2023
ANNUAL REPORT
ASX:LRS
latinresources.com.au
For year ending 31 December 2023 CORPORATE
DIRECTORY
DIRECTORS
Mr David Vilensky
Non-Executive Chairman
Mr Christopher Gale
Managing Director
Mr Brent Jones
Non-Executive Director
Mr Pablo Tarantini
Non-Executive Director
Peter Oliver
Executive Director and Chairman
of the Development Committee
COMPANY SECRETARY
Ms Sarah Smith
REGISTERED OFFICE
Latin Resources Australia
Unit 3, 32 Harrogate Street,
West Leederville 6007,
Western Australia
T: +61 8 6117 4798
E: info@latinresources.com.au
Latin Resources
Brazil (Belo Lithium)
Belo Horizonte Office
Rua Ministro Orozimbo Nonato, 102,
room 701 Block A,Bairro Vila da Serra,
Nova Lima-MG, ZIP Code: 34006-053
T: + 55 31 3370 3521
Salinas Office
Rua Virgílio Grão Mogol, 185, Centro,
CEP: 39560-000 Salinas - MG
Argentina Office
(Recursos Latinos S.A)
Maipú 1210 Piso 8 (C1006ACT)
CABA, Buenos Aires, Argentina
T: +54 11 4872 8142
Peru Office
(Peruvian Latin Resources S.A.C.)
Calle Cura Bejar 190. Oficina 303,
San Isidro Lima, Peru
T: +51 1 421 2009
Singapore Office:
Level 39, Marina Bay Financial Centre Tower 2
10 Marina Boulevard, Singapore 018983
T +65 6818 6000
SHARE REGISTRY
Computershare Investor
Services Pty Limited
Level 11, 172 St Georges Terrace
Perth 6000, Western Australia
T: 1300 787 272
F: (+61) (8) 9323 2033
SOLICITORS
Steinepreis Paganin
Level 4, The Read Buildings
16 Milligan Street, Perth 6000,
Western Australia
STOCK EXCHANGE
Australian Securities Exchange (ASX)
Code: LRS
Frankfurt Stock Exchange (FRA)
Code: XL5
BANKERS
ANZ
6/646 Hay Street, Subiaco 6008,
Western Australia
NAB
Central Business Banking Centre,
Perth 6000, Western Australia
AUDITORS
Ernst & Young,
11 Mounts Bay Road,
Perth, WA 6000
CONTENTS
Chairman's Letter
Review of Operations
Mineral Resources and Reserves
Directors' Report
Consolidated Statement of Profit
or Loss and Other Comprehensive Income
Consolidated Statement
of Financial Position
Consolidated Statement
of Changes in Equity
Consolidated Statement
of Cash Flows
Notes to the Financial Statements
Directors' Declaration
Auditor’s Independence Declaration
Independent Auditor’s Report
ASX Additional Information
Tenement Schedule
02
06
22
30
54
55
56
57
58
90
91
92
97
99
01
CHAIRMAN'S
LETTER
Dear Shareholders,
The financial year ending 31 December 2023 has
been a transformational year for Latin Resources
Limited (“Company”). Latin has made significant
strides in advancing our wholly owned Salinas
Lithium Project, contributing to the global efforts
towards the low carbon energy transition.
In my last Chairman's letter dated 16 March 2023
I stated that enhancing shareholder value and
rewarding our shareholders remained a fundamental
priority for the Company and predicted that the
year ahead would demonstrate what the Company
was capable of achieving. It is self evident that our
exploration accomplishments directly correlate
with improvements in our share price and overall
market capitalisation and the substantial milestones
achieved by the Company in the reporting period in
question serve as clear testament to this success.
A highlight of the year was the substantial increase
in our mineral resource estimate at our Salinas
Lithium Project. We saw a remarkable 241% increase
in the Colina Mineral Resource, followed by a further
41% increase in December 2023 totalling 63.5Mt @
1.3% Li2O, placing us among the largest scale Tier-
One undeveloped lithium resources globally.
Details of the drilling program are outlined in
the Review of Operations section of this Audited
Financial Report. This achievement underscores the
immense potential of our project and its significance
in meeting the growing demand for lithium.
Our Preliminary Economic Assessment (PEA)
results marked another substantial milestone,
demonstrating the robust financial metrics of the
Salinas Project. With an after-tax NPV of A$3.6
billion and an internal rate of return (IRR) of 132%,
the PEA confirmed the viability of our operations
and solidified our position and potential as a large-
scale, low-cost producer in the lithium market.
"A highlight of the year
was the substantial increase
in our Mineral Resource
Estimate (MRE) at our
Salinas Lithium Project."
– David Vilensky, Non-Executive Chairman
2 | L ATIN RESOURCES
"We are confident that
securing competitive offtake
agreements will further
enhance the value of the
Salinas Project and support
its continued development."
– David Vilensky, Non-Executive Chairman
Furthermore, our extended drilling programs have
continued to yield promising results, confirming
the district-scale lithium corridor at Salinas.
The discovery of the Planalto Prospect and the
ongoing exploration efforts highlight the vast
potential of our project, which we believe will
continue to grow significantly in the near future as
we transform from an explorer to a developer.
The offtake partnering process initiated post-PEA
has attracted significant interest, reflecting the
market's recognition of the quality and potential
of our project. We are confident that securing
competitive offtake agreements will further enhance
the value of the Salinas Project and support its
continued development.
The support from the surrounding community
at Salinas has been further entrenched in 2023.
The pro-mining sector, pro-investment, and pro-
business approach of the State of Minas Gerais
was further strengthened through our partnership
with Invest Minas, strengthening our ties to the
local community and underscoring our dedication
to responsible development in an area now known
as Lithium Valley. The support of the mining sector
by the Brazilian government at Federal and State
level cannot be underestimated in creating what is a
world class welcoming and sustainable jurisdiction.
On 4 September 2023, the Company was pleased
to announce that it had been added to the Morgan
Stanley Capital International (“MSCI”) Global Small-
Cap Index, with multiple associated advantages,
including increased exposure to larger global
institutions. Subsequent to the reporting period,
we are also pleased to share that as a result of a
successful December 2023 quarter, Latin was added
to the S&P/ASX 300 Index, effective prior to the
market open on 18 March 2024. Becoming an ASX
top 300 Company is another significant milestone
we can all be proud of.
Another noteworthy achievement for the
Company occurred subsequent to the reporting
period, with the appointment of Peter Oliver as
Executive Director and Chairman of the Company’s
Development Committee with effect from 1
February 2024. Peter was previously a non-executive
director of the Company and will proactively
accelerate efforts to progress the Salinas Lithium
Project into production.
2023 ANNUAL REPORT | 3
The Company is privileged to be guided by an
outstanding and growing management team
under the leadership of our incredibly diligent and
energetic Managing Director, Chris Gale. Chris has
been instrumental in tirelessly driving the strategic
goals of the Company, leaving no opportunity
unexplored to achieve tangible success within
ambitious timelines. His unwavering dedication
and passion for the Company, evident in his
extensive travels and inspiring leadership, are truly
commendable and deserving of special recognition.
Crucially, Latin is grateful for the full support from
the local community in Salinas, including its elected
representatives, who have embraced the Company
and its growing workforce, comprised largely of
local residents. The Company's social licence
to execute its Salinas Lithium Project is firmly
established.
I express my gratitude to our shareholders for
their unwavering support and confidence in the
Company's pursuit of its strategic objectives.
I extend a warm welcome to the many thousands
of new investors who have joined our shareholder
base over the past 12 months.
I also take this opportunity to thank and note my
sincere appreciation for the collective efforts,
wisdom and support of my fellow Board members.
I look forward to keeping you updated on our
ongoing progress of what is shaping up to be
another very exciting year ahead.
Yours sincerely.
David Vilensky
Chairman
26 March 2024
Tony Greenaway’s dedication and commitment
to the Company was also evident through his
promotion to VP of Operations – Americas in April
2023, a role that required his relocation to Canada.
This strategic move enables the Company to
maintain timeliness in its exploration and growth
endeavours. Mitch Thomas was appointed as our
Chief Financial Officer in April 2023, following a
12-year career at Rio Tinto, working in Australia,
Peru, USA and its London head office.
Subsequent to the reporting period, Mike Drake
was appointed as VP of Development based in
Belo Horizonte in January 2024, and Aaron Maurer
was recently appointed as Chief Operating Officer
in March 2024, bringing a distinguished portfolio
of lithium experience in the mining industry to the
Company. The Company has assembled a strong,
capable and dedicated team whose collective
experience augurs well for even further success
going forward.
I am also pleased to report that over the past twelve
months the Company has further advanced its ESG
credentials and commitments to ESG principles.
More details about this are contained elsewhere in
this Annual Report.
The Company successfully raised capital through
a series of strategic and well timed placements
in 2023, providing the Company with significant
capital injections to expand and accelerate the
exploration program at Salinas. In April 2023 the
Company raised $37.1m through a two-tranche
placement of new fully paid ordinary shares, as
well as a subsequent $35m placement in October
2023, welcoming several new significant funds to
our register. The objective always was to have the
Company fully-funded through to Final Investment
Decision (FID) planned for the end of 2024.
The Company has garnered significant global
interest as we enter the next transformative phase
of expanding the size and scale of our lithium
resource at our flagship Salinas Project, leading
up to the release of our Definitive Feasibility Study.
In the upcoming months, we anticipate sharing
encouraging updates on our projects and activities,
aiming to sustain the positive trajectory of the
Company with the ultimate goal of taking Latin
Resources into production in 2026.
4 | L ATIN RESOURCES
02
REVIEW OF
OPERATIONS
Latin Resources Limited (ASX:LRS,
FRA:XL5) is an Australian-based
mineral exploration company, with
projects in South America and Australia,
that is developing mineral projects
in commodities that progress global
efforts towards Net Zero emissions.
The Company is focused on its flagship Salinas
Lithium Project (“Salinas”) in the pro-mining
district of Minas Gerais, Brazil. The state of Minas
Gerais is well serviced by infrastructure, roads,
hydroelectric power, water and the port of Vitoria in
the neighbouring Espirito Santo State. The province
is particularly efficient in its issuing of drilling
permits and environmental approvals.
Tony Greenaway - VP of Operations - Americas and
Chris Gale - Managing Director
6 | L ATIN RESOURCES
2023 ANNUAL REPORT | 7
SALINAS LITHIUM PROJECT
INCREASE TO MINERAL RESOURCE ESTIMATE
In June 2023, Latin Resources was pleased to announce an impressive 241% increase on the Colina Mineral
Resource at Salinas1. An updated JORC Measured, Indicated and Inferred Mineral Resource Estimate (“MRE”)
totalled 45.2Mt @ 1.32% Li2O, reported above a cut-off of 0.5% Li2O (Table 1).
The resource definition drilling program was undertaken at the Colina Deposit in the first half of 2023 on
significant pegmatite swarms, down dip and extending to the southwest of the existing MRE, comprised
of 135 diamond drillholes (Figure 2) for 39,033m.
Table 1: June 2023 MRE for the Colina Lithium Deposit
Resource
Category
Measured
Indicated
Measured +
Indicated
Inferred
Deposit
Colina
Total
Grade
Cut-off
Tonnes
(Mt)
Grade
(Li2O %)
0.50
0.50
0.50
0.50
0.43
29.74
30.17
15.02
45.19
1.34
1.37
1.37
1.22
1.32
Li2O
(Kt)
5.8
Contained LCE
(Kt)
14.3
408.1
1,009.3
413.9
1,023.6
183.5
597.4
453.7
1,477.3
Figure 1: Location Plan showing Colina Deposit, Fog’s Block Deposit and the Planalto Prospect Discovery
1. Refer to ASX Announcement 20 June 2023 - 241% Increase for the Colina Mineral Resource
8 | L ATIN RESOURCES
Figure 2: Colina drill collar plan showing the June 2023 MRE Block model, drill collar location and drillhole
A further significant increase to the Salinas Resource was announced in December 2023, totalling a 41%
increase to the Colina Deposit MRE to 63.5Mt @ 1.3% Li2O2, placing it amongst one of the largest scale
Tier-One undeveloped lithium resources globally (Figure 3). The MRE was recorded above a cut-off of
0.5% Li2O (including 1.7Mt @ 1.5% Li2O Measured + 39.3Mt @ 1.4% Li2O Indicated + approximately
22.5Mt @ 1.2% Li2O Inferred) (Table 2).
A total of 198 drill holes for 64,769m were incorporated into the MRE update, an increase
of 63 holes and 25,736m since the previous MRE update in June 2023 (Figure 4).
2. Refer to ASX Announcement 6 December 2023 - Significant increase to JORC Resource at Salinas
2023 ANNUAL REPORT | 9
Figure 3: Oblique 3D view of the December 2023 Colina MRE Block Model
Table 2: December 2023 MRE for the Colina Lithium Deposit (reported above a 0.50% Li2O cut-off grade)
Deposit
Resource Category
Tonnes (Mt)
Grade (Li2O%)
Li2O (Kt)
Contained LCE (Kt)
Measured
Indicated
1.73
39.29
Measured + Indicated
41.2
Inferred
22.47
63.49
Colina
Total
1.47
1.36
1.36
1.21
1.31
25.8
534.0
559.4
271.8
831.2
62.8
1,320.6
1,383.4
672.1
2,055.6
COLINA DEPOSIT MINERAL RESOURCE GROWTH
Figure 4: Colina MRE resource growth timeline showing JORC resource classification breakdown and drillholes completed
Measured
Indicated
Inferred
Holes Drilled
)
t
M
(
e
c
r
u
o
s
e
R
l
a
r
e
n
M
i
80
60
40
20
250
200
150
100
50
d
e
l
l
i
r
D
s
e
o
H
l
2022 Maiden
Resource Estimate
June 2023
Resource Update
December 2023
Resource Update
10 | L ATIN RESOURCES
PRELIMINARY ECONOMIC ASSESSMENT
During the reporting period, Latin Resources was
pleased to release key outcomes for a technical
and financial Preliminary Economic Assessment3
(“PEA”), marking economic results on the first
feasibility study conducted on the Salinas Lithium
Project. The PEA results demonstrated the potential
for Salinas as a world class lithium mine.
The Salinas Project PEA was led by independent
consultants SGS, based on the 45.2Mt @ 1.32%
Li2O (June 2023) Colina mineral resource estimate
for a proposed 3.6Mtpa standalone mining and
processing operation, demonstrating strong
financial metrics for the Salinas Project. The PEA
incorporated Phase 1 and a Phase 2 processing
plant, demonstrating robust combined economics,
highlighted by a combined after-tax NPV8 of
A$3.6 billion (US$2.5 billion) and combined
after-tax IRR of 132%.
The resource upgrade encompassed an increase in
contained Lithium Carbonate Equivalent (“LCE”) from
1.47Mt to 2.05Mt, as well as a significant increase in
the grade of JORC Measured resources, from 1.34% to
1.47% due to closer spaced infill drilling.
SGS, working closely with the Company’s geological
team, incorporated the structural and geological
information from the infill drilling program, resulting
in an update to the existing geological model. The
geological model has reconfirmed that the Colina
Deposit consists of a series of 30 moderately east
dipping pegmatite bodies, extending from near
surface to a depth of over 350 meters which
remain open at depth.
The MRE increase entailed a maiden Inferred
Resource Estimate at the Fog’s Block prospect of
6.8Mt @ 0.9% Li2O. This resulted in a 56% increase
to the global resource at Salinas, totalling 70.3Mt
@ 1.27% Li2O. The Fog’s Block target is located
approximately 12km southwest of the Company’s
63.5Mt Colina Lithium Deposit (Figure 1), where
drilling first commenced in August 2023.
Fog’s Block remains open up-dip, at depth and
along strike, with drilling continuing to test for
extensions to the defined deposit to further
build on the maiden resource.
Figure 5: Proposed Colina Mine Open pit and infrastructure layout
3. Refer to ASX Announcement 28 September 2023 - Robust Results for Colina Lithium Project Preliminary Economic Assessment (PEA)
2023 ANNUAL REPORT | 11
The PEA confirmed that the Company will be a
large-scale, low-cost producer of a fully integrated
concentrate plant and environmentally sustainable
production of SC5.5 and SC3 spodumene
concentrate, with significant cost saving benefits
and competitive market advantages from its
geographical location.
The PEA contemplates an initial mine life of
11 years generating significant net cash flows
over the Life of Mine (“LOM”) with a capital
payback achieved in the first 7 months of the
Colina Project life under Phase 1.
The excellent average recovery rates achieved by
Dense Media Separation (“DMS”) were a key factor
in influencing the robust PEA economics4. DMS
test work confirmed the ability produce a high-
grade, low impurity spodumene concentrate, with
an impressive 93.1% stage recovery achieved from
the coarse sample, to a high-quality spodumene
concentrate grading 5.5% Li2O, utilising pilot
scale DMS equipment.
The results of the PEA and December 2023
MRE expansion will serve as the foundation for
the Definitive Feasibility Study (“DFS”) which is
expected to be completed in mid-2024.
"The excellent average
recovery rates achieved
by Dense Media Separation
(“DMS”) were a key factor
in influencing the robust
PEA economics."
EXTENSIONAL DRILLING
During the 2023 financial year, Latin’s field teams
arrived on site to conduct the 2023 drilling program
at Salinas, focused on the Colina deposit mineral
resource expansion. Diamond drilling at Colina
returned impressive results, extending the footprint
of the pegmatite swarm to over 2.0km long by
1.0km wide5. Significant assay results included6,7:
• SADD081: 16.92m@ 1.36% Li2O from 242.48m
• SADD082: 27.15m@ 1.45% Li2O from 237.00m
• SADD088: 15.42m@ 1.48% Li2O from 288.64m
• SADD089: 18.21m@ 1.90% Li2O from 212.72m
• SADD091: 15.92m@ 1.64% Li2O from 290.29m
• SADD092: 16.12m @ 1.23% Li2O from 202.92m
• SADD097: 19.60m@ 1.42% Li2O from 114.30m
• SADD107: 24.74m@ 1.23% Li2O from 50.16m
• SADD114: 16.93m @ 1.36% Li2O from 187.07m
• SADD119: 14.70m @ 1.72% Li2O from 132.94m
• SADD134: 13.24m @ 1.89% Li2O from 168.07m
Extension drill testing 560m to the southwest of
the Colina Deposit intersected spodumene rich
pegmatites, confirming a district scale lithium
corridor at Salinas8. The drilling and mapping
results extended up to 26km to the southwest
of the Company’s flagship Colina Deposit.
Further positive assay results were returned in
August 2023, from infill drilling conducted at Colina
and Fog’s Block, confirming a new pegmatite
discovery approximately 3km southwest of the
Colina Deposit9. Significant results included:
• SADD139: 9.94m @ 1.50% Li2O from 328.91m
• SADD148: 10.46m @ 1.29% Li2O from 160.04m
• SADD149: 18.12m @ 1.67% Li2O from 244.88m
• SADD155: 11.74m @ 1.40% Li2O from 76.26m
• SADD156: 10.13m @ 1.63% Li2O from 49.62m
4. Refer to ASX Announcement 10 August 2023 - Positive DMS Test Work - Salinas Lithium Project
5. Refer to ASX Announcement 18 May 2023 - Drilling Confirms Colina Lithium Pegmatites extend to 2KM
6. Refer to ASX Announcement 12 April 2023 - More High-Grade Colina Intersections
7. Refer to ASX Announcement 2 May 2023 - Diamond Drilling On Track for June Resource Update - Colina
8. Refer to ASX Announcement 28 June 2023 - New Salinas lithium corridor confirmed
9. Refer to ASX Announcement 28 August 2023 - Positive High-Grade Lithium Results Continue at Colina
12 | L ATIN RESOURCES
In November 2023, Latin discovered a third
spodumene occurrence at the Colina Deposit,
named the Planalto Prospect. Around 1.8km to the
Southwest of the Colina MRE, ~45m of cumulative
spodumene10 was encountered in hole SADD223,
displaying abundant coarse grained spodumene
and similar mineralisation characteristics to the
high-grade Colina Deposit (Figure 6).
Further assay results from extensional drilling
were returned in November 2023, slowly
displaying the sheer scale of Salinas,
with significant results including:
• SADD158: 15.70m @ 1.59% Li2O from 206.09m
• SADD158: 20.74m @ 1.42% Li2O from 335.45m
• SADD170: 17.54m @ 1.42% Li2O from 350.53m
• SADD184: 17.00m @ 1.55% Li2O from 139.00m
• SADD195: 13.56m @ 2.03% Li2O from 98.44m
Diamond drill rigs will continue to operate at
the Salinas Project throughout 2024, where the
Company expects the Global JORC MRE to grow
significantly by implementing additional drilling
programmes.
Figure 6: Colina Deposit plan, showing location of the new Planalto Discovery
in relation to the Colina MRE and within the Prospective Lithium Corridor
10. Refer to ASX Announcement 22 November 2022 - Another Significant Spodumene Discovery at Salinas
2023 ANNUAL REPORT | 13
TENURE EXPANSION
In February 2023, the Salinas Lithium Project tenure expanded by approximately 367% over the Company’s
previous holdings, to a total of over 38,000 hectares now under Latin’s control11.
Through 17 new applications with the Brazilian National Mining Agency (ANM), Latin expanded its mineral
exploration title holdings over an area of more than 29,940 hectares in the highly prospective Bananal Valley
District in Minas Gerais, Brazil (Figure 8), which are considered to be ‘green fields’ exploration areas.
Figure 7: Salinas Lithium Project tenure, showing new tenement application to the north of the Company's 100% owned
Colina Lithium Deposit, existing LRS tenure, and tenements currently under LRS option agreements.
11. Refer to ASX Announcement 8 February 2023 - Salinas Lithium Project Tenure Expanded by Over 367%
14 | L ATIN RESOURCES
NON-BINDING MEMORANDUM
OF UNDERSTANDING
OFFTAKE PARTNERING
PROCESS
During the reporting period, Latin Resources signed
a non-binding Memorandum of Understanding
(“MoU”) with the Minas Gerais Integrated
Development Institute (INDI), referred to as Invest
Minas (Figure 8)12. The purpose of the MoU is to
provide mutual support between the parties, to
better support the battery materials sector and
supply chain investment in the region.
Latin will uphold the partnership through
development support of a battery materials sector
in Minas Gerais, as well as investment into local
employment and leveraging its access to world
class engineers and lithium supply chain specialists.
In return, Invest Minas will support and prioritise
the development of Latin’s lithium project through
facilitating approvals, licencing and suppliers. Invest
Minas will also assist Latin with securing additional
land tenure, connecting suppliers, and promotion
of Latin’s activities.
Following the publishing of the PEA, Latin received
numerous inbound offtake enquiries for its Salinas
Lithium Project and formalised this interest by
commencing an offtake partnering process13.
As part of the Offtake Process, Latin sought
funding proposals from potential offtake partners
in exchange for offtake, with funding to be used
to progress the development of Salinas. Latin’s
objectives in undertaking the Offtake Process
were to secure:
• Competitive offtake terms;
• Well credentialed partner(s) whose expertise
and credentials can add value to Salinas
and de-risk development; and
• Attractive funding support.
The Company appointed Macquarie Capital
Australia Limited as a financial adviser to
support Latin in structuring and securing
offtake agreements and potential project
funding from selected offtakers for Salinas.
12 Refer to ASX Announcement 29 March 2023 - MoU to Assist Fast-Tracking Approvals for Salinas Project
13 Refer to ASX Announcement 30 October 2023 - Offtake Process to commence for Salinas Lithium Project
Figure 8: MoU Signing Ceremony Perth, Western Australia
ARGENTINA OPERATIONS
Latin currently has a joint venture agreement on
the Catamarca Lithium Project totalling over 70,000
hectares of hard rock spodumene landholding in
north-western Argentina, within the lithium triangle
area, with the Argentinian investment group Integra.
In 2023 Latin has employed two full time staff
to help accelerate the exploration process and
approvals in Argentina: Diego Bauret has been
employed as General Manager in country and Miguel
Valente as Senior Geologist for Argentina. Diego has
previously worked for companies including Brancote
Holdings plc, Patagonia Gold and Minsud and has
extensive experience in all aspects of permitting and
operations of mining and mineral exploration in hard
rock environment throughout Argentina. Miguel is
an experienced geologist with 30 years exploration
experience in Argentina and South America.
During the second semester of 2023, three
Environmental Impact studies were submitted for
the prospection and exploration of the Catamarca
Lithium project property blocks, including
systematic geological mapping and follow-up
geochemical surface sampling. These studies were
to better understand the nature and scale of the
high-grade lithium pegmatite system encountered
in previous drill campaigns, as well as a provision
for drilling during the first semester of 2024,
subject to permitting.
Latin’s management and geological staff in
Argentina continue reviewing new business
opportunities for prospection and exploration
in lithium-rich spodumene pegmatites around
the country.
16 | L ATIN RESOURCES
2023 ANNUAL REPORT | 17
Figure 9: Noombenberry Project location
Figure 10: Cloud Nine Deposit within regional tenement package
18 | L ATIN RESOURCES
CLOUD NINE HALLOYSITE
AND KAOLINITE DEPOSIT
– MERREDIN, WESTERN
AUSTRALIA
The Company’s 100% owned Cloud Nine Halloysite
and Kaolinite Deposit (Cloud Nine Deposit) is
located east-southeast of Merredin, Western
Australia. The Company controls a commanding
regional tenement package (Noombenberry Project)
covering 560km² (Figures 9 and 10) of prospective
ground in the region, to successfully identify
repetitions of the high-grade Cloud Nine Deposit.
The Cloud Nine Deposit resides entirely within
exploration license E77/2622 and comprises of a
MRE (JORC 2012) of 280Mt of kaolinized granite.
This includes 70Mt of classified as Indicated and
210Mt classified as Inferred. 85Mt of the Inferred
MRE is halloysite bearing material.
During the year, the Company conduced an
airborne geophysical survey over the whole of the
Noombenberry Project comprising 13,844 linear
kilometres. The results will be interpreted and
assessed for prospectivity and future
exploration activities.
