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Manhattan Corporation Limited

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FY2021 Annual Report · Manhattan Corporation Limited
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Annual Report 

30 June 2021 

ABN 61 123 156 089 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONTENTS PAGE 

CONTENTS 

PAGE 

CORPORATE DIRECTORY 

DIRECTORS REPORT 

AUDITOR INDEPENDENCE DECLARATION 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 

CONSOLIDATED STATEMENT OF CASH FLOWS 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 

NOTES TO THE FINANCIAL STATEMENTS 

DIRECTORS’ DECLARATION 

INDEPENDENT AUDIT REPORT 

ASX ADDITIONAL INFORMATION 

1 

2 

23 

24 

25 

26 

27 

28 

49 

50 

54 

 
 
 
 
 
 
 
 
CORPORATE DIRECTORY 

Directors 

Mr Marcello Cardaci (Non-Executive Chairman) 

Mr John Seton (Non-Executive Director) 

Mr Jens Balkau (Non-Executive Director) 

Senior Executive 

Mr Kell Nielson (Chief Executive Officer) 

Company Secretary 

Ms Eryn Kestel 

Registered Office 

Level 2 

33 Colin Street 

West Perth WA 6005 

Telephone: 

+61 8 9322 6677 

Facsimile: 

+61 8 9322 1961 

Website: 

www.manhattancorp.com.au  

Email:               info@manhattancorp.com.au 

Share Registry 

Computershare Investor Services Pty Ltd 

Level 2 

Reserve Bank Building 

45 St Georges Terrace 

Perth WA 6000 Australia 

Telephone:  1 300 850 505 

Facsimile:    + 61 8 9323 2033 

Auditors 

Rothsay Auditing 

Level 1, Lincoln House 

4 Ventnor Avenue 

West Perth WA 6005 

Securities Exchange 

The Company’s securities are quoted  

on the official list of the Australian Securities 

Exchange Limited, the home branch being Perth.  

ASX Codes: MHC and MHCO 

Manhattan Corporation Limited 

1 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT 

The  Directors  present  their  report  for  Manhattan  Corporation  Limited  (“Manhattan”  or  “the  Company”)  and  its 

subsidiaries (“the Group”) for the year ended 30 June 2021.  

DIRECTORS 

The names, qualifications, and experience of the Company’s Directors in office during the period and until the 

date of this report are as follows. Directors were in office for this entire period unless otherwise stated. 

Mr Marcello Cardaci B. Juris, LLB, B.Com 

Non-Executive Chairman 

Marcello is a consultant to the Australian legal practice of Gilbert + Tobin. Mr Cardaci holds degrees in law and 

commerce and is experienced in a wide range of corporate and commercial matters with a particular emphasis 

on  public  and  private  capital  equity  raisings  and  mergers  and  acquisitions.  Gilbert  +  Tobin  specializes  in  the 

provision of legal advice to companies involved in various industries including resources and manufacturing. 

Mr Cardaci is a Director of Alta Zinc Limited (formerly Energia Minerals Limited) (appointed 7 October 2014) and 

is a former Director of Cyprium Metals Ltd (resigned 10 July 2019). He has not held any other listed directorships 

over the past three years. 

Mr John Seton LLM (Hons) 

Non-Executive Director  

John  is  an  Auckland  based  solicitor  with  over  30  years’  experience  in  commercial  law,  stock  exchange  listed 

companies and the mineral resources sector.  Mr Seton has an extensive skill set and experience gained from 

sitting on many boards in Australia, New Zealand and overseas based companies both as an Executive and Non-

Executive Director. 

Mr Seton is an Executive Director of Besra Gold Inc., Director & Chairman of Tomizone Limited, Director of Good 

Spirits Hospitality Limited (NZX: GSH) and Trans-Tasman. 

Mr Jens Balkau BSc Hon, MSc DIC 

Non-Executive Director  

Jens has more than 40 years’ experience as a geologist, formerly with Western Mining Corporation and Regis 

Resources Limited, where he led the discovery and definition of more than 5Moz of gold in the Duketon Belt of 

Western  Australia.  His  discovery  record  also  includes  the  world-class  Tampakan  copper-gold  project  in  the 

Philippines and he was involved in the Babel and Nebo nickel discoveries in the West Musgrave region of central 

Australia. Mr Balkau is a member of the AusIMM and Australian Institute of Geoscientists. 

Mr Balkau has not held any other listed directorships over the past three years. 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Mr Kell Nielsen BSc(Geol), MSc(MinEcon), MAusimm 

Chief Executive Officer 

Kell is an Australian Geologist with over 25 years’ experience in project generation, exploration, and development 

across a broad range of minerals including gold, copper and base metals. Mr Nielsen has worked extensively in 

Australia, Mongolia, West and East Africa and Myanmar covering a diverse range of experiences and roles from 

grass roots exploration to being at the forefront of discoveries and managing large resource development teams 

for  Placer  Dome  (Wallaby  resource  definition  >10Moz  Au)  and  consulting  to  BHP  Billiton’s  iron  ore  and  coal 

divisions. 

COMPANY SECRETARY 

Eryn Kestel B. Bus, CPA 

Eryn  is  a  Certified  Practicing  Accountant  with  more  than  28  years  corporate  experience  that  includes  over  13 

years’ in the role of Company Secretary for ASX listed companies. 

Ms Kestel has not held any listed directorships over the past three years. 

INTERESTS IN THE SECURITIES OF THE COMPANY^ 

As at the date of this report the interests of the Directors in the securities of Manhattan Corporation Limited are: 

Director 

M. Cardaci 

J. Seton 

Options over 

Ordinary Shares 

exercisable at 1 

Performance 

Ordinary Shares 

cent each 

Shares 

3,567,241 

1,575,785 

- 

- 

- 

- 

38,844,831 

J. Balkau 
Note: Includes shares held directly, indirectly and beneficially by Key Management Personnel. 

25,896,554 

6,474,138 

RESULTS OF OPERATIONS  
The  Group’s  net  loss  after  taxation  attributable  to  the  members  of  Manhattan  Corporation  for  the  year  to 
30 June 2021 was $599,020 (30 June 2020: $530,765).  

DIVIDENDS                
No dividend was paid or declared by the Group in the period and up to the date of this report.  

CORPORATE STRUCTURE 
Manhattan Corporation Limited is a Company limited by shares, which is incorporated and domiciled in Australia.   

NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES 
During  the  period,  the  principal  activity  was  mineral  exploration  and  development  and  evaluation  of  mineral 
projects and corporate opportunities in the resource sector worldwide. 

EMPLOYEES 
The Group has nil employees at 30 June 2021 (30 June 2020: Nil).   

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

TIBOOBURRA GOLD PROJECT 

New South Wales 

MHC Controls 100% of the Tibooburra Gold Project in the Far NW of New South Wales (NSW) through it’s fully 
owned subsidiary Awati Resources Pty Ltd (Awati). 

The  Tibooburra  Gold  Project  comprises  a  nearly  contiguous  land  package  of  15  granted  exploration  licences 
(~2,200 square kilometres) that are located approximately 200km north of Broken Hill. It stretches 160km south 
from the historic Tibooburra townsite and incorporates a large proportion of the Albert Goldfields (which produced 
in excess of 50,000 to 100,000 ounces of Au from auriferous quartz vein networks and alluvial deposits that shed 
from  them  during  its  short  working  life),  along  the  gold-anomalous  (soil,  rock  and  drilling  geochemistry,  gold 
workings) New Bendigo Fault, to where it merges with the Koonenberry Fault, and then strikes further south on 
towards the recently discovered Kayrunnera gold nugget field. The area is conveniently accessed via the Silver 
City Highway, which runs N-S through the project area. 

Figure 1 | Location of the Tibooburra Gold Project 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

After a detailed study of the Tibooburra District, GSNSW geoscientists (Greenfield and Reid, 2006) concluded 
that ‘mineralisation styles and structural development in the Tibooburra Goldfields are remarkably similar to the 
Victorian  Goldfields  in  the  Western  Lachlan  Orogen’.  In  their  detailed  assessment  and  comparison,  they 
highlighted  similarities  in  the  style  of  mineralisation,  mineral  associations,  metal  associations,  hydrothermal 
alteration,  structural  setting,  timing  of  metamorphism  and  the  age  of  mineralisation,  association  with  I-type 
magmatism,  and  the  character  of  the  sedimentary  host  rocks.  Mineralisation  in  the  Tibooburra  Goldfields  is 
classified as orogenic gold and is typical of turbidite-hosted/slate-belt gold provinces (Greenfield and Reid, 2006). 

Figure 2 | Prospective Palaeozoic gold terrains (green shading) of NSW and Victoria. 

Overview 

Manhattan completed its Maiden RC Drilling programme on the New Bendigo Prospect at Tibooburra in April 2020 
and hance continued to explore the region since then. 

During  the  reporting  period  MHC  continued  to  advance  its  Tibooburra  Gold  Project,  with  a  further  Reverse 
Circulation  (RC)  drill  programme  at  New  Bendigo.  In  addition  to  the  RC  programme,  MHC  completed  two 
systematic Aircore Drilling campaigns and a small diamond core programme. 

Details of the programmes and results are as follows: 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

New Bendigo RC Drilling – August-September 2020 

MHC completed a second RC Drilling programme at the Tibooburra Gold Project in August and September 2020. 
In total, forty (40) Reverse Circulation Drill (RC) Holes (NB0033-0072) were completed for 4,895 metres, these 
results were reported in October (“Spectacular High-Grade Gold Continues at New Bendigo” – 12/10/2020). 

Drilling remained focussed on the shallow nature of the mineralisation corridors with all drilling completed to less 
than 200 metres vertically from surface. 

Drilling  successfully  extended  the  mineralised  footprint  of  the  “Main  Zone”  to  over  600  metres  in  strike  and 
delineated further mineralisation on the “Western Lode”. Drilling still only covered a small portion of the anomalous 
area that extends for over 5  km in anomalous soils and ~2.8 km in historical workings (Main Zone 1.5km and 
Western Lode 1.3 km).  

Main Zone RC Drilling 

As part of this programme, MHC completed a 22 RC holes for 2,772 metres at Main Zone. Drilling improved the 
understanding and structural interpretation of a series of north plunging high grade shoots within a broader lower 
grade  envelope.  Drilling  returned  significant  mineralisation  from  the  near  surface  high-grade  central  zone, 
including: 

▪  30m at 4.03 g/t Au from 11m (NB0033), which includes: 

▪  5m at 20.86 g/t Au from 11m; and 

▪  14m at 1.03 g/t Au from 25m, which includes:  

▪  1m at 4.83 g/t Au from 25 and 

▪  8m at 1.07 g/t Au from 33m 

Further  to  the  high-grade  central  zone,  drilling  successfully  increased  the  mineralised  footprint  with  RC  drill 
coverage extended along strike to the south and north (100m and 80m respectively). The known strike extent of 
mineralisation now exceeds over 600 metres. Mineralisation remains open along strike to the south and the north 
and down-dip. 

Drilling completed on the “Main Zone” has still only tested a small portion of an elongated >5km long soil anomaly, 
where historic workings extend over at least 1.5 km of strike along the interpreted Main Zone.  

Drilling returned significant results, including: 

▪  2m at 2.19 g/t Au from 74m (NB0044) 

▪  2m at 3.04 g/t Au from 75m (NB0047) 

▪  3m at 1.71 g/t Au from 34m (NB0052) 

▪  3m at 1.55 g/t Au from 43m (NB0052) 

▪  3m at 1.88 g/t Au from 74m (NB0061) 

▪  6m at 1.11 g/t Au from 110m (NB0067) 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Western Lode RC Drilling 

In  addition  to  the  “Main  Zone”  drilling  MHC  completed  16  RC  holes  for  1,913  metres  on  the  “Western  Lode”. 
Drilling was aimed at defining the potential of the “Western Lode” where previous drilling reported 7m at 18.16 g/t 
Au (NB0023) and 5m at 1.12 g/t Au (NB0024). 

Drilling was completed on planned section lines at regular intervals of approximately 40m north and 140 and 340m 
south along strike of RC holes NB0023 and NB0024 that were completed in May. 

Drilling completed by MHC during this round intersected similar alteration and widths to that encountered by initial 
RC drilling completed in May. Significant results from the latest round of drilling include: 

▪  4m at 1.05 g/t Au from 28m (NB0034) 

▪  2m at 1.28 g/t Au from 13m (NB0037) 

▪  2m at 1.24 g/t Au from 20m (NB0037) 

▪  1m at 4.15 g/t Au from 122m (NB0039) 

▪  1m at 5.40 g/t Au from 1m (NB0056) 

The mineralisation drilled at “Western Lode” has been traced from the current drilling to the south through a series 
of workings that extends for at least 1.3 kilometres. The higher-grade component intersected in drilling completed 
in  May  (NB0023)  has  been  interpreted  as  being  associated  with  nuggety  coarse  gold  associated  with  quartz 
veining within the alteration sequence and an interpreted structure or kink that cuts north east through the Western 
Lode and Main Zone. This is further evidenced by a flexure in mineralisation identified in the recent drilling. 

