Magnetic Resources NL
Annual Report 2021

Loading PDF...

More annual reports from Magnetic Resources NL:

2023 Report
2022 Report
2021 Report
2020 Report

Share your feedback:


Plain-text annual report

Annual Report FINANCIAL YEAR ENDED 30 JUNE 2021 Magnetic Resources NL 1st Floor, 44A Kings Park Road, West Perth, WA 6005 Tel (08) 9226 1777 ABN 34 121 370 232 Corporate Directory Review of Operations Director’s Report Auditor’s Independence Declaration Corporate Governance Statement Statement of Profit or Loss and Other Comprehensive income Statement of Financial Position Statement of Changes in Equity Statement of Cash Flows Notes to the Financial Statements Directors’ Declaration Independent Auditor’s Report Other Information Table of Contents 1 2 17 30 32 43 44 45 46 47 68 69 73 Pg. 1 Corporate Directory Corporate Directory DIRECTORS ERIC LIM (B.Comm) Non-Executive Chairman GEORGE SAKALIDIS (B.SC (Hons)) Managing Director JULIEN SANDERSON (FCA) Non-Executive Director HIAN SIANG CHAN Non-Executive Director COMPANY SECRETARY BEN DONOVAN (B.Com (Hons),ACG(CS)) REGISTERED OFFICE 1st Floor 44A Kings Park Road West Perth WA 6005 Telephone (08) 9226 1777 WEBSITE www.magres.com.au FOR SHAREHOLDER INFORMATION CONTACT SHARE REGISTRY Security Transfer Registrars Pty Ltd 770 Canning Highway, Applecross WA 6153 Telephone (08) 9315 2333 Facsimile (08) 9315 2233 FOR INFORMATION ON THE COMPANY CONTACT PRINCIPAL & REGISTERED OFFICE 1st Floor 44A Kings Park Road West Perth WA 6005 Telephone (08) 9226 1777 BANKERS Bank of Western Australia Ltd Hay Street, West Perth WA 6005 AUDITORS Elderton Audit Pty Ltd Chartered Accountants Level 2, 267 St Georges Tce, Perth WA 6000 STOCK EXCHANGE Australian Securities Exchange (ASX) COMPANY CODE (quoted) MAU (Fully paid shares) MAUCA (Partly paid shares) ISSUED CAPITAL (as at August 2020) 218,173,490 fully paid ordinary shares. 20,418,862 partly paid shares ($0.20 unpaid). 3,000,000 options to acquire fully paid shares exercisable at $0.377 on or by 31 December 2021 2,450,000 options to acquire fully paid shares exercisable at $0.218 on or by 31 December 2021 4,900,000 options to acquire fully paid shares exercisable at $1.515 on or by 31 December 2024 Pg. 4 Financial Statements Review of Operations Projects Summary: Gold Laverton Area Magnetic Resources NL has 261km2 in the Laverton region comprising E38/3127 Hawks Nest, E37/3100 Mt Jumbo, E38/3205 Hawks Nest East, E38/3209 Mt Ajax, P38/4317–24 Mt Jumbo East, E39/2125, P39/6134-44 Little Well and P38/4346, P38/4379-84 Lady Julie (Figure 1). Table 1 shows the exploration completed to date and recent/proposed exploration. Table 1. Laverton region drilling summary. Project/Tenements Hawks Nest E38/3127, M38/1041 E38/3127, M38/1041 Lady Julie P38/4346, P38/4379-84, E38/3127 Mt Jumbo E38/3100, E38/3127 Mt Jumbo East P38/4317–24 Kowtah P39/5594– 97, 5617 Surface sampling completed 119 rock chips 5405 soils 11 rock chips 7 rock chips 67 lags 19 rock chips 131 lags 484 soils 1 rock chip Drilling & ground magnetics completed 1035 RC for 64,354m 164 RAB holes for 1,814m 4 Diamond holes for 431m 2 AC holes for 66m 507km ground magnetics 290 RC for 20,176m 291 shallow RAB for 1,697m 3 RC holes for 563m 2 DDH for 457m 143km ground magnetics 22 RC holes for 1,646m 229km ground magnetics 186km ground magnetics Proposed exploration 4m composite Assays pending for 13 RC holes 1,470m 79 RC holes for 6.605m at HN5, HN5 West, HN6 and HN9 Assays pending for 4 Diamond holes 431m 4m composite assays pending for 27 RC holes 1,810m 45 RC holes for 4,462m 13 RC holes for 755m 102 RAB holes Pg. 5 Financial Statements Figure 1. Hawks Nest, Hawks Nest East, Lady Julie, Little Well, Mt Ajax, Mt Jumbo, Mt Jumbo East and Kowtah projects, showing tenements, major shear zones, targets and gold deposits and historic workings. HN5, HN6, HN9 (E38/3127 & M38/1041) and Lady Julie (P38/4346, P38/4379–4384) The best-looking targets so far besides the 3km-long HN9 mineralisation, are Lady Julie North (4.6km long) and Lady Julie Central (1.5m long). At Lady Julie North 1 there are many mineralised intersections including a recent outstanding intersection of 38m at 3.6g/t Au from 32m including 16m at 5.6g/t from 54m in MLJRC162 and 13m at 1.37g/t Au from 3m in AJC01. The amplitude of the soil anomaly contained the 38m at 3.6g/t is 50ppb. There are numerous other similar anomalies that have not been drilled tested adequately, within the 2km NS Lady Julie North1 Target shown in Figure 2 that contains the intersection of 38m at 3.6g/t that are very prospective for shallow gold mineralisation. In addition, a detailed soil sampling programme is being carried out directly north of the Lady Julie 1 area over a NS distance of 1.9km covering a 1.2 sq. km area shown in Figure 2 looking to define similar targets for drilling follow up. This zone between the two thrusts is very prospective and there are numerous untested NS workings within Lady Julie North 2 which have now been drilled with results awaited (Figure 2). The recent 2D seismic survey combined with results from recent major drill programmes have led to the interpretation of 15.7km of gold targets in 10 areas within HN5, HN6, HN9 and Lady Julie areas as outlined in purple in Figure 2 and summarised in Table 2. At HN5 West a 250m long soil gold anomaly with a maximum of 229ppb was tested for the first time and hole MHNRC1015 intersected an impressive 4m at 62.5g/t gold from 52m. This intersection is being followed up down dip and along strike with detailed drilling to attempt to extend this very high- grade intersection in an area previously undrilled. At Lady Julie Central there are several high-grade intersections including 4m at 16.66g/t Au from 32m in MLJRC214, 8m at 9.23g/t Au from 24m in RFB226 and 4m at 8.36g/t Au from 18m in RFB206 (Figure 2). The Lady Julie Central gold target is now interpreted to trend to the NNE rather than NS. This enlarges the target potential size to 1.5km and further drilling of 16 RC holes is planned mainly as infill drilling. Areas that were not previously tested have come up with new significant intersections at HN9 Thrust 3 and HN6 Thrust 2, with further drilling planned test these areas. There are 13 RC holes planned at HN9 Thrust 3 following up an intersection of 1m at 58.5g/t from 91m in MHNR61010 and 2 holes are planned at HN6 Thrust 2. Pg. 6 Financial Statements Other previously drilled areas include HN9 Thrust 2, which is positioned on Thrust 2. Interestingly, both the mineralised targets at HN9 and Lady Julie North appear to straddle two thrusts, with HN9 being a major 3km-long mineralised zone. The eight thrust zones that come to surface continue to the north and south over an extensive 6km length and shallow RAB (shown in red outlines in Figure 2) and or soil geochemistry is being planned (shown in yellow outlines in Figure 2) to help outline any further anomalous gold areas worthy of follow up drilling. Within the HN5, HN6, HN9 and Lady Julie areas there are many new shallow intersections (Fig 3 and Table 2) with a total of 1113 intersections (ranging from 1 to 19m) greater than 0.5g/t Au, which includes 471 greater than 1g/t Au, 170 greater than 2g/t Au, 88 greater than 3g/t Au and 57 greater than 4g/t Au. A further 40 RC holes for 4,264m have assays pending. A new rig has already started with a programme of 110 RC holes for 10,310m (shown in yellow in Figure 2) following up the new assays reported on Lady Julie North 1, HN5 West and extending and infilling the HN9 mineralisation, which is designed to test and extend all ten targets shown in this release with the aim of ultimately converting to an Indicated Resource. Pg. 7 Financial Statements Figure 2. Gold intersection overview covering the HN5, HN6, HN9 and adjacent Lady Julie Projects showing ten additional gold targets shown in purple outlines covering 15.7km with highlighted intersections (yellow label) and two purchased tenements P38/4170 and P38/4126 (pink shade). Significant historical and Magnetic intercepts (max Au projected to surface) and 40 RC and 4 Diamond holes for 4,264m with assays pending in blue and planned 110 RC holes for 10,310m in yellow. Thrust soil sampling areas in yellow outlines and RAB shallow geochemical sampling red outlines. Pg. 8 Financial Statements Figure 3. Location Map showing Hawks Nest and Lady Julie Projects near major gold mines Table 2. Target Summary HN5, HN6, HN9 and Lady Julie Target Lady Julie North (1-4) Lady Julie Central Lady Julie East HN9 thickened zone HN9 fold HN9 Thrust 2 HN9 Thrust 3 HN5 West HN5 South HN6 Thrust 2 Length km 4.6 1.5 1.7 1.5 1.5 1.2 1.2 0.3 0.7 1.5 Total 15.7 Significant gold intersection Description MLJRC162 38m @ 3.55g/t from 32m Wide high-grade intersection with 50ppb soil anomaly. Two thrusts and workings and new lease P38/4170. MLJRC214 4m @ 16.66g/t from 32m New NNE-trending gold zone with some MLJRC183 4m @ 1.49g/t from 16m excellent high-grade intersections. Southern extension of near-surface high-grade results MHNRC582 104m @ 0.82g/t from 8m Open1km to the NE. New holes RFAC408 5m @ 2.35g/t from 49m HNR008 2m @ 12.83g/t from 36m MHNRC1010 1m @ 58.48g/t from 91m MHNRC1015 4m @ 62.51g/t from 52m No drilling to-date planned. Unusual EW trend, part of large regional folding Drilling extension of high-grade intersection planned. Drilling extension of new intersection and new lease P38/4126 with thrust. Drilling of very high-grade intersection planned NW extension of Eagles Nest workings MHNRC1041 1m @ 3.06g/t from 40m Extension of intersection and initial testing of workings planned. At Hawks Nest 5, 6, 9 and Lady Julie extensive drilling programmes have been completed. (Table 2), including 1,261 RC holes totaling 79,747m (average 63m depth) and 4 Diamond holes totaling 431m, 19141 2–5m composites and 9,476 1m splits. This release is mainly reporting on 2165 composite assays (2-5m) from 93 RC holes (MHNRC878,880,881,928,932-947,951,952,962,867,968,971- 978,984-1009,1011,1014-1016, 1018-1028 and MLJRC135,162,209-211,216,217,226-293) totaling Pg. 9 Financial Statements 8,598m, including deepening hole MLJRC162 from 50m to 80m and 315 1m splits. A further 40 RC and 4 Diamond holes for 4,264m have assays pending. There are now at least four discernible mineralised lodes recognised that mostly dip shallowly around 20–30° to the east and plunge shallowly to the northeast within the Central Thickened zone. There are at least four stacked thickened lodes with some very thick gold intersections including 104m at 0.82g/t from 8m in MHNRC582 including 20m at 2.23g/t from 95m and 70m at 0.49g/t from 13m in MHNRC541. These multi-stacked thickened lodes show similarities with the adjacent Wallaby, Sunrise Dam and Jupiter major gold deposits. More results are pending for this area. is still open to the NE and more holes are planned heading towards the NE where a seismic thickened target is 1km away. This Central Thickened Zone crosscuts the NNW-trending near-surface flat-dipping mineralisation and may represent a blowout zone at the intersection of the NNW shear zone with NE-trending porphyries and dolerites, where four separate shallow-dipping porphyry zones coalesce and thicken. The thickened central zone within HN9. Lady Julie North Target expanded to 4.6km with addition of P38/4170. After our high-grade results at Lady Julie North with the best and most consistent shallow intersection to date at Lady Julie, with 38m at 3.6g/t gold from 32m including 16m at 5.6g/t from 54m in MLJRC162, a 100% interest in P38/4170 was purchased from Mining Equities (shown in pink in Figure 2) for $67,500 in cash. P38/4170 (80 hectares) has numerous significant gold intersections within a 700m length including, 13m at 2.08g/t from 66m in RFRC014, 11m at 1.05g/t from 48m in RFAC109, 11m at 1.64g/t from 97m in RFRC015, 3m at 6.25g/t from 51m in RFAC307 (Figure 3). Two NS thrust zones also pass through the western edge of this tenement and are the same ones that contain our 36m at 3.6g/t from 32m in Hole 162 in Lady Julie North 1, 2km to the south. This addition expands the prospective target length of the Lady Julie North targets to 4.6km in length. In addition, a 100% interest in P38/4126 has been acquired from Roger Thomas Graham for $55,000 cash. This tenement has been mainly used by prospectors looking for nuggets and it contains many historical workings that lie along a NS thrust zone, which is only 500m west of our HN9 deposit (Figure 2). We completed some drilling just to the east of this tenement and we were targeting the NS thrust that passes through P38/4126 at depth and we intersected a high-grade zone with1m at 58.5g/t from 91m in MHNRC1010. The acquisition of P38/4170 provides good upside to the extensive 4.6km long Lady Julie North Target with many significant intersections present including 13m at 2.1g/t from 66m in RFRC014 and 11m at 1.6g/t from 97m, and the adjoining two NS thrusts which contain the intersection of 38m at 3.6g/t from 32m in MLJRC162. In addition, the acquisition of P38/4126 provides a near surface thrust zone that contains numerous workings and has a significant 1m at 58.5g/t intersection down dip. Nickel-Cu-PGE Projects Four separate projects totaling 322sq.km including Benjabbering E70/5537, Trayning E70/5534, Goddard E70/5538 and Korrelocking ELA70/5771 (Figure 4) are held 100% by Magnetic Resources starting from 90km out to 150km northeast of Chalice Gold Mines Limited’s Julimar Ni-Pd Discovery. These projects were selected based on aeromagnetic interpretation after noting the structural setting of the Julimar complex and the Gonneville mineralised discrete magnetic mineralised Ni-Cu-PGE rich intrusion. The Julimar discovery in March 2020 has led to a massive pegging rush covering 30,000 sq. km. The Julimar Intrusive Complex flags the existence of a new and unexplored West Yilgarn Ni- Cu-PGE Province along the western margin of the Archean Yilgarn Craton. Pg. 10 Financial Statements Figure 4. Coverage of Magnetics four projects NE of Julimar overlayed on the regional aeromagnetics Benjabbering E70/5537 The 111sq. km Benjabbering Project has a large 25km long sinuous aeromagnetic pattern that trends in a NE and N direction and is very similar to the Julimar trends and structures as shown in Figure 5. Several thickened zones have been Identified (shown as circles in Figure 6), which represent possible feeder areas for potential Ni-Cu-PGE mineralisation. Pg. 11 Financial Statements Figure 5. Regional Aeromagnetics comparing the Julimar intrusion held by Chalice and Magnetic’s Benjabbering area. The length of the magnetic trends is around 25km in both areas. ` These target areas will be followed up in the field with initial roadside drilling and subsequent more detailed AC drilling after access agreements with landowners are finalized. The geology at Julimar comprises a 26km-long layered mafic-ultramafic sill which at its southern end (Gonneville) dips at 45°W with a flat northerly plunge. The main host at Gonneville is serpentinite, with only limited gabbro evident on the drill sections. Although the new Hartog area is to the north of the Gonneville magnetic intrusion and is expected to have less magnetic mafic rocks associated. The bedrock geology at Benjabbering is mapped as comprising a series of granitic rocks ranging including biotite granite, and granodiorite plus more metamorphosed rocks such as banded and tonalitic gneiss. However, bedrock outcrops are sparse, most of the area being covered with Quaternary aeolian, alluvial and colluvial deposits overlying Tertiary sand and rare laterite. The sinuous aeromagnetics is interpreted to be caused by a mafic unit under cover. Pg. 12 Financial Statements Figure 6. Benjabbering Project showing sinuous aeromagnetic trend with circled areas representing potential thickened zones and targets for Ni-Pd mineralisation Trayning E70/5534 The 68sq. km Trayning tenement (Figure 7) covers a broad series of NE-trending magnetic zones, which are crosscutting the NS Archean fabric further to the east. In several locations there are linear features containing distinctive magnetic highs up to 2km in length representing possible ultramafic feeder zones prospective for Ni-Pd, where access is being sought for shallow drilling. Most of the tenement is covered by Tertiary sandplain with rare pisolitic laterite remnants which in places is overlain by Quaternary colluvium. Pg. 13 Financial Statements Figure 7. Trayning Project showing sinuous aeromagnetic trend with circled areas representing potential thickened zones and targets for Ni-Pd mineralisation Goddard E70/5538 The 70sq. km Goddard tenement (Figure 8) contains a pronounced inverted U-shaped magnetic zone in the eastern part of the tenement, which could be a possible fold structure. Several circled areas will be initially tested with roadside drilling followed with more drilling after access agreements are finalized. Pg. 14 Financial Statements Figure 8. Goddard Project showing inverted U-shaped folded aeromagnetic