of these financial statements.
21
Consolidated Statement of Financial Position
as at 30 June 2019
22
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Plant and equipment
Exploration and evaluation expenditure
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Income received in advance
Provisions
Funding in advance
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Accumulated losses
Foreign currency translation reserve
TOTAL EQUITY
Note
13(b)
5
6
7
8(a)
8(b)
8(c)
8(d)
9
2019
$
2018
$
1,377,481
30,597
1,408,078
789,315
124,531
913,846
237,937
6,871,149
7,109,086
205,688
5,307,999
5,513,687
8,517,164
6,427,533
172,055
-
126,359
1,706,542
2,004,956
302,647
277,988
85,472
-
666,107
2,004,956
666,107
6,512,208
5,761,426
39,543,924
(33,276,010)
244,294
37,270,506
(31,396,156)
(112,924)
6,512,208
5,761,426
The accompanying notes form an integral part of these financial statements.
22
Consolidated Statement of Changes in Equity
for the year ended 30 June 2019
23
2018
Balance at 1 July 2017
Total comprehensive loss for the year
Shares issued during the year
Cost of equity issue
Balance at 30 June 2018
2019
Balance at 1 July 2018
Total comprehensive loss for the year
Shares issued during the year
Cost of equity issue
Balance at 30 June 2019
Contributed Equity
Accumulated
Losses
Foreign Currency
Translation
Reserve
Total
$
$
$
$
35,742,124
(30,123,981)
(347,916)
5,270,227
-
(1,272,175)
234,992
(1,037,183)
2,064,910
(536,528)
-
-
-
-
2,064,910
(536,528)
37,270,506
(31,396,156)
(112,924)
5,761,426
37,270,506
(31,396,156)
(112,924)
5,761,426
-
(1,879,854)
357,218
(1,522,636)
2,401,111
(127,693)
-
-
-
-
2,401,111
(127,693)
39,543,924
(33,276,010)
244,294
6,512,208
The accompanying notes form an integral part of these financial statements.
23
Consolidated Statement of Cash Flows
for the year ended 30 June 2019
24
Cash flows from operating activities
Proceeds under Option Agreement
Payments to suppliers and employees
Interest received
Net cash (used in) operating activities
Cash flows from investing activities
Payments for exploration expenditures
Payments for plant and equipment
Net cash (used in) investing activities
Cash flows from financing activities
Proceeds from issue of shares (net of share issue costs)
Proceeds from S32 under Share Subscription and Earn-in
Agreement
Proceeds received in advance for shares
Net cash from financing activities
Net increase/ (decrease) in cash held
Cash and cash equivalents at the beginning of
the financial year
Effect of exchange rate changes on cash and cash
equivalents
Cash and cash equivalents at the
end of the financial year
Note
13 (a)
2019
$
2018
$
-
(864,928)
1,151
(863,777)
399,460
(664,836)
4,368
(261,008)
(2,485,169)
(62,391)
(2,547,560)
(3,552,043)
(106,512)
(3,658,555)
2,232,759
1,548,023
1,718,791
43,500
3,995,050
-
-
1,548,023
583,713
(2,371,540)
789,315
3,130,990
4,453
29,865
13 (b)
1,377,481
789,315
The accompanying notes form an integral part of these financial statements.
24
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies
25
The financial report covers the Company of Inca Minerals Limited, a listed public company incorporated and domiciled in
Australia, and its controlled entities.
The financial report was authorised for issue on 18th September 2019 by the Board of Directors.
Basis of preparation
The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting
Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards
Board (AASB) and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report
containing relevant and reliable information about transactions, events and conditions. Compliance with Australian Accounting
Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards.
In the year ended 30 June 2019, the Company has reviewed all of the new and revised Australian Accounting Standards and
Interpretations issued by the AASB that are relevant to its operations and effective for the current annual reporting period. It has
been determined by the Company that there is no impact, material or otherwise, of the new Standards and Interpretations on its
business and therefore, no changes are required to its accounting policies. Material accounting policies adopted in preparation of
this financial report are presented below and have been consistently applied unless otherwise stated.
The Group has applied AASB 9 Financial Instruments and AASB 15 Revenue from Contracts with Customers for the first time this
reporting period. The amendments as a result of these standards did not have an impact on the amounts recognised in prior
periods, and are not expected to significantly affect the current or future periods.
The financial report has been prepared on an accruals basis and is based on historical costs, modified, where applicable, by the
measurement at fair value of selected non-current assets, financial assets and financial liabilities.
Going Concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of normal business
activities and the realisation of assets and discharge of liabilities in the normal course of business.
For the year ended 30 June 2019, the Group incurred after tax losses of $1,879,854 (2018: loss of $1,272,175) and the Group had net
cash inflows of $583,713 (2018: net cash outflows of $2,371,540).
The Directors believe that it is reasonably foreseeable that the Company and Group will continue as a going concern and that it is
appropriate to adopt the going concern basis in the preparation of the financial report after consideration of the following factors:
•
•
•
•
•
The Group has cash at bank at the reporting date of $1,377,481, a net working capital deficiency of $596,878 and net assets of
$6,512,208;
The Company completed capital raisings in July and August 2019 raising $193,750 (before broker commissions and other costs
of the capital raising) through the issue of 48,750,000 fully paid ordinary shares and 8,750,000 free attaching options;
The ability of the Group to raise capital by the issue of additional shares under the Corporation Act 2001;
Future funding provided for the Riqueza project by S32 under the Share Subscription and Earn-in Agreement; and
The ability to curtail administration, operational and investing cash outflows as required.
25
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
Accounting Policies
26
The Group has consistently applied the following accounting policies to all periods presented in the financial statements. The
Group has considered the implications of new and amended Accounting Standards applicable for annual reporting periods
beginning after 1 July 2018 but determined that their application to the financial statements is either not relevant or not material.
a)
Principles of Consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent, Inca Minerals Limited
and all of the subsidiaries. Subsidiaries are entities the parent controls. The parent controls an entity when it is exposed to, or
has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power
over the entity. A list of the subsidiaries is provided in Note 21.
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the
date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control
ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between Group entities are fully
eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to
ensure uniformity of the accounting policies adopted by the Group.
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-controlling interests".
The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to
a proportionate share of the subsidiary's net assets on liquidation at either fair value or at the non-controlling interests'
proportionate share of the subsidiary's net assets. Subsequent to initial recognition, non-controlling interests are attributed
their share of profit or loss and each component of other comprehensive income. Non-controlling interests are shown
separately within the equity section of the statement of financial position and statement of comprehensive income.
b) Revenue Recognition
The Group has applied AASB 15 Revenue from Contracts with Customers using the cumulative effective method. The Director
have assessed that the adoption of AASB 15 does not have a significant impact on the Group as the Group does not have any
significant revenues from contracts with customers.
c)
Income Tax
The income tax expense / (benefit) charged to the profit of loss is the tax payable on taxable income calculated using applicable
income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are therefore measured at
the amounts expected to be paid to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well
as unused tax losses.
Current and deferred income tax expense (benefit) is charged or credited directly to equity instead of profit or loss when the tax
related to items that are credited or charged directly to equity.
26
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
c)
Income Tax (continued)
27
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully
expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an
asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the year when the asset is realised
or the liability is settled, based on tax rates enacted or substantially enacted at reporting date. Their measurement also reflects
the manner in which management expects to recover or settle the carrying amount of the related asset or liability. Deferred tax
assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future
taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred
tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and
it is not probable that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a largely enforceable right of set-off exists and it is intended that net
settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and
liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities related to income
taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended
that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods
in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
d) Mining Tenements and Exploration and Evaluation Expenditure
Mining tenements are carried at cost, less accumulated impairment losses.
Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest.
These costs are only carried forward to the extent that they are expected to be recouped through the successful development
and/or sale of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the
existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against profit or loss in the year in which the decision
to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area
according to the rate of depletion of the economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs
in relation to that area of interest.
Costs of site restoration are provided for over the life of the facility from when exploration commences and are included in the
costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building
structures, waste removal, and rehabilitation of the site in accordance with clauses of the mining permits. Such costs are
determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.
27
Notes To The Financial Statements
For the year ended 30 June 2019
28
Note 1: Statement of Significant Accounting Policies (continued)
d)
Mining Tenements and Exploration and Evaluation Expenditure (continued)
Any changes in the estimates for the costs are accounted for on a prospective basis. In determining the costs of site restoration,
there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation.
Accordingly, the costs have been determined on the basis that the restoration will be completed within one year of abandoning
the site.
e)
Financial Instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the
financial instrument.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the
financial asset and substantially all the risks and rewards are transferred.
A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the transaction
price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where
applicable).
Financial assets, other than those designated and effective as hedging instruments, are classified into the following categories:
•
•
•
amortised cost
fair value through profit or loss (FVTPL)
fair value through other comprehensive income (FVOCI).
In the periods presented the corporation does not have any financial assets categorised as FVOCI.
The classification is determined by both:
•
•
the entity’s business model for managing the financial asset
the contractual cash flow characteristics of the financial asset.
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs,
finance income or other financial items, except for impairment of trade receivables which is presented within other expenses.
Subsequent measurement of financial assets
28
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
e)
Financial Instruments (continued)
29
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVTPL):
- they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows
- the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal
amount outstanding.
After initial recognition, these are measured at amortised cost using the effective interest method.
Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most
other receivables fall into this category of financial instruments as well as listed bonds that were previously classified as held-
to-maturity under AASB 139.
Financial assets at fair value through profit or loss (FVTPL)
Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are
categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash
flows are not solely payments of principal and interest are accounted for at FVTPL. All derivative financial instruments fall into
this category, except for those designated and effective as hedging instruments, for which the hedge accounting requirements
apply.
The category also contains an equity investment. The Group accounts for the investment at FVTPL and did not make the
irrevocable election to account for the investment in unlisted and listed equity securities at fair value through other
comprehensive income (FVOCI). The fair value was determined in line with the requirements of AASB 9, which does not allow
for measurement at cost.
Assets in this category are measured at fair value with gains or losses recognised in profit or loss.
The fair values of financial assets in this category are determined by reference to active market transactions or using a valuation
technique where no active market exists.
Financial assets at fair value through other comprehensive income (FVOCI)
The Group accounts for financial assets at FVOCI if the assets meet the following conditions:
•
•
they are held under a business model whose objective it is “hold to collect” the associated cash flows and sell and
the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on
the principal amount outstanding.
Any gains or losses recognised in other comprehensive income (OCI) will be recycled upon derecognition of the asset.
29
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
e)
Financial Instruments (continued)
Impairment of financial assets
30
AASB 9’s impairment requirements use more forward-looking information to recognise expected credit losses – the ‘expected
credit loss (ECL) model’. This replaced AASB 139’s ‘incurred loss model’.
Instruments within the scope of the new requirements included loans and other debt-type financial assets measured at
amortised cost and FVOCI, trade receivables, contract assets recognised and measured under AASB 15 and loan commitments
and some financial guarantee contracts (for the issuer) that are not measured at fair value through profit or loss.
Recognition of credit losses is no longer dependent on the Group first identifying a credit loss event. Instead the Group
considers a broader range of information when assessing credit risk and measuring expected credit losses, including past
events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows
of the instrument.
In applying this forward-looking approach, a distinction is made between:
•
financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low
credit risk (‘Level 1’) and
financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk
is not low (‘Level 2’).
•
‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date.
‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are recognised for
the second category.
Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected
life of the financial instrument.
Trade and other receivables and contract assets
The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and
records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows,
considering the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its
historical experience, external indicators and forward-looking information to calculate the expected credit losses using a
provision matrix.
The Group assess impairment of trade receivables on a collective basis as they possess shared credit risk characteristics they
have been grouped based on the days past due.
Classification and measurement of financial liabilities
The Group’s financial liabilities include borrowings, trade and other payables and derivative financial instruments.
30
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
e)
Financial Instruments (continued)
31
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group
designated a financial liability at fair value through profit or loss.
Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and
financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or
loss (other than derivative financial instruments that are designated and effective as hedging instruments).
All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included
within finance costs or finance income.
f)
Impairment of Assets
At each reporting date, the entity reviews the carrying values of its tangible and intangible assets to determine whether there
is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being
the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the
asset’s carrying value over its recoverable amount is expensed to profit or loss.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future
cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the
time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is
reduced to its recoverable amount. An impairment loss is recognised in profit or loss immediately, unless the relevant asset is
carried at fair value, in which case the impairment loss is treated as a revaluation decrease. Where an impairment loss
subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only
to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had
no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised in profit or loss
immediately, unless the relevant asset is carried at fair value, in which case the reversal of the impairment loss is treated as a
revaluation increase.
g)
Plant and Equipment
Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated depreciation and any
accumulated impairment. In the event the carrying amount of plant and equipment is greater than the estimated recoverable
amount, the carrying amount is written down immediately to the estimated recoverable amount and impairment losses are
recognised either in profit or loss or as a revaluation decrease if the impairment losses relate to a revalued asset.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable
amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received
from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to their present
values in determining recoverable amounts.
31
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
g)
Plant and Equipment (continued)
32
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 will flow to the Company and the cost of the item can be
measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during the
financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets is depreciated on a straight-line basis over the asset’s useful life to the Company
commencing from the time the asset is held ready for use. The depreciation rates used for each class of depreciable assets
are:
Class of fixed asset
Plant and equipment
Motor vehicles
IT equipment
Leasehold improvements
10–33%
20–33%
10-33%
20%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater
than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are
included in the profit or loss.
h)
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand and deposits held at call with banks.
i)
Goods and Services Tax
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not
recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of
the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown
inclusive of GST. Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of
investing and financing activities, which are disclosed as operating cash flows.
j)
Contributed Equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from
the proceeds. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are
not included in the cost of the acquisition as part of the purchase consideration.
32
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
k)
Earnings per Share
(i) Basic earnings per share
33
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company, excluding any costs of
servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial
year.
(ii) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after
income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average
number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
l)
Leases
Leases of fixed assets, where substantially all the risks and benefits incidental to the ownership of the asset, but not the legal
ownership that are transferred to the economic entity, are classified as finance leases.
Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair value of the
leased property or the present value of the minimum lease payments, including any guaranteed residual values. Lease payments
are allocated between the reduction of the lease liability and the lease interest expense for the period.
Leased assets are depreciated on a straight-line basis over the shorter of their estimated useful lives or the lease term. Lease
payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses
in the periods in which they are incurred.
m) Employee Benefits
Provision is made for the Company’s liability for employee benefits arising from services rendered by employees to reporting
date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be
paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at
the present value of the estimated future cash outflows to be made for those benefits.
n)
Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the
operating segments, has been identified as the Board of Directors.
o)
Trade and Other Receivables
Trade and other receivables include amounts due from customers for goods sold and services performed in the ordinary course
of business. Receivables expected to be collected within 12 months of the end of the reporting period are classified as current
assets. All other receivables are classified as non-current assets.