New Bendigo – Diamond Drilling December 2020 

MHC completed three diamond holes (NBD0001-03) in December 2020. Drilling on the “Main Zone” intersected 
broad zones of fractured, veined and crackle brecciated quartz pyrite altered black shales proximal to the historic 
workings in fresh rock (NBD0001). Similar textured and weathered alteration (fractured, crackle brecciated, veined 
and  ex-sulphidic  material)  in  oxidised  core  was  intersected  in  NBD0002  that  was  cored  from  surface  south  of 
recent RC drilling that returned 30m at 4.03 g/t Au from 11m (NB0033), including 5m at 20.86 g/t Au from 11m. 

Results were reported in February (“Aircore Discovers New Gold Zone”  – 16/02/2021) and April (“2021 March 
Quarter Activities Report” – 29/07/2021). 

Significant mineralisation was returned from NBD0001 (32m at 0.22 g/t Au from 81m) and NBD0002 (32m at 0.39 
g/t Au from 5m) that is associated with the above-mentioned broad altered and fractured zones.   

These results combined with the new zone discovered to the south  of “Main Zone” significantly enhanced  the 
interpretation  of the structural controls on mineralisation. Preliminary interpretation of drilling indicates that the 
mineralisation exploited by historical mining and high-grade drill intersections such as 30m at 4.03 g/t Au (NB0033) 
is associated with N to NE trending sinistral faulting where it intersects the broader lower-grade mineralisation 
associated with the NNW trending New Bendigo Fault System. 

The completed diamond holes are interpreted as being drilled on the periphery of the N to NE trending structure 
and hence the higher-grade mineralisation, specifically where drilling ~7m south of NB0033 (30m at 4.03 g/t Au) 
returned 32m at 0.39 g/t Au from 5m (NBD0002) within oxidised core, with assays from the bottom of the hole yet 
to be received. 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

This interpretation at the time of the completed diamond core at New Bendigo continued to confirm the continuity 
of lower grade mineralisation within a wide NNW trending shear zone and strengthens MHC’s understanding that 
the controls on the high-grade mineralisation are associated to have a similar orientation to the N to NE cross 
cutting faults and shears. 
MHC in conjunction with its specialist structural geologist completed an initial structural interpretation of the core 
completed  to  date  in  conjunction  with  the  recommencement  of  RC  and  diamond  drilling.  targeting  further 
discoveries and expansion of high-grade zones that are associated with high strain features intersected in core 
that cut across the dominant regional shear system.  

Assays from diamond hole NBD0003 completed on the “Western Lode” returned lower grade mineralisation within 
intersected broad zones of strong to intense silica, sericite, pyrite and (+/-) fuchsite altered shales, siltstones and 
sandstones interbedded with fractured, veined and brecciated quartz, pyrite altered black shales proximal to RC 
hole NB0023 that returned 7m at 18.16 g/t on the “Western Lode”. 

proximal to RC hole NB0023 that returned 7m at 18.16 g/t on the “Western Lode”. 

New Bendigo – Aircore Drilling November-December 2020 

MHC completed 105 Aircore drillholes (NBAC0001-105) for a total of 4,863m targeting geochemical responses 
and shallow near surface mineralisation at its New Bendigo Prospect in late 2020. Drilling covered approximately 
4 kilometres of prospective strike along the New Bendigo fault zone, targeting local extensions to and near the 
current known mineralised zones, and regionally to define the location and extent of the fault and shear system 
and outline further prospective mineralised zones to that already defined at “Main Zone” and “Western Lode”. 

Results were reported in February (“Aircore Discovers New Gold Zone”  – 16/02/2021) and April (“2021 March 
Quarter Activities Report” – 29/07/2021). 

Assays  received  from  the  programme  successfully  delivered  two  high  priority  targets  for  immediate  follow  up 
drilling, this includes a new discovery to the south of the “Main Zone”. 

Aircore drilling 500m along strike (SSE) of the Main Zone at the New Bendigo Prospect returned 12m at 1.14 g/t 
Au  including  4m  at  2.50  g/t  Au  from  surface  (NBAC0103)  (Figure  1)  associated  with  a  zone  of  workings  that 
extends for at least 600m within an interpreted sinistral fault structure where it cuts through the New Bendigo Fault 
Zone.  MHC  is  encouraged  by  the  drilling  completed  to  date,  with  parts  of  the  programme  intersecting  logged 
structures,  alteration,  and  mineral  assemblages  like  those  noted  within  the  New  Bendigo  “Main  Zone”  and 
“Western Lode”. 

Further to the new zone above, a broad spaced (~50m) regional traverse line drilled approximately 2km south of 
the main zone, where no drilling had been completed to date. returned anomalous results on a significant regional 
structure. Drilling returned 8m at 0.42 g/t Au from 64m (NBAC0059), including 4m at 0.69 g/t and 3m at 0.50 g/t 
Au from 76m to the end of hole (NBAC0062). 

In addition to the identification of these two priority areas that require immediate follow-up drilling, drilling delivered 
significant technical knowledge on the localised mineralisation and how it sits within the broader regional geology. 
This includes the significance of the New Bendigo Fault Zone and its associated splays and its interaction with 
other shears and faults, especially the NE trending intersecting faults within the region.  

MHC felt that the data gathered combined with the technical and structural data from the diamond drilling, will 
significantly strengthen MHC’s ability to target further mineralisation with an enhanced geological model at New 
Bendigo and regionally, including the >30km of mineralised corridor that New Bendigo,  Clone and Pioneer are 
located within. 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

This  is  evident  where  the  structures,  particularly  the  NE  faults  cross  cutting  the  main  New  Bendigo  fault  are 
associated  with  high-grade  mineralisation  as  identified  at  “Main  Zone”,  “West  Lode”  and  potentially  the  newly 
discovered “South Zone”. 

Part of the Aircore drilling resumption in April 2021 was specifically targeted at the newly discovered zone and the 
extensions to “Main Zone” and “Western Lode” along the NE trend that has not been tested. 

Aircore Drilling April-May 2021 

MHC completed 171 Aircore holes (10,308 metres) of drilling as a precursor to planned RC drilling in April and 
May  2021.  Drilling  focussed  on  areas  within  the  northern  corridor  proximal  to  existing  and  recently  identified 
potential gold targets along the 25km long highly prospective and mineralised New Bendigo Fault structure. 

Results  were  reported  in  July  (“More  High-Grade  at  New  Bendigo  Main  Zone”  –  01/07/2021  and  “2021  June 
Quarter Activities Report” – 30/07/2021). 

New Bendigo Main Zone 

Aircore  drilling  (AC)  was  undertaken  at  “Main  Zone”  to  scope  out  the  structural  controls  on  high-grade 
mineralisation previously intersected in RC drilling at “Main Zone” (30m at 4.03 g/t Au, NB0033) and “Western 
Lode” (7m at 18.16 g/t Au, NB0023) utilising closely spaced Aircore drilling.  Aircore was undertaken in preference 
to further diamond drilling to confirm the interpretation of the structural controls on mineralisation, where obtaining 
orientated diamond core in weathered, brecciated and fractured material has proved to be extremely difficult within 
the near surface area.  

Drilling undertook the form of two lines (13 holes), NBAC0179-187 and NBAC203-206) of closely spaced AC to 
the  NE  and  the  SW  of  the  shallow  high-grade  where  no  effective  drill  coverage  existed.    Drilling  returned 
exceptional results, including: 

▪  12m at 2.78 g.t Au from surface, including 4m at 7.63 g/t Au (NBAC0181); & 

▪  8m at 1.78 g/t Au from surface, including 4m at 3.29 g/t Au (NBAC0183). 

As indicated in previous announcements, MHC believed that the mineralisation exploited by historical mining and 
high-grade drill intersections such as 30m at 4.03 g/t Au returned in NB0033 (from 11m) is associated with NNE 
to NE trending  faulting  where it  intersects the broader lower-grade  mineralisation associated  with the regional 
NNW trending New Bendigo Fault System.  Aircore drilling has adjusted this interpretation, with the cross-cutting 
controls now believed to be orientated in a northerly direction (as opposed to NNE to NE). 

This interpretation  now  opens the higher-grade controls for further testing along the whole strike  extent of  the 
mineralised system at “Main Zone” and potentially the “Western Lode”.  

MHC is planning on completing a further 5,000m of RC at New Bendigo, focused on the north trending high grade 
intersections to date where they remain open within the broader NNW trending New Bendigo Fault System. 

MHC is now anticipating the required approvals to be received in August, with drilling to commence shortly after 
dependent upon the COVID-19 restrictions are in place at the time. 

Jefferies Flat, Pioneer and Phoenix 

In addition to the drilling at New Bendigo and Big Ego, MHC completed a further 58 AC holes over the far northern 
section of the mineralised corridor that extends for over 6 kilometres north from Pioneer where previous drilling 
returned 3m at 4.89 g/t Au from 69.8m (Diamond Hole AWPN02A) and 2m at 14.72 g/t Au from 88m (RC Hole 
TP003) to Phoenix and Jefferies Flat to Jefferies Flat. 

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Planned drilling was reduced at Jefferies Flat due to shallower weathering being intersected, MHC now plans to 
now conduct a more detailed Auger drilling programme over the area.  

A peak result of 4m at 0.59 g/t AU was returned (JFAC001). 

Sandy Well and North Sandy Well 

Limited drilling was undertaken in the Sandy Well area where cross-cutting structures intersect the main regional 
structures. Drilling intersected thick transported cover and significant mineralisation (4m at 1.19 g/t Au from 92m) 
was returned in SWAC004  

Further drilling is not planned at this stage. 

New Bendigo Southern Zones 

MHC completed eight holes at New Bendigo “Southern Zone” to follow  up  drilling completed  in  late 2020 that 
returned 12m at 1.14 g/t Au including 4m at 2.50 g/t Au from surface (NBAC0103).  

All  assays  have  been  returned  with  a  peak  result  of  4m  at  0.55  g/t  Au  being  returned  from  the  end  of  hole 
(NBAC0112). Due to the shallow weathering and the inability of the rig to  obtain suitable drill depths (average 
depth ~26m), Aircore drilling was deemed to be ineffective. MHC plans to complete a deeper RC drilling traverse 
(fence line) across the original intersection (NBAC0103) in the upcoming programme as the Company remains 
encouraged  by  the  drilling  completed  to  date;  with  recent  drilling  intersecting  logged  alteration,  and  mineral 
assemblages like those noted within the New Bendigo “Main Zone” and “Western Lode”, including intersection of 
sulphide mineralisation (weathered and fresh) associated with sheared and veined material.  

MHC completed nine AC holes at Silverton (NBAC0106-114) to follow up previous AC results that included, 8m 
at 0.42 g/t Au (NBAC0059), 3m at 0.50 g/t Au from 76m (EOH - NBAC0062). A further hole NBAC0063 returned 
1m at 36.4 g/t Ag from 50 metres (EOH) in multi-element geochemical sampling that was undertaken by MHC on 
the last metre sampled in the AC hole. Drilling returned only minor anomalism, MHC plans to test underneath the 
more anomalous results using RC as part of the next programme. 

Returned assays from drilling at Big Ego and Big Ego NW indicated no significant Au associated with the alteration 
system and MHC is not planning any further work within the area. 

Tenements 

During the reporting period MHC added additional granted tenure to its holdings at the Tibooburra Gold Project. 
The following New Exploration Licences were Granted: 

•  EL 9010 – Granted 17/11/2020 (Previously ELA 5939) 

•  EL 9024 – Granted 13/01/2021 (Previously ELA 5912) 

•  EL 9092- Granted 15/03/2021 (Previously ELA 6146) 

•  EL 9093- Granted 16/03/2021 (Previously ELA 6036) 

•  EL 9094- Granted 16/03/2021 (Previously ELA 6052) 

In addition to these five exploration licences, a new 6 year Exploration licence (EL 9202) was granted over the 
area that covered the New Bendigo Prospect replacing EL 6286.  

Manhattan Corporation Limited 

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2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Details of the licences are tabled Below: 

Table 1. Tibooburra Gold Project - Tenements 

JORC Code, 2012 Edition – Table 1 

As required by ASX Listing Rule 5.7, the relevant information and Tables required for previously announced results under the 
JORC Code can be found in the following announcements: 
In  reference  to  results  quoted  for  previous  drilling,  please  refer  to  the  following  announcements  for  the  results  and  their 
respective JORC Tables for the quoted intersections for drill holes using the following prefixes:  
“TIBRB” or “AW” – Reported by MHC on the 11th February 2020, “Drilling – Tibooburra Gold Project”. 
“NB0001-32” – Reported by MHC on the 25th June 2020, “New High-Grade Gold Discovery”. 
“NB0033-72” – Reported by MHC on the 12th October 2020, “Spectacular High-Grade Gold Continues at New Bendigo”. 
“NBAC0001-105” – Reported by MHC on the 16/12/2021 “Aircore Discovers New Gold Zone” and 29/07/2021 “2021 March 
Quarter Activities Report” 
“NBD0001-003” – Reported by MHC on the 16/12/2021 “Aircore Discovers New Gold Zone” and 29/07/2021 “2021 March 
Quarter Activities Report” 
“NBAC0106-206” – Reported by MHC on the 22 July 2021 and the 30th July 2021 “More High Grade at New Bendigo Main 
Zone” and “2021 June Quarter Activity Report” respectively 

References 

Greenfield J and Reid W, 2006. Orogenic gold in the Tibooburra area of north-western NSW – a ~440Ma ore system with 
comparison to the Victoria Goldfields. ASEG Extended Abstracts, 2006:1, 1-8, DOI: 10.1071/ASEG2006ab059. 