trend with circled areas representing potential thickened zones and targets for Ni-Pd mineralisation A series of circular Quaternary salt pans comprising lacustrine deposits of sand and clay occupies the central part of the tenement, associated with Lake Koombekine situated on the western margin of the licence. Very limited outcrops of granitic rocks occur, ranging from biotite granite to migmatite. The remainder of the tenement is covered with Quaternary colluvium and alluvium overlying Tertiary sand deposits. Korrelocking E70/5771 The 73sq.km Korrelocking tenement (Figure 9) covers a pronounced 2km-long E-W trending magnetic anomaly, which may represent an ultramafic feeder zone prospective for NI-Pd. There are also numerous localized EW dykes located here. This 2km EW target may be exploiting reactivated older structures which may have influenced or controlled the intrusion of Julimar-type mafic-ultramafic bodies. Thus, there may be a structural relationship between some Proterozoic dykes and Julimar-type intrusions. This area is well traversed by roads and initial AC drilling is recommended over the road verges that are along the 2km long EW magnetic anomaly, which is under cover. The bedrock is mapped as scattered outcrops of adamellite and biotite granite overlain by Tertiary sandplain with isolated patches of lateritic gravel in turn overlain by Quaternary silt, sand and gravel derived from underlying and adjacent laterite and bedrock. Pg. 15 Financial Statements Figure 9. Korrelocking Project showing pronounced 2km long EW intrusive associated with numerous EW Proterozoic dykes and access via a number or roads Melita-Malcom Tenements A number of tenements 15km east of Leonora have been sold to Mt Malcom Mines NL. The first tranche tenements include P37/9204-7, P37/1331, P37/1367 and E37/1419 and have been sold for 1,000,000 Mt Malcom Mines shares and a 2% gross royalty. The second tranche tenements include P37/8905- 12 are subject to confirmation of term and will then be sold for 1,000,000 shares and a 2% gross royalty. Other Projects The Company actively reviews other projects and tenements for acquisition and development within the Leonora–Laverton region. Pg. 16 Financial Statements Projects Summary: Iron ore and Nickel Magnetic Resources still maintains an interest in potentially economic iron ore deposits (Figure 13). The current focus is on the Kauring, Mount Joy and Ragged Rock Projects. The agreement includes further payments totalling $1,000,000 and a sliding scale royalty with payments starting at $0.25/t for a sale price of $80.00/t or less, and thereafter, for every increase in the sale price of $10.00/t the royalty rate will increase by $0.25/t. The Company also has a number of tenements located 90km northeast of the Julimar high- grade palladium- rich Ni-Cu-PGE sulphides at Julimar, 60km NE of Perth (Fig. 13). Figure 13. Magnetic Resources NL’s Iron Ore and Nickel Projects Other Commodities (Magnetic 0%): During the year Magnetic maintained an arrangement with Tungsten Holdings and retains a small royalty over gold rights at Lake Seabrook E70/2935 held entirely by Tungsten. Pg. 17 Financial Statements Directors Report Your directors present their report on the Company for the year ended 30 June 2021 Directors The following persons were directors of Magnetic Resources NL (“Magnetic” or “the Company”) during the whole of the year and up to the date of this report unless otherwise stated: • Eric Lim • George Sakalidis • Julien Sanderson • Hian Siang Chan (appointed 23 October 2020) Principal Activities The principal activity of the Company during the year was to explore mineral tenements in Western Australia. Results From Operations During the year the Company recorded an operating loss $8,603,978 (2020: $4,726,241). Dividends No amounts have been paid or declared by way of dividend by the Company since the end of the previous financial year and the Directors do not recommend the payment of any dividend. Review of Operations A review of operations is covered elsewhere in this Annual Report. Earnings Per Share Basic Loss per share for the financial period was 4.18 cents (2020: 2.32 cents). Diluted Loss per share in respect of both years ended 30 June 2021 and 30 June 2020 was the same as the Basic Loss per share. Financial Position The Company’s cash position as at 30 June 2021 was $6,993,607, an increase from the 30 June 2020 cash balance which was $2,930,375. The Company’ cash position is adequate to fund committed exploration expenditure. Significant Changes in State of Affairs Other than what is reported in the director’s report, there were no significant changes in the state of affairs of the Company during the financial period. Matters Subsequent to the End of the Financial Year Subsequent to the year end, the Company announced it had purchased a 100% interest in P38/4170 from Mining Equities for $67,500, and also purchased a 100% interest in P38/4126 from Roger Thomas Graham for $55,000. Pg. 18 Financial Statements Likely Developments and Expected Results of Operations Likely developments in the operations of the Company and the expected results of those operations in future financial years have not been included in this report as the directors believe, on reasonable grounds, that the inclusion of such information would be likely to result in unreasonable prejudice to the Company. Environmental Issues The Company carries out exploration operations in Australia which are subject to environmental regulations under both Commonwealth and State legislation. The Company’s exploration manager is responsible for ensuring compliance with regulations. During or since the financial period there have been no known significant breaches of these regulations. Information on Directors and Company Secretary Eric JH Lim Mr Lim is currently a senior executive officer with Standard Chartered Bank and holds the position Head of Wholesale Banking Finance, Southeast Asia. Prior to joining Standard Chartered, he has held positions with OCBC Bank, General Electric and a number of executive positions in the US and Asia Pacific region including Finance Director of GE Money Japan and Global Financial Planning and Analyst for GE Commercial Finance (Healthcare Financial Services). He has also had extensive audit experience with GE Corporate Audit leading a variety of engagements ranging from process to financial audits. Eric is qualified with an MBA and a Bachelor of Accounting degree. Mr Lim has a relevant interest in 8,132,794 ordinary fully paid shares and 2,400,000 options to acquire fully paid ordinary shares. Mr Lim has not held any directorships in other listed companies during the last 3 years. George Sakalidis Mr Sakalidis is an exploration geophysicist with over 30 years’ industry experience. His career has included extensive gold, diamond, base metals and mineral sands exploration. He has worked tirelessly building the gold assets of the company, since February 2016. Mr Sakalidis has been involved in a numerous significant mineral discoveries, including the Three Rivers and Rose gold deposits, the Blackmans gold deposit, the Dongara Mineral Sands Deposits, the Boonanarring, Gingin South, Hyperion Mineral Sands Deposits in Western Australia and he was involved in the tenement application over the Silver Swan nickel deposit. He was also involved with the tenement application for the recently discovered Monty Copper mineralisation adjacent to the Degrussa Copper deposit. He is a founding Director and is Managing Director of this company, Magnetic Resources NL (since listing on August 2006, resigned October 2014, reappointed 29 January 2016), Image Resources NL (since listing on July 2002 and resigned 29 May 2020), Meteoric Resources NL (since listing on 16 July 2004). Mr Sakalidis is also a founding director of ASX listed companies Emu NL and Potash West NL. Pg. 19 Financial Statements Mr Sakalidis has a relevant interest in 5,474,336 ordinary fully paid shares, 3,135,714 contributing shares and 4,650,000 options to acquire fully paid ordinary shares. Throughout the past three years he has served as a director of the following listed companies: Image Resources NL – appointed 2002, resigned 29 May 2020.   Meteoric Resources NL – appointed February 2004, resigned 29 November 2017 Julien Sanderson taxation, company secretarial practice and Julien is a Chartered Accountant with more than 40 years’ experience in banking, corporate, accounting, local corporate governance. Mr Sanderson’s experience spans a range of private and public companies in a broad range of industries including mining and resources. Previously Mr Sanderson was Financial Controller and subsequently Manager Director and Company Secretary of ASX-listed Biron Corporation Limited and non-executive Chairman of Premier Gold NL and Corporate Finance Manager of Kia Ora Gold NL. international and Mr Sanderson has a relevant interest in 405,000 ordinary fully paid shares, and 2,000,000 options to acquire fully paid ordinary shares. Mr Sanderson has not held any directorships in other listed companies during the last 3 years. Hian Siang Chan Mr Chan is the founder, Executive Director and CEO of SP Chemicals Pte Ltd, a Singapore-based company that specializes in the production of chlor-alkali and petrochemicals in the Jiangsu Province, PRC, which has annual revenue of approx. A$1.47 billion. He is responsible for and instrumental in the establishment of SP Chemicals’ Taixing plant in Jiangsu Province, PRC. Mr Chan is also an Executive Director of SP Chemicals parent company, Asiawide Holdings Pte Ltd. He holds a Bachelor of Arts (Economics) degree from York University, Toronto, Canada and a Master of Business Administration from McGill University, Montreal, Canada. Mr Chan has a relevant interest in 29,064,538 ordinary fully paid shares. Mr Chan has not held any directorships in other listed companies during the last 3 years Ben Donovan (Company Secretary) Mr Donovan is a member of Chartered Secretaries Australia and provides corporate advisory, IPO and consultancy services to a number of companies. Mr Donovan is currently a Director and Company Secretary of several ASX listed and public unlisted companies involved in the resources and technology industries, including one company currently developing a large magnetite project in Australia. He has extensive experience in listing rules compliance and corporate governance, having served as a Senior Adviser at the Australian Securities Exchange (ASX) in Perth for nearly 3 years, including as a member of the ASX JORC Committee. Financial Statements Pg. 20 In addition, Mr Donovan has experience in the capital markets having raised capital and assisted numerous companies in achieving an initial listing on the ASX, as well as for a period of time, as a private client adviser at a boutique stock broking group. Mr Donovan has a relevant interest in 60,000 contributing shares. Audit Committee The Company adopted a formal Audit charter last year. The following separately constituted Audit Committee meetings were held during the year: George Sakalidis Eric Lim Julien Sanderson Hian Siang Chan Eligible Attend 2 2 2 1 to Attended 2 2 2 1 Pg. 21 Financial Statements Remuneration Committee At the date of this report, the Remuneration Committee comprises the current board of directors. No remuneration committee meetings were held during the year as the board decided all matters. Meetings of Directors During the financial year ended 30 June 2021, the following director meetings were held: George Sakalidis Eric Lim Julien Sanderson Hian Siang Chan Eligible to Attend 2 2 2 2 Attended 2 2 2 2 *Excludes meetings held by circular resolution Remuneration Report (Audited) Names and positions held of key management personnel (KMP), defined by the Australian Accounting Standards as being (“those people having authority and responsibility for planning, directing, and controlling the activities of an entity, either directly or indirectly. This includes an entity's directors”) in office at any time during the financial year were: Management Key Person Eric Lim George Sakalidis Julien Sanderson Hian Siang Chan Position Non-Executive Chairman Managing Director Non-Executive Director Non-Executive Director The Company’s policy for determining the nature and amount of emoluments of key management personnel is set out below. Key Management Personnel Remuneration (KMP) and Incentive Policies Given the size of the Company, all board members form the Remuneration Committee (“committee”). The mandate of the Committee is to consider appropriate and competitive remuneration and incentive policies (including basis for paying and the quantum of any bonuses) for key management personnel and others as considered appropriate to be singled out for special attention, which: • motivates them to contribute to the growth and success of the Company within an appropriate control framework; • aligns the interests of key leadership with the interests of the Company’s shareholders; • are paid within any limits imposed by the Constitution and make recommendations to the Board with respect to the need for increases to any such amount at the Company’s annual general meeting; and • in the case of directors, only permits participation in equity-based remuneration schemes after appropriate disclosure to, due consideration by and with the approval of the Company’s shareholders. Pg. 22 Financial Statements Non-Executive Directors • The committee is to ensure that non-executive directors are not provided with retirement benefits other than statutory superannuation entitlements. • To the extent that the Company adopts a remuneration structure for its non-executive directors other than in the form of cash and superannuation, disclosure shall be made to stakeholders and approvals obtained as required by law and the ASX listing rules. Incentive Plans and Benefits Programs The committee is to: • review and make recommendations concerning long-term incentive compensation plans, including the use of equity-based plans. Except as otherwise delegated by the Board, the committee will act on behalf of the Board to administer equity-based and employee benefit plans, and as such will discharge any responsibilities under those plans, including making and authorising grants, in accordance with the terms of those plans; • ensure that, where practicable, incentive plans are designed around appropriate and realistic performance targets that measure relative performance and provide remuneration when they are achieved; and • review and, if necessary, improve any existing benefit programs established for employees. Retirement and Superannuation Payments Prescribed benefits were provided by the Company to all directors by way of superannuation contributions to externally managed complying superannuation funds during the year. These benefits were paid as superannuation contributions to satisfy (at least) the requirements of the Superannuation Contribution Guarantee Act and in satisfaction of any salary sacrifice requests. All contributions were made to accumulation type funds selected by the director and accordingly actuarial assessments were not required. Relationship between Company Performance and Remuneration There is no relationship between the financial performance of the Company for the current or previous financial year and the remuneration of the key management personnel. Remuneration is set having regard to market conditions and encourage the continual services of key management personnel. Use of Remuneration Consultants The Company did not employ the services of any remuneration consultant during the financial year ended 30 June 2021. Pg. 23 Financial Statements Key Management Personnel Remuneration for 30 June 2021 Key Management Personnel Short-term benefits Fees & contractual payments ($) Post-employment benefits Statutory superannuation ($) Cash settled share based payments ($) Equity settled Share Based Payments ($) Eric Lim George Sakalidis 46,575 270,005 Julien Sanderson 47,150 Hian Siang Chan 28,521 - 25,650 4425 - - - 429,300 848,019 422,246 Total ($) 475,875 1,143,674 473,821 28,521 Total 392,251 30,075 1,699,565 2,121,891 Key Management Personnel Remuneration for 30 June 2020 Key Management Personnel Short-term benefits Fees & contractual payments ($) Post-employment benefits Statutory superannuation ($) Cash settled share based payments ($) Equity settled Share Based Payments ($) 0 Eric Lim George Sakalidis 46,000 234,577 Julien Sanderson 46,000 - 22,285 4,370 Total 326,577 26,655 - - - - Total ($) 46000 256,862 50,370 353,232 Securities Received that are Not Performance-Related. No members of KMP are entitled to receive securities that are not performance-based as part of their remuneration package. Pg. 24 Financial Statements Employment Details of Members of Key Management Personnel Key Management Personnel Position held as at 30 June 2020 and any changes during the year Contract details Continuation and