2 0 1 7 A N N U A L R E P O R T
2017 ANNUAL REPORT
2
CONTENTS
CORPORATE INFORMATION ........................................................................ 2
CHAIRMAN’S REPORT ................................................................................. 3
DIRECTORS’ REPORT .................................................................................. 4
AUDITOR’S INDEPENDENCE DECLARATION ................................................. 33
INTEREST IN TENEMENTS ........................................................................... 35
CONSOLIDATED STATEMENT OF PROFIT
OR LOSS AND OTHER COMPREHENSIVE INCOME ........................................ 37
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................ 38
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ................................. 39
CONSOLIDATED STATEMENT OF CASH FLOWS ............................................ 40
NOTES TO THE FINANCIAL STATEMENTS ..................................................... 41
DIRECTORS’ DECLARATION ......................................................................... 70
INDEPENDENT AUDITOR’S REPORT ............................................................. 72
1
2017 ANNUAL REPORT
CORPORATE INFORMATION
DIRECTORS
Nicholas Mather
Vincent Mascolo
Geoffrey (Stuart) Crow
Neil Herbert
Tiaan Van Aswegen
Alistair McAdam
Kenichiro Tsubaki
COMPANY SECRETARY
Karl Schlobohm
REGISTERED OFFICE
Level 27, 111 Eagle St
Brisbane QLD 4000
Phone: + 61 7 3303 0610
Fax: +61 7 3303 0681
Email: info@ironridgeresources.com.au
Website: www.ironridgeresources.com.au
AUDITOR
BDO Audit Pty Ltd
Level 10, 12 Creek Street
Brisbane QLD 4000
Australia
NOMINATED ADVISOR
SP Angel Corporate Finance LLP
Prince Frederick House
35-39 Maddox Street
London W1S 2PP
United Kingdom
BROKER
SP Angel Corporate Finance LLP
Prince Frederick House
35-39 Maddox Street
London W1S 2PP
United Kingdom
BANKERS
Macquarie Bank Ltd (Brisbane Branch)
345 Queen Street, Brisbane QLD 4000
Australia
UK SOLICITORS
Locke Lord LLP
201 Bishopsgate,
London EC2M 3AB,
United Kingdom
AUSTRALIAN SOLICITORS
Hopgood Ganim
Level 8, Waterfront Place
1 Eagle Street,
Brisbane QLD 4000, Australia
REGISTRARS
Computershare Investor Services plc
The Pavilions, Bridgwater Road
Bristol BS99 7NH
United Kingdom
2017 ANNUAL REPORT
2
CHAIRMAN’S REPORT
Dear Shareholder,
I am pleased to report on another productive year for the Company, which saw it capitalize on the opportunities
identified from the revised strategy outlined in the 2017 Annual Report, utilising its in-house geological
expertise and also leveraging the knowledge and experience of the Company’s key stakeholders, DGR Global,
Assore Limited and Sumitomo Corporation.
As shareholders following the Company’s developments over the course of the year would know, IronRidge
Resources now holds several potential world class projects in Africa, including gold projects in Chad and the
Ivory Coast, and lithium projects in Ghana and the Ivory Coast, in addition to its Australian bauxite and gold
prospects.
Following approval by shareholders at a general meeting convened on 6 July 2017, the Company acquired
100% of Tekton Pte Ltd, owner of extensive gold projects in Chad, in a scrip-based deal which ultimately settled
on 5 September 2017. As part of the acquisition arrangements, Tekton’s highly skilled technical and logistics
executives have joined the IronRidge management team to advance the projects and manage future growth
opportunities within Chad. Further endorsing their views of the prospectivity of the projects, Tekton’s major
shareholders voluntarily escrowed their IronRidge consideration shares for a minimum holding period of 12
months. IronRidge now has full ownership and control over five exploration permits covering a total of 1,000km2
within the Ouaddaï Province of Chad. These projects have the potential for multi-million ounce gold discoveries,
and I look forward to sharing the results of our work as it progresses over the next few months.
In July 2017, the Company raised USD10.7m from existing and new shareholders, including its three cornerstone
investors DGR Global, Assore Limited and Sumitomo Corporation. IronRidge now has a healthy treasury of over
USD12.3m (at 31 August 2017) with which to pursue its revised strategy.
The next 12 months is expected to see the Company rapidly advance its province scale projects in Chad, Ghana
and the Ivory Coast, covering all of its gold and lithium interests across those jurisdictions with exploration work
ranging from initial reconnaissance work to geophysical modeling to drilling. In Australia, IronRidge is looking to
expand its bauxite resource at Monogorilby and advance the May Queen gold prospect.
I would again like to acknowledge the vision and efforts of the Company’s CEO Mr. Vincent Mascolo and Global
Exploration Manager Len Kolff over the past 12 months in advancing a number of outstanding opportunities
for IronRidge. Vincent and Len have been ably supported by the Company’s wider management team, and the
Board of Directors, who have all contributed greatly to the tight and effective execution of the various aspects of
the Company’s strategy.
Yours sincerely
Nicholas Mather
Executive Chairman
3
2017 ANNUAL REPORT
DIRECTORS’ REPORT
Your Directors submit their report for the year ended
30 June 2017.
VINCENT MASCOLO – MANAGING DIRECTOR
AND CHIEF EXECUTIVE OFFICER
BENG MINING, MAUSIMM, MEI AUST
DIRECTORS
The names and details of the Company’s Directors in
office during the financial year and until the date of
this report are as follows. Directors were in office for
this entire period unless otherwise stated.
Nicholas Mather
Vincent Mascolo
Geoffrey (Stuart) Crow
Neil Herbert
Bastiaan Van Aswegen
Alistair McAdam
Kenichiro Tsubaki
Christelle Van der Merwe
(alternate for Bastiaan Van Aswegen)
Frans Olivier (alternate for Alistair McAdam)
NICHOLAS MATHER – EXECUTIVE CHAIRMAN
BSC (HONS, GEOLOGY), MAUSIMM
Mr. Mather’s special area of experience and expertise
is the generation of and entry into undervalued or
unrecognised resource exploration opportunities. He
has been involved in the junior resource sector at all
levels for more than 25 years. In that time he has been
instrumental in the delivery of major resource projects
that have delivered significant gains to shareholders.
As an investor, securing projects and financiers,
leading exploration campaigns and managing
emerging resource companies Mr. Mather brings a
wealth of valuable experience. Mr. Mather is a member
of the Remuneration Committee and the Nominations
Committee. During the past three years Mr. Mather
has also served as a director of the following listed
companies:
• DGR Global Limited, which is listed on the
Australian Securities Exchange (ASX)
• Orbis Gold Limited (resigned 16 February 2015),
which was listed on the ASX
• Aus Tin Mining Limited, which is listed on the ASX
• Dark Horse Resources Limited, which is listed on
the ASX
• Armour Energy Limited, which is listed on the ASX
•
• SolGold plc, which is listed on the London Stock
Lakes Oil NL, which is listed on the ASX
Exchange (AIM) and Toronto Stock Exchange (TSX)
Mr. Mascolo is a qualified mining engineer with
extensive experience in a variety of fields including,
gold and coal mining, quarrying, civil-works, bridge-
works, water and sewage treatment and estimating.
Mr. Mascolo has considerable experience in the Civil
and Construction Industry, including construction and
project management, engineering, quality control
and environment and safety management. He is also
a member of both the Australian Institute of Mining
and Metallurgy and the Institute of Engineers of
Australia. Mr. Mascolo is a member of the Nominations
Committee. During the past three years Mr. Mascolo
has also served as a director of the following listed
company:
• DGR Global Limited, which is listed on the ASX
•
Lithium Consolidated Mineral Exploration Limited,
which is listed on the ASX
STUART CROW – NON-EXECUTIVE DIRECTOR
Mr. Crow has more than 27 years’ experience in all
aspects of corporate finance and investor relations in
Australia and international markets, and has owned
and operated his own businesses in these areas for
the last nineteen years. He brings extensive working
knowledge of global capital markets and investor
relations to the Board.
Throughout his career, Stuart has served on a number
of boards of public and unlisted companies and has
assisted in raising funds for companies of varying size
in Australia and International capital markets whilst
working for his own firm and before that some of the
world’s largest broking firms. Mr. Crow is the Chair of
the Audit and Risk Committee. During the past three
years Mr. Crow has also served as a director of the
following listed company:
• TNG Limited, which is listed on the ASX
Lake Resources NL, which is listed on the ASX
•
• Todd River Resources Limited, which is listed on
the ASX
2017 ANNUAL REPORT
4
DIRECTORS’ REPORT (CONTINUED)
NEIL HERBERT – NON-EXECUTIVE DIRECTOR
FCAA
Mr. Herbert is a Fellow of the Association of Chartered
Certified Accountants and has over 23 years of
experience in finance. Mr. Herbert has been involved
in growing mining and oil and gas companies, both
as an executive and an investment manager, for over
16 years and, until May 2013, was co-chairman and
managing director of AIM quoted Polo Resources
Limited, a natural resources investment company.
Prior to this, he was a director of resource investment
company Galahad Gold plc from which he became
finance director of its most successful investment,
start-up uranium company UraMin Inc. from 2005
to 2007, during which period he worked to float the
company on AIM and the Toronto Stock Exchange in
2006, raise c.US$400 million in equity financing and
negotiate the sale of the group for US$2.5 billion. Mr.
Herbert has also held board positions at a number
of resource companies where he has been involved
in managing numerous acquisitions, disposals, stock
market listings and fundraisings. Mr. Herbert holds
a joint honours degree in economics and economic
history from the University of Leicester. Mr. Herbert
is the Chair of the Remuneration Committee and a
member of the Audit and Risk Committee. During
the past three years Mr. Herbert has also served as a
director of the following listed companies:
• Altyn plc, which is listed on the London Stock
Exchange (AIM)
• Concepta plc (resigned April 2017), which is listed
on the London Stock Exchange (AIM)
• Kemin Resources plc, which is listed on the
London Stock Exchange (AIM)
• Mobecom Limited, which is listed on the ASX
BASTIAAN HENDRIKUS VAN ASWEGEN –
NON-EXECUTIVE DIRECTOR
BENG (METALLURGY), BCOM, MENG
Mr. van Aswegen is a Member of the Southern African
Institute of Mining and Metallurgy and is a consulting
metallurgist for the Assore group. Mr. van Aswegen
has 28 years’ experience working in the mining and
ferro-alloy production industry. After working for Iscor
Ltd and Samancor Ltd in production and on projects,
he was appointed by Samancor Ltd as general
manager of the Palmiet Ferrochrome Operation
(Mogale) in 1999. Mr. van Aswegen joined Assore in
2003 and in September 2012 he was appointed group
technical and operations director of Assore. Mr. van
Aswegen is the Chair of the Nominations Committee
During the past three years Mr. van Aswegen has also
served as a director of the following listed companies:
• Assore Limited, which is listed on the
Johannesburg Stock Exchange
ALISTAIR MCADAM - NON-EXECUTIVE DIRECTOR
BSC HONS (METALLURGY), MBA, MIMMM, CENG
Mr. McAdam is a Member of the Institute of Materials,
Minerals and Mining and is a chartered engineer. Mr.
McAdam has over 20 years’ experience in platinum
and gold production and project evaluation. Mr.
McAdam held the position of sales manager at
Johannesburg Consolidated Investment Company
Ltd Group until his division was sold to Sudelektra
South Africa Holdings (Pty) Ltd and subsequently
to Xstrata and Glencore. Mr. McAdam joined Ore &
Metal Company Limited in 2000 and was appointed
as the group manager of new business in August
2013. Mr. McAdam is a member of the Audit and Risk
Committee and the Remuneration Committee. During
the past three years Mr. McAdam has not served as a
director of any other listed company.
KENICHIRO TSUBAKI – NON-EXECUTIVE DIRECTOR
BECON
Mr. Tsubaki joined Sumitomo Corporation in 1992 and
has been involved in iron ore industry for over 20 years
including work experiences in India and South Africa.
Mr. Tsubaki is currently manager of Sumitomo’s Iron
& Steel Making Raw Materials Department. During
the past three years Mr. Tsubaki has not served as a
director of any other listed company.
CHRISTELLE VAN DER MERWE
– ALTERNATE DIRECTOR
BSC (HONS, GEOLOGY), BSC (ENVIRONMENTAL
MANAGEMENT), MAP79 B.ARCH
Ms Van der Merwe is a mining geologist responsible
for the mining-related geology and resources of
the Assore Subsidiary Companies (comprising the
pyrophyllite and chromite mines), and is also involved
with the company’s iron and manganese mines. She
has been the Assore group geologist since 2013
and involved with strategic and resource investment
decisions of the company. Ms Van der Merwe is a
member of SACNASP and the GSSA. During the past
three years Ms Van der Merwe has
not served as a director of any other listed company.
5
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
FRANS OLIVIER – ALTERNATE DIRECTOR
BENG (MINING), MCOM (BUSINESS MANAGEMENT),
GDE (MINING), SAIMM
Mr. Olivier has extensive mining operations and
management experience gained through General
Mining Corporation, Sasol Coal, Iscor Mining and
Assmang (African Mining and Trust). Mr. Olivier has been
responsible for the detailed economic evaluation of major
open pit and underground mine projects in South Africa,
Ghana, Kazakhstan, Democratic Republic of Congo and
Russia. During the past three years Mr. Olivier has not
served as a director of any other listed company.
As at the date of this report, the interest of the
Directors in the shares and options of IronRidge
Resources Limited were:
Nicholas Mather
Vincent Mascolo
Stuart Crow
Neil Herbert
Bastiaan van Aswegen
Alistair McAdam
Kenichiro Tsubaki
Christelle Van der
Merwe
Frans Olivier
Number of
ordinary
shares
Number of
options over
ordinary shares
1,543,629
8,759,331
1,000,000
-
-
-
-
-
-
3,750,000
7,500,000
2,250,000
750,000
750,000
750,000
750,000
-
-
COMPANY SECRETARY
KARL SCHLOBOHM – COMPANY SECRETARY
B.COMM, B.ECON, M.TAX, CA, AICD
Karl Schlobohm is a Chartered Accountant with over
20 years’ experience across a wide range of industries
and businesses. He has extensive experience with
financial accounting, corporate governance, company
secretarial duties and board reporting.
He currently acts as the Company Secretary for ASX-
listed DGR Global Limited, Dark Horse Resources
Limited, Aus Tin Mining Limited, Armour Energy
Limited and dual LSE (AIM) and TSX listed SolGold Plc.
CORPORATE STRUCTURE
IronRidge Resources Limited is a company limited by
shares that is incorporated and domiciled in Australia.
It was converted to a public company on 22 August 2011.
PRINCIPAL ACTIVITIES
IronRidge was originally established to explore for
uranium in southern Queensland and over a number of
years the Company accumulated a sizeable package
of Exploration Permits for Minerals (EPM) and an
Exploration Permit for Coal (EPC), focused mainly in
the Surat Basin, in Queensland, Australia.
In late 2011 the Company sought to expand its
strategy of “Early Mover Advantage” into regions
of Africa prospective for iron ore. Following a global
search for a new prospective province, equatorial West
Africa was identified as a compelling opportunity lying
on the extensive Proterozoic aged iron belt which
originally stretched across the ancient continent of
Pangaea from the Pilbara in Western Australia across
India and Africa to the famous and prolific Carajas iron
region in Brazil. Licenses over vacant project areas
were applied for and subsequently granted over the
Tchibanga and Belinga Sud areas in Gabon. IronRidge
was attracted to the size of the project and targets,
close proximity to the coastal port site of Mayumba,
infrastructure upgrading initiatives by the progressive
Gabonese Government and evident presence of
high grade iron mineralisation up to 62% on the main
prospect at Mont Pele.
The Company was admitted to AIM on Thursday, 12
February 2015. The Company successfully completed
a placing (“Placing”) of and the subscription for
96,538,380 new Ordinary Shares to raise approximately
£9.7 million ($19.2 million). The total number of shares
on issue at Admission was 236,612,203 giving the
Company a market capitalisation of approximately
£23.7 million ($46.9 million) on Admission at the
Placing and Investor Subscription Price of 10p per
share. The funds were raised to undertake exploration
mapping, sampling and an approximately 15,000
metre planned drilling programme on the Company’s
exploration projects in Gabon: the Tchibanga and
Tchibanga North license areas, two adjacent permitted
areas located in the Tchibanga region in the south-
west of Gabon, and the Belinga Sud Prospect, located
in the north-east of Gabon; as well as providing
working capital for the Company.
The Company has since expanded its focus to
become a multi-commodity mineral exploration
and development company with assets in Africa and
Australia. Refer to the review and results of operations
for detail of the new projects.
2017 ANNUAL REPORT
6
DIRECTORS’ REPORT (CONTINUED)
DIVIDENDS
No dividends were declared or paid during the
financial year.
OVERVIEW
IronRidge is a multi-commodity mineral exploration
and development company with assets in Africa and
Australia (refer Figure 1).
The Company is exploring for gold and associated
metals in Chad, Central Africa through the acquisition
of Tekton Minerals Pte Ltd, covering 1,000km2 of highly
prospective granted tenure.
The Company is exploring for ‘hard-rock’ lithium
pegmatites and associated metals in Ivory Coast
and Ghana through direct applications and Earn-In
Agreements covering 1,491km2 of granted and under
application tenure over pegmatitic terrains.
The Company is exploring for gold and associated metals
in Ivory Coast, West Africa through Earn-In Agreements
covering 3,110km2 of granted and under application
tenure of highly prospective Birimian geology.
The Company is exploring for bauxite, titania,
nickel and gold within its 100% owned Monogorilby,
May Queen and Quaggy Project areas covering
approximately 1,533km2 in south-eastern Queensland,
Australia where a Maiden bauxite Resource of 54.9Mt
@ 37.5% total Al and 8.5% total Si has been defined.