Manhattan Corporation Limited 

11 

2021 Annual Report to Shareholders 

ProjectAreaRegisteredHolderTenementNumberStatusGrant or Application DateExpiryDateArea(Sq.km)Area(Units)EL 920228/06/202128/06/202773.925EL 743723/12/200923/12/202632.811EL 869102/02/201802/02/2027137.346EL 868802/02/201802/02/2027110.237EL 860223/06/201723/06/2026145.249EL 860323/06/201723/06/202650.317EL 860727/06/201727/06/2026147.850EL 868902/02/201802/02/202780.227EL 869002/02/201802/02/2027115.739EL 874204/05/201804/05/2027115.639EL 901017/11/202017/11/20268328EL 902413/01/202113/01/202725185EL 909215/03/202115/03/2027118.740EL 909316/03/202116/03/2027576194EL 909416/03/202116/03/2027158.153Sub Totals2,196740NorthernLicencesSouthern LicencesAwatiResourcesPty. Ltd.(100%) 
 
 
 
 
 
 
 
 
 
Competent Persons Statement 
The information in this Report that relates to Exploration Results for the Tibooburra Project is based on information review by Mr 
Kell  Nielsen  who  is  the  CEO  of  Manhattan  Corporation  Limited  and  is  a  Member  of  the  Australasian  Institute  of  Mining  and 
Metallurgy.  Mr  Nielsen  has  sufficient  experience  which  is  relevant  to  this  style  of  mineralisation  and  type  of  deposit  under 
consideration and to the overseeing activities which he is undertaking to qualify as a Competent Person as defined in the 2004 
and 2012 Editions of the “Australasian Code for Reporting of Exploration Results, Minerals Resources and Ore Reserves’. Mr 
Nielsen consents to the inclusion in the report of the matters based on his reviewed information in the form and context in which 
it appears.  

Forward looking statements 
This announcement may contain certain “forward-looking statements” which may not have been based solely on historical facts, 
but rather may be based on the Company’s current expectations about future events and results. Where the Company expresses 
or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed 
to  have  a  reasonable  basis.  However,  forward  looking  statements  are  subject  to  risks,  uncertainties,  assumptions  and  other 
factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-
looking statements. Such risks include, but are not limited to third party actions, metals price volatility, currency fluctuations and 
variances in exploration results, ore grade or other factors, as well as political and operational risks, and governmental regulation 
and judicial outcomes. For a more detailed discussion of such risks and other factors, see the Company’s Annual Reports, as 
well as the Company’s other releases. The Company does not undertake any obligation to release publicly any revisions to any 
“forward-looking statement” to reflect events or circumstances after the date of this announcement, or to reflect the occurrence of 
unanticipated events, except as may be required under applicable securities laws. 

Manhattan Corporation Limited 

12 

2021 Annual Report to Shareholders 

 
 
 
 
DIRECTORS REPORT (Continued) 

PONTON URANIUM PROJECT 
Western Australia 

MHC still maintains the Ponton Uranium Project in Western Australia (WA). No exploration or development was 
carried out on the Project during the reporting period. 

The Ponton Uranium Project is a potential future low-cost in-situ metal recovery (ISR) development opportunity 
located in Western Australia. 

The  Project  comprises  key  Exploration  Licence  E28/1898  and  a  further  Exploration  Licence  Application  (ELA 
28/2454) 

The Project is located within the remote Queen Victoria Spring Nature Reserve (QVSNR), 200km east northeast 
of Kalgoorlie. The WA state Labor government’s policies of not to approve new uranium mines, or to allow mineral 
exploration in reserves, suggests there is little likelihood of progressing the exploration and development of the 
Ponton uranium project over the next four-year term of the present WA government.  

Manhattan will endeavour to maintain its Ponton Uranium Project with a view that the uranium price may improve 
in the future and the WA government will change or its policies on uranium approvals and exploration access to 
reserves will change. 

On  23  January  2017  Manhattan  reported  an  upgraded  JORC  Code  2012  Inferred  Resource  for  the  Double  8 
uranium deposit at Ponton in WA of 26 million tonnes (Mt), for 17.2 million pounds (Mlb) grading 300ppm uranium 
oxide (U3O8) at a 200ppm cutoff.  

The Inferred Resource estimate reported for Ponton project is: 

•  Double 8 uranium deposit of 17.2Mlb U3O8 at 200ppm cutoff.   

Exploration  Results  at  Ponton,  reported  on  7  February  2014,  have  also  identified  four  wide  spaced  drilled 
Exploration Targets, namely: 

• 

Stallion South of between 8 and 16Mlb U3O8;     

•  Highway South of between 8 and 16Mlb U3O8; and     

• 

Ponton of between 15 and 30Mlb U3O8     

For  full  details  of  reported  Mineral  Resource  Estimates  and  Exploration  Targets,  Competent  Person’s 
consent, material assumptions and technical parameters for the Ponton Project refer to Manhattan ASX 
announcements dated 23 January 2017 and 7 February 2014.  

Ponton Uranium Project Inferred Resource 

There has been no change to the Mineral Resource Estimates from 30 June 2018 Annual Report up to the date 
of this report. 

Manhattan Corporation Limited 

13 

2021 Annual Report to Shareholders 

CUTOFF GRADE eU3O8(ppm)TONNES (MILLION) GRADE eU3O8(ppm)TONNES U3O8(t)POUNDS (MILLION) U3O8(Mlb)10011017018,70042.01505124012,24026.0200263007,80017.2250143605,04011.0DOUBLE 8 INFERRED RESOURCE ESTIMATES 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Figure 03 | Ponton Uranium Project 

Figure 04 | Manhattan’s Ponton 

Manhattan Corporation Limited 

14 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Figure 05 | Double 8 Inferred Resources – Double 8, Stallion South, Highway South & Ponton Exploration 
Targets. 

Manhattan Corporation Limited 

15 

2021 Annual Report to Shareholders 

 
 
 
 
 
DIRECTORS REPORT (Continued) 

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS  

There have been no significant changes in the state of affairs of the Company during year to 30 June 2021 and 

up to the date of this report. 

SIGNIFICANT EVENTS AFTER THE BALANCE DATE 

No  matters  or  circumstance  have  arisen  since  30  June  2021  which  significantly  affected  or  could  significantly 

affect the operations of the consolidated group in future financial years. 

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS 

Likely developments in the operations of the Company are set out in the above review of operations in this annual 

report. Any future prospects are dependent upon the results of future exploration and evaluation.   

ENVIRONMENTAL REGULATIONS AND PERFORMANCE  

The  Group  carries  or  carried  out  operations  that  are  subject  to  environmental  regulations  under  legislation  in 

Australia. The Group has formal procedures in place to ensure regulations are adhered to. The Group is not aware 

of any breaches in relation to environmental matters. 

SHARE OPTIONS 

As at the date of this report, there were 214,000,001 unissued ordinary shares under options and 300,000,000 

performance shares on issue.  The details of the options at the date of this report are as follows: 

Number 

Exercise Price $ 

Expiry Date 

14,000,000 

200,000,001 

214,000,001 

0.01 

28 April 2023 

0.01  1 August 2023 

No option holder has any right under the options to participate in any other share issue of the  Company or any 

other entity. 

CORPORATE 

On 6 July 2020, the Company announced the completion of a Placement which was applied to progress additional 

RC drilling at New Bendigo.  20 million fully paid Ordinary Shares were issued at $0.017 per Share to institutional, 

professional and sophisticated investors including existing Shareholders. 

Manhattan Corporation Limited 

16 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS 

The Company has  made an agreement  indemnifying  all the Directors and  officers of the Company against  all 

losses or liabilities incurred by each Director or officer in their capacity as Directors or officers of the Company to 

the  extent  permitted  by  the  Corporations  Act  2001.  The  indemnification  specifically  excludes  wilful  acts  of 

negligence.    The  Company  paid  insurance  premiums  in  respect  of  Directors’  and  Officers’  Liability  Insurance 

contracts for current officers of the Company, including officers of the Company’s controlled entities.  The liabilities 

insured are damages and legal costs that may be incurred in defending civil or criminal proceedings that may be 

brought against the officers in their capacity as officers of entities in the Group. The total amount of insurance 

premiums paid has not been disclosed due to confidentiality reasons. 

DIRECTORS’ MEETINGS  

During  the  period  ended  30  June  2021,  in  addition  to  regular  Board  discussions,  the  number  of  meetings  of 

directors held and the number of meetings attended by each director were as follows: 

Director 

Mr Marcello Cardaci 

Mr Jens Balkau 

Mr John Seton 

Number of 

Meetings Eligible to 

Number of 

Attend 

Meetings Attended 

3 

3 

3 

3 

3 

3 

PROCEEDINGS ON BEHALF OF COMPANY 

No  person  has  applied  for  leave  of  court  to  bring  proceedings  on  behalf  of  the  Company  or  intervene  in  any 

proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company 

for all or any part of those proceedings. The Company was not a party to any such proceedings during the year. 

CORPORATE GOVERNANCE 

In  recognising  the  need  for  the  highest  standards  of  corporate  behaviour  and  accountability,  the  Directors  of 

Manhattan Corporation Limited support and have adhered to the principles of sound corporate governance.  The 

Board recognises the recommendations of the Australian Securities Exchange Corporate Governance  Council 

and considers that  Manhattan Corporation complies  with those guidelines to  the extent possible,  which are of 

importance to the commercial operation of a junior listed resources company. During the period, shareholders 

continued to receive the benefit of an efficient and cost-effective corporate governance policy for the Company.  

In  accordance  with  ASX  Listing  Rule  4.10.3  the  Company  has  elected  to  publish  its  Corporate  Governance 

Statement on the Company website at https://manhattcorp.com.au/corporate/corporate-governance/.  

AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES 

Section 307C of the Corporations Act 2001 requires the Company’s auditors to provide the Directors of Manhattan 

Corporation with an Independence Declaration in relation to the audit of the financial report for the year ended 30 

June 2021. A copy of that declaration is included on page 23.  

Manhattan Corporation Limited 

17 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

REMUNERATION REPORT (AUDITED) 

This  report  outlines  the  remuneration  arrangements  in  place  for  Directors  and  Executives  of  Manhattan 

Corporation Limited in accordance with the requirements of the Corporations Act 2001 and its Regulations.  For 

the  purpose  of  this  report,  Key  Management  Personnel  (KMP)  of  the  Company  are  defined  as  those  persons 

having authority and responsibility for planning, directing and controlling the major activities of the Group, directly 

or indirectly, including any Director (whether executive or otherwise) of the Group 

The report contains the following sections: 

1. 

2. 

3. 

4. 

5. 

6. 

Key Management Personnel covered by this Remuneration Report; 

Remuneration Governance; 

Details of Remuneration; 

Share Based Remuneration; 

Additional disclosures relating to options and shares; and 

Service Agreements. 

1.  Key Management Personnel covered by this Remuneration Report 

The following were KMPs of the Group at any time during the years ended 30 June 2020 and 30 June 2021 and 

unless otherwise indicated, KMPs for the entire period: 

Non–Executive Directors 
Mr Marcello Cardaci 
Mr Jens Balkau 
Mr John Seton 

Other Key Management Personnel 
Mr Kell Nielsen 

There were no other changes to KMPs after the reporting date and before the date of the financial report. 

2.  Remuneration Governance 

The Board is responsible for determining and reviewing compensation arrangements for the Directors.  The Board 

assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by 

reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder 

benefit from the retention of a high quality board and executive team.  Currently the Group does not link the nature 

and amount of the emoluments of such officers to the Group’s financial or operational performance.  The expected 

outcome of this remuneration structure is to retain and motivate Directors.  

As  part  of  its  Corporate  Governance  Policies  and  Procedures,  the  Board  has  adopted  a  formal  Remuneration 

Committee Charter. Due to the current size of the Group and number of Directors, the Board has elected not to 

create a separate Remuneration Committee but has instead decided to undertake the function of the Committee 

as a full Board under the guidance of the formal Charter.  