Termination Proportion of 2020 / 2021 Remuneration related to performance (other than options issued) Non-cash salary based incentives Shares / units Proportion of 2020/ 2019 Remuneration not related to performance (Fixed salary/fees) Eric Lim Non-Executive Director George Sakalidis Managing Director Julien Sanderson Hian Siang Chan Non-Executive Director Non-Executive Director No fixed term No fixed term 2 months’ notice required to terminate No fixed term - - - - - - No fixed term - - 100% 100% 100% 100% The employment terms and conditions of all KMP are formalised in contracts of employment. Options held by Key Management Personnel All options were issued by Magnetic Resources NL and entitle the holder to one ordinary share in Magnetic Resources NL for each option exercised. There has not been any alteration to the terms or conditions of any grants since grant date. The number of options over fully paid ordinary shares in the Company held at the beginning and end of the year and movements during the financial year by key management personnel and/or their related entities are set out below( Details of the Share Based Payments made during the year are referred to in note 21): 30 June 2021: Name Balance at the beginning of the year Grant Details Exercised during the year Lapsed Issue Date No. Value $ No. Value $ No. Other changes during the year Balance at the end of the year Eric Lim 1,500,000 - 900,000 George Sakalidis Julien Sanderson Hian Siang Chan 3,000,000 1,200,000 - - - - 1,800,000 900,000 - Total 5,700,000 - 3,600,000- - - - - - - - 150,000 32,700 100,000 21,800 - 250,000 - - - - - - - - - - - - 2,400,000 4,650,000 2,000,000 - 9,050,000 Pg. 25 Financial Statements Shares held by Key Management Personnel The number of shares and partly-paid contributing shares (on which $0.20 is payable to convert those partly-paid shares to fully paid shares) in the Company held at the beginning and end of the year and net movements during the financial year by key management personnel and/or their related entities are set out below: 30 June 2021: Name Eric Lim Ordinary shares Contributing shares George Sakalidis Ordinary shares Contributing shares Julien Sanderson Ordinary shares Contributing shares Hian Siang Chan Ordinary shares Contributing shares Total Ordinary shares Total Contributing shares Balance at the start of the year Granted as Remuneration during the Year Issued on exercise of Options during the Year Other Changes during the Year Balance at the end of the year 8,132,794 - 5,292,808 3,135,714 355,000 - 29,064,538 - 42,845,140 3,135,714 - - - - - - - - - - - - 150,000 - 100,000 - - - 250,000 - - 31,528 - (50,000) - - - (18,472) 8,132,794 - 5,474,336 3,135,714 405,000 - 29,064,538 - 43,076,668 3,135,714 Consultant Agreements On 10 August 2016, the Company entered into an employment agreement with Mr Sakalidis for his services as an executive director effective 7 February 2016. The key terms of the agreement are for Mr Sakalidis to work an average of 95 hours per month at an hourly rate of $155 per hour performing the normal duties associated with an executive director of an ASX listed company. Mr Sakalidis is also entitled to participate in any short and long term incentive plans, and normal leave entitlements. Either party may give 2 months notice of their intention to terminate the agreement, or immediately if Mr Sakalidis commits any serious misconduct or if removed by shareholders. On 11 April 2017, the Board agreed to amend the title held by Mr Sakalidis to Managing Director with no change to the terms of his contract. On 27 May 2019, the Company agreed to revise Mr Sakalidis’ hourly rate to $178.25 per hour. On 25 May 2021, the Company agreed to revise Mr Sakalidis’ hourly rate to $204.99 per hour. Mr Donovan is engaged by the Company as Company Secretary. Mr Donovan is employed on an agreed annual fee with additional hours paid at market rates. Each party can terminate the agreement with 4 months notice. Mr Lim, Mr Sanderson and Mr Chan have entered into a director’s contract where they are paid $46,000 per annum. On 25 May 2021, the Company agreed to revise the annual payment to $52,900 per annum. Guaranteed Rate Increases There are no guaranteed rate increases fixed in the contracts of any of the key management personnel. Pg. 26 Financial Statements Other Equity –related KMP Transactions There have been no other transactions involving equity instruments apart from those described in the tables above relating to options, rights and shareholdings. Other Transactions with KMP and / or their Related Parties There have been no other transactions conducted between the Company and KMP or their related parties, that were conducted other than in accordance with normal employee, customer or supplier relationships on terms no more favourable than those reasonably expected under arm’s length dealings with unrelated persons. involving equity instruments apart from those described in the tables in the tables above relating to options, rights and shareholdings. Directors’ Interests The relevant interest of each director in the shares and options over such instruments issued by the Company as notified by the directors to the Australian Securities Exchange in accordance with Section205G(1) of the Corporations Act 2001 at the date of this report is as follows: Fully Paid Ordinary Shares Partly-paid Contributing Shares Options to Acquire Fully Paid Ordinary Shares Eric Lim George Sakalidis Julien Sanderson Hian Siang Chan Total 8,132,794 5,474,336 405,000 29,064,538 43,076,668 - 3,135,714 - 3,135,714 2,400,000 4,650,000 2,000,000 9,050,000 Share Options Granted to Directors And Officers No options have been issued to directors or officers during or since the end of the financial year other than those noted above. END OF AUDITED SECTION Employees At 30 June 2021, aside from directors who are for tax purposes treated as employees, the Company’s only other employees were part-time or casual staff. The same position prevailed at 30 June 2020. Corporate Structure Magnetic is a no liability company incorporated and domiciled in Australia. Pg. 27 Financial Statements Access to Independent Advice Each director has the right, so long as he is acting reasonably in the interests of the Company and in the discharge of his duties as a director, to seek independent professional advice and recover the reasonable costs thereof from the Company. The advice shall only be sought after consultation about the matter with the chairman (where it is reasonable that the chairman be consulted) or, if it is the chairman that wishes to seek the advice or it is unreasonable that he be consulted, another director (if that be reasonable). The advice is to be made immediately available to all Board members other than to a director against whom privilege is claimed. Indemnification And Insurance Of Directors And Officers The Company has entered into agreements indemnifying, to the extent permitted by law, all the directors and officers of the Company against all losses or liabilities incurred by each director and officer in their capacity as directors and officers of the Company. During the year an amount of $21,285 (2020: $18,906) was incurred in insurance premiums for this purpose. Options As at the date of this report there are the following unquoted options over unissued ordinary shares in the Company: • 3,000,000 options to acquire fully paid shares exercisable at $0.377 on or by 31 December 2021; • 2,450,000 options to acquire fully paid shares exercisable at $0.218 on or by 31 December 2021 • 4,900,000 options to acquire fully paid shares exercisable at $1.515 on or by 31 December 2024 Option holders do not have any rights to participate in any issues of shares or other interests of the company or any other entity. There have been no options granted over unissued shares or interests of any controlled entity within the Group during or since the end of the reporting period. For details of options issued to directors and executives as remuneration, refer to the remuneration report. During the year ended 30 June 2021, 250,000 shares were issued on the exercise of options granted. No person entitled to exercise the option had or has any right by virtue of the option to participate in any share issue of any other body corporate. Pg. 28 Non-audit Services Financial Statements During the year Elderton Audit Pty Ltd, the Company’s auditor, did not perform any services other than their audit services. In the event that non-audit services are provided by Elderton Audit Pty Ltd, the Board has established certain procedures to ensure that the provision of non-audit services are compatible with, and do not compromise, the auditor independence requirements of the Corporations Act 2001. These procedures include:  all non-audit services are reviewed and approved by the audit committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the audit; and  the nature of the service provided does not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board. Auditor’s Independence Declaration A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out in this annual report. Signed in accordance with a resolution of the directors SIGNED GEORGE SAKALIDIS MANAGINGDIRECTOR Perth 30 September 2021 Pg. 30 Financial Statements Corporate Governance Statement Magnetic Resources NL ("Company") has made it a priority to adopt systems of control and accountability as the basis for the administration of corporate governance. These policies and procedures are summarised in this statement. Commensurate with the spirit of the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations ("Principles & Recommendations") fourth edition, the Company has followed each recommendation where the Board has considered the recommendation to be an appropriate benchmark for its corporate governance practices. Where the Company's corporate governance practices follow a recommendation, the Board has made appropriate statements reporting on the adoption of the recommendation. Where, after due consideration, the Company's corporate governance practices depart from a recommendation, the Board has offered full disclosure and reason for the adoption of its own practice, in compliance with the "if not, why not" regime. Disclosure of Corporate Governance Practices Summary Statement If not, why not ASX P & R  Recommendation 4.2 Recommendation 1.1 Recommendation 1.2  Recommendation 4.3 Recommendation 1.3  Recommendation 5.1 Recommendation 1.4  Recommendation 5.2 Recommendation 1.5  Recommendation 5.3 Recommendation 1.6  Recommendation 6.1 Recommendation 1.7  Recommendation 6.2 Recommendation 2.1  Recommendation 6.3 Recommendation 2.2  Recommendation 6.4 Recommendation 2.3  Recommendation 6.5 Recommendation 2.4  Recommendation 7.1 Recommendation 2.5  Recommendation 7.2 Recommendation 2.6  Recommendation 7.3 Recommendation 3.1  Recommendation 7.4 Recommendation 3.2  Recommendation 8.1 ASX P & R If not, why not                Recommendation 3.3  Recommendation 8.2  Recommendation 3.4  Recommendation 8.3 N/A Recommendation 4.1  Pg. 31 Website Disclosures Financial Statements Further information about the Company's charters, policies and procedures may be found at the Company's website at www.magres.com.au, under the section marked Corporate Governance. Disclosure – Principles & Recommendations The Company reports below on how it has followed (or otherwise departed from) each of the Principles & Recommendations during the financial period ("Reporting Period"). Principle 1 – Lay Solid Foundations for Management and Oversight Recommendation 1.1: A listed entity should disclose: a) the respective roles and responsibilities of its board and management; and b) those matters expressly reserved to the board and those delegated to management. Disclosure: The Company has established the functions reserved to the Board and has set out these functions in its Board Charter. The Board is collectively responsible for promoting the success of the Company through its key functions of overseeing the management of the Company providing overall corporate governance of the Company, monitoring the financial performance of the Company, engaging appropriate management commensurate with the Company's structure and objectives, involvement in the development of corporate strategy and performance objectives and reviewing, ratifying and monitoring systems of risk management and internal control, codes of conduct and legal compliance. The Company has established the functions delegated to senior executives and has set out these functions in its Board Charter. Senior executives are responsible for supporting the Managing Director or Executive Director and assisting the Managing Director or Executive Director in implementing the running of the general operations and financial business of the Company, in accordance with the delegated authority of the Board. Senior executives are responsible for reporting all matters which fall within the Company's materiality thresholds at first instance to the Managing Director or Executive Director or, if the matter concerns the Managing Director or Executive Director, then directly to the Chair or the lead independent Director, as appropriate. Recommendation 1.2: A listed entity should: a) undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election, as a director; and c) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director. Disclosure: The board undertakes a review of the potential candidate and their appropriate skills through a reference of previous positions and industry contacts. Full details of each person are announced in the initial appointment announcement and also in the Annual Report. Where a director is seeking election, shareholders are given full details. Recommendation 1.3: A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment. Disclosure: Upon joining the Company, each director and senior executive enters into an agreement with the Company which sets out the key terms of their employment and their responsibilities including adhering to all Company policies. Recommendation 1.4: The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board. Disclosure: The Company Secretary advises the board directly on all matters regarding the function of the board, in consultation with any legal advice if so required. The Secretary is responsible for the co-ordinating of all board matters, committee meetings and advice. Recommendation 1.5: A listed entity should: Pg. 32 Financial Statements a) have a diversity policy which includes requirements for the board or a relevant committee of the board to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the entity’s progress in achieving them; b) disclose that policy or a summary of it; and c) disclose as at the end of each reporting period the measurable objectives for achieving gender diversity set by the board or a relevant committee of the board in accordance with the entity’s diversity policy and its progress towards achieving them, and either: 1) 2) the respective proportions of men and women on the board, in senior executive positions and across the whole organisation (including how the entity has defined “senior executive” for these purposes); or if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act.16 Disclosure: The Company does not qualify under the Act. The Company has a policy of appointing the most suitably qualified person to each position in the Company. Where there is a vacancy in the Company, the most suitable party will be employed. At present, there is no documented policy of objectives, as positions are selected on the best available candidate. At the date of this report, all senior executive positions, being persons who can influence the direction of the Company, are filled by males. Recommendation 1.6: A listed entity should: a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process. Disclosure: The Chair is responsible for evaluating the board and the various committee members. The Chair holds informal discussions with the board on an ongoing basis, as required. Given the size of the Company and only being a 4 person board, the position of Chair is usually filled by one of the directors. Recommendation 1.7 A listed entity should: a) have and disclose a process for periodically evaluating the performance of its senior executives; and b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process. Disclosure: The Managing Director is responsible for evaluating the senior executives, and does this by holding informal discussions with the senior executives on an ongoing basis, as required. Principle 2 – Structure the Board to Add Value Recommendation 2.1 The board of a listed entity should: a) have a nomination committee which: 1) has at least three members, a majority of whom are independent directors; and 2) is chaired by an independent director, and disclose: 3) the charter of the committee; 4) the members of the committee; and Pg. 33 Financial Statements 