ESG MINERALS HALLOYSITE
AND KAOLINITE R&D PROJECT
Latin is pleased to report on progress on its
halloysite and kaolinite R&D project being conducted
via its 100% owned subsidiary, ESG Minerals Pty
Ltd in collaboration with crcCARE. 2023 was the
second year of this project, during which in vivo
trials were conducted on sheep at the University of
New England. As the first of a series of in vivo trials,
a low dosage of modified halloysite and kaolinite
feed supplement was fed to 48 sheep over a period
of 35 days. Encouraging results in reduction of
enteric methane gas emissions were obtained in
association with the achievement of complete
animal welfare. Every sheep accepted the modified
feed with no veterinarian intervention necessary
during the trials with all sheep returned to pasture.
The next step is to conduct in vivo trials on cattle
at the University of New England to be followed
by feedlot and grass pasture trials.
Carbon capture trials have begun which have
demonstrated encouraging results in capturing
greenhouse gases from cattle faeces. The next
step is to harvest the faeces and recycle them
into soil improvements products and with
potential biogas by-product.
Global focus on greenhouse gas emissions
reduction, particularly methane, is driving
government policies to encourage research into
mitigating causes of global warming. ESG Minerals
is focused on utilising the unique properties of
ts pristine Australian halloysite and kaolinite
resources to capture carbon and reduce
greenhouse gas emissions.
2023 ANNUAL REPORT | 19
MT-03 COPPER PROJECT – PERU
The MT03 permits contain a central magnetic
anomaly from aerial surveying that was tested by
4 diamond drill holes by LRS totalling 2,521.35m
from November 2022 to March 2023.
Targeting of the first 2 holes focused on results
from ground mag that complemented the aerial
mag data. The depth to target was found to be an
underestimation and Quaternary cover of
300-500m was encountered.
Targeting of holes 3 and 4 reverted to digital
output from a magnetic vector inversion (MVI)
carried out by FQM in 2014.
The drilling intercepted intrusive rocks, some
porphyritic in nature, that supported the 2014
MVI modelling of FQM. Although geologically
and texturally favourable, the zone did not exhibit
evidence of the nearby presence of a large Cu
porphyry (little to no CuOx in structures, weak
alteration etc.).
Some magnetic response was observed in
segregated parts of the overlying cover which
potentially explains the ground mag results.
In April-May 2023, limited mapping and sampling
was carried out in the SWA (South-Western Area
of the licences – see Figure 11) based on regional
remote sensing responses.
In June/July of 2023, a further, more detailed, MVI
was carried out taking advantage of advances in
magnetic modelling software and the knowledge
of cover rocks garnered from the 2022-3
drill campaign.
20 | L ATIN RESOURCES
Underlying Image from Aerial Mag Filtering:
Analytical signal filter of the RTP data which
highlights the location of rapid changes to data.
Highs will occur over the top of bodies with high
susceptibility. Response of SWA is stronger that
MT03 probably due to much less cover at SWA.
Magenta Zones:
Modelling of SWA induced response
- peaks near-surface.
Yellow Outline:
Area magnetic disturbance possibly
due to alteration.
Figure 11: SWA Drone Magnetic Survey Results
The SWA revealed prospective geological
outcrops and one positive result (Au and Cu) from
Mesothermal Quartz Vein (MQV) sampling to the
north-east. Unlike MT03 which is 5km to the NE,
there is relatively little cover in a zone of over 15
square kilometres.
The MQV area is in a magnetic low indicating
potential magnetite destruction due to phyllic
alteration. Most mag outputs show a subtly
disturbed magnetic response in the area that
may be due to alteration.
The SWA was flown by a drone survey in December
2023 (Figure 12) and the resultant better defined
magnetic targets are being permitted to allow
drilling later in 2024.
Figure 12: SWA Drone Magnetic Survey Results
2023 ANNUAL REPORT | 21
MINERAL RESOURCES AND ORE RESERVES STATEMENT
The Company undertakes an annual review of its Mineral Resources, and any Ore Reserves
as required by the JORC Code 2012 edition and ASX listing rules.
SALINAS LITHIUM PROJECT - MINERAL RESOURCES
The Salinas Lithium Project comprises the Colina Lithium Deposit and the Fog’s Block Lithium Deposit.
The maiden MRE for the Colina Deposit was first announced on 8 December 2022, with further updates on
20 June 2023 and 6 December 2023. The maiden MRE for the Fog’s Block Deposit was first announced on 6
December 2023 along with a maiden Exploration Target. No ore reserves have been reported for the
Salinas Lithium Project.
The Salinas MRE presented in this years’ annual report is the December 2023 estimate (Table 3), which
is compared to the December 2022 estimate (Table 4). The 2023 Salinas MRE represents an increase of
approximately 57.0Mt (or 430%) when compared to the 2022 estimate. The increase in the Salinas MRE is
attributed to an additional 160 diamond drill holes for 57,950m of drilling undertaken from 2022 to 2023,
along with the inclusion of the maiden Fog’s Block MRE.
Table 3: Combined MRE for the Salinas Lithium Project as at 31 December 2023 (reported above a 0.50% Li2O cut-off grade).
Deposit
Resource
Category
Tonnes (Mt)
Grade (Li2O %)
Li2O (Kt)
Contained
LCE (Kt)
Measured
1.73
Indicated
39.29
Colina
Measured +
Indicated
Inferred
Total
Inferred
Total
Fog’s Block
Combined MRE Total
41.02
22.47
63.49
6.79
6.79
70.28
1.47
1.36
1.36
1.21
1.31
0.87
0.87
1.27
25.4
534.0
559.4
271.8
831.2
57.3
57.3
62.8
1,320.6
1,383.4
672.1
2,055.6
141.7
141.7
888.5
2,197.2
22 | L ATIN RESOURCES
Table 4: 2023 Salinas Lithium Project MRE compared with the 2022 estimate (reported above a 0.50% Li2O cut-off grade).
2022 MRE
(as at 31 December 2022)
2023 MRE
(as at 31 December 2023)
Deposit
Resource
Category
Tonnes
(Mt)
Grade
(Li2O%)
Tonnes
(Mt)
Grade
(Li2O%)
Measured
-
Colina
Fog’s
Block
Indicated
Inferred
Total
Inferred
Total
Combined MRE Total
2.08
11.17
13.25
-
-
-
1.21
1.21
1.21
-
-
Table 5: Exploration Target for Fog’s Block as at 31 December 2023.
1.73
39.29
22.47
63.49
6.79
6.79
70.28
1.47
1.36
1.21
1.31
0.87
0.87
1.27
Deposit
Lower Range (Mt)
Upper Range (Mt)
Grade Range (Li2O %)
Fog’s Block
7.0
18.0
0.8 – 1.1
*The potential quantity and grade of the Fog’s Block Exploration Target is conceptual in nature, that there has been insufficient exploration to
estimate a Mineral Resource and that it is uncertain if further exploration will result in the estimation of a Mineral Resource.
NOOMBENBERRY PROJECT - MINERAL RESOURCES
The Noombenberry Project comprises the Cloud Nine Halloysite and Kaolinite Deposit (Cloud Nine Deposit).
The maiden MRE for the Cloud Nine Deposit was first announced on 31 May 2021, with a further
update on 29 November 2022. No ore reserves have been reported for the Cloud Nine Deposit.
No revisions to the Cloud Nine MRE were made during this year’s reporting period.
Table 6: MRE for the Cloud Nine Deposit as at 31 December 2023 (reported at a >75 ISO-B cut-off).
Deposit
Resource
Category
Mineral
Mass Mt
Brightness
ISO-B
<45 µm
%
Cloud Nine
Kaolinite
Inferred
Halloysite
Total
Kaolin
Indicated
Indicated + Inferred
125
85
210
70
280
79
80
79
81
80
44
44
44
39.8
43.1
2023 ANNUAL REPORT | 23
The information in this report that relates to the
Exploration Target for the Salinas Lithium Project
is based on the information compiled by Mr Marc-
Antoine Laporte M.Sc., P.Geo, who is an employee
of SGS Canada Ltd and a member of the L’Ordre des
Géologues du Québec. He is a Senior Geologist for
the SGS Geological Services Group and has more
than 15 years of experience in industrial mineral,
base and precious metals exploration as well as
Mineral Resource evaluation and reporting. Mr
Laporte sufficient experience which is relevant
to the style of mineralisation and type of deposit
under consideration and to the activity which he
is undertaking to quality as a Competent Person
as defined in the 2012 Edition of the ‘Australasian
Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’.
CONFIRMATION STATEMENT
– COLINA PROJECT PRELIMINARY
ECONOMIC ASSESSMENT
The production targets and forecast financial
information disclosed in this Announcement is
extracted from the Company’s ASX announcement
entitled “Robust Results for Colina Lithium Project
Preliminary Economic Assessment (PEA)”, dated
28 September 2023. The Company confirms all
material assumptions underpinning the production
targets and forecast financial information
derived from the production targets in the initial
announcement continue to apply and have not
materially changed.
MINERAL RESOURCE GOVERNANCE
AND INTERNAL CONTROLS
The Salinas Lithium Project and Noombenberry
Project Mineral Resource estimates are undertaken
and reviewed by independent, internationally
recognised industry consultants who qualify as
a Competent Person under JORC 2012. Suitably
qualified members from the Company review the
estimates and procedures and provide input where
required. The Company ensures that the Mineral
Resource estimates are subject to good governance
processes and internal controls.
All resource data is subject to industry standard
validation procedures and quality controls, ensuring
data integrity is maintained throughout the drilling,
collection, assaying and estimating stages.
COMPETENT PERSON STATEMENTS
– SALINAS LITHIUM PROJECT
The information in this report that relates to
Geological Data and Exploration Results for the
Salinas Lithium Project is based on information
compiled by Mr Anthony Greenaway, who is a
Member of the Australian Institute of Mining and
Metallurgy. Mr Greenaway sufficient experience
which is relevant to the style of mineralisation
and type of deposit under consideration 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, Mineral Resources and Ore Reserves’.
Mr Greenaway consents to the inclusion in this
report of the matters based on his information,
and information presented to him, in the form and
context in which it appears.
The information in this report that relates to the
Mineral Resource Estimate for the Salinas Lithium
Project is based on the information compiled by
Mr Marc-Antoine Laporte M.Sc., P.Geo, who is
an employee of SGS Canada Ltd and a member
of the L’Ordre des Géologues du Québec. He is a
Senior Geologist for the SGS Geological Services
Group and has more than 15 years of experience
in industrial mineral, base and precious metals
exploration as well as Mineral Resource evaluation
and reporting. Mr Laporte sufficient experience
which is relevant to the style of mineralisation
and type of deposit under consideration and to
the activity which he is undertaking to quality as a
Competent Person as defined in the 2012 Edition of
the ‘Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves’.
24 | L ATIN RESOURCES
COMPETENT PERSON STATEMENTS
– NOOMBENBERRY PROJECT
The information in this report that relates to
Exploration Results at the Noombenberry Project
in Western Australia is based on information
compiled by Mr Ross Cameron, a Competent Person
who is a Member of the Australian Institute of
Mining and Metallurgy. Mr Cameron is a full‐time
employee of Latin Resources Ltd. The full nature
of the relationship between Mr Cameron and Latin
Resources Ltd., including any issue that could
be perceived as a conflict of interest has been
disclosed. Mr Cameron has sufficient experience
which is relevant to the style of mineralisation
and type of deposit under consideration 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, Mineral Resources and Ore Reserves’.
Mr Cameron consents to the inclusion in this
release of the matters based on his information,
and information presented to him, in the form and
context in which it appears.
The information in this report that relates to Mineral
Resources at the Noombenberry Project in Western
Australia is based on information compiled under
the supervision of Mr Louis Fourie. Mr Fourie is a
licenced Professional Geoscientist registered with
APEGS (Association of Professional Engineers and
Geoscientists of Saskatchewan) in the Province
of Saskatchewan, a ‘Recognised Professional
Organisation’ (RPO) included in a list that is posted
on the ASX website from time to time. Mr Fourie is
owner and Principal of Terra Modelling Services.
The full nature of the relationship between Mr Fourie
and Latin Resources Ltd., including an issue that
could be perceived as a conflict of interest has been
disclosed. Mr Fourie has sufficient experience which
is relevant to the style of mineralisation and type
of deposit under consideration and to the activity
of resource estimation to qualify as a Competent
Person as defined in the 2012 Edition of the JORC
Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves.
Mr Fourie consents to the inclusion in the release
of the matters based on their information in the
form and context in which it appears.
2023 ANNUAL REPORT | 25
CORPORATE
FUND RAISING
INCREASE IN SOLIS MINERALS INVESTMENT
During the reporting period, Latin acted as a
cornerstone investor by investing $3m into Solis
Minerals Limited16 (“Solis”) at $0.55 per share as
part of Solis’s oversubscribed $8m capital raise
in June 2023. The Company’s interest increased
to 15.25%.
INDEX INCLUSIONS
The Company was pleased to announce that it
had been added to the Morgan Stanley Capital
International (“MSCI”) Global Small-Cap Index17,
with multiple advantages associated with
admittance, including:
•
Increased exposure to larger global institutions
• Broader exposure to international
investment market
Increased trading liquidity
Institutional research coverage
•
•
• Broader access to capital sources
Subsequent to the reporting period, Latin
was pleased to announce that as a result of
a successful March 2023 quarterly review,
the Company has been added to the
S&P/ASX 300 Index18.
In April 2023, the Company received firm
commitments to raise A$37.1 million14 through
a two-tranche placement of new fully paid
ordinary shares (“New Shares”) to institutional,
sophisticated, and professional investors
(“Placement”). The Placement provided Latin
with a significant capital injection to expand
and accelerate the exploration program at
the Salinas Lithium Project.
The Company was pleased to welcome several new
funds to the register, including specialist North
American battery metals funds, a well-regarded
domestic institution and two major Brazilian funds.
The Brazilian funds that took a shareholding in
Latin Resources were BTG Pactual, Brazil’s largest
investment bank and JPG, one of Brazil’s largest
asset and wealth management institutions.
In October 2023, Latin announced that it had
received firm commitments to raise A$35.0
million15 through a placement of new fully paid
ordinary shares to institutional, sophisticated and
professional investors. The Placement funds provide
the Company with sufficient capital to support the
expanded drilling program in the lead up to the DFS
and continue throughout the entirety of 2024.
The Company also received $1.0 million from the
ATO in recognition of research & development
(R&D) investments.
OPTIONS
During the reporting period, a total of 73,258,914
options were exercised and the company received
total option proceeds of $3,651,861 from both
quoted and unquoted options ($0.22 unquoted
options expiring 27 April 2027, $0.03 unquoted
options expiring 12 February 2024, $0.05 unquoted
options expiring 31 May 2027 and $0.012 quoted
options expiring 31 December 2022).
At the end of the reporting period, 113,986,160
unlisted options were on issue at $0.22 with an
expiry date of 27 April 2027 were unexercised.
14. Refer to ASX Announcement 19 April 2023 - A$37.1M Capital Raising to Accelerate Resource Growth
15. Refer to ASX Announcement 23 October 2023 - Latin completes A$35M Capital Raising
16. Refer to ASX Announcement 8 June 2023 - Latin increases investment in Solis Minerals to 17.79%
17. Refer to ASX Announcement 4 September 2023 - Latin Resources Added to the MSCI Global Index
18. Refer to ASX Announcement 1 March 2024 – S&P DJI Announces March 2024 Quarterly Rebalance
26 | L ATIN RESOURCES
KEY APPOINTMENTS
TO DRIVE GROWTH
In February 2024, subsequent to the reporting
period, Peter Oliver was appointed as Executive
Director and Chairman of the Development
Committee19, to proactively accelerate the Salinas
Lithium Project into production. Peter had been
serving as a Non-Executive Director to the board
since October 2022, bringing a wealth of experience
and expertise with over two decades of experience
in the lithium industry. Most notably, he served as
the CEO / Managing Director of Talison Lithium, the
owner and operator of the world’s largest lithium
mine, Greenbushes, in Western Australia.
The Company was pleased to announce that Tony
Greenaway, the Company’s General Manager
of Geology, was appointed as Vice President of
Operations – Americas20. Tony relocated to Canada,
allowing the Company to ensure that timelines for
mineral resource upgrades, test work, DFS are met
with consultants that have been engaged in Canada
for feasibility and design work. Latin Resources also
announced the appointment of Mr. Mitchell Thomas
as Chief Financial Officer (“CFO”), who brings a
wealth of professional experience across a 12-year
career at Rio Tinto, working in Australia, Peru, USA
and London head office.
Subsequent to the reporting period, Mike Drake
was appointed as Vice President of Development21,
hosting experience in project delivery, as well
as operations establishment experience in
Australia, Africa, Brazil, Chile and Colombia. He is
residential in Minas Gerais, Brazil, and is leading
the environmental, permitting, mining licensing
and study program. Latin Resources further
bolstered the development leadership with the
recent appointment of Aaron Maurer as Chief
Operating Officer (“COO”)22, bringing a distinguished
portfolio of experience in the mining industry, with
a significant focus on lithium operations. Aaron’s
career includes key roles at Mineral Resources
Limited for over 5 years, where he served as
Executive General Manager - Operations,
overseeing the Mt Marion Lithium mine and
their three Iron Ore operations.
19. Refer to ASX Announcement 14 February 2024 - Appointment of Peter Oliver to Executive Director
20. Refer to ASX Announcement 27 April 2023 - Appointment of CFO and VP of Operations - Americas
21. Refer to ASX Announcement 31 January 2024 - New Assays Confirm Planalto Discovery
22. Refer to ASX Announcement 1 March 2023 - Appointment of Aaron Maurer as Chief Operating Officer
2023 ANNUAL REPORT | 27
ENVIRONMENTAL SOCIAL GOVERNANCE (ESG) REVIEW
COMMUNITY ENGAGEMENT ACTIVITIES
ESG PERFORMANCE
In February 2023, Latin Resources established a
strategic partnership with Invest Minas, which is the
Investment Promotion Agency of the Brazil state of
Minas Gerais, solidifying a cooperation agreement
aimed at facilitating government approvals and
licensing for the development of the Salinas Lithium
Project in Salinas. Latin Resources plans to create
over 300 jobs for the Salinas Lithium Project during
the exploration and construction phase of the mine,
throughout 2024 and 2025.
Latin Resources adopts a strategic approach in its
relationships with all stakeholders. As part of its
investment, it maintains an open dialogue with the
executive, legislative, and judicial branches at the
municipal, state, and federal levels. Engagement and
collaboration with these levels of government not
only aid in the process of obtaining the necessary
licenses but also establish a solid foundation for
managing potential regulatory and environmental
challenges. This is a strategic investment in the
business’ sustainability, crucial for navigating
the complex intersection between economic
development, environmental conservation, and
social well-being. The strategy is composed
of Proactive Dialogue, Regulatory Knowledge,
Advocacy, Transparency and Responsibility.
A community centre was opened in the host city
for the Salinas Project in Minas Gerais. The facility
is used to display key aspects of project
development and provides a meeting place for
the community to discuss their involvement
within the company and project.
"In February 2023, Latin
Resources established a
strategic partnership with
Invest Minas, which is the
Investment Promotion
Agency of the Brazil
state of Minas Gerais."
In 2023, comprehensive diagnostic studies
encompassing physical, environmental, and
socioeconomic aspects were conducted for the
environmental licensing of the Salinas Lithium
Project. These studies were performed by an
expert multidisciplinary team tasked with gathering
primary data on fauna, flora, water, air, and soil, as
well as socioeconomic information. The data was
then analysed to ensure that the Project’s impact
is optimised and in compliance with Brazilian
regulations.
The studies were compiled into two key documents:
the Environmental Impact Assessment (EIA)
and the Environmental Impact Report (EIR or
RIMA in Portuguese), which serves as a plain-
language summary of the EIA for consultation with
community stakeholders. This was made available
to the community for public consultation in early
2024, and received a positive response and ample
support. These documents were submitted to the
Department of the Environment of the State of
Minas Gerais (SEMAD/FEAM) in December 2023 as
part of the process aimed at evaluating the project’s
impacts for the issuance of the Concomitant Prior
and Project Implementation License - LAC 2.
The EIA-RIMA is a requirement and major milestone
for environmental permits and mining license
approvals. Latin Resources has negotiated an
expedited environmental permitting process that
combines a preliminary environmental license with
the installation license, called “LAC2”, which ensures
that robust environmental controls are in place and
that the timeframe for development approval is
reduced in comparison to separate processes. The
EIA documents the physical, biological, and social
characteristics of the Project, providing a detailed
evaluation of the potential impacts, benefits and the
environmental and social-economic management
plan (including water, air, noise, vibration, flora and
fauna, local employment, community health, safety
and cultural heritage parameters).
Granting of the preliminary environmental license
(“LP” or Licença Prévia) and installation license
(“LI” or Licença de Instalação) is expected during
Q4 2024 ahead of an FID before year-end.
28 | L ATIN RESOURCES
"The strategy is composed
of Proactive Dialogue,
Regulatory Knowledge,
Advocacy, Transparency
and Responsibility."
03
DIRECTORS'
REPORT
Latin Resources Limited – Annual Report 2023
Latin Resources Limited – Annual Report 2023
26
26
03 Directors’ Report
03 Directors’ Report
The directors present their report together with the financial statements of the Group consisting of Latin Resources
Limited (Latin or the Company) and its subsidiaries (together the Group) for the year ended 31 December 2023.
The directors present their report together with the financial statements of the Group consisting of Latin Resources
DIRECTORS
Limited (Latin or the Company) and its subsidiaries (together the Group) for the year ended 31 December 2023.
The names and details of the Company’s directors in office during the financial period and until the date of this report
DIRECTORS
are set out below. The directors were in office for this entire period unless otherwise stated.
The names and details of the Company’s directors in office during the financial period and until the date of this report
DAVID VILENSKY (Independent Non-Executive Chairman)
are set out below. The directors were in office for this entire period unless otherwise stated.
David Vilensky is a practising corporate lawyer and an experienced listed company director. He is the Managing Director
DAVID VILENSKY (Independent Non-Executive Chairman)
of Perth law firm Bowen Buchbinder Vilensky and has more than 36 years’ experience in the areas of corporate and
David Vilensky is a practising corporate lawyer and an experienced listed company director. He is the Managing Director
business law and in commercial and corporate management. Mr Vilensky practises in the areas of corporate and
of Perth law firm Bowen Buchbinder Vilensky and has more than 36 years’ experience in the areas of corporate and
commercial law, corporate advisory, mergers and acquisitions, mining and resources and complex dispute resolution.
business law and in commercial and corporate management. Mr Vilensky practises in the areas of corporate and
Mr Vilensky acts for a number of listed and public companies and advises on directors’ duties, due diligence, capital
commercial law, corporate advisory, mergers and acquisitions, mining and resources and complex dispute resolution.
raisings, compliance with ASX Listing rules, corporate governance and corporate transactions generally.
Mr Vilensky acts for a number of listed and public companies and advises on directors’ duties, due diligence, capital
Mr Vilensky is also a non-executive director of ASX listed Oar Resources Limited (ASX: OAR) and resigned in March 2023
raisings, compliance with ASX Listing rules, corporate governance and corporate transactions generally.
as a non-executive director of telecommunications company Vonex Ltd (ASX:VN8).
Mr Vilensky is also a non-executive director of ASX listed Oar Resources Limited (ASX: OAR) and resigned in March 2023
Mr Vilensky holds a BA LLB degree from the University of Cape Town and is a Member of the Law Society of Western
as a non-executive director of telecommunications company Vonex Ltd (ASX:VN8).
Australia.
Mr Vilensky holds a BA LLB degree from the University of Cape Town and is a Member of the Law Society of Western
CHRISTOPHER GALE (Managing Director)
Australia.
Christopher (Chris) Gale is the founder (2008) and Managing Director of Latin Resources. Mr Gale has extensive
Christopher (Chris) Gale is the Managing Director of Latin Resources. Mr Gale has extensive experience in senior
CHRISTOPHER GALE (Managing Director)
experience in senior management roles in both the public and private sectors, especially in commercial and financial
management roles in both the public and private sectors, especially in commercial and financial roles. He has also held
Christopher (Chris) Gale is the Managing Director of Latin Resources. Mr Gale has extensive experience in senior
roles. He has also held various board and executive roles at several mining and technology companies during his career.
various board and executive roles at several mining and technology companies during his career.
management roles in both the public and private sectors, especially in commercial and financial roles. He has also held
Mr Gale is also a non-executive Chairman of Solis Minerals Limited (ASX:SLM TSXV: SLMN) (appointed July 2018) and
various board and executive roles at several mining and technology companies during his career.
Mr Gale is also a non-executive Chairman of Solis Minerals Limited ( ASX:SLM TSXV: SLMN) (appointed July 2018) and
Oar Resources Limited (ASX: OAR). Chris is the former Chairman of the Council on Australian Latin American Relations
Executive Chairman of Oar Resources Limited (ASX: OAR). Chris is the former Chairman of the Council on Australian Latin
Mr Gale is also a non-executive Chairman of Solis Minerals Limited (ASX:SLM TSXV: SLMN) (appointed July 2018) and
(COALAR) established by the Australian Government Department of Foreign Affairs and Trade (DFAT) from 2012 to 2018.
American Relations (COALAR) from 2012 to 2018, which was established by the Australian Government Department of
Oar Resources Limited (ASX: OAR). Chris is the former Chairman of the Council on Australian Latin American Relations
Foreign Affairs and Trade (DFAT) in 2001.
He is a founding director of Allegra Capital, a boutique corporate advisory firm based in Perth and is a member of the
(COALAR) established by the Australian Government Department of Foreign Affairs and Trade (DFAT) from 2012 to 2018.
Australian Institute of Company Directors (AICD).
He is a founding director of Allegra Capital, a boutique corporate advisory firm based in Perth and is a member of the
He is a founding director of Allegra Capital, a boutique corporate advisory firm based in Perth and is a member of the
BRENT JONES (Non-Executive Director)
Australian Institute of Company Directors (AICD).
Australian Institute of Company Directors (AICD).
Mr. Jones is an experienced financial services professional who has held numerous directorships and managerial
BRENT JONES (Non-Executive Director)
positions. Currently Mr Jones acts as Managing Director of Professional Services at Sequoia Financial Group (ASX:SEQ)
Mr. Jones is an experienced financial services professional who has held numerous directorships and managerial
a national supplier of diversified professional services to the Accounting and Advice industry.
positions. Currently Mr Jones acts as Managing Director of Professional Services at Sequoia Financial Group (ASX:SEQ)
As a professional and personal investor, Mr Jones has been exposed to numerous M&As, IPOs, capital raisings, early
a national supplier of diversified professional services to the Accounting and Advice industry.
seed funding and development funding activities.