The table below shows the performance of the Group as measured by loss per share over the past five financial 

years: 

Manhattan Corporation Limited 

18 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

3.  Details of Remuneration 

Details of the nature and amount of each element of the emolument of each Director and Executive of the Group 

are as follows: 

30 June 2021 
Director 
Mr. M Cardaci 
Mr. J Balkau 1 
Mr. J Seton  
Other KMP 
Mr K Nielsen 2 

Total  
30 June 2020 
Director 
Mr. M Cardaci 
Mr. J Balkau 1 
Mr. R Perring 3 
Mr. J Seton  
Other KMP 
Mr K Nielsen 2 

Short Term 

Options 

Base Salary 
$ 

Directors 
Fees 
$ 

Consulting 
Fees 
$ 

Post 
employment 
Superannuati
on 
$ 

Share Based 
Payment 
$ 

Total 
$ 

Performance 
Related 
% 

- 
- 
- 

- 

- 

- 
- 
- 
- 

- 

36,000 
36,000 
24,000 

- 
- 
- 

- 

200,000 

96,000 

200,000 

36,000 
6,000 
18,000 
24,000 

18,000 
- 
13,500 
- 

- 

120,949 

- 
- 
- 

- 

- 

- 
- 
- 
- 

- 

- 
- 
- 

- 

- 

- 
12,948 
- 
- 

36,000 
36,000 
24,000 

200,000 

296,000 

54,000 
18,948 
31,500 
24,000 

- 
- 
- 

- 

- 

- 
- 
- 
- 

39,000 

159,949 

32.2% 

Total  
Notes: 
(1)  Jens Balkau was appointed on 6 April 2020. The share-based payment included in the table relate to the acquisition of 

152,449 

288,397 

51,948 

84,000 

- 

- 

- 

Awati Resources Pty Ltd. 

(2)  Kell Nielsen was appointed as CEO on the 23 April 2020 and previously provided consulting services. 
(3)  Robert Perring resigned on 6 April 2020. 

4.  Share Based Remuneration 

The terms and conditions of each grant of options affecting remuneration in the previous, this or future reporting 

periods are as follows: 

Grant date 

Grant 
number 

Expiry date  

Value per 
options at 
grant date 

Value of 
options at 
grant date 

Exercise 
price 

No. Vested  No. Expired 

Director 
Mr. J Balkau 1 
Other KMP 
Mr K Nielsen 2 

6/04/2020 

6,474,138  1/08/2023 

$0.002 

$12,948 

$0.01 

6,474,138 

28/04/2020  10,000,000  28/04/2023 

$0.004 

$39,000 

$0.01  10,000,000 

Total 
Notes: 
(1)  Jens Balkau was appointed on 6 April 2020. 
(2)  Kell Nielsen was appointed as CEO on the 23 April 2020 and previously provided consulting services. 

  16,474,138 

  16,474,138 

- 

- 

- 

Options over shares in Manhattan are granted to Directors, consultants and employees as consideration and are 

approved by a  general meeting of shareholders. The  options are  designed to provide  long term incentives  for 

executives and non-executives to deliver long term shareholder returns. Participants are granted options which 

are granted for no issue consideration and the exercise prices will be such price as determined by the board, at 

its absolute discretion, on or before the date of issue.  

There were no alterations to the terms and conditions of options granted as remuneration since their grant date.  

Manhattan Corporation Limited 

19 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Options granted as part of remuneration have been valued using the Black-Scholes option pricing model, which 

takes account of factors such as the option exercise price, the current level and volatility of the underlying share 

price and the expected time to maturity of the option. Options granted under the plan carry no dividend or voting 

rights.  

During the year there were no options provided as remuneration to Directors or other Key Management Personnel 

of the Company. When exercisable, each option is convertible into one ordinary share of Manhattan. 

5.  Additional disclosures relating to options and shares 

Share holdings of Key Management Personnel^ 

The number of shares in the Company held during the period and up to the date of this report by each director and 

executive of Manhattan Corporation Limited, including their personally related parties, is set out below. There were 

no shares granted during the reporting period as compensation. 

30 June 2021 
Director 
Mr. M Cardaci 
Mr. J Balkau 1 
Mr. J Seton 2 
Other KMP 
Mr K Nielsen 3 

Total 
30 June 2020 
Director 
Mr. M Cardaci 
Mr. J Balkau 1 
Mr. R Perring 4 
Mr. J Seton 2 
Other KMP 
Mr K Nielsen 3 

Opening 
Balance 

Number Issued 

Share 
Purchases 

Share Sales or 
Other changes  Closing Balance 

3,567,241 
25,896,554 
25,578,761 

1,500,000 

56,542,556 

- 
- 
- 

- 

- 

- 
- 
- 

- 
- 
(24,002,976) 

3,567,241 
25,896,554 
1,575,785 

750,000 

- 

2,250,000 

750,000 

(24,002,976) 

33,289,580 

3,567,241 
-  
15,000,000  
25,578,761 

- 
25,896,554 
- 
- 

- 

- 

- 
- 
- 
- 

- 

- 
- 
15,000,000 
- 

3,567,241 
25,896,554 
- 
25,578,761 

1,500,000 

1,500,000 

Total 
Notes: 
Includes shares held directly, indirectly and beneficially by Key Management Personnel. 
(1)  Jens Balkau was appointed on 6 April 2020. Shares issued in the table relate to the acquisition of Awati Resources Pty 

16,500,000 

25,896,554 

44,146,002 

56,542,556 

- 

Ltd. 

(2)  John Seton’s holding  reflects his resignation as Director of Minvest Securities (New Zealand) and the removal of  his 

beneficial holding in Minvest Securities of 24,002,976 

(3)  Kell Nielsen was appointed as CEO on the 23 April 2020 and previously provided consulting services 
(4)  Robert Perring resigned on 6 April 2020.  Shares deemed to be disposed upon resignation from the Company. 

Manhattan Corporation Limited 

20 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

Option holdings of Key Management Personnel^ 

The numbers of options over ordinary shares in the Company held during the period by each director of Manhattan 

Corporation Limited and specified executive  of the  group,  including their  personally related parties, are set out 

below: 

30 June 2021 
Director 
Mr. M Cardaci 
Mr. J Balkau 1 
Mr. J Seton  
Other KMP 
Mr K Nielsen 2 

Total 
30 June 2020 
Director 
Mr. M Cardaci 
Mr. J Balkau 1 
Mr. R Perring 3 
Mr. J Seton  
Other KMP 
Mr K Nielsen 2 

Opening 
Balance 

Number 
Issued 

Number 
Exercised 

Expired or 
other 
changes 

Closing 
Balance  Exercisable 

Non-
exercisable 

Vested options 

- 
6,474,138 
- 

10,000,000 

16,474,138 

- 
- 
- 

- 

- 

2,000,000 
- 
- 
2,000,000 

- 
6,474,138 
- 
- 

-  10,000,000 

- 
- 
- 

- 

- 

- 
- 
- 
- 

- 

- 
- 
- 

- 
6,474,138 
- 

- 
6,474,138 
- 

-  10,000,000  10,000,000 

-  16,474,138  16,474,138 

(2,000,000) 
- 
- 
(2,000,000) 

- 
6,474,138 
- 
- 

- 
6,474,138 
- 
- 

-  10,000,000  10,000,000 

- 
- 
- 

- 

- 

- 
- 
- 
- 

- 

Total 
Notes: 
Includes shares held directly, indirectly and beneficially by Key Management Personnel. 
(1)  Jens Balkau was appointed on 6 April 2020. Options issued in the table relate to the acquisition of Awati Resources Pty 

(4,000,000)  16,474,138  16,474,138 

4,000,000  16,474,138 

- 

- 

Ltd. 

(2)  Kell Nielsen was appointed as CEO on the 23 April 2020 and previously provided consulting services. 
(3)  Robert Perring resigned on 6 April 2020. 

All  equity  transactions  with  key  management  personnel  other  than  arising  from  the  exercise  of  remuneration 

options have been entered into under terms and conditions no more favourable than those the Group would have 

adopted if dealing at arm’s length.  

6.  Service Agreements 

Non-Executive Directors 

The Non-Executive Directors on appointment, enter into a service agreement with the Company in the form of a 

letter appointment and are paid an annual fee on a monthly basis. The letter summarises the Board policies and 

terms, including compensation, relevant to the office of Non-Executive Director. 

The  Non-Executive  Directors  are  also  entitled  to  fees  for  other  amounts  as  the  board  determines  where  they 

perform special duties or otherwise performs extra services or make special exertions on behalf of the Company. 

These  fees  are  included  as  short-term  consulting  fees  as  outlined  in  the  tables  included  in  the  Remuneration 

Report.  

Manhattan Corporation Limited 

21 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIRECTORS REPORT (Continued) 

In  determining  whether  a  Non-Executive  Director  should  perform  any  additional  services  on  behalf  of  the 

Company, the board takes into consideration factors such as the cash flow impact of employing an independent 

contractor,  the  relevant  experience  and  technical  expertise  required  in  performing  any  services  and  relevant 

additional credentials required to perform a particular task. 

The aggregate fee remuneration for Non-Executive Directors has been set at an amount not to exceed $200,000 

per annum. This amount may only be increased with the approval of Shareholders at a general meeting. 

Other transactions with Key Management Personnel and their related parties  

Jura Trust Limited (a Company of which Mr Seton is a director), as trustee of the Jura Trust, charged the Group 

director’s fees for the twelve months totalling $24,000 (2020: $24,000). This amount is not in addition to the fees 

included in the remuneration table within this remuneration report. Nil (2020: $2,000) was outstanding at period 

end. 

These transactions have been entered into on normal commercial terms.  

End of Remuneration Report (Audited) 

Signed on behalf of the board in accordance with a resolution of the Directors. 

Marcello Cardaci 

Non-Executive Chairman 

29 September 2021  

Manhattan Corporation Limited 

22 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The Directors 
Manhattan Corporation Limited 
Level 2 
33 Colin Street 
West Perth WA  6005 

Dear Directors 

In accordance with Section 307C of the Corporations Act 2001 (the "Act") I hereby declare that to the best 
of my knowledge and belief there have been: 

(i)  no contraventions of the auditor independence requirements of the Act in relation to the audit of 

the 30 June 2021 financial statements; and  

(ii)  no contraventions of any applicable code of professional conduct in relation to the audit. 

This declaration is in respect of Manhattan Corporation Limited and the entities it controlled during the 
year. 

Daniel Dalla CA (Lead auditor) 
Partner 
Rothsay Auditing 

Dated 29 September 2021 

 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 

Revenue from continuing operations 

Interest income 

Expenses  

Public company costs 

Consulting and directors’ fees 

Legal fees 

Impairment of exploration expenditure  

Administrative expenses 

Profit on sale of assets 

Depreciation 

Share based payments 

Loss before income tax 

Income tax expense 

Consolidated 

Notes 

30 June 2021 

30 June 2020 

$ 

$ 

1,080 

1,080 

1,187 

1,187 

(77,148) 

(374,837) 

(14,096) 

(32,054) 

(78,738) 

2,727 

(25,954) 

- 

(599,020) 

(51,798) 

(248,027) 

(90,778) 

(28,151) 

(58,176) 

- 

- 

(55,022) 

(530,765) 

- 

- 

21 

8 

Net loss for the period 

(599,020) 

(530,765) 

Other comprehensive income for the period 

- 

- 

Total comprehensive loss for the period 

(599,020) 

(530,765) 

Loss per share attributable to owners of Manhattan 

Corporation Limited 

Basic and diluted loss per share (cents per share) 

7 

0.04 

0.06 

Manhattan Corporation Limited 

24 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 

CURRENT ASSETS 

Cash and cash equivalents 

Trade and other receivables 

Consolidated 

Notes 

30 June 2021 

30 June 2020 

$ 

$ 

10 

11 

4,220,680 

268,580 

974,281 

159,870 

TOTAL CURRENT ASSETS 

5(b) 

4,489,260 

1,134,151 

NON-CURRENT ASSETS 

Property, plant and equipment 

Deferred exploration and evaluation expenditure 

12 

13 

139,074 

3,496,162 

- 

1,546,142 

TOTAL NON-CURRENT ASSETS 

3,635,236 

1,546,142 

TOTAL ASSETS 

8,124,496 

2,680,293 

CURRENT LIABILITIES 

Trade and other payables 

14 

80,475 

73,225 

TOTAL CURRENT LIABILITIES 

80,475 

73,225 

TOTAL LIABILITIES 

80,475 

73,225 

NET (DEFICIENCY) / ASSETS 

8,044,021 

2,607,068 

EQUITY 

Issued capital 

Reserves 

Accumulated losses 

TOTAL EQUITY 

15 

16 

28,465,911 

22,429,938 

5,112,350 

5,112,350 

(25,534,240) 

(24,935,220) 

8,044,021 

2,607,068 

Manhattan Corporation Limited 

25 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF CASH FLOWS 

CASH FLOWS FROM OPERATING ACTIVITIES 

Payments to suppliers and employees 

Proceeds from R&D refund 

Interest received 

Consolidated 

Notes 

30 June 2021 

30 June 2020 

$ 

$ 

(569,480) 

(470,022) 

- 

1,080 

67,589 

1,187 

NET CASH USED IN OPERATING ACTIVITIES 

10 

(568,400) 

(401,246) 

CASH FLOWS FROM INVESTING ACTIVITIES 

Payments for fixed asset 

Receipts for sale of assets 

Expenditure on exploration 

(165,028) 

2,727 

- 

- 

(2,058,873) 

(525,634) 

NET CASH USED IN INVESTING ACTIVITIES 

(2,221,174) 

(525,634) 

CASH FLOWS FROM FINANCING ACTIVITIES 

Proceeds from issue of shares 

Share issue costs 

6,220,500 

(184,527) 

925,000 

(55,500) 

NET CASH FROM FINANCING ACTIVITIES 

6,035,973 

869,500 

Net (decrease) / increase in cash held 

Cash and cash equivalents at beginning of period 

3,246,399 

974,281 

(57,380) 

1,031,661 

CASH AND CASH EQUIVALENTS AT END OF THE 

PERIOD 

10 

4,220,680 

974,281 

Manhattan Corporation Limited 

26 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 

Notes 

Issued 

capital 

$ 

Accumulated 

payment 

losses 

reserves 

$ 

$ 

Total 

$ 

Share based 

At 1 July 2019 

Loss for the period 

Other comprehensive loss 

Total comprehensive loss 

Transactions with owners in their capacity as owners 

Issue of share capital 

Consideration issues 

Incentive option issues 

Share issue costs 

At 1 July 2020 

Loss for the period 

Other comprehensive loss 

Total comprehensive loss 

Issue of share capital 

Share issue costs 

At 30 June 2021 

Transactions with owners in their capacity as owners 

20,560,438 

(24,404,455) 

4,857,328 

1,013,311 

- 

- 

- 

(530,765) 

- 

(530,765) 

925,000 

1,000,000 

- 

(55,500) 

- 

- 

- 

- 

- 

- 

- 

- 

(530,765) 

- 

(530,765) 

925,000 

200,000 

1,200,000 

55,022 

- 

55,022 

(55,500) 

15 & 16 

22,429,938 

(24,935,220) 

5,112,350 

2,607,068 

- 

- 

- 

(599,020) 

- 

(599,020) 

6,405,000 

(369,027) 

- 

- 

- 

- 

- 

- 

- 

(599,020) 

- 

(599,020) 

6,405,000 

(369,027) 

15 & 16 

28,465,911 

(25,534,240) 

5,112,350 

8,044,021 

Manhattan Corporation Limited 

27 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS 

FOR THE YEAR ENDING 30 JUNE 2021 

1. 