The Company holds 3,953km2 of tenure renewals
and applications in Gabon, West Africa where it has
defined iron ore targets within trucking distance of
established infrastructure corridors.
IronRidge’s corporate strategy is to create and
sustain shareholder value through the discovery and
evaluation of significant mineral deposits of globally
demanded commodities.
Figure 1: Global project country locations and targeted commodities.
REVIEW AND RESULTS OF OPERATIONS
IronRidge conducted a top down global search for
province-scale, grass roots and / or advanced projects
in new frontiers which show potential for the discovery
of world class deposits, in addition to a review of
its extensive Australian landholding. Through this
intensive review and targeting process, the Company
successfully secured an extensive gold portfolio in
Chad, Central Africa, re-discovered an historical
lithium opportunity in Ghana, West Africa, extensive
gold and lithium opportunities in Ivory Coast, West
Africa, and uncovered an historic gold project at
its wholly owned bauxite portfolio in Queensland,
Australia. The highlights of the Company’s various
initiatives and results are outlined below.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
CHAD - GOLD
During the year to 30 June 2017, the Company
entered into a conditional share subscription
agreement with Tekton Minerals Pte Ltd (‘Tekton’)
which was subsequently ratified. The Company
subsequently entered into a conditional agreement
with the main shareholders of Tekton, to acquire their
interests in Tekton. The agreement is conditional on
IronRidge securing agreements from the remaining
shareholders of Tekton, representing 10% of Tekton’s
issued share capital, which will give 100% ownership of
Tekton and its promising underlying gold exploration
projects in Chad, Central Africa.
Tekton has secured exclusive rights over five
exploration permits covering a total of approximately
1,000km2 within the Ouaddaï Province of Chad. This
is an under-explored yet highly prospective domain
within the Saharan Metacraton of Central Africa. The
Saharan Metacraton represents an underexplored
yet highly prospective gold and multi-commodity-
bearing metallogenic terrain that has potential to host
significant new discoveries.
Three highly prospective gold mineralised areas
and one advanced exploration target have been
defined over the Dorothe, Echbara and Am Ouchar
licences. Additionally, two further highly prospective
reconnaissance licences have been awarded within
the same province over the Adé and Nabagay targets.
As part of the Company’s consolidation within the
Ouaddaï Province, the Waya Waya permits have
been relinquished in favour of the Nabagay and Adé
reconnaissance permits (refer Figure 2).
Ongoing field mapping, detailed trench mapping
and preliminary portable XRF analysis in the field
has provided valuable insights into the style of
mineralisation being explored. The strong spatial
association of known gold occurrences with late
granitic intrusive bodies and through-going fault
structures along structurally and/or lithological
corridors, Au+/-Bi-As-Cu-Pb-W metal signatures
associated with known gold prospects, the occurrence
of sheeted vein systems and the presence of skarns
and hornfels suggests potential for an Intrusion
Related Gold System (“IRGS”) type exploration model.
This is potentially significant as stepping back
regionally, the Ouaddaï Province potentially represents
a metallogenic belt with possible analogies to the
world class Tintina Gold Belt and associated IRGS
deposits of Alaska and the Yukon Territory (e.g. Pogo
5.5Moz @ 12.6g/t Au, Donlin Creek 12.3Moz @ 2g/t Au
and Fort Knox 8Moz @ 0.9g/t Au).
Regional geological interpretation of high resolution
Sentinel satellite imagery was completed over the
Ouaddai South area by SRK Consultants (UK) defining
potential structural and lithological controls on known
mineralisation and defining additional target areas.
Figure 2: Granted licence areas (LEFT) and regional geological setting, (RIGHT) (after Liegois, 2005) within Ouaddaï Region of Chad, Central Africa.
2017 ANNUAL REPORT
8
DIRECTORS’ REPORT (CONTINUED)
DOROTHE
Mapping and sampling at the Dorothe target to date has defined two distinct gold mineralising events; an early
centimetre scale shallowly westward dipping quartz vein swarm zone over a 3x1km area and later, cross-cutting
sub-vertical 1-5m true thickness, north-south striking quartz vein zone up to 200m wide and over a confirmed
1km of strike with possible extensions up to 3km of strike (refer Figure 3 & 4).
Figure 3: Extensive artisanal pitting zone over 3x1km area at the Dorothe prospect.
Of the sampling completed to date, over 40% of the rock chip samples collected at the Dorothe target returned
grades over 0.5g/t Au with grades up to 103 g/t, 99.6g/t, 94.5g/t and 82.2 g/t Au. Trenching and channel
sampling across strike of the north-south quartz vein system has returned multiple gold intersections over 10g/t
Au along a combined 1km strike length, with better intersections of 4m at 14.2g/t, 2m at 34.1g/t, 2m at 31.1g/t
and 1m at 63.2 g/t Au. The north-south vein set is not restricted to a single quartz vein, however in places occurs
as multiple splays and sub-parallel veins over a 20m to 50m width.
At Dorothe a large scale 5,204m trenching programme was completed during the period and 4,138 soil samples
collected. A total of 9 trenches were dug utilising a track mounted 30 tonne excavator; with the longest single
trench (DOR_CH22) being 1.74km long. The trenching programme was primarily designed to assess the extent
and average surface grade of the large 3km x 1km artisanal pitting zone, as well as to understand potential
controls on mineralisation therein.
Visible gold was reported in spoil from several trenches during the Dorothe programme; in particular in trenches
cross-cutting the north-south striking “Main Vein” zone. Assay results are pending (refer Figure 5).
9
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
3km x 1km artisanal
pitting zone
1km strike ‘Main
Vein’ zone with
possible extensions
to 3km strike
Trench DOR_CH22 –
1.74km long
Trench DOR_CH17
Figure 4: Trenching completed at the Dorothe target (light blue lines) and previous reported trenching and sampling results with the 3km x 1km
surface extent of the artisanal pitting zone shown in blue shading.
Figure 5: LEFT: Aerial view taken using a drone and looking east along trench DOR_CH17 (355m long and 2m wide) with extensive artisanal
pitting evident either side of the trench, TOP RIGHT: Visible gold on fracture surfaces seen in trench spoil (1cm gradation red & white scale) &
BOTTOM RIGHT: Channel sampling of trench wall in ‘fresh rock’.
Additionally, a soil sampling programme was completed at Dorothe during the period to test a structural
corridor along the eastern flank of a major north-west striking tectonic contact (potential thrust fault) along
which the Dorothe project occurs and new artisanal mining sites have been discovered further north. A total of
4,138 soil samples were collected along the corridor with assay results pending.
2017 ANNUAL REPORT
10
DIRECTORS’ REPORT (CONTINUED)
Subsequent soil sampling and portable XRF analysis
with selected follow-up laboratory gold analysis has
extended the potential strike length of mineralisation
and defined additional ‘stacked’ structures within the
project area.
NABAGAY
The Nabagay licence is located 25km north of the
Dorothe Project. Similar structural and lithological
settings as observed to host the Dorothe gold
mineralisation, were interpreted within the Nabagay
licence area. Subsequent reconnaissance mapping and
rock chip sampling discovered auriferous quartz vein
material up to 34.1g/t Au within a newly defined target
area from the regional structural interpretation without
any previous occurrence data nor artisanal workings.
The Company is currently planning follow-up field
programmes to be finalised upon receipt of all
exploration results from the previous field season.
GHANA & IVORY COAST – LITHIUM
The Company acquired a highly prospective ‘hard-
rock’ pegmatite tenement package with associated
lithium potential, through Earn-In Agreements and
direct application over 314km2, and associated access
rights to an historic (non-JORC compliant) 1.48Mt at
1.66% Li2O lithium resource in Ghana, West Africa
during the reporting period.
The Company acquired a highly prospective ‘hard rock’
lithium pegmatite tenement package with associated
lithium potential, through direct application and earn-in
agreement over 1,177km2 in Ivory Coast, West Africa
during the reporting period (refer Figure 6).
During the period, the Company completed successful
due diligence, entering into unconditional definitive
and binding Earn-In Agreements. The projects are
well serviced within <100km along bitumen roads from
their respective capital cities Accra and Abidjan.
ECHBARA
The Echbara licence covers 200km2 and is 25km west
of the Dorothe license. Historical work completed
by the UNDP during the 1990’s has defined a 2km
long by 150-200m wide 100ppb soil anomaly with
highs of 300ppb. Follow-up trenching by the UNDP
has returned results of 58m at 1.29g/t Au and 28m
at 1.29g/t Au. Follow-up trenching by Tekton has
returned results of 56m at 0.61g/t Au (including 10m at
0.9g/t Au and 20m at 0.87g/t Au) and 25m at 0.8g/t Au.
During the reporting period a 5,448m trenching
programme was completed and 5,630 soil samples
collected. A total of 9 trenches were dug utilising a
track mounted 30 tonne excavator; with the longest
single trench being 920m. The trenching programme
was designed to test the 2km long +100ppb up to
300ppb gold soil anomaly defined by the UNDP
and possible strike extensions. A single trench was
extended into the marble contact where potential
skarn mineralisation and alteration had been
observed. Assay results are pending.
The soil sampling programme at Echbara was initially
designed to test the schist-gneiss contact zone along
the north-western quadrant of the licence area where
the Echbara Project UNDP +100ppb Au soil anomaly
occurs. As the programme advanced, it became
apparent that mineral occurrences were associated
with the central granitic intrusive body and accordingly
the soil sampling programme was extended around
this contact zone. A total of 5,630 soil samples were
collected with laboratory assay results pending.
AM OUCHAR
The Am Ouchar licence covers 200km2 and is 70km
south-east of the Dorothe license. Historical work
by the UNDP during the 1990’s indicated that gold
mineralisation is hosted within 2-5m thick, shallow
dipping north-east trending quartz veins and within
the adjacent hematitic schists. UNDP trenching results
included spectacular intersections of 20m at 6.8g/t Au,
16m at 4.7g/t Au and 12m at 5.7g/t Au with individual
2m composite grades up to 33g/t Au.
Follow-up channel sampling by Tekton perpendicular
to quartz veins and within the adjacent host rock
returned intersections including 2m at 18.2g/t Au,
2m at 14.2g/t Au and 2.3m at 9.9g/t Au, providing
confidence in the reported grades and extension of
mineralisation into the adjacent host rock.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
Figure 6: Ivory Coast and Ghana ‘hard-rock’ lithium pegmatite licences and applications locations relative to significant lithium projects on
geological background.
GHANA BARARI & APAM
In Ghana the project area is located on the southern margin of the Cape Coast Batholith, a major 100km x
200km granitic intrusive complex occurring along the southern-central coastline of Ghana and part of the West
African shield. A window of older Birimian metasediments is surrounded by the batholith and occurs along the
intrusive contact; possibly representing a roof pendent of older metasediments underlain by granitic intrusives
(refer Figure 7).
Smaller kilometre scale, more fractionated granitic intrusive bosses occur within the metasediments and
are spatially associated with pegmatitic vein swarms. These intrusive bodies are believed to be the more
fractionated end-members, and accordingly more prospective zones for lithium rich pegmatites.
Figure 7: Ghana Project locations and targets on geology background.
2017 ANNUAL REPORT
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DIRECTORS’ REPORT (CONTINUED)
An ultra-high resolution helicopter borne magnetics and radiometrics survey for 3,804 line kilometres was
flown over the Barari and Apam licence areas during the period. Preliminary data from the survey indicates a
strong correlation between mapped lithium pegmatites to date and radiometrics response. Multiple additional
pegmatite targets are evident within the preliminary data (refer Figure 8).
Figure 8: (LEFT) New Resolution Geophysics (NRG) helicopter with geophysical equipment taking off from Cape Coast base and (RIGHT) trenching
underway at the Ewoyaa prospect with light coloured spodumene bearing pegmatite in the trench.
Over 100m of trenching, 270m of channel sampling and 130m of surface bulk sample rock-chip sampling at the
Barari licence identified multiple high-grade lithium results and continuous broad widths over two of the three
pegmatites initially tested. Broad, continuous high-grade trenching results of 100m at 1.57% Li2O including
40m at 1.93% Li2O which includes 15m at 2.18% Li2O were returned. Additional surface bulk rock-chip sampling
results over 10m width at 2.41% Li2O, 25m at 2.29% Li2O and 25m at 2.14% Li2O were returned from an adjacent
pegmatite (refer Figure 9 and Figure 10).
The outcropping pegmatites are characterised by coarse crystalline spodumene (a lithium rich pyroxene
mineral and the preferred feedstock of hard-rock lithium mining projects) from which lithium may be leached to
precipitate a lithium carbonate product (refer Figure 11). In addition to lithium, the licences are also prospective
for tin, tantalum, niobium, beryllium, caesium and gold which occur as accessory minerals within the pegmatites
and host formations. Additional anomalous beryllium and caesium was identified within the multi-element
geochemistry assay results.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
Additional multiple mapped pegmatites remain untested with significant lithium exploration upside within the
Barari licence area and across the Cape Coast project portfolio (refer Figure 9).
Figure 9: Due diligence sample sites with INSERT: High-grade trenching and bulk surface rock-chip sampling results returned at the Barari Project area
with multiple mapped pegmatite targets yet to be tested.
Figure 10: LEFT: High-grade, coarse spodumene bearing (elongate crystals sub-parallel to pen in photo) pegmatite outcrops observed and RIGHT:
Field geologist standing within high-grade trench at the Barari Project site.
2017 ANNUAL REPORT
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DIRECTORS’ REPORT (CONTINUED)
Figure 11: View looking south-west towards high-grade outcropping lithium pegmatite hills and zones of trenching and bulk surface rock-chip sampling.
Through the Apam Earn-In Agreements the Company
has secured rights to acquire the historic Egyasimanku
Hill lithium resource. The deposit was drilled by the
Ghana Geological Survey during 1962 and a resource
estimate of 1.48Mt at 1.66% Li2Oreported. Additionally
the Company has submitted applications through its
wholly owned local subsidiary Green Metals Resources
Ltd.
In Ivory Coast the Company has secured through
Khaleesi Resources SARL, a wholly owned local
subsidiary of IronRidge Resources Limited, access
rights to two applications covering a total of 777km2
for lithium and associated minerals. The tenement
portfolio, in addition to the Ench Proci JV area
(400km2) covers prospective fractionated granitic
intrusive stocks and pegmatites with historical lithium
and columbite-tantalum occurrences.
All projects are well serviced, with an extensive
bitumen road network, well established cellular
network and good high-voltage transmission line
network. Drive time from Abidjan to the project area
takes approximately 1½ hours.
IVORY COAST – GOLD
The Company has secured via Earn-In Agreements,
access rights to eight (8) licences and applications
covering a total of 3,110km2 within the Ivory Coast,
West Africa. The tenement portfolio covers major
shear zones and associated second and third order
structures along proven, gold bearing shears (refer
Figure 12).
During the period, the Company completed successful
due diligence on all eight of the licence areas (two
granted licences and six applications), entering
into unconditional, definitive and binding Earn-In
Agreements.
Four (4) principal gold bearing structures have been
targeted:
• Two significant splay structures off the Sassandra
Shear Zone that effectively separates the older
Archean Craton of the Leo Shield in Liberia from
the younger intrusive and metasedimentary rocks
of the West African Birimian Sequence to the east.
Similar splay-off structures host the world-class
Syama (7Moz) and Tongon (5Moz) gold mines to
the north (Gboguhue and Vavoua Projects).
• The southern extensions of the north-south striking
Wa (2.1Moz) – Konkera (3.3Moz) gold bearing
structure (Bouna, Kineta and Marahui Projects).
• An area of more thickly preserved
metasedimentary rocks and underlying granitic
intrusives (Bodite Project).
• The southern extension of the hugely gold prolific
Ahafo (17Moz) – Bibiani (5.5Moz) – Chirano (5Moz)
structure into Ivory Coast (Bianouan Project).
All projects are well serviced, with an extensive
bitumen road network, well established cellular
network and high-voltage transmission line network.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
Figure 12: Ivory Coast Gold and Lithium Project portfolio locations.
BIANOUAN & BODITE
The Bianouan licence occurs at the south-western extension of the hugely gold prolific Ahafo (17Moz) – Bibiani
(5.5Moz) – Chirano (5Moz) structure where similar geological settings may occur. The Bodite licence is located
wholly within Birimian metasediments, where a thicker package of turbidite sequence rocks are intruded by more
fractionated granitic intrusives (refer Figure 13).
Comprehensive technical due diligence including mapping, soils and auger highlighted three target areas
for immediate follow-up. Gold anomalism defined a 13km target corridor at Bianouan in reconnaissance soil
traverses and multiple >50ppb and up to 730ppb gold in soil anomalies at Bodite within kilometre and up to
4km strike length target areas.
2017 ANNUAL REPORT
16
DIRECTORS’ REPORT (CONTINUED)
Figure 13: Identified target areas and proximal multi-million ounce deposits, for immediate follow-up at the Bianouan and Bodite licences.
A total of 3011 soil samples were collected at Bianouan (inclusive quality control samples) and submitted to SGS
laboratory for gold analysis by fire assay. Results identified eight anomalous target zones with significant +10ppb
to 200ppb anomalous gold trends with individual anomalies up to 4.5km long and 800m wide along the Yaw
target grid. Within three of these anomalies, high grade strong and continuous +75ppb to 7000ppb (7 g/t) gold
in soil anomalous ‘cores’ have been identified (refer Figure 14).
Figure 14: Soil sampling results and interpreted anomalous gold trends at Bianouan with key target areas defined; insert location map and soil
sampling gold anomalism legend.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
At Bodite first phase 400m x 50m soil sampling for 938 samples and subsequent 200m x 50m infill soil sampling
for 1510 samples. Infill soil sampling confirmed five broad anomalous target zones with the most significant
being the Central Target Zone (refer Figure 15).