Trade and other receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any provision for impairment.
33
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
p)
Trade and Other Payables
34
Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of
the reporting period. The balance is recognised as a current liability with the amounts normally paid within 30 days of
recognition of the liability.
q)
Foreign Currency Transactions Balances
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in
which that entity operates. The consolidated financial statements are presented in Australian dollars, which is the parent
entity’s functional currency.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the
transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at
historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair
value are reported at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in profit or loss, except where deferred in
equity as a qualifying cash flow or net investment hedge. Exchange differences arising on the translation of non-monetary items
are recognised directly in other comprehensive income to the extent that the underlying gain or loss is recognised in other
comprehensive income; otherwise the exchange difference is recognised in profit or loss.
Group companies
The financial results and position of foreign operations, whose functional currency is different from the Group’s presentation
currency, are translated as follows:
•
•
•
assets and liabilities are translated at exchange rates prevailing at the end of the reporting period;
income and expenses are translated at average exchange rates for the period; and
retained earnings are translated at the exchange rates prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations with functional currencies other than Australian dollars are
recognised in other comprehensive income and included in the foreign currency translation reserve in the statement of financial
position. These differences are recognised in profit or loss in the period in which the operation is disposed of.
r)
Critical Accounting Estimates and Other Accounting Judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances.
The Company is of the view that there are no critical accounting estimates and judgements in this financial report, other than
accounting estimates and judgements in relation to the carrying value of mineral exploration expenditure.
34
Notes To The Financial Statements
For the year ended 30 June 2019
Note 1: Statement of Significant Accounting Policies (continued)
Key judgements
Deferred exploration and evaluation expenditure
35
Exploration and evaluation costs are carried forward where right of tenure of the area of interest is current. These costs are carried
forward in respect of an area that has not at reporting date reached a stage that permits reasonable assessment of the existence
of economically recoverable reserves, or alternatively, are expected to be sold. Refer to the accounting policy stated in Note 1(d).
s) New Standards and Interpretations Not Yet Adopted
Accounting Standards issued by the AASB that are not yet mandatorily applicable to the Group, together with an assessment
of the potential impact of such pronouncements on the Group when adopted in future periods, are discussed below:
•
AASB 16: Leases (applicable to annual reporting periods commencing on or after 1 January 2019).
When effective, this Standard will replace the current accounting requirements applicable to leases in AASB 117: Leases
and related interpretations. AASB 16 introduces a single lessee accounting model that eliminates the requirement for
leases to be classified as either operating leases or finance leases. Lessor accounting remains similar to current
practice.
The main changes introduced by the new Standard are as follows:
-
-
-
-
-
recognition of the right-to-use asset and liability for all leases (excluding short term leases with less than 12 months of
tenure and leases relating to low value assets);
depreciating the right-to-use assets in line with AASB 116: Property, Plant and Equipment in profit or loss and
unwinding of the liability in principal and interest components;
inclusion of variable lease payments that depend on an index or a rate in the initial measurement of the lease liability
using the index or rate at the commencement date;
application of a practical expedient to permit a lessee to elect not to separate non-lease components and instead
account for all components as a lease; and
additional disclosure requirements.
The transitional provisions of AASB 16 allow a lease to either retrospectively apply the Standard to comparatives in line with
AASB 108 or recognise the cumulative effect of retrospective application as an adjustment to opening equity at the date of
initial application.
The Company has a lease over its office premises that, under the adoption of the new AASB 16, will result in a right of use asset
amounting to $70,204, and the corresponding lease liability of $70,204, on adoption.
The directors anticipate that the adoption of AASB 16 will not have a material impact on the Group’s recognition of leases and
disclosures.
t)
Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the
current financial year.
35
Notes To The Financial Statements
For the year ended 30 June 2019
Note 2: Revenue
Interest received
Income received under option agreement
Note 3:
Income Tax
(a)
Income tax recognised in profit
36
Consolidated
2019
$
1,345
277,988
279,333
2018
$
4,333
79,641
83,974
No income tax is payable by the Company as it recorded losses for income tax purposes for the year.
(b) Numerical reconciliation between income tax expense and the loss before income tax.
Loss before income tax
Income tax at 27.5% (2018: 27.5%)
Tax effect of:
Deferred tax asset not recognised
Movement in unrecognised temporary differences
Tax effect of permanent differences
Income tax benefit
(c) Unrecognised deferred tax balances
Revenue tax losses available to the Company
Potential tax benefit at 27.5% (2018: 27.5%)
Consolidated
2019
$
(1,879,854)
(516,960)
598,698
(98,464)
(500,234)
-
2018
$
(1,272,175)
(349,848)
268,217
(35,499)
526
-
26,689,724
24,217,023
7,336,974
6,687,181
A deferred tax asset attributable to income tax losses has not been recognised at reporting date as the probability criteria disclosed
in Note 1(c) is not satisfied and such benefit will only be available if the conditions of deductibility, also disclosed in Note 1(c), are
satisfied.
Note 4: Dividends
No dividends were paid or declared since the start of the financial year. No recommendation for payment of dividends has been
made.
Note 5: Trade and Other Receivables
Current
Other receivables
Prepayments
GST and VAT
None of the trade and other receivables are past due date.
Consolidated
2019
$
21,891
8,706
-
30,597
2018
$
20,461
5,399
98,671
124,531
36
Notes To The Financial Statements
For the year ended 30 June 2019
Note 6: Plant and Equipment
37
Plant and
equipment
IT equipment
Leasehold
Improvements
$
$
$
Total
$
Balance at 1 July 2017
Additions / (disposals) and writeoffs
Depreciation / writeback
on disposals*
Balance at 30 June 2018
At cost
Accumulated depreciation
114,224
115,258
2,302
1,504
2,766
-
119,292
116,762
(27,973)
(1,012)
(1,381)
(30,366)
201,509
2,794
1,385
205,688
277,997
(76,488)
21,848
(19,054)
6,907
(5,522)
306,752
(101,064)
Balance at 30 June 2018
201,509
2,794
1,385
205,688
Balance at 1 July 2018
Additions / (disposals) and writeoffs
Depreciation / writeback
on disposals*
201,509
60,278
2,794
-
(25,282)
(1,362)
1,385
(694)
(691)
205,688
59,584
(27,335)
Balance at 30 June 2019
236,505
1,432
-
237,937
At cost
Accumulated depreciation
338,275
(101,770)
21,848
(20,416)
6,213
(6,213)
366,336
(128,399)
Balance at 30 June 2019
236,505
1,432
-
237,937
* Inclusive of depreciation capitalised to exploration and evaluation expenditure.
Note 7: Exploration and Evaluation Expenditure
Costs carried forward in respect of areas of interest in the following phases:
Exploration and evaluation phase – at cost
Balance at 1 July
Expenditure incurred (including exchange rate movements)
Expenditure written off
Balance at 30 June
Consolidated
2019
$
2018
$
5,307,999
2,218,349
(655,199)
2,228,409
3,079,590
-
6,871,149
5,307,999
37
Notes To The Financial Statements
For the year ended 30 June 2019
Note 8(a): Trade and Other Payables (current)
Trade and other creditors
Accrued liabilities
Share capital funds received in advance
None of the payables are past due date.