As a professional and personal investor, Mr Jones has been exposed to numerous M&As, IPOs, capital raisings, early
Mr. Jones has a degree in Information Technology from Monash University, is a member of the National Tax and
seed funding and development funding activities.
Accountants Association and is a Graduate of the Australian Institute of Company Directors (AICD).
Mr. Jones has a degree in Information Technology from Monash University, is a member of the National Tax and
Other directorships of Australian listed companies held by Mr Jones in the last three years are: nil.
Accountants Association and is a Graduate of the Australian Institute of Company Directors (AICD).
PABLO TARANTINI (Non-Executive Director)
Other directorships of Australian listed companies held by Mr Jones in the last three years are: nil.
Mr. Tarantini is an experienced professional in the mining industry. He has served as Executive Director of the
PABLO TARANTINI (Non-Executive Director)
Argentinian Bureau of Investment and International Trade, coordinating investment initiatives, and contributing with
Mr. Tarantini is an experienced professional in the mining industry. He has served as Executive Director of the
his vast experience in several industries and countries. In that role, Mr Tarantini worked together with mining companies
Argentinian Bureau of Investment and International Trade, coordinating investment initiatives, and contributing with
settled in the country and supported the promotion of the mining activity in Argentina, along with the Argentinian
his vast experience in several industries and countries. In that role, Mr Tarantini worked together with mining companies
Secretary of Mining.
settled in the country and supported the promotion of the mining activity in Argentina, along with the Argentinian
He has served as President and Executive Director of SAPISA and Minera Don Nicolás, an Argentinian private fund and
Secretary of Mining.
one of its investments in the mining sector, respectively. Minera Don Nicolas is the first mining project based on
He has served as President and Executive Director of SAPISA and Minera Don Nicolás, an Argentinian private fund and
Argentinian capital. He has also served as M&A Director at General Electric and Advent International Corporation for
one of its investments in the mining sector, respectively. Minera Don Nicolas is the first mining project based on
Latin America, and as Manager at A.T. Kearney. In all these roles, he carried out businesses and projects at the regional
Argentinian capital. He has also served as M&A Director at General Electric and Advent International Corporation for
level.
Latin America, and as Manager at A.T. Kearney. In all these roles, he carried out businesses and projects at the regional
Mr. Tarantini is a Public Accountant and holds a Bachelor’s Degree in Business Administration from Universidad Católica
level.
Argentina (UCA) and a Master in Business Administration from Harvard Business School.
Mr. Tarantini is a Public Accountant and holds a Bachelor’s Degree in Business Administration from Universidad Católica
Other directorships of Australian listed companies held by Mr. Tarantini in the last three years are: nil.
Argentina (UCA) and a Master in Business Administration from Harvard Business School.
Other directorships of Australian listed companies held by Mr. Tarantini in the last three years are: nil.
2023 ANNUAL REPORT | 31
31
Latin Resources Limited – Annual Report 2023
27
PETER OLIVER (Non-Executive Director ceased 14 February 2024) (Appointed as Executive Director and Chairman of the
Development Committee 14 February 2024)
Mr Oliver is a highly accomplished C-suite leader, with nearly 20 years’ experience in lithium leadership roles which
includes global M&A and financing as well as managing mining operations. Mr Oliver has a background in Chemistry and
has spent many years working in the Western Australian Mining Industry. Mr Oliver joined Talison Lithium (then Sons
of Gwalia) in 2003. In his time at Talison, he had several roles including General Manager of Wodgina and Greenbushes,
Chief Operating officer and Chief Executive Officer/ Managing Director. As Chief Executive Officer he led the IPO process
that successfully led to Talison Lithium being listed on the Toronto Stock Exchange in 2010. Mr Oliver acted as an advisor
to Tianqi Lithium between 2013 until March 2022. This included advising on the acquisition of 24% of SQM for in excess
of $4 Billion USD, significant further expansions of Talison Lithium’s Greenbushes lithium concentrate production
capacity and the building of Tianqi Lithium’s Kwinana Lithium Hydroxide plant.
Mr Oliver has extensive skill set in the lithium sector as well as his experience in leading strong corporate teams,
managing a public company, and acting in an advisory capacity in corporate structures, and global M&A and financing.
Other directorships of Australian listed companies held by Mr Oliver in the last three years are: nil.
DIRECTORS’ SHARES AND SHARE RIGHTS
As at the date of this report, the interests of the Directors in the shares and options of Latin are as follows:
Directors
David Vilensky
Brent Jones
Chris Gale
Pablo Tarantini
Peter Oliver
COMPANY SECRETARY
Sarah Smith
Ordinary shares
Number
Share rights
Number
Loan funded shares
Number
24,375,015
52,069,792
38,900,768
6,836,648
11,000,000
3,000,000
3,000,000
22,000,000
3,000,000
10,000,000
1,000,000
1,000,000
2,000,000
-
-
Ms Smith holds a Bachelor of Business and is a Chartered Accountant with significant experience in the administration
of ASX listed companies, as well as capital raisings and IPOs, due diligence reviews and ASIC compliance.
PRINCIPAL ACTIVITIES
The principal activities during the year of entities within the consolidated entity were the exploration and development
of mining projects in Australia, Peru, Argentina and Brazil.
FINANCIAL REVIEW
Results
The consolidated loss after tax of the Group for the year ended 31 December 2023 was $19,444,222 (2022: loss of
$7,064,219).
The Group incurred other income of $1,633,994 (2022: $531,591) due to increased term deposit income from higher
interest rates on funds received from share placements.
Expenses increased to $21,078,216 (2022: $7,686,319) including $13,190,317 (2022: $3,232,955) in share-based
payments, $2,189,776 (2022: $1,630,706) in employee benefits, $3,340,615 (2022: $2,171,510) in other expenses,
$458,070 (2022: $266,311) in exploration expenses, $47,474 (2022: $214,506) in finance costs and $193,059 (2022:
$106,543) in depreciation and amortisation. The Group also included its share of loss of associates and joint venture of
$405,291 (2022: $476,620) and impairment in carrying value of investment in associate and joint venture of $1,253,614
(2022: $278,525).
32 | L ATIN RESOURCES
32
Latin Resources Limited – Annual Report 2023
28
Assets
Total assets increased by $70,731,197 during the year to $122,775,412. The movement primarily comprised of an
increase in cash of $25,879,259, an increase in exploration expenditure of $42,640,093 and an increase in investments
of $1,337,542.
During the year, the Company participated in Solis Minerals’ June 2023 placement through the investment of
$3,000,000, increasing its shareholding to 15.25%.
During the year, the Group purchased the Gibraltar Halloysite-Kaolin project for $500,000 to support ongoing
development of methane emission reduction and carbon capture technologies through its subsidiary ESG Minerals
Limited.
Liabilities
Total liabilities increased by $1,943,301 to $7,350,766 during the year. The increase was primarily due to an increase in
trade and other payables.
Equity
Total equity increased by $68,747,896 during the year to $115,424,646. The increase reflects the current period loss of
$19,444,222 for the year together with an increase in share capital of $94,374,581.
The Company raised $37,100,000 through a two-tranche placement priced at $0.105 per share in April 2023. The
Placement was for institutional, sophisticated and professional investors, including specialist North America battery
metals funds, a well-regarded domestic institution and two major Brazilian funds.
In October 2023, Latin raised $35,000,000 through an institutional placement priced at $0.25 per share. Placement
funds will progress exploration on the Salinas Project and support the expanded drilling program in 2024.
These placements provided the Company with a significant capital injection to aid in the expansion and acceleration of
the exploration project at the Salinas Lithium Project. The Placement has also funded the Definitive Feasibility Study
(DFS); the fast-tracking of environmental studies; securing development licence approvals; and further exploration work
on the Colina Deposit.
During the year, the Company also received a total $3,651,861 in cash from option holders exercising in-the-money
options ($0.22 unquoted options expiring 27 April 2027, $0.03 unquoted options expiring 12 February 2024, $0.05
unquoted options expiring 31 May 2027 and $0.012 quoted options expiring 31 December 2022).
Shareholder returns
The Company’s share price increased during the period. The increased market capitalisation is due to significant
progress made with the Company’s mineral exploration in South America, in addition to share issues and placements to
support funding.
Shareholder returns for the last five years:
December
2023
December
2022
December
2021
December
2020
December
2019
(19,444,222)
(7,064,219)
(4,366,344)
2,323,304
(5,539,154)
(0.8)
Nil
$0.285
(0.4)
Nil
$0.098
(0.3)
Nil
$0.029
0.4
Nil
$0.033
(3.7)
Nil
$0.006
Profit/(Loss) attributable
to the Group ($)
Basic earning/(loss) per
share (Cents)
Dividends ($)
Closing share price ($)
DIVIDENDS
No amounts have been paid or declared by way of a dividend since the end of the previous financial period and up until
the date of this report. The Directors do not recommend the payment of any dividend for the financial year ended 31
December 2023.
LIQUIDITY AND CAPITAL RESOURCES
The Group reported an increase in cash and cash equivalents in the year ended 31 December 2023 of $25,808,012 (2022:
$25,415,048). The increase in cash inflow was from a total of $72.1 million over two placements and total proceeds
from options exercised of $3,651,861 during the financial year.
2023 ANNUAL REPORT | 33
33
Latin Resources Limited – Annual Report 2023
29
This net increase is used to fund exploration activities of $37,373,773, primarily for the Salinas’ Lithium project in Brazil,
as well as an additional investment in Solis Minerals of $3 million and purchase of the Gibraltar Halloysite-Kaolin project
for $0.5 million. The Group also reported net expenditure for operating activities of $3,765,733.
The Company concludes the reporting period with cash and cash equivalents $51,788,688 (2022: $25,909,429) as at 31
December 2023.
SHARES, SHARE RIGHTS AND OPTIONS
As at 31 December 2023 the Company had 2,789,806,200 fully paid shares on issue, 4,000,000 loan funded unquoted
shares on issue, 68,550,000 share rights on issue and 113,986,160 share options on issue.
Shares
A total of 645,492,073 fully paid ordinary shares were issued during the year. A breakdown of the shares issued is shown
at Note 18 of the financial statements.
Share rights
During the year 103,025,000 share rights were granted and 77,734,551 were vested and converted to directors,
employees and consultants. The movement is detailed in Note 19 of the financial statements.
Options
During the reporting period, a total of 73,258,914 options were exercised and the company received total option
proceeds of $3,651,861 from both quoted and unquoted options ($0.22 unquoted options expiring 27 April 2027, $0.03
unquoted options expiring 12 February 2024, $0.05 unquoted options expiring 31 May 2027 and $0.012 quoted options
expiring 31 December 2022).
At the end of the reporting period, 113,986,160 unlisted options were on issue at $0.22 with an expiry date of 27 April
2027 were unexercised.
Option holders do not have the right, by virtue of the option, to vote or participate in any share issue of the Company
or any related body corporate.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There have been no significant changes in the state of affairs of the Group other than those listed above.
RISK MANAGEMENT
The Board is responsible for identifying business risks and implementing actions to manage those risks and corporate
systems to assure quality. The Board delegates these tasks to management who provide the Board with periodic reports
identifying areas of potential risks and the safeguards in place to efficiently manage material business risks. Strategic
and operational risks are reviewed regularly throughout the year as part of the forecasting and budgeting process.
The Managing Director and Chief Financial Officer have provided assurance in writing to the Board that they believe
that the Group’s material business risks are being managed effectively and that the Group’s financial reporting, risk
management and associated compliance and controls have been assessed and are operating effectively so far as they
relate to the financial report.
Outlined below are the Material Business Risks faced by the Group that could impact its future prospects, along with
how the Group manages these risks:
Lithium prices and foreign exchange
The prices of lithium concentrate and other commodities are subject to fluctuations influenced by various factors
beyond the Company's control. The potential future production from the Company’s mineral properties depends upon
commodity prices to make these properties economically viable. The Company is actively pursuing binding offtakes with
reputable partners at different levels of the supply chain and across different jurisdictions. Planned development and
operational activities will involve currencies such as Australian Dollars, Brazilian Real, and United States Dollars. Sales
revenues are expected to be in US Dollars, and the Company's ability to fund activities and make debt repayments might
be adversely affected if the Brazilian Real or Australian Dollar appreciates against the US Dollars.
Development Risks
Mine development projects entail substantial expenditures and are susceptible to material cost overruns, cost inflation,
labour shortages, and supply chain interruptions due to a high inflation environment. The capital expenditures and time
required for new mines are significant, and changes in costs or construction schedules could significantly extend both
the time and capital needed for project completion.
34 | L ATIN RESOURCES
34
Latin Resources Limited – Annual Report 2023
30
Capital Requirements
Additional funding will be necessary for the development of the Company’s projects. The directors have prepared a cash
flow estimate of required development capital as reported in the Preliminary Economic Assessment, indicating a
minimum additional funding requirement of US$253 million progressively over the period starting from January 2025
to cover development costs associated with the Project and to address the Group’s working capital requirements until
positive net cash flows are generated.
Government Regulations and Approvals
The development of the Salinas Lithium Project is subject to obtaining further key approvals from relevant government
authorities. The Company possesses an approvals schedule and a management team with significant experience in
securing approvals required for mining projects in Brazil. Any delays or failures in obtaining required permits may impact
the Company’s schedule or ability to develop the project. Additionally, any material adverse changes in government
policies or legislation in Minas Gerais and Brazil affecting mining, processing, development, and mineral exploration
activities, as well as environmental issues, may impact the viability and profitability of any planned development of the
Salinas Lithium Project and other projects in the Company’s portfolio. The Group cannot assure that new rules and
regulations will not be enacted or that existing rules and regulations will not be applied in a manner that could adversely
impact the Group’s mineral properties.
SIGNIFICANT EVENTS AFTER BALANCE DATE
Subsequent to reporting period, the Company issued 2.45 million share rights under the Company’s existing Security
Incentive Rights Plan.
On 8 October 2023, the Company entered a binding agreement with Maverick Minerals Limited (Maverick) for the sale
of 100% of its Lachlan Fold Belt Project (LFB). Subsequent to the reporting period, the Company announced the spinout
of its LFB project as part of an Initial Public Offer (IPO) for shares in Maverick. On 24 January 2024, Maverick released
a priority offer of up to 12.5 million shares to Latin’s shareholders to raise a maximum of $2.5 million. The closing date
for the Priority Offer was extended subsequently from 9 February 2024 to 1 March 2024. On 18 March 2024, the
Company announced that the IPO was put on hold due to challenging market conditions. The Company will pursue other
options for its LFB project in 2024 that will include, but not be limited to, another IPO.
On 21 November 2023, the Group purchased the Gibraltar Halloysite-Kaolin project from Lymex Tenements Pty Ltd for
$500,000 cash on the fulfillment of conditions precedent. The key conditions included a confirmation from the ASX and
the granting of the Divisions Application by the Department. The Group paid for the project on 22 November 2023 and
the divisional application was granted on 8 February 2024.
On 12 February 2024, the Company announced the appointment of Peter Oliver to Executive Director to accelerate
development of the Salinas Lithium Project into production.
On 1 March 2024, the Company announced the appointment of Aaron Maurer as Chief Operating Officer to accelerate
development of the Salinas Lithium Project into production.
In March 2024, the Company opened a Singapore office to support marketing and project finance activities.
There are no other significant events that have occurred after the reporting date.
2023 ANNUAL REPORT | 35
35
Latin Resources Limited – Annual Report 2023
31
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
In 2024, the Group intends to continue to progress its mineral projects in commodities that progress global efforts
towards Net Zero emissions both in Australia and Latin America. The Group will also continue to look for other
opportunities that will create value for its shareholders.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG)
Latin is pleased to confirm its commitment to its Environmental, Social, and Governance (ESG) framework. The Company
is committed to complying with applicable laws and regulations relating to health, safety, environment and community
impacts by meeting and exceeding metrics within its Environmental, Social and Governance (ESG) framework including
the 21-core metrics and disclosures created by the World Economic Forum (WEF).
The Company’s action plan has been formulated around the Company’s ESG purpose statement “Developing minerals
to provide the planet with environmentally sustainable products”.
As we continue progress on our exploration programs and increased measuring/reporting of ESG metrics, Latin’s
employees and contractors are conscious that all activities are to be completed to a high ESG level.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
During the year insurance premiums were paid to insure the Directors and officers against certain liabilities arising out
of their conduct while acting as a director or an officer of the Company. Under the terms and conditions of the insurance
contract, the nature of the liabilities insured against and the premium paid cannot be disclosed.
DIRECTORS’ MEETINGS
The number of meetings of directors (including meetings of committees of directors) held for the year ended 31
December 2023 and the number of meetings attended by each director is as follows:
Directors
David Vilensky
Chris Gale
Peter Oliver
Pablo Tarantini
Brent Jones
Board
Audit Committee
Risk Committee
Remuneration
Committee
Eligible to
attend
5
5
5
5
5
Attended
5
5
5
5
4
Eligible to
attend
3
-
-
-
3
Attended
3
-
-
-
3
Eligible to
attend
-
-
-
-
4
Attended
-
-
-
-
4
Eligible to
attend
2
-
-
-
2
Attended
2
-
-
-
2
COMMITTEE MEMBERSHIP
During the year, the Board operated remuneration, audit and risk management committees.
CORPORATE GOVERNANCE STATEMENT
The Company’s Corporate Governance statement is located on the Company’s website at www.latinresources.com.au.
DIVERSITY
Latin strives to be an equal opportunity employer and we will not discriminate against prospective employees based on
gender or any other non-skill related characteristic. We pride ourselves on the diversity of our staff and encourage
suitably qualified young people, women, people from cultural minorities and people with disabilities to apply for
positions.
Whilst efforts will be made to identify suitably qualified female candidates and candidates from a diversity of
backgrounds when seeking to fulfil positions, the Company does not believe it is meaningful, nor in the best interests
of shareholders to set formal targets for the composition of employees based on gender or any other non-skill related
characteristic nor detailed policies in this regard.
The Board has established a policy regarding diversity and details of the policy are available on the Company’s website.
Gender composition of the Group’s workforce for the 2023 year is included in the Company’s Corporate Governance
Statement.
36 | L ATIN RESOURCES
36
Latin Resources Limited – Annual Report 2023
32
INDEMNIFICIATION OF AUDITORS
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia, as part of
the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified
amount). No payment has been made to indemnify Ernst & Young during or since the financial year.
AUDITORS’ INDEPENDENCE DECLARATION
The auditors’ independence declaration is set out on page 85 and forms part of the Directors’ report for the year ended
91
31 December 2023.
NON-AUDIT SERVICES
Non-audit services provided by the Group’s auditor Ernst and Young during the year ended 31 December 2023 is shown
at Note 21 of the financial statements.
The directors are satisfied that the provision of non-audit services, during the year by the auditor is compatible with the
general standard of independence for auditors imposed by the Corporation Act 2001. The nature and scope of each type
of non-audit service provided means that auditor independence was not compromised.
2023 ANNUAL REPORT | 37
37
Latin Resources Limited – Annual Report 2023
33
REMUNERATION REPORT (AUDITED)
This remuneration report for the year ended 31 December 2023 outlines the remuneration arrangements of 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 major activities
of the Group, directly and indirectly, including any director (whether executive or otherwise) of the parent company.
For the purposes of this report, the term executive includes executive directors and other senior management of the
Group.
DIRECTOR AND SENIOR MANAGEMENT
Non-Executive directors
David Vilensky
Non-Executive Chairman
Brent Jones
Non-Executive Director
Pablo Tarantini
Non-Executive Director
Peter Oliver
Non-Executive Director (ceased 14 February 2024)
Executive director
Chris Gale
Managing Director
Other Executives
Mitch Thomas
Chief Financial Officer (appointed 13 March 2023)
Yugi Gouw
Chief Financial Officer (ceased 13 March 2023)
Anthony Greenaway
VP of Operations – Americas
Changes post year end
Peter Oliver
Executive Director (appointed 14 February 2024)
Aaron Maurer
Chief Operating Officer (appointed 1 March 2024)
REMUNERATION GOVERNANCE
Remuneration Committee
The success of the Company hinges on the calibre of its directors and executives. The Company’s approach to
determining compensation levels aims to offer competitive packages that draw and retain top-tier Directors, Executives,
and staff. Additionally, a substantial portion of executive incentives is tied to generating shareholder value. The
Company also takes into account its size, scope, and financial stability when establishing compensation levels, ensuring
the sustainability of its operations.
A Remuneration Committee sets the level and composition of remuneration for Directors and senior executives and
ensuring that such remuneration is appropriate and not excessive.
The Board approves the remuneration arrangements of the Executive Director and other executives and all awards
made under incentive plans following recommendations from the remuneration committee.
The remuneration committee seeks external remuneration advice as and when required to ensure it is fully informed
when making remuneration decisions. Remuneration advisors are engaged by and report directly to the remuneration
committee. A consultant, Godfrey Remuneration Group, was engaged during the year to provide remuneration advice.
This service cost $35,750. The review was performed externally and independently of the Executive director and key
management personnel. The Board is satisfied that remuneration recommendations were made without undue
influence from key management personnel given processes implemented to ensure independence.
38 | L ATIN RESOURCES
38
Latin Resources Limited – Annual Report 2023
34
Link between performance and executive remuneration
The focus was on fixed compensation, options, and performance rights under the Incentive Plan, all aimed at increasing
the Company’s value as reflected in its share price. This alignment of executive remuneration with the business strategy
and shareholder interests was a key objective. Below is the performance summary for the past five years:
31 December:
Share price ($)
2019
$0.006
Market capitalisation ($’000)
$284
2020
$0.033
$39,432
2021
$0.029
$41,261
2022
$0.098
2023
$0.285
$210,535
$796,235
NON-EXECUTIVE DIRECTOR REMUNERATION ARRANGEMENTS
The Board seeks to set aggregate remuneration at a level that provides the Group with the ability to attract and retain
directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders.
The Constitution and the ASX listing rules specify that the aggregate remuneration of non-executive directors shall be
determined from time to time by a general meeting of shareholders. The current limit is $350,000 which remains
unchanged from when the company first listed on the ASX.
Non-executive directors are remunerated by way of fees based on remuneration of non-executive directors of
comparable companies and scope and extent of the Company’s activities. Non-executive directors are also entitled to
participate in the LRS Securities Incentive Plan which was re-approved by shareholders on 30 May 2023. Directors do
not receive retirement benefits nor do they participate in any other incentive programs. During the year, 73,000,000
share rights were approved by the shareholders on 19 May 2023.
At the Annual General Meeting held 28 May 2018, Shareholders approved the adoption of the Company’s Loan Funded
Share Plan, and 100 million loan funded shares were subsequent issued to the directors. The loans are interest free and
with limited recourse to the participant and are unquoted shares until the loan has been repaid. The Plan requires the
loan to be repaid before the participant can sell their shares. The loan funded shares were consolidated 1 on 25 basis in
2019 and the balance of the loan funded shares to directors reduced to 4 million at 27.5 cents per share. The loan
funded shares have an expiry date on 30 June 2023, however the terms of the loan funded share plan allow this date to
be extended at the Board discretion. The loan funded shares have been extended by 12 months to 30 June 2024.
Director Securities Incentive Rights Plan
The Director Securities Incentive Rights plan were re-approved by shareholders on 30 May 2023 for the purpose of
retaining executive and non-executive directors, controlling the cash cost of directors fees and aligning the interests of
non-executive directors with shareholders and providing them with the opportunity to participate in the future growth
of the Group.
Under the plan the Group may offer share rights to directors of the Company. Share rights issued under the plan
comprise performance rights being rights that vest and may be exercised into Restricted Shares, based on completion
of performance conditions as disclosed in the LTI table below.
The Board in their absolute discretion determine the number of share rights to be offered and the criteria that may
apply. Offers made under the rights plan must set out the number of share rights, the vesting conditions and the
measurement period.
The rights are issued for no consideration, however, the vesting of the benefits is conditional on achieving certain
measurable performance measures. The performance measure for retention rights is resource growth for the Salinas
Lithium Project. Vesting of the share rights is measured over a five-year interval after the commencement of the
respective measurement period. At the end of the measurement period and subject to the service and performance
conditions being met, each share right will convert into one ordinary share in the Company.
The maximum percentage of base remuneration that a director may receive in share rights is 100% which is pre-
determined based on the advice of the remuneration consultant.
Where a non-executive director or employee ceases employment prior to their incentives vesting due to resignation or
termination for cause, incentives will be forfeited. Where a non-executive director or employee ceases employment for
any other reason, they may at the Board’s discretion, retain a number of unvested share rights on a pro-rata basis to
reflect their period of service during the measurement period.
The Board will not seek any increase in the aggregate remuneration for the non-executive director pool at the AGM.
2023 ANNUAL REPORT | 39
39
Latin Resources Limited – Annual Report 2023
35
EXECUTIVE REMUNERATION ARRANGEMENTS
The Group aims to reward executives with a level and mix of remuneration commensurate with their position and
responsibilities within the Group that is competitive by market standards and aligns their interests with those of
shareholders.
Executive remuneration consists of fixed remuneration and variable remuneration comprising short term incentives and
long-term incentives.
Fixed remuneration
The level of fixed remuneration is set so as to provide a base level of remuneration which is both appropriate to the
position and is competitive in the market.
Fixed remuneration is reviewed annually by the Board through a process that considers individual performance, Group
performance and market conditions.
Variable remuneration
The Company established an Incentive Rights Plan (the Plan) that was re-approved by shareholders on 30 May 2023 and
applies to full time and permanent part time employees and contractors.
The Plan provides the Company with a range of incentives to attract, retain and align the interests of shareholders and
employees and contractors.
Short term incentives
Short term incentives (STI) are discretionary awarded to executives and may include cash and shares. Given the current
stage of the Company’s evolution and the market conditions for mineral exploration and development companies, any
entitlement to STI is determined at the discretion of the Board (Remuneration Committee).
The Board made an STI award of $300,000 to the Managing Director in the period ended 31 December 2023 given
significant KPI achievements including project advancement, resource growth and fundraising outcomes.