5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or b) if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively. Disclosure: Given the size of the Company, the Board believes that the appointment of a nomination committee is not warranted, and that all 4 Board directors should perform the role. Mr Lim and Mr Sanderson are independent directors. Mr Sakalidis and Mr Chan are not deemed to be independent due to Mr Sakalidis being Managing Director and Mr Chan being a significant shareholder. The Company does have a charter setting out the criteria and responsibilities for the selection of new Directors. The number of times the committee met is outlined in the annual report. Recommendation 2.2 A listed entity should have and disclose a board skills matrix setting out the mix of skills and diversity that the board currently has or is looking to achieve in its membership. Disclosure: The skills of each individual director are outlined in the annual report setting out the qualifications and experience of each person. Recommendation 2.3 A listed entity should disclose: a) the names of the directors considered by the board to be independent directors; b) if a director has an interest, position, association or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the board is of that opinion; and c) the length of service of each director Name Mr Eric Lim Mr George Sakalidis Mr Julien Sanderson Mr Hian Siang Chan Position Non-Executive Chairman Executive Director Non-Executive Director Non-Executive Director Independent Yes No Yes No Appointed 23/8/2011 29/1/2016 29/1/2016 23/20/2020 An independent Director is defined as a Non-Executive Director and; • Is not a substantial shareholder of the Company or an officer of or directly or indirectly associated with a substantial shareholder of the Company within the last 3 years, or if they have been, they have been assessed by the Board to now be independent; • Within the last three years has not been employed in an executive capacity by the Company, or been a Director after ceasing to hold any such employment; • Within the past three years has not been a principal of a material professional advisor or a material consultant to the Company or an employee associated with a such a material service provider or advisor; and, • Does not have a material contractual relationship with the Company other than as a Director of the Company. Disclosure: The Board comprises four Directors, with Mr Sakalidis as an executive director, and Mr Lim, Mr Sanderson and Mr Chan who non-executive directors, Mr Sakalidis and Mr Chan are deemed to not be independent given Mr Sakalidis is Managing Director and Mr Chan’s significant shareholding in the Company. Mr Sanderson and Mr Lim are deemed to be independent despite Mr Lim being a significant shareholder. The Board considers that given the size of the Company, it is better to have directors with the appropriate skill sets as key board members. A profile of each Director containing their skills, experience, expertise and term of office is set out in the Directors' Report. Identification of Independent Directors Mr and Mr Lim are independent directors. Independence is measured having regard to the relationships listed in Box 2.3 of the Principles & Recommendations and the Company's materiality thresholds. The materiality thresholds are set Pg. 34 out below. Group's Materiality Thresholds Financial Statements The Board has agreed on the following guidelines for assessing the materiality of matters, as set out in the Company's Board Charter: • Statement of Financial Position items are material if they have a value of more than 10% of net assets. • Profit and loss items are material if they will have an impact on the current period operating result of 10% or more. • Items are also material if they impact on the reputation of the Company, involve a breach of legislation, are outside the ordinary course of business, they could affect the Company’s rights to its assets, if accumulated they would trigger the quantitative tests, involve a contingent liability that would have a probable effect of 10% or more on statement of financial position or profit and loss items, or they will have an effect on operations which is likely to result in an increase or decrease in net income or dividend distribution of more than 10%. • Contracts will be considered material if they are outside the ordinary course of business, contain exceptionally onerous provisions in the opinion of the Board, impact on income or distribution in excess of the quantitative tests, there is a likelihood that either party will default, and the default may trigger any of the quantitative tests, are essential to the activities of the Company and cannot be replaced, or cannot be replaced without an increase in cost of such a quantum, triggering any of the quantitative tests, contain or trigger change of control provisions, they are between or for the benefit of related parties, or otherwise trigger the quantitative tests. Recommendation 2.4 A majority of the board of a listed entity should be independent directors. Disclosure: Mr Sanderson and Mr Lim are deemed as independent. Mr Sakalidis and Mr Chan are not deemed to be independent. Recommendation 2.5: The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity. Disclosure: The Chair of the Board is Mr Lim, which allows for the division of the roles with the Executive Director role carried out by Mr Sakalidis. Mr Lim is also considered independent. Recommendation 2.6: A listed entity should have a program for inducting new directors and provide appropriate professional development opportunities for directors to develop and maintain the skills and knowledge needed to perform their role as directors effectively. Disclosure: Each director is provided with an induction to the Company’s assets and business including all policies and procedures. Each director can request appropriate development opportunities which will be considered by the board on each occasion. If a Director considers it necessary to obtain independent professional advice to properly discharge the responsibility of their office as a Director then, provided the Director first obtains approval for incurring such expense from the Chair, the Company will pay the reasonable expenses associated with obtaining such advice. Principle 3 – Act ethically and responsibly Recommendation 3.1 A listed entity should articulate and disclose its values Disclosure: The Company expects Directors, Officers and Employees to practice honesty, integrity and observe high standards of business and personal ethics and comply with all applicable laws and regulations in fulfilling their duties and responsibilities. The Company has a Statement of Values. Recommendation 3.2 A listed entity should: (a) have a code of conduct for its directors, senior executives and employees; and (b) ensure that the board or a committee of the board is informed of any material breaches of that code. Disclosure: Pg. 35 Financial Statements The Company has established a Code of Conduct as to the practices necessary to maintain confidence in the Company's integrity, practices necessary to take into account their legal obligations and the expectations of their stakeholders and responsibility and accountability of individuals for reporting and investigating reports of unethical practices. Recommendation 3.3 A listed entity should: (a) have and disclose a whistleblower policy; and (b) ensure that the board or a committee of the board is informed of any material incidents reported under that policy. Disclosure: The Company has a adopted a Whistleblower Policy which aims to encourage reporting of violations (or suspected violations) of the Company’s Code of Conduct, or material legal or regulatory obligations, and to provide effective protection from victimisation and retaliation or dismissal to those reporting by implementing systems for confidentiality, anonymity and report handling. Everyone working for the Company receives training on the Whistleblower Policy and are expected to understand and comply with it. Complaints made under the Whistleblower Policy which are regarded as serious and warrant investigation by the Responsible Officer are investigated as set out in the Policy. The Board is informed of material breaches or incidents reported under the Whistleblower Policy and the Board periodically reviews and makes changes to the Policy. Recommendation 3.4 A listed entity should: (a) have and disclose an anti-bribery and corruption policy; and (b) ensure that the board or a committee of the board is informed of any material breaches of that policy. Disclosure: The Company has an Anti-Bribery & Anti-Corruption Policy that applies to its employees, Directors, contractors, consultants, third parties and other persons associated with the Company’s business operations. All Company policies are aimed at conducting business that is fair, honestly, transparently, with integrity and in compliance with the law in all jurisdictions in which it operates. Acknowledging the potential for reputational damage if the Company is, or is alleged to be, involved in bribery or corruption, the Policy addresses: • what may be deemed as forms of bribery and corruption; • encourages a robust culture of integrity, transparency and compliance, which is critical to long term success and value preservation in the business; • aims to safeguard and make transparent relationships with external parties in the context of receiving and giving hospitality, gifts and other financial benefits for legitimate purposes consistent with normal business practice; and • prohibits bribes and improper payments, and places appropriate controls on gifts and donations. Employees are trained in the policy and are responsible for reporting actual or suspected breaches of the Policy. All safeguards in terms of confidentiality, anonymity, ongoing support and protection in that Policy will apply in these circumstances. Any material breaches of the Anti-Bribery & Anti-Corruption Policy are reported to the Board. The Board periodically reviews and makes changes to the Policy Principle 4 – Safeguard Integrity in Financial Reporting Recommendation 4.1 The board of a listed entity should: a) have an audit committee which: 1) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and 2) is chaired by an independent director, who is not the chair of the board, and disclose: Pg. 36 Financial Statements 3) the charter of the committee; 4) the relevant qualifications and experience of the members of the committee; and 5) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner. Disclosure: The Board has established an Audit committee, however, given the size of the Company and there only being 4 directors, each director acts as a member of the Audit Committee. Mr Lim and Mr Sanderson are considered independent. However, Mr Sakalidis and Mr Chan are not considered independent. Details of each of the Director's qualifications are set out in the Directors' Report. The Company has established procedures for the selection, appointment and rotation of its external auditor. The Board is responsible for the initial appointment of the external auditor and the appointment of a new external auditor when any vacancy arises. Candidates for the position of external auditor must demonstrate complete independence from the Group through the engagement period. The Board may otherwise select an external auditor based on criteria relevant to the Company's business and circumstances. The Audit Committee meet twice during the Reporting Period as a whole board. Recommendation 4.2 The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. Disclosure: The Executive Director and the Chief Financial Officer (or equivalent) have provided a declaration to the Board in accordance with section 295A of the Corporations Act and have assured the Board that such declaration is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial risk. Recommendation 4.3 A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor. Disclosure: The Audit and Risk Committee reviews and makes recommendations to the Board for the approval of all financial reports. Where a report does not require an audit or review by an external auditor, the report is prepared by the accounts department and then reviewed by the Managing Director. Once the Managing Director has reviewed and is happy with the report content, it is circulated internally to any appropriate member before being circulated to the full board for comment and approval prior to lodging with the ASX. Principle 5 – Make Timely and Balanced Disclosure Recommendation 5.1: Recommendation 5.1 A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under Listing Rule 3.1. Disclosure: The Company has established written policies designed to ensure compliance with ASX Listing Rule disclosure and accountability at a senior executive level for that compliance. The policies also include examples of disclosure requirements and who can communicate with media outlets. Pg. 37 Financial Statements Recommendation 5.2 A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made. Disclosure: Any announcement is first prepared by the appropriate department of the Company and forwarded to the Managing Director for review. If needed, the Company Secretary will also review the announcement before it is then sent to the full board for comment and approval prior to lodging with the ASX. Recommendation 5.3 A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation. Disclosure: The Company lodges all presentations prior to any meeting with analysts. From time to time the Company will provide a Company Update which is lodged on the ASX platform ahead of the commencement of trading hours where possible. Principle 6 – Respect the Rights of Security Holders Recommendation 6.1: A listed entity should provide information about itself and its governance to investors via its website. Disclosure: The Company has designed a communications policy for promoting effective communication with shareholders and encouraging shareholder participation at general meetings. This includes all relevant information being disclosed on the Company’s website. Recommendation 6.2 A listed entity should design and implement an investor relations program to facilitate effective two-way communication with investors. Disclosure: The company welcomes open communication with shareholders including access to the Manging Director, Board members and the ability for shareholders to communicate via email. Recommendation 6.3 A listed entity should disclose how it facilitates and encourages participation at meetings of security holders. Disclosure: The Company encourages all shareholders to attend meetings of members, including allowing time for shareholder questions. The time and place of each general meeting is decided with Shareholder preferences in mind, to encourage maximum attendance by Shareholders Recommendation 6.4 A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands. Disclosure: Decisions on all substantive resolutions at general meetings of the Company will be decided by a poll to ensure the true will of Shareholders is ascertained (rather than by a show of hands, which is inconsistent with the “one security one vote” principle in the ASX Listing Rules). Recommendation 6.5 A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically. Pg. 38 Disclosure: Financial Statements The Company has an email where shareholders can request to receive all information electronically and offers the same service through its share registry Principle 7 – Recognise and Manage Risk Recommendation 7.1: The board of a listed entity should: a) have a committee or committees to oversee risk, each of which: 1) has at least three members, a majority of whom are independent directors; and 2) is chaired by an independent director, and disclose: 3) the charter of the committee; 4) the members of the committee; and 5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework. Disclosure: The Board has adopted a Risk Management Policy, which sets out the Company's risk profile. Under the policy, the Board is responsible for approving the Company's policies on risk oversight and management and satisfying itself that management has developed and implemented a sound system of risk management and internal control. Under the policy, the Board delegates day-to-day management of risk to the Managing Director who is responsible for identifying, assessing, monitoring and managing risks. The Managing Director is responsible for updating the Company's material business risks to reflect any material changes, with the approval of the Board. In fulfilling the duties of risk management, the Managing Director may have unrestricted access to Company employees, contractors and records and may obtain independent expert advice on any matter they believe appropriate, with the prior approval of the Board. In addition, the following risk management measures