Note 8(b): Income Received in Advance (current)
Income received in advance under an option agreement with South32*
38
Consolidated
2019
$
107,009
21,546
43,500
172,055
2018
$
259,394
43,253
-
302,647
Consolidated
2019
$
-
-
2018
$
227,988
227,988
*During the previous financial year, the Company received funds from South32 as consideration for an option to negotiate an
earn-in agreement with the Company. The funds received must be used to undertake and prepare a final report on a geophysical
survey at the Greater Riqueza project. As at 30 June 2018, the survey and final report were in progress and, as a consequence,
part of the funds received are treated as income received in advance. The Company completed the survey and final report in
the year ended 30 June 2019 at which time all income received in advance was recorded as revenue.
Note 8(c): Provisions (current)
Annual leave
Long service leave
Note 8(d): Funding in Advance (current)
Funding received under Share Subscription Agreement and Earn-In Agreement with
South32*
Consolidated
2019
$
92,131
34,228
126,359
2018
$
85,472
-
85,472
Consolidated
2019
$
1,706,542
1,706,542
2018
$
-
-
*Under the terms of the Share Subscription and Earn-In Agreement (Agreement) with South32 Group Operations Pty Ltd
(South32) dated 29 March 2019, this amount represents funding received from S32 in relation to project expenditure that the
Company must incur on the Greater Riqueza Project held by its 100% subsidiary Brillandino Minerales S.A.C. (Brillandino).
Under the Agreement, and subject to all conditions within the Agreement being met, S32 will subscribe for and the Company
will allot and issue shares in Brillandino equal to the amount of the funding received. Upon issuing shares in Brillandino, the
amount of $1,706,542 will be recorded as share capital in the accounts of Brillandino, and as a non-controlling interest in the
accounts of the Company.
Refer to note 20 for contractual obligations in relation to the Agreement.
38
Notes To The Financial Statements
For the year ended 30 June 2019
Note 9: Contributed Equity
a) Paid up capital
3,085,600,366 ordinary shares (30 June 2018: 2,592,788,159 ordinary shares)
b) Movements in shares on issue
Balance at 30 June 2017
Issued 6 July 2017
Issued 22 November 2017
Issued 12 December 2017
Issued 22 December 2017*
Issued 2 March 2018
Issued 12 April 2018
Transaction costs from issue of shares*
Balance at 30 June 2018
Issued 2 August 2018
Issued 5 September 2018
Issued 19 September 2018
Issued 1 October 2018
Issued 22 October 2018
Issue 7 November 2018
Issued 3 December 2018
Issued 7 December 2018
Issued 7 December 2018
Issued 13 March 2019
Issued 13 March 2019
Issued 2 May 2019
Issued 2 May 2019
Issued 5 June 2019
Issued 5 June 2019
Transaction costs from issue of shares
Balance at 30 June 2019
39
Consolidated
2019
$
2018
$
39,543,924
37,270,505
No of shares
2,286,244,757
18,212,110
30,247,705
160,611,625
70,000,000
26,666,667
805,295
-
2,592,788,159
27,500,000
136,128,818
32,961,000
12,900,000
9,875,000
10,000,000
143,292,389
1,540,000
12,950,000
13,450,000
25,150,000
46,640,000
14,925,000
3,000,000
2,500,000
-
3,085,600,366
Paid up capital
$
35,742,124
270,851
280,388
963,670
385,000
160,000
5,000
(536,527)
37,270,506
137,500
680,644
164,805
64,500
39,500
50,000
716,462
7,700
51,800
67,250
102,750
233,200
60,000
15,000
10,000
(127,693)
39,543,924
* On 22 December 2017, 70,000,000 shares were issued as collateral only, and pursuant to the controlled placement facility with
Acuity Capital, for nil consideration. For financial reporting purposes only, a nominal value of $385,000, based on the market price
of these shares at the time of issue, has been recognised here.
c) Movements in options on issue
There were 399,912,207 listed options issued during the year, and 399,912,207 listed options outstanding over unissued ordinary
shares on issue at 30 June 2019. These options are exercisable at $0.012 per option at any time up to 7 August 2020.
d) Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up of the Company, to participate in
the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held.
39
Notes To The Financial Statements
For the year ended 30 June 2019
Note 10: Interests of Key Management Personnel
a) Key management personnel compensation
40
Refer to the Remuneration Report contained in the Director’s Report for details of the remuneration paid to each member of the
Company’s key management personnel for the year ended 30 June 2019. The totals of remuneration paid to key management
personnel of the Company during the year are as follows:
Short-term employee benefits (i)
Post-employment benefits (ii)
(i) Includes payments for salaries, director fees, consulting fees and allowances.
(ii) Includes superannuation contributions and long service leave entitlements.
b) Key management personnel shareholdings
Consolidated
2019
$
576,905
80,604
657,509
2018
$
523,459
47,825
571,284
The number of ordinary shares in Inca Minerals Limited held by key management personnel of the Company during the financial
year is as follows:
2019
Name
Ross Brown
Gareth Lloyd
Jonathan West
Justin Walawski
Totals
2018
Name
Ross Brown
Gareth Lloyd
Justin Walawski
Totals
Opening balance
1 July 2018
31,411,762
-
-
3,060,002
34,471,764
Additions /
Director
Appointment
4,500,000
-
17,000,000
777,773
22,277,773
Disposals /
Director
Resignation
-
-
-
(3,837,775)
(3,837,775)
Closing balance 30
June 2019
35,911,762
-
17,000,000
-
52,911,762
Opening balance
1 July 2017
31,411,762
-
2,448,001
33,859,763
Additions
Disposals
Closing balance 30
June 2018
-
-
612,001
612,001
-
-
-
-
31,411,762
-
3,060,002
34,471,764
Note 11: Related Party Transactions
There were no other transactions and balances with directors and other key management personnel.
40
Notes To The Financial Statements
For the year ended 30 June 2019
Note 12: Loss Per Share
a) Basic Earnings Per Share
41
Consolidated
2019
$
2018
$
Loss used in calculating basic earnings per share
(1,879,854)
(1,272,175)
Weighted average number of ordinary shares on issue during the year used as the
denominator in calculating basic loss per share
Basic loss per share (cents)
b) Diluted loss per share (cents)
2,889,474,545
2,455,775,129
(0.07)
(0.05)
Diluted loss per share is the same as basic loss per share as the Company is in a loss making position.
Note 13: Cash Flow Information
a) Reconciliation of the net loss after income tax to the net cash flows from operating
activities
Consolidated
Net loss for the year
Depreciation
Impairment of Peruvian value added tax
Foreign exchange (gains) / losses
Exploration and evaluation expenditure written off
Peruvian capitalised exploration expenditure
Professional fees paid in share capital
Changes in assets and liabilities
(Increase) / decrease in trade and other receivables
Increase / (decrease) in trade and other payables
Increase / (Decrease) in provisions
Increase / (Decrease) in income received in advance
Net cash outflow from operating activities
(b) Reconciliation of cash and cash equivalents
2019
$
(1,879,854)
12,207
223,805
17,043
655,199
332,082
49,500
93,934
(130,592)
40,887
(277,988)
(863,777)
2018
$
(1,272,175)
7,558
264,382
9,497
-
113,630
5,000
(100,799)
435,177
(1,266)
277,988
(261,008)
Cash balance comprises: cash assets
1,377,481
789,315
(c) Non-cash financing activities
On 22 October 2018, the Company issued 9,875,000 fully paid ordinary shares for a total value of $39,500 as payment for services
provided to the Company.
On 5 June 2019, the Company issued 2,500,000 fully paid ordinary shares for a total value of $10,000 as payment for services
provided to the Company.