Long term incentives
Long term incentives (LTI) are considered annually by the Remuneration Committee to align remuneration with the
creation of shareholder value over the long term.
LTI’s can include:
•
•
Retention rights being rights that vest based on completion of a period of service; and
Performance rights, being rights that vest based on achievement of specified performance.
The retention and performance rights are issued for no consideration, however, the vesting of the benefits are
conditional on achieving specific measures that are aligned with the Group’s strategic objectives.
Summary of LTI issued or vested in FY23:
40 | L ATIN RESOURCES
40
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
:
r
e
v
i
l
O
r
M
:
r
e
v
i
l
O
r
M
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
l
:
e
a
G
r
M
l
:
e
a
G
r
M
,
0
0
0
5
6
6
1
$
,
,
0
0
0
0
0
0
9
,
:
s
e
n
o
J
r
M
:
s
e
n
o
J
r
M
l
/
e
u
a
v
r
i
a
f
l
a
t
o
T
3
2
Y
F
n
i
P
B
S
l
r
e
p
e
u
a
v
r
i
a
F
s
t
h
g
i
r
e
r
a
h
s
d
e
u
s
s
i
s
t
h
g
i
r
e
r
a
h
s
f
o
#
e
t
a
d
y
r
i
p
x
E
e
t
a
d
t
n
a
r
G
s
n
o
i
t
i
d
n
o
c
g
n
i
t
s
e
v
d
n
a
e
h
c
n
a
r
T
l
n
a
P
s
t
h
g
i
R
s
e
i
t
i
r
u
c
e
S
s
r
o
t
c
e
r
i
D
6
3
3
2
0
2
t
r
o
p
e
R
l
a
u
n
n
A
–
d
e
t
i
m
i
L
s
e
c
r
u
o
s
e
R
n
i
t
a
L
l
:
e
a
G
r
M
,
0
0
0
5
6
1
$
l
:
e
a
G
r
M
,
0
0
0
5
6
1
$
l
:
e
a
G
r
M
,
0
0
0
5
6
1
$
l
:
e
a
G
r
M
,
0
0
0
0
3
3
$
:
r
e
v
i
l
O
r
M
,
0
0
0
5
7
2
$
:
r
e
v
i
l
O
r
M
,
0
0
0
5
7
2
$
:
r
e
v
i
l
O
r
M
,
0
0
5
4
3
2
$
:
r
e
v
i
l
O
r
M
,
0
5
2
8
1
2
$
:
r
e
v
i
l
O
r
M
0
0
9
4
8
$
,
:
r
e
v
i
l
O
r
M
0
0
6
1
8
$
,
:
i
n
i
t
n
a
r
a
T
r
M
,
0
0
0
5
5
5
$
:
y
k
s
n
e
l
i
V
r
M
0
0
1
1
0
$
.
0
0
1
1
0
$
.
0
0
1
1
0
$
.
0
0
1
1
0
$
.
0
0
1
1
0
$
.
0
0
1
1
0
$
.
8
3
9
0
0
$
.
3
7
8
0
0
$
.
9
4
8
0
0
$
.
6
1
8
0
0
$
.
,
0
0
0
0
0
5
1
,
l
:
e
a
G
r
M
,
0
0
0
0
0
0
3
,
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
l
:
e
a
G
r
M
,
0
0
0
0
0
5
1
,
l
:
e
a
G
r
M
,
0
0
0
0
0
5
1
,
l
:
e
a
G
r
M
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
t
i
i
M
0
1
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
t
i
i
M
0
2
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
t
i
i
M
0
3
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
a
n
i
l
o
C
r
o
f
y
d
u
t
s
y
t
i
l
i
b
i
s
a
e
f
e
v
i
t
i
n
i
f
e
d
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
:
r
e
v
i
l
O
r
M
,
0
0
0
0
0
5
2
,
:
r
e
v
i
l
O
r
M
,
0
0
0
0
0
5
2
,
:
r
e
v
i
l
O
r
M
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
-
n
o
n
a
s
a
y
n
a
p
m
o
C
e
h
t
l
t
a
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
3
2
0
2
r
e
b
m
e
t
p
e
S
9
2
n
o
r
o
t
c
e
r
i
d
e
v
i
t
u
c
e
x
e
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
-
n
o
n
a
s
a
y
n
a
p
m
o
C
e
h
t
l
t
a
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
4
2
0
2
r
e
b
m
e
t
p
e
S
9
2
n
o
r
o
t
c
e
r
i
d
e
v
i
t
u
c
e
x
e
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
0
0
8
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
,
0
0
0
0
0
5
2
,
:
r
e
v
i
l
O
r
M
,
0
0
0
0
0
5
2
,
:
r
e
v
i
l
O
r
M
,
0
0
0
0
0
0
1
,
:
r
e
v
i
l
O
r
M
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
7
2
0
2
r
e
b
m
e
c
e
D
9
1
2
2
0
2
r
e
b
m
e
c
e
D
9
1
n
o
i
l
l
i
.
b
2
1
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
s
y
a
d
0
3
f
o
d
o
i
r
e
p
s
u
o
u
n
i
t
n
o
c
a
r
o
f
s
y
a
d
0
3
f
o
d
o
i
r
e
p
s
u
o
u
n
i
t
n
o
c
a
r
o
f
n
o
i
l
l
i
.
b
5
1
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
n
o
i
l
l
i
b
1
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
s
y
a
d
0
3
f
o
d
o
i
r
e
p
s
u
o
u
n
i
t
n
o
c
a
r
o
f
n
o
i
l
l
i
m
:
y
k
s
n
e
l
i
V
r
M
,
0
0
0
0
0
0
3
,
0
5
8
1
0
$
.
:
i
n
i
t
n
a
r
a
T
r
M
8
2
0
2
y
a
M
0
3
3
2
0
2
y
a
M
0
3
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
t
i
i
M
0
4
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
,
0
0
0
0
0
0
1
,
s
y
a
d
0
3
f
o
d
o
i
r
e
p
s
u
o
u
n
i
t
n
o
c
a
r
o
f
2023 ANNUAL REPORT | 41
41
:
y
k
s
n
e
l
i
V
r
M
:
y
k
s
n
e
l
i
V
r
M
,
0
0
0
5
5
5
$
,
,
0
0
0
5
8
8
3
$
:
l
a
t
o
T
:
i
n
i
t
n
a
r
a
T
r
M
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
n
o
i
l
l
i
m
1
2
:
l
a
t
o
T
,
0
0
0
0
0
0
3
,
0
5
8
1
0
$
.
:
i
n
i
t
n
a
r
a
T
r
M
8
2
0
2
y
a
M
0
3
3
2
0
2
y
a
M
0
3
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
:
y
k
s
n
e
l
i
V
r
M
:
y
k
s
n
e
l
i
V
r
M
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
:
r
e
v
i
l
O
r
M
:
r
e
v
i
l
O
r
M
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
:
r
e
v
i
l
O
r
M
:
r
e
v
i
l
O
r
M
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
l
:
e
a
G
r
M
l
:
e
a
G
r
M
,
0
0
0
5
6
6
1
$
,
,
0
0
0
0
0
0
9
,
:
s
e
n
o
J
r
M
,
0
0
0
5
5
5
$
:
s
e
n
o
J
r
M
,
0
0
0
0
0
0
3
,
,
,
0
0
0
5
8
8
3
$
:
l
a
t
o
T
n
o
i
l
l
i
m
1
2
:
l
a
t
o
T
:
i
n
i
t
n
a
r
a
T
r
M
,
0
0
0
5
5
5
$
,
0
0
0
0
0
0
3
,
0
5
8
1
0
$
.
:
i
n
i
t
n
a
r
a
T
r
M
8
2
0
2
y
a
M
0
3
3
2
0
2
y
a
M
0
3
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
t
i
i
M
0
6
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
42 | L ATIN RESOURCES
t
i
i
M
0
8
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
7
3
3
2
0
2
t
r
o
p
e
R
l
a
u
n
n
A
–
d
e
t
i
m
i
L
s
e
c
r
u
o
s
e
R
n
i
t
a
L
42
l
:
e
a
G
r
M
,
0
0
0
5
6
6
1
$
,
:
s
e
n
o
J
r
M
,
0
0
0
5
5
5
$
,
,
0
0
0
5
8
8
3
$
:
l
a
t
o
T
l
:
e
a
G
r
M
,
0
0
0
5
8
6
1
$
,
l
:
e
a
G
r
M
,
0
0
0
0
8
6
$
l
:
e
a
G
r
M
,
0
0
0
0
8
6
$
l
:
e
a
G
r
M
5
8
6
1
0
$
.
0
0
7
1
0
$
.
0
0
7
1
0
$
.
0
0
7
1
0
$
.
l
:
e
a
G
r
M
,
0
0
0
0
0
0
9
,
:
s
e
n
o
J
r
M
,
0
0
0
0
0
0
3
,
n
o
i
l
l
i
m
1
2
:
l
a
t
o
T
l
:
e
a
G
r
M
,
0
0
0
0
0
0
0
1
,
l
:
e
a
G
r
M
8
2
0
2
y
a
M
0
3
3
2
0
2
y
a
M
0
3
9
2
0
2
y
r
a
u
n
a
J
0
3
4
2
0
2
y
r
a
u
n
a
J
0
3
n
o
i
l
l
i
b
1
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
n
o
i
t
a
c
i
l
l
p
p
A
t
n
e
m
p
o
e
v
e
D
s
'
y
n
a
p
m
o
C
e
h
t
f
o
t
n
e
m
e
g
d
o
L
s
y
a
d
0
3
f
o
d
o
i
r
e
p
s
u
o
u
n
i
t
n
o
c
a
r
o
f
,
0
0
0
0
0
0
4
,
l
i
z
a
r
B
n
i
j
t
c
e
o
r
P
m
u
h
t
i
L
i
s
a
n
i
l
a
S
s
t
i
r
o
f
l
:
e
a
G
r
M
9
2
0
2
y
r
a
u
n
a
J
0
3
4
2
0
2
y
r
a
u
n
a
J
0
3
l
t
n
e
m
p
o
e
v
e
D
s
'
y
n
a
p
m
o
C
e
h
t
f
o
g
n
i
t
n
a
r
g
l
a
m
r
o
F
,
0
0
0
0
0
0
4
,
j
t
c
e
o
r
P
m
u
h
t
i
L
i
l
i
z
a
r
B
r
o
f
n
o
i
t
a
c
i
l
p
p
A
l
:
e
a
G
r
M
9
2
0
2
y
r
a
u
n
a
J
0
3
4
2
0
2
y
r
a
u
n
a
J
0
3
n
o
i
t
c
u
r
t
s
n
o
c
e
h
t
e
c
n
e
m
m
o
c
o
t
n
o
i
s
i
c
e
d
t
n
e
m
t
s
e
v
n
i
l
a
n
F
i
,
0
0
0
0
5
8
$
,
0
0
0
0
0
0
5
,
d
e
r
i
u
q
e
r
l
l
a
g
n
i
v
a
h
g
n
d
u
l
c
n
i
i
j
,
t
c
e
o
r
P
m
u
h
t
i
L
i
l
i
z
a
r
B
e
h
t
f
o
l
e
h
t
e
t
e
p
m
o
c
o
t
e
c
a
p
n
l
i
i
g
n
d
n
u
f
d
n
a
s
l
a
v
o
r
p
p
a
j
t
c
e
o
r
P
m
u
h
t
i
L
i
l
i
z
a
r
B
e
h
t
f
o
n
o
i
t
c
u
r
t
s
n
o
c
0
0
0
3
7
$
,
,
0
0
0
0
0
0
1
,
0
5
2
,
4
4
5
,
7
1
$
0
0
0
,
0
0
5
,
5
0
1
s
r
o
t
c
e
r
i
d
o
t
d
e
u
s
s
i
I
T
L
l
a
t
o
T
l
n
a
P
s
t
h
g
i
R
s
e
i
t
i
r
u
c
e
S
P
M
K
:
y
a
w
a
n
e
e
r
G
r
M
0
3
7
0
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
2
2
0
2
r
e
b
m
e
c
e
D
1
3
2
2
0
2
y
l
u
J
1
2
2
0
2
r
e
b
m
e
c
e
D
1
3
o
t
l
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
8
3
3
2
0
2
t
r
o
p
e
R
l
a
u
n
n
A
–
d
e
t
i
m
i
L
s
e
c
r
u
o
s
e
R
n
i
t
a
L
:
y
a
w
a
n
e
e
r
G
r
M
0
3
7
0
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
3
2
0
2
r
e
b
m
e
c
e
D
1
3
2
2
0
2
y
l
u
J
1
3
2
0
2
r
e
b
m
e
c
e
D
1
3
o
t
l
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
0
0
0
3
7
$
,
,
0
0
0
0
0
0
1
,
0
0
0
3
7
$
,
,
0
0
0
0
0
0
1
,
0
0
0
3
7
$
,
,
0
0
0
0
0
0
1
,
0
0
0
3
7
$
,
,
0
0
0
0
0
0
1
,
:
y
a
w
a
n
e
e
r
G
r
M
0
3
7
0
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
3
2
0
2
r
e
b
m
e
c
e
D
1
3
2
2
0
2
y
l
u
J
1
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
:
y
a
w
a
n
e
e
r
G
r
M
0
3
7
0
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
3
2
0
2
r
e
b
m
e
c
e
D
1
3
2
2
0
2
y
l
u
J
1
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
:
y
a
w
a
n
e
e
r
G
r
M
0
3
7
0
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
3
2
0
2
r
e
b
m
e
c
e
D
1
3
2
2
0
2
y
l
u
J
1
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
,
0
0
0
0
8
3
1
$
,
,
0
0
0
0
0
0
4
,
,
0
0
0
5
3
0
1
$
,
,
0
0
0
0
0
0
3
,
:
y
a
w
a
n
e
e
r
G
r
M
0
5
4
3
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
8
2
0
2
y
l
u
J
3
3
2
0
2
y
l
u
J
3
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
:
y
a
w
a
n
e
e
r
G
r
M
0
5
4
3
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
8
2
0
2
y
l
u
J
3
3
2
0
2
y
l
u
J
3
C
R
O
J
)
d
e
t
a
c
i
d
n
i
(
:
y
a
w
a
n
e
e
r
G
r
M
0
5
4
3
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
8
2
0
2
y
l
u
J
3
3
2
0
2
y
l
u
J
3
r
o
f
e
c
r
u
o
s
e
r
C
R
O
J
t
i
i
M
0
1
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
t
i
i
M
0
2
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
t
i
i
M
0
3
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
t
i
i
M
0
4
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
t
i
i
M
0
5
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
r
o
f
e
c
r
u
o
s
e
r
t
i
i
M
0
8
m
u
m
n
m
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
a
n
i
l
o
C
,
0
0
0
5
2
7
1
$
,
,
0
0
0
0
0
0
5
,
:
y
a
w
a
n
e
e
r
G
r
M
0
3
7
0
0
$
.
:
y
a
w
a
n
e
e
r
G
r
M
8
2
0
2
y
l
u
J
1
3
2
2
0
2
y
l
u
J
1
a
n
i
l
o
C
r
o
f
y
d
u
t
s
y
t
i
l
i
b
i
s
a
e
f
e
v
i
t
i
n
i
f
e
d
a
f
o
n
o
i
t
a
m
r
i
f
n
o
C
,
0
0
0
6
4
1
$
:
s
a
m
o
h
T
r
M
0
0
0
5
5
$
,
:
s
a
m
o
h
T
r
M
0
0
5
7
2
$
,
:
s
a
m
o
h
T
r
M
0
5
2
9
1
$
,
:
s
a
m
o
h
T
r
M
0
5
2
2
2
$
,
:
w
u
o
G
r
M
0
0
1
1
0
$
.
0
0
1
1
0
$
.
0
7
7
0
0
$
.
0
9
8
0
0
$
.
0
8
9
0
0
$
.
,
0
0
0
0
0
0
2
,
:
s
a
m
o
h
T
r
M
0
0
0
0
0
5
,
:
s
a
m
o
h
T
r
M
0
0
0
0
5
2
,
:
s
a
m
o
h
T
r
M
0
0
0
0
5
2
,
:
s
a
m
o
h
T
r
M
0
0
0
0
5
2
,
:
w
u
o
G
r
M
4
2
0
2
h
c
r
a
M
3
1
3
2
0
2
h
c
r
a
M
3
1
h
c
r
a
M
1
3
n
o
y
n
a
p
m
o
C
e
h
t
l
t
a
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
4
2
0
2
4
2
0
2
h
c
r
a
M
3
1
3
2
0
2
h
c
r
a
M
3
1
m
e
t
s
y
s
P
R
E
n
a
f
o
n
o
i
t
a
t
n
e
m
e
p
m
l
I
5
2
0
2
h
c
r
a
M
3
1
3
2
0
2
h
c
r
a
M
3
1
0
0
5
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
s
h
t
n
o
m
4
2
r
o
f
l
t
n
e
m
y
o
p
m
e
d
n
a
n
o
i
l
l
i
m
2
2
0
2
r
e
b
m
e
c
e
D
2
2
2
2
0
2
r
e
b
m
e
c
e
D
2
2
r
e
b
m
e
c
e
D
1
3
n
o
y
n
a
p
m
o
C
e
h
t
l
t
a
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
2
2
0
2
s
h
t
n
o
m
6
3
r
o
f
l
t
n
e
m
y
o
p
m
e
d
n
a
6
2
0
2
h
c
r
a
M
3
1
3
2
0
2
h
c
r
a
M
3
1
n
o
i
l
l
i
b
1
$
s
d
e
e
c
x
e
y
n
a
p
m
o
C
e
h
t
f
o
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
M
2023 ANNUAL REPORT | 43
43
,
0
0
0
8
9
$
,
0
0
0
0
0
0
1
,
9
3
3
2
0
2
t
r
o
p
e
R
l
a
u
n
n
A
–
d
e
t
i
m
i
L
s
e
c
r
u
o
s
e
R
n
i
t
a
L
:
w
u
o
G
r
M
0
8
9
0
0
$
.
:
w
u
o
G
r
M
0
0
0
9
4
$
,
0
0
0
,
2
2
9
,
4
$
0
5
2
,
6
6
4
,
2
2
$
0
0
0
0
0
5
,
0
0
0
,
0
5
7
,
1
2
0
0
0
,
0
5
2
,
7
2
1
3
2
0
2
r
e
b
m
e
c
e
D
2
2
2
2
0
2
r
e
b
m
e
c
e
D
2
2
r
e
b
m
e
c
e
D
1
3
n
o
y
n
a
p
m
o
C
e
h
t
l
t
a
t
n
e
m
y
o
p
m
e
d
e
u
n
i
t
n
o
C
P
M
K
r
e
h
t
o
d
n
a
s
r
o
t
c
e
r
i
d
o
t
d
e
u
s
s
i
I
T
L
l
a
t
o
T
P
M
K
r
e
h
t
o
o
t
d
e
u
s
s
i
I
T
L
l
a
t
o
T
3
2
0
2
44 | L ATIN RESOURCES
44
Latin Resources Limited – Annual Report 2023
40
These measures were utilised as they are reflective of the Company’s business objectives including growing the Colina
resource, delivering attractive study outcomes for shareholders concerning the Salinas Lithium Project and obtainment
of permitting approvals. These milestones will support a planned final investment decision (FID) in 2024.
The Group is aware that the vesting of share rights is treated as income to executives, Board members and consultants
and attracts tax in a similar manner to cash payments irrespective of the executive selling or retaining the resulting
shares.
Where a director or employee ceases employment prior to their incentives vesting due to resignation or termination
for cause, incentives will be forfeited. Where a director or employee ceases employment for any other reason, they may
at the Board’s discretion, retain a number of unvested share rights on a pro-rata basis to reflect their period of service
during the LTI grant performance period. These unvested share rights only vest subject to meeting the relevant LTI
performance measures.
EMPLOYMENT AGREEMENTS AND CONTRACTS
The Group has entered into contracts and agreements with executives the details of which are provided below.
Non-Executive Directors
The Chairman and Non-Executive Directors are elected to the Board by shareholders on rotation. The pool of directors’
remuneration, including cash payments for directors’ fees and share-based incentive remuneration, is approved by
shareholders in Annual Meeting.
In accordance with the total directors’ fees approved by shareholders, the Board has agreed the following directors’
fees to be paid:
•
•
Chairman
$102,000 per annum
Non-Executive Directors
$96,000 per annum
No committee fees are paid.
Managing Director
The Managing Director was employed under a consultancy agreement for a three-year term ending on 30 September
2024. Mr Gale’s remuneration is in accordance with the consultancy agreement, where Mr Gale is paid a base
consultancy fee of $270,000 per annum which increases based on the following performance matrix:
•
•
•
•
•
If the Company achieves a market capitalisation of $50M for three consecutive months, the consultancy fee
will increase to $330,000 per annum;
If the Company achieves a market capitalisation of $70M for three consecutive months, the consultancy fee
will increase to $400,000 per annum;
If the Company achieves a market capitalisation of $100M for three consecutive months, the consultancy fee
will increase to $450,000 per annum;
If the Company achieves a market capitalisation of $200M for three consecutive months, the consultancy fee
will increase to $500,000 per annum;
If the market capitalisation of the Company decreases for three consecutive months, the consultancy fee will
similarly decrease to the level commensurate with the market capitalisation.
The Group may terminate the agreement with or without cause by giving one month and six months’ notice respectively.
The Managing Director may terminate the agreement with or without cause by giving 21 days and three months’ notice
respectively. If the agreement is terminated without cause or due to a change of control the Managing Director is
entitled to a payment equivalent of up to two years fees, the value of any annual fringe benefits and any vested
entitlement under the LTI plan.
The Group retains the right to terminate the agreement immediately by making a payment in lieu of notice for
termination by either party without cause.
VP of Operations – Americas
The VP of Operations – Americas is employed under an employment agreement with no fixed term where either party
may terminate the agreement with or without cause by giving one month notice.
Chief Financial Officer (CFO)
The CFO is employed under an employment agreement with no fixed term where the Company may terminate the
agreement by giving one month’s notice and the employee by giving two months’ notice.
2023 ANNUAL REPORT | 45
45
Latin Resources Limited – Annual Report 2023
41
PROHIBITION ON TRADING
The remuneration policy prohibits directors and employees that are granted shares as a result of share rights from
entering into arrangements that limit their exposure to losses that would result from share price decreases. The policy
also requires directors, and employees to seek approval from the Company prior to that individual buying or selling any
company securities. Directors and employees are not permitted to trade during a closed period. Procedures are in place
where trading during a closed period is sought in exceptional circumstances.
46 | L ATIN RESOURCES
46
2
4
3
2
0
2
t
r
o
p
e
R
l
a
u
n
n
A
–
d
e
t
i
m
i
L
s
e
c
r
u
o
s
e
R
n
i
t
a
L
l
d
e
t
a
e
r
e
c
n
a
m
r
o
f
r
e
P
l
a
t
o
T
s
t
n
e
m
y
a
p
d
e
s
a
b
-
e
r
a
h
S
l
t
n
e
m
y
o
p
m
e
-
t
s
o
P
s
t
i
f
e
n
e
b
m
r
e
t
-
t
r
o
h
S
%
$
$
$
$
$
$
$
s
t
h
g
i
r
e
r
a
h
S
n
o
i
t
a
u
n
n
a
r
e
p
u
S
s
e
s
n
e
p
x
e
s
t
i
f
e
n
e
b
m
r
e
t
-
t
r
o
h
s
s
u
n
o
B
s
e
e
F
&
y
r
a
a
S
l
e
v
a
e
L
h
s
a
c
-
n
o
n
r
e
h
t
O
o
t
s
h
t
n
o
m
2
1
3
2
0
2
c
e
D
1
3
s
r
o
t
c
e
r
i
D
3
2
0
2
r
e
b
m
e
c
e
D
1
3
d
e
d
n
e
r
a
e
y
e
h
t
r
o
f
l
e
n
n
o
s
r
e
p
t
n
e
m
e
g
a
n
a
m
y
e
k
f
o
n
o
i
t
a
r
e
n
u
m
e
R
%
3
9
%
4
8
%
3
9
%
3
9
%
6
9
%
3
2
%
5
5
%
6
8
%
7
8
,
9
0
0
7
6
2
1
,
,
6
6
2
4
3
1
5
,
,
4
8
3
5
7
1
1
,
,
6
6
2
6
3
3
4
,
,
9
0
5
1
6
2
1
,
,
4
8
3
5
7
1
1
,
,
9
0
5
1
6
2
1
,
,
4
8
3
5
7
1
1
,
,
9
5
7
0
0
0
2
,
,
4
3
6
4
1
9
1
,
7
7
9
3
8
,
0
7
4
2
7
3
,
1
3
3
5
8
,
4
7
0
6
4
,
,
3
8
1
7
4
2
3
,
,
9
1
0
2
9
7
2
,
2
8
6
,
8
2
6
,
4
1
6
7
4
,
0
0
7
,
2
1
-
-
-
-
-
2
9
1
6
2
,
3
1
4
3
,
0
0
9
9
3
,
5
0
5
,
9
6
-
-
-
-
-
-
-
-
-
-
9
3
6
8
1
,
0
9
9
1
,
4
6
0
5
3
,
3
9
6
,
5
5
7
6
9
6
1
,
-
3
0
2
4
2
,
0
7
1
,
1
4
-
-
-
-
-
-
-
0
0
0
0
0
3
,
5
2
6
1
9
,
0
0
0
8
9
4
,
5
2
1
6
8
,
5
2
1
6
8
,
5
2
1
6
8
,
1
4
3
5
2
2
,
0
0
5
2
3
,
7
9
9
5
5
3
,
0
0
0
,
0
0
3
8
3
8
,
1
6
4
,
1
2
s
a
m
o
h
T
.
M
P
M
K
r
e
h
t
O
3
w
u
o
G
.
Y
y
a
w
a
n
e
e
r
G
.
A
l
a
t
o
T
r
e
v
i
l
O
.
P
i
n
i
t
n
a
r
a
T
.
P
l
1
e
a
G
.
C
s
e
n
o
J
.
B
y
k
s
n
e
l
i
V
.