have been adopted by the Board to manage the Company’s material business risks: 1) the Board has established authority limits for management which, if exceeded, will require prior Board approval; 2) 3) the Board has adopted a compliance procedure for the purpose of ensuring compliance with the Group's continuous disclosure obligations; and the Board has adopted a corporate governance manual which contains other policies to assist the Company to establish and maintain its governance practices. Given that the board consists of 4 members, all members comprise the audit and risk committee, and Mr Lim and Mr Sanderson are considered to be independent. Mr Sakalidis and Mr Chan are not considered indepdent. Recommendation 7.2: The board or a committee of the board should: a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound; and b) disclose, in relation to each reporting period, whether such a review has taken place. Disclosure: Management report to the Board as to the effectiveness of the Company's management of its material business risks via the Audit Committee meetings. In addition at every board meeting, the Board is provided with an update to ensure all relevant risks and systems are in place and working effectively Pg. 39 Recommendation 7.3 A listed entity should disclose: Financial Statements a) if it has an internal audit function, how the function is structured and what role it performs; or b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes. Disclosure: The Board receives assurances from the Managing Director and the Chief Financial Officer (or equivalent) that the financial accounts are founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks. The Company has an internal audit committee as outlined above, which then reviews these financial reports in addition to the external auditors. Recommendation 7.4 A listed entity should disclose whether it has any material exposure to environmental and social risks and, if it does, how it manages or intends to manage those risks. Disclosure: The Company is an exploration company and as such has exposure to the risks of the mining industry environmental risks etc. To mitigate any risks, the Company hires appropriately qualified personnel to undertake its exploration activities. Principle 8 – Remunerate Fairly and Responsibly Recommendation 8.1 The board of a listed entity should: a) have a remuneration committee which: 1) has at least three members, a majority of whom are independent directors; and 2) is chaired by an independent director, and disclose: 3) the charter of the committee; 4) the members of the committee; and 5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive. Disclosure: The Committee has adopted a formal charter setting out the responsibilities and considerations in determining remuneration of Executives and Non-Executives. Given the size of the Company, the current board members perform this role. The Board considers the remuneration committee is sufficient given the size of the Board and Mr Lim and Mr Sanderson are deemed to be independent. The remuneration committee did not meet during the period but meetings were held as formal board items. Recommendation 8.2: A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives. Disclosure: The details of Executive Directors are disclosed to the ASX when necessary. Pg. 40 Financial Statements Non-Executive Directors are remunerated at a fixed monthly fee for their time and their responsibilities to various committees, and are eligible for additional fees on an hourly basis for work outside of their normal responsibilities, with the approval of the Chairman of the Board. The Non-Executive Directors are however eligible to participate in the Company’s incentive plan. The Board considers that this is a necessary motivation to attract the highest calibre candidates to the Board at this stage in the Company’s operations. Recommendation 8.3: A listed entity which has an equity-based remuneration scheme should: a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and b) disclose that policy or a summary of it. Disclosure: Details of remuneration, including the Company’s policy on remuneration, are contained in the “Remuneration Report” which forms of part of the Directors’ Report. The Remuneration Committee meets where appropriate to discuss the employments terms of the Managing Director/Executive Directors and Non-Executive Directors, and provides any equity-based remuneration after consideration of key milestones to be achieved and other remuneration being paid in the industry. There are no termination or retirement benefits for Non-Executive Directors (other than for superannuation). Securities Trading Policy The Company has also established a policy concerning trading in the Company’s securities by Directors, senior executives and employees. The policy includes blackout periods where no trading in Group securities shall take place between: 1) Up to and including two (2) weeks prior to the announcement of the annual results; 2) Up to and including two (2) weeks prior to the announcement of the half year results; and 3) The last two (2) week period of the months of January, April, July and October prior to the release of the quarterly results for the periods ending 31 December, 31 March, 30 June and 30 September; or 4) as directed in writing by the Company’s Board at any time in its sole discretion. If Directors including the Managing Director/Executive Director wish to trade securities outside the blackout period, they must obtain approval from the Chairman. Employees must obtain the approval of the Managing Director/Executive Director, and the Chairman must obtain the approval of the Board. All related party share dealings involving the purchase of new shares or equity is subject to shareholder approval prior to the shares being issued. Pg. 41 Financial Statements Financial Statement Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2021 Revenue: Interest income Tenement sold Tribute gold sales Profit on disposal of fixed asset Other revenue Expenses: Depreciation expense Exploration and tenement expenses Share based payment expenses Other expenses (Loss) before income tax expense Income tax expense (Loss) from continuing operations Other comprehensive (loss)/income for the year, net of tax Total comprehensive loss for the year Total comprehensive loss for year attributable to members of the Company Basic (loss) per share (cents per share) Diluted (loss) per share (cents per share) Notes 11 3 11/13 3 21 3 4 7 7 2021 ($) 9,643 500,000 1,604 - 45,739 (41,711) (5,586,977) (2,334,246) (1,222,208) (8,628,156) - (8,628,156) 2020 ($) 35,664 - 2864 690 62,877 (48,777) (3,619,904) (0) (1,066,758) (4,633,344) - (4,633,344) 24,178 (92,897) (8,603,978) (4,726,241) (8,603,978) (4,726,241) (4.18) (4.18) (2.32) (2.32) Pg. 42 Financial Statements Statement of Financial Position As at 30 June 2021 Current Assets Cash and cash equivalents Trade and other receivables Other assets Total Current Assets Non-Current Assets Property, plant and equipment Other financial assets Right-of-use asset Total Non-Current Assets TOTAL ASSETS Current Liabilities Trade and other payables Lease liability Total Current Liabilities TOTAL LIABILITIES NET ASSETS Equity Contributed equity Reserves Accumulated (losses) Other comprehensive income TOTAL EQUITY Notes 8 9 10 11 12 13 14 15 16 16 2021 ($) 6,993,607 186,189 66,384 2020 ($) 4,063,232 105,552 57,722 7,246,180 4,226,506 78,049 131,878 - 92,810 107,700 14,088 209,927 214,598 7,456,107 4,441,104 332,805 - 319,034 14,709 332,805 333,743 332,805 333,743 7,123,302 4,107,361 40,230,146 2,921,073 (36,112,262) 84,345 7,123,302 30,926,838 604,462 (27,484,106) 60,167 4,107,361 The accompanying notes form part of these financial statements. Pg. 43 Financial Statements Statement of Changes in Equity For the Year ended 30 June 2021 Note Contributed Equity (Net of Costs) ($) Share Based Payments Reserve ($) Other Compre- hensive Income ($) Accumulated Losses ($) Total ($) Balance at 1 July 2019 Comprehensive income Operating (loss) for the year Other comprehensive (loss) for the year Total comprehensive loss for the year Transactions with owners, in their capacity as owners, and other transfers Shares issued during the year Options converted to shares Capital raising costs Share based payment Total transactions with owners and other transfers 16 16 16 16 26,809,596 822,715 153,064 (22,850,762) 4,934,613 - - - 3,015,792 - - - - 695,813 (218,253) (102,863) 508,500 - - 4,117,242 (218,253) - (4,633,344) (4,633,344) (92,897) - (92,897) (92,897) (4,633,344) (4,726,241) - - - - - - - - - - 3,015,792 477,560 (102,863) 508,500 3,898,989 Balance at 30 June 2020 30,926,838 604,462 60,167 (27,484,106) 4,107,361 Balance at 1 July 2020 Comprehensive income Operating (loss) for the year Other comprehensive (loss) for the year Total comprehensive loss for the year Transactions with owners, in their capacity as owners, and other transfers Shares issued during the year Options converted to shares Capital raising costs Share based payments Total transactions with owners and other transfers 16 16 16 16 30,926,838 604,462 60,167 (27,484,106) 4,107,361 - - - 9,731,249 - - - - 72,135 (17,635) (500,076) - - 2,334,246 9,303,308 2,316,611 - (8,628,156) (8,628,156) 24,178 - 24,178 24,178 (8,628,156) (8,603,978) - - - - - - - - - - 9,728,249 54,500 (500,076) 2,334,246 11,619,919 Balance at 30 June 2021 40,230,146 2,921,073 84,345 (36,112,262) 7,123,302 The accompanying notes form part of these financial statements. Pg. 44 Financial Statements Purchase of new tenements Proceeds from disposal of Plant (130,475) 1,992 Statement of Cash Flows For the Year ended 30 June 2021 CASH FLOWS FROM OPERATING ACTIVITIES Cash payments to suppliers and contractors Interest received Sundry Income Government grants received Net cash (used in) operating activities 17 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of plant and equipment Payments for exploration and evaluation Proceeds of Dividends Proceeds from Sale of Tenements Net cash (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from new issues of shares and Share Based Payments Capital raising costs Repayment of lease liabilities Net cash provided by financing activities 16 16 Net (decrease)/increase in cash held Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year The accompanying notes form part of these financial statements. Notes 2021 ($) 2020 ($) (1,251,520) 9,635 (21,352) 37,500 (1,225,737) (12,861) (5,581,967) (22,933) (1,050,838) 35,523 12,436 50,000 (952,879) (4,214) (2,980,931) 6,312 500,000 (5,111,449) - - (3,113,628) 9,787,649 (505,030) (15,057) 9,267,562 2,930,376 4,063,232 3,493,352 (102,863) (22,145) 3,368,344 (698,163) 4,761,395 8 6,993,608 4,063,232 Pg. 45 Financial Statements Notes to the Financial Statements For the year ended 30 June 2021 This financial report includes the financial statements and notes of the Company. NOTE 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES Basis of Preparation The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The financial statements were authorised for issue on 29 September 2021 The following is a summary of the material accounting policies adopted by the Company in the preparation of the financial report. Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of this financial report are presented below and have been consistently applied unless otherwise stated. Reporting Basis and Conventions The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied. Going Concern The spread of novel coronavirus (COVID-19) was declared a public health emergency by the World Health Organisation on 31 January 2020 and upgraded to a global pandemic on 11 March 2020. The rapid rise of the virus has seen an unprecedented global response by Governments, regulators and industry sectors. The Australian Federal Government enacted its emergency plan on 29 February 2020 which has seen the closure of Australian borders from 20 March, an increasing level of restrictions on corporate Australia’s ability to operate, significant volatility and instability in financial markets and the release of a number of government stimulus packages to support individuals and businesses as the Australian and global economies face significant slowdowns and uncertainties. For the year ended 30 June 2021, COVID-19 has impacted the Group, specifically as follows: • Implications on the current period financial performance and cash flows (particularly operating cash flows). • Details of financial support received from the Australian government. The directors have prepared the financial statements of the Company on a going concern basis. In arriving at this position, the directors have considered the following pertinent matters: a) cash on hand at the date of this report is approximately $6,993 million. Pg. 46 Financial Statements b) current cash resources are considered adequate to fund the entity’s immediate operating and exploration activities however given the state of the equity markets, the rate of expenditure on exploration as a whole has been reduced; and c) the need to raise additional funds by the issue of additional shares or the sale of assets if a high level of exploration activity is to be undertaken. Accounting Policies i. Revenue Interest revenue is recognised on a proportional basis taking into account interest rates applicable to the financial asset. All revenue is stated net of the amount of goods and services tax (GST). The Research and Development tax incentive income is recognised as income when it is determined that it is probable that it will be received, and the amount can be estimated reliably. Within the income tax expense reconciliation, the income is non-assessable and R&D expenditure non-deductible ii. Employee Benefits Provision is made for the Company’s liability for employee benefits arising from services rendered by non-casual employees to balance date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled. There is no liability for long service leave entitlements. iii. Exploration and Evaluation Expenditure All exploration and evaluation expenditure is expensed to Statement of Profit or Loss and Other Comprehensive Income as incurred. The effect of this is to increase the loss incurred from continuing operations as disclosed in the Statement of Profit or Loss and Other Comprehensive Income and to decrease the carrying values in the Statement of Financial Position. The carrying value of mineral assets, as a result of the operation of this policy, is zero, but does not necessarily reflect the board’s view as to the market value of that asset. iv. Acquisition of Assets The cost method is used for all acquisitions of assets regardless of whether shares or other assets are acquired. Cost is determined as the fair value of assets given up at the date of acquisition plus costs incidental to the acquisition. Costs relating to the acquisition of new areas of interest are classified as either exploration and evaluation expenditure or mine properties based on the stage of development reached at the date of acquisition. v. Goods and Services Tax (GST) Revenues, expenses and assets are recognised net of the amount of GST except where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable. Receivables and payables in the Statement of Financial Position are shown inclusive of GST. 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 presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. vi. Income Tax The income tax expense for the year comprises current income tax expense and deferred tax expense. Current income tax expense charged to the Statement of Profit and Loss and Other Comprehensive Income is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities and assets are therefore measured at the amounts expected to be paid to or recovered from the relevant taxation authority. Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses, if any in fact are brought to account. Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised Pg. 47 Financial Statements from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss. Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised, or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability. Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised. Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled. vii. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, deposits held at call with banks, and other short-term highly liquid investments with original maturities of three months or less. viii. Impairment of Assets At each reporting date, the Company reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the Statement of Profit or Loss and Other Comprehensive Income. This policy has no application where paragraph (c) (Exploration and Evaluation Expenditure) applies. (i) Earnings per Share (i) Basic Earnings per Share – Basic earnings per share is determined by dividing the loss from continuing operations after related income tax expense by the weighted average number of ordinary shares outstanding during the financial period. (ii) Diluted Earnings per Share – Options that are considered to be dilutive are taken into consideration when calculating the diluted earnings per share. (j) Property, plant and equipment Each class of plant, equipment and motor vehicles is carried at cost or fair value as indicated less, where applicable, any accumulated depreciation and impairment losses. Plant, equipment and motor vehicles are measured on the cost basis. The carrying amounts of plant, equipment and motor vehicles are reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts. Depreciation The depreciable amount of all plant, equipment and motor vehicles are depreciated on a straight-line basis over the asset’s useful life to the Company commencing from the time the asset is held ready for use. The depreciation rates used for the class of plant, equipment and motor vehicle depreciable assets range between 20% and 100%. The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each Statement of Financial Position date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the Statement of Profit and Loss and Other Comprehensive Income. When revalued assets are sold, amounts included in the revaluation reserve relating to that asset are transferred to retained earnings. Pg. 48 (k) Financial Instruments Financial instruments Financial Statements A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. The Company determines the classification of its financial instruments at initial recognition. Financial assets Financial assets are classified at initial recognition a (i) subsequently measured at amortised cost,(ii) fair value through other comprehensive income (OCI) or (iii) fair value through profit or loss. The classification depends on the purpose for which the financial assets were acquired. Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designed upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with net changes in fair value recognised in the Income Statement within finance costs. Transaction costs arising on initial recognition are expensed in the Income Statement. Financial assets at fair value through other comprehensive income The financial asset is held for both collecting contractual cash flows and selling the financial asset. Movements in the carrying amount are taken through other comprehensive income and accumulated in the fair value reserve, except for the recognition of impairment, interest income and foreign exchange difference which are recognised directly in profit or loss. Interest income is calculated using the effective interest rate method. The Company’s financial assets at fair value through other comprehensive income include it’s investment in listed equities. Financial assets at amortised cost Financial asset at amortised costs are non-derivative financial assets with fixed or determinable payments that re not quoted in an active market. Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gain and losses are recognised in profit or loss when the asset is derecognised, modified or impaired. The Company’s financial assets at amortised cost include ‘trade and other receivables’ and “cash and equivalents’ in the Balance Sheet. Financial liabilities Financial liabilities are classified at initial recognition as (i) financial liabilities at fair value through profit or, (ii) loans and borrowings, (iii) payables or (iv) derivatives designated as hedging instruments, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net directly attributable transaction costs. The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdraft. These are subsequently measured at amortised cost using the effective interest method. Gain and losses are recognised in the Income Statement when the liabilities are derecognised. Amortisation is included as finance costs in the Income Statement. Fair Value Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models. The expression “fair value” – and derivatives thereof – wherever used in this report bears the meaning ascribed to that expression by the Australian Accounting Standards Board. Impairment of financial assets The entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses Pg. 49 Financial Statements that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses.The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate. For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases,the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss. De-recognition Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expired. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss. (l) Provisions Provisions are recognised when the Company has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. (m) Leases Lease payments for operating leases (where substantially all the risks and benefits remain with the lessor) are charged as an expense in the periods in which they are incurred. Lease incentives under operating leases, if any, are recognised as a liability and amortised on a straight-line basis over the life of the lease term. (n) Contributed Equity Ordinary share capital is recognised at the fair value of the consideration received by the Company. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received. (o) Comparative Figures When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial period. (p) Segment Reporting Operating segments are reported in a manner that is consistent with the internal reporting to the chief operating decision maker (“CODM”), which has been identified by the company as the Managing Director and other members of the Board of directors. (q) Critical Accounting Estimates, Assumptions, and Judgements The directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data obtained both externally and from within the Company. Share based payments The value of amounts recognised in respect of share based payments have been estimated based on the fair value of the equity instruments granted. Fair value of the options issued are estimated by using an appropriate option pricing model. If any of these assumptions or estimated were to change, this could have a significant effect on the amount recognised. Pg. 50 Taxation Financial Statements Balances disclosed in the financial statements and the notes thereto related to taxation are based on best estimates by directors. These estimates take into account both the financial performance and position of the Company as they pertain to current income tax legislation and the directors understanding thereof. No adjustment has been made for pending or future taxation legislation. The current tax position represents the directors’ best estimate pending an assessment being received from the Australian Taxation Office. Environmental Issues Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or enacted environmental legislation and the directors understanding thereof. At the current stage of the Company’s development and its current environmental impact, the directors believe such treatment is reasonable and appropriate. Impairment The Company assesses impairment at each reporting date by evaluating conditions specific to the Company that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined. Coronavirus (COVID-19) pandemic Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on the consolidated entity based on known information. This consideration extends to the nature of the products and services offered, customers, supply chain, staffing and geographic regions in which the consolidated entity operates. Other than as addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements or any significant uncertainties with respect to events or conditions which may impact the consolidated entity unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic. (r) Government grants Government grants relating to costs are deferred and recognised in profit or loss over the period necessary to match them with the costs that they are intended to compensate. (s) New or amended Accounting Standards and Interpretations adopted The entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The following Accounting Standards and Interpretations are most relevant to the consolidated entity: Conceptual Framework for Financial Reporting (Conceptual Framework) The entity has adopted the revised Conceptual Framework from 1 July 2020. The Conceptual Framework contains new definition and recognition criteria as well as new guidance on measurement that affects several Accounting Standards, but it has not had a material impact on the entity's financial statements. (t) Right of use assets A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. Pg. 51 (u) Lease liabilities Financial Statements A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down. NOTE 2 OPERATING SEGMENTS Segment Information Identification of reportable segments The Company has identified that it operates in only one segment based on the internal reports that are reviewed and used by the board of directors (chief operating decision makers) in assessing performance and determining the allocation of resources. The Company’s principal activity is mineral exploration. Assets by geographical region The Company’s assets are located wholly within Australia. NOTE 3 REVENUE AND EXPENDITURE Other Income Sundry Income Dividend Income Government grants Other Expenses Occupancy costs Filing and ASX fees Corporate and management expenses Legal Fees Other expenses from continuing operations Exploration and Tenement Expenses Exploration expenditure incurred Acquisition of tenements 2021 ($) 1,927 6,312 37,500 45,739 (26,200) (75,027) (484,462) - (636,519) (1,222,208) (5,564,044) (22,933) (5,586,977) 2020 ($) 377 62,500 62,877 (29,487) (63,190) (452,483) - (501,598) (1,066,758) (2,980,929) (638,975) (3,619,904) Pg. 52 NOTE 4 INCOME TAX EXPENSE The components of tax expense comprise: Current tax Deferred tax asset/liability Financial Statements 2021 ($) - - - 2020 ($) - - - The prima facie tax on loss from ordinary activities before income tax is reconciled to income tax as follows: Total comprehensive loss for the year before income tax Prima facie tax benefit attributable to loss from continuing operations before income tax at 27.5% 8,603,978 4,726,241 2,366,094 1,299,716 Tax effect of assessable and non-assessable items • Unrealised gain on available for sale financial assets • Government grants • Share Based Payments (6,649) (10,313) (642,758) • Other Deferred tax benefit on tax losses not brought to account Income tax attributable to operating loss 48,019 (1,754,393) - (25,547) 17,188 - 18,439 (1,309,796) - Unrecognised temporary differences Net deferred tax assets (calculated at 27.5%) have not been recognised in respect of the following items: Accrued expenses Available-for-sale financial assets loss Unrecognised deferred tax assets relating to the above temporary differences (2556) 6,649 (39) 25,547 4,093 25,508 Unrecognised deferred tax assets The Company has accumulated tax losses of $31,621,647 (2020: $25,310,151) The potential deferred tax asset of these losses $8,695,953 (2020: $6,690,292) will only be recognised if: (i) the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit from the losses and deductions to be released. (ii) the Company continues to comply with the conditions for deductibility imposed by the law; and (iii) no changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the losses. Pg. 53 Financial Statements NOTE 5 KEY MANAGEMENT PERSONNEL COMPENSATION Short-term employee benefits Post-employment benefits Share based payments 2021 ($) 392,251 30,075 1,699,565 2,121,891 2020 ($) 419,768 26,655 - 446,423 Further key management personnel remuneration information has been included in the Remuneration Report section of the Directors Report. Information on related party and entity transactions is disclosed in Note 22. NOTE 6 AUDITORS REMUNERATION Amounts received or due and receivable by the auditors of the Company for: Auditing and reviewing the financial report Other NOTE 7 EARNINGS PER SHARE The following reflects the earnings and share data used in the calculation of basic and diluted earnings per share Loss for the year Earnings used in calculating basic and diluted earnings per share 2021 ($) 30,214 - 30,214 2021 ($) 2020 ($) 24,655 24,655 - 2020 ($) (8,603,978) (8,603,978) (4,726,241) (4,726,241) Weighted average number of ordinary shares used in calculating basic and diluted earnings per share 205,946,311 203,737,994 The Company had 20,418,862 partly-paid contributing shares and 10,350,000 options over fully paid ordinary shares on issue at balance date. Of the 10,350,000 Options on issue ,4,900,000 options were issued during the 2021 financial year. Options and contributing shares are considered to be potential ordinary shares. However, they are not considered to be dilutive in this year and accordingly have not been included in the determination of diluted earnings per share. NOTE 8 CASH AND CASH EQUIVALENTS Cash at bank Deposits at call NOTE 9 TRADE AND OTHER RECEIVABLES Trade receivables Other receivables GST refundable 2021 ($) 6,968,782 24,825 6,993,607 2020 ($) 4,041,029 22,203 4,063, 232 2021 ($) 158 26,010 160,021 186,189 2020 ($) 135 1,141 104,276 105,552 NOTE 10 OTHER ASSETS Prepayments 2021 ($) 66,384 2020 ($) 57,722 Pg. 54 Financial Statements NOTE 11 PROPERTY, PLANT, EQUIPMENT Plant and equipment Less: Accumulated depreciation Motor vehicles Less: Accumulated depreciation Reconciliation of the carrying amounts of plant, equipment and motor vehicles from the beginning to the end of the financial year. Plant, equipment and motor vehicles Carrying amount at beginning of year Additions Disposals Depreciation expense Total plant, equipment and motor vehicles at end of year NOTE 12 OTHER FINANCIAL ASSETS Non-Current Financial assets at fair value through other comprehensive income – shares in listed corporations Investments in related parties Financial assets at fair value through other comprehensive income includes the following investments held in director-related party entities: Image Resources NL Meteoric Resources NL NOTE 13 RIGHT-OF-USE ASSET Cost Accumulated depreciation Carrying Value Reconciliation Recognised on 1 July 2019 on adoption of AASB16 Depreciation expense Closing balance NOTE 14 TRADE AND OTHER PAYABLES Trade creditors and accruals PAYG Withholding & Superannuation Payable NOTE 15 LEASE LIABILITIES Current liabilities Reconciliation Recognised on 1 July 2019 on adoption of AASB16 Principal repayments Closing balance 2021 ($) 142,112 (110,068) 32,044 161,285 (115,280) 46,005 78,049 92,810 12,861 - (27,623) 78,049 2020 ($) 2020 ($) 131,868 (108,185) 23,683 161,285 (92,158) 69,127 92,810 117,542 4,214 (1,301) (27,645) 92,810 2020 ($) 131,878 107,700 55,229 10,200 65,429 2021 ($) 14,088 (14,088) - ($) 14,088 (14,088) - 47,339 7,000 54,339 2020 ($) 35,220 (21,132) 14,088 Total ($) 35,220 (21,132) 14,088 2021 ($) 312,380 20,425 332,805 2020 ($) 314,700 4,334 319,034 2021 ($) 2020 ($) 14,709 - 14,709 ($) 14,709 (14,709) - Total ($) 35,220 (20,511) 14,709 Pg. 55 Financial Statements AASB 16 has been adopted during the period, refer note 26 for details. The Company leases its premises. The current lease term is 1 year. Underlying assets serve as security for the related lease liabilities. A maturity analysis of future minimum lease payments is presented below: <1 year $ 1-2 years $ 2-3 years $ 3-4 years $ 4-5 years $ >5 years $ Total $ Lease payments Interest Net present values - - - - - - - - - - - - - - - NOTE 16 EQUITY Contributed Equity – Ordinary Shares 2021 No. $ 2020 No. $ At the beginning of year 210,927,718 30,926,838 202,026,870 26,809,596 Placement of Shares at $1.38 Conv of 100,000 options at $0.218 Shares issued during the year at $1.42 each Options exercised during the year at $0.218 on or before 31 Dec 2021 Issue of shares on Option Conversion at $0.218 5,143,659 100,000 1,852,113 - 150,000 7,098,249 28,854 2,633,000 - - - 4,864,181 3,015,792 - 300,000 65,400 43,281 Options exercised during the year at $0.138 on or before 11 Oct 2020 Transfer from share based payments reserve for 3,286,667 share options exercised during the year Shares issued during the year at $0.60 each (i) Shares issued during the year at $0.67 each (ii) Shares issued during the year at $0.75 each (iii) Broker / Share and Option issuance costs Closing balance: Contributed Equity – Contributing Shares – Partly-paid At the beginning of year Shares issued during the year at $Nil Closing balance: Reserves - - - - - - - - 218,173,490 (500,076) 40,230,146 2,986,667 412,160 - 200,000 300,000 250,000 - 210,927,718 218,253 120,000 201,000 187,500 (102,863) 30,926,838 2021 2020 No. 20,418,862 - 20,418,862 $ - - - No. 20,418,862 - 20,418,862 $ - - - Share based benefits reserve (i) 2,921,073 604,462 The share based payments reserve is used to recognize the fair value of options issued to employees and advisors. Pg. 56 Options Financial