CORPORATE INFORMATION 

The financial report of Manhattan Corporation Limited (“Manhattan Corporation” or “the Company”) and its 

controlled entities (“the Group”) for the year ended 30 June 2021 was authorised for issue in accordance 

with a resolution of the Directors on 29 September 2021. 

Manhattan Corporation Limited is a for profit company limited by shares incorporated in Australia whose 

shares are publicly traded on the Australian Securities Exchange. 

The nature of the operations and the principal activities of the Group are described in the Directors’ Report. 

2. 

SUMMARY OF SIGNIFICANT

ACCOUNTING POLICIES

The 

principal 

accounting 

policies 

adopted 

in

the

preparation 

of 

the 

Financial 

Report 

are 

set 

out 

below.

These policies

have

been consistently applied to all the years presented, unless otherwise stated.

The

Financial Statements

are for the consolidated entity consisting of Manhattan Corporation Limited and

its

subsidiaries. The

Financial Statements

are presented in the Australian currency. Manhattan Corporation

Limited is a company limited by shares, domiciled and incorporated in Australia. The financial statements

were authorised for issue by

the

Directors

on

29

September

2021. The

Directors

have the power to amend

and reissue the financial statements.

(a)

Basis of Preparation

This general

purpose

Financial Report

has been prepared in accordance with Australian Accounting

Standards, 

other 

authoritative 

pronouncements 

of 

the 

Australian 

Accounting 

Standards 

Board,

Australian Accounting Interpretations and the

Corporations Act 2001.

Compliance with IFRS

The

Financial 

Statements

of 

Manhattan 

Corporation 

Limited 

also 

complies 

with 

International

Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.

Historical

Cost

Convention

These

Financial Statements

have been prepared under the historical cost convention.

Critical

Accounting

Estimates

The preparation of financial statements requires the use of certain critical accounting estimates. It

also 

requires 

management 

to 

exercise 

its 

judgement 

in 

the 

process 

of 

applying 

the

Group’s

accounting policies. The areas involving a higher degree of judgement or complexity, or areas where

assumptions and estimates are significant to the

Financial Statements

are disclosed in

Note

3. 

Manhattan Corporation Limited 

28 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

Going Concern 

The Company incurred a loss for the year of $599,020 (2020: $530,765) and a net cash outflow from 

operating activities of $568,400 (2020: $401,246). 

At 30 June 2021 the Group had cash assets of $4,220,680 (2020: $974,281) and working capital of 

$4,408,785 (2020: $1,060,926). 

The Directors consider it appropriate that the financial report be prepared on a going concern basis. 

(b)  Basis of Consolidation 

The consolidated Financial Statements incorporate the assets and liabilities of the Company’s wholly 

owned subsidiaries Manhattan Resources Pty Ltd and Awati Resources Pty Ltd as at 30 June 2021 

and the results of the subsidiaries for the year then ended. 

Subsidiaries are all those entities (including special purpose entities) over which the Group has the 

power  to  govern  the  financial  and  operating  policies,  so  as  to  obtain  benefits  from  its  activities, 

generally accompanying a shareholding of more than one-half of the voting rights. The existence and 

effect  of  potential  voting  rights  that  are  currently  exercisable  or  convertible  are  considered  when 

assessing whether the Group controls another entity. 

The  Financial  Statements  of  the  subsidiaries  are  prepared  for  the  same  reporting  period  as  the 

Parent Entity, using  consistent accounting policies.  Accounting policies of subsidiaries have  been 

changed where necessary to ensure consistency with the policies adopted by the Group. 

Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They 

are de-consolidated from the date that control ceases. 

Intercompany  transactions  and  balances,  income  and  expenses  and  profits  and  losses  between 

Group companies, are eliminated.  

Investments in subsidiaries are accounted for at cost in the Statement of Financial Position of the 

Company. 

(c) 

Segment Reporting 

Operating segments are reported in a manner consistent with the internal reporting provided to the 

chief operating decision maker. The chief operating decision maker, who is responsible for allocating 

resources  and  assessing  performance  of  the  operating  segments,  has  been  identified  as  the  full 

Board of Directors. 

(d)  Revenue Recognition 

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed 

as revenue are net of returns, trade allowances, rebates and amounts collected on behalf of third 

parties. 

Manhattan Corporation Limited 

29 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

The Group recognises revenue when the amount of revenue can be reliably measured, it is probable 

that future economic benefits will flow to the entity and specific criteria have been met for each of the 

Group’s  activities  as  described  below.  The  amount  of  revenue  is  not  considered  to  be  reliably 

measurable  until  all  contingencies  relating  to  the  sale  have  been  resolved.  The  Group  bases  its 

estimates on historical results, taking into consideration the type of customer, the type of transaction 

and the specifics of each arrangement. 

(e) 

Income Tax 

The income tax expense or revenue for the period is the tax payable on the current period’s taxable 

income based on the notional income tax rate for each jurisdiction adjusted by changes in deferred 

tax assets and liabilities attributable to temporary differences and to unused tax losses. 

Deferred income tax is provided in full, using the liability method, on temporary differences arising 

between  the  tax  bases  of  assets  and  liabilities  and  their  carrying  amounts  in  the  Consolidated 

Financial Statements. However, the deferred income tax is not accounted for if it arises from initial 

recognition of an asset or liability in a transaction other than a business combination that at the time 

of  the  transaction  affects  neither  accounting,  nor  taxable  profit  or  loss.  Deferred  income  tax  is 

determined using tax rates (and laws) that have been enacted or substantively enacted by the year 

ending 30 June and are expected to apply when the related deferred income tax asset is realised or 

the deferred income tax liability is settled. 

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only 

if it is probable that future taxable amounts will be available to utilise those temporary differences 

and losses. Deferred tax liabilities and assets are not recognised for temporary differences between 

the carrying amount and tax bases of investments in controlled entities where the parent entity is 

able  to  control  the  timing  of  the  reversal  of  the  temporary  differences  and  it  is  probable  that  the 

differences will not reverse in the foreseeable future. 

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current 

tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. 

Current  tax  assets  and  tax  liabilities  are  offset  where  the  entity  has  a  legally  enforceable  right  to 

offset  and  intends  either  to  settle  on  a  net  basis,  or  to  realise  the  asset  and  settle  the  liability 

simultaneously.  Current  and  deferred  tax  balances  attributable  to  amounts  recognised  directly  in 

equity are also recognised directly in equity. 

(f) 

Impairment of Assets 

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there 

are separately identifiable cash inflows which are largely independent of the cash inflows from other 

assets or company of assets (cash generating units). Non-financial assets other than goodwill that 

suffered impairment are reviewed for possible reversal of the impairment at each reporting date. 

Manhattan Corporation Limited 

30 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

(g)  Acquisition of Assets 

Assets including exploration interests acquired are initially recorded at their cost of acquisition on the 

date of acquisition, being the fair value of the consideration provided plus incidental costs directly 

attributable to the acquisition. 

When equity instruments are issued as consideration, their market price at the acquisition  date is 

used as fair value, except where the notional price at which they could be placed in the market is a 

better indication of fair value. 

Depreciation 

Depreciable non-current assets are depreciated over their expected economic life using either the 

straight line or the diminishing value method. Profits and losses on disposal of non-current assets 

are taken into account in determining the operating loss for the year. The depreciation rate used for 

each class of assets is as follows: 

•  Motor Vehicles 

25% 

(h)  Cash and Cash Equivalents 

For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, 

deposits held at call with financial institutions, other short term, highly liquid investments with original 

maturities of three months or less that are readily convertible to known amounts of cash and which 

are subject to an insignificant risk of changes in value, and bank overdrafts.  

(i) 

Exploration and Evaluation Expenditure 

Exploration,  evaluation  and  development  expenditure  incurred  is  accumulated  in  respect  of  each 

identifiable area of interest. These costs are only carried forward to the extent that they are expected 

to be recouped through the successful development of the area or where activities in the area have 

not  yet  reached  a  stage  that  permits  reasonable  assessment  of  the  existence  of  economically 

recoverable reserves. 

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in 

which the decision to abandon the area is made. 

When production commences, the accumulated costs for the relevant area of interest are amortised 

over the life of the area according to the rate of depletion of the economically recoverable reserves. 

A regular review is undertaken of each area of interest to determine the appropriateness of continuing 

to carry forward costs in relation to that area of interest. 

(j) 

Trade and Other Payables 

These amounts represent liabilities for goods and services provided to the Group prior to the end of 

Financial Year which are unpaid. The amounts are unsecured and are usually paid within 30 days of 

recognition. 

Manhattan Corporation Limited 

31 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

(k)  Contributed Equity 

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new 

shares or options are shown in equity  as a deduction, net of  tax, from the proceeds. Incremental 

costs directly attributable to the issue of new shares or options for the acquisition of a business are 

not included in the cost of the acquisition as part of the purchase consideration. 

(l) 

Investments and Other Financial Assets 

Financial  assets  are  classified  as  either  financial  assets  at  fair  value  through  profit  or  loss,  or  at 

amortised cost, as appropriate. When financial assets are recognised initially they are measured at 

fair value, plus, in the case of investments not at fair value through profit or loss, directly attributable 

transaction  costs.  The  Group  determines  the  classification  of  its  financial  assets  after  initial 

recognition and, when allowed and appropriate, re-evaluates this designation at each financial year 

end. 

Financial Assets at Fair Value Through Profit or Loss 

A financial asset is classified in this category if acquired principally for the purpose of selling in the 

short term or if so designated by management. The policy of management is to designate a financial 

asset at fair value through profit or loss if there exists the possibility it will be sold in the short term 

and the asset is subject to frequent changes in value. Derivatives are also categorised as held for 

trading unless they are designated as hedges. Assets in this category are classified as current assets 

if they  are  either  held  for trading  or are  expected to be realised  within twelve months  of the  year 

ending 30 June. 

Amortised Cost 

Loans and receivables are non-derivative financial assets with fixed or determinable payments that 

are not quoted in an active market. They arise when the Group provides money, goods or services 

directly to a debtor with no intention of selling the receivable. They are included in current assets, 

except for those with maturities greater than twelve months after the year ending 30 June which are 

classified as non current assets. Loans and receivables are included in receivables in the year ending 

30 June. 

(m)  Goods and Services Tax (GST) 

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the 

GST incurred is not recoverable from the taxation authority. In this case it is recognised as part of 

the cost of acquisition of the asset or as part of the expense. 

Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net 

amount  of  GST  recoverable  from,  or  payable  to,  the  taxation  authority  is  included  with  other 

receivables or payables in the year ending 30 June. 

Manhattan Corporation Limited 

32 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing 

or financing activities which are recoverable from, or payable to the taxation authority, are presented 

as operating cash flows. 

(n)  Employee Benefit Provisions 

Wages and Salaries, Annual Leave and Sick Leave 

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating 

sick leave  expected to  be  settled within 12 months of  the year ending 30 June  are recognised in 

respect of employees' services rendered up to the year ending 30 June and measured at amounts 

expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are 

recognised  when  leave  is  taken  and  measured  at  the  actual  rates  paid  or  payable.  Liabilities  for 

wages and salaries, and annual leave are included as part of Other Payables. 