41
Notes To The Financial Statements
For the year ended 30 June 2019
Note 14: Expenditure Commitments
42
The Group has certain commitments to meet minimum expenditure requirements on the mineral exploration assets in which it has
an interest. These commitments are optional and only required if the Company wishes to maintain its rights of earn-in or rights of
tenure. Outstanding exploration commitments for not later than one year and for between one and five years are as follows:
Not later than one year
Between one and five years
Consolidated
2019
$
791,786
5,211,435
6,003,221
Consolidated
2018
$
646,501
2,637,777
3,284,278
The exploration expenditure commitments above include commitments related to agreements for the acquisition of interests in
mining concessions pertaining to the Group’s Greater Riqueza (Riqueza) and Cerro Rayas projects in Peru. As at 30 June 2019 the
Group has met all its obligations in respect of the agreements and all future exploration commitments are payable at the Group’s
discretion and dependent upon the Group acquiring the exclusive rights to the mining concessions. The key terms of the
agreements pertaining to concessions within the Riqueza and Cerro Rayas projects are set out below.
1. Riqueza Project: A 5-year mining concession transfer option and assignment agreement granting the Group the exclusive option
to acquire 100% interest in a mining concession called Nueva Santa Rita and referred to as the Riqueza Project. The Group has the
exclusive right to terminate at any time during the transfer option and assignment period and any unpaid amounts are not payable
to the vendor. Other key terms are:
Total Mining Concession Transfer Option &
Assignment (MCTOA) Consideration
Payment Timing of MCTOA Consideration
Mining assignment period
NSR Royalty
Cancellability
US$1,773,000
MCTOA Payment on Execution Date (ED): US$30,000*
MCTOA Payment 6 months from ED: US$20,000*
MCTOA Payment 12 months from ED: US$50,000*
MCTOA Payment 18 months from ED: US$60,000*
MCTOA Payment 24 months from ED: US$50,000*
MCTOA Payment 30 months from ED: US$63,000*
MCTOA Payment 36 months from ED: US$100,000*
MCTOA Payment 42 months from ED: US$100,000
MCTOA Payment 48 months from ED: US$150,000
MCTOA Payment 54 months from ED: US$150,000
MCTOA Payment 60 months from ED: US$1,000,000
5 years from the Execution Date (17 May 2016)
2% NSR. The Group has a 20-year option to buy back 50% of the NSR
for US$1,000,000 leaving a 1% NSR to the vendor.
The Group has the exclusive right to terminate at any time during the
option and assignment period without cost or penalty. Any unpaid
amounts are not payable to the vendor.
* As at the date of the Directors’ Declaration, the Group has met all applicable commitments under the agreement.
42
Notes To The Financial Statements
For the year ended 30 June 2019
Note 14: Expenditure Commitments (continued)
43
2. Cerro Rayas Project - La Elegida Concession: A 2-year mining concession transfer option and assignment agreement commencing
30 June 2017 granting the Group the exclusive option to acquire 100% interest in a mining concession known as La Elegida which
forms part of the Group’s Cerro Rayas Project. The Group has the exclusive right to terminate at any time during the transfer option
and assignment period and any unpaid amounts are not payable to the vendor.
On 10 April 2019, the Group executed an addendum to the option and assignment agreement extending the payment timing. The
total consideration payable remains unchanged. The addendum extended the assignment period to 34 months form the
commencement date.
Other key terms are:
Total Mining Concession Transfer Option and
Assignment (MCTOA) Consideration
Payment Timing of MCTOA Consideration
Mining assignment period
Cancellability
US$244,000
Mining assignment and purchase option payments (MAPOP):
MAPOP on Commencement Date (CD): US$50,000*
MAPOP on or before 6 months from CD: US$11,000*
MAPOP on or before 12 months from CD: US$90,000*
MAPOP on or before 24 months from CD: US$41,000*
MAPOP on or before 25 - 32 months from CD: US$4,000 per month. These
payments total US$32,000.
MAPOP on or before the 33rd month from CD: US$10,000
MAPOP on or before the 34th month from CD: US$10,000
34 months from the Commencement Date (30 June 2017)
The Group has the exclusive right to terminate at any time during the
option and assignment period without cost or penalty. Any unpaid
amounts are not payable to the vendor.
* As at the date of the Directors’ Declaration, the Group has met all applicable commitments under the agreement.
3. Cerro Rayas Project - La Elegida I Concession: A 2.5-year mining concession transfer option and assignment agreement
commencing 10 October 2016 granting the Group the exclusive option to acquire 100% interest in a mining concession known as La
Elegida I which forms part of the Group’s Cerro Rayas Project. The Group had the exclusive right to terminate at any time during
the transfer option and assignment period and any unpaid amounts are not payable to the vendor. The group exercised its right to
early terminate the agreement, through a letter dated February 27, 2019. On 9 May 2019, the Group lodged with the Lima Registry
Office the termination of the agreement and has no further rights or obligations pursuant to the agreement.
In addition to exploration expenditure commitments the Group has certain operating commitments pertaining to non-cancellable
operating leases and agreements contracted for but not recognised in the financial statements:
Not later than one year
Between one and five years
Consolidated
2019
$
38,618
52,654
91,272
Consolidated
2018
$
50,598
180
50,778
43
Notes To The Financial Statements
For the year ended 30 June 2019
Note 15: Auditor’s Remuneration
44
Statutory audit by auditor of the parent company
Audit and review of financial statements of parent entity
Under provision from the prior year
Audit and review of financial statements of subsidiary entity
Statutory audit by auditor of Inca Minerales S.A.C. and Brillandino Minerales
S.A.C.
Other services by auditor of Inca Minerales S.A.C. and Brillandino Minerales
S.A.C.
Note 16: Segment Information
Consolidated
Consolidated
2019
$
29,100
-
500
29,600
14,687
2,139
16,826
2018
$
28,500
63
1,500
30,063
14,169
-
14,169
The Company has identified its operating segments based on the internal reports that are reviewed and used by the Board of
directors (chief operating decision makers) in assessing performance and determining the allocation of resources. The Company
operates in the segments of mineral exploration within Peru and Australia. The Company is domiciled in Australia. All revenue from
external parties is generated from Australia only. Segment revenues are allocated based on the country in which the party is
located. Operating revenues of approximately Nil (2018: Nil) are derived from a single external party. All the assets are located in
Peru and Australia. Segment assets are allocated to countries based on where the assets are located.
Reportable segments:
Segment revenue
2019
2018
Segment result
2019
2018
Segment assets
2019
2018
Segment liabilities
2019
2018
Depreciation and amortisation expense
2019
2018
Australia
$
279,333
83,974
(515,928)
(618,072)
227,598
491,117
(188,181)
(456,035)
(2,938)
(2,584)
Peru
$
-
(1,363,926)
(654,103)
8,289,566
5,936,416
Consolidated
$
279,333
83,974
(1,879,854)
(1,272,175)
8,517,164
6,427,533
(1,816,775)
(210,072)
(2,004,956)
(666,107)
(9,269)
(4,974)
(12,207)
(7,558)
44
Notes To The Financial Statements
For the year ended 30 June 2019
Note 17: Financial Risk Management Objectives and Policies
(a)
Interest rate risk
45
The Company’s exposure to interest rate risk which is the risk that a financial instruments value will fluctuate as a result of changes
in market interest rates and the effective weighted average interest rate for each class of financial assets and financial liabilities as
set out below:
Weighted
average
interest
rate (%)
Non-
interest
bearing
Floating
interest
rate
$
$
Fixed interest
maturing
1 year or less
$
Fixed interest
maturing
1 to 5 years
$
Total
$
0.06
1,183,293
174,188
20,000
-
1,377,481
0.29
392,785
376,530
20,000
-
789,315
30 June 2019
Cash and cash
equivalents
30 June 2018
Cash and cash
equivalents
(b) Interest rate sensitivity analysis
At 30 June 2019, if interest rates had changed by 25 basis points during the entire year with all other variables held constant, profit
for the year and equity would have been $2,708 higher/lower (2018: $4,900), mainly as a result of higher/lower interest income from
cash and cash equivalents.