D
.
s
h
t
n
o
m
e
v
i
t
u
c
e
s
n
o
c
e
e
r
h
t
r
o
f
M
0
0
2
$
f
o
e
n
o
t
s
e
l
i
m
n
o
i
t
a
s
i
l
a
t
i
p
a
c
t
e
k
r
a
m
e
h
t
g
n
i
t
e
e
m
n
o
p
u
d
e
s
a
e
r
c
n
i
e
e
f
l
s
‘
e
a
G
r
M
.
i
d
a
p
s
t
i
f
e
n
e
b
n
o
i
t
a
n
m
r
e
t
o
n
h
t
i
i
w
3
2
0
2
h
c
r
a
M
3
1
m
o
r
f
r
e
c
i
f
f
O
l
i
a
i
c
n
a
n
F
f
e
h
C
s
a
e
o
r
i
l
s
i
h
d
e
s
a
e
c
w
u
o
G
.
r
M
.
r
e
c
i
f
f
O
l
i
i
a
i
c
n
a
n
F
f
e
h
C
s
a
3
2
0
2
h
c
r
a
M
3
1
n
o
d
e
t
n
o
p
p
a
s
a
w
s
a
m
o
h
T
.
r
i
M
1
2
3
2023 ANNUAL REPORT | 47
47
3
4
3
2
0
2
t
r
o
p
e
R
l
a
u
n
n
A
–
d
e
t
i
m
i
L
s
e
c
r
u
o
s
e
R
n
i
t
a
L
l
d
e
t
a
e
r
e
c
n
a
m
r
o
f
r
e
P
l
a
t
o
T
s
t
n
e
m
y
a
p
d
e
s
a
b
-
e
r
a
h
S
l
t
n
e
m
y
o
p
m
e
-
t
s
o
P
s
t
i
f
e
n
e
b
m
r
e
t
-
t
r
o
h
S
%
$
$
$
s
t
h
g
i
r
e
r
a
h
S
n
o
i
t
a
u
n
n
a
r
e
p
u
S
e
v
a
e
L
s
e
s
n
e
p
x
e
$
h
s
a
c
-
n
o
n
r
e
h
t
O
s
t
i
f
e
n
e
b
m
r
e
t
-
t
r
o
h
s
s
u
n
o
B
s
e
e
F
&
y
r
a
a
S
l
$
$
$
o
t
s
h
t
n
o
m
2
1
2
2
0
2
c
e
D
1
3
s
r
o
t
c
e
r
i
D
2
2
0
2
r
e
b
m
e
c
e
D
1
3
d
e
d
n
e
r
a
e
y
e
h
t
r
o
f
l
e
n
n
o
s
r
e
p
t
n
e
m
e
g
a
n
a
m
y
e
k
f
o
n
o
i
t
a
r
e
n
u
m
e
R
%
6
6
%
3
7
%
3
6
%
6
5
%
8
2
%
0
4
%
9
3
%
1
5
6
0
2
8
5
2
,
,
5
3
6
4
1
5
1
,
2
2
3
0
1
2
,
4
4
8
4
7
1
,
9
2
2
3
3
,
6
0
7
1
7
1
,
5
3
1
5
0
8
,
9
8
4
3
3
1
,
9
2
2
9
,
1
1
0
8
9
,
-
-
-
-
-
1
1
2
2
5
2
,
5
1
2
4
1
5
,
5
2
9
0
0
1
,
4
8
9
2
0
2
,
3
6
6
,
7
5
9
,
2
8
7
4
,
1
2
5
,
1
5
2
3
3
1
,
9
4
7
6
2
,
4
7
0
,
0
4
1
6
9
7
,
7
8
5
4
1
,
8
4
5
,
2
2
-
-
-
-
-
-
-
-
-
-
-
-
-
0
0
0
0
0
3
,
0
0
0
5
2
,
0
0
0
,
5
2
3
0
0
5
6
8
,
0
0
5
9
0
4
,
3
3
8
6
7
,
3
3
8
6
7
,
0
0
0
4
2
,
0
0
0
0
3
1
,
7
9
8
4
4
2
,
3
6
5
,
8
4
0
,
1
y
a
w
a
n
e
e
r
G
.
A
P
M
K
r
e
h
t
O
w
u
o
G
.
Y
l
a
t
o
T
1
r
e
v
i
l
O
.
P
i
n
i
t
n
a
r
a
T
.
P
s
e
n
o
J
.
B
l
e
a
G
.
C
y
k
s
n
e
l
i
V
.
D
.
r
o
t
c
e
r
i
d
e
v
i
t
u
c
e
x
e
-
n
o
n
a
s
a
2
2
0
2
r
e
b
o
t
c
O
4
n
o
d
e
t
n
o
p
p
a
s
a
w
i
r
e
v
i
l
O
.
r
M
1
48 | L ATIN RESOURCES
48
Latin Resources Limited – Annual Report 2023
44
ADDITIONAL DISCLOSURES RELATING TO REMUNERATION
(a)
Share holdings of key management personnel
31 Dec 2023
Directors
D. Vilensky
C. Gale
B. Jones
P. Tarantini
P. Oliver
Other KMP
M. Thomas1
Y. Gouw2
A. Greenaway
Balance at
start of year
Granted as
remuneration
On vested/
conversion of
rights3
Net change
other
Balance at
end of year
17,643,828
24,494,812
45,158,752
836,648
-
-
1,500,000
2,100,000
91,734,040
-
-
-
-
-
-
-
-
-
7,731,187
30,405,956
7,333,575
6,000,000
11,000,000
(1,000,000)
(16,000,000)
(422,535)
-
-
24,375,015
38,900,768
52,069,792
6,836,648
11,000,000
-
-
6,000,000
68,470,718
623,000
-
-
(16,799,535)
623,000
1,500,000
8,100,000
143,405,223
1 Mr. Thomas was appointed on 13 March 2023 as Chief Financial Officer and the holdings was reflected at the date he joined.
2 Mr. Gouw ceased his role as Chief Financial Officer from 13 March 2023 and the holdings was reflected at the date he resigned.
3 All share rights under Securities Incentive Rights Plan were vested and converted to shares at nil considerations. The total value of
these vested and converted share rights for FY2023 were as follows: Mr Vilensky $1,205,749, Mr Gale $4,234,373, Mr Jones
$1,183,881, Mr Tarantini $1,110,000, Mr Oliver $1,619,500 and Mr Greenaway $1,254,000.
Loan Funded Shares
31 Dec 2023
D. Vilensky
C. Gale
B. Jones
Balance at
start of year
1,000,000
2,000,000
1,000,000
4,000,000
Granted as
remuneration
-
-
-
-
On exercise of
options
-
-
-
-
Net change
other
-
-
-
-
Balance at
end of year
1,000,000
2,000,000
1,000,000
4,000,000
At the Annual General Meeting held 28 May 2018, Shareholders approved the adoption of the Company’s Loan Funded
Share Plan, and 100 million loan funded shares were subsequent issued to the directors. The loans are interest free and
with limited recourse to the participant and are unquoted shares until the loan has been repaid. The Plan requires the
loan to be repaid before the participant can sell their shares. The loan funded shares were consolidated 1 on 25 basis in
2019 and the balance of the loan funded shares to directors reduced to 4 million at 27.5 cents per share. The loan funded
shares have an expiry date on 30 June 2023, however the terms of the loan funded share plan allow this date to be
extended at the Board’s discretion. The loan funded shares have been extended by 12 months to 30 June 2024.
(b)
Share right holdings under Securities Incentive Rights Plan of key management personnel
31 Dec 2023
Directors
D. Vilensky
C. Gale
B. Jones
P. Tarantini
P. Oliver
Other KMP
M. Thomas1
Y. Gouw2
A. Greenaway
Balance at
start of year
Granted as
remuneration
Converted to
Shares
Net change
other
Balance at
end of year
1,740,895
15,425,373
1,343,283
-
12,000,000
-
500,000
6,000,000
37,009,551
9,000,000
37,000,000
9,000,000
9,000,000
9,000,000
(7,740,895)
(30,425,373)
(7,343,283)
(6,000,000)
(11,000,000)
-
-
-
-
-
3,000,000
22,000,000
3,000,000
3,000,000
10,000,000
1,250,000
-
12,000,000
86,250,000
-
-
(6,000,000)
(68,509,551)
-
(500,000)
-
(500,000)
1,250,000
-
12,000,000
54,250,000
1 Mr. Thomas was appointed on 13 March 2023 as Chief Financial Officer and at the time held nil share rights.
2 Mr. Gouw ceased his role as Chief Financial Officer from 13 March 2023 and at the time held 500,000 share rights.
2023 ANNUAL REPORT | 49
49
Latin Resources Limited – Annual Report 2023
45
ADDITIONAL DISCLOSURES RELATING TO REMUNERATION
Current year issue
At the General Meeting on 30 May 2023, shareholders approved the granting of 73,000,000 share rights under Securities
Incentive Rights Plan to Directors with the following milestones:
Performance
Milestone
2023 T1 1
2023 T2 1
2023 T3 1
2023 T4 2
Total number of share rights granted
Grant date
30/05/2023
30/05/2023
30/05/2023
30/05/2023
Expiry date
30/05/2028
30/05/2028
30/05/2028
30/05/2028
Number
Granted Vesting conditions
21,000,000 Non-market vesting
21,000,000 Non-market vesting
21,000,000 Non-market vesting
10,000,000
73,000,000
Market vesting
Total Fair
Value $
$3,885,000
$3,885,000
$3,885,000
$1,685,000
$13,340,000
Vested date
3/07/2023
12/12/2023
-
-
1 Share rights were valued at $0.1850 per share right based on share price at grant date.
2 Share rights were value at $0.1685 based on Hoadley’s Hybrid ESO model assuming 5-year measuring period, 3.41% risk-free interest
rate and 100% volatility.
The share rights have the following milestones,
T1 share rights vest upon confirmation of a minimum of 40 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T2 share rights vest upon confirmation of a minimum of 60 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T3 share rights vest upon confirmation of a minimum of 80 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T4 share rights vest if the market capitalisation of the Company reaches A$1 billion for a continuous period of 30 days.
There were 31,000,000 share rights outstanding as at 31 December 2023.
Prior year issue
At the General Meeting on 19 December 2022, shareholder approved the granting of 19,500,000 share rights under
Securities Incentive Rights Plan to Directors with the following vesting profile,
Performance
Milestone
2021 plan1
2021 plan2
Mr Gale3
Mr Oliver3
Mr Oliver4
Total number of share rights granted
Grant date
10/02/2021
10/02/2021
19/12/2022
19/12/2022
19/12/2022
Expiry date
31/12/2022
31/12/2022
19/12/2027
19/12/2027
19/12/2027
Number
Granted
5,699,551
5,310,000
7,500,000
5,000,000
7,000,000
30,509,551
Vesting conditions
Non-market vesting
Market vesting
Non-market vesting
Non-market vesting
Market vesting
Total Fair
Value $
$313,475
$274,527
$825,000
$550,000
$619,250
$2,582,252
Vested date
13/01/2023
13/01/2023
various
various
various
1 Share rights were valued at $0.055 per share right based on share price at grant date.
2 Share rights were value at $0.0517 based on Hoadley’s Hybrid ESO model assuming 5-year measuring period, 0.09% risk-free interest
rate and 205.2% volatility.
3 Share rights were valued at $0.11 per share right based on share price at grant date.
4 Share rights were value at $0.0816-$0.0938 based on Hoadley’s Hybrid ESO model assuming 5-year measuring period, 3.25% risk-
free interest rate and 100% volatility.
Mr Gale’s share rights have the following milestones,
T1 share rights vest upon confirmation of a minimum of 10 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T2 share rights vest upon confirmation of a minimum of 20 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T3 share rights vest upon confirmation of a minimum of 30 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T4 share rights vest upon confirmation of a Definitive Feasibility Study for the LRS Brazil Lithium Project.
Mr Oliver’s share rights have the following milestones,
T1 share rights vest upon continuing one-year service;
T2 share rights vest upon continuing two-year service;
T3 share rights vest if the market capitalisation of the Company reaches A$0.8 billion for a continuous period of 30 days;
T4 share rights vest if the market capitalisation of the Company reaches A$1 billion for a continuous period of 30 days;
T5 share rights vest if the market capitalisation of the Company reaches A$1.2 billion for a continuous period of 30 days;
T6 share rights vest if the market capitalisation of the Company reaches A$1.5 billion for a continuous period of 30 days;
There were 10,000,000 share rights outstanding as at 31 December 2023.
50 | L ATIN RESOURCES
50
Latin Resources Limited – Annual Report 2023
46
To be issued
At the General Meeting on 30 January 2024, shareholders approved the granting of 13,000,000 share rights to Mr Gale
with the following performance milestones:
T1 share rights vest upon the lodgement of the Company’s Development Application for its Salinas Lithium Project in
Brazil;
T2 share rights vest upon the formal granting of the Company’s Development Application for its Salinas Lithium Project
in Brazil;
T3 share rights vest upon the Board Company making the final investment decision to commence the construction of
the Brazil Lithium Project, including having all required approvals and funding in place to complete the construction of
the Brazil Lithium Project.
Details of key management personnel share rights are as follows:
Current year issue
KMP
A Greenaway1
M Thomas2
M Thomas3
Total number of share rights granted
Grant date
03/07/2023
13/03/2023
13/03/2023
Expiry date
03/07/2028
various
various
Number
Granted
12,000,000
750,000
500,000
13,250,000
Vesting conditions
Non-market
Non-market
Market
Total Fair
Value $
$4,140,000
$82,500
$41,500
$4,264,000
Vested date
various
-
-
1 Share rights were valued at $0.3450 per share right based on share price at grant date.
2 Share rights were valued at $0.1100 per share right based on share price at grant date.
3 Mr Thomas share rights were value at $0.0770-0.0890 based on Hoadley’s Hybrid ESO model assuming 2-3 year measuring period,
3.19-3.20% risk-free interest rate and 100.8-145.0% volatility.
Mr Greenaway share rights have the following milestone:
T1 share rights vest upon confirmation of a minimum of 40 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T2 share rights vest upon confirmation of a minimum of 50 Mt indicated JORC Resources for the LRS Brazil Lithium
Project;
T3 share rights vest upon confirmation of a minimum of 80 Mt inferred and indicated JORC Resources for the LRS Brazil
Lithium Project.
Mr Thomas share rights have the following milestone,
T1 share rights vest upon continuing one-year service;
T2 share rights vest upon completion of specific performance condition;
T3 share rights vest upon continuing two-year service and if the market capitalisation of the Company reaches A$0.5
billion for a continuous period of 30 days;
T4 share rights vest upon continuing three-year service and if the market capitalisation of the Company reaches A$0.1
billion for a continuous period of 30 days.
There were 6,250,000 share rights outstanding as at 31 December 2023.
Prior year issue
KMP
A Greenaway1
Y Gouw2
Total number of share rights granted
Grant date
01/07/2022
22/12/2022
Expiry date
various
various
Vesting conditions
Non-market
Non-market
Number
Granted
7,000,000
1,500,000
8,500,000
Total Fair
Value $ Vested date
various
various
$511,000
$147,000
$658,000
1 Share rights were valued at $0.073 per share right based on share price at grant date.
2 Share rights were valued at $0.098 per share right based on share price at grant date.
Mr Gouw share rights vest upon continuing employment services;
Mr Greenaway share rights have the following milestone,
T3 share rights vest upon confirmation of a minimum of 10 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T4 share rights vest upon confirmation of a minimum of 20 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T5 share rights vest upon confirmation of a minimum of 30 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T6 share rights vest upon confirmation of a Definitive Feasibility Study for the LRS Brazil Lithium Project.
There were 2,000,000 share rights outstanding as at 31 December 2023.
2023 ANNUAL REPORT | 51
51
Latin Resources Limited – Annual Report 2023
47
ADDITIONAL DISCLOSURES RELATING TO REMUNERATION
(c)
Loans to key management personnel
There were no loans to key management personnel during the 2023 and 2022 financial years.
(d)
Other transactions with key management personnel
Related party transactions
The following related party transactions have occurred during the financial year ended 31 December 2023.
The Company paid a total of $212,310 for legal services to Bowen Buchbinder Vilensky Lawyers, a business which Mr
Vilensky is a director. At 31 December 2023, there was an outstanding payable of $23,760 to Bowen Buchbinder Vilensky
Lawyers and the amount has been fully paid at the date of this report.
The Company invoiced $42,534 for expenses to Allegra Capital Pty Ltd, an entity which Mr Chris Gale is a director. At 31
December 2023, there was an outstanding receivable of $332 to Allegra Capital and the amount has been fully paid at
the date of this report.
The Company invoiced $127,303 for the shared administration services to OAR Resources Ltd, a listed entity which Mr
Gale and Mr Vilensky are common directors. At 31 December 2023, there was a receivable of $189,632 owed by OAR
Resources Ltd. During the reporting period, the Group purchased Gibraltar Halloysite-Kaolin project from a subsidiary
of OAR Resources Limited for $500,000. The cash consideration was fully paid on 22 November 2023.
The Company invoiced $88,505 for the shared administration and technical services to Solis Minerals Ltd, a listed entity
which Mr Gale is a common director. At 31 December 2023, there was an outstanding payable of $3,565 to Solis Minerals
that has been fully paid at the time of this report. During the reporting period, the Company provided a total amount
of BRL$2,791,537 as a temporary financial facility to a subsidiary of Solis Minerals that was fully repaid during the
financial year with terms including repayment within 24 hours and interest charged at 0% per annum.
This Report is signed in accordance with a resolution of the Board of Directors.
David Vilensky
Chairman
Signed on 26 March 2024
04
52 | L ATIN RESOURCES
52
04
FINANCIAL
STATEMENTS
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
Latin Resources Limited – Annual Report 2023
AND OTHER COMPREHENSIVE INCOME
04 Consolidated Statement of Profit or Loss and Other Comprehensive
For the twelve months ended 31 December 2023
Income
48
For the twelve months ended 31 December 2023
Continuing operations
Interest revenue
Other income
Employee benefits expenses
Equity settled share-based payments
Other expenses
Finance expenses
Depreciation and amortisation expenses
Exploration & evaluation expenses
Impairment of exploration and evaluation costs
Share of results of joint ventures
Impairment of investment in joint ventures
carrying values
Gain/ (loss) extinguish of financial liabilities
Loss before tax from continuing operations
Tax benefit/(expense)
Net (loss) after tax
Note
31 December 2023
*31 December 2022
Restated
$
$
5
6(a)
6(b)
6(c)
6(d)
6(e)
14
12
12
7
1,542,695
91,299
(2,189,776)
(13,190,317)
(3,340,615)
(47,474)
(193,059)
(458,070)
-
(405,291)
345,961
185,630
(1,630,706)
(3,232,955)
(2,171,510)
(214,506)
(106,543)
-
(266,311)
(476,620)
(1,253,614)
-
(19,444,222)
(278,525)
691,357
(7,154,728)
-
(19,444,222)
90,509
(7,064,219)
Other comprehensive income/(expense)
Items that may be reclassified to profit or loss in subsequent
periods:
Exchange differences on translation of foreign operations
19(c)
Net other comprehensive profit/(loss) for the period
342,538
(19,101,684)
(514,443)
(7,578,662)
Basic and diluted EPS (cents per share)
8
(0.78)
(0.39)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
the accompanying notes.
54 | L ATIN RESOURCES
54
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Latin Resources Limited – Annual Report 2023
For the twelve months ended 31 December 2023
49
05 Consolidated Statement of Financial Position
For the twelve months ended 31 December 2023
Note
31 December 2023
*31 December 2022
Restated
$
$
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Financial assets
Total current assets
Non-current assets
Plant and equipment
Right of use assets
Investments in an associate and a joint venture
Exploration and evaluation assets
Total non-current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
Lease liabilities
Provisions
Total current liabilities
Non-current liabilities
Lease liabilities
Provisions
Total non-current liabilities
Total liabilities
Net assets
EQUITY
Contributing equity
Capital reserves
Accumulated losses
Total equity
9(a)
10
11
13
16
12
14
15
16(b)
17
16(b)
17
18(a)
19
51,788,688
1,202,657
260,810
53,252,155
25,909,429
579,780
116,742
26,605,951
655,347
216,757
2,182,847
66,468,306
69,523,257
122,775,412
465,423
299,323
845,305
23,828,213
25,438,264
52,044,215
6,966,722
145,890
150,280
7,262,892
5,027,810
121,651
76,739
5,226,200
77,748
10,126
87,874
7,350,766
115,424,646
181,265
-
181,265
5,407,465
46,636,750
197,537,994
9,745,821
(91,859,169)
115,424,646
103,163,413
15,888,284
(72,414,947)
46,636,750
The above consolidated statement of financial position should be read in conjunction with accompanying notes.
2023 ANNUAL REPORT | 55
55
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Latin Resources Limited – Annual Report 2023
For the twelve months ended 31 December 2023
50
06 Consolidated Statement of Changes in Equity
For the twelve months ended 31 December 2023
Issued
Capital
$
103,163,415
-
Share-based
payment
Reserve
$
11,036,651
-
Foreign
currency
Reserve
$
4,862,713
(11,082)
Accumulated
losses
$
(69,195,750)
(3,219,197)
Non-
controlling
interest
$
704,749
(704,749)
103,163,415
11,036,651
4,851,631
(72,414,947)
Balance at 1 January 2023
Restatement adjustment
*Balance at 1 January 2023
(restated)
Loss for the year
Other comprehensive loss
Total comprehensive loss
-
-
-
-
-
-
-
342,538
342,538
(19,444,222)
-
(19,444,222 )
Total Equity
$
50,571,778
(3,935,028)
46,636,750
(19,444,222)
342,538
(19,101,684)
-
-
-
-
Issue of shares
Cost of equity issues
Share rights conversion
Share-based payments
Balance at 31 December 2023
75,751,861
(4,376,077)
22,553,275
445,520
197,537,994
-
-
(22,553,275)
16,068,276
4,551,652
-
-
-
-
5,194,169
-
-
-
-
(91,859,169)
75,751,861
(4,376,077)
-
16,513,796
-
-
-
-
- 115,424,646
Issued
Capital
$
59,835,944
-
Share-based
payment
Reserve
$
9,786,772
-
Foreign
currency
Reserve
$
5,369,761
-
Accumulated
losses
$
(61,954,778)
(3,420,178)
Non-
controlling
interest
$
236,194
54,238
Total Equity
$
13,273,893
(3,365,940)
59,835,944
9,786,772
5,369,761
(65,374,956)
290,432
9,907,953
-
-
-
-
-
-
-
(518,130)
(518,130)
(7,064,219)
24,228
(7,039,991)
-
-
(7,064,219)
(493,902)
(7,558,121)
44,882,084
(1,871,718)
317,105
-
-
(1,914,981)
-
(317,105)
3,481,965
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(290,432)
42,967,103
(1,871,718)
-
3,481,965
(290,432)
103,163,415
11,036,651
4,851,631
(72,414,947)
-
46,636,750
Balance at 1 January 2022
Restatement adjustment
*Balance at 1 January 2022
(restated)
Loss for the year
Other comprehensive loss
Total comprehensive loss
Issue of shares
Cost of equity issues
Share rights conversion
Share-based payments
Loss of control of subsidiary
*Balance at 31 December
2022
The above consolidated statement of changes in equity should be read in conjunction with accompanying notes.
56 | L ATIN RESOURCES
56
CONSOLIDATED STATEMENT OF CASH FLOWS
Latin Resources Limited – Annual Report 2023
For the twelve months ended 31 December 2023
51
07 Consolidated Statement of Cash Flows
For the twelve months ended 31 December 2023
Notes
31 December 2023
*31 December 2022
Restated
$
$
Cash flows from Operating Activities
Payments to suppliers and employees
Interest received
Other finance costs
Other income
Net cash inflow / (outflow) from operating activities
9(b)
Cash flows from investing activities
Payments for plant and equipment
Payments for security deposits
Proceeds from disposal of plant and equipment
Payment on financial assets
Payment for explorations and evaluation costs
Proceeds for R&D incentive in relation to the project
Tenement acquisition costs
Payment of Investment in Solis Minerals
Net cash inflow / (outflow) from investing activities
Cash flows from financing activities
Proceeds from the issue of equity
Proceeds from options exercised
Costs associated with share issues
Proceeds from borrowings
Financial costs associated with borrowings
Repayment of borrowings
Payment of lease liabilities
Net cash inflow / (outflow) from financing activities
13(b)
12
18(b)
Net increase / (decrease) in cash held for reporting period
Cash at beginning of period
Effects of exchange rate changes on cash
Cash at the end of the period
9(a)
(5,391,422)
1,309,959
(16,114)
331,844
(3,765,733)
(320,969)
(84,260)
22,273
(57,985)
(38,388,672)
1,014,898
(500,000)
(3,000,000)
(41,314,715)
72,100,000
3,277,625
(4,339,665)
-
-
-
(149,500)
70,888,460
25,808,012
25,909,429
71,247
51,788,688
(3,520,604)
317,630
(18,556)
90,509
(3,131,021)
(400,940)
(34,188)
-
-
(12,539,316)
-
-
-
(12,974,444)
35,000,000
8,332,339
(1,545,826)
2,425,000
(200,000)
(2,425,000)
(66,000)
41,520,513
25,415,048
642,784
(148,403)
25,909,429
The above consolidated statement of cash flows should be read on conjunction with accompanying notes.
2023 ANNUAL REPORT | 57
57
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
52
08 Notes to the financial statements
1.
CORPORATE INFORMATION
The consolidated financial statements of the Group, being Latin Resources Limited (the Company or Parent) and its
subsidiaries (collectively, the Group), for the year ended 31 December 2023 were authorised for issue in accordance with
a resolution of the directors on 26 March 2024.
Latin Resources Limited is a company limited by shares incorporated in Australia whose shares are publicly traded on the
Australian Securities Exchange. Latin Resources Limited is a for-profit entity for the purpose of preparing the consolidation
financial statements.
The nature of the operations and principal activities of the Group are described in the directors’ report. Information on the
Group’s structure and other related party relationships is provided in Note 20(b).
2.
(a)
STATEMENT OF MATERIAL ACCOUNTING POLICY INFORMATION
Basis of preparation
The financial report is a general purpose financial report, which has been prepared in accordance with the requirements
of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the
Australian Accounting Standards Board. The financial report has also been prepared on a historical cost basis.
The financial report is presented in Australian dollars and all values are rounded to the nearest dollar unless otherwise
stated.