Seven additional discrete, higher tenor (>50ppb to >200ppb Au), with individual results up to 3.9g/t gold in soil
anomalies have been defined within the Central Target Zone.
Soil anomalies defined occur along the contact zone between mixed chloritic schists and quartzites within a
broader metasediment package. It is interpreted that secondary splay-off shear structures occur along this
contact zone where there is a competency contrast between the main metasedimentary units.
Follow-up auger sampling of high priority soil anomalies defined at Bianouan is underway whilst a follow-up
trenching and/or pitting programme is planned for Bodite.
Figure 15: 200m infill soil sampling results and anomalies defined. Insert licence area and soil anomaly grid location, Bodite Project.
VAVOUA AND GBOGUHUE
The Vavoua and Gboguhue applications occur along a major splay structure off the Sassandra Shear Zone; a
major crustal bounding fault between the Archean Leo Shield to the west and Birimian sequence to the east.
Similar splay structures occurring to the north host the world-class Syama (7Moz) and Tongon (5Moz) gold mines.
The Dugbe deposit (4.2Moz) occurs along a splay structure to the south, providing further evidence for the gold
endowment of the region (refer Figure 16).
A total of 3 auger lines (8km, 3km and 2km long at 50m spacing) were drilled to test targeted structures from
regional geological interpretation and along strike from observed artisanal mining sites, as well as along strike
from a significant and growing new gold discovery with >700Koz (JORC compliant) reported by an unrelated
private company. Although only limited auger traverses were completed, the aim was to confirm the presence
of gold mineralisation, which was not only achieved but also intersected significant in-situ gold results including
2.3g/t Au and 0.53g/t Au at 1.8m and 3.8m respectively below the surface (refer Figure 16).
2017 ANNUAL REPORT
18
DIRECTORS’ REPORT (CONTINUED)
Figure 16: Summary auger drilling results at Vavoua in relation to surrounding gold occurrences and JV earn-in areas on geological background,
with detail of auger drill results (insert).
KINETA, MARAHUI AND BOUNA
The Bouna, Kineta and Marahui applications represent an exciting opportunity along the poorly explored
southern extensions of the gold mineralised Wa (2.1Moz) – Konkera (3.3Moz) Wa-Lawra Shear zone. Extensive
‘hard rock’ artisanal workings and quartz veining has been defined within the licence area over an 8km strike.
Multiple, highly anomalous rock-chip assay results were received over all three application areas, with results
in the Marahui application being the most significant. Highly anomalous gold rock chip assay results including
35.1g/t, 32g/t, 27.4g/t and 27.3g/t gold were received over a 400m x 100m area, occurring along a sheared
granite and metasediment contact. Results along the southern Marahui sheared contact defines a potential
15km strike high-priority exploration target zone along this contact.
Additional exploration target zones with anomalous rock chip sample results and artisanal gold workings were
defined within the Kineta and Bouna applications (refer figure 17).
Figure 17: Rock chip assay results, artisanal workings and identified high-priority target zones along the licence application portfolio; insert: detail of
Marahui South high-grade rock chip results.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
AUSTRALIA – BAUXITE, GOLD, TITANIA
IronRidge Resources has an extensive ground holding in central-southern Queensland prospective for
bauxite, titanium, gold and iron ore (refer Figure 18). The Company initially targeted the area for titanium and
subsequently through auger drilling defined bauxite mineralization.
A maiden bauxite resource estimate and preliminary metallurgical test-work was completed at Monogorilby.
Careful review of bauxite tenure allowed for reductions in surface area, yet retention of the most prospective
targets. Additionally review of historic data and reports highlighted gold prospectivity within the project portfolio,
with high-grade gold intersections up to 145g/t Au over 1m in historic drilling at the May Queen prospect.
Subsequent drilling during the reporting period confirmed gold mineralization and identified further targets.
Figure 18: IronRidge Resources (inclusive 100% held Eastern Exploration) Australian
Tenement Locations
2017 ANNUAL REPORT
20
DIRECTORS’ REPORT (CONTINUED)
MONOGORILBY BAUXITE AND TITANIUM PROJECT
The Monogorilby project is located in central Queensland, within a short trucking distance of the dormant rail
system leading north to the Port of Bundaberg, including provision for a multi-user loader. It is also located within
close proximity of the active Queensland Rail network heading south towards the Port of Brisbane.
During the period, an independently calculated maiden 54.9 MT inferred bauxite mineral resource was estimated
at 37.5% total alumina and 8.5% total silica. The mineralisation is found on hilltops and slopes implying low
stripping ratios at an average 7m and up to 14m thick bauxite profile from surface (refer Figure 19). The Company
has identified additional high-grade titanium results within the resource drilling with grades consistently reported
between 3.8% to 5% TiO2. Full details are available via the Company’s RNS released on 29 July 2016.
Figure 19: Examples of DSO bauxite outcrops and scarp face channel sampling.
Drilling to date has defined bauxite occurring over the Monogorilby plateau alone used for the current resource
estimate; however, high-grade ‘blind’ DSO bauxite was also intersected under cover within the valleys floors,
termed ‘Valley Fill Bauxite’. The Company considers that scope exists for further exploration of these targets and
additional plateau targets to the northwest and west of the maiden resource area, as well as potential “blind”
targets lying buried below the Durong plateau to the south.
Preliminary scoping metallurgical test-work demonstrates that surface material can be beneficiated through simple
crushing, screening and scrubbing to a good to premium quality DSO bauxite at 44-52% alumina (>36% available
alumina) and 2-5% silica (>2% reactive silica), at 85-5% mass-recovery respectively.
Preliminary hydrometallurgical test-work was carried out on material from the bauxite resource and more extensive
kaolinite footwall material below. The hydrometallurgical test work programme was designed to test whether
material that does not meet direct bauxite shipping product specifications could be upgraded to a higher purity,
higher value product through leaching using a variety of acids.
Scoping leaching test results showed that the hydrochloric acid system has the best potential to recover
the aluminium, titanium and iron present in the resources that do not meet direct bauxite shipping product
specifications.
Leaching systems open up the possibility to make higher purity, higher value products. Higher purity products
usually come at the expense of recovery and require additional capital and operating costs.
21
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
MAY QUEEN GOLD PROJECT
During the year the Company identified historical
high-grade gold drill intersections at the May Queen
Prospect within its wholly owned Monogorilby licence
package, Central Queensland Australia.
A detailed review of historic exploration records
encouraged IronRidge to undertake an initial drilling
program during the period of 8 percussion reverse
circulation drill holes for a total of 567m at the May
Queen Prospect. Drilling intersected multiple high-
grade gold intervals confirming the 100m long zone
of historic intersections, along the interpreted contact
between intrusive gabbros and feldspar porphyry
dykes. The contact is open along strike and at depth,
providing opportunities for additional mineralisation
within the target area.
Gold mineralisation occurs along the contact zone
and in close proximity to the porphyry dykes. Copper
- gold (potential ‘skarn’ type mineralisation associated
with copper-gold porphyries) was intersected in the
north-east of the prospect (1m @ 1.3% Cu & 0.62g/t
Au) where surface copper oxide staining had been
recognised in reconnaissance mapping.
The May Queen Prospect is also characterised by
a discrete magnetic anomaly, spatially associated
with historical and new drill intersections. Additional
magnetic anomalies occur along strike to the south-
east of the May Queen prospect under approximately
20m to 50m of younger cover sediments. Potential
exists for the discovery of additional high-grade gold
mineralisation concealed below the younger cover
sequence in settings similar to May Queen, 2km to
8km along strike to the south-east and associated
with these magnetic anomalies and regional zinc
anomalism.
The Company will carry out a detailed review of the
results received at May Queen to plan the next phase
of work. Detailed field mapping and sampling will be
completed along the southern magnetic anomalies to
ascertain any surface expressions to assist in the next
phase of work.
GABON – IRON ORE
The Company submitted licence renewal reports for
the Tchibanga Nord concession during the reporting
period. The Company is awaiting licence renewals with
the pre-requisite 50% licence area reductions over the
Tchibanga, Tchibanga Nord and Belinga Sud licences.
Tchibanga is located in south-western Gabon, in
the Nyanga Province, within 10-60km of the Atlantic
coastline. This project comprises two exploration
licences, Tchibanga and Tchibanga Nord, which cover
a combined area of 3,396km2 and include over 90km of
prospective lithologies and the historic Mont Pele iron
occurrence.
Belinga Sud is Located in the north east of Gabon in
the Ogooue-Ivindo Province, approximately 400km
east of the capital city of Libreville. IronRidge’s licence
lies between the main Belinga Iron Ore Deposit,
believed to be one of the world’s largest untapped
reserves of iron ore with an estimated 1Bt of iron
ore at a grade >60% Fe, and the route of the Trans
Gabonese railway, which currently carries manganese
ore and timber from Franceville to the Port of Owendo
in Libreville.
RESULT FOR THE YEAR
The loss after income tax for the Group for the year
ended 30 June 2017 was $5,227,753 (2016: $2,305,460).
The increase in loss for the year was primarily
attributable to:
• Project generation expenses of $1,430,623
•
recognised relating to Chad, Ghana and Ivory
Coast;
Increase in employment benefits expenses due to
the payment of employee bonuses in December
along with cash bonuses of $160,000; and
• Share based payments expense of $1.075 million
recognised during the year representing the Black-
Scholes value of the 19,000,000 options granted to
Directors and staff and the expense recognised on
the bonus shares issued to staff in December.
SIGNIFICANT CHANGES IN THE STATE
OF AFFAIRS
In the opinion of the Directors, there were no
significant changes in the state of affairs of the Group
that occurred during the financial year under review
not otherwise disclosed in this report or the financial
statements of the Group for the financial year.
ENVIRONMENTAL REGULATIONS AND
PERFORMANCE
The Directors have put in place strategies and
procedures to ensure that the Group manages its
compliance with environmental regulations. The
Directors are not aware of any breaches of any
applicable environmental regulations.
2017 ANNUAL REPORT
22
DIRECTORS’ REPORT (CONTINUED)
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied to the Court under section
237 of Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene
in any proceedings to which the Company is a party,
for the purpose of taking responsibility on behalf of
the Company for all or any part of those proceedings.
No proceedings have been brought or intervened
in on behalf of the Company with leave of the Court
under section 237 of the Corporations Act 2001.
Tsuyoshi Ueda
Kenichiro Tsubaki
(ii) Executives
Lennard Kolff
Karl Schlobohm
Priy Jayasuriya
Non-Executive Director
(resigned 31 March 2016)
Non-ExecutiveDirector
(appointed 31 March 2016)
Country Manager – Gabon
(appointed 1 July 2015)
Company Secretary
Chief Financial Officer
REMUNERATION REPORT (AUDITED)
This remuneration report for the year ended 30 June
2017 outlines the remuneration arrangements of
the Company and the Group in accordance with the
requirements of the Corporations Act 2001 (the “Act”)
and its regulations. This information has been audited
as required by section 308(3C) of the Act.
The remuneration report details the remuneration
arrangements for key management personnel (“KMP”)
who are defined as those persons having authority and
responsibility for planning, directing and controlling
the activities of the Company and the Group, directly
or indirectly, including any directors (whether executive
or otherwise) of the Company, and includes the
executive team.
The remuneration report is presented under the
following sections:
Individual key management personnel disclosures
1.
2. Remuneration policy
3. Non-executive director remuneration
arrangements
4. Executive remuneration arrangements
5. Company performance and the link to
remuneration
6. Executive contractual arrangements
7. Equity instruments disclosures
1. INDIVIDUAL KEY MANAGEMENT
PERSONNEL DISCLOSURES
KEY MANAGEMENT PERSONNEL
(i) Directors
Nicholas Mather
Vincent Mascolo
Executive Chairman
Managing Director and Chief
Executive Officer
Non-Executive Director
Stuart Crow
Neil Herbert
Non-Executive Director
Bastiaan van Aswegen Non-Executive Director
Non-Executive Director
Alistair McAdam
There were no changes to Key Management Personnel
after reporting date and before the date the financial
report was authorized for issue.
2.
REMUNERATION POLICY
IronRidge Resources Limited’s remuneration
strategy is designed to attract, motivate and retain
employees and NEDs by identifying and rewarding
high performers and recognising the contribution of
each employee to the continued growth and success
of the Group.
The Board of Directors is responsible for determining
and reviewing compensation arrangements for the
Directors and the Executive team. The Board assesses
the appropriateness of the nature and amount of
remuneration of such officers on a periodic basis by
reference to relevant employment market conditions
with the overall objective of ensuring maximum
shareholder benefit from the retention of a high quality
Board and Executive team. Such officers are given
the opportunity to receive their base remuneration in
a variety of forms including cash and fringe benefits.
It is intended that the manner of payments chosen
will be optimal for the recipient without creating
undue cost for the Company. Further details on the
remuneration of Directors and Executives are set out in
this Remuneration Report.
The Company aims to reward the Executives with a
level and mix of remuneration commensurate with
their position and responsibilities within the Company.
The Board’s policy is to align Executive objectives with
shareholder and business objective by providing a
fixed remuneration component and offering long-term
incentives.
In accordance with best practice corporate
governance, the structure of NED and Executive
remuneration is separate and distinct.
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2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
3. NON-EXECUTIVE DIRECTOR
REMUNERATION ARRANGEMENTS
The Board seeks to set aggregate remuneration
at a level that provides the Company with the
ability to attract and retain Directors of the highest
calibre, whilst incurring a cost that is acceptable
to shareholders. The Company’s specific policy for
determining the nature and amount of remuneration
of Board members of the Company is as follows:
The Constitution of the Company provides that the
NEDs are entitled to remuneration as determined by
the Company in a general meeting to be apportioned
among them in such manner as the Directors agree,
and, in default of agreement, equally. The aggregate
remuneration per annum was determined to be
$500,000. Additionally, NEDs are entitled to be
reimbursed for properly incurred expenses.
If a NED performs extra services, which in the opinion
of the Directors are outside the scope of the ordinary
duties of the Director, the Company may remunerate
that Director by payment of a fixed sum determined
by the Directors in addition to or instead of the
remuneration referred to above. However, no payment
can be made if the effect would be to exceed the
maximum aggregate amount payable to NEDs. A NED
is entitled to be paid travelling and other expenses
properly incurred by them in attending Directors’ or
general meetings of the Company or otherwise in
connection with the business of the Company.
All Directors have the opportunity to qualify for
participation in the Company’s Employee Share
Option Plan (“ESOP”), subject to the approval of
shareholders.
The remuneration of NEDs for the year ended 30 June
2017 is detailed in this Remuneration Report.
4. EXECUTIVE REMUNERATION
ARRANGEMENTS
The Company aims to reward the Executives with a
level and mix of remuneration commensurate with
their position and responsibilities within the Company
and so as to:
•
•
align the interests of the Executives with those of
shareholders;
link reward with the strategic goals and
performance of the Company; and
• ensure total remuneration is competitive by market
standards.
2017 ANNUAL REPORT
The remuneration of Executives may from time to time
be fixed by the Board. The remuneration will comprise
a fixed remuneration component and also may include
offering specific short and long-term incentives, in the
form of:
• performance based salary increases and/or
bonuses; and/or
the issue of options.
•
The remuneration of the Executives employed on a
full-time basis by the Company for the year ending 30
June 2017 is detailed in this Remuneration Report.
5. COMPANY PERFORMANCE AND THE
LINK TO REMUNERATION
During the financial year, the Company has generated
losses as its principal activity was mineral exploration.
Up until 12 February 2015, the Company’s ordinary
shares were not traded on any exchange and there
were no dividends paid during the year. The following
table shows the share price at the end of the financial
year for the Company since listing:
Initial
Public
Offering
30 June
2015
30 June
2016
30 June
2017
£0.1000
£0.0413
£0.0413
£0.3525
Share
price
As the Company is still in the exploration and
development stage, the link between remuneration,
Company performance and shareholder wealth is
tenuous. Share prices are subject to the influence
of metals prices and market sentiment toward the
sector, and as such increases or decreases may occur
quite independent of Executive performance or
remuneration.
6. EXECUTIVE CONTRACTUAL
ARRANGEMENTS
It is the Board’s policy that employment agreements
are entered into with all Executives.
The current service agreements with the Managing
Director and Chief Executive Officer, and Country
Manager and Exploration Manager have a notice
period of three (3) months. All other employment
agreements have one month (or less) notice periods.
Executives are entitled to their statutory entitlements
of accrued annual leave and long service leave
together with any superannuation on termination.
No other termination payments are payable.
24
DIRECTORS’ REPORT (CONTINUED)
The terms of appointment for NEDs are set out in the
letters of appointment.
EXECUTIVE CHAIRMAN
The Company has a two (2) year Consultancy
Agreement with Samuel Capital Pty Ltd an entity
associated with Mr. Nicholas Mather, which took
effect on 12 February 2015 with a 2 year option for
the provision of certain consultancy services. Samuel
Capital will provide Mr. Nicholas Mather as Executive
Chairman of IronRidge Resources Limited. Under the
terms of the agreement:
• Samuel Capital Pty Ltd is entitled to a base fee
of $160,000 per annum, comprising of $60,000
for the provision of services as Chairman of
the Company and $100,000 for the provision of
executive services including but not limited to
capital raising and marketing plans, exploration
strategy development and corporate strategy
development. The base fee is payable in 12 equal
monthly installments.
• Both the Company and Samuel Capital Pty Ltd
are entitled to terminate the contract upon giving
twelve (12) months written notice. There is no
benefits payable on termination of the contract.
• The Company is entitled to terminate the
agreement immediately upon the happening of
certain events in respect of Samuel Capital Pty
Ltd’s solvency or certain acts of misconduct.
• Bonuses and incentives are at the sole discretion
of the Remuneration Committee and subject to
shareholder approval.
• Mr. Mather is entitled to six (6) weeks annual
leave, pubic holidays and reasonable sick and
compassionate leave.