A 25-basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and
represents management’s assessment of the possible change in interest rates.
(c) Credit risk
The maximum exposure to credit risk at reporting date on financial assets of the Company is the carrying amount, net of any
provisions for doubtful debts, as disclosed in the statement of financial position and notes to the financial statements.
(d) Commodity price risk
The Company is not exposed to commodity price risk as the operations of the Company are not yet at the production stage.
(e) Liquidity risk
The Company manages liquidity risk by monitoring forecast cash flows.
The table below analyses the entity’s financial liabilities into relevant maturity groupings based on the remaining period from
the statement of financial position date to the contractual maturity date. As the amounts disclosed in the table are the
contractual undiscounted cash flows, these balances will not necessarily agree with the amounts disclosed in the statement of
financial position.
45
Notes To The Financial Statements
For the year ended 30 June 2019
Note 17: Financial Risk Management Objectives and Policies (continued)
46
Less than 6 months
$
6 months
to 1 year
$
1 to 5 years
$
Total
$
30 June 2019
Financial liabilities due
for payment
Trade and other payables
Funds in advance
Financial assets – cash
flows realisable
Cash assets
Trade and other receivables
Net (outflow)/inflow on
financial instruments
30 June 2018
Financial liabilities due
for payment
Trade and other payables
Financial assets – cash
flows realisable
Cash assets
Trade and other receivable
Net (outflow)/inflow on
financial instruments
(172,055)
-
(172,055)
-
(1,706,542)
(11,706,542)
1,377,481
30,597
1,408,078
-
-
-
1,236,023
(1,706,542)
(302,647)
(302,647)
789,315
124,531
913,846
611,199
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(172,055)
(1,706,542)
(1,878,597)
1,377,481
30,597
1,408,078
(470,519)
(302,647)
(302,647)
789,315
124,531
913,846
611,199
There were no Level 2 or Level 3 financial instruments.
(f)
Foreign exchange risk
The Company is exposed to foreign exchange risk as certain transactions are denominated in United States Dollars and Peruvian
Nuevos Soles as a result of operating in Peru.
The Group’s exposure to foreign currency risk at the end of the reporting period, expressed in Australian dollars, is mainly in relation
to its cash and cash equivalents and exploration and evaluation expenditure, and was as follows.
30 June 2019
Cash and cash equivalents
Exploration and evaluation expenditure
30 June 2018
Cash and cash equivalents
Exploration and evaluation expenditure
USD
$
PEN
$
1,137,028
-
293,244
-
51,344
5,870,693
100,217
4,757,235
46
Notes To The Financial Statements
For the year ended 30 June 2019
Note 17: Financial Risk Management Objectives and Policies (continued)
(g)
Net fair value of financial assets and liabilities
47
The carrying amounts of financial instruments included in the statement of financial position approximate their fair values due to
their short terms of maturity.
Note 18: Events Subsequent to Reporting Date
On 4 July 2019, the Company issued 8,750,000 fully paid ordinary shares at $0.005 per share, raising $43,750 (before associated
costs). Each share had a free attaching option issued on the basis of 1 option for every 1 share issued, exercisable at $0.012 on
or before 7 August 2020. This resulted in the issue of 8,750,000 options on the same date.
On 22 August 2019, the Company issued 40,000,000 fully paid ordinary shares at $0.00375 per share, raising $150,000 (before
associated costs).
No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly
affect the Company’s operations or the state of affairs of the Company in future financial years.
Note 19: Contingent Liabilities
There are no contingent liabilities at reporting date.
Note 20: Contractual Obligations
Share Subscription and Earn-In Agreement (Agreement) with South32 Group Operations Pty Ltd (S32)
On 29 March 2019, the Company entered into an Agreement with S32 in relation to share subscription and earn-in on its 100%
subsidiary Brillandino Minerales S.A.C. (Brillandino), the holder of the Greater Riqueza Project. Under the Agreement, S32 can
earn-in to Brillindino by way of the following.
Phase 1 Funding
During the Phase 1 funding period:
(a) S32 must contribute 100% of the annual funding to allow Brillandino to incur project expenditure forming part of the Phase
1 funding obligation;
(b) S32 must contribute such funding as is required to satisfy each annual funding, provided that S32, at a minimum,
contributes the cumulative funding specified below within the following timeframes:
(i)
(ii)
(iii)
(iv)
Year 1 Commitment - US$1. 7 million.
Year 2 Commitment - US$3.7 million.
Year 3 Commitment – US$6.0 million; and
Year 4 Commitment - US$9.0 million.
Share subscription
Tranche of subscription share
Subject to satisfying each annual programme and annual budget, Brilliandino must allot and issue, such number of shares
equivalent to:
47
Notes To The Financial Statements
For the year ended 30 June 2019
Note 20: Contractual Obligations (continued)
48
(i) Year 1 Commitment - US$1. 7 million. Subscription Shares equivalent to 11% of the Shares (on a diluted basis) in Brilliandino.
(ii) Year 2 Commitment - US$3.7 million. An additional 13% of Shares (on a diluted basis) which results in S32 holding 24% of
Shares (on a diluted basis);
(iii) Year 3 Commitment – US$6.0 million. An additional 16% of Shares (on a diluted basis) which results in S32 holding 40% of
Shares (on a diluted basis);
(iv) Year 4 Commitment - US$9.0 million.
An additional 20% of Shares (on a diluted basis) which results in S32 holding 60% of Shares (on a diluted basis).
Over the course of the 4-year phase 1 period, should the US$9.0 million expenditure commitment be met by S32, S32 will be
issued a total of 60% of the issued share capital in Brilliandino.
Right of withdrawal
S32 may elect to withdraw on the completion of each annual programme/annual budget during Phase 1 provided that S32 has:
(i) fully met the expenditures set out in the relevant annual funding; and
(ii) by the proposed date of withdrawal, paid the total cumulative amount specified in the relevant annual commitment,
then
S32 may exercise its right to withdraw from the Agreement and S32 is released from all further obligations, funding
commitments and liabilities under the Agreement, and the Agreement will terminate.
Failure to complete Phase 1 funding
(a) Unless otherwise agreed in writing, if Inca complies with its obligations under the Agreement and S32 fails to contribute
in accordance with the terms and conditions of the Agreement or withdraws from the Agreement then:
(A) S32 may issue a notice to Inca requiring Inca to acquire or buy back all of S32's Shares for $1; or
(B) Inca may issue a notice to S32 requiring S32 to sell all or agree to the buy-back of all of S32's shares to Inca for $1.
Satisfaction of Phase 1 Funding Obligation
If S32 satisfies the Phase 1 funding obligation and has not withdrawn from the Agreement:
(a) S32, Brillandino and Inca must promptly meet and negotiate in good faith to agree the final terms and conditions of
a Shareholders' Agreement, which must be on customary terms and conditions, with such agreement to be reached within
90 days from the date that S32 satisfies the Phase 1 funding obligation; and
(b) S32 may within 60 days of the end of the Phase 1 funding period elect to exercise its right to carry out the Phase 2
funding obligation.