Long Service Leave 

Liabilities for long service leave are recognised as part of the provision for employee benefits and 

measured  as  the  present  value  of  expected  future  payments  to  be  made  in  respect  of  services 

provided  by  employees  to  the  year  ending  30  June  using  the  projected  unit  credit  method. 

Consideration  is  given  to  expected  future  salaries  and  wages  levels,  experience  of  employee 

departures  and  periods  of  service.  Expected  future  payments  are  discounted  using  national 

government bond rates at the year ending 30 June with terms to maturity and currency that match, 

as closely as possible, the estimated future cash outflows. 

Share Based Payments 

The Group provides benefits to employees (including Directors) in the form of share-based payment 

transactions,  whereby  employees  render  services  in  exchange  for  shares  or  options  over  shares 

("equity settled transactions").  

The fair value of options granted is recognised as an employee benefit expense with a corresponding 

increase in equity (share option reserve). The fair value is measured at grant date and recognised 

over the period during which the employees become unconditionally entitled to the options. Fair value 

is  determined  by  using  a  Black  and  Scholes  option  pricing  model.  In  determining  fair  value,  no 

account  is  taken  of  any  performance  conditions  other  than  those  related  to  the  share  price  of 

Manhattan ("Market Conditions").  

(o)  Earnings Per Share 

Basic Earnings Per Share 

Basic earnings per share  is calculated by dividing profit/(loss) attributable to equity holders of the 

Group, excluding any costs of servicing equity other than ordinary shares, by the weighted average 

number of ordinary shares outstanding  during the  Financial  Year,  adjusted for  bonus elements  in 

ordinary shares issued during the year. 

Manhattan Corporation Limited 

33 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

Diluted Earnings Per Share 

Diluted earnings per share adjust the figures used in the determination of basic earnings per share 

to take into account the after income tax effect of interest and other financing costs associated with 

dilutive potential ordinary shares and the weighted average number of additional ordinary shares that 

would have been outstanding assuming the conversions of all dilutive potential ordinary shares. 

(p)  New Accounting Standards and Interpretations 

Standards and Interpretations applicable to 30 June 2021 

In the year ended 30 June 2021, the Directors have reviewed all of the new and revised Standards 

and Interpretations issued by the AASB that are relevant to the Company and effective for the current 

annual reporting period.  As a result of this review, the Directors have  determined that there is no 

material impact of the new and revised Standards and Interpretations on the Group and, therefore, 

no material change is necessary to Group accounting policies. 

Standards and Interpretations in issue not yet adopted 

The Directors have also reviewed all Standards and Interpretations in issue not yet adopted for the 

year ended 30 June 2021. As a result of this review the Directors have determined that there is no 

material impact of the Standards and Interpretations on issue not yet adopted on the Company and, 

therefore, no change is necessary to Group accounting policies. 

3. 

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS 

Estimates  and  judgements  are  continually  evaluated  and  are  based  on  historical  experience  and  other 

factors, including expectations of future events that may have a financial impact on the entity and that are 

believed to be reasonable under the circumstances. 

Key Estimates: Impairment of Exploration and Exploration Expenditure 

The Group assesses impairment at each reporting date by evaluating conditions specific to the Group that 

may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset 

is determined by Value in use calculations performed in assessing recoverable amounts and incorporate a 

number  of  key  estimates.  The  Group  has  made  an  impairment  charge  for  the  year  which  has  been 

recognised in the profit or loss. 

Share Based Payment Transactions 

The Group measures the cost of equity settled share based payments at fair value at the grant date using 

the Black and Scholes model taking into account the exercise price, the term of the option, the impact of 

dilution,  the  share  price  at  the  grant  date,  the  expected  volatility  of  the  underlying  share,  the  expected 

dividend yield and risk free interest rate for the term of the option. 

Manhattan Corporation Limited 

34 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

4. 

SEGMENT INFORMATION 

The  Group  operates  in  one  segment,  being  mineral  resource  exploration  and  assessment  of  mineral 

projects. 

5. 

FINANCIAL RISK MANAGEMENT 

The Group’s activities expose it to a variety of financial risks: market risk (including currency risk, interest 

rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk management program focuses 

on  the  unpredictability  of  the  financial  markets  and  seeks  to  minimise  potential  adverse  effects  on  the 

financial performance of the Group. The Group does not use derivative financial instruments, however the 

Group uses different  methods to measure different types of risk to which  it is  exposed. These  methods 

include sensitivity analysis in the case of interest rate and other price risks and aging analysis for credit 

risk. 

Risk management is carried out by the Board of Directors with assistance from suitably qualified external 

and internal advisors. The Board provides written principles for overall risk management and further policies 

will evolve commensurate with the evolution and growth of the Group. 

(a)  Market Risk 

(i) 

Foreign Exchange Risk 

The  Group  does  not  currently  operate  internationally  and  therefore  its  exposure  to  foreign 

exchange risk arising from currency exposures is limited. 

(ii) 

Price Risk 

The  Group  does  not  currently  hold  any  equity  investments  so  it  is  not  exposed  to  equity 

securities price risk. The Group is not exposed to commodity price risk as the  Group is still 

carrying out exploration. 

(iii)  Cash Flow and Fair Value Interest Rate Risk 

The Group’s only interest rate risk arises from cash and cash equivalents. Term deposits and 

current accounts held with variable interest rates expose the Group to cash flow interest rate 

risk.  The  Group  does  not  consider  this  to  be  material  to  the  Group  and  have  therefore  not 

undertaken any further analysis of risk exposure. 

(b)  Credit Risk 

Credit risk is managed by the Board for the Group. Credit risk arises from cash and cash equivalents 

as well as credit exposure including outstanding receivables and committed transactions. All cash 

balances  held  at  banks  are  held  at  internationally  recognised  institutions,  with  minimum 

independently rated rates of ‘A’. The majority of receivables are immaterial to the Group. Given this 

the  credit  quality  of  financial  assets  that  are  neither  past  due  or  impaired  can  be  assessed  by 

reference to historical information about default rates. 

Manhattan Corporation Limited 

35 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

The maximum exposure to credit risk is the carrying amount of the financial assets of cash and trade 

and other receivables to the value of $4,489,260 (2020: $1,134,151). 

The following financial assets of the Group are neither past due or impaired: 

Cash and cash equivalents 

Trade and other receivables 

(c) 

Liquidity Risk 

30 June 2021 

30 June 2020 

$ 

4,220,680 

268,580 

4,489,260 

$ 

974,281 

159,870 

1,134,151 

Prudent liquidity risk management implies maintaining sufficient cash to meet liabilities. The Group 

manages liquidity risk by continuously monitoring forecast and actual cash flows and matching the 

maturity profiles of financial assets and liabilities. As at reporting date the Group had sufficient cash 

reserves  to  meet  its  requirements.  The  Group  therefore  had  no  credit  standby  facilities  or 

arrangements for further funding in place. 

The financial liabilities of the Group at reporting date were trade and other payables incurred in the 

normal  course  of  the  business  of  $80,475  (2020:  $73,225).  These  were  non-interest  bearing  and 

were due within the normal 30 to 60 days terms of creditor payments. The Group had no borrowings 

during the year and has therefore not undertaken any further analysis of risk exposure. 

(d) 

Fair Value Estimation 

The fair value of financial assets and liabilities must be estimated for recognition and measurement 

or for disclosure purposes.   

The  carrying  value  less  any  required  impairment  provision  of  trade  receivables  and  payables  are 

assumed to approximate their fair values due to their short-term nature. 

6. 

INVESTMENT IN SUBSIDIARIES 

The  consolidated  financial  statements  incorporate  the  assets,  liabilities  and  results  of  the  following 

subsidiaries in accordance with the accounting policy described in note 2(b). 

Equity Holding as 

Equity Holding as 

Country of 

at 

at 

Name of Entity 

Incorporation 

30 June 2021 

30 June 2020 

Manhattan Resources Pty Ltd 

Awati Resources Pty Ltd (“Awati”) 

Australia 

Australia 

100% 

100% 

100% 

100% 

Manhattan Corporation Limited 

36 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

7. 

LOSS PER SHARE 

30 June 2021 

30 June 2020 

Loss used in calculating basic and dilutive EPS 

(599,020) 

(530,765) 

Weighted average number of ordinary shares used in 

calculating basic loss per share: 

1,375,045,816 

890,377,054 

Number of Shares 

There is no impact from 214,000,001 options and 300,000,000 performance shares outstanding at 30 June 

2021 (2020: 214,000,001 options and 300,000,000 performance shares) on the loss per share calculation 

because they are anti-dilutive. These options could potentially dilute basic EPS in the future.  

8. 

INCOME TAX EXPENSE 

(a) 

Income tax expense 

Major component of tax expense for the period: 

Current tax 

Deferred tax 

Income tax as reported in the statement of 

comprehensive income 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

- 

- 

- 

- 

- 

- 

(b)  Numerical reconciliation between aggregate tax expense recognised in the statement of 

comprehensive income and tax expense calculated per the statutory income tax rate. 

A  reconciliation  between  tax  expense  and  the  product  of  accounting  loss  before  income  tax 

multiplied by the Group’s applicable tax rate is as follows: 

Loss from continuing operations before income tax 

expense 

Tax at the group rate of 26% (2020: 27.5%) 

(599,020) 

(155,745) 

(530,765) 

(145,960) 

Increase in income tax due to: 

- Non-deductible expenses 

- Impact of change in corporate tax rate 

- Changes in unrecognised temporary differences 

- Unused tax losses not recognised 

Income tax attributable to operating loss 

213 

470,365 

(1,039,248) 

724,415 

- 

22,873 

- 

(145,348) 

268,435 

- 

Manhattan Corporation Limited 

37 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

(c)  Unrecognised deferred tax balances at 25% (2020: 27.5%) 

The following deferred tax balances have not been 

recognised: 

Deferred tax assets 

Carry forward revenue and capital losses 

5,514,556 

5,299,804 

Accruals  

Capital raising costs 

Deferred tax liabilities 

Exploration expenditure 

7,750 

94,545 

9,900 

32,305 

5,616,851 

5,342,009 

671,395 

671,395 

167,995 

167,995 

The benefit for tax losses will only be obtained if: 
(i) 

the Group derives future assessable income in Australia of a nature and of an amount sufficient 
to enable the benefit from the deductions for the losses to be realised, and 
the Group continues to comply with the conditions for deductibility imposed by tax legislation in 
Australia and  

(ii) 

(iii)  no changes in tax legislation in Australia, adversely affect the Group in realising the benefit from 

the deductions for the losses. 

(d)  Change in corporate tax rate: 

There has been a legislated change in the corporate tax rate that will apply to future income years. 

The impact of this reduction in the corporate tax rate has been reflected in the unrecognised deferred 

tax positions and the prima face income tax reconciliation above. 

(e) 

Tax Consolidation 

Manhattan  Corporation  and  its  wholly  owned  Australian  subsidiaries  are  part  of  an  income  tax 

consolidated group and have entered into tax sharing and tax funding agreements. Under the terms 

of these agreements, the subsidiaries will reimburse Manhattan Corporation for any current income 

tax payable by Manhattan Corporation arising in respect of their activities. The reimbursements are 

payable  at  the  same  time  as  the  associated  income  tax  liability  falls  due  and  will  therefore  be 

recognised  as  a  current  tax-related  receivable  by  Manhattan  Corporation  when  they  arise.  In  the 

opinion  of  the  Directors,  the  tax  sharing  agreement  is  also  a  valid  agreement  under  the  tax 

consolidation legislation and limits the joint and several liability of the subsidiaries in the event of a 

default by Manhattan Corporation. 

9. 

DIVIDENDS PAID OR PROPOSED 

There were no dividends paid or proposed during the year. 

Manhattan Corporation Limited 

38 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

10.  CASH AND CASH EQUIVALENTS 

Reconciliation of Cash and Cash Equivalents 

Cash comprises of: 

Cash at bank 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

4,220,680 

974,281 

Cash at bank earns interest at floating rates based on daily bank deposit rates. 

Short-term deposits are made for varying periods of between one day and three months, depending on the 

immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates. 

Reconciliation of operating loss after tax to the cash flows 

from operations 

Loss from ordinary activities after tax 

(599,020) 

(530,765) 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

Non-cash items 

Depreciation 

Sale of fixed assets 

Exploration expenditure written off 

Share based payments 

Allocation trade and other receivables to exploration 

Allocation trade and other payables to exploration 

Awati acquisition adjustments 

Change in assets and liabilities 

Decrease / (increase) in trade and other receivables 

(Decrease) / increase in trade and other payables 

Net cash outflow used in operating activities 

25,954 

(2,727) 

32,054 

- 

112,193 

(35,393) 

28,151 

55,022 

- 

- 

- 

151,341 

(108,710) 

7,249 

(568,400) 

(153,073) 

48,078 

(401,246) 

Cash at bank and in hand earns interest at floating interest rates based on the daily bank rates. 

Manhattan Corporation Limited 

39 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

11.  TRADE AND OTHER RECEIVABLES (CURRENT) 

Security deposits 

GST receivable 

Other 

Consolidated 

30 June 2021 

30 June 2020 

$ 

194,350 

69,030 

5,200 

268,580 

$ 

100,000 

54,670 

5,200 

159,870 

Security deposits are provided for tenements as surety of potential rehabilitation works. 