MANAGING DIRECTOR AND CHIEF EXECUTIVE
OFFICER
The Company has a three (3) year Executive Service
Agreement with Alberona Pty Ltd an entity associated
with Mr. Vincent Mascolo, which took effect on 28
February 2014 with a 2 year option for the provision
of certain consultancy services. Alberona Pty Ltd will
provide Mr. Vincent Mascolo as Executive Director of
IronRidge Resources Limited. Under the terms of the
agreement:
• Alberona Pty Ltd is entitled to a base fee for the
services of Mr. Mascolo of $180,000 per annum,
increasing to $250,000 per annum on the date the
Company’s shares are admitted to quotation on
the ASX and increasing to $350,000 from the day
the company has a market capitalisation of equal
to or greater than $100 million.
• Both the Company and Alberona Pty Ltd are
entitled to terminate the contract upon giving
three (3) months written notice. There is no
benefits payable on termination of the contract.
• The Company is entitled to terminate the
agreement immediately upon the happening of
certain events in respect of Alberona Pty Ltd’s
solvency or certain acts of misconduct;
• Mr. Mascolo is entitled to a short-term incentive
equal to 100% of the base fee over the lifetime of
the Executive Service Agreement with Alberona
Pty Ltd on meeting the following key performance
indicators
a) 20% - Share price re-rating;
b) 25% - Project advancement and or value
adding acquisition;
c) 45% - Promotional achievement, capital
management & successful cash raisings; and
d) 10% - No lost time injury and adherence to
OHES policies; and
• Mr. Mascolo is entitled to a long-term incentive
equal to a maximum of 4% interest in the share
capital of the company upon meeting certain key
performance indicators as set by the Board.
COUNTRY MANAGER AND EXPLORATION MANAGER
The Company has a two (2) year Executive Service
Agreement with Lennard Kolff, which took effect on 1
July 2015. Under the terms of the agreement:
•
Lennard Kolff is entitled to a base pay of $250,000
per annum.
• Both the Company and Lennard Kolff are entitled
to terminate the contract upon giving three
(3) months written notice. There is no benefits
payable on termination of the contract.
• The Company is entitled to terminate the
agreement immediately upon certain acts of
misconduct;
25
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
• Mr. Kolff is entitled to a short-term incentive equal to 40% of the base pay over the lifetime of the Executive
Service Agreement on meeting the following key performance indicators:
a) 50% - New project acquisition or pegging on outstanding terms; and
b) 50% - Outstanding delivery of instrumental contribution to marketing resulting in a significant
transformation to market capitalisation or financial statistics.
• Mr. Kolff is entitled to participate in the Company Employee Share Option Plan Scheme.
OTHER EXECUTIVES
Employment contracts entered into with other Executives contain the following key terms:
Event
Performance based salary increases and/or bonuses
Short and long-term incentives, such as options
Resignation/ notice period
Serious misconduct
Duration
Company Policy
Board discretion
Board discretion
1 month
Company may terminate at any time
No fixed duration
Payouts upon resignation or termination, outside industrial
regulations (i.e. ‘golden handshakes’)
None
2017 ANNUAL REPORT
26
DIRECTORS’ REPORT (CONTINUED)
REMUNERATION OF DIRECTORS AND OTHER KEY MANAGEMENT PERSONNEL
Directors
Short term benefits
Salary &
fees
$
Cash
bonus
$
Post-
employment
Share based payments
Equity settled
Superannuation
$
Options
$
Shares
$
Total
$
%
Consisting
of options
/ shares
%
Performance
related
Directors
Nicholas Mather
- 2017
- 2016
Vince Mascolo
- 2017
- 2016
Stuart Crow
- 2017
- 2016
Neil Herbert
- 2017
- 2016
Tiaan Van Aswegen
- 2017
- 2016
Alistair McAdam
- 2017
- 2016
Kenichiro Tsubaki2
- 2017
- 2016
Tsuyoshi Ueda1
- 2017
- 2016
160,000
150,000
-
-
312,500
40,000
293,751
60,000
60,000
60,000
60,000
60,000
60,000
60,000
60,000
60,000
15,000
-
45,000
-
-
-
-
-
-
-
-
-
-
-
-
-
Total remuneration
- 2017
- 2016
772,500
40,000
743,751
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
84,361
47,822
-
-
292,183
150,000
168,722
110,500
-
28,120
-
28,120
-
28,120
-
28,120
-
28,120
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
631,722
293,751
88,120
60,000
88,120
60,000
88,120
60,000
88,120
60,000
88,120
15,000
-
45,000
393,683
158,322 1,364,505
-
-
743,751
45%
0%
44%
0%
32%
0%
32%
0%
32%
0%
32%
0%
32%
0%
0%
0%
16%
0%
24%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
Alternate Directors do not receive any form of remuneration for their services.
1 Tsuyoshi Ueda was appointed 26 May 2015 and resigned 31 March 2016.
2 Kenichiro Tsubaki was appointed 31 March 2016.
27
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
Other Key
Management
Personnel
Karl Schlobohm
- 2017
- 2016
Priy Jayasuriya
- 2017
- 2016
Lennard Kolff
- 2017
- 2016
Total
remuneration
- 2017
- 2016
Short term benefits
Post-
employment
Share based payments
Equity settled
Total
Salary &
fees
$
Cash
bonus
$
Superannuation
$
Options
$
Shares
$
$
%
Consisting
of options
/ shares
%
Performance
related
50,000
50,000
50,000
50,000
-
-
-
-
-
-
-
-
33,046
25,860
108,906
-
-
50,000
33,046
25,860
108,906
-
-
50,000
280,088
120,000
225,676
-
23,758
21,439
111,035
181,022
715,903
3,393
-
250,508
54%
0%
54%
0%
41%
1%
24%
0%
24%
0%
42%
0%
380,088 120,000
23,758
177,127
232,742
933,715
325,676
-
21,439
3,393
-
350,508
1Lennard Kolff was appointed 1 July 2015 and provided consulting services to the Company in May and June 2015.
2Karl Schlobohm and Priy Jayasuriya were remunerated by DGR Global Limited up until the Company was admitted to AIM on 12 February 2015.
There were no other executives employed or remunerated by the Company or the Group during the years ended 30
June 2017 and 2016.
PERFORMANCE INCOME AS A PROPORTION OF TOTAL REMUNERATION
There was a total of $551,065 performance based remuneration paid during the year (2016: nil) consisting of
$160,000 paid in cash and $391,065 paid via shares.
The proportion of performance based payments paid/payable or forfeited to key management personnel entitled
thereto is as follows:
Name
Performance
payment paid/
payable
Performance
payment
forfeited
Vincent Mascolo
Lennard Kolff
Karl Schlobohm*
Priy Jayasuriya*
2017
57%
100%
100%
100%
2017
43%
-%
-%
-%
*Performance based payments are at the discretion of the Board of Directors and there are no set KPIs.
2017 ANNUAL REPORT
28
DIRECTORS’ REPORT (CONTINUED)
7. EQUITY INSTRUMENTS DISCLOSURES
SHARES AND OPTIONS ISSUED AS PART OF REMUNERATION FOR THE YEAR ENDED 30 JUNE 2017
Shares and options may be issued to Directors and Executives as part of their remuneration. The options are not
issued based on performance criteria, but are issued to the majority of Directors and Executives of the Company
to align comparative shareholder return and reward for Directors and Executives.
SHARES AND OPTIONS GRANTED AS REMUNERATION
There were 1,801,280 shares issued as part of remuneration of Directors and other key management personnel
during the financial year ended 30 June 2017 (2016: nil).
The terms and conditions of the grant of options over ordinary shares affecting remuneration of Directors and
other key management personnel in this financial year or future reporting years are as follow:
Director Options
Key Management
Personnel Options
Grant date
Vesting date and
exercisable date
Expiry date Exercise price
Fair value per option
at grant date
31/01/2014
04/05/2017
31/01/2014
21/01/2016
21/01/2016
21/01/2016
22/12/2016
31/01/2014
04/11/2018
31/01/2014
21/01/2016
21/01/2016
21/01/2016
22/06/2018
31/12/2017
03/05/2019
31/12/2017
20/01/2017
20/01/2018
20/01/2019
22/12/2018
£0.10
£0.60
£0.10
£0.05
£0.08
£0.10
£0.30
£0.0070
£0.2130
£0.0070
£0.0006
£0.0009
£0.0016
£0.0540
Options granted carry no dividend or voting rights. There was no amount paid or payable by the recipients.
There were 16,083,334 options issued to Directors and other key management personnel during the year ended
30 June 2017 (30 June 2016: 1,500,000). The number of options over ordinary shares granted to and vested by
Directors and other key management personnel as part of compensation during the year ended 30 June 2017
are set out below:
Number of options granted
during the year 2017
Number of options vested
during the year 2017
Directors
Nicholas Mather
Vincent Mascolo
Stuart Crow
Kenchiro Tsubaki
Alistair McAdam
Bastiaan van Aswegen
Neil Herbert
Other Key Management Personnel
Lennard Kolff
Karl Schlobohm
Priy Jayasuriya
Total
2,250,000
4,500,000
750,000
750,000
750,000
750,000
750,000
3,500,000
1,041,667
1,041,667
16,083,334
1,500,000
3,000,000
1,500,000
-
-
-
-
1,100,000
500,000
500,000
8,100,000
29
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
SHARES ISSUED ON EXERCISE OF REMUNERATION OPTIONS
There were no options exercised during the year that were previously granted as remuneration (2016: nil).
ADDITIONAL DISCLOSURES RELATING TO KEY MANAGEMENT PERSONNEL
Balance
1 July 2016
Granted as
Compensation
Options
Exercised
Net Change
Other
Balance
30 June 2017
Shareholdings
Directors
Nicholas Mather
Vincent Mascolo
Stuart Crow
Neil Herbert
Bastiaan Van
Aswegen
Alistair McAdam
Tsuyoshi Ueda
Kenichiro Tsubaki
Lennard Kolff
Karl Schlobohm
Priy Jayasuriya
Total
Other Key Management Personnel
1,303,703
8,310,291
1,000,000
-
-
-
-
-
-
292,500
-
239,926
449,040
-
-
-
-
-
-
-
-
-
-
-
-
-
-
865,126
123,594
123,594
400,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,543,629
8,759,331
1,000,000
-
-
-
-
-
1,265,159
416,094
123,594
13,107,807
10,906,494
1,801,280
400,000
“Net Change Other” above includes the balance of shares held on appointment / resignation, and shares
acquired for cash.
There were no shares held nominally at 30 June 2017 (2016: nil).
OPTION HOLDINGS
Current Year
Balance
1 July
2016
Granted Exercised Other
Balance
30 June
2017
Vested at
the end of
the year
Vested and
exercisable
at the end of
the year
Vested and
unexercisable
at the end of
the year
Directors
Nicholas Mather
1,500,000
2,250,000
Vincent Mascolo
3,000,000
4,500,000
Stuart Crow
Neil Herbert
Bastiaan Van
Aswegen
Alistair McAdam
Tsuyoshi Ueda
Kenichiro Tsubaki
1,500,000
-
-
-
-
-
750,000
750,000
750,000
750,000
-
750,000
-
-
-
-
-
-
-
-
Other Key Management Personnel
Lennard Kolff
1,500,000
3,500,000
(400,000)
Karl Schlobohm
500,000
1,041,667
Priy Jayasuriya
500,000
1,041,667
-
-
-
-
-
-
-
-
-
-
-
-
-
3,750,000
1,500,000
1,500,000
7,500,000
3,000,000
3,000,000
2,250,000
1,500,000
1,500,000
750,000
750,000
750,000
-
750,000
-
-
-
-
-
-
-
-
-
-
4,600,000
1,100,000
1,100,000
1,541,667
1,541,667
500,000
500,000
500,000
500,000
Total
8,500,000 16,083,334
(400,000)
- 21,730,000
8,100,000
8,100,000
There were no options held nominally at 30 June 2017 (2016: nil).
2017 ANNUAL REPORT
-
-
-
-
-
-
-
-
-
-
-
-
30
DIRECTORS’ REPORT (CONTINUED)
LOANS TO KEY MANAGEMENT PERSONNEL
There were no loans to Directors or other key management personnel during the year.
OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL
There were no other transactions or balances with key management personnel during the period.
(End of Remuneration Report)
DIRECTORS’ MEETINGS
The number of meetings of Directors held during the year and the number of meetings attended by each
Director was as follows:
BOARD
AUDIT AND RISK
REMUNERATION
Number of
meetings
held while
in office
Meetings
attended
Number of meetings
held while in office
Meetings
attended
Number of
meetings held
while in office
Meetings
attended
Nicholas Mather
Vincent Mascolo
Stuart Crow
Neil Herbert
Bastiaan Van Aswegen
Alistair McAdam
Kenichiro Tsubaki
Christelle Van der Merwe
6
6
6
6
6
6
6
6
4
6
6
4
6
6
5
5
N/A
N/A
1
1
N/A
1
N/A
N/A
N/A
N/A
1
1
N/A
1
N/A
N/A
1
N/A
N/A
1
N/A
1
N/A
N/A
1
N/A
N/A
1
N/A
1
N/A
N/A
INDEMNIFICATION AND INSURANCE OF DIRECTORS, OFFICERS AND AUDITOR
Each of the Directors and Secretary of the Company has entered into a Deed with the Company whereby the
Company has provided certain contractual rights of access to books and records of the Company to those
Directors. The Company has insured all of the Directors. The contract of insurance prohibits the disclosure of
the nature of the liabilities covered and amount of the premium paid. The Corporations Act does not require
disclosure of the information in these circumstances.
The Company has not indemnified or insured its auditor.
OPTIONS
There were 400,000 shares issued as a result of the exercise of options during the year ended 30 June 2017 and
none since that date.
At the date of this report, the unissued ordinary shares of IronRidge Resources Limited under option are as follows:
Grant date
Date of Expiry
Exercise Price
31 January 2014
31 December 2017
21 January 2016
21 January 2016
20 January 2018
20 January 2019
22 December 2016
22 December 2018
04 May 2017
03 May 2019
05 September 2017
04 September 2019
05 September 2017
04 September 2020
£0.10
£0.08
£0.10
£0.30
£0.60
£0.40
£0.60
Number under
Option
7,900,000
500,000
600,000
8,500,000
10,500,000
4,500,000
4,500,000
31
2017 ANNUAL REPORT
DIRECTORS’ REPORT (CONTINUED)
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
On 19 July 2017 the Company issued 20,658,053 shares as part of it’s $12,234,856 (£7.23 million) cash raising to
continue to fund the Company’s exploration programs, land for general working capital purposes and ongoing
corporate costs.
On 5 September 2017, the Company announced that it has completed its acquisition of 100% of Tekton Minerals
Pte Ltd (“Tekton”), providing IronRidge with full ownership of a highly prospective gold exploration portfolio
in Chad. The Company issued 10,000,000 shares to the 18 former shareholders of Tekton to complete the
transaction. Furthermore, under the terms of employment of the Tekton management team, IronRidge issued or
granted to the Tekton management team, a total of:
• 4,500,000 IronRidge options having an exercise price of £0.40 and an expiry date of 2 years from the date of issue;
• 4,500,000 IronRidge options having an exercise price of £0.60 and an expiry date of 3 years from the date of issue;
• 450,000 performance rights which vest in September 2017, entitling the recipient to the equivalent number of
shares in IronRidge; and
• 630,000 performance rights which vest in September 2018, entitling the recipient to the equivalent number of
shares in IronRidge.
The Directors are not aware of any other significant changes in the state of affairs of the Group or events after
the balance date that would have a material impact on the consolidated financial statements.
NON-AUDIT SERVICES
There were no non-audit services provided by the entity’s auditor BDO Audit Pty Ltd and its overseas affiliates
during the current year.
AUDITOR’S INDEPENDENCE DECLARATION
The Auditor’s Independence Declaration forms part of the Directors’ Report and can be found on page 34.
Signed in accordance with a resolution of Directors:
Vincent Mascolo
Managing Director and CEO
Brisbane
Date: 29 September 2017
COMPETENT PERSON STATEMENT
The information in this Report that relates to Exploration Targets, Exploration Results or Mineral Resources is
based on information compiled by Mr. Nicholas Mather B.Sc. (Hons) Geol., who is a Member of The Australian
Institute of Mining and Metallurgy. Mr. Mather is employed by Samuel Capital Pty Ltd, which provides certain
consultancy services including the provision of Mr. Mather as an Executive Director of IronRidge Resources.
Mr. Mather has more than five years’ experience which is relevant to the style of mineralisation and type
of deposit being reported and to the activity, which he is undertaking to qualify as a Competent Person as
defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Minerals Resources
and Ore Reserves’ (the JORC Code). This public report is issued with the prior written consent of the
Competent Person(s) as to the form and context in which it appears.
2017 ANNUAL REPORT
32
DECLARATION OF INDEPENDENCE
BY D P WRIGHT TO THE DIRECTORS
OF IRONRIDGE RESOURCES LIMITED
33
2017 ANNUAL REPORT
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
DECLARATION OF INDEPENDENCE BY D P WRIGHT
TO THE DIRECTORS OF IRONRIDGE RESOURCES LIMITED
As lead auditor of IronRidge Resources Limited for the year ended 30 June 2017, I declare that, to the
best of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation
to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of IronRidge Resources Limited and the entities it controlled during the period.
D P Wright
Director
BDO Audit Pty Ltd
Brisbane, 29 September 2017
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme
approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
2017 ANNUAL REPORT
34
INTEREST IN TENEMENTS
As at the date of this report, the Group has an interest in the following tenements.