Statements 2021 2020 Options to acquire fully paid shares exercisable at $0.377 on or by 31 December 2021 Options to acquire fully paid shares exercisable at $0.218 on or by 31 December 2021 Options to acquire fully paid shares exercisable at $1.515 on or before 31 December 2024 Total Options 3,000,000 2,450,000 4,900,000 10,350,000 3,000,000 2,700,000 - 5,700,000 A reconciliation of the total options on issue as at 30 June is as follows: Note Number of Options $ At 1 July 2019 Options Converted during the year At 30 June 2020 8,986,667 (3,286,667) 5,700,000 822,715 (218,253) 604,462 At 1 July 2020 Options Converted During the year Options Issued during the year At 30 June 2021 21 Terms and condition of contributed equity Ordinary Fully Paid Shares 5,700,000 (250,000) 4,900,000 604,462 (17,635) 2,334,246 2,921,073 10,350,000 Ordinary shares have the right to receive dividends as declared and, in the event of winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of shares held, regardless of the amount paid up thereon. On a show of hands, every holder of fully paid ordinary shares present at a meeting in person or by proxy, is entitled to one vote and upon a poll, each member present in person or by proxy or by attorney or duly authorised representative shall have one vote for each fully paid ordinary share. Contributing Shares Contributing shares require a further payment of $0.20 to become fully paid. On a show of hands, every holder of contributing shares present at a meeting in person or by proxy, is entitled to one vote and upon a poll, each member present in person or by proxy or by attorney or duly authorised representative shall have a fraction of a vote for each partly-paid contributing share held. The fraction must be equivalent to the proportion which any amount paid (not credited) is of the total amounts paid (if any) and payable (excluding amounts credited). Any amounts paid in advance of a call are ignored when calculating these fractional voting rights. Pg. 57 Financial Statements NOTE 17 CASH FLOW INFORMATION Reconciliation of operating loss after income tax with funds used in operating activities Operating (loss) after income tax Depreciation and amortisation Sale of tenement Exploration and Other expenditure Share based payments Appreciation of available-for-sale financial assets Profit on sale of fixed assets Interest accrual Interest expense – right of use asset Changes in operating assets and liabilities: Decrease/(increase) in trade and other receivables relating to operating activities Decrease/(increase) in prepayments Increase/(decrease) in trade and other payables relating to operating activities Cash flow from operations 2021 ($) 2020 ($) (8,603,977) 41,711 - 5,028,276 2,334,246 24,178 (4,726,241) 48,777 - 3,111,404 508,500 92,897 (690) (141) 1634 349 (55,629 ) (41,560) (8,662) (35,026) 13,772 (1,225,736) 87,657 (952,879) NOTE 18 TENEMENT EXPENDITURE COMMITMENTS Pursuant to relevant legislation in Western Australia, mineral tenements are held subject to the condition that rate and rentals are paid and prescribed expenditure conditions are met. Application for exemption from all or some of the prescribed expenditure conditions may be made but no assurance is given that any such application will be granted. If the prescribed expenditure conditions are not met with respect to a tenement, that tenement is liable to forfeiture. The prescribed expenditure condition in respect of the granted tenements for the next twelve months amounts to $899,620 (2020 $656,860). The prescribed expenditure condition in respect of the pending tenements for the next twelve months amounts to $82,560. Not included in the above figures are Magnetic Iron Ore Tenement commitment conditions of $249,000 which are met by Northam Iron Pty Ltd as per agreement dated 13 November 2017. NOTE 19 TENEMENT ACCESS Native Title and Freehold All or some of the tenements in which the Company has an interest are or may be affected by native title. The Company is not in a position to assess the likely effect of any native title impacting the Company. The existence of native title and heritage issues represent, as a general proposition, a serious threat to explorers and miners, not only in terms of delaying the grant of tenements and the progression of exploration development and mining operations, but also in terms of costs arising consequent upon dealing with aboriginal interest groups, claims for native title and the like. As a general proposition, a tenement holder must obtain the consent of the owner of freehold before conducting operations on the freehold land. Unless it already has secured such rights, there can be no assurance that the Company will secure rights to access those portions (if any) of the Tenements encroaching freehold land but, importantly, native title is extinguished by the grant of freehold so if and whenever the Tenements encroach freehold the Company is in the position of not having to abide by the Native Title Act in respect of the area of encroachment albeit aboriginal heritage matters still be of concern. NOTE 20 EVENTS SUBSEQUENT TO REPORTING DATE Subsequent to the year end, the company announced in July 2021 the purchase of 100% interest in P38/4170 for $67,500 and 100% interest in P38/4126 for $55,000 , both tenements are at Lady Julie North . This was announced to the ASX on 8th July 2021. Pg. 58 Financial Statements NOTE 21 During the year there were share based payments amounting to $2,337,300 SHARE BASED PAYMENTS i. 4,900,000 options were granted to Key Management Personnel ("KMP"), employees and contractors following approval at the AGM on 30 November 2020. The options were issued with an exercise price of $1.515 and expiry of 31 December 2024. Options were issued for $0.001 per option, the options vested immediately and a total of $2,337,300 was expensed. The options were issued to KMP, employees and contractors as follows: Key Management Personnel: George Sakalidis Eric Lim Julien Sanderson Employees & contractors Options 1,800,000 900,000 900,000 3,600,000 1,300,000 4,900,000 For the options granted during the current financial half-year, the valuation model inputs used to determine the fair value at the grant date, are as follows: Grant date Expiry date at grant date price volatility Share price Exercise Expected Divid end yield 30/11/2020 31/12/2024 $1.150 $1.515 64.36% - Total expense of the share based payments for the year was: Total expense recognised as key management personnel expenses Total expense recognised as employee and contractors expenses Risk-free Fair value interest rate 0.11% at grant date $0.477 2021 2020 $ $ 1,699,565 - 634,681 2,334,246 - - NOTE 22 RELATED ENTITY AND RELATED ENTITY TRANSACTIONS Particulars of contractual arrangements and financial benefits provided to the key management personnel are detailed in the directors’ report. There are no amounts owing to directors and/or director-related parties (including GST) at 30 June 2021 or 2020. Transactions with directors, director-related parties and related entities other than those disclosed elsewhere in this financial report are as follows: Investments in related parties Financial assets at fair value through other comprehensive income includes the following investments held in director-related party entities: Image Resources NL Meteoric Resources NL 2021($) 2020($) 55,229 10,200 65,429 47,339 7,000 54,339 Financial Statements Pg. 59 Save as disclosed above, there were no other related party or related entity transactions, other than those disclosed in Note 5. NOTE 23 CONTINGENT LIABILITIES/COMMITMENTS Native Title The Company’s activities may be subject to the Native Title Act and Aboriginal heritage legislation. The Native Title Act recognises the title rights of indigenous Australians. State and Commonwealth native title legislation regulates the recognition, application and protection of native title. Native title may affect the status, renewal and conversion of existing tenements and the granting of new tenements. Indigenous land use agreements, including terms of compensation, heritage survey and protection agreements or other agreement types may need to be negotiated with affected parties. The Native Title Act prescribes procedures applicable to the grant of tenements which may apply even in the case of, for instance, a granted exploration licence being “converted” to, say, a mining lease. Compensation may become payable in respect of any impact which the grant of any tenements or other activities have on native title. A tenement holder may be liable for the payment of compensation for the affect of mining and exploration activities on any native title rights and interests that exist in the area covered by a tenement. Compensation may be payable in forms other than money, including the transfer of property and the provision of goods and services. It is not currently possible to assess whether compensation will be payable by the Company to native title holders in relation to any of the tenements but such compensation could be significant. There may be sites and objects of significance to indigenous Australians located on the land relating to the Company’s tenements. State and Commonwealth Aboriginal heritage legislation aims to preserve and protect these sites and objects from use in a manner inconsistent with Aboriginal tradition. The Company proposes carrying out ‘clearance surveys’ if it considers this to be appropriate before conducting any exploration work that would disturb the surface of the land. The Company’s tenements may contain some such sites or objects of significance, which would need to be avoided or cause delays. It is possible that areas containing mineralisation or an economic resource may also contain sacred sites, in which case exploitation thereof may be entirely frustrated. Access agreements will need to be negotiated with affected parties. Native title, Aboriginal heritage or other indigenous matters are matters of substantial risk (giving rise to the threat that certain tenements may not be granted, access to certain tenements may be denied or delayed in addition to potentially significant cost exposure in respect of things such as negotiations, surveys, incentive payments and compensation to name but a few) as the legislative frame works provide torturous and frequently uncertain routes to the endeavour by both stakeholders (that is explorers/miners and indigenous peoples) to attain certainty. It is not possible to quantify the financial or other impact native title and Aboriginal heritage will have upon the Company as, amongst other things, the processes involved with: (a) (b) (c) identifying all and only the indigenous peoples with a relevant interest; registering an indigenous land use agreement; obtaining access to land without infringing the provisions of the Aboriginal Heritage Act; are open ended, can involve substantial delay and cost and there can be no certainty as to the outcome with it being possible for projects to be entirely frustrated. This could be the case, for instance, even in circumstances where: (a) (b) a native title party consents to the grant of an exploration licence and assists the exploration endeavour thereon (and the discovery of an otherwise economic deposit); the Company, in order to exploit that discovery, applies for a mining lease (or other required approval, consent, authority etc.) but such grant, approval, consent or authority is not forthcoming by reason of an objection by the same or another native title party. Freehold Access The interests of holders of freehold land encroached by tenements are given special recognition by the Mining Act (WA). As a general proposition, a tenement holder must obtain the consent of the owner of freehold before conducting operations on the freehold land. There can be no assurance that the Company will secure rights to access those portions Financial Statements Pg. 60 of the tenements encroaching freehold land either at all or for all purposes but, importantly, the grant of freehold extinguished native title so wherever the tenements encroach freehold the Company is in the position of not having to abide by the Native Title Act albeit aboriginal heritage matters will still be a consideration Tenements under option The Company has an option to purchase E53/01978, P53/01627 and P53/01628 known as the Birthday Patch project. Under the terms of the option agreement the company paid an option fee of $5,000 for an option till 31 August, during which time it may purchase a 100% interest in the tenements for a consideration of $40,000. Mt Malcom Mines NL Tenements The Company entered into an agreement with Mt Malcolm Mines NL in relation to a number of tenements for an initial 1,000,000 shares and a deferred consideration Mt Malcolm Mines NL is required to issue 1,000,000 deferred shares to Magnetic upon all of the prospecting licences to be vended to Mt Malcolm Mines NL that are due to expire on 20 August 2021 being extended on terms and conditions by 31 December 2021. The deferred shares will be issued to the Company on the date that is 14 days following the date that the milestone is met, at which time legal title to the relevant tenements will be transferred to Mt Malcolm Mines NL. NOTE 24 CONTINGENT ASSETS Tenement Sales Agreement The following relates to a contingent consideration in terms of the sale of tenements agreement for tenements (Jubuk – E70/3536, Ragged Rock E70/4243, Kauring – E70/4508, Kauring – E70/4528, Mt Joy – E70/4692) sold in July 2017: (i) (ii) (iii) (iv) (a) (b) (c) (d) If the Development Conditions are satisfied on or before the third anniversary of the Effective Date (the “Effective Date” being 14 July 2017), the Purchaser must make a payment of $1,000,000 to an account nominated by the Vendor (Milestone Payment). The Milestone Payment is conditional on the following conditions precedent being satisfied or waived before the third anniversary of the Effective Date: a minimum of a 100,000,000 tonne JORC 2012 compliant iron ore inferred resource being certified by a competent person as existing within any of the Tenements or the area of Mutual Interest (AM1), in any number of deposits in any one or more of the Tenements or the AM1 provided that in aggregate the total resources is equal to or greater than 100,000,000 tonnes of iron ore; the Purchaser receiving all approvals, consents and authorities required under the Mining Act to commence mining of at least 2,000,000 tonnes per annum on any one or more of the Tenements or within the AM 1; the Purchaser receiving all approvals, consents and authorities required under all Environmental Laws to commence mining and development on any one or more of the Tenements or the AM1; and the Purchaser receiving all other statutory approvals, consents and authorities required to commence mining and development on any one or more of the Tenements or the AM together, the Development Conditions). The Purchaser will give the Vendor written notice of the satisfaction of the Development Conditions within 14 days of the satisfaction of the last Development Condition (Development Notice) and make the payment into an account nominated by the Vendor within 14 days of the Development Notice. In its absolute discretion, the Purchaser may waive the requirement for the satisfaction of the Development Conditions in writing and make the Milestone Payment at any time on or before the third anniversary of the Effective Date. Development Delay Payments (a) If the Purchaser has not issued a Development Notice: (i) by the third anniversary of the Effective Date and provided that: (A) (B) the condition in clause (b) is satisfied; and the Purchaser has not exercised its rights under clause (c) Pg. 61 Financial Statements the Purchaser will pay the Vendor a payment of $500,000 into an account nominated by the Vendor within 30 days of the third anniversary of the Effective Date (14 July 2020); ( We confirm that this now been paid ) . and (ii) by the sixth anniversary of the Effective Date and provided that the purchaser has not exercised its rights under clause 4(d), the Purchaser will pay the Vendor a payment of $500,000 into an account nominated by the Vendor within 30 days of the sixth anniversary of the Effective Date (14 July 2023), (together, the Development Delay Payments). For the avoidance of doubt, if the Purchaser makes the first Development Delay Payment, the Milestone Payment will not be payable by the Purchaser. (b) The obligation to make the First Development Delay Payment is contingent upon a minimum amount being spent on the Tenements by the Purchaser being equal to the total of the: (i) minimum statutory expenditure under the Mining Act; (ii) rates and rents; and (iii) any fees associated with the Option and any access fees payable to landowners; calculated from the Completion Date to the third anniversary of the Completion Date. (c) At any time before the third anniversary of the Completion Date, the