Other  debtors  and  goods  and  services  tax  are  non-interest  bearing  and  generally  receivable  on  30-day 

terms. They are neither past due nor impaired. The amount is fully collectible. Due to the short-term nature 

of these receivables, their carrying value is assumed to approximate their fair value. 

(a) 

Fair Values and Credit Risk 

Due to the short-term nature of these receivables the carrying values represent their respective fair 

values at 30 June 2021. 

The maximum exposure to credit risk at the reporting date is the carrying amount of each class of 

receivables mentioned above. Refer to Note 5 for more information on the risk management policy 

of the Group and the credit quality of the entity’s receivables. 

(b)  Other Receivables 

These amounts generally arise from transactions outside the usual operating activities of the Group. 

Collateral is not normally obtained. 

12.  PROPERTY, PLANT AND EQUIPMENT 

Motor vehicles 

Cost 

Accumulated depreciation 

Net book amount 

Motor vehicles reconciliation of carrying amount 

Carrying amount at beginning of the year  

Additions 

Depreciation 

Carrying amount at the end of the year 

2021 

$ 

2020 

$ 

165,028 

(25,954) 

139,074 

-  

165,028 

(25,954) 

139,074  

- 

- 

- 

- 

- 

- 

- 

Manhattan Corporation Limited 

40 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

13.  EXPLORATION AND EVALUATION EXPENDITURE 

At beginning of the period 

Exploration expenditure during the period 

Acquisition of Awati exploration asset 

Impairment loss 

Total exploration and evaluation 

Consolidated 

30 June 2021 

30 June 2020 

$ 

1,546,142 

1,982,074 

- 

(32,054) 

$ 

- 

573,058 

1,001,235 

(28,151) 

3,496,162 

1,546,142 

The  ultimate  recoupment  of  costs  carried  forward  for  exploration  expenditure  is  dependent  on  the 

successful  development  and  commercial  exploitation  or  sale  of  the  respective  mining  areas.  The 

impairment  loss  relates  to  the  withdrawal  from  tenements  held  in  Australia  that  the  Group  has  made  a 

decision not to continue exploration and wrote down the carrying value to nil. 

14.  TRADE AND OTHER PAYABLES (CURRENT) 

Trade creditors 

Accruals 

Other creditors 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

49,627 

31,000 

(152) 

80,475 

19,346 

44,500 

9,379 

73,225 

Trade payables and other creditors are non-interest bearing and will be settled on 30 to 60-day terms. Due 

to the short-term nature of these payables, their carrying value is assumed to approximate their fair value. 

Manhattan Corporation Limited 

41 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

15. 

ISSUED CAPITAL 

(a) 

Issued capital 

Ordinary shares fully paid 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

28,465,911 

22,429,938 

30 June 2021 

30 June 2020 

Number of 

shares 

$ 

Number of 

shares 

$ 

(b)  Movement in shares on issue 

At beginning of the period 

1,126,278,693 

22,429,938 

741,278,693 

20,560,438 

Issue for cash 

400,000,000 

6,405,000 

185,000,000 

925,000 

Consideration shares Awati 

acquisition 

less fundraising costs 

- 

- 

- 

200,000,000 

1,000,000 

(369,027) 

- 

(55,500) 

At 30 June 

1,526,278,693 

28,465,911  1,126,278,693 

22,429,938 

(c)  Ordinary shares 

The Group does not have authorised capital nor par value in respect of its issued capital. Ordinary 

shares have the right to receive dividends as declared and, in the event of a winding up of the Group, 

to  participate  in  the  proceeds  from  sale  of  all  surplus  assets  in  proportion  to  the  number  of  and 

amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or 

proxy, at a meeting of the Group. 

(d)  Capital risk management 

The  Group’s  capital  comprises  share  capital,  reserves  less  accumulated  losses  amounting  to 

$8,044,021 at 30 June 2021 (2020: $2,607,068). The Group manages its capital to ensure its ability 

to continue as a going concern and to optimise returns to its shareholders. The Group was ungeared 

at year end and not subject to any externally imposed capital requirements. Refer to note 5 for further 

information on the Group’s financial risk management policies. 

Manhattan Corporation Limited 

42 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

(e) 

Share options 

At 30 June 2021, there were 514,000,001 unissued ordinary shares under options (30 June 2020: 

514,000,001 options).  The details of the options and performance shares are as follows: 

Description 

Listed Options 

Listed Options – Awati acquisition 

Performance shares – Awati 

acquisition 

Unlisted incentive options 

Total 

Number 

Exercise Price $  Expiry Date 

100,000,001 

100,000,000 

300,000,000 

14,000,000 

514,000,001 

0.01 

0.01 

1 August 2023 

1 August 2023 

Nil 

0.01 

6 April 2025 

28 April 2023 

No option holder has any right under the options to participate in any other share issue of the Group 

or any other entity. No options or performance shares were issued during the year. 

Information relating to the Manhattan Corporation Employee Share Option Plan, including details of 

options issued under the plan, is set out in note 21(a). 

16.  RESERVES 

Share based payment reserve 

Movements in Reserves 

Share based payment reserve 

At beginning of the period 

Consideration listed options 

Share based payment expense for incentive options 

At end of period  

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

5,112,350 

5,112,350 

5,112,350 

4,857,328 

- 

- 

200,000 

55,022 

5,112,350 

5,112,350 

The  share-based  payment  reserve  is  used  to  record  the  value  of  equity  benefits  provided  to  directors, 

executives and  employees as part of  their remuneration and  non-employees for their services. Refer to 

note 21 for further details of the options issued during the period. 

Manhattan Corporation Limited 

43 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

17.  RELATED PARTY TRANSACTIONS 

(a)  Details of key management personnel 

The following persons were Directors of Manhattan during the Financial Year: 

Name 

Position 

Marcello Cardaci 

Non-Executive Chairman 

Jens Balkau 

John Seton 

Kell Nielsen 

Non-Executive Director – appointed 6 April 2020 

Non-Executive Director 

Chief Executive Officer – appointed 23 April 2020 

(b)  Remuneration of Key Management Personnel 

Short term employee benefits 

Share based payments 

Total remuneration 

(c) 

Loans to Key Management Personnel 

Consolidated 

30 June 2021 

30 June 2020 

$ 

296,000 

- 

296,000 

$ 

236,449 

51,948 

288,397 

There were no loans made or outstanding to Directors of Manhattan and Key Management Personnel 

of the Company, including their personally related parties. 

(d)  Other Transactions with Key Management Personnel 

(i)  Marcello Cardaci 

Marcello Cardaci is a partner in the firm of Gilbert + Tobin Lawyers. Gilbert + Tobin Lawyers 

has  provided  legal  services  of  $12,206  (2020:  $38,020)  to  Manhattan  during  the  year  on 

normal commercial terms. 

18.  NON-CASH INVESTING AND FINANCING ACTIVITIES  

There were no non-cash investing or financing activities during the year ended 30 June 2021.  

19.  SUBSEQUENT EVENTS AFTER END OF FINANCIAL YEAR 

No  matters  or  circumstance  have  arisen  since  30  June  2021  which  significantly  affected  or  could 

significantly affect the operations of the consolidated group in future financial years. 

Manhattan Corporation Limited 

44 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

20.  AUDITOR’S REMUNERATION 

Consolidated 

30 June 2021 

30 June 2020 

$ 

$ 

The auditor of Manhattan Corporation Limited is Rothsay Auditing 

Amounts received or due and receivable by Rothsay Auditing for: 

- an audit or review of the financial report of the entity and any 

other entity in the Consolidated group 

34,000 

32,000 

- tax compliance services in relation to the entity and any other 

entity in the consolidated group 

- 

34,000 

2,000 

34,000 

21.  SHARE BASED PAYMENTS 

(a)  Options 

All options granted are for ordinary shares in Manhattan Corporation Limited, which confer a right of 

one ordinary share for every option held. 

Listed options 1 

6 April 2020 

1 August 2023 

$0.01 

$0.0020 

100,000,001 

100,000,000 

- 

- 

Incentive unlisted 
options 2 

28 April 2020 

28 April 2023 

$0.01 

$0.0039 

14,000,000 

- 

- 

- 

200,000,001 

14,000,000 

Grant Date 

Expiry Date 

Exercise price 

Value per security 

Balance 30 June 

2020 

Granted 

Expired 

Vested 

Balance 30 June 

2021 

Notes: 

1.  Listed options issue formed consideration for the acquisition of Awati Resources Pty Ltd 

2.  Incentive options were valued using a Black-Scholes option pricing model with the key inputs of the share 

price at grant date $0.007, risk free rate 0.26% and volatility of 103.13%. 

Manhattan Corporation Limited 

45 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

(b)  Acquisition of Exploration Asset – Awati Resources Pty Ltd 

On  6  April  2020  the  acquisition  of  Awati  Resources  Pty  Ltd  was  completed  with  the  following 

consideration. 

-  Consideration Shares – 200,000,000 fully paid ordinary share at a deemed issue price of $0.005 

which a subject to a voluntary escrow period of 12 months. 

-  Consideration Listed Options – 50,000,000 listed options with an exercise price of $0.01 expiring 

on 1 August 2023.  The deemed issue price is $0.002. 

-  Advisor Listed Options – 50,000,000 listed options with an exercise price of $0.01 expiring on 1 

August 2023.  The deemed issue price is $0.002. 

-  Performance Shares – 300,000,000 performance shares, each entitling the holder to one ordinary 

share on the announcement of a JORC 2012 compliant resources of at least 500,000 ounces of 

gold, with a minimum cut-off grade of 0.5 g/T gold. 

Grant Date 

Expiry Date 

Share price on grant date 

Exercise Price 

Volatility 

Risk-free rate 

Value of performance share 

Performance Shares 

6 April 2020 

6 April 2025 

$0.005 

Nil 

103.13% 

0.41% 

$0.005 

The acquisition of Awati Resources Pty Ltd is not considered to be a business combination under 

AASB 3 Business Combinations. No value has been attributed to Performance Shares as the value 

is not recognised until such a time as the Performance Shares vest upon conditions being met. 

Manhattan Corporation Limited 

46 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

22.  PARENT ENTITY INFORMATION 

The following information related to the parent entity, Manhattan Corporation Limited, at 30 June 2021. The 

information presented here has been prepared using consistent accounting policies as presented in Note 2. 

In 2009 Manhattan acquired a 100% interest in Manhattan Resources Pty Ltd and this subsidiary has been 

consolidated since the acquisition on 21 July 2009 and Awati Resources Pty Ltd from 6 April 2020. 

Current assets 

Non-current assets 

Total Assets 

Current liabilities 

Non-current liabilities 

Total Liabilities 

Net Assets 

Issued capital 

Share based payment reserve 

Accumulated losses 

30 June 2021 

30 June 2020 

$ 

4,165,700 

7,314,504 

11,480,204 

33,805 

3,311,637 

3,345,442 

$ 

973,566 

7,180,377 

8,153,943 

45,406 

5,495,512 

5,540,918 

8,134,762 

2,613,025 

28,465,911 

5,112,350 

22,429,938 

5,112,350 

(25,443,499) 

(24,929,263) 

Total Equity 

8,134,762 

2,613,025 

Loss for the period 

Other comprehensive income for the period 

Total comprehensive loss for the period 

23.  COMMITMENTS 

(a) 

Exploration Expenditure 

Annual tenement rental obligations 

Annual exploration expenditure commitments 

(b)  Capital or Leasing Commitments 

There are no capital or leasing commitments as at 30 June 2021. 

30 June 2021 

30 June 2020 

$ 

$ 

(514,236) 

(524,808) 

- 

- 

(514,236) 

(524,808) 

30 June 2021 

30 June 2020 

$ 

27,180 

517,000 

544,180 

$ 

41,310 

827,500 

868,810 

Manhattan Corporation Limited 

47 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS (Continued) 

24.  CONTINGENT LIABILITIES AND CONTINGENT ASSETS 

The Directors are of the opinion that there are no contingent liabilities or contingent assets as at 30 June 

2021. 

25. 

INTERESTS IN JOINT VENTURES 

Manhattan currently has no Joint Venture interests. 

Manhattan Corporation Limited 

48 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
DIRECTORS’ DECLARATION 

In the opinion of the Directors of Manhattan Corporation Limited (“Manhattan”): 

(a)  The Financial Statements comprising the Consolidated Statements of Comprehensive Income, Financial 

Position,  Cash  Flows,  Statement  of  Changes  in  Equity  and  the  Notes  to  Accompany  the  Financial 

Statements as set out on pages 28 to 48 are in accordance with the Corporations Act 2001, and: 

(i)  comply  with  Accounting  Standards,  the  Corporations  Regulations  2001  and  other  mandatory 

professional reporting requirements; and 

(ii)  give  a  true  and  fair  view  of  the  financial  position  of  Manhattan  as  at  30  June  2021  and  of  its 

performance for the Financial Year ended on that date. 