Tenement Number
Tenement Name
Principal Holder
Grant Date /
Application
Date
Expiry
Date
Term
GRANTED TENEMENTS
AUSTRALIA
EPM 18534
EPM 19419
EPM 16260
EPM 16261
EPM 25975
EPM 26110
EPM 26122
EPM 26123
GABON
Quaggy Creek
IronRidge Resources Ltd
Throlstupps
North*
IronRidge Resources Ltd
Cadarga Two
Eastern Exploration Pty Ltd
Cadarga One*
Eastern Exploration Pty Ltd
Monogorilby
Eastern Exploration Pty Ltd
Durong
Eastern Exploration Pty Ltd
Holly Creek
Eastern Exploration Pty Ltd
George Creek
Eastern Exploration Pty Ltd
12.10.10
26.08.14
11.10.16
6 years
25.08.17
3 years
27.06.08
28.05.08
23.02.16
08.04.16
08.04.16
08.04.16
11.06.19
9 years
27.05.17
9 years
22.02.19
3 years
08.03.19
3 years-
08.03.19
3 years-
08.03.19
3 years-
Authorisation de prospection
G5-525
Tchibanga*
IronRidge Gabon S.A.
28.06.13
27.06.16
3 years
Authorisation de prospection
G6-526
Belinga Sud*
IronRidge Gabon S.A.
28.06.13
27.06.16
3 years
Authorisation de prospection
G5-533
GHANA
PL3/67
PL3/92
RL 3/55
IVORY COAST
Tchibanga Nord*
IronRidge Gabon S.A.
05.12.13
04.12.16
3 years
Apam East*
Apam West
Mankessim*
Obotan JV MODA Minerals Limited
Obotan JV MODA Minerals Limited
Barari JV Charger Minerals Pty Ltd
05.10.15
06.01.17
01.08.12
04.10.16
1 year
05.01.19
2 years
23.07.16
4 years
Decret 2014-103, #417
Bianouan*
Major Star JV Matilda Minerals SARL
Decret 2014-149, #416
Bodite*
Major Star JV Scope Resources SARL
12.03.14
26.03.14
11.03.17
3 years
25.03.17
3 years
*Renewal applications have been submitted to the various mining departments of the relevant Governments and the Group
has no reason to believe the renewals will not be granted.
35
2017 ANNUAL REPORT
INTEREST IN TENEMENTS (CONTINUED)
As at the date of this report, the Group has an interest in the following tenements.
Tenement Number
Tenement Name
Principal Holder
Grant Date /
Application
Date
Expiry
Date
Term
APPLICATIONS
AUSTRALIA
EPMA 26523
GHANA
IVORY COAST
Calrossie
Eastern Exploration Pty Ltd
15.05.17
N/A
N/A
Senya Braku
Green Metals Resources Ltd (100% IRR)
Mankessim South Green Metals Resources Ltd (100% IRR)
Winneba North* Merlink JV MODA Minerals Limited
Winneba South* Merlink JV MODA Minerals Limited
10.05.16
12.09.17
19.08.16
19.08.16
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Adzope
Rubino
Agboville
Enchi Proci SARL (JV UHITSA Minerals
SARL)
Khaleesi Resources SARL (100% IRR)
Khaleesi Resources SARL (100% IRR)
Vavoua North
Booster Minerals SARL (JV Major Star)
Gboghue
Kineta
Marahui
CAPRI Metals SARL (JV Enchi Proci SARL)
DIVO Minerals SARL (JV EGR SARL)
Boxworx Minerals SARL (JV EGR SARL)
Bouna East
Hard Yard Metals SARL (JV KME SARL)
Vavoua South
Marlin Minerals SARL (JV Bluefin SARL)
In process
N/A
N/A
25.10.16
25.10.16
19.07.17
23.07.17
17.05.17
17.05.17
17.05.17
17.05.17
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
2017 ANNUAL REPORT
36
CONSOLIDATED STATEMENT OF
PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2017
Revenue
Notes
2
2017
$
4,228
2016
$
5,763
Administration and consulting expenses
(3,104,007)
(1,628,013)
Depreciation
Employee benefits expenses
Exploration costs written-off
Legal expenses
Interest expense
Unrealised foreign exchange losses
Share based payments
(Loss) before income tax
Income tax expense
(Loss) for the year
Other comprehensive income
16
3
4
Total comprehensive income for the year attributable to the
owners of IronRidge Resources Limited
(7,994)
(669,801)
-
(205,835)
(933)
(168,318)
(1,075,093)
(4,856)
(106,810)
(26,798)
(17,240)
(57)
(524,056)
(3,393)
(5,227,753)
(2,305,460)
-
-
(5,227,753)
(2,305,460)
-
-
(5,227,753)
(2,305,460)
Loss per share
Basic loss per share
Diluted loss per share
Cents / share
Cents / share
8
8
(2.2)
(2.2)
(1.0)
(1.0)
The above consolidated statement of Profit or Loss and other Comprehensive Income should be read in
conjunction with the accompanying notes.
37
2017 ANNUAL REPORT
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
FOR THE YEAR ENDED 30 JUNE 2017
Current assets
Cash and cash equivalents
Trade and other receivables
Other current assets
Total current assets
Non-current assets
Other financial assets
Property, plant and equipment
Exploration and evaluation assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Total current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity attributable to owners of IronRidge
Resources Limited
Notes
2017
$
2016
$
9
10
11
12
13
14
15
17
2,388,510
10,719,669
109,447
13,333
48,834
8,959
2,511,290
10,777,462
2,949,317
27,466
6,809,459
53,666
35,460
5,139,993
9,786,242
5,229,119
12,297,532
16,006,581
868,144
868,144
868,144
424,860
424,860
424,860
11,429,388
15,581,721
26,189,808
25,777,728
838,444
175,104
(15,598,864)
(10,371,111)
11,429,388
15,581,721
The above consolidated statement of Financial Position should be read in conjunction with the accompanying notes.
2017 ANNUAL REPORT
38
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2017
Issued Capital
$
Accumulated
Losses
$
Share based
payments reserve
$
Total Equity
$
Balance at 30 June 2015
25,777,728
(8,065,651)
171,711
17,883,788
Loss for the year
Other comprehensive income
Total comprehensive income
for the year
Share based payments
-
-
-
-
(2,305,460)
-
(2,305,460)
-
-
-
(2,305,460)
-
(2,305,460)
-
3,393
3,393
Balance at 30 June 2016
25,777,728
(10,371,111)
175,104
15,581,721
Loss for the year
Other comprehensive income
Total comprehensive income
for the year
Shares issued during the year
Share issue costs
Share based payments
-
-
-
(5,227,753)
-
(5,227,753)
32,200
(31,873)
411,753
-
-
-
-
-
-
-
-
(5,227,753)
-
(5,227,753)
32,200
(31,873)
663,340
1,075,093
Balance at 30 June 2017
26,189,808
(15,598,864)
838,444
11,429,388
The above consolidated statement of Changes in Equity should be read in conjunction with the accompanying notes.
39
2017 ANNUAL REPORT
CONSOLIDATED STATEMENT
OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2017
Cash flows from operating activities
Receipts from customers (including GST)
Notes
2017
$
2016
$
137,751
148,371
Payments to suppliers and employees (including GST)
(3,746,910)
(1,768,322)
Interest received
Interest paid
4,228
(933)
5,763
-
Net cash flows from operating activities
19
(3,605,864)
(1,614,188)
Cash flows from investing activities
Payments for security deposits
Investments in Tekton Pte Ltd
Purchase of property, plant and equipment
Payments for exploration and evaluation assets
Net cash flows from investing activities
Cash flows from financing activities
Proceeds from the issue of shares
Transactions costs on the issue of shares
Net cash flows from financing activities
(5,000)
(2,890,651)
-
-
-
(31,548)
(1,693,526)
(2,057,770)
(4,589,177)
(2,089,318)
32,200
-
32,200
-
-
-
Net increase / (decrease) in cash and cash equivalents
(8,162,841)
(3,703,506)
Cash and cash equivalents at the beginning of the year
Net foreign exchange impact
10,718,669
14,947,231
(168,318)
(524,056)
Cash and cash equivalents at the end of the year
9
2,388,510
10,719,669
The above consolidated statement of Cash Flows should be read in conjunction with the accompanying notes.
2017 ANNUAL REPORT
40
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
CORPORATE INFORMATION
Going concern
The consolidated financial report of IronRidge
Resources Limited for the year ended 30 June
2017 was authorised for issue in accordance with a
resolution of the Directors on 29 September 2017.
IronRidge Resources Limited is a public company
limited by shares incorporated and domiciled in
Australia. IronRidge Resources Limited is the ultimate
parent. The Group’s registered office is located at
Level 27 One One One, 111 Eagle Street, Brisbane,
QLD 4000.
The nature of the operations and principal activities of
the Group are described in the Directors’ report.
BASIS OF PREPARATION
This financial report is a general purpose financial
report that has been prepared in accordance with
Australian Accounting Standards, including Australian
Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting
Standards Board and the Corporations Act 2001. The
Group is considered a for-profit entity for the purpose
of Australian Accounting Standards.
The financial report covers the Group comprising of
IronRidge Resources Limited and its subsidiaries and is
presented in Australian dollars.
Compliance with IFRS
Australian Accounting Standards include Australian
Equivalents to International Financial Reporting
Standards (AIFRS). Compliance with AIFRS ensures
that the financial statements and notes of IronRidge
Resources Limited comply with International Financial
Reporting Standards (IFRS).
The financial statements have been prepared on a
going concern basis which contemplates the continuity
of normal business activities and the realisation of
assets and discharge of liabilities in the ordinary
course of business. The Group has not generated
revenues from operations. As such, the Group’s ability
to continue to adopt the going concern assumption
will depend upon a number of matters including
subsequent successful raisings in the future of
necessary funding and the successful exploration and
subsequent exploitation of the Group’s tenements.
On 19 July 2017 the Company completed a private
placement and raised $12,234,856 in cash. Accordingly,
existing cash reserves and the proceeds from the
private placement are considered to be adequate to
fund the planned expenditure for at least 12 months
from the date of this report.
Reporting basis and conventions
The financial report has been prepared on an accruals
basis and is based on historical costs.
The following is a summary of the material accounting
policies adopted by the Group in the preparation of
the financial report.
ACCOUNTING POLICIES
(a) New Accounting Standards and Interpretations
The accounting policies adopted are consistent with
those of the previous financial year except as follows:
The Company has adopted the following new and
amended Australian Accounting Standards and AASB
Interpretations as of 1 July 2016:
41
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Reference
Title
AASB 14
Regulatory Deferral Accounts
AASB 2014-3
AASB 2014-4
AASB 2014-9
AASB 2014-10
AASB 2015-1
AASB 2015-2
AASB 2015-5
Amendments to Australian Accounting Standards –
Accounting for Acquisitions of Interest in Joint Operations
Clarification of Acceptable Methods of Depreciation and
Amortisation (Amendments to AASB and AASB 138)
Amendments to Australian Accounting Standards –
Equity Method in Separate Financial Statements
Amendments to Australian Accounting Standards – Sale
or Contribution of Assets between an Investor and its
Associate or Joint Venture
Amendments to Australian Accounting Standards
– Annual Improvements to Australian Accounting
Standards 2012 – 2014 Cycle
Amendments to Australian Accounting Standards –
Disclosure Initiative; Amendments to AASB 101
Application date
of standard
Application date for
the Company
1 January 2016
1 January 2016
1 July 2016
1 July 2016
1 January 2016
1 July 2016
1 January 2016
1 July 2016
1 January 2016
1 July 2016
1 January 2016
1 July 2016
1 January 2016
1 July 2016
Amendments to Australian Accounting Standards –
Investment Entities; Applying the Consolidation Exception
1 January 2016
1 July 2016
The adoption of the above standards and interpretations did not have any material impact on the current or any
prior period and is not likely to materially affect future periods. Australian Accounting Standards and Interpretations
that have been recently issued or amended but are not yet effective have not been adopted by the Company for
the annual reporting period ending 30 June 2017. The Group is yet to evaluate the impact of those standards and
interpretations on the financial statements.
2017 ANNUAL REPORT
42
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Reference
Title
Application date
of standard
Application date for
the Company
AASB 9
AASB 15
AASB 2014-5
AASB 2016-3
Financial Instruments
Revenue from Contracts with Customers
Amendments to Australian Accounting Standards arising
from AASB 15
Amendments to Australian Accounting Standards –
Clarification to AASB 15
AASB 16
Leases
AASB 2016-1
AASB 2016-2
AASB 2016-5
AASB 2016-6
AASB 2017-1
Amendments to Australian Accounting Standards –
Recognition of Deferred Tax for Unrealised Losses
Amendments to Australian Accounting Standards –
Disclosure Initiative; Amendments to AASB 107
Amendments to Australian Accounting Standards –
Classification and Measurement of Share-based Payment
Transactions
Amendments to Australian Accounting Standards –
Applying AASB 9 Financial Instruments with AASB 4
Insurance Contracts
Amendments to Australian Accounting Standards –
Transfers of Investment Property. Annual Improvements
2014-2016 Cycle and Other Amendments
1 January 2018
1 January 2018
1 January 2018
1 July 2018
1 July 2018
1 July 2018
1 January 2018
1 July 2018
1 January 2019
1 January 2017
1 July 2018
1 July 2017
1 January 2017
1 July 2017
1 January 2018
1 July 2018
1 January 2018
1 July 2018
1 July 2018
1 July 2018
AASB 2017-2
Amendments to Australian Accounting Standards –
Further Annual Improvements 2014-2016 Cycle
1 January 2017
1 July 2017
43
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
ACCOUNTING POLICIES
(b)
Basis of Consolidation
The consolidated financial statements comprise the
financial statements of IronRidge Resources Limited
and its subsidiaries as at and for the period ended 30
June each year (the “Group”).
Subsidiaries
Subsidiaries are all those entities over which the
consolidated entity has control. The consolidated
entity controls an entity when the consolidated entity
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 to direct the activities
of the entity. Subsidiaries are fully consolidated
from the date on which control is transferred to the
consolidated entity. They are de-consolidated from the
date that control ceases.
The financial statements of the subsidiaries are
prepared for the same reporting period as the parent
company, using consistent accounting policies. In
preparing the consolidated financial statements, all
intercompany balances, transactions, unrealized gains
and losses resulting from intra-group transactions and
dividends have been eliminated in full.
Subsidiaries are fully consolidated from the date on
which control is obtained by the Group and cease
to be consolidated from the date on which control is
transferred out of the Group.
Investments in subsidiaries held by IronRidge
Resources Limited are accounted for at cost in the
separate financial statements of the parent entity less
any impairment charges. Dividends received from
subsidiaries are recorded as a component of other
revenues by the parent entity, and do not impact
the recorded cost of the investment. Upon receipt
of dividend payments from subsidiaries, the parent
will assess whether any indicators of impairment of
the carrying value of the investment in the subsidiary
exist. Where such indicators exist, to the extent that
the carrying value of the investment exceeds its
recoverable amount, an impairment loss is recognised.
The acquisition of subsidiaries is accounted for
using the acquisition method of accounting. The
acquisition method of accounting involves recognising
at acquisition date, separately from goodwill, the
identifiable assets acquired, the liabilities assumed
and any non-controlling interest in the acquiree. The
identifiable assets acquired and the liabilities assumed
are measured at their acquisition date fair values.
The difference between the above items and the fair
value of consideration (including the fair value of any
pre-existing investment in the acquiree) is goodwill or
discount on acquisition.
After initial recognition, goodwill is measured at cost
less any accumulated impairment losses. For the
purpose of impairment testing, goodwill acquired in
a business combination is, from the acquisition date,
allocated to each of the Group’s cash generating units
that are expected to benefit from the combination,
irrespective of whether other assets or liabilities of the
acquiree are assigned to those units.
Where goodwill forms part of a cash generating unit
and part of the operation within that unit is disposed
of, the goodwill associated with the operation
disposed of is included in the carrying amount of
the operation when determining the gain or loss on
disposal of the operation. Goodwill disposed of in this
circumstance is measured based on the relative values
of the operation disposed of and the portion of the
cash generating unit retained.
Non-controlling interests are allocated their
share of net profit after tax in the statement of
comprehensive income and presented within equity
in the consolidated statement of financial position,
separately from the equity of the owners of the parent.
Losses are attributed to the non-controlling interest
even if that results in a deficit balance.
A change in ownership interest of a subsidiary that
does not result in a loss of control, is accounted for as
an equity transaction.
2017 ANNUAL REPORT
44
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
ACCOUNTING POLICIES
Joint Arrangements
Joint Operations
The proportionate interests in the assets, liabilities
and expenses of a joint operation activity have been
incorporated in the financial statements under the
appropriate headings.
Joint Ventures
Investments in joint ventures are accounted for using
the equity method. Under the equity method, the
share of the profits or losses of the joint venture
is recognised in profit or loss and the share of
the movements in equity is recognised in other
comprehensive income. Investments in joint ventures
are carried in the statement of financial position at
cost plus post-acquisition changes in the consolidated
entity’s share of net assets of the joint venture.
Goodwill relating to the joint venture is included in
the carrying amount of the investment and is neither
amortised nor individually tested for impairment.
Dividends receivable from joint venture entities
reduces the carrying amount of the investment.
(c) Business Combinations
Business combinations are accounted for using the
acquisition method. The consideration transferred in a
business combination is measured at fair value, which
is calculated as the sum of the acquisition date fair
values of the assets transferred by the acquirer, the
liabilities incurred by the acquirer to former owners
of the acquiree and the equity issued by the acquirer,
and the amount of any non-controlling interest in the
acquiree. For each business combination, the acquirer
measures the non-controlling interest in the acquiree
either at fair value or at the proportionate share of the
acquiree’s identifiable net assets. Acquisition-related
costs are expensed as incurred, and included in
administrative expenses.
When the Group acquires a business, it assesses the
financial assets and liabilities assumed for appropriate
classification and designation in accordance with
contractual terms, economic conditions, the Group’s
operating or accounting policies and other pertinent
conditions as at the acquisition date.