Purchaser, in its sole discretion, may hand back the Tenements by: (i) subject to the receipt of all relevant consents and approvals under the Mining Act, including the consent of the Minister, transferring its interest in the Tenements and the AMI (or any successor tenements) to the Vendors for nil consideration; and (ii) procuring that all security granted over the Tenements by the Purchaser is released. (d) At any time between the third and sixth year anniversary of the Completion Date, the Purchaser, in its sole discretion, may hand back the Tenements by: (i) subject to the receipt of all relevant consents and approvals under the Mining Act, including the consent of the Minister, transferring its interest in the Tenements (or any successor tenements) to the Vendors for nil consideration; and (ii) procuring that all security granted over the Tenements by the Purchaser is released. (e) If the Purchaser exercises its right to hand back the Tenement to the Vendor: (i) under clause (c), the Purchaser will not be required to make the Development Delay Payments. (ii) under clause (d), the Purchaser will not be required to make the Second Development Delay Payment. (f) (g) If the Purchaser exercises its rights under clauses (c) or 4(d) of this Agreement, both parties agree to do all things necessary or convenient to procure that the Tenements (or any successor tenements) are transferred to the Vendor as expeditiously as possible. In the event that the Purchaser does not pay either of the Development Delay Payments when they are due and payable, the Development Delay Payments will be a debt due and payable by the Purchaser under this Agreement. NOTE 25 FINANCIAL INSTRUMENTS DISCLOSURE (a) Financial Risk Management Policies The Company’s financial instruments consist of deposits with banks, receivables, available-for-sale financial assets and payables. Risk management policies are approved and reviewed by the board. The use of hedging derivative instruments is not contemplated at this stage of the Company’s development. Specific Financial Risk Exposure and Management The main risks the Company is exposed to through its financial instruments, are interest rate and liquidity risks. Interest Rate Risk Exposure to interest rate risk arises on financial assets and financial liabilities recognised at reporting date whereby a Pg. 62 future change in interest rates will affect future cash flows or the fair value of fixed rate financial instruments. Financial Statements Liquidity Risk The Company manages liquidity risk by monitoring forecast cash flows, cash reserves, liquid investments, receivables and payables. Capital Risk The Company’s objectives when managing capital are to safeguard their ability to continue as a going concern so that they may continue to provide returns for shareholders and benefits for other stakeholders. Due to the nature of the Company’s activities being mineral exploration, the Company does not have ready access to credit facilities, with the primary source of funding being equity raisings. Therefore, the focus of the Company’s capital risk management is the current working capital position against the requirements of the Company to meet exploration programmes and corporate overheads. The Company’s strategy is to ensure appropriate liquidity is maintained to meet anticipated operating requirements, with a view to initiating appropriate capital raising as required. The working capital position of the Company at 30 June 2021 and 30 June 2020 was as follows: Cash and cash equivalents Trade and other receivables Trade and other payables Working capital position Credit Risk 2021 ($) 6,993,607 186,189 (332,805) 6,846,991 2020 ($) 4,063,232 105,552 (319,034) 3,849,750 The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the Statement of Financial Position and notes to the financial statements. There is no material amounts of collateral held as security at balance date. The following table provides information regarding the credit risk relating to cash and cash equivalents based on credit ratings: AAA rated AA rated A rated 2021 ($) - - 6,993,607 2020 ($) - - 4,,063,232 The credit risk for counterparties included in trade and other receivables at balance date is detailed below. Trade and other receivables Trade and other receivables GST and tax refundable (b) Financial Instruments 2021 ($) 1,166 185,022 186,188 2020 ($) 1,276 104,276 105,552 The Company holds no derivative instruments, forward exchange contracts or interest rate swaps. Financial Instrument composition and maturity analysis The table below reflects the undiscounted contractual settlement terms for financial instruments. 2021 Financial Assets Cash and cash equivalents Other receivables Available-for sale financial assets Total Financial Assets Weighted Average Effective Interest Rate % 0.012% Floating Interest Rate ($) Non-Interest Bearing ($) 6,993,607 - - 6,993,607 - 186,189 131,878 318,067 Total ($) 6,993,607 186,189 131,878 7,311,674 Pg. 63 Financial Liabilities Trade and other payables Net Financial Assets Trade and other payables are expected to be paid as follows: Less than 6 months Financial Statements - 6,993,607 (312,381) 5,686 (312,381) 6,999,293 2021 ($) (312,381) (312,381) Pg. 64 2020 Financial Assets Cash and cash equivalents Other receivables Available-for sale financial assets Total Financial Assets Financial Liabilities Trade and other payables (excluding GST refund) Net Financial Assets Weighted Average Effective Interest Rate % 1.528% Financial Statements Floating Interest Rate ($) Non-Interest Bearing ($) 4,063,232 - - 4,063,232 - 105,552 107,700 213,252 Total ($) 4,063,232 105,552 107,700 4,276,484 - 4,063,232 (319,034) (105,782) (319,034) 3,957,450 Trade and other payables are expected to be paid as follows: Less than 6 months 2020 ($) (319,034) (319,034) Financial Instruments Measured at Fair Value The financial instruments recognised at fair value in the statement of financial position have been analysed and classified using a fair value hierarchy reflecting the significance of the inputs used in making the measurements. The fair value hierarchy consists of the following levels: Quoted prices in active markets for identical assets or liabilities (Level 1); Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (Level 2); and Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3). 2021 Financial Assets: Financial assets at fair value through profit or loss: Available-for-sale financial assets: Listed investments 2020 Financial Assets: Financial assets at fair value through profit or loss: Available-for-sale financial assets: Listed investments Level 1 $ Level 2 $ Level 3 $ Total $ 131,878 131,878 Level 1 $ Level 2 $ 107,700 107,700 - - - - Level 3 $ - - - - 131,878 131,878 Total $ 107,700 107,700 (c) Sensitivity Analysis – Interest rate risk The Company has performed a sensitivity analysis relating to its exposure to interest rate risk at balance date. The sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in this risk. As at balance date, the effect on loss and equity as a result of changes in the interest rate, with all other variables remaining constant would be as follows: Change in loss – increase/(decrease): Increase in interest rate by 0.1% Decrease in interest rate by 0.1% Change in equity – increase/(decrease): Increase in interest rate by 0.1% Decrease in interest rate by 0.1% 2021 ($) (6,993) 6,993 (6,993) 6,993 2020 ($) (4,063) 4,063 (4,063) 4,063 Pg. 65 Financial Statements NOTE 26 NEW STANDARDS ADOPTED AASB 16 Leases The Company adopted AASB 16 for the year ended 30th June 2020. Where leases have a term of less than 12 months or relate to low value assets, the Company has applied the optional exemptions to not capitalise these leases and instead account for the lease expense on a straight-line basis over the lease term. In summary please note that for the year ending 30th June 2021 the company has a one year lease effective from 27 March 2021 with an option to extend for a further 2 years commencing on 27 March 2022. As there is no clear certainty that the company will extend the lease beyond 27 March 2022 , the directors have elected for the year ended 30 June 2021 to apply for the optional exemption in relation to AASB 16 and not capitalise the lease instead the lease payments are expensed on a straight line basis over the lease term. Pg. 66 Financial Statements Directors’ Declaration The directors of the Company declare that: 1) the accompanying financial statements and notes are in accordance with the Corporations Act 2001 and: a) comply with Australian Accounting Standards and the Corporations Act 2001; b) give a true and fair view of the financial position as at 30 June 2021 and performance for the year ended on that date of the Company; and c) the audited remuneration disclosures set out in the Remuneration Report section of the Directors’ Report for the year ended 30 June 2021 complies with section 300A of the Corporations Act 2001; 2) the Chief Financial Officer has declared pursuant to section 295A(2) of the Corporations Act 2001 that: a) the financial records of the company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001; b) the financial statements and the notes for the financial year comply with Australian Accounting Standards; and c) the financial statements and notes for the financial year give a true and fair view; 3) 4) in the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; the directors have included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards. This declaration is made in accordance with a resolution of the Board of Directors. SIGNED: GEORGE SAKALIDIS MANAGING DIRECTOR PERTH Dated 30 September 2021 Pg. 71 Financial Statements Other Information Location WA WA TenementId M38/1041 E70/3536 Status LIVE LIVE Project NICHOLSON WELL JV JUBUK Equity % Held Royalty Retained 100% WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA E70/4243 E70/4508 P39/5455 E37/1177 P38/4126 E70/4692 P38/4170 E38/3100 P39/5594 P39/5595 P39/5596 P39/5597 E37/1258 P37/8687 P37/8688 P37/8689 P37/8690 P37/8691 P37/8692 P37/8693 P37/8694 P39/5617 E38/3127 P38/4317 P38/4318 P38/4319 P38/4320 P38/4321 P38/4322 P38/4323 P38/4324 E38/3205 P38/4346 E38/3209 P38/4379 P38/4380 P38/4381 P38/4382 P38/4383 P38/4384 E37/1303 P37/8905 LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE RAGGED ROCK KAURING HOMEWARD BOUND SOUTH MERTONDALE EAST HAWKS NEST MT JOY DEFIANT BORE MT JUMBO KOWTAH KOWTAH KOWTAH KOWTAH MERTONDALE CHRISTMAS WELL CHRISTMAS WELL CHRISTMAS WELL CHRISTMAS WELL CHRISTMAS WELL CHRISTMAS WELL CHRISTMAS WELL CHRISTMAS WELL KOWTAH EAST HAWKS NEST MT JUMBO EAST MT JUMBO EAST MT JUMBO EAST MT JUMBO EAST MT JUMBO EAST MT JUMBO EAST MT JUMBO EAST MT JUMBO EAST HAWKS NEST EAST LADY JULIE MT AJAX LADY JULIE LADY JULIE LADY JULIE LADY JULIE LADY JULIE LADY JULIE NAMBI RAESIDE EAST Royalty Retained Royalty Retained Royalty Retained 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Royalty Retained Pg. 72 WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA WA P37/8906 P37/8907 P37/8908 P37/8909 P37/8910 P37/8911 P37/8912 E37/1331 P37/9144 P39/5928 P39/5929 P39/5931 P39/5932 P39/5933 P39/5934 P37/9204 P37/9205 P37/9206 P37/9207 E37/1367 E39/2125 E70/5276 E70/5277 P39/6134 P39/6135 P39/6136 P39/6137 P39/6138 P39/6139 P39/6140 P39/6141 P39/6142 P39/6143 P39/6144 P39/6175 P39/6195 P39/6196 P39/6197 P39/6198 E70/5534 E70/5537 E70/5538 P39/6218 E37/1419 E70/5771 LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE LIVE RAESIDE EAST RAESIDE EAST RAESIDE EAST BRAISER BRAISER BRAISER BRAISER MALCOLM HOMEWARD BOUND 1 HOMEWARD BOUND 2 HOMEWARD BOUND 3 HOMEWARD BOUND 4 HOMEWARD BOUND 5 HOMEWARD BOUND 6 HOMEWARD BOUND 7 MALCOLM 1 MALCOLM 2 MALCOLM 3 MALCOLM 4 MELITA LITTLE WELL KAURING KAURING LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL LITTLE WELL HOMEWARD BOUND 8 MINARA MINARA MINARA MINARA TRAYNING BENJABERRING GODDARD MINARA MALCOLM 5 AVON Financial Statements Royalty Retained Royalty Retained Royalty Retained Royalty Retained Royalty Retained 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Pg. 74 Financial Statements The following information was applicable as at 17 September 2021 Share and Partly Paid Share holdings Category (Size of Holding) Fully Paid Ordinary Shares Shares held Partly-Paid Contributing Shares Partly Paid Shares held 1 to 1,000 669 1,001 to 5,000 5,001 to 10,000 10,001 to 100,000 100,001 and over Total 406 139 251 123 231,351 1,035,613 1,134,806 8,961,303 206,810,417 1,058 481 69 67 16 443,324 1,043,599 497,616 2,424,619 16,009,704 20,418,862 1,588 218,173,490 1,691 The number of shareholdings with less than marketable parcels is 352 shareholders holding 43,148 fully paid ordinary shares and 413 shareholders holding 63,469 partly paid contributing shares. There are no listed options. Pg. 75 Financial Statements Substantial shareholders as at 17 September 2021: Shareholder Name OAN CHIM SENG CHAN HIAN SIANG DALE ALCOCK / TARGET RANGE LIM CHOON KONG Total Number of Shares % of Issued Share Capital 32,688,096 29,064,538 22,421,456 15,076,083 99,250,173 14.98 13.32 10.28 6.91 45.49 Twenty largest shareholders – Quoted fully paid ordinary shares: Position 1 2 3 4 5 6 Holder Name MR CHIM SENG OAN MR HIAN SIANG CHAN TARGET RANGE PTY LTD MR CHOON KONG LIM CITICORP NOMINEES PTY LIMITED 7 8 9 10 11 12 13 14 15 16 17 18 19 20 ALCOCK SUPERANNUATION FUND PTY LTD BNP PARIBAS NOMS PTY LTD AVA CARTEL SDN BHD GFI INVESTMENTS PTY LTD REKA CEMERLANG SDN BHD MR LIM JIN HUEI ERIC MR SAM SCIE BNP PARIBAS NOMINEES PTY LTD MR AARON SIM KWANG LIANG COWARA PTY LTD MR CHIN HUAT LOO EMNJ PTY LTD MR CHUNG NENG WOON FAIRHAVEN (VIC) HOLDINGS PTY LTD EMNJ PTY LTD Total Holding 32,688,096 29,064,538 13,203,301 10,374,443 9,218,900 9,218,155 % IC 14.98% 13.32% 6.05% 4.76% 4.23% 4.23% 8,667,901 3.97% 7,590,302 6,777,021 3.48% 3.11% 5,759,615 4,148,011 4,046,985 3,570,932 3,387,716 2,694,001 2,588,694 2,569,000 2,088,313 1,959,892 1,954,005 2.64% 1.90% 1.85% 1.64% 1.55% 1.23% 1.19% 1.18% 0.96% 0.90% 0.90% 161,569,821 74.06% Total issued capital - selected security class(es) 218,173,490 100.00% Pg. 76 Financial Statements Twenty largest shareholders – Quoted partly-paid contributing shares: Position 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 17 17 18 19 20 Holder Name GFI INVESTMENTS PTY LTD MR IAN RONALD BARON MR GEORGE SAKALIDIS & MRS JACQUELINE SAKALIDIS MR ROGER MICHAEL THOMSON & MRS ROSMARIE OLIVE THOMSON EMNJ PTY LTD MR GEORGE SAKALIDIS BRISPOT NOMINEES PTY LTD MR BRENTON GRAHAM TIELEMAN MR BARRINGTON DANCE & MS JEAN PATRICIA DANCE MR BARRINGTON DANCE EMNJ PTY LTD MEGGSIES PTY LTD AUTO MANAGEMENT PTY LTD PGC (2006) PTY LTD GILPIN PARK PTY LTD MR ROBERT FRANCIS KAVANAGH MR PETER WILLIAM TAYLOR & MRS MAUREEN JUNE TAYLOR MR ANTHONY JOHN VETTER & MRS JEANNETTE VETTER MRS GAYNOR CHRISTENSEN MR CHOON KONG LIM MR ERIC ROBERT TERACE & MRS JUDITH FAY TERACE METEORIC RESOURCES NL Total Total issued capital - selected security class(es) Holding 4,311,081 % IC 21.11% 2,051,999 2,040,333 10.05% 9.99% 2,000,000 9.79% 1,269,513 6.22% 958,114 725,930 4.69% 3.56% 500,000 450,000 2.45% 2.20% 360,438 280,059 251,997 218,654 206,030 205,556 180,000 100,000 1.77% 1.37% 1.23% 1.07% 1.01% 1.01% 0.88% 0.49% 100,000 0.49% 100,000 92,500 91,666 0.49% 0.45% 0.45% 66,666 16,560,536 0.33% 81.10% 20,418,862 100.00% Pg. 77 Financial Statements Twenty largest option holders – All options are unquoted: Option to acquire Fully Paid Ordinary Shares, expiry 31.12.2021 NAME MR GEORGE SAKALIDIS MR ERIC JIN HUEI LIM MR JULIEN SANDERSON MR GEORGE SAKALIDIS MR ERIC JIN HUEI LIM MR JULIEN SANDERSON Expiry price $0.377 $0.377 $0.377 $0.218 $0.218 $0.218 Option to acquire Fully Paid Ordinary Shares, expiry 31.12.2024 NAME MR GEORGE SAKALIDIS Expiry price $1.515 Number 1,500,000 750,000 750,000 1,350,000 750,000 350,000 Number 1,800,000 There are a total of 218,173,490 fully paid ordinary shares, 20,418,862 partly-paid contributing shares and 10,350,000 options on issue. Both the fully paid ordinary shares and partly-paid contributing shares are listed on Australian Securities Exchange Limited. Buy-Back Plans The Company does not have any current on-market buy-back plans. Voting Rights The voting rights attaching to ordinary shares are governed by the Constitution. On a show of hands every person present who is a Member or representative of a member shall have one vote and on a poll, every member present in person or by proxy or by attorney or duly authorised representative shall have one vote for each fully paid ordinary share held and a fraction of a vote for each partly- paid contributing share held. The fraction must be equivalent to the proportion which any amount paid (not credited) is of the total amounts paid (if any) and payable (excluding amounts credited). Any amounts paid in advance of a call are ignored when calculating these fractional voting rights. None of the options have any voting rights.

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