(b) 

In the Directors’ opinion, there are reasonable grounds to believe that Manhattan will be able to pay its 

debts as and when they become due and payable; 

(c)  The  remuneration  disclosures  included  in  the  Directors’  Report  (as  part  of  the  Audited  Remuneration 

Report), for the year ended 30 June 2021, comply with section 300A of the Corporations Act 2001;  

(d)  A  statement  that  the  attached  Financial  Statements  are  in  compliance  with  International  Financial 

Reporting Standards has been included in the Notes to the Financial Statements; and 

(e)  The Directors have been given the declarations required by section 295A of the  Corporations Act 2001 

from the Chief Executive and Chief Financial Officers for the Financial Year ended 30 June 2021. 

This declaration is made in accordance with a resolution of the Board of Directors and is signed on behalf of the 

Directors by: 

Marcello Cardaci 

Non-Executive Chairman 

29 September 2021 

Manhattan Corporation Limited 

49 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF 

MANHATTAN CORPORATION LIMITED 

Report on the Audit of the Financial Report 

Opinion 

We have audited the financial report of Manhattan Corporation Limited (“the Company”) and its controlled 
entities (“the Group”) which comprises the consolidated statement of financial position as at 30 June 2021, 
the consolidated statement of profit or loss and other comprehensive income, the consolidated statement 
of changes in equity and the consolidated statement of cash flows for the year then ended on that date and 
notes to the financial statements, including a summary of significant accounting policies and the directors’ 
declaration of the Company. 

In our opinion the financial report of the Group is in accordance with the Corporations Act 2001, including: 

(i)  giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial 

performance for the year ended on that date; and 

(ii)  complying with Australian Accounting Standards and the Corporations Regulations 2001. 

Basis for Opinion 

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under these 
standards  are  further  described  in  the  Auditor’s  Responsibilities  for  the  Audit  of  the  Financial  Report 
section  of  this  report.  We  are  independent  of  the  Group  in  accordance  with  the  auditor  independence 
requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and 
Ethical  Standards  Board’s  APES  110  Code  of  Ethics  for  Professional  Accountants  (Including  Independence 
Standards) (the “Code”) that are relevant to our audit of the financial report in Australia. We have also 
fulfilled our other ethical responsibilities in accordance with the Code. 

We confirm that the independence declaration required by the Corporations Act 2001, which has been given 
to the directors of the Company, would be in the same terms if given to the directors as at the time of this 
auditor’s report. 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our 
opinion. 

Key Audit Matters 

Key audit matters are those matters that, in our professional judgement, were of most significance in our 
audit of the financial report of the current period. These matters were addressed in the context of our audit 
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate 
opinion on these matters. 

 
 
 
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF 

MANHATTAN CORPORATION LIMITED (continued) 

Key Audit Matter – Cash and Cash Equivalents  How our Audit Addressed the Key Audit Matter 

The Group’s cash and cash equivalents make up 
94% of total current assets by value and are 
considered to be the key driver of the Group’s 
operations and exploration activities.  

Our procedures over the existence of the Group’s 
cash and cash equivalents included but were not 
limited to: 

•  Testing a sample of cash payments to 

We do not consider cash and cash equivalents to 
be at a high risk of significant misstatement, or 
to be subject to a significant level of judgement.  

determine they were bona fide payments, 
were properly authorised and recorded in the 
general ledger; and 

However due to the materiality in the context of 
the financial statements as a whole, this is 
considered to be an area which had an effect on 
our overall strategy and allocation of resources 
in planning and completing our audit. 

Key Audit Matter – Exploration and Evaluation 
Expenditure 

The Group incurred significant exploration and 
evaluation expenditure during the year.  

We do not consider exploration and evaluation 
expenditure to be at a high risk of significant 
misstatement, however due to the materiality in 
the context of the financial statements as a 
whole, this is considered to be an area which had 
an effect on our overall strategy and allocation 
of resources in planning and completing our 
audit. 

•  Agreeing significant cash holdings to 

independent third-party confirmations. 

We have also assessed the appropriateness of the 
disclosures included in the financial report. 

How our Audit Addressed the Key Audit Matter 

Our procedures in assessing exploration and 
evaluation expenditure included but were not 
limited to the following: 

•  We assessed the reasonableness of capitalising 
exploration and evaluation expenditure in 
accordance with AASB 6 Exploration for and 
Evaluation of Mineral Resources. 

•  We tested a sample of exploration and 

evaluation expenditure to supporting 
documentation to ensure they were bona fide 
payments; and 

•  We documented and assessed the processes 

and controls in place to record exploration and 
evaluation transactions. 

We have also assessed the appropriateness of the 
disclosures included in the financial report. 

 
 
 
 
 
 
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF 

MANHATTAN CORPORATION LIMITED (continued) 

Other Information 

The directors are responsible for the other information. The other information comprises the information 
included in the Group’s annual report for the year ended 30 June 2021, but does not include the financial 
report and our auditor’s report thereon. 

Our opinion on the financial report does not cover the other information and accordingly we do not express 
any form of assurance conclusion thereon. 

In connection with our audit of the financial report, our responsibility is to read the other information and, 
in doing so, consider whether the other information is materially inconsistent with the financial report or 
our knowledge obtained in the audit or otherwise appears to be materially misstated. 

If  based  on  the  work  we  have  performed  we  conclude  there  is  a  material  misstatement  of  this  other 
information, we are required to report that fact. We have nothing to report in this regard. 

Directors’ Responsibility for the Financial Report 

The directors of the Company are responsible for the preparation of the financial report that gives a true 
and fair view in accordance with the Australian Accounting Standards and the Corporations Act 2001 and for 
such  internal  control  as  the  directors  determine  is  necessary  to  enable  the  preparation  of  the  financial 
report that gives a true and fair view and is free from material misstatement whether due to fraud or error. 

In  preparing  the  financial  report,  the  directors  are  responsible  for  assessing  the  ability  of  the  Group  to 
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going 
concern basis of accounting unless the directors either intend to liquidate the Group or cease operations, 
or have no realistic alternative but to do so. 

Auditor’s Responsibility for the Audit of the Financial Report 

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free 
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes 
our  opinion.  Reasonable  assurance  is  a  high  level  of  assurance,  but  is  not  a  guarantee  that  an  audit 
conducted  in  accordance  with  Australian  Auditing  Standards  will  always  detect  a  material  misstatement 
when it exists. Misstatements can arise from fraud or error and are considered material if individually or in 
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the 
basis of this financial report. 

A further description of our responsibilities for the audit of the financial report is located at the Auditing 
and Assurance Standards Board website at: www.auasb.gov.au/Home.aspx.   

We communicate with the directors regarding, amongst other matters, the planned scope and timing of the 
audit and significant audit findings, including any significant deficiencies in internal control that we identify 
during our audit. 

 
 
 
 
 
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF 

MANHATTAN CORPORATION LIMITED (continued) 

We also provide the directors with a statement that we have complied with relevant ethical requirements 
regarding  independence,  and  to  communicate  with  them  all  relationships  and  other  matters  that  may 
reasonably be thought to bear on our independence and where applicable, related safeguards. 

From  the  matters  communicated  with  the  directors,  we  determine  those  matters  that  were  of  most 
significance in the audit of the financial report of the current period and are therefore the key audit matters.  

We describe those matters in our auditor’s report unless law or regulation precludes public disclosure about 
the  matter  or  when,  in  extremely  rare  circumstances,  we  determine  that  a  matter  should  not  be 
communicated in our report because the adverse consequences of doing so would reasonably be expected 
to outweigh the public interest benefits of such communications. 

Report on the Remuneration Report 

Opinion on the Remuneration Report 

We have audited the remuneration report included in the directors’ report for the year ended 30 June 2021.  

In our opinion the remuneration report of Manhattan Corporation Limited for the year ended 30 June 2021 
complies with section 300A of the Corporations Act 2001. 

Responsibilities 

The  directors of the Company are responsible for the preparation and presentation of the Remuneration 
Report in accordance with section 300A of the  Corporations Act 2001. Our responsibility is to express an 
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing 
Standards. 

Rothsay Auditing 

Dated 29 September 2021 

Daniel Dalla 
Partner 

 
 
 
 
 
 
 
 
 
 
 
ASX ADDITIONAL INFORMATION 

ASX Additional Information 
Additional information required by the Australian Stock Exchange Ltd and not shown elsewhere in this report is 
as follows. The information is current at 23 September 2021. 

Substantial Share Holders 
there are no shareholders who have notified the Company in accordance with Section 671B of the Corporations 
Act 2001. 

Distribution of Share Holders  

1 - 1,000 

1,001 - 5,000 

5,001 - 10,000 

10,001 - 100,000 

100,001 and over 

TOTAL 

Ordinary Shares 

Number of Holders  Number of Shares 

85 

124 

87 

1,014 

1,202 

2,512 

36,124 

364,813 

755,200 

51,664,445 

1,473,458,111 

1,526,278,693 

There were 727 holders of ordinary shares holding less than a marketable parcel.  

Top Twenty Share Holders  

Rank  Name 

Units 

% Units 

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

UBS Nominees Pty Ltd  

Citicorp Nominees Pty Limited 

J & J Bandy Nominees Pty Ltd  

Mr Noel Ross Archer 

Argonaut Equity Partners Pty Ltd 

Jet Capital Pty Ltd  

Balkau Family Pty Ltd 

HSBC Custody Nominees (Australia) Limited 

Aralad Management Pty Ltd  

Australian Leisure Equity Pty Ltd 

73,378,000 

59,370,800 

40,264,389 

35,106,291 

31,166,356 

28,000,000 

25,896,554 

22,012,125 

21,750,000 

20,382,961 

Mr Jason Bontempo & Mrs Tiziana Battista   

20,000,000 

BR Corporation Pty Ltd 

DJ Coughlan Drilling Pty Ltd 

NEWD Corp Pty Ltd 

RWH Nominees Pty Ltd  

Surf Coast Capital Pty Ltd  

Generation Four Investments Pty Ltd  

Tetramin Pty Ltd  

Mr Malcolm Alexander Briody 

Deantrish Superannuation Pty Ltd  

20,000,000 

20,000,000 

16,000,000 

15,959,849 

15,666,672 

11,850,283 

11,000,000 

10,000,000 

10,000,000 

4.81 

3.89 

2.64 

2.30 

2.04 

1.83 

1.70 

1.44 

1.43 

1.34 

1.31 

1.31 

1.31 

1.05 

1.05 

1.03 

0.78 

0.72 

0.66 

0.66 

Totals: Top 20 holders of ORDINARY FULLY PAID SHARES (Total) 

Total Remaining Holders Balance 

507,804,280 

1,018,474,413 

33.27 

66.73 

Manhattan Corporation Limited 

54 

2021 Annual Report to Shareholders 

 
 
 
 
 
 
 
 
 
 
 
 
ASX ADDITIONAL INFORMATION (Continued) 

Top Twenty Option Holders  

Rank  Name 

Units 

% Units 

42,082,486 

25,000,000 

20,000,000 

10,991,319 

10,946,462 

10,000,000 

7,791,594 

7,500,000 

6,474,138 

5,476,572 

5,000,000 

5,000,000 

3,819,600 

3,589,962 

2,494,614 

2,103,250 

2,000,000 

1,925,000 

1,836,000 

1,500,000 

21.04 

12.50 

10.00 

5.50 

5.47 

5.00 

3.90 

3.75 

3.24 

2.74 

2.50 

2.50 

1.91 

1.79 

1.25 

1.05 

1.00 

0.96 

0.92 

0.75 

175,530,997 

24,469,004 

87.77 

12.23 

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13 

14 

15 

16 

17 

18 

19 

20 

Strata Nominees Pty Ltd  

Lamerton Pty Ltd  

Jet Capital Pty Ltd  

Jorac Pty Ltd 

Ausdrill International Pty Ltd 

Ninety Three Pty Ltd  

Argonaut Equity Partners Pty Ltd 

Ratdog Pty Ltd  

Balkau Family Pty Ltd  

Mr Noel Ross Archer 

Aralad Management Pty Ltd  

Konkera Pty Ltd  

Mr Jason Bontempo & Mrs Tiziana Battista  

RWH Nominees Pty Ltd  

Jameker Pty Ltd  

Argonaut Investments Pty Ltd  

WILHAJA Pty Ltd  

M & K Korkidas Pty Ltd  

RACAM Super Pty Ltd  

Alissa Bella Pty Ltd  

Totals: Top 20 holders of LISTED OPTIONS EXPIRING 01/08/2023 @ $0.01 

(Total) 

Total Remaining Holders Balance 

Restricted Securities 
There are no restricted securities. 

On-Market Buy Back 
There is no current on-market buy back. 

Voting Rights 
All ordinary shares carry one vote per share without restriction. 

Interests in Tenements Held 

Tenure Title 

Interest 

Project 

Ponton 

Tenement Number 

Holder 

E28/1523 

E28/1898 

E28/2454 

MHC 

MHC 

MHC 

% 

100 

100 

100 

AREA 

(ha) 

Status of Tenure 

20 sub blocks 

34 sub blocks 

1 sub block is 2.97km2 
22 Sub blocks 

121 sub blocks 

surrendered 

Manhattan Corporation Limited 

55 

2021 Annual Report to Shareholders