If the business combination is achieved in stages, the
acquisition date fair value of the acquirer’s previously
held equity interest in the acquiree is remeasured to
fair value through profit and loss.
Any contingent consideration to be transferred
by the acquirer will be recognised at fair value at
the acquisition date. Subsequent changes to the
fair value of the contingent consideration which is
deemed to be an asset or liability will be recognised
in accordance with AASB 139 either in profit or loss
or as a change to other comprehensive income. If the
contingent consideration is classified as equity, it is not
remeasured.
(d)
Operating Segments
An operating segment is a component of an entity
that engages in business activities from which it may
earn revenues and incur expenses, whose operating
results are regularly reviewed by the entity’s chief
operating decision maker to make decisions about
resources to be allocated to the segment and assess
its performance and for which discrete financial
information is available. This may include start-up
operations which are yet to earn revenues.
Operating segments that meet the quantitative criteria
as prescribed by AASB 8, Operating Segments are
reported separately. However, an operating segment
that does not meet the quantitative criteria is still
reported separately where information about the
segment would be useful to users of the financial
statements.
Information about other operating segments that
are below the quantitative criteria are combined
and disclosed in a separate category for “all other
segments”.
(e)
Cash and Cash Equivalents
For the statement of cash flows, cash and cash
equivalents include cash on hand, deposits held at call
with banks, other short term highly liquid investments
with original maturities of three months or less, and
bank overdrafts. Bank overdrafts are shown within
short-term borrowings in current liabilities on the
statement of financial position.
45
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
ACCOUNTING POLICIES
(f)
Trade and Other Receivables
Receivables generally have 30-60 day terms, are
recognised initially at fair value and subsequently
measured at amortised cost using the effective interest
method, less an allowance for impairment.
Collectability of receivables is reviewed on an
ongoing basis. Individual debts that are known to
be uncollectible are written off when identified. An
impairment provision is recognised when there is
objective evidence that the Group will not be able
to collect the receivable. Financial difficulties of
the debtor or debts more than 90 days overdue are
considered objective evidence of impairment. The
amount of the impairment loss is the receivable
carrying amount compared to the present value of
estimated future cash flows, discounted at the original
effective interest rate.
(g)
Financial Instruments
Recognition and Initial Measurement
Financial instruments, incorporating financial assets
and financial liabilities, are recognised when the entity
becomes a party to the contractual provisions of the
instrument. Trade date accounting is adopted for
financial assets that are delivered within timeframes
established by marketplace convention.
Financial instruments are initially measured at fair
value plus transactions costs where the instrument
is not classified as at fair value through profit or loss.
Transaction costs related to instruments classified as at
fair value through profit or loss are expensed to profit
or loss immediately. Financial instruments are classified
and measured as set out below.
Classification and Subsequent Measurement
(i) Loans and receivables
Loans and receivables are non-derivative financial
assets with fixed or determinable payments
that are not quoted in an active market and are
subsequently measured at amortised cost using the
effective interest rate method.
(ii) Financial liabilities
Non-derivative financial liabilities (excluding
financial guarantees) are subsequently measured
at amortised cost using the effective interest rate
method.
(iii) Available-for-sale financial assets
Available for sale financial assets comprise
investments in listed entities. These investments are
recorded at cost.
Investments in unlisted shares comprise of the
Company’s investment in Tekton Pte Ltd and are
recorded at cost.
Derecognition
Financial assets are derecognised where the contractual
rights to receipt of cash flows expires or the asset is
transferred to another party whereby the entity no
longer has any significant continuing involvement
in the risks and benefits associated with the asset.
Financial liabilities are derecognized where the related
obligations are either discharged, cancelled or expire.
The difference between the carrying value of the
financial liability extinguished or transferred to another
party and the fair value of consideration paid, including
the transfer of non-cash assets or liabilities assumed is
recognised in profit of loss.
(h)
Property, Plant & Equipment
Property, plant & equipment are stated at historical
cost less accumulated depreciation and any
accumulated impairment losses.
The cost of property, plant & equipment constructed
within the Group includes the cost of materials, direct
labour, borrowing costs and an appropriate portion
of fixed and variable costs. 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 Group and the cost of the
item can be measured reliably. All other repairs and
maintenance are charged to the profit or loss during
the financial year in which they are incurred.
Depreciation
The depreciable amount of all property, plant &
equipment is depreciated over their useful life to
the Group commencing from the time the asset is
held ready for use. Leasehold improvements are
2017 ANNUAL REPORT
46
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
depreciated over the shorter of either the unexpired
period of the lease or the estimated useful lives of the
improvements.
The depreciation rates used for each class of assets are:
Class of Property, plant
& equipment
Depreciation
Plant & Equipment
10% - 15% Straight line
Office Equipment
33.3% Straight line
Gains and losses on disposals are determined by
comparing proceeds with the carrying amount. These
are included in the statement of comprehensive
income.
Derecognition
An item of property, plant and equipment is
derecognised upon disposal or when no further
future economic benefits are expected from its use or
disposal.
(i)
Exploration and Evaluation Assets
Exploration and evaluation expenditure incurred
is accumulated in respect of each identifiable area
of interest. Such expenditures comprise net direct
costs and an appropriate portion of related overhead
expenditure but do not include overheads or
administration expenditure not having a specific nexus
with a particular area of interest. These assets are only
carried forward to the extent that they are expected
to be recouped through the successful development
of the area or where activities in the area have not yet
reached a stage which permits reasonable assessment
of the existence of economically recoverable reserves
and active or significant operations in relation to the
area are continuing.
A regular review has been undertaken on each area
of interest to determine the appropriateness of
continuing to carry forward assets in relation to that
area of interest.
A provision is raised against exploration and
evaluation expenditure where the Directors are of the
opinion that the carried forward net cost may not be
recoverable or the right of tenure in the area lapses.
The increase in the provision is charged against the
results for the year. Accumulated costs in relation to an
abandoned area are written off in full against profit 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.
Costs of site restoration are provided over the life of
the area 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 structure, waste
removal, and rehabilitation of the site in accordance
with clauses of mining permits. Such costs have
been determined using estimates of future costs,
current legal requirements and technology on an
undiscounted basis.
Any changes in the estimates for the costs are
accounted 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 restoration will be completed within one
year of abandoning the site.
(j)
Impairment of Non-Financial Assets
At each reporting date, the Group reviews the carrying
values of its tangible 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 it recoverable amount is expensed
to the profit or loss.
Where it is not possible to estimate the recoverable
amount of an individual asset, the Group estimates
the recoverable amount of the cash-generating unit to
which the asset belongs.
47
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
ACCOUNTING POLICIES
(k)
Trade and Other Payables
Trade and other payables are carried at amortised
cost and due to their short term nature they are not
discounted. They represent liabilities for goods and
services provided to the Group prior to the end of
the financial year that are unpaid and arise when the
Group becomes obliged to make future payments in
respect of the purchase of these goods and services.
The amounts are unsecured and are usually paid within
30-60 days of recognition.
(l)
Provisions and Employee Benefits
Provisions are recognised when the Group has a
present obligation (legal or constructive) as a result of
a past event, it is possible that an outflow of resources
embodying economic benefits will be required to
settle the obligation and a reliable estimate can be
made of the amount of the obligation.
When the Group expects some or all of a provision to
be reimbursed, the reimbursement is recognised as
a separate asset but only when the reimbursement is
virtually certain. The expense relating to any provision
is presented in the statement of comprehensive
income net of any reimbursement.
Provisions are measured at the present value of
management’s best estimate of the expenditure
required to settle the present obligation at the
reporting date. The discount rate used to determine
the present value reflects current market assessments
of the time value of money and the risks specific to the
liability. The increase in the provision resulting from
the passage of time is recognised in finance costs.
measured as the present value of expected future
payments to be made in respect of services provided
by employees up to the reporting date. Consideration
is given to expected future wages and salary levels,
experience of employee departures, and periods of
service. Expected future payments are discounted
using market yields at the reporting date on Australian
corporate bonds with terms to maturity and currencies
that match, as closely as possible, the estimated future
cash outflows.
(m)
Leases
Leases of property, plant & equipment where
substantially all the risks and benefits incidental to the
ownership of the asset, but not the legal ownership, are
transferred to the Group 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 year.
Leased assets are depreciated on a straight line basis
over their estimated useful lives where it is likely that
the Group will obtain ownership of the asset or over
the term of the lease.
Lease payments for operating leases, where
substantially all the risks and benefits remain with the
lessor, are charged as expenses on a straight line basis.
Lease incentives under operating leases are
recognised as a liability and amortised on a straight-
line basis over the life of the lease term.
Employee benefits
(n)
Share Capital
(i) Wages, salaries and annual leave
Liabilities for wages and salaries, including non-
monetary benefits and annual leave expected to
be settled within 12 months of the reporting date
are recognised in respect of employees’ services
up to the reporting date. They are measured at the
amounts expected to be paid when the liabilities are
settled. Expenses for non-accumulating sick leave are
recognised when the leave is taken and measured at
the rates paid or payable.
(ii) Long service leave
Ordinary shares are classified as equity at the time that
they are issued. Costs directly attributable to the issue
of new shares or options are shown as a deduction
from the equity proceeds, net of any income tax
benefit.
(o)
Share-Based Payments
The Group may provide benefits to Directors,
employees or consultants in the form of share-based
payment transactions, whereby services may be
undertaken in exchange for shares or options over
shares (“equity-settled transactions”).
The liability for long service leave is recognised and
The fair value of options granted to Directors, employees
2017 ANNUAL REPORT
48
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
and consultants is recognised as an employee benefit
expense with a corresponding increase in equity (share
option reserve). The fair value is measured at grant
date and recognised over the period during which
the recipients become unconditionally entitled to the
options. Fair value is determined using a Black-Scholes
option pricing model. An expense is still recognised for
options that do not ultimately vest because a market
condition was not met.
Where the terms of options are modified, the expense
continues to be recognised from grant date to vesting
date as if the terms had never been changed. In
addition, at the date of the modification, a further
expense is recognised for any increase in fair value of
the transaction as a result of the change.
Where options are cancelled, they are treated
as if vesting occurred on cancellation and any
unrecognised expenses are taken immediately to the
profit or loss. If new options are substituted for the
cancelled options and designated as a replacement,
the combined impact of the cancellation and
replacement options are treated as if they were a
modification.
(p)
Revenue
Revenue is recognised and measured at the fair value
of the consideration received or receivable to the
extent it is probable that the economic benefits will
flow to the Group and the revenue can be reliably
measured. The following specific recognition criteria
must also be met before revenue is recognised:
Interest
Interest revenue is recognized as interest accrues using
the effective interest rate method. This is a method of
calculating the amortised cost of a financial asset and
allocating the interest income over the relevant period
using the effective interest rate, which is the rate
that exactly discounts estimated future cash receipts
through the expected life of the financial asset to the
net carrying amount of the financial asset.
All revenue is stated net of the amount of goods and
services tax (GST).
(q)
Income Tax
The income tax expense for the period is the tax
payable on the current period’s taxable income rate for
each jurisdiction adjusted by changes in deferred tax
assets liabilities attributable to temporary differences
between the tax base of assets and liabilities and their
carrying amounts in the financial statements, and to
unused tax losses.
The charge for current income tax expense is based on
the profit for the year adjusted for any non-assessable
or disallowed items. It is calculated using the tax rates
that have been enacted or are substantially enacted by
the balance date.
Deferred tax is recognised for all temporary differences
arising between the tax bases of assets and liabilities
and their carrying amounts in the financial statements.
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 is calculated at the tax rates expected
to apply to the period when the asset is realised or
liability is settled. Deferred tax is recognised in the
statement of comprehensive income except where
it relates to items that may be recognised directly
in equity, in which case the deferred tax is adjusted
directly against equity. Deferred income tax assets are
recognised to the extent that it is probable that future
tax profits will be available against which deductible
temporary differences can be utilised.
The amount of benefits brought to account or
which may be realised in the future is based on the
assumption that no adverse change will occur in
income taxation legislation and the anticipation that
the group will derive sufficient future assessable
income to enable the benefit to be realised and
comply with the conditions of deductibility imposed
by the law.
Current tax assets and liabilities are offset where
a legally 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 relate 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.
49
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
ACCOUNTING POLICIES
(r)
GST
Revenues, expenses and assets are recognised net
of GST except where GST incurred on a purchase
of goods and services is not recoverable from the
taxation authority, in which case the GST is recognised
as part of the cost of acquisition of the asset or as part
of the expense item.
Receivables and payables are stated with the amount
of GST included. The net amount of GST recoverable
from, or payable to, the taxation authority is included
as part of receivables or payables in the statement of
financial position.
Cash flows are included in the statement of cash flows
on a gross basis and the GST component of cash flows
arising from investing and financing activities, which is
recoverable from, or payable to, the taxation authority,
are classified as operating cash flows.
Commitments and contingencies are disclosed net of
the amount of GST recoverable from, or payable to,
the taxation authority.
(s)
Earnings per Share
Basic earnings per share is calculated as net profit
(loss) attributable to members of the parent, adjusted
to exclude any costs of servicing equity other than
ordinary shares, divided by the weighted average
number of ordinary shares, adjusted for any bonus
element.
Diluted earnings per share adjust the figures used in
the determination of basic earnings per share to take
into account:
• The after tax effect of interest and other financing
costs associated with dilutive potential ordinary
shares; and
• The weighted average number of additional
ordinary shares that would have been outstanding
assuming the conversion of all dilutive potential
ordinary shares.
(t)
Comparatives
When required by Australian Accounting Standards,
comparative figures have been adjusted to conform to
changes in presentation for the current financial year.
(u)
Fair value measurement
When an asset or liability, financial or non-financial,
is measured at fair value for recognition or disclosure
purposes, the fair value is based on the price that
would be received to sell an asset or paid to transfer
a liability in an orderly transaction between market
participants at the measurement date; and assumes
that the transaction will take place either: in the
principle market; or in the absence of a principal
market, in the most advantageous market.
Fair value is measured using the assumptions that
market participants would use when pricing the
asset or liability, assuming they act in their economic
best interest. For non-financial assets, the fair value
measurement is based on its highest and best use.
Valuation techniques that are appropriate in the
circumstances and for which sufficient data are
available to measure fair value, are used, maximising
the use of relevant observable inputs and minimising
the use of unobservable inputs.
Assets and liabilities measured at fair value are
classified, into three levels, using a fair value hierarchy
that reflects the significance of the inputs used
in making the measurements. Classifications are
reviewed each reporting date and transfers between
levels are determined based on a reassessment of the
lowest level input that is significant to the fair value
measurement.
For recurring and non-recurring fair value
measurements, external valuers may be used when
internal expertise is either not available or when
the valuation is deemed to be significant. External
valuers are selected based on market knowledge
and reputation. Where there is a significant change
in fair value of an asset or liability from one period to
another, an analysis is undertaken, which includes a
verification of the major inputs applied in the latest
valuation and a comparison, where applicable, with
external sources of data.
2017 ANNUAL REPORT
50
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Key judgments – share based payment transactions
The Group measures the cost of equity settled
transactions with employees by reference to the fair
value of the equity instruments at the date at which
they are granted. The fair value is determined by
using the Black-Scholes model taking into account the
terms and conditions upon which the instruments were
granted. The accounting estimates and assumptions
relating to equity settled share based payments would
have no impact on the carrying amounts of assets and
liabilities within the next annual reporting period but
may impact the profit or loss and equity.
(v)
Critical Accounting Estimates and
Judgments
The Directors evaluate estimates and judgments
incorporated into the financial report based on
historical knowledge and best available current
information. Estimates assume a reasonable
expectation of future events and are based on current
trends and economic data, obtained both externally
and within the Group.
Key estimates – impairment of non-financial assets
The Group assesses impairment at each reporting
date by evaluating conditions specific to the Group
that may lead to impairment of assets. Where an
impairment trigger exists, the recoverable amount of
the asset is determined. Where applicable, value-in-
use calculations performed in assessing recoverable
amounts incorporate a number of key estimates.
Key judgments – exploration & evaluation assets
The Group performs regular reviews on each area
of interest to determine the appropriateness of
continuing to carry forward costs in relation to that
area of interest. These reviews are based on detailed
surveys and analysis of drilling results performed to
balance date.
The Directors have assessed that for the exploration
and evaluation assets recognised at 30 June 2017,
the facts and circumstances do not suggest that
the carrying amount of an asset may exceed its
recoverable amount. In considering this the Directors
have had regard to the facts and circumstances
that indicate a need for an impairment as noted in
Accounting Standard AASB 6 “Exploration for and
Evaluation of Mineral Resources”.
Exploration and evaluation assets at 30 June 2017
were $6,809,459 (2016: $5,139,993).
51
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 2. REVENUE
- Interest received
- Other revenue
Total Revenue
(a) Interest revenue from:
- At call deposits held with financial institutions
Total Interest Revenue
NOTE 3. PROFIT / (LOSS)
Included in the profit / (loss) are the following specific expenses:
Depreciation
- Office equipment
- Plant & equipment
Defined contributions superannuation expense
Foreign exchange (gains) losses
Directors fees
Project generation costs
Administration services
2017
$
4,228
-
4,228
4,228
4,228
2017
$
594
7,400
23,942
168,318
834,489
1,430,623
288,000
2016
$
5,763
-
5,763
5,763
5,763
2016
$
596
4,260
21,856
524,056
744,792
63,460
288,000
2017 ANNUAL REPORT
52
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 4. INCOME TAX
(a) Components of income tax expense (benefit)
Income tax expense (benefit) is made up of:
Current tax
Deferred tax
2017
$
-
-
-
2016
$
-
-
-
(b) The prima facie tax on profit / (loss) before income tax is reconciled to the income tax expense as follows:
Prima facie tax on profit / (loss) before income tax at 30% (2016: 30%)
(1,568,326)
(691,638)
Add tax effect of:
Permanent differences
Current tax loss not recognised
Share based payments
Deferred tax not recognised
Other items
Income tax expense
Deferred Tax Asset (at 30%)
Recognised temporary differences
Recognised unused tax losses
Capital raising costs
Total deferred tax assets recognised
Deferred Tax Liability
Recognised timing differences
Net deferred tax recognised
Unrecognised deferred tax assets comprised of:
Deferred tax assets: Net unrecognised tax losses
Deferred tax assets: Gross unrecognised tax losses
461,344
-
199,002
1,073,694
(165,714)
-
146,973
317,725
-
464,698
759
-
-
754,229
(63,350)
-
163,421
282,585
-
446,006
(464,698)
(446,006)
-
-
3,639,999
12,133,332
2,621,147
8,737,157
In order to recoup carried forward losses in future periods, either the Continuity of Ownership Test (COT) or Same
Business Test must be passed. The majority of losses are carried forward at 30 June 2017 under COT.