(b)
Compliance with IFRS
The financial report also complies with International Financial reporting Standards (IFRS) as issued by the International
Accounting Standards Board.
(c)
Application of new and revised accounting standards
The Group has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board (AASB) that are mandatory for the current reporting period. The adoption of
these Accounting Standards and Interpretations did not have any significant impact on the financial performance or
position of the Group during the financial year.
(d)
Change in accounting policy and disclosures
The accounting policies adopted are consistent with those of the previous financial year except as noted below.
The Group has reviewed all new and revised Accounting Standards and Interpretations that are relevant to its operations
and applicable for the current reporting period.
New and revised standards and amendments thereof and interpretations effective for the current year that are relevant
to the Group include:
• AASB 2020-1 Amendments to AASs – Disclosure of Accounting Policies and Definition of Accounting Estimates
(Amendments to AASB 7, 101, 134, 108)
The adoption of these standards do not have a material effect on the amount disclosed in the financial statements.
Australian Accounting Standards and Interpretation that have recently been issued or amended but are not yet effective
have not been adopted by the Group for the reporting period ended 31 December 2023. Those which may be relevant
to the Group are set out in the table below, but these are not expected to have any significant impact on the Group’s
financial statements as detailed below.
Standard/Interpretation
AASB 2020-1 Amendments to AASs – Classification of Liabilities
as Current or Non-Current
AASB 2014-10 Amendments to AASs – Sale or Contribution of
Assets between an Investor and its Associate or Joint Venture
AASB 2023-1 Amendments to AAS – Amendments to AASB 107
and AASB 7 – Disclosures of Supplier Finance Arrangement
AASB 2023-5 Amendments to Australian Accounting Standards –
Lack of Exchangeability
Application date of
standard
1 January 2024
Application date
for Group
1 January 2024
1 January 2025
1 January 2025
1 January 2024
1 January 2024
1 January 2025
1 January 2025
58 | L ATIN RESOURCES
58
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
53
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
(e)
Basis of consolidation
The consolidated financial statements comprise the financial statements of Latin Resources Limited and its subsidiaries
as at the end of each reporting period.
Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies so
as to obtain benefits from their activities. Information regarding subsidiaries is disclosed in Note 20(C).
The financial statements of subsidiaries are prepared for the same reporting period as the Parent company, using
consistent accounting policies or adjustments are made to the financial statements of subsidiaries to bring their
accounting policies in to line with those used by other members of the Group.
In preparing the consolidated financial statements, all inter-company balances and transactions, income and expenses
and profits and losses resulting from inter-group transactions, 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.
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 the consideration (including the fair value of any pre-
existing investment in the acquiree) is goodwill or a discount on acquisition.
(f)
Going concern
The financial report has been prepared on the going concern basis, which assumes continuity of normal business
activities and the realisation of assets and settlement of liabilities in the ordinary course of business.
The Group incurred a loss for the period of $19,444,222 (2022: $7,064,219) and net operating cash outflow of
$3,765,733 (2022: $3,131,021). As at 31 December 2023, the Group’s cash and cash equivalents increased to
$51,788,688 (2022: $25,909,429) and had a working capital surplus of $25,808,012 (2022: surplus of $25,415,048).
The directors have prepared a cash flow forecast, which indicates that the Consolidated Group will have sufficient cash
flows to meet all commitments and working capital requirements for the 12-month period from the date of signing this
report. The ability of the Group to continue as a going concern is principally dependent upon the ability of the Group to
secure funds beyond the 12-months after signing the report by raising capital from equity markets and managing cash
flow in line with available funds.
Based on the cash flow forecast and other factors referred to above, the Directors are satisfied that the going concern
basis of preparation is appropriate. In particular, given the Group’s history of raising capital to date and the support
from its shareholders, the Directors are confident of the Group’s ability to raise additional funds as and when they are
required.
(g)
Segment reporting
An operating segment is a component of an entity that engages in business activities from which it may earn revenues
and incur expenses (including revenues and expenses relating to transactions with other components of the same
entity), 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.
Operating segments have been identified based on the information provided to the chief operating decision makers
being the Board.
Operating segments that meet the quantitative criteria as prescribed by AASB 8 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.
The Group determines and presents operating segments based on the information internally provided to the Board.
(h)
Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue
can be reliably measured, regardless of when the payment is being made. Revenue is measured at fair value of the
2023 ANNUAL REPORT | 59
59
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
54
consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes
or duties. The following specific recognition criteria must also be met before revenue is recognised:
Interest income
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly
discounts estimated future cash receipts through the expected life of the financial instrument) to the net carrying
amount of the financial asset.
(i)
Current versus non-current classification
The Group presents assets and liabilities in the statement of financial position based on current/non-current
classification.
An asset is current when it is:
•
•
•
•
Expected to be realised or intended to be sold or consumed in a normal operating cycle;
Held primarily for the purpose of trading;
Expected to be realised within twelve months after the reporting period; or
Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period.
All other assets are classified as non-current.
A liability is current when:
•
•
•
•
It is expected to be settled in a normal operating cycle;
It is held primarily for the purpose of trading;
It is due to be settled within twelve months after the reporting period; or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the
reporting period.
The Group classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non-current
assets and liabilities.
(j)
Government grants
Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached
conditions will be complied with. When the grant relates to an expense item, it is recognised as income. When the grant
relates to an asset, it is offset against the related asset.
Research and development rebates are recognised when there is reasonable assurance that the rebate will be received.
Management judgement is required to assess that the rebate meets the recognition criteria and in determining the
measurement of the rebate including the assessment of the eligibility and appropriateness of the apportionment of
eligible expenses based on research and development activities undertaken by the consolidated entity and taking into
consideration relevant legislative requirements.
60 | L ATIN RESOURCES
60
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
55
(k)
Income tax
Tax consolidation
Latin Resources Limited and its wholly owned Australian subsidiaries formed a tax consolidated group (the Tax Group).
Members of the Tax Group have entered into a tax sharing agreement, which provides for the allocation of income tax
liabilities between members of the Tax Group should the parent, Latin Resources Limited, default on its tax payments
obligations.
Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation
authorities based on the taxable income. The tax rates and tax laws used to compute the amount are those that are
enacted or substantively enacted by the balance sheet date.
Deferred tax
Deferred income tax is provided using the liability method on temporary differences at the balance sheet date between
the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
•
•
When the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability
in a transaction that is not a business combination and that, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; or
When the taxable temporary difference is associated with investments in subsidiaries, associates or interests
in joint ventures, and the timing of the reversal of the temporary differences can be controlled and it is probable
that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax credits
and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except:
•
•
When the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; or
When the deductible temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable
that the temporary difference will reverse in the foreseeable future and taxable profit will be available against
which the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax
asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent
that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the balance sheet date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred tax assets and liabilities related to the same taxable entity and the
same taxation authority.
2023 ANNUAL REPORT | 61
61
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
56
(l)
Goods and services tax
Revenues, expenses and assets are recognised net of the amount of GST except:
•
•
When the 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
as applicable; and
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 cash flow statement 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.
(m)
Leases
At inception of a contract, the Group assess if the contract contains or is a lease. If there is a lease present, a right of
use asset and a corresponding lease liability are recognised by the Group where the Group is a lessee.
Initially the lease liability is measured at the present value of the lease payments that are not paid at the commencement
date. The lease payments are discounted at the interest rate implicit in the lease. If this rate cannot be readily
determined, the Group uses the incremental borrowing rate.
Lease payments included in the measurement of the lease liability comprise the following:
•
•
•
•
•
Fixed lease payments less any lease incentives;
Variable lease payments that depend on an index or rate, initially measured using the index or rate at the
commencement date;
Amounts expected to be payable by the lessee under residual value guarantees;
The exercise price of a purchase options, if the lessee is reasonably certain to exercise the options; or
Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate
the lease.
Right of use assets are depreciated over the lease term.
(n)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders of the Company,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares
outstanding during the year, adjusted for bonus elements in ordinary shares issued during the year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account
the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and
the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive
potential ordinary shares.
(o)
Cash and cash equivalents
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 in the Statement of Financial Position.
(p)
Financial assets
The fair value of investments that are actively traded in organised financial markets is determined by reference to
quoted market bid prices at the close of business on the reporting date. Assets in this category are classified as current
assets if they are expected to be realised within 12 months otherwise they are classified as non-current assets.
62 | L ATIN RESOURCES
62
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
57
(q)
Property, plant & equipment
Plant and equipment is stated at cost less accumulated depreciation and any impairment in value. Depreciation is
calculated on a straight-line basis over the estimated useful life of the asset as follows:
Plant and equipment
•
• Motor vehicles
3 to 10 years
5 years
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.
An item of plant and equipment is derecognised upon disposal or when no future economic benefits are expected from
its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is included in profit or loss in the period the item is
derecognised.
(r)
Exploration and evaluation expenditure
Expenditure on exploration and evaluation is accounted for in accordance with the ‘area of interest’ method.
Exploration and evaluation expenditure is capitalised provided the rights to tenure of the area of interest is current and
either:
•
•
The exploration and evaluation activities are expected to be recouped through successful development and
exploitation of the area of interest or, alternatively, by its sale; or
Exploration and evaluation activities in the area of interest have not, at the reporting date, reached a stage that
permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active
and significant operations in, or relating to, the area of interest are continuing.
When technical feasibility and commercial viability of extracting a mineral resource have been demonstrated then any
capitalised exploration and evaluation expenditure is reclassified as capitalised ‘Mine properties in development’. Prior
to reclassification, capitalised exploration and evaluation expenditure is assessed for impairment.
The carrying value of capitalised exploration and evaluation expenditure is assessed for impairment at the cash
generating unit level whenever facts and circumstances suggest that the carrying value of the asset may exceed its
recoverable amount.
An impairment exists when the carrying amount of an asset or cash generating unit exceeds its estimated recoverable
amount. The asset or cash generating unit is then written down to its recoverable amount. Any impairment losses are
recognised in the statement of profit or loss and other comprehensive income.
Refer Note 14 for details regarding the impairment charge for the reporting period.
(s)
Trade and other payables
Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided
to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make
future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid
within 30 days of recognition.
(t)
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event,
it is probable 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, for example under an insurance contract,
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 income statement net of any reimbursement.
Provisions are measured at the present value of managements best estimate of the expenditure required to settle the
present obligation at the balance sheet date. If the effect of the time value of money is material, provisions are
discounted using a current pre-tax rate that reflects the time value of money and the risks specific to the liability.
2023 ANNUAL REPORT | 63
63
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
58
(u)
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and
borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs.
The Group’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts.
Subsequent measurement
The Group derecognises a financial liability when its contractual obligations are discharged, cancelled or expire.
Loans and borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the
Effective Interest Rate method (EIR). Gains and losses are recognised in profit or loss when the liabilities are
derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are
an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss.
(v)
Employee benefits
Wages, salaries, annual leave and sick 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. Liabilities for non-accumulating sick leave
are recognised when the leave is taken and are measured at the rates paid or payable.
Long service leave and other employment entitlements
The liability for long service leave and other employment entitlements is recognised and measured as the present
value of expected future payments to be made in respect of services provided by employees up to the reporting
date using the projected unit credit method.
Consideration is given to expected future wage and salary levels, experience of employee departures, and periods of
service. Expected future payments are discounted using market yields at the reporting date on national government
bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.
(w)
Foreign currency translation
Functional and presentation currency
The consolidated financial statements are presented in Australian dollars, which is Latin Resources Limited’s functional
and presentation currency.
Each entity in the Group determines its own functional currency based on the primary economic environment and items
included in the financial statements of each entity are measured using that functional currency.
Transactions and balances
Transactions in foreign currencies are initially recorded by the Group entities at their respective functional currency at
the exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign
currencies are retranslated at a rate of exchange ruling at the reporting date.
All exchange differences in the consolidated financial statements are taken to the profit or loss with the exception of
differences on foreign currency borrowings that provide a hedge against a net investment in a foreign operation. These
are taken directly to equity until the disposal of the net investment, at which time they are recognised in the profit or
loss. On disposal of a foreign operation, the cumulative amount recognised in equity relating to that particular foreign
operation is recognised in the profit or loss. Tax charges and credits attributable to exchange differences on those
borrowings are also recognised in equity.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rate as at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency
are translated using the exchange rates at the date when the fair value was determined.
64 | L ATIN RESOURCES
64
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
59
Group companies
The functional currency of overseas subsidiaries within the Group is United States Dollars, Canadian Dollars and Brazilian
Reals.
The functional currency of these subsidiaries has been translated into Australian dollars for presentation purposes. The
assets and liabilities of these subsidiaries are translated using the exchange rates prevailing at the reporting date;
revenues and expenses are translated using average exchange rates for the period; and equity transactions eliminated
on consolidation are translated at exchange rates prevailing at the dates of transactions.
The resulting difference from translation is recognised in a foreign currency translation reserve through other
comprehensive income.
(x)
Investment in associates and joint venture
An associate is an entity over which the Group has significant influence. Significant influence is the power to participate
in the financial and operating policy decisions of the investee, but is not control over those policies.
The considerations made in determining significant influence are similar to those necessary to determine control over
subsidiaries. The Group’s investment in its associates is accounted for using the equity method. Under the equity
method, the investment in an associate is initially recognised at cost. The carrying amount of the investment is adjusted
to recognise changes in the Group’s share of net assets of the associate since the acquisition date. The statement of
profit or loss reflects the Group’s share of the results of operations of the associate.
(y)
Share-based payment transactions
Equity-settled share-based payments are measured at the fair value determined at the grant date of the equity-settled
share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of
equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period,
the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the
original estimates, if any, is recognised in the Statement of Profit and Loss and Other Comprehensive Income such that
the cumulative expense reflects the revised estimate, with a corresponding adjustment to reserves.
Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of
the goods or services received, except where that fair value cannot be estimated reliably, in which case they are
measured at the fair value of the equity instruments granted, measured at the date the entity obtains the goods or the
counterparty renders the service.
For cash-settled share-based payments, a liability equal to the portion of the goods or services received is recognised at the
current fair value determined at each reporting date.
(z)
Fair Value of Assets and Liabilities
The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending
on the requirements of the applicable Accounting Standard.
Fair value is 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. The fair value measurement is based on the presumption that
the transaction to sell the asset or transfer the liability takes place either:
•
•
In the principal market for the asset or liability; or
In the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling it to another market participant that would use the
asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximising the use of relevant observable inputs and minimising the use of
unobservable inputs.
2023 ANNUAL REPORT | 65
65
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
60
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
•
•
•
Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement
is directly or indirectly observable; or
Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement
is unobservable.
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines
whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest
level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the
nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
66 | L ATIN RESOURCES
66
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
61
3.
SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
In the process of applying the Group’s accounting policies management makes judgements. In addition, the carrying
amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events.
The key judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of certain assets and liabilities within the next annual reporting period are:
Determination of mineral resources and ore reserves
The Group reports its mineral resources and ore reserves in accordance with the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves, 2004 Edition (the JORC code) as a minimum standard. The
information on mineral resources and ore reserves were prepared by or under the supervision of Competent Persons
as defined in the JORC code.
There are numerous uncertainties inherent in estimating mineral resources and ore reserves and assumptions that are
valid at the time of estimation may change significantly when new information becomes available.
Changes in the forecast prices of commodities, exchange rates, production costs or recovery rates may change the
economic status of reserves and may, ultimately, result in reserves or resources being restated.
Impairment of exploration and evaluation assets
The Group accounts for exploration and evaluation assets in accordance with its policy (refer Note 2(r)).
An impairment exists when the carrying amount of an asset or cash generating unit exceeds its estimated recoverable
amount. The asset or cash generating unit is then written down to its recoverable amount. Any impairment losses are
recognised in the statement of profit or loss and other comprehensive income.
The Group’s projects are considered to not be at the stage that permits a reasonable assessment of the existence or
otherwise of economically recoverable reserves.
The future recoverability of Exploration and evaluation assets is dependent on a number of factors, including whether
the Group decides to exploit the related concession itself or, if not, whether it can successfully recover the related
exploration and evaluation asset through sale.
Factors that could impact the future recoverability include the level of reserves and resources, future technological
changes, which could impact the cost of mining, future legal changes (including changes to environmental restoration
obligations) and changes to commodity prices.
To the extent that capitalised Exploration and evaluation expenditure is determined not to be recoverable in the future,
profits and net assets will be reduced in the period in which this determination is made.
Deferred income tax benefit from carried forward tax losses
The future recoverability of the carried forward tax losses are dependent upon Group’s ability to generate taxable profits
in the future in the same tax jurisdiction in which the losses arise. This is also subject to determinations and assessments
made by the taxation authorities.
The recognition of a deferred tax asset on carried forward tax losses (in excess of taxable temporary differences) is
dependent on management’s assessment of these two factors. The ultimate recoupment and the benefit of these tax
losses could differ materially from management’s assessment.
IGV/VAT recoverability
Included in exploration and evaluation assets (Note 14) are an amount that relates to VAT paid by the Group that will
only be recovered by its Peruvian subsidiary through making future sales. A portion of this amount relates to VAT
expenditure on the Guadalupito Project. The Directors have confirmed that the termination of the Guadalupito project
does not impact the rights of the Group to benefit from the total VAT recoverable from future sales.
2023 ANNUAL REPORT | 67
67
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
62
Significant influence assessment
Judgement is also required to assess whether the Group has the ability to exert significant influence over the financial
and operating policies of its investees without having full control. The Group has assessed that it does hold significant
influence despite ownership percentages equal to or less than 20% of the voting rights in the investees given board
representation and influence over operational decisions. The Group has applied the equity method of accounting in
accordance with AASB 128 Investment in Associates and Joint Ventures.
Equity settled share-based payments
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 an external valuation using Black
Scholes and Hoadley’s Hybrid ESO models, using the assumptions detailed in Note 19 share-based payments.
68 | L ATIN RESOURCES
68
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
63
4.
OPERATING SEGMENT INFORMATION
The Group has identified its operating segments in accordance with its accounting policy as set out in Note 2(g) and
based on the internal reports that are reviewed and used by the Board (chief operating decision maker) in assessing
performance and in determining the allocation of resources. The Group’s four operating segments are Australia, Brazil,
Peru and Argentina.
The following is an analysis of the Group’s revenues, results, assets, liabilities by reportable operating segment.
31 December 2023
Other income
Other operating
expenses
Exploration expenses
Share-based payments
Impairment of
investments in JVs
Share of results of joint
ventures
Total segment expenses
Segment results
Australia
$
-
(1,934)
(22,792)
-
-
-
(24,726)
(24,726)
Brazil
$
-
-
-
-
-
-
-
-
Peru
$
2,666
Argentina
$
Unallocated
$
Total
$
-
1,631,328
1,633,994
(195,206)
-
-
-
(348,829)
-
(5,573,784)
(86,449)
(13,190,317)
(5,770,924)
(458,070)
(13,190,317)
-
-
(1,253,614)
(1,253,614)
-
(195,206)
(192,540)
-
(348,829)
(348,829)
(405,291)
(20,509,455)
(18,878,127)
(405,291)
(21,078,216)
(19,444,222)
Segment assets
Segment liabilities
18,878,237
(643,364)
46,772,225
(5,775,820)
3,803,148
(149,887)
70,300
(25,418)
53,251,502
(756,277)
122,775,412
(7,350,766)
*31 December 2022
Restated
Other income
Other operating
expenses
Finance expense
Gain on derecognition of
financial liabilities
Exploration expenses
Share-based payments
Impairment of
investments in JVs
Share of results of joint
ventures
Total segment expenses
Segment results
Australia
$
-
-
(178,838)
-
-
-
(178,838)
(178,838)
Brazil
$
-
Peru
$
2,686
Argentina
$
-
Unallocated
$
528,905
Total
$
531,591
-
-
-
-
-
-
-
(34,938)
(125)
691,357
(87,473)
-
-
(185,809)
(3,688,012)
(214,381)
(3,908,759)
(214,506)
-
(3,232,955)
691,357
(266,311)
(3,232,955)
(278,525)
(278,525)
-
-
-
-
(568,821)
571,507
-
(185,809)
(185,809)
(476,620)
(7,890,493)
(7,361,588)
(476,620)
(7,686,319)
(7,154,728)
Segment assets
Segment liabilities
9,764,983
(221,000)
12,518,771
(3,742,480)
3,116,947
(244,759)
11,308
(10,447)
26,632,206
(1,188,778)
52,044,215
(5,407,465)
The countries outlined in the table are consistent with the Geographical areas these operations are in.
Segment loss represents the loss incurred by each segment without allocation of corporate overhead costs. This is the
information reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment
performance.
2023 ANNUAL REPORT | 69
69
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
5. OTHER INCOME
Administration fees
Sundry income
Foreign exchange gain
6. EXPENSES
(a) EMPLOYEE BENEFIT EXPENSES
Directors’ remuneration
Salaries and superannuation
Other personnel costs
Capitalisation to exploration and evaluation projects
(b) EQUITY SETTLED SHARE-BASED PAYMENTS
31 December 2023
$
91,299
-
-
91,299
(1,148,000)
(1,840,868)
(374,123)
1,173,215
(2,189,776)
64
*31 December 2022
Restated
$
72,893
101,998
10,739
185,630
(974,667)
(1,283,225)
(138,702)
765,888
(1,630,706)
Directors’ share-based payments
Employees and technical consultants share-based payments
Corporate advisory share-based payments1
Share-based payments in relation to Option Funding Agreement2
(1,216,570)
(557,817)
(378,674)
(1,079,894)
(3,232,955)
1 Prior year share-based payments related to 25,000,000 unlisted option exercisable at $0.03 on or before 12 February 2024 were issued to
Euroz Hartleys on 12 February 2021 after receiving shareholder approval on 10 February 2021.
2 35,000,000 unlisted options exercisable at $0.05 on or before 31 March 2026 were issued on 8 March 2022 to Lind Asset Management XII,
LLC as part of the Option Funding Agreement (OFA) (refer to ASX Announcement – 28 February 2022).
(9,777,052)
(3,413,265)
-
-
(13,190,317)
(c) OTHER EXPENSES
Corporate expenses
Marketing & conferences expenses
Travel expenses
Administrative expenses
Loss on fixed asset sale
(d) FINANCE EXPENSES
Interest expense on right of use assets
Other finance charges
Finance costs in relations to OFA agreement
Foreign exchange losses
(e) DEPRECIATION AND AMORTISATION EXPENSES
Furniture and equipment
Right of use assets
(1,154,388)
(1,080,012)
(596,854)
(504,130)
(5,231)
(3,340,615)
(800,075)
(822,855)
(167,769)
(380,811)
-
(2,171,510)
(13,056)
(9,709)
-
(24,709)
(47,474)
(8,346)
(6,160)
(200,000)
-
(214,506)
(53,327)
(139,732)
(193,059)
(34,296)
(72,247)
(106,543)
70 | L ATIN RESOURCES
70
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
31 December 2023
$
65
*31 December 2022
Restated
$
7. INCOME TAX
The prima facie tax loss before income tax is reconciled to the income tax expense as follows:
Profit/loss before tax
Income tax rate 3
Prima facie tax benefit/(expense) from activities before income tax
Non-deductible expenditure
R&D tax rebate
Deferred tax assets
Current income tax expense/ (benefit)
Income tax expense comprises,
Deferred tax benefit/(expense)
Deferred tax assets
Total tax benefit/ (expense)
Deferred tax assets
Carried forward revenue losses - Australia
Carried forward revenue losses – Peru
Carried forward revenue losses – Brazil
Carried forward revenue losses – Argentina
Carried forward revenue losses – Canada
Carried forward revenue losses – Singapore
Gross deferred tax assets
Unrecognised tax losses
3 The Company is a base rate entity and the 25% company tax rate applies.
(19,444,222)
25%
(4,861,056)
-
4,861,056
-
(4,861,056)
4,861,056
-
7,292,967
132,696
179,043
569,849
2,563
3,121
8,180,239
8,180,239
(7,154,728)
25%
(1,788,682)
90,509
1,788,682
90,509
(1,788,682)
1,788,682
-
6,363,502
103,579
179,043
482,641
-
-
7,128,765
7,128,765
2023 ANNUAL REPORT | 71
71
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
8. EARNINGS PER SHARE
Basic and Diluted EPS (cents per share)
31 December 2023
$
66
*31 December 2022
Restated
$
(0.78)
(0.39)
Loss used in calculating basic and diluted (loss) per share
(19,444,222)
(7,064,219)
Weighted average number of shares
Weighted average number of shares used in basic and diluted EPS
Number
2,503,905,975
Number
1,818,608,908
The weighted average number of shares considers the weighted average effect of changes in share transactions during the
year.
At balance date there were 113,986,160 (2022: 198,239,058) share options and 68,550,000 (2022: 43,509,551) share rights
on issue. The share options and share rights are not considered dilutive as the Group has a net loss.
9. CASH AND CASH EQUIVALENTS
(a) Cash
Cash and cash equivalents include the following:
Cash at bank3
Term deposits4
31 December 2023
$
*31 December 2022
Restated
$
21,788,688
30,000,000
51,788,688
15,909,429
10,000,000
25,909,429
3 Cash at bank earns interest at floating rates based on daily bank deposit rates.
4 Cash funds invested in term deposits, which the Company may draw down with 31 days’ notice without any significant penalties.
(b) Reconciliation of net loss after tax to net cash flows from operating activities
Net (loss) after tax
(19,444,222)
(7,064,219)
Adjustments to reconcile loss after tax to net cash flows from operating activities:
Equity settled share-based payments
Depreciation and amortisation expenses
Finance expenses
Exploration & evaluation expenses
Share of results of joint ventures
Loss on deemed disposal
Impairment of investment carrying value
Gain on derecognition of payable
Loss on fixed asset sale
Foreign exchange
Working capital adjustments:
(increase)/decrease in receivables
(increase)/decrease in other assets
Increase/(decrease) in payables
Increase/(decrease) in provisions
Net cash (outflows) from operating activities
13,190,317
193,059
13,056
(641,265)
405,291
-
1,253,614
-
5,231
3,552
(622,877)
(144,068)
1,938,912
83,667
(3,765,733)
3,232,955
106,543
8,346
(3,013,658)
794,962
(318,342)
278,525
(691,357)
-
-
185,933
(34,187)
3,367,394
16,085
(3,131,021)
9 (c) NON-CASH FINANCING AND INVESTING ACTIVITIES
During the year, the company issued 419,738 broker options to settle expenses and liabilities relating to 2022 placement
amounting to $36,411 Refer Note 19(a).
