ABN 51 127 297 170
Annual Financial
Report
30 June 2024
CONTENTS
Letter from the Chair
2
Review of Operations
4
Schedule of Tenements
22
Corporate Governance
24
Directors’ Report
25
Auditor’s Independence Declaration
34
Consolidated Statement of Profit or Loss and Other Comprehensive Income
35
Consolidated Statement of Financial Position
36
Consolidated Statement of Changes in Equity
37
Consolidated Statement of Cash Flows
38
Notes to the Consolidated Financial Statements
Consolidated Entity Disclosure Statement
39
63
Director’s Declaration
64
Independent Audit Report to the Members of Metal Bank Limited
65
Additional Information for Listed Companies
69
Corporate Directory
73
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
LETTER FROM THE CHAIR
metalbank.com.au | ASX:MBK
Dear Shareholder
On behalf of the Directors of Metal Bank Limited (Metal
Bank, MBK or the Company), I am pleased to report on
the activities of the Company for the year ended 30 June
2024.
During the Year we have pursued our strategy to explore the MENA region for copper and other
critical minerals with significant progress made in Jordan and Saudi Arabia.
In Jordan, we secured exclusive exploration and reconnaissance rights within historic mining areas
in July 2023. Since then we have:
Conducted five field programs including mapping, stream, rock chip and channel sampling
and diamond core drilling;
Extended mineralisation at Um el Amad to over 800m in strike and identified several new
target areas in the region;
Identified a new priority bulk tonnage stratiform copper oxide target (Area 65) through
reconnaissance scouting in Wadi Araba, (now under application for exploration rights), with
a preliminary environmental and social impact assessment in progress priority drilling at this
target
Identified and acquired exploration rights to a further priority target area (Area 47) with a
large zoned geochemical signature plus copper sulphide (present as chalcopyrite)
supportive of a porphyry/intrusion-related system.
We are now planning a systematic review of these projects to bring them to drill ready status,
including environmental studies and approvals for a combined three-project drill campaign.
In Saudi Arabia, we held positive initial meetings with government representatives and policy makers
confirming the Saudi government’s ongoing commitment to support its domestic mining and
resources industry. We are progressing our three-tier strategy in Saudi that begun with the
successful establishment of a Saudi JV Company with our previous partner in Saudi Arabia. To fulfill
our strategy we are now:
Reviewing available data for identification of projects of interest;
Applying for exploration projects highlighted through our data review, and
Participating in Saudi Licensing Rounds.
The JV Company, Consolidated Mining Company LLC (CMC) has now been established between
MBK (60%) and Central Mining Holding Company (CMH) (40%), a member of the Al Qahtani Group
and Citadel’s JV partner during the exploration and development of the Jabal Sayid Project. Our
review of available data in Saudi is continuing, several projects of interest for copper and other critical
minerals have been identified, and we are also actively participating in Saudi Licensing rounds.
We have also continued work on unlocking value from our Australian projects. We completed a
drilling program at Millennium, with all drill holes intersecting varying levels of sulphide mineralisation,
including copper and cobalt. In addition, abundant graphite was also noted, and preliminary assays
returned high grade graphite results. Our subsequent review of previous MBK drilling and work done
by previous explorers has identified graphite present in drilling over >2km of strike, running
subparallel to our existing cobalt-copper-gold resource, and has the potential to add significant value
to the Millennium project.
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
LETTER FROM THE CHAIR
metalbank.com.au | ASX:MBK
Given our other commitments, we are actively seeking third party interest in our SE Qld gold projects
through a joint venture or potential divestment to realise value for shareholders.
With our exiting outlook in the MENA region and our strategy to add and unlock value from our
Australian asset portfolio, we are well placed for growth in the coming year. We look forward to
providing more updates on our MENA strategy along with the development of our domestic asset
portfolio.
We thank our shareholders for their ongoing support and welcome new investors to MBK.