Deferred tax assets which have not been recognised as an asset, will only be obtained if:
i.
the Company derives future assessable income of a nature and of an amount sufficient to enable the losses to
be realised;
ii.
the Company continues to comply with the conditions for deductibility imposed by the law; and
iii. no changes in tax legislation adversely affect the Company in realising the losses.
53
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 5. KEY MANAGEMENT PERSONNEL
KEY MANAGEMENT PERSONNEL COMPENSATION
The total remuneration of Key Management Personnel for the Group for the year was as follows:
Short term employee benefits
Post-employment benefits
Share based payments
Total
2017
$
1,312,588
23,758
961,876
2016
$
1,069,427
21,439
3,393
2,298,222
1,094,259
Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or
payable to each member of the Group’s Key Management Personnel.
NOTE 6. DIVIDENDS AND FRANKING CREDITS
There were no dividends paid or recommended during the year or since the end of the year. There are no franking
credits available to shareholders of the Company.
NOTE 7. AUDITORS REMUNERATION
Amounts received or due and receivable by BDO Audit Pty Ltd
An audit or review of the financial report of the entity or any other entity in the
consolidated group
Other services in relation to the entity and any other entity in the consolidated group
Tax compliance
Assurance related
Amounts received or due and receivable by BDO (Overseas)
Other services in relation to the entity and any other entity in the consolidated group
Assurance related
2017
$
2016
$
31,203
25,000
-
-
-
-
31,203
25,000
-
-
31,203
25,000
2017 ANNUAL REPORT
54
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 8. LOSS PER SHARE (EPS)
(A) LOSS
Loss used to calculate basic and diluted EPS
(5,227,753)
(2,305,460)
2017
$
2016
$
2017
Number
of Shares
2016
Number
of Shares
(B) WEIGHTED AVERAGE NUMBER OF SHARES AND OPTION
Weighted average number of ordinary shares outstanding during the year, used in
calculating basic loss per share
237,525,948
236,612,203
Weighted average number of dilutive options outstanding during the year
Weighted average number of ordinary shares and potential ordinary shares outstanding
during the year, used in calculating diluted loss per share
237,525,948
236,612,203
The options are considered non-dilutive as the Company is loss making. Options may become dilutive in the future.
NOTE 9. CASH AND CASH EQUIVALENTS
Cash at bank
NOTE 10. TRADE AND OTHER RECEIVABLES
GST receivable
Other receivables
2017
$
2016
$
2,388,510
10,719,669
2,388,510
10,719,669
2017
$
62,646
46,801
109,447
2016
$
34,436
14,398
48,834
Receivables are non-interest bearing and are generally on 30-60 day terms. A provision for impairment loss is
recognised when there is objective evidence that an individual receivable is impaired. No impairment loss has
been recorded for the current and previous financial year.
Due to the short term nature of these receivables, their carrying value is assumed to approximate fair value. The
maximum exposure to credit risk is the carrying value of receivables. Collateral is not held as security.
The receivables are not exposed to foreign exchange risk. No receivables were past due or impaired at 30 June
2017 (2016: nil).
55
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 11. OTHER FINANCIAL ASSETS –NON-CURRENT
Security deposits
Investment in shares at cost
Advances to Tekton Pte Ltd
2017
$
54,666
201,991
2,692,660
2,949,317
2016
$
49,666
4,000
-
53,666
Investment in shares at cost comprise an investment in the ordinary issued capital of Aus Tin Mining Ltd, listed
on the Australian Securities Exchange ($4,000) and an investment in the ordinary issued capital of Tekton Pte Ltd,
an unlisted private company incorporated in Singapore that holds exploration permits in Chad ($197,991).
The Company owned 6% of the ordinary shares of Tekton Minerals Pte Ltd (Tekton) at 30 June 2017 and has
the right to obtain up to a 58% shareholding by investing US$3.5 million. The advances to Tekton form part of
the Group’s earn-in. The Investment provides the Company with a first mover advantage within several highly
prospective, provincial-scale, gold mineralised belts with little or no modern-day exploration. Subsequent to 30
June 2017, the Company acquired 100% of Tekton (refer Note 24).
Given the lack of comparable listed exploration companies with operations in Chad, the Company believes it is
appropriate to value and carry its investment at cost, as fair value cannot be reliably measured.
NOTE 12. PROPERTY, PLANT AND EQUIPMENT
Plant & Equipment – at cost
Accumulated depreciation
Written down value
Office equipment – at cost
Accumulated depreciation
Written down value
Total written down value
Reconciliation of carrying amounts at the beginning and of the year
Year ended 30 June 2017
At 1 July 2016 net of accumulated depreciation
Additions
Disposals
Depreciation charge for the year
At 30 June 2017 net of accumulated depreciation
2017
$
64,363
(37,462)
26,901
4,189
(3,624)
565
27,466
2016
$
64,363
(30,062)
34,301
4,189
(3,030)
1,159
35,460
Plant &
Equipment
Office
Equipment
Total
$
$
$
34,301
1,159
35,460
-
-
(7,400)
26,901
-
-
(594)
565
-
-
(7,994)
27,466
2017 ANNUAL REPORT
56
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 12. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Year ended 30 June 2016
At 1 July 2015 net of accumulated depreciation
Additions
Disposals
Depreciation charge for the year
At 30 June 2016 net of accumulated depreciation
NOTE 13. EXPLORATION AND EVALUATION ASSETS
Exploration and evaluation assets
Movements in carrying amounts
Balance at the beginning of the year
Additions
Written-off during the year
Balance at the end of the year
7,013
31,548
-
(4,260)
34,301
1,755
-
-
(596)
1,159
2017
$
8,768
31,548
-
(4,856)
35,460
2016
$
6,809,458
5,139,993
5,139,993
1,669,466
-
3,117,009
2,049,782
(26,798)
6,809,459
5,139,993
The recoverability of the carrying amount of exploration and evaluation assets is dependent on the successful
development and commercial exploitation or alternatively, sale of the respective areas of interest.
NOTE 14. TRADE AND OTHER PAYABLES
Trade payables
Sundry payables and accrued expenses
Employee benefits
2017
$
351,558
336,571
180,015
2016
$
159,842
218,323
46,695
868,144
424,860
Trade payables are non-interest bearing and are generally on 30-60 day terms.
Due to the short term nature of these payables, their carrying value is assumed to approximate fair value.
57
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 15. ISSUED CAPITAL
(A) ISSUED AND PAID UP CAPITAL
238,912,391 (2016: 236,612,203) ordinary shares fully paid
Share issue costs
2017
$
2016
$
26,929,773
(739,965)
26,485,820
(708,092)
26,189,808
25,777,728
Ordinary shares participate in dividends and the proceeds on winding up the Company in proportion to the
number of shares held. At shareholder meetings each ordinary share is entitled to one vote when a poll is called,
otherwise each shareholder has one vote on a show of hands.
(B) RECONCILIATION OF ISSUED AND PAID-UP CAPITAL
At 1 July 2015
At 30 June 2016
On 22 December 2016, 1,211,222 $0.21 ordinary shares were issued to a number
of executives by way of payment of employment related bonuses.
On 23 January 2017, 400,000 $0.08 ordinary shares were issued upon the exercise
of employment options.
On 4 May 2017, 688,966 $0.23 ordinary shares were issued to a number of
executives by way of payment of employment related bonuses1.
At 30 June 2017
Number of
Shares
$
236,612,203
26,485,820
236,612,203
26,485,820
1,211,222
253,431
Number of
Shares
400,000
$
32,200
688,966
158,322
238,912,391
26,929,773
1The grant date of the bonus shares was 29 December 2016 however the shares were issued on 4 May 2017.
(C) OPTIONS
As at 30 June 2017, there were 28,000,000 (2016: 14,770,000) unissued ordinary shares of IronRidge Resources
Limited under option held as follows:
• 7,900,000 unlisted options to take up one ordinary share in IronRidge Resources Ltd at an exercise price of
£0.10. The options vested immediately and expire 31 December 2017.
• 500,000 unlisted options to take up one ordinary share in IronRidge Resources Ltd at an exercise price of
£0.075. The options vested immediately and expire 20 January 2018.
• 600,000 unlisted options to take up one ordinary share in IronRidge Resources Ltd at an exercise price of
£0.10. The options vested immediately and expire 20 January 2019.
• 8,500,000 unlisted options to take up one ordinary share in IronRidge Resources Ltd at an exercise price of
£0.30. The options vests on the earlier of the expiry of 75% of the term of the option or a Change of Control
Transaction, as defined under the Company’s ESOP Rules.
• 10,500,000 unlisted options to take up one ordinary share in IronRidge Resources Ltd at an exercise price of
£0.60. The options vests on the earlier of the expiry of 75% of the term of the option or a Change of Control
Transaction, as defined under the Company’s ESOP Rules.
(D) CAPITAL RISK MANAGEMENT
2017 ANNUAL REPORT
58
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 15. ISSUED CAPITAL (CONTINUED)
When managing capital, management’s objective is to ensure the entity continues as a going concern as well
as to maintain optimal returns to shareholders and benefits for other stakeholders. Management also aims to
maintain a capital structure to ensure the lowest costs of capital available to the Group.
The Group’s capital comprises equity as shown in the statement of financial position. The Group is not exposed
to externally imposed capital requirements.
NOTE 16. SHARE BASED PAYMENTS
The expense recognised for share based payments received during the year is shown in the table below:
Expense arising from equity settled share-based payment transactions:
Share options
Bonus shares
2017
$
663,340
411,753
1,075,093
2016
$
3,393
-
3,393
Bonus share issues
There were 1,900,188 bonus share issues occurred during the year ended 30 June 2017 (2016: nil). Fair value was
calculated based on the share price at grant date.
Employee share option plan (ESOP)
Share options are granted to employees. The employee share option plan is designed to align participants’
interests with those of shareholders by increasing the value of the Company’s shares.
When a participant ceases employment after the vesting of their share options, the share options are forfeited
after 90 days unless cessation of employment is due to termination for cause, whereupon they are forfeited
immediately or death. The Company prohibits KMP from entering into arrangements to protect the value of
unvested ESOP awards.
Each option can be exercised from vesting date to expiry date for one share with the exercise price payable in cash.
Options granted
On 4 May 2017, 10,500,000 IronRidge Resources Ltd share options were granted to Directors under the
Employee Share Option Plan. The options are to take up one ordinary share in IronRidge Resources at
£0.60. The options vest on the earlier of the expiry of 75% of the term of the option or a Change of Control
Transaction, as defined under the Company’s ESOP Rules and are due to expire between 3 May 2019.
On 22 December 2016, 8,500,000 IronRidge Resources Ltd share options were granted to employees under the
Employee Share Option Plan. The options are to take up one ordinary share in IronRidge Resources at £0.30. The
options vest on the earlier of the expiry of 75% of the term of the option or a Change of Control Transaction, as
defined under the Company’s ESOP Rules and are due to expire between 21 December 2018.
On 21 January 2016, 1,500,000 IronRidge Resources Ltd share options were granted to an employee under the
Employee Share Option Plan. The options are to take up one ordinary share in IronRidge Resources at varying
exercise prices from £0.05 to £0.10. The options vested immediately and are due to expire between 20 January 2017
and 20 January 2019. The following table illustrates the number (no.) and weighted average exercise prices (WAEP)
of, and movements in, share based payment share options granted during the year:
59
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 16. SHARE BASED PAYMENTS (CONTINUED)
2017
No.
2017
WAEP
2016
No.
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at the end of the year
Exercisable at the end of the year
14,770,000
19,000,000
(5,370,000)
(400,000)
-
28,000,000
9,000,000
2017
WAEP
£0.10
£0.08
-
-
-
£0.10
£0.47
£0.10
£0.05
-
13,270,000
1,500,000
-
-
-
£0.37
14,770,000
£0.10
14,770,000
£0.10
£0.10
The weighted average remaining contractual life of the options was 1.3 years (2016: 1.5 years).
IRONRIDGE RESOURCES LTD ESOP
Weighted average exercise price
Weighted average life of the option
Underlying share price
Expected share price volatility
Risk free interest rate
Number of options issued
Fair value (black-scholes) per option
Total value of options issued (GBP)
Total value of options issued (AUD equivalent)
Expected share price volatility was estimated based on historical share price volatility.
Share based payments expense recognised in statement of profit or loss and other
comprehensive income
Share based payments expense to be recognised in future periods
2017
£0.47
2016
£0.08
2.00 years
2.13 years
£0.1225
-£0.3925
122.62% -
123.84%
1.73% -
1.92%
£0.0163
72.736%
1.78%
19,000,000
1,500,000
£0.054-
£0.213
£2,693,881
$4,448,470
£0.0006-
£0.0016
£1,647
$3,393
2017
$
663,340
2016
$
3,393
3,785,130
-
4,448,470
3,393
NOTE 17. ACCUMULATED LOSSES
Accumulated losses at the beginning of the year
Losses after income tax expense
2017
$
(10,371,111)
(5,227,753)
2016
$
(8,065,651)
(2,305,460)
Accumulated losses attributable to members of IronRidge Resources Limited
at the end of the year
(15,598,864)
(10,371,111)
2017 ANNUAL REPORT
60
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 18. INFORMATION RELATING TO IRONRIDGE RESOURCES LIMITED
(“THE PARENT ENTITY”)
Current assets
Total assets
Current liabilities
Total liabilities
Net Assets
Issued capital
Share based payment reserve
Accumulated losses
Loss of the parent entity
Total comprehensive loss of the parent entity
2017
$
2,293,130
12,251,873
869,483
869,483
2016
$
10,732,225
16,813,218
388,391
388,391
11,382,390
16,424,827
26,189,806
25,777,728
838,444
175,104
(15,645,859)
(9,528,005)
(6,117,856)
(6,117,856)
(2,299,525)
(2,299,525)
The parent does not have any guarantees in relation to the debts of its subsidiaries, contingent liabilities or
contractual obligations to purchase fixed assets at 30 June 2017 (2016: nil).
NOTE 19. CASH FLOW RECONCILIATION
Loss after income tax
Loss after income tax
• Write-off of exploration expenditure
• Depreciation
•
Share based payments
• Unrealised foreign exchange losses
Changes in operating assets and liabilities*
(Increase) decrease in trade and other receivables
(Increase) decrease in other current assets
Increase (decrease) in trade and other payables*
2017
$
2016
$
(5,227,753)
(2,305,460)
-
7,994
1,075,093
168,318
(60,613)
(4,374)
435,471
26,798
4,855
3,393
524,056
(13,863)
8,959
137,074
Net cash flows from operating activities
(3,605,864)
(1,614,188)
*Net of amounts relating to exploration and evaluation assets.