48
Notes To The Financial Statements
For the year ended 30 June 2019
Note 20: Contractual Obligations (continued)
Phase 2 Funding
Under the Phase 2 funding:
49
(i) S32 is entitled to subscribe for an additional total 10% shareholding in Brillandino; and
(ii) S32 must contribute 100% of the funding to allow Brillandino to incur project expenditure pursuant to such annual
programmes and annual budgets as is necessary in order to complete a pre-feasibility study.
(b) Provided that S32 has satisfied the expenditures set out in the relevant annual programme and annual budget during
the Phase 2 funding period, S32 may withdraw from its obligation to carry out the Phase 2 funding obligation at any time
during the Phase 2 funding in which case S32 has no ·entitlement to retain any of the shares in Brillandino which it
acquired as part of the Phase 2 funding obligation.
Note 21: Controlled Entities
Subsidiaries of Inca Minerals Limited:
Urcaguary Pty Ltd
Inca Minerales S.A.C.
Brillandino S.A.C.
Dos Colinas S.A.C.
Hydra Minerals Ltd
Dingo Minerals Pty Ltd
Note 22: Parent Information
Financial position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net Assets
Equity
Issued capital
Accumulated Losses
Total equity
Financial performance
(Loss) for the year
Other comprehensive income
Total comprehensive income
Country of
Incorporation
Australia
Peru
Peru
Peru
Australia
Australia
Percentage Controlled (%)
2018
2019
100
100
100
100
100
100
2019
$
225,921
6,474,469
6,700,390
(188,181)
-
(188,181)
100
100
-
100
100
100
2018
$
487,088
5,730,207
6,217,295
(455,535)
-
(455,535)
6,512,209
5,761,760
39,543,925
(33,031,716)
6,512,209
(1,522,970)
-
(1,522,970)
37,270,506
(31,508,746)
5,761,760
(1,036,849)
-
(1,036,849)
49
Notes To The Financial Statements
For the year ended 30 June 2019
Note 22: Parent Information (continued)
50
There are no guarantees entered into by the parent entity in relation to the debts of its subsidiaries. There are no contingent
liabilities of the parent entity as at the reporting date.
There are no contractual commitments by the parent entity for the acquisition of property, plant and equipment as at the
reporting date.
The Company has certain operating commitments pertaining to non-cancellable operating leases and agreements contracted for
but not recognised in the financial statements:
2019
$
17,947
52,654
70,601
2018
$
17,780
180
17,960
Not later than one year
Between one and five years
Note 22: Company Details
The principal place of business of the Company is:
Inca Minerals Limited
Suite 1, 16 Nicholson Road
Subiaco, WA, 6008
Australia
50
Directors’ Declaration
The Directors of the Company declare that:
51
1.
the financial statements and notes, as set out on pages 13 to 42, are in accordance with the Corporations Act 2001 and:
a.
b.
comply with Accounting Standards, which, as stated in accounting policy Note 1 to the financial statements,
constitutes explicit and unreserved compliance with International Financial Reporting Standards (IFRS);
give a true and fair view of the financial position as at 30 June 2019 and of the performance for the year ended
on that date of the Group;
2.
the Directors have been given the declarations required by s295A of the Corporations Act 2001 that:
a.
b.
c.
the financial records of the Company for the financial year have been properly maintained in accordance with
s286 of the Corporations Act 2001;
the financial statements and notes for the financial year comply with Accounting Standards;
the financial statements and notes for the financial year give a true and fair view;
3.
in the Directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
On behalf of the Directors:
`
Ross Brown
Director
Dated at Perth this 18th day of September 2019
51
Stantons International Audit and Consulting Pty
Ltd trading as
Chartered Accountants and Consultants
52
PO Box 1908
West Perth WA 6872
Australia
Level 2, 1 Walker Avenue
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
18 September 2019
The Directors
Inca Minerals Limited
Suite 1, 16 Nicholson Road
Subiaco WA 6008
Dear Sirs
RE: INCA MINERALS LIMITED
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the directors of Inca Minerals Limited.
As Audit Director for the audit of the financial statements of Inca Minerals Limited for the year ended 30 June
2019, I declare that to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii) any applicable code of professional conduct in relation to the audit. Yours
faithfully,
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(Trading as Stantons International)
(An Authorised Audit Company)
Samir Tirodkar
Director
Liability limited by a scheme approved
under Professional Standards Legislation
52
Stantons International Audit and Consulting Pty Ltd
trading as
Chartered Accountants and Consultants
PO Box 1908
West Perth WA 6872
Australia
Level 2, 1 Walker Avenue
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
INCA MINERALS LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Inca Minerals Limited (the Company and its subsidiaries (“the Group”),
which comprises the consolidated statement of financial position as at 30 June 2019, the consolidated
statement of comprehensive income, the consolidated statement of changes in equity and the consolidated
statement of cash flows for the year then ended and notes to the financial statements, including a summary of
significant accounting policies and the directors' declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(i)
giving a true and fair view of the Group's financial position as at 30 June 2019 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards
Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the
Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the financial report of the current period. These matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
Key Audit Matters
How the matter was addressed in the audit
Carrying Value of Capitalised Exploration and
Evaluation Expenditure
As at 30 June 2019, Capitalised Exploration and
Evaluation expenditure totals $6,871,149 (refer to
Note 1(d) and note 7 to the financial report).
The carrying value of Capitalised Exploration and
Evaluation expenditure is a key audit matter due to:
The significance of the total balance (81% of total
assets);
The necessity
to assess management’s
application of the requirements of the accounting
standard Exploration
for and Evaluation of
Mineral Resources (“AASB 6”), in light of any
Liability limited by a scheme approved
under Professional Standards Legislation
Inter alia, our audit procedures included the following:
i. Assessing
the Group’s right
tenure over
exploration assets by corroborating the ownership
of the relevant licences for mineral resources to
government registries and relevant third party
documentation;
to
ii. Reviewing
the directors’ assessment of
the
carrying value of the exploration and evaluation
expenditure, ensuring the veracity of the data
presented and that management has considered
indicators,
the effect of potential
impairment
indicators of impairment that may be present;
and
The assessment of significant judgements made
by management in relation to the Capitalised
Exploration and Evaluation Expenditure.
Contributed Equity
to
The Group’s Contributed Equity amounted
$39,543,924. During
period,
492,812,207 ordinary shares were issued resulting in
an increase in Contributed Equity of $2,273,419,net of
capital raising costs (refer to Note 9 to the financial
report).
reporting
the
Contributed Equity is a key audit matter due to:
the quantum of share capital issued during the
year; and
the varied nature of the movements during the
year.
We have spent significant audit effort on ensuring the
Contributed Equity was appropriately accounted for
and disclosed.
commodity prices and the stage of the Group’s
projects against AASB 6;
iii. Evaluation of Group documents for consistency
with the intentions for the continuing of exploration
and evaluation activities
in certain areas of
interest, and corroborated with enquiries of
management.
the documents we
evaluated included:
Inter alia,
Minutes of meetings of
the board and
management;
Announcements made by the Group to the
Australian Securities Exchange; and
Cash flow forecasts; and
iv. Consideration of the requirements of accounting
standard AASB 6. We assessed the financial
statements in relation to AASB 6 to ensure
appropriate disclosures are made.