Inés Scotland
Non-executive Chair
30 September 2024
metalbank.com.au | ASX:MBK
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Highlights
Jordan
Copper
Malaqa exploration rights and reconnaissance rights granted in July 2023
5 field programs completed, with mineralisation at Um el Amad extended
to over 800m in strike and several new mineralised areas identified
Reconnaissance work undertaken with two new project areas identified:
o
Area 47, where exploration rights have been granted over a newly
recognized 4km2 intrusive system anomalous for Mo-Cu-Pb-Zn in
stream sediments
o
Area 65, a bulk tonnage stratiform copper-oxide target, with an
application for exploration rights in progress
Surface evaluation and studies are planned to bring all three projects to
drill ready status for a three project drill campaign
Saudi Arabia
Copper
and
other
critical
minerals
Millenium
project
–
QLD
Cobalt,
Copper
and
Gold
Livingston
Project – WA
Gold
Three tier strategy in progress with:
o
JV Company formed with Citadel’s former JV partner for Jabal
Sayid
o
Review of available data continues with projects of interest
identified
o
MBK actively participating in Saudi Licensing Rounds
Recent drilling and review of previous drilling by MBK and work by previous
explorers identifies high grade graphite extending over 2km of strike
Further graphite sampling and assay programs to unlock project value in
progress
A soil sampling program and project review was completed to identify and
prioritise drill and resource targets
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
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Business Overview
MBK holds a significant portfolio of advanced copper, cobalt and gold exploration projects, with
substantial growth upside, including:
-
MENA strategy execution to acquire additional copper projects in Jordan and working with the
Saudi Government and our Saudi JV partner to acquire copper and other critical minerals
projects in Saudi Arabia
-
a 51% interest and the right to earn up to 80% of the Millennium Cobalt-Copper-Gold project
which holds a 2012 JORC Inferred Resource of 8.4Mt1 @ 1.23% CuEq across 5 granted Mining
Leases with significant potential for expansion;
-
a 75% interest in the advanced Livingstone Gold Project in WA which holds a JORC 2012
Inferred Resource of 40,300oz Au2 at the Homestead prospect, a JORC 2012 Inferred Resource
of 30,500oz3 Au at Kingsley, and an Exploration Target6 of 290 – 400Kt at 1.8 – 2.0 g/t Au for
16,800 – 25,700oz Au at Kingsley; and
-
the 8 Mile, Wild Irishman and Eidsvold Gold projects in South East Queensland where
considerable work by MBK to date has drill-proven both high grade vein-style and bulk tonnage
intrusion-related gold mineralisation.
Metal Bank’s 2024-2025 exploration programs at these projects will focus on:
-
Advancing our MENA strategy:
o
Securing exploration rights and approvals for drilling at all 3 Jordan Projects and
preparation for a three project drill campaign
o
Securing exploration licenses and project interests in Saudi Arabia
-
Unlocking value from our Australian projects:
o
Review of graphite potential at Millennium to add value
o
Securing access and rights to the gap zone within the Millennium Resource
o
Progressing Millennium towards feasibility studies
o
Advancing Millennium and Livingstone to substantially increase JORC Resources;
o
Assessing development potential, including fast tracking projects through feasibility
and development to production
o
Realizing value from the SE Qld gold projects
1 MBK ASX Release 21 March 2023 “Millennium delivers substantial Resource increase”
2 MBK ASX Release 21 February 2023 “Livingstone delivers updated shallow Mineral Resources at Homestead”
3 MBK ASX Release 18 January 2022 “Kingsley Deposit Maiden Mineral Resource Estimate and updated
Exploration Target”
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Jordan Copper – MBK 100%
MBK’s entry into Jordan represents the first step in the Company’s strategy to explore the MENA
region for Copper Deposits.
Since entering into two agreements with the Jordan Ministry for Energy and Mineral Resources
(MEMR) in July 20234 granting MBK exclusive exploration rights at Malaqa and reconnaissance
rights in within the Wadi Araba area which forms part of the Proterozoic Arabian-Nubian Shield (ANS)
in the south of the country, MBK has:
Conducted five field programs including mapping, stream, rock chip and channel sampling and
diamond core drilling at the Malaqa project
Extended mineralisation at Um el Amad (Malaqa) to over 800m in strike and identified several
new target areas
Identified a new priority bulk tonnage stratiform copper oxide target (Area 65) through
reconnaissance scouting in Wadi Araba, which is now under application for exploration rights,
with a preliminary environmental and social impact assessment in progress for priority drilling
Identified and acquired exploration rights to a further priority target area (Area 47) with a large
zoned geochemical signature plus copper sulphide (present as chalcopyrite) supportive of a
porphyry/intrusion-related system
MBK is pursuing a three-project strategy in Jordan. Upon grant of exploration rights at Area 65, MBK
plans to systematically work up all three projects – Malaqa, Area 47