72 | L ATIN RESOURCES
72
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
10. TRADE AND OTHER RECEIVABLES
31 December 2023
$
67
*31 December 2022
Restated
$
Related party receivables (Note 20)
Project acquisition prepayment5
GST receivables
Other receivables
235,522
-
101,208
243,050
579,780
5 The Group purchased the Gibraltar Halloysite-Kaolin project from a subsidiary of Oar Resources Limited. (ASX announcement - 21
November 2023). The granting of the divisional application was finalised in the subsequent period.
194,492
500,000
18,647
489,518
1,202,657
The Group applies a simplified approach to providing for expected credit losses prescribed by AASB 9, which permits the
use of the lifetime expected loss provision for all trade receivables. To measure the expected credit losses, trade
receivables have been grouped based on shared credit risk characteristics and the days past due. The expected credit
losses also incorporate forward-looking information.
11. OTHER FINANCIAL ASSETS
Term deposits
Security deposits
Total other financial assets
97,985
162,825
260,810
40,000
76,742
116,742
12. INVESTMENTS ACCOUNTED UNDER EQUITY METHOD
At the balance date 31 December 2023, the Company has the following investments which are accounted under
AASB128 Investments in Associates and Joint Venture,
Name of
entity
Country of
incorporation
% of ownership
31 Dec
2023
31 Dec
2022
Nature of
relations
Measurement
method
Carrying amount
31 Dec
31 Dec
2022
2023
$
$
Solis Minerals Limited
(ASX: SLM) 6
Canada
15.25%
13.13%
Associate
Equity method
1,941,943
595,363
Litios del Norte S.A.7
Argentina
50%
50%
Joint Venture
Equity method
240,904
249,942
6 The investment in Solis Minerals Limited, formerly known as Westminster Resources Limited, originated from the settlement of the
sale of the Ilo copper project in Peru.
During the financial year ended 31 December 2022, the Company applied AASB 9 Financial Instrument and accounted for its
investment in Solis Minerals at fair value through profit and loss. Upon review, the Company has determined that the equity method
of accounting is more appropriate given that the Company was deemed to have significant influence over Solis Minerals in the
financial year ended 31 December 2022 given that the Company is the largest shareholder of Solis Minerals and has board
representation.
7 The group entered a joint venture agreement on 26 October 2020 and the JV partner completed the earn-in contribution in the
third quarter of 2022.
During the financial year ended 31 December 2022, the Company accounted for its investment in the Litios joint venture as a
subsidiary. Upon review, the Company determined that joint venture accounting was more appropriate following Integra’s final
contribution in August 2022 to achieve 50% ownership. The Company and Integra Capital now share joint control over Litios through
respective ownership interests (50:50) and equal board representation.
31 December 2023
Carrying amount at 1 January 2023
Share of results for the year8
Additions10
Impairment expenses9
Effect of foreign exchange
Carrying amount at 31 December 2023
Solis Minerals Ltd
$
595,363
(529,296)
3,000,000
(1,124,124)
-
1,941,943
Litios del Norte SA
$
249,942
124,005
-
(129,490)
(3,553)
240,904
Total Investments
$
845,305
(405,291)
3,000,000
(1,253,614)
(3,553)
2,182,847
2023 ANNUAL REPORT | 73
73
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
68
*31 December 2022
Restated
Carrying amount at 1 January 2022
Impairment expenses9
Share of results for the period8
Carrying amount at 31 December 2022
Solis Minerals Ltd
$
1,274,107
(278,525)
(400,219)
595,363
Litios del Norte SA
$
290,431
-
(40,489)
249,942
Total Investments
$
1,564,538
(278,525)
(440,708)
845,305
8 Profit or loss for the period is the amount attributed to the Group.
9 Impairment written down relating to the excess carrying amount of the investment. The quoted price of SLM as at 31 December
2023 was $0.145 (2022: $0.075)
10 The Company participated in Solis’ private placement resulting in an increase in ownership to 15.25%
13. PLANT AND EQUIPMENT
31 December 2023
(a) Furniture and equipment at cost:
At cost
Accumulated Depreciation
Balance at 31 December
(b) Movement in furniture and equipment:
Balance at 1 January
Additions
Disposals
Depreciation
Transferred to exploration and evaluation projects
Effect of foreign exchange
Balance at 31 December
14. EXPLORATION AND EVALUATION ASSETS
Balance at the beginning of the financial year
Exploration expenditure during the year
2022 R&D tax rebate in relation to the project
Other expenses (GST/VAT movement) 12
Impairment of exploration and evaluation costs
Tenement acquisition costs 13 14 15
Effect of foreign exchange
Balance for the end of the financial year
31 December 2023
$
823,910
(168,563)
655,347
*31 December 2022
Restated
$
559,448
(94,025)
465,423
465,423
320,969
(33,564)
(53,327)
(73,943)
29,789
655,347
116,462
400,940
-
(34,296)
-
(17,683)
465,423
31 December 2023
$
23,828,213
42,522,102
(1,014,898)
134,337
-
-
998,552
66,468,306
*31 December 2022
Restated
$
8,336,261
15,691,959
-
36,862
(266,312)
77,105
(47,662)
23,828,213
12 The goods and services tax/value added tax (GST/VAT) refers to a receivable by the company’s subsidiary in Peru which can only be
offset against GST/VAT attributable to future operations.
13 The Group exercised option agreement over the Peep O’Day gold prospect on 8 July 2022, the company issued the 6,000,000 shares
to the Vendor following the grant of the Peep O’Day tenement.
14 During FY2022, the company issued 772,962 shares as part of considerations for exercise of option to acquire tenements at the
Company’s Salinas Lithium Project in Brazil.
15 The Group purchased Gibraltar Halloysite-Kaolin project from a subsidiary of Oar Resources Limited. (ASX announcement – 21
November 2023). The granting of application was finalised in the subsequent period.
74 | L ATIN RESOURCES
74
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
15. TRADE AND OTHER PAYABLES
Trade payables
Accrued expenses
Other payables
Trade payables are generally 30 days term from end of invoice month.
16. LEASES
(a) Right of use assets at cost:
Balance at 1 January
Additions
Accumulated depreciation
Balance at 31 December
(b) Movements in lease liabilities:
Balance at 1 January
Additions
Interest expenses
Repayment of liabilities
Balance at 31 December
Current
Non-current
(c) Right of use assets impact on the Profit and loss
Depreciation of right of use assets
Interest expense
Total recognised in the Profit and Loss
31 December 2023
$
69
*31 December 2022
Restated
$
6,448,939
58,330
459,453
6,966,722
4,165,179
30,000
832,631
5,027,810
31 December 2023
$
299,323
57,166
(139,732)
216,757
*31 December 2022
Restated
$
-
371,570
(72,247)
299,323
302,916
57,166
13,056
(149,500)
223,638
-
371,570
8,346
(77,000)
302,916
145,890
77,748
121,651
181,265
139,732
13,056
152,788
72,247
8,346
80,593
The Company recognised leases as right of use assets and corresponding liabilities at the date which the leased premises
are available for use by the Company. Right of use assets reflect the lease liabilities and is depreciated over the term of
the leases. Lease liabilities were measured at the present value basis, discounting using borrowing rate from RBA. The
incremental borrowing rate used for the year was 4.18% - 6.42% (2022: 4.18%).
The Group presented interest expense on lease liabilities under finance costs and the depreciation charge on the right-
of-use assets under depreciation expenses. The finance cost is charged separately to Consolidated Statement of Profit or
Loss and Other Comprehensive income over the lease period.
17. PROVISIONS
Employee benefits
Current
Non-current
31 December 2023
$
160,406
*31 December 2022
Restated
$
76,739
150,280
10,126
76,739
-
2023 ANNUAL REPORT | 75
75
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
70
18. CONTRIBUTING EQUITY
a) Ordinary shares
Ordinary shares
Treasury shares
31 December 2023
$
197,396,394
141,600
197,537,994
*31 December 2022
Restated
$
103,021,815
141,600
103,163,415
The total number of issued shares at 31 December 2023 was 2,793,806,200 (2022: 2,148,314,127)
The total treasury shares under the Company’s Loan Funded Share Plan at 31 December 2023 was 4,000,000 (2022: 4,000,000)
(b) Movements in ordinary shares
31 December 2023
Balance at 1 January 2023
Placement @ $0.105
Placement @ $0.25
Transferred in from share option reserve
Listed options conversion
Unlisted options conversion
Vesting and conversion of share rights
Milestone share-based payments for acquisitions of project
tenements17
Less: costs of issue
Closing balance at 31 December 2023
Number
2,148,314,127
353,333,334
140,000,000
-
40,370,074
32,888,840
77,695,717
1,204,108
2,793,806,200
2023 $
$103,163,415
$37,100,000
$35,000,000
$9,113,655
$484,441
$3,167,420
$13,439,620
$445,520
($4,376,077)
$197,537,994
17 The Group issued 1,204,108 shares to Vendors for reaching 10Mt JORC resource for the Salinas Lithium Project in Brazil.
*31 December 2022
Restated
Balance at 1 January 2022
Placement
Listed options conversion
Unlisted options conversion
Shares issued in lieu of fees to consultant
Vesting and conversion of share rights
Share-based payments for acquisitions of project tenements
Less: costs of issue
Balance at 31 December 2022
Number
1,422,776,263
218,750,000
397,119,704
72,166,667
8,000,000
22,728,531
6,772,962
2,148,314,127
2022 $
$59,835,944
$35,000,000
$4,765,436
$3,201,667
$240,000
$1,914,981
$77,105
($1,871,718)
$103,163,415
76 | L ATIN RESOURCES
76
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
71
19. CAPITAL RESERVES
At balance date 31 December 2023, the Group has the following capital reserves,
Share options reserve
Share rights reserve
Foreign currency reserve
31 December 2023
$
346,992
4,204,660
5,194,169
9,745,821
*31 December 2022
Restated
$
9,424,236
1,612,415
4,851,631
15,888,282
Nature and purpose of share-based payment reserves
The share-based payments reserve is used to recognise the value of equity benefits provided to directors, employees
and other parties. Refer Note 6(b) for further details regarding share-based payments.
(a) Share options reserves
(i) Movements in share options
Balance at beginning of the financial year
Options exercised, converted and transferred out to issued capital
Issued of 35 million Lind Partners
Issued of 4 million broker options
Balance at the end of financial year
(ii) Movement in the balance of share options
Outstanding balance at beginning of period
Listed options exercised
Listed options lapsed unexercised
Unlisted options exercised
New issue unlisted option $0.05 expiring 31 March 2026
New issue unlisted option $0.22 expiry April 2027
Outstanding balance at end of the period
31 December 2023
*31 December 2022
Restated
$
9,424,236
(9,113,655)
-
36,411
346,992
Number
198,239,058
(40,370,074)
(11,413,722)
(32,888,840)
-
419,738
113,986,160
$
8,033,761
-
1,079,894
310,581
9,424,236
Number
508,570,167
(397,119,704)
-
(72,166,667)
35,000,000
123,955,262
198,239,058
The outstanding balance of share options as at 31 December 2023 is represented by:
•
113,986,160 unlisted options exercisable at $0.22 per option expiring 27 April 2027.
2023 ANNUAL REPORT | 77
77
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
72
(b) Share rights reserves
The Group issued Securities Incentive Rights Plan to attract, motivate and retain key employees and provide them with
the opportunity to participate in the future growth of the Group.
Securities Incentive Rights Plan
(i) Movements in share rights
Balance at beginning of the financial year
Granted as share rights 18 19 20
Vested and conversion of share rights
Balance at the end of financial year
(ii) Movement in the balance of share rights
Outstanding balance at beginning of period
Granted as share rights 18 19 20
Vested and conversion of share rights
Lapsed of share rights
Outstanding balance at end of the period
31 December 2023
$
1,612,415
16,031,865
(13,439,620)
4,204,660
Number
43,509,551
103,025,000
(77,734,551)
(250,000)
68,550,000
*31 December 2022
Restated
$
1,753,011
1,774,385
(1,914,981)
1,612,415
Number
11,009,552
44,434,091
(11,934,092)
-
43,509,551
18 The terms and conditions of the share rights has been disclosed in the Notice of Meeting for the shareholder meeting held on 10
February 2021 and the issue was approved by shareholders at the meeting.
19 The terms and conditions of the share rights has been disclosed in the Notice of Meeting for the shareholder meeting held on 30
May 2022 and the issue was approved by shareholders at the meeting.
20 The terms and conditions of the share rights has been disclosed in the Notice of Meeting for the shareholder meeting held on 30
May 2023 and the issue was approved by shareholders at the meeting.
The Group may offer share rights to eligible persons under the Company’s existing Securities Incentive Plan. Executive
directors and full time and permanent part time employees are eligible persons for the purposes of the Securities
Incentive plan.
Share rights are issued to the key employees and are vested based on completion of a service period and / or
achievement of specific performance objectives.
The Board in their absolute discretion determine the number of share rights to be offered and the criteria that may
apply. Offers made under the rights plan must set out the number of share rights, the vesting conditions and the
measurement period.
The rights are issued for no consideration, however, the vesting of the benefits is conditional on achieving certain
measurable performance measures. The performance measure for retention rights is resource growth for the Salinas
Lithium Project. Vesting of the share rights is measured over a 3-5 years interval after the commencement of the
respective measurement period. At the end of the measurement period and subject to the service and performance
conditions being met, each share right will convert into one ordinary share in the Company.
Where a non-executive director or employee ceases employment prior to their incentives vesting due to resignation or
termination for cause, incentives will be forfeited. Where a non-executive director or employee ceases employment for
any other reason, they may at the Board’s discretion, retain a number of unvested share rights on a pro-rata basis to
reflect their period of service during the measurement period.
78 | L ATIN RESOURCES
78
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
73
Current year issue
At the General Meeting on 30 May 2023, shareholder approved the granting of 73,000,000 share rights under Securities
Incentive Rights Plan to Directors with the following milestones,
Performance
Milestone
2023 T1 21
2023 T2 21
2023 T3 21
2023 T4 22
Total number of share rights granted
Grant date
30/05/2023
30/05/2023
30/05/2023
30/05/2023
Expiry date
30/05/2028
30/05/2028
30/05/2028
30/05/2028
Number Granted
21,000,000
21,000,000
21,000,000
10,000,000
73,000,000
Vesting conditions
Non-market vesting
Non-market vesting
Non-market vesting
Market vesting
Total Fair Value $
$3,885,000
$3,885,000
$3,885,000
$1,685,000
$13,340,000
21 Share rights were valued at $0.1850 per share right based on share price at grant date.
22 Share rights were value at $0.1685 based on Hoadley’s Hybrid ESO model assuming 5-year measuring period, 3.41% risk-free
interest rate and 100% volatility.
The share rights have the following milestones,
T1 share rights vest upon confirmation of a minimum of 40 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T2 share rights vest upon confirmation of a minimum of 60 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T3 share rights vest upon confirmation of a minimum of 80 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T4 share rights vest if the market capitalisation of the Company reaches A$1 billion for a continuous period of 30 days.
There were 31,000,000 share rights outstanding as at 31 December 2023.
Prior year issue
At the General Meeting on 19 December 2022, shareholder approved the granting of 19,500,000 share rights under
Securities Incentive Rights Plan to Directors with the following vesting profile,
Performance
Milestone
2021 plan 23
2021 plan 24
Mr Gale 25
Mr Oliver 25
Mr Oliver 26
Total number of share rights granted
Grant date
10/02/2021
10/02/2021
19/12/2022
19/12/2022
19/12/2022
Expiry date
31/12/2022
31/12/2022
19/12/2027
19/12/2027
19/12/2027
Number Granted
5,699,551
5,310,000
7,500,000
5,000,000
7,000,000
30,509,551
Vesting conditions
Non-market vesting
Market vesting
Non-market vesting
Non-market
Market vesting
Total Fair Value $
$313,475
$274,527
$825,000
$550,000
$619,250
$2,582,252
23 Share rights were valued at $0.055 per share right based on share price at grant date.
24 Share rights were value at $0.0517 based on Hoadley’s Hybrid ESO model assuming 5-year measuring period, 0.09% risk-free
interest rate and 205.2% volatility.
25 Share rights were valued at $0.11 per share right based on share price at grant date.
26 Share rights were value at $0.0816-$0.0938 based on Hoadley’s Hybrid ESO model assuming 5-year measuring period, 3.25% risk-
free interest rate and 100% volatility.
Mr Gale’s share rights have the following milestones,
T1 share rights vest upon confirmation of a minimum of 10 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T2 share rights vest upon confirmation of a minimum of 20 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T3 share rights vest upon confirmation of a minimum of 30 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T4 share rights vest upon confirmation of a Definitive Feasibility Study for the LRS Brazil Lithium Project.
Mr Oliver’s share rights have the following milestones,
T1 share rights vest upon continuing one-year employment service;
T2 share rights vest upon continuing two-year employment service;
T3 share rights vest if the market capitalisation of the Company reaches A$0.8 billion for a continuous period of 30 days;
T4 share rights vest if the market capitalisation of the Company reaches A$1 billion for a continuous period of 30 days;
T5 share rights vest if the market capitalisation of the Company reaches A$1.2 billion for a continuous period of 30 days;
T6 share rights vest if the market capitalisation of the Company reaches A$1.5 billion for a continuous period of 30 days;
There were 10,000,000 share rights outstanding as at 31 December 2023.
2023 ANNUAL REPORT | 79
79
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
74
To be issued
At the General Meeting on 30 January 2024, shareholder approved the granting of 13,000,000 share rights to Mr Gale
with the following performance milestones,
T1 share rights vest upon the lodgement of the Company’s Development Application for its Salinas Lithium Project in
Brazil;
T2 share rights vest upon the formal granting of the Company’s Development Application for its Salinas Lithium Project
in Brazil;
T3 share rights vest upon the Board Company making the final investment decision to commence the construction of
the Brazil Lithium Project, including having all required approvals and funding in place to complete the construction of
the Brazil Lithium Project.
Details of employees and consultants share rights are as follows:
Performance Milestone
2022 plan 27
2022 plan 28
2023 plan 29
2023 plan 29
2023 plan 29
2023 plan 30
2023 plan 31
2023 plan 32
Total number of share rights
Grant date
Various
Various
03/07/2023
03/07/2023
03/0/2023
Various
13/03/2023
03/07/2023
Expiry date
Various
Various
03/07/2028
03/07/2028
03/07/2023
Various
Various
various
Number Granted
6,250,000
10,000,000
Vesting conditions
Non-market
Non-market
11,400,000
350,000
12,000,000
4,000,000
500,000
1,775,000
46,275,000
Non-market
Non-market
Non-market
Non-market
Market
Non-market
27 Share rights were valued at $0.0390-$0.0980 per share right based on share price at grant date. 4% of the share rights were
forfeited during the year.
28 Share rights were valued at $0.0390-$0.0730 per share right based on share price at grant date.
29 Share rights were valued at $0.3450 per share right based on share price at grant date.
30 Share rights were valued at $0.1150-$0.2400 per share right based on share price at grant date.
31 Share rights were value at $0.0770-$0.0890 based on Hoadley’s Hybrid ESO model assuming 2-3 year measuring period, 3.19-3.20%
risk-free interest rate and 100.8-145.0% volatility.
32 Share rights were valued at $0.1850-$0.2400 per share right based on share price at grant date.
Employees and consultants share rights have the following milestones,
Share rights vest upon continuing employment services;
Share rights vest upon completion of specific performance condition;
Share rights vest upon continuing two-year service and if the market capitalisation of the Company reaches A$0.5 billion
for a continuous period of 30 days;
Share rights vest upon continuing three-year service and if the market capitalisation of the Company reaches A$0.1
billion for a continuous period of 30 days.
T1 share rights vest upon confirmation of a minimum of 10 Mt inferred JORC Resources for the LRS Brazil Lithium Project.
T2 share rights vest upon confirmation of a minimum of 20 Mt inferred JORC Resources for the LRS Brazil Lithium Project.
T3 share rights vest upon confirmation of a minimum of 30 Mt inferred JORC Resources for the LRS Brazil Lithium Project.
T4 share rights vest upon confirmation of a minimum of 40 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
T5 share rights vest upon confirmation of a minimum of 50 Mt inferred JORC Resources for the LRS Brazil Lithium Project.
T6 share rights vest upon confirmation of a minimum of 80 Mt inferred JORC Resources for the LRS Brazil Lithium Project;
2022 Securities Incentive Rights Plan T6, Share rights vest upon confirmation of a Definitive Feasibility Study for the LRS
Brazil Lithium Project.
There were 9,750,000 share rights outstanding as at 31 December 2023.
80 | L ATIN RESOURCES
80
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
75
(c) Foreign currency translation reserve
Nature and purpose of foreign currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from the translation of the
financial statements of foreign subsidiaries.
Movements in foreign currency translation reserve:
Balance at beginning of the financial year
Foreign currency translations
Balance at the end of financial year
20. RELATED PARTY DISCLOSURES
31 December 2023
$
4,851,631
342,538
5,194,169
*31 December 2022
Restated
$
5,369,761
(518,130)
4,851,631
Information regarding individual directors’ and executives’ compensation and equity instrument disclosures are
disclosed in the Remuneration report.
a) Compensation other key management personnel
Short term employee benefits
Post-employment benefits
Share-based payments
(b) Related party transactions
31 December 2023
$
1,858,701
69,505
12,700,476
14,628,682
*31 December 2022
Restated
$
1,373,563
62,621
1,521,478
2,957,663
The following related party transactions have occurred during the financial year ended 31 December 2023.
The Company paid a total of $212,310 for legal services to Bowen Buchbinder Vilensky Lawyers, a business which Mr
Vilensky is a director. At 31 December 2023, there was an outstanding payable of $23,760 to Bowen Buchbinder Vilensky
Lawyers and the amount has been fully paid at the date of this report.
The Company invoiced $42,534 for expenses to Allegra Capital Pty Ltd, an entity which Mr Chris Gale is a director. At 31
December 2023, there was an outstanding receivable of $332 to Allegra Capital and the amount has been fully paid at
the date of this report.
The Company invoiced $127,303 for the shared administration services to Oar Resources Ltd, a listed entity which Mr
Gale and Mr Vilensky are common directors. At 31 December 2023, there was a receivable of $189,632 owed by Oar
Resources Ltd. During the reporting period, the Group purchased Gibraltar Halloysite-Kaolin project from a subsidiary
of Oar Resources Limited for $500,000. The cash consideration was fully paid on 22 November 2023.
The Company invoiced $88,505 for the shared administration and technical services to Solis Minerals Ltd, a listed entity
which Mr Gale is a common director. At 31 December 2023, there was an outstanding payable of $3,565 to Solis Minerals
that has been fully paid at the time of this report. During the reporting period, the Company provided a total amount
BRL$2,791,537 as a temporary financial facility to a subsidiary of Solis Minerals that was fully repaid during the financial
year with terms including repayment within 24 hours and interest charged at 0% per annum.
2023 ANNUAL REPORT | 81
81
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
76
(c) Subsidiaries
Latin Resources Limited has the following subsidiaries:
Subsidiaries
Peruvian Latin Resources S.A.C.
Minera Dylan S.A.C.
Recursos Latinos S.A.
Mineração Ferro Nordeste Ltda
Electric Metals Pty Ltd
Belo Lithium Mineração Ltda
ESG Minerals Ltd
Lotus Minerals Pty Ltd
LRS Canada Inc
LRS Singapore Pte Ltd
Associates
Solis Minerals Ltd
Joint Control
Litios del Norte S.A.
Country of
incorporation
Peru
Peru
Argentina
Brazil
Australia
Brazil
Australia
Australia
Canada
Singapore
31 December 2023
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Equity Holding %
*31 December 2022
Restated
100%
100%
100%
100%
100%
100%
100%
100%
0%
0%
Canada
15.25%
13.13%
Argentina
50%
50%
Peruvian Latin Resources Limited SAC and Mineracao Ferro Nordeste Ltda are effectively 100% owned by the Company
through 99.9% of shares held directly and 0.1% of shares are held in trust on behalf of the Company. Minera Dylan SAC
is 50% each owned by the Company and PLR.
The Company has advanced funds to Recursos Latinos S.A., Peruvian Latin Resources Limited SAC, Belo Lithium
Mineracao Ltda and Mineracao Ferro Nordeste Ltda which at the date of this report do not attract interest and are not
subject to a repayment schedule.
Litios del Norte S.A. has been incorporated as a wholly owned subsidiary which held the Group’s Catamarca lithium
pegmatite projects with Argentinian investment group Integra Capital S.A. subscribing for additional shares as joint
venture partner. At balance date the company has a 50% (2022: 50%) direct shareholding in the capital of Litios del
Norte S.A. The Company and Integra Capital have joint control over Litios through their respective ownership interest
and equal board representation.
(d) Ultimate Parent Company
Latin Resources Limited is the ultimate parent company of the Group.
Parent Entity Information
31 December 2023
$
*31 December 2022
Restated
$
50,509,106
11,720,663
62,229,769
25,621,459
24,280,922
49,902,381
(1,311,766)
(87,874)
(1,399,640)
60,830,129
(1,228,516)
(181,265)
(1,409,781)
48,492,600
Financial Position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net assets
82 | L ATIN RESOURCES
82
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
77
Equity
Contributing equity
Reserves
Accumulated losses
Total Equity
Financial Performance
Loss for the year
Other comprehensive loss
Total comprehensive loss for the year
21. AUDITOR’S REMUNERATION
Audit services
Audit/ review of the financial report by Ernst & Young
Audit/ review of the financial report by Hall Chadwick
Total audit services
Other services
Taxation and compliance and advisory by Ernst & Young
Total auditor remuneration
22. COMMITMMENTS
(a) Exploration Commitments
Not later than one year
Later than one year but not later than five years
Later than five years
(b) Expenditure Commitments
Not later than one year
Later than one year but not later than five years
Later than five years
31 December 2023
$
*31 December 2022
Restated
$
(197,537,994)
(4,548,099)
141,255,964
(60,830,129)
(103,163,415)
(11,036,651)
65,707,466
(48,492,600)
(18,855,393)
-
(18,855,393)
(10,713,041)
-
(10,713,041)
31 December 2023
$
105,000
-
105,000
*31 December 2022
Restated
$
-
33,500
33,500
25,500
130,500
-
33,500
366,000
955,000
30,000
1,351,000
757,667
2,939,333
-
3,697,000
978,780
141,395
-
1,120,175
1,051,232
1,053,480
-
2,104,712
Included in the commitments are payments to acquire future mining rights.