Inter alia, our audit procedures included the following:
i. Obtaining an understanding of the underlying
transactions;
ii. Verifying all issued capital movements to the
relevant ASX announcements;
iii. Vouching proceeds from capital raisings to bank
relevant supporting
statements and other
documentation;
iv. Verifying underlying capital raising costs and
appropriately
costs were
these
ensuring
recorded;
v. Ensuring consideration for services provided are
measured in accordance with AASB 2 Share-
Based Payments and agreed the related costs to
relevant supporting documentation; and
vi. Ensuring
the
relevant
requirements of
accounting standards and disclosures achieve fair
financial
presentation
statements to ensure appropriate disclosures are
made.
reviewing
and
the
the
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group's annual report for the year ended 30 June 2019, but does not include the financial
report and our auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially misstated. 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.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no
realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with the Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the financial report.
The procedures selected depend on the auditor's judgement, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the
auditor considers internal control relevant to the entity's preparation of the financial report that gives a true and
fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the entity's internal control.
The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial
report.
We conclude on the appropriateness of the Directors' use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures
in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the Group to cease to continue as a going concern.
We evaluate the overall presentation, structure and content of the financial report, including the disclosures,
and whether the financial report represents the underlying transactions and events in a manner that achieves
fair presentation.
We obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the financial report. We are responsible for the direction,
supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in Internal control that we identify
during our audit.
The Auditing Standards require that we comply with relevant ethical requirements relating to audit
engagements. We also provide the Directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Directors, we determine those matters that were of most significance
in the audit of the consolidated financial report of the current period and are therefore key audit matters. We
describe these matters in our auditor's report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be expected to outweigh the
public interest benefits of such communication.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 8 to 11 of the directors’ report for the year ended
30 June 2019. The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to
express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
Opinion on the Remuneration Report
In our opinion, the Remuneration Report of Inca Minerals Limited for the year ended 30 June 2019 complies
with section 300A of the Corporations Act 2001.
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(Trading as Stantons International)
(An Authorised Audit Company)
Samir Tirodkar
Director
West Perth, Western Australia
18 September 2019
Shareholder Information
57
The shareholder information set out below is applicable as at 23 September 2019 unless otherwise stated.
CAPITAL STRUCTURE
The Company currently has issued capital of 3,134,350,366 fully paid ordinary shares. The Company has also issued 408,662,207
options with an exercise price of $0.012 and an expiry date of 7 August 2020. The Company has no other class of security or
options on issue.
VOTING RIGHTS
The Company’s Constitution provides that at a meeting of shareholders, and on a show of hands, each shareholder present in
person and each other person present as a proxy, attorney or representative of a shareholder has one vote. On a poll, each
shareholder present in person has one vote for each fully paid ordinary share held by the shareholder and each person as a
proxy, attorney or representative of a shareholder has one vote for each fully paid ordinary share held by the shareholder that
person represents.
TWENTY LARGEST SHAREHOLDERS
The names and details of the twenty largest quoted shareholdings in the Company as at 24 September 2019 are as follows:
57
RankNameUnits% of Units1MR ZHIAN ZHANG181,200,0005.782ACUITY CAPITAL INVESTMENT MANAGEMENT PTY LTD 107,815,5913.443J P MORGAN NOMINEES AUSTRALIA PTY LIMITED93,424,5492.984CITICORP NOMINEES PTY LIMITED77,429,6382.475MRS DIVYA JINDAL65,336,4482.086MR CHRISTOPHER ERROL SCHUH58,640,2511.877GLOBAL ECOSERVICES PTY LTD 40,000,0001.288MR STEPHEN CHEWTER38,842,8581.249KEITH G MCDONALD PTY LTD 37,000,0001.1810MRS EWA AURELIA KOZLOWSKI34,253,0001.0911MR ANDREW PETER FISHER34,000,0001.0812MR RONAN EAGLE30,200,0000.9613HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED28,210,4990.914EXCEL SHARES PTY LTD 26,000,0000.8315MR TERENCE MERVYN RISBY + MRS DAWN LILLIAN RISBY 24,451,1000.7816MR MAREK JANUSZ KOZLOWSKI23,785,0000.7617BNP PARIBAS NOMINEES PTY LTD 23,338,9670.7418MR STEPHEN PHILIP CHEWTER + MRS MARGARET ELIZABETH CHEWTER 21,411,0000.6819MR CRAIG MICHAEL LAKE + MRS JUDITH MAY LAKE19,615,2500.6320MRS LORIS JOYCE FISHER + MR PETER JOHN FISHER 19,600,0000.63984,554,15131.412,149,796,21568.593,134,350,366100Total Holders BalanceTotals: Top 20 holders of ICG ORDINARY FULLY PAIDTotal Remaining Holders Balance
Shareholder Information (continued)
58
DISTRIBUTION OF EQUITY SECURITIES at 24 September 2019
The number of holders by size of their holding of fully paid ordinary issued shares in the Company is as follows:
SPREADS OF HOLDINGS
OF
NUMBER
HOLDERS
NUMBER OF
UNITS
% OF TOTAL
ISSUED
CAPITAL
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 >
TOTAL
210
85
86
632
1,469
2,482
58,370
260,416
754,852
33,953,303
0.00%
0.01%
0.02%
1.08%
3,099,323,425
98.88%
3,134,350,366
100%
SUBSTANTIAL SHAREHOLDERS
Shareholder
Number of Shares
%
Mr Zhian Zhang
181,200
5.78
ESCROW
There are no Company securities subject to voluntary escrow.
UNMARKETABLE PARCELS
As at 24 September 2019 there were 1,231 shareholders with an unmarketable share parcel of less than 166,667
shares at the prevailing share price of .003 cents.
RESTRICTED SECURITIES
There are no restricted securities.
DIVIDENDS
The Company has not paid any dividends in the period.
58
Tenement Schedule
59
Tenement Identification
Country
Project
Mining
Concession Name
Code
Mining Public
Registry
Number
Ownership
Riqueza
Santa Rita
010045501
20006530
Earning 100%1
Brillandino Minerales S.A.C
Peru
Rita Maria
010171016
11247112
Antacocha I
010249916
11248835
Antacocha II
010249716
11252832
Maihuasi
010249816
11253200
Uchpanga II
010251716
11252546
Uchpanga III
010251616
11248903
Picuy
010171116
11247107
100%
100%
100%
100%
100%
100%
100%
Brillandino Minerales S.A.C
Brillandino Minerales S.A.C
Brillandino Minerales S.A.C
Brillandino Minerales S.A.C
Brillandino Minerales S.A.C
Brillandino Minerales S.A.C
Brillandino Minerales S.A.C
Cerro Rayas
La Elegida
010109205
11160272
Earning 100%
Inca Minerales S.A.C
Vicuna Puquio
010337217
11160272
Vicuna Puquio II
010045618
11269556
Puyuhuan
010336917
11268199
Tablamachay
010045718
11266913
Huaytapata
010337017
11269553
Huaytapata Sur
010221018
11276924
Intihuanunan
010221418
11278394
Yacuna III
(application)
010420918
Pending
Australia Toolebuc
EPM27072
MaCauley Creek
EPM27124
Lorna May
(application)
Frewena
East Timor Manatuto
EPM27163
El31974
El32107
N/A
(application)
Ossu (application) N/A
Paatal
(application)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
END OF REPORT
100%
100%
100%
100%
100%
100%
100%
100%
100%
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerales S.A.C
Inca Minerals Ltd
Earning 90%
MRG Resources Pty Ltd
Earning 95%
MRG Resources Pty Ltd
Earning 95%
MRG Resources Pty Ltd
Earning 95%
MRG Resources Pty Ltd
100%
100%
100%
Inca Minerals Ltd
Inca Minerals Ltd
Inca Minerals Ltd
59