61
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 20. RELATED PARTY DISCLOSURES
(A) SUBSIDIARIES
The consolidated financial statements include the financial statements of IronRidge Resources Limited and the
subsidiaries listed in the following table:
Name
Eastern Exploration Pty Ltd
Milingui Pty Ltd (formerly Quiver Coal Pty Ltd)
Belinga Holdings Pty Ltd1
Gabon Exploration Pty Ltd2
Lithium of Africa Pty Ltd3
Stark Metals Pty Ltd4
Khaleesi Resources Pty Ltd5
UHITSA Minerals Pty Ltd6
CAPRI Metals Pty Ltd7
Matilda Minerals Pty Ltd8
Scope Resources Pty Ltd9
Booster Minerals Pty Ltd10
PITA Minerals Pty Ltd11
DIVO Metals Pty Ltd12
Boxworx Minerals Pty Ltd13
Hard Yard Metals Pty Ltd14
Marlin Minerals Pty Ltd15
Malamute Minerals Pty Ltd16
Stark Metals SARL17
Khaleesi Resources SARL18
UHITSA Minerals SARL19
CAPRI Metals SARL20
Matilda Minerals SARL21
Scope Resources SARL22
Booster Minerals SARL23
PITA Minerals SARL24
DIVO Metals SARL25
Boxworx Minerals SARL26
Hard Yard Metals SARL27
Marlin Minerals SARL28
Malamute Minerals SARL29
MODA Minerals Pty Ltd30
MODA Minerals Limited31
Green Metals Resources Limited32
Charger Minerals Pty Ltd33
Charger Minerals Pty Limited34
Harrier Minerals Pty Ltd35
Rhodesian Resources Pty Ltd36
IronRidge Botswana Pty Ltd
IronRidge Gabon SA
2017 ANNUAL REPORT
Country of
incorporation
Equity interest (%)
2017
2016
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Cote d’Ivoire
Australia
Ghana
Ghana
Australia
Ghana
Australia
Australia
Botswana
Gabon
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
100
-
-
-
-
100
100
62
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 20. RELATED PARTY DISCLOSURES (CONTINUED)
(A) SUBSIDIARIES (CONTINUED)
1 Belinga Holdings Pty Ltd is a private company limited by shares and was incorporated on 15 March 2016.
2 Gabon Exploration Pty Ltd is a private company limited by shares and was incorporated on 15 March 2016.
3 Lithium of Africa Pty Ltd is a private company limited by shares and was incorporated on 21 April 2016.
4 Stark Metals Pty Ltd is a private company limited by shares and was incorporated on 15 July 2016.
5 Khaleesi Resources Pty Ltd is a private company limited by shares and was incorporated on 15 July 2016.
6 UHITSA Minerals Pty Ltd is a private company limited by shares and was incorporated on 19 September 2016.
7 CAPRI Metals Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
8 Matilda Minerals Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
9 Scope Resources Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
10 Booster Minerals Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
11 PITA Minerals Pty Ltd is a private company limited by shares and was incorporated on 15 February 2017.
12 DIVO Metals Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
13 Boxworx Minerals Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
14 Hard Yard Metals Pty Ltd is a private company limited by shares and was incorporated on 17 February 2017.
15 Marlin Minerals Pty Ltd is a private company limited by shares and was incorporated on 2 March 2017.
16 Malamute Minerals Pty Ltd is a private company limited by shares and was incorporated on 2 March 2017.
17 Stark Metals SARL is a private company limited by shares and was incorporated on 9 September 2016.
18 Khaleesi Resources SARL is a private company limited by shares and was incorporated on 9 September 2016.
19 UHITSA Minerals SARL is a private company limited by shares and was incorporated on 11 November 2016.
20 CAPRI Metals SARL is a private company limited by shares and was incorporated on 1 March 2017.
21 Matilda Minerals SARL is a private company limited by shares and was incorporated on 6 March 2017.
22 Scope Resources SARL is a private company limited by shares and was incorporated on 27 February 2017.
23 Booster Minerals SARL is a private company limited by shares and was incorporated on 27 February 2017.
24 PITA Minerals SARL is a private company limited by shares and was incorporated on 15 February 2017.
25 DIVO Metals SARL is a private company limited by shares and was incorporated on 22 February 2017.
26 Boxworx Minerals SARL is a private company limited by shares and was incorporated on 27 February 2017.
27 Hard Yard Metals SARLis a private company limited by shares and was incorporated on 28 February 2017.
28 Marlin Minerals SARL is a private company limited by shares and was incorporated on 8 March 2017.
29 Malamute Minerals Pty Ltd is a private company limited by shares and was incorporated on 7 March 2017.
30 MODA Minerals Pty Ltd is a private company limited by shares and was incorporated on 16 March 2017.
31 MODA Minerals Limited is a private company limited by shares and was incorporated on 31 October 2016.
32 Green Metals Resources Limited is a private company limited by shares and was incorporated on 10 May 2016.
33 Charger Minerals Pty Ltd is a private company limited by shares and was incorporated on 18 April 2017.
34 Charger Minerals Pty Limited is a private company limited by shares and was incorporated on 2 May 2017.
35 Harrier Minerals Pty Limited is a private company limited by shares and was incorporated on 4 April 2017.
36 Rhodesian Resources Pty Limited is a private company limited by shares and was incorporated on 4 April 2017.
(B) ULTIMATE PARENT
IronRidge Resources Limited is the ultimate parent, which is incorporated in Australia.
(C) KEY MANAGEMENT PERSONNEL
Details relating to key management personnel, including remuneration paid, are included in the Directors’
report and note 5.
63
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 20. RELATED PARTY DISCLOSURES (CONTINUED)
(D) TRANSACTIONS WITH RELATED PARTIES
The following table provides the total amount of transactions that were entered into with related parties for the
relevant financial year:
Related party
DGR Global Limited (i)
2017
Hopgood Ganim
Lawyers (ii)
2016
2017
2016
Sales to related
parties
Purchases from
related parties
Other transactions
with related parties
-
-
-
-
288,000
288,000
185,239
11,302
-
-
-
-
(i) The Company has a commercial arrangement with DGR Global Limited for the provision of various services,
whereby DGR Global Limited provides resources and services including the provision of its administration
and exploration staff, its premises (for the purposes of conducting the Company’s business operations), use
of existing office furniture, equipment and certain stationery, together with general telephone, reception
and other office facilities (‘‘Services’’). In consideration for the provision of the Services, the Group pays DGR
Global Limited a monthly management fee. For the year ended 30 June 2017, $288,000 was paid or payable
to DGR Global Limited (2016: $288,000) for the provision of the Services. The total amount outstanding at
year end was $7,405 (2016: $28,522).
(ii) Mr. Brian Moller (a Director of the former ultimate parent entity DGR Global Limited), is a partner in the
Australian firm Hopgood Ganim lawyers. For the year ended 30 June 2016, $185,329 was paid or payable to
Hopgood Ganim (2016: $11,302) for the provision of legal services to the Group. The services were based
on normal commercial terms and conditions. The total amount outstanding at year end was $25,932 (2016:
$9,540).
The outstanding balances at each relevant year end are unsecured, interest free and settlement occurs in cash.
All outstanding amounts payable comprise current liabilities.
NOTE 21. CAPITAL COMMITMENTS
FUTURE EXPLORATION COMMITMENTS
The Group has certain obligations to expend minimum amounts on exploration in tenement areas. These
obligations may be varied from time to time and are expected to be fulfilled in the normal course of operations
of the Group. The commitments are as follows:
Less than 12 months
Between 12 months and 5 years
2017
$
3,196,457
9,333,580
12,530,037
2016
$
4,405,513
3,422,593
7,828,106
To keep tenements in good standing, work programs should meet certain minimum expenditure requirements.
If the minimum expenditure requirements are not met, the Group has the option to negotiate new terms or
relinquish the tenements. The Group also has the ability to meet expenditure requirements by joint venture or
farm-in agreements.
2017 ANNUAL REPORT
64
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 22. FINANCIAL RISK MANAGEMENT
(A) GENERAL OBJECTIVES, POLICIES AND PROCESSES
In common with all other businesses, the Group is exposed to risks that arise from its use of financial
instruments. This note describes the Group’s objectives, policies and processes for managing those risks and
the methods used to measure them. Further quantitative information in respect of these risks is presented
throughout these financial statements.
There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives,
policies and processes for managing those risks or the methods used to measure them from previous years
unless otherwise stated in this note.
The Group’s financial instruments consist mainly of deposits with banks, receivables and payables.
The Board has overall responsibility for the determination of the Group’s risk management objectives and
policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and
operating processes that ensure the effective implementation of the objectives and policies to the Group’s
finance function. The Group’s risk management policies and objectives are therefore designed to minimise the
potential impacts of these risks on the results of the Group where such impacts may be material.
The overall objective of the Board is to set polices that seek to reduce risk as far as possible without unduly
affecting the Group’s competitiveness and flexibility. Further details regarding these policies are set out below:
(B) CREDIT RISK
Credit risk is the risk that the other party to a financial instrument will fail to discharge their obligation resulting
in the Group incurring a financial loss. This usually occurs when debtors fail to settle their obligations owing to
the Group. The Group’s objective is to minimise the risk of loss from credit risk exposure.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date
to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the statement of financial position and notes to the financial statements.
Credit risk is reviewed regularly by the Board. It arises from exposure to receivables as well as through deposits
with financial institutions and available-for-sale financial assets.
The Group does not have any material credit risk exposure to any single debtor or group of debtors under
financial instruments entered into by the Group and at balance date.
Bank deposits are held with Macquarie Bank Limited (credit rating: BBB), Westpac Banking Corporation Limited
(credit rating: AA-), Ecobank Cote d’Ivoire (credit rating: B) and B.I.C.I. Du Gabon (credit rating: B+).
(C) LIQUIDITY RISK
Liquidity risk is the risk that the Group may encounter difficulties raising funds to meet financial obligations as
they fall due. The objective of managing liquidity risk is to ensure, as far as possible, that the Group will always
have sufficient liquidity to meets its liabilities when they fall due, under both normal and stressed conditions.
Liquidity risk is reviewed regularly by the Board.
The Group manages liquidity risk by monitoring forecast cash flows and liquidity ratios such as working capital.
The Group did not have any financing facilities available at balance date.
65
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 22. FINANCIAL RISK MANAGEMENT (CONTINUED)
(D) MARKET RISK
Market risk arises from the use of interest bearing, tradable and foreign currency financial instruments. It is the
risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in interest
rates (interest rate risk), foreign exchange rates (currency risk) or other market factors (other price risk). The
Group does not have any material exposure to market risk other than interest rate risk.
Interest rate risk
Interest rate risk arises principally from cash and cash equivalents. The objective of interest rate risk
management is to manage and control interest rate risk exposures within acceptable parameters while
optimising the return.
Foreign currency risk
Foreign currency risk is that the risk that the fair value of future cash flows of a financial instrument will fluctuate
because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange
rates relates primarily to the Group’s bank deposits held in British Sterling Pound and the United States Dollar.
The Group manages its foreign currency risk by matching as best as possible its foreign exploration spends with
the foreign currency it holds.
Interest rate risk is managed with a mixture of fixed and floating rate financial instruments. For further details on
interest rate risk refer to the tables below:
Floating interest
rate
Fixed interest
rate
Non-interest
bearing
Total carrying
amount as per
the balance sheet
Weighted
average effective
interest rate
2017
$
227,192
-
-
227,192
-
-
(i) Financial assets
Cash and cash
equivalents
Trade and other
receivables
Other financial
assets
Total financial
assets
(ii) Financial
liabilities
Trade and other
payables
Total financial
liabilities
2017 ANNUAL REPORT
2017
$
2017
$
2017
$
2017
%
-
-
-
-
-
-
2,161,318
2,388,510
0.50%
109,447
109,447
2,949,317
2,949,317
5,220,082
5,447,274
868,144
868,144
868,144
868,144
-
-
-
66
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 22. FINANCIAL RISK MANAGEMENT (CONTINUED)
Floating interest
rate
Fixed interest
rate
Non-interest
bearing
2016
$
10,719,669
-
-
10,719,669
-
-
(i) Financial assets
Cash and cash
equivalents
Trade and other
receivables
Other financial
assets
Total financial
assets
(ii) Financial
liabilities
Trade and other
payables
Total financial
liabilities
2016
$
-
-
-
-
-
-
Total carrying
amount as per
the balance sheet
Weighted
average effective
interest rate
2016
$
2016
%
10,719,669
1.00%
2016
$
-
48,834
53,666
48,834
53,666
102,500
10,822,169
424,860
424,860
424,860
424,860
-
-
-
The table below demonstrates the sensitivity to a reasonably possible change in the United States dollar and the British
pound sterling against the Australian dollar.
2017
2016
2017
2016
Change in US
dollar rate
Effect on
profit before
tax $
+10%
-5%
+10%
-5%
190,055
(95,028)
862,896
(431,448)
Change in
British sterling
pound rate
Effect on
profit before
tax $
+5%
-5%
+5%
-5%
3,533
(3,533)
16,480
(16,480)
67
2017 ANNUAL REPORT
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
NOTE 23. OPERATING SEGMENTS
The Group has identified its operating segment 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 Group is managed primarily on a geographic basis, that is, the location of the respective areas
of interest (tenements) in Australia and Africa. Operating segments are determined on the basis of financial
information reported to the Board for the Group as a whole. The Group does not yet have any products or
services from which it derives an income.
Accordingly, management currently identifies the Group as having only one reportable segment, being
exploration for base and precious metals. The financial results from this segment are equivalent to the financial
statements of the Group. There have been no changes in the operating segments during the year.
GEOGRAPHICAL INFORMATION
Geographical – non-current assets
Australia
Africa
2017
$
4,422,041
5,364,201
2016
$
1,304,013
3,925,106
9,786,242
5,229,119
NOTE 24. SUBSEQUENT EVENTS
On 19 July 2017 the Company issued 20,658,053 at £0.35 to raise $12,234,856 (£8.36 million) in cash pursuant to
a private placement to continue to fund the Company’s exploration programs, general working capital purposes
and ongoing corporate costs.
On 5 September 2017, the Company announced that it has completed its acquisition of 100% of Tekton Minerals
Pte Ltd (“Tekton”), providing IronRidge with full ownership of a highly prospective gold exploration portfolio
in Chad. The Company issued 10,000,000 shares to the 18 former shareholders of Tekton to complete the
transaction. Furthermore, under the terms of employment of the Tekton management team, IronRidge issued or
granted to the Tekton management team, a total of:
4,500,000 IronRidge options having an exercise price of £0.40 and an expiry date of 2 years from the date of issue;
•
• 4,500,000 IronRidge options having an exercise price of £0.60 and an expiry date of 3 years from the date of issue;
• 450,000 performance rights which vest in September 2017, entitling the recipient to the equivalent number of
shares in IronRidge; and
• 630,000 performance rights which vest in September 2018, entitling the recipient to the equivalent number of
shares in IronRidge.
The Directors are not aware of any other significant changes in the state of affairs of the Group or events after
the balance date that would have a material impact on the consolidated financial statements.
NOTE 25. CONTINGENT ASSETS AND LIABILITIES
There are no contingent assets and liabilities at 30 June 2017 (2016: nil).
2017 ANNUAL REPORT
68
DIRECTORS’ DECLARATION
69
2017 ANNUAL REPORT
DIRECTORS’ DECLARATION
In accordance with a resolution of the Directors of IronRidge Resources Limited, I state that:
1.
In the opinion of the Directors:
(a) The financial statements and notes of IronRidge Resources Limited for the financial year ended 30 June
2017 are in accordance with the Corporations Act 2001, including:
(i) Giving a true and fair view of its financial position as at 30 June 2017 and performance; and
(ii) Complying with the Accounting Standards (including the Australian Accounting
Interpretations) and the Corporations Regulations 2001.
(b) The financial statements and notes also comply with International Financial Reporting Standards as
disclosed in Note 1;
(c) There are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable; and
(d) The remuneration disclosures contained in the Remuneration Report comply with s300A of the
Corporations Act 2001.
2. This declaration has been made after receiving the declarations required to be made to the Directors in
accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2017.
On behalf of the board
Vincent Mascolo
Managing Director and CEO
Brisbane
Date: 29 September 2017
2017 ANNUAL REPORT
70
INDEPENDENT AUDITOR’S REPORT
71
2017 ANNUAL REPORT
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
INDEPENDENT AUDITOR’S REPORT
To the members of IronRidge Resources Limited
REPORT ON THE AUDIT OF THE FINANCIAL REPORT
Opinion
We have audited the financial report of IronRidge Resources Limited (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2017, the consolidated
statement of profit or loss and other 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 report, 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 2017 and of its financial
performance for the year ended on that date; 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 Corporations Act 2001 and the ethical requirements
of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants
(the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical
responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme
approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
2017 ANNUAL REPORT
72
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
Carrying value of exploration and evaluation assets
Key audit matter
How the matter was addressed in our audit
The Group carries exploration and evaluation expenditure
totalling $6.8m as at 30 June 2017, as disclosed in Note 13 to
the financial statements.
We evaluated and tested compliance with the requirements
of AASB 6. In particular, we challenged management in
respect to possible impairment indicators.
The carrying value of the exploration and evaluation asset is a
key audit matter due to:
•
•
The significance of the total balance (55% of total assets)
The level of procedures undertaken to evaluate
managements application of the requirements of AASB
6 Exploration for and Evaluation of mineral Resources
(‘AASB 6’) in light of any Indicators of impairment that
may be present.
Our procedures included:
• Obtaining from management a schedule of areas of
interest held by the Group and selected a sample of
tenements and assessed as to whether the Group had
rights to tenure over the relevant exploration areas by
obtaining supporting documentation such as license
agreements and also considered whether the Group
maintains the tenements in good standing
• Agreeing a sample of the additions to capitalised
exploration expenditure during the year to supporting
documentation, and ensuring that the amounts were
capitalised correctly
•
Reviewing budgets and evaluating assumptions made
by the entity to ensure that substantive expenditure on
further exploration for and evaluation of the mineral
resources in the areas of interest were planned.
Other information
The directors are responsible for the other information. The other information comprises the information in the
Group’s annual report for the year ended 30 June 2017, but does not include the financial report and the auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and 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.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme
approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
73
2017 ANNUAL REPORT
Carrying value of exploration and evaluation assets
Auditor’s responsibilities for the audit of the Financial Report
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
Key audit matter
How the matter was addressed in our audit
The Group carries exploration and evaluation expenditure
We evaluated and tested compliance with the requirements
totalling $6.8m as at 30 June 2017, as disclosed in Note 13 to
of AASB 6. In particular, we challenged management in
the financial statements.
respect to possible impairment indicators.
The carrying value of the exploration and evaluation asset is a
Our procedures included:
The significance of the total balance (55% of total assets)
interest held by the Group and selected a sample of
• Obtaining from management a schedule of areas of
key audit matter due to:
•
•
The level of procedures undertaken to evaluate
managements application of the requirements of AASB
6 Exploration for and Evaluation of mineral Resources
(‘AASB 6’) in light of any Indicators of impairment that
may be present.
tenements and assessed as to whether the Group had
rights to tenure over the relevant exploration areas by
obtaining supporting documentation such as license
agreements and also considered whether the Group
maintains the tenements in good standing
• Agreeing a sample of the additions to capitalised
exploration expenditure during the year to supporting
documentation, and ensuring that the amounts were
capitalised correctly
•
Reviewing budgets and evaluating assumptions made
by the entity to ensure that substantive expenditure on
further exploration for and evaluation of the mineral
resources in the areas of interest were planned.
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.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf
This description forms part of our auditor’s report.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 23 to 31 of the directors’ report for the year ended
30 June 2017.
In our opinion, the Remuneration Report of IronRidge Resources Limited, for the year ended 30 June 2017,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
BDO Audit Pty Ltd
D P Wright
Director
BDO Audit Pty Ltd
Brisbane, 29 September 2017
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme
approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
2017 ANNUAL REPORT
74
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2017 ANNUAL REPORT
IRONRIDGE RESOURCES LIMITED AND CONTROLLED ENTITIES | ACN: 127 215 132