2023 ANNUAL REPORT | 83
83
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
78
23. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
(a)
Interest rate risk
Interest rate risk is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest
rates. The Group is exposed to interest rate risk on its cash and cash equivalent balances.
The Board constantly monitors its interest rate exposure and attempts to maximise interest income by using a mixture
of fixed and variable interest rates, whilst ensuring sufficient funds are available for the Group’s operating activities.
As at 31 December 2023 the Group had the following exposure to Australian variable interest rate risk.
Interest rate risk
Cash & cash equivalents
31 December 2023
$
*31 December 2022
Restated
$
49,942,898
25,095,123
Movement of 50 basis points on the interest rate (considered a reasonably possible change) would not have a material
impact on the consolidated loss or equity.
(b)
Credit risk
Credit risk is the risk to the Group if a counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss.
The Group’s maximum exposure to credit risk at the reporting date in relation to each class of recognised financial asset
is the carrying amount of those assets as indicated in the Consolidated Statement of Financial Position.
Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents (refer Note 9(a)) and
trade and investment in associates (refer Note 12).
The Group only trades with recognised creditworthy third parties. The Group only invests in high credit quality financial
institutions.
(c)
Liquidity risk
31 December 2023
Trade and other payables
Lease liabilities
31 December 2022
Trade and other payables
Lease liabilities
(d)
Price risk
Less than
1 month
$
6,966,722
11,892
6,978,614
Less than
1 month
$
5,027,943
9,945
5,037,888
1-3
months
$
-
35,676
35,676
1-3
months
$
-
29,731
29,731
3-12
months
$
-
98,321
98,321
3-12
months
$
-
81,975
81,975
1-5
years
$
-
77,748
77,748
1-5
years
$
-
181,265
181,265
5+
years
$
-
-
-
5+
years
$
-
-
-
Total
$
6,966,722
223,637
7,190,359
Total
$
5,027,943
302,916
5,330,859
The Group is exposed to equity securities price risk and commodity price risk.
The Group’s equity investment is publicly traded on the Australian Securities Exchange (ASX).
(e)
Capital management
The Board is responsible for capital management of the Group. The Board’s objective is to ensure the entity continues
as a going concern as well as to maintain an optimal structure to reduce the cost of capital.
The Group is dependent from time to time on its ability to raise capital from the issue of new shares, obtain debt and
its ability to realise value from its existing assets. This involves the use of cashflow forecasts to determine future capital
management requirements.
Capital management is undertaken to ensure a secure, cost effective and flexible supply of funds is available to meet
the Group’s operating and capital expenditure requirements.
As at 31 December 2023 the Group is not subject to any external capital requirements.
84 | L ATIN RESOURCES
84
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
79
(f)
Fair values
The fair value of financial assets and financial liabilities is based upon market prices at which an asset could be
exchanged, or a liability settled, between knowledgeable, willing parties in arm’s length transaction or by discounting
the expected future cash flows by the current interest rates for assets and liabilities with similar risk profiles. The
carrying amount of financial assets and financial liabilities other than lease liabilities recognised in the Consolidated
Statements of Financial Position approximates their fair value.
g)
Currency risk
The Group has transactional currency exposures from operating costs and concession payments that are denominated
in currencies other than the Australian Dollar (AUD). The currency in which these transactions are primarily
denominated is the United States Dollar (USD).
The Board attempts to mitigate the effect of its foreign currency exposure by acquiring USD in accordance with budgeted
expenditures when the exchange rate is favourable. Where possible receipts of USD are maintained in a USD account
as a natural hedge. The USD are converted to AUD at prevailing rates as AUD funds are required.
As at 31 December 2023, the Group had the following exposure to USD that is not designated in cash flow hedges:
Exposure to USD
Financial assets
Cash & cash equivalents
Trade & other receivables
Financial liabilities
Trade & other payables
Provisions
Net exposure
31 December 2023
$
*31 December 2022
Restated
$
1,845,790
295,260
2,141,050
814,299
1,886,344
2,700,643
(5,869,997)
(81,128)
(5,951,125)
(3,810,075)
(3,977,321)
(20,365)
(3,997,686)
(1,297,043)
The following sensitivity analysis is based on the judgements by management of reasonably possible movements in
foreign exchange rates after consideration of the views of market commentators. The sensitivity is also based on foreign
currency risk exposures to financial asset and liability balances as at 31 December 2023.
The following tables demonstrate the sensitivity to a reasonably possible change in the AUD/USD exchange rate with
all other variables held constant.
The impact on the Group’s pre-tax profit is due to changes in the fair value of monetary assets and liabilities. The impact
on the Group’s equity is due to changes in the fair value of the deferred consideration.
The Group’s exposure for all other currencies is not material.
31 December 2023
AUD/USD +10%
AUD/USD -10%
*31 December 2022
AUD/USD +10%
AUD/USD -10%
Effect on results
Effect on equity
(381,008)
381,008
381,008
(381,008)
(129,704)
129,704
(129,704)
129,704
The movement in pre-tax profit is a result of changes to the fair value of monetary assets and liabilities denominated in
USD.
2023 ANNUAL REPORT | 85
85
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
80
24. ADJUSTMENTS TO THE COMPARATIVE PERIOD
During the reporting period, the Company reviewed the accounting treatments applied in relation to its investments in
Solis Minerals and Litios and Exploration and Evaluation Assets. Based on this assessment this resulted in the accounting
treatment being revised and Comparatives have been restated accordingly.
1 Restatements associated with the Company’s Litios joint venture in Argentina
In the consolidated financial statements for the year ended 31 December 2022, the Company accounted for its
investment in Litios as a subsidiary. The Company identified that the investment in Litios should have been accounted
for as a joint venture given that from August 2022 the Company had joint control over Litios following Integra’s final
contribution to achieve 50 per cent ownership in Litios. The Company and Integra Capital have joint control over Litios
through their respective ownership interests (50:50) and equal board representation.
Joint control is defined as the contractually agreed sharing of control of an arrangement, which exists only when
decisions about the relevant activities require the unanimous consent of the parties sharing control. Under joint venture
accounting, the investment in Litios is accounted for using equity accounting whereby the investment is initially
recognised at cost and adjusted thereafter for the post-acquisition changes in the investor’s share of the investee’s net
assets. The investor each period recognises its share of both the investee’s profit or loss and other comprehensive
income.
The impact on the Company’s consolidated financial statements resulted in the de-recognition of the assets, liabilities
and equity of Litios at the date the Company lost control of Litios and the recognition of an investment in joint venture
of $249,942. The impact on the 31 December 2022 consolidated statement of financial position from the change in
accounting treatment is a decrease in net assets of $511,163. The net impact on the Company’s consolidated statement
of profit or loss and other comprehensive income for the year ended 31 December 2022 is $193,586. The full effect of
the restatement on 31 December 2022 balances are disclosed in the table below.
2 Restatements associated with the Company’s investment in Solis Minerals
In the 2022 financial statements, the Company accounted for its investment in Solis Minerals at fair value through profit
and loss. The Company has determined that its investment should have been accounted as an investment in associate
as the Company was deemed to have significant influence over Solis Minerals in the financial year ended 31 December
2022. Significant influence has been assessed as the Company is the largest shareholder of Solis Minerals and has board
representation.
An investment in associate is accounted for using the equity method of accounting. The equity method is a method of
accounting whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition
changes in the investor’s share of the investee’s net assets. The investor each period recognises its share of both the
investee’s profit or loss and other comprehensive income.
Given that the fair value of the Company’s investment in Solis Minerals at 31 December 2022 – determined by Solis
Minerals’ share price – was below the restated carrying value of the investment in associate, the net financial impact
from the change in accounting treatment on the consolidated financial statements is nil. Changes to reporting
classifications within the consolidated statement of profit or loss and other comprehensive income have been reflected.
The full effect of the restatement on 31 December 2022 balances are disclosed in the table below.
3 Restatement of historical exploration and evaluation expenditure
The Company has undertaken a review of historical expenditure capitalised as part of exploration and evaluation assets
and identified that $3,423,865 did not meet the criteria under the Company’s accounting policy to be capitalised. The
Company has restated the opening accumulated losses and exploration and evaluation assets for the year ended 31
December 2022 to reflect that the expenditure should have been expensed in prior years. The impact of opening balance
of the accumulated retained earnings of FY2022 was $3,254,238. The impact on the consolidated statement of financial
position as at 31 December 2022 is a decrease in net assets and an increase in accumulated losses of $3,423,865. The
full effect of the restatement on 31 December 2022 balances are disclosed in the table below.
86 | L ATIN RESOURCES
86
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
RESTATEMENT OF COMPARATIVE FINANCIAL INFORMATION
Impact on consolidated statement of profit or loss and other comprehensive income
81
Interest revenue
Other income
Depreciation and amortisation
expense
Employee benefits expense
Finance expense
Share of loss of an associate
Impairment of investments
Share of loss of a joint venture
Gain on deemed disposal
Fair value on investments using
FVPTL
Profit on derecognition of
payables
Impairment of exploration
expenditure costs
Other expenses
Profit/(loss) before income tax
Income tax benefit
Profit/(loss) after income tax
Other comprehensive income/(loss)
Exchange differences on
translating foreign operations
Other comprehensive loss,
net of income tax
Total comprehensive
income/(loss) for the year
attributed to members of Latin
Resources Limited
Basic and diluted EPS
(cents per share)
31 Dec 2022
Previously
disclosed
$
345,961
196,678
(106,819)
(3,391,346)
(1,301,391)
-
-
(1,031,960)
691,357
(266,311)
(2,491,879)
(7,355,710)
90,509
(7,265,201)
(507,048)
(507,048)
(7,772,249)
(0.40)
31 Dec 2022
Adjustment3
$
31 Dec 2022
Adjustment2
$
31 Dec 2022
Adjustments1
$
31 Dec 2022
Restated
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(11,047)
345,961
185,631
-
-
-
(753,435)
(278,525)
-
1,031,960
-
-
-
-
-
-
-
-
-
275
-
6,991
(41,527)
318,341
(106,544)
(3,391,346)
(1,294,400)
(753,435)
(278,525)
(41,527)
318,341
-
-
-
691,357
-
(72,052)
200,981
-
200,981
(266,311)
(2,563,931)
(7,154,729)
90,509
(7,064,220)
(7,395)
(514,443)
(7,395)
(514,443)
193,586
(7,578,663)
(0.39)
1 Restatements associated with the Company’s Litios joint venture in Argentina.
2 Restatements associated with the Company’s investment in Solis Minerals
3 Restatement of historical exploration and evaluation expenditure
2023 ANNUAL REPORT | 87
87
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
82
Impact on consolidated statement of financial position
31 Dec 2022
Previously
disclosed
$
26,276,726
629,453
116,742
27,022,921
-
595,363
299,323
465,989
31 Dec 2022
Adjustments3
$
31 Dec 2022
Adjustments2
$
31 Dec 2022
Adjustments1
$
31 Dec 2022
Restated
$
-
-
-
-
-
-
-
-
-
-
-
-
(367,297)
(49,673)
-
(416,970)
25,909,429
579,780
116,742
26,605,951
595,363
249,942
845,305
(595,363)
-
-
-
-
(566)
-
299,323
465,423
27,595,780
28,956,455
55,979,376
(3,423,865)
(3,423,865)
(3,423,865)
5,027,943
121,651
76,739
5,226,333
181,265
5,407,598
50,571,778
103,163,413
15,899,366
(69,195,750)
49,867,029
704,749
50,571,778
-
-
-
-
-
-
(3,423,865)
-
(3,688)
(3,420,177)
(3,423,865)
-
(3,423,865)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(343,702)
(94,326)
(511,296)
23,828,213
25,438,264
52,044,215
(133)
-
-
(133)
-
(133)
(511,163)
-
(7,395)
200,981
193,586
(704,749)
(511,163)
5,027,810
121,651
76,739
5,226,200
181,265
5,407,465
46,636,750
103,163,413
15,888,283
(72,414,946)
46,636,750
-
46,636,750
Cash and cash equivalents
Trade and other receivables
Other financial assets
Total current assets
Investments using equity
method
Investments using FVPTL
method
Rights of use assets
Plant and equipment
Exploration and evaluation
assets
Total non-current assets
Total assets
Trade and other payables
Lease liabilities
Provisions
Total current liabilities
Lease liabilities
Total liabilities
Net assets
Contributed equity
Reserves
Accumulated losses
Parents’ interest
Non-controlling interests
Total equity
1 Restatements associated with the Company’s Litios joint venture in Argentina.
2 Restatements associated with the Company’s investment in Solis Minerals
3 Restatement of historical exploration and evaluation expenditure
88 | L ATIN RESOURCES
88
NOTES TO THE FINANCIAL STATEMENTS
Latin Resources Limited – Annual Report 2023
83
25. EVENTS AFTER THE REPORTING PERIOD
Subsequent to reporting period, the Company issued 2.45 million share rights under the Company’s existing Security
Incentive Rights Plan.
On 8 October 2023, the Company entered a binding agreement with Maverick Minerals Limited (Maverick) for the sale
of 100% of its Lachlan Fold Belt Project (LFB). Subsequent to the reporting period, the Company announced the spinout
of its LFB project as part of an Initial Public Offer (IPO) for shares in Maverick. On 24 January 2024, Maverick released
a priority offer of up to 12.5 million shares to Latin’s shareholders to raise a maximum of $2.5 million. The closing date
for the Priority Offer was extended subsequently from 9 February 2024 to 1 March 2024. On 18 March 2024, the
Company announced that the IPO was put on hold due to challenging market conditions. The Company will pursue other
options for its LFB project in 2024 that will include, but not be limited to, another IPO.
On 21 November 2023, the Group purchased the Gibraltar Halloysite-Kaolin project from Lymex Tenements Pty Ltd for
$500,000 cash on the fulfillment of conditions precedent. The key Conditions included a confirmation from the ASX and
the granting of the Divisions Application by the Department. The Group paid for the project on 22 November 2023 and
the divisional application was granted on 8 February 2024.
On 12 February 2024, the Company announced the appointment of Peter Oliver to Executive Director to accelerate
development of the Salinas Lithium Project into production.
On 1 March 2024, the Company announced the appointment of Aaron Maurer as Chief Operating Officer to accelerate
development of the Salinas Lithium Project into production.
In March 2024, the Company opened a Singapore office to support marketing and project finance activities.
Other than above, there are no other significant events that have occurred after the reporting date.
2023 ANNUAL REPORT | 89
89
DIRECTORS' DECLARATION
Latin Resources Limited – Annual Report 2022
09 Directors’ Declaration
84
In accordance with a resolution of the directors of Latin Resources Limited, I state that:
1.
In the opinion of the directors:
a)
b)
c)
The financial statements and notes of Latin Resources Limited for the financial year ended 31
December 2023 are in accordance with the Corporations Act 2001, including:
i)
ii)
giving a true and fair view of the consolidated entity’s financial position as at 31 December
2023 and of its performance for the year ended on that date; and
complying with Accounting Standards and the Corporations Regulations 2001;
the financial statements and notes also comply with International Financial Reporting Standards, as
stated in note 2(b); and
there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
2.
This declaration has been made after receiving the declarations required to be made to the directors by the
executive director in accordance with section 295A of the Corporations Act 2001 for the financial year ended
31 December 2023.
On behalf of the Directors
David Vilensky
Chairman
Signed on 26 March 2024
90 | L ATIN RESOURCES
90
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s independence declaration to the directors of
Latin Resources Limited
As lead auditor for the audit of the financial report of Latin Resources Limited for the financial year
ended 31 December 2023, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of Latin Resources Limited and the entities it controlled during the
financial year.
Ernst & Young
Jared Jaworski
Partner
26 March 2024
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
2023 ANNUAL REP ORT | 91
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent auditor’s report to the members of Latin Resources Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Latin Resources Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated statement of financial position as at 31
December 2023, the consolidated statement of profit or loss and other comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the year
then ended, notes to the financial statements, including a summary of significant accounting policies,
and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a. Giving a true and fair view of the consolidated financial position of the Group as at 31 December
2023 and of its consolidated financial performance for the year ended on that date; and
b.
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For the matter below, our description of how our audit addressed
the matter is provided in that context.
92 | LATIN RESOURCES
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to this matter. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matter below, provide the basis for our audit opinion on the
accompanying financial report.
Carrying value of Exploration and Evaluation Assets
Why significant
How our audit addressed the key audit matter
As disclosed in Note 14 of the financial report, as at
31 December 2023, the Group held capitalised
exploration and evaluation assets of $66.5 million
(2022: $23.8 million).
The carrying value of exploration and evaluation
assets is assessed for impairment by the Group when
facts and circumstances indicate that the exploration
and evaluation assets may exceed its recoverable
amount.
The determination as to whether there are any
indicators to require an exploration and evaluation
asset to be assessed for impairment, involves a
number of judgments including whether the Group
has tenure, intends to perform ongoing exploration
and evaluation activity and whether there is sufficient
information for a decision to be made that the area of
interest is not commercially viable.
The Group determined that there had been no
indicators of impairment for its areas of interests.
In performing our procedures, we:
► Tested the exploration and evaluation
expenditure to confirm the nature of the costs
incurred, and the appropriateness of the
classification of the expenditure as an asset or
expense.
► Considered the Group’s right to explore in the
relevant areas of interests, which included
obtaining and assessing supporting
documentation such as tenure documents.
► Considered the Group’s intention to carry out
significant exploration and evaluation activity in
the relevant exploration area, which included
assessment of the Group’s cash-flow forecast
models, discussions with senior management and
Directors as to the intentions and strategy of the
Group.
► Considered whether the exploration activities
within each area of interest have reached a stage
where a commercially viable resource estimate
could be made.
► Assessed the adequacy of the disclosure included
in the financial report.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s 2023 annual report but does not include the financial report
and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
2023 ANNUAL REP ORT | 93
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 Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating 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 have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
► Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
► Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
94 | LATIN RESOURCES
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
► Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
► Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
2023 ANNUAL REP ORT | 95
Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 38 to 52 of the directors’ report for the
year ended 31 December 2023.
In our opinion, the Remuneration Report of Latin Resources Limited for the year ended 31 December
2023, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Jared Jaworski
Partner
Perth
26 March 2024
96 | LATIN RESOURCES
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
ASX ADDITIONAL INFORMATION
Latin Resources Limited – Annual Report 2023
12 ASX Additional Information (Unaudited)
88
Additional information required by the ASX Limited Listing Rules not disclosed elsewhere in this Annual Report is set out
below. The information was applicable as at 13 February 2024.
CLASS OF EQUITY SECURITIES AND VOTING RIGHTS
Shares
There were 2,792,369,463 ordinary fully paid shares on issue. All issued ordinary shares carry one vote per share.
There were also 4,000,000 unquoted ordinary loan funded shares on issue.
Share rights
There were 66,100,000 share rights on issue.
Option
The Company has the following classes of options on issue as at 13 February 2024 as detailed below. Options do not
carry any rights to vote.
Code
Class
Terms
Unlisted
Exercisable at $0.22 each and expiring on 27 April 2027
Number
113,986,160
Voting rights
In accordance with the Company’s Constitution:
•
•
on a show of hands every shareholder present in person or by proxy, attorney or representative of a shareholder
has one vote and
on a poll every shareholder present in person or by proxy, attorney or representative of a shareholder has in respect
of fully paid shares, one vote for every share held. No class of option holder has a right to vote, however the shares
issued upon exercise of options will rank parri passu with the then existing issued fully paid ordinary shares.
DISTRIBUTION OF EQUITY SECURITIES
The number of equity holders by size and holding, in each class are:
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Ordinary shares
(listed)
215
2,015
2,030
6,408
2,221
12,889
Share rights
(unlisted)
-
-
-
-
21
21
Loan funded
shares
(unquoted)
-
-
-
-
3
3
HHOLDING LESS THAN A MARKETABLE PARCEL
Options
(listed)
-
-
-
-
-
-
Options
(unlisted)
1
4
14
61
27
107
2,778
-
-
-
-
Restricted securities
The Company has no Restricted Securities on issue.
94
2023 ANNUAL REP ORT | 97
ASX ADDITIONAL INFORMATION
Latin Resources Limited – Annual Report 2023
SUBSTANTIAL SHAREHOLDERS
89
The substantial shareholders in the Company, as disclosed in substantial shareholding notices given to the company are:
No. of Shares Held
180,400,000
% Held
8.19%
Shareholder
Jose Luis Manzano
Twenty largest holders of quoted shares
Rank
Shareholder
1.
2.
3.
4.
5
6.
7.
8.
9.
10.
11.
12.
13.
14
15.
16.
17.
18.
19.
20.
Total
CITICORP NOMINEES PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
UBS NOMINEES PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
UNRANDOM PTY LTD
BNP PARIBAS NOMINEES PTY LTD
MR BRYCE MATTHEW WILSON
BNP PARIBAS NOMS PTY LTD
WARBONT NOMINEES PTY LTD
COILENS CORPORATION PTY LTD
MR WILLIAM SCOTT ALDERS
CHRIS GALE + STEPHANIE GALE
ALLEGRA CAPITAL PTY LTD
MR PAUL NAGLE
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA
KERRY ROSE OLIVER
FINCLEAR PTY LTD
No. of Shares
Held
% Held
365,209,508 13.08%
7.59%
211,927,508
5.57%
155,630,704
3.94%
110,131,426
3.63%
101,421,138
2.26%
63,217,198
1.74%
48,709,063
1.45%
40,560,943
1.00%
27,842,139
0.84%
23,489,695
0.81%
22,680,817
0.66%
18,375,015
0.58%
16,277,656
0.57%
16,005,111
0.44%
12,200,000
0.42%
11,800,000
0.42%
11,669,517
0.40%
11,061,130
0.39%
11,000,000
0.39%
10,883,056
46.2%
1,290,091,624
98 | LATIN RESOURCES
95
TENEMENT SCHEDULE
Latin Resources Limited – Annual Report 2023
13 Tenement Schedule
90
Tenement Licences
Project Name
Registered Holder
Interest held
01-01865-11
01-01866-11
01-01867-11
01-01868-11
01-02068-10
01-02827-09
01-02828-09
01-02437-10
01-02438-10
Dockers 1
Dockers 2
Dockers 3
Dockers 4
Fremantle 7
Latin Morrito 1
Latin Morrito 2
Vandals 1
Vandals 2
Peru
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
Minera Dylan SAC
ARGENTINA – Catamarca 1
43101
43160
43221
43252
43191
43132
13/18
14/18
43435
43405
43374
43344
43313
43282
163/18
207/18
208/18
209/18
210/18
211/18
212/18
213/18
65-C-2016
64-C-2016
63-C-2016
66-C-2016
76-C-2016
84-C-2016
85-C-2016
134-Q-1936
64-R-2017
65-R-2017
66-R-2017
67-R-2017
68-R-2017
69-R-2017
70-R-2017
71-R-2017
72-R-2017
72-R-2017
Latina 1
Latina 2
Latina 3
Latina 4
Latina 5
Latina 6
Latina 7
Latina 8
Latina 9
Latina 10
Latina 11
Latina 12
Latina 13
Latina 14
Latina 15
Latina 16
Latina 17
Latina 18
Latina 19
Latina 20
Latina 21
Latina 22
Portezuelo
Estanzuela
La Meta
Tilisarao
Bajo De Veliz
De Geminis
Maria Del Huerto
Maria Del Huerto
Estanzuela Sur
Los Membrillos
Quines Sur
Paso Grande Norte
Solitario
Trapiche Norte
Estanzuela Norte
Quines
La Toma Norte
Quines Este
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
Litios del Norte SA
ARGENTINA - San Luis 3
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
100%
100%
100%
100%
100%
100%
100%
100%
100%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
96
2023 ANNUAL RE PORT | 99
TENEMENT SCHEDULE
Latin Resources Limited – Annual Report 2023
91
1-R-2018
2-R-2018
3-R-2018
830578/2019
830579/2019
830580/2019
830581/2019
830582/2019
832515/2021
Paso Grande Sur
Trapiche Sur
La Toma Sur
Minas Gerais Lithium
Minas Gerais Lithium
Minas Gerais Lithium
Minas Gerais Lithium
Minas Gerais Lithium
Minas Gerais Lithium
831219/2017
Bentes Mineração 2
830691/2017
831799/2015
830080/2022
Carlos André
Granitos Salinas 2
Monte Alto 2
Recursos Latinos SA
Recursos Latinos SA
Recursos Latinos SA
BRAZIL
Mineracao Ferro Nordeste Ltda
Mineracao Ferro Nordeste Ltda
Mineracao Ferro Nordeste Ltda
Mineracao Ferro Nordeste Ltda
Mineracao Ferro Nordeste Ltda
Belo Lithium
Bentes Mineração Exportação e
Importação
Belo Lithium
Granitos Salinas Ltda
Mineração Salinas Ltda.
AUSTRALIA
Noombenberry
Noombenberry
Mount Cramphorne
Noombenberry
Noombenberry
Noombenberry
Noombenberry
Noombenberry
Big Grey
Gibraltar 3
Manildra
Burdett
Corryong 3
Peep O’Day
Boree Creek
BC Gundagai
E77/2622
E77/2624
E77/2719
E77/2725
E77/2724
E70/5650
E70/5649
E70/6013
E45/5246
ELA 2023/00056
EL9148
EL9172
EL8345
EL9412
EL9273
EL9274
1JV with Integra Capital SA
2Tenement Concession under Option Agreement
3Tenments Concession in application
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
Electric Metals Pty Ltd
ESG Minerals Pty Ltd
Lotus Minerals Limited
Lotus Minerals Limited
Lotus Minerals Limited
Lotus Minerals Limited
Lotus Minerals Limited
Lotus Minerals Limited
100%
100%
100%
100%
100%
100%
100%
100%
100%
0%
100%
0%
0%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100
| LATIN RESOURCES
97
ASX:LRS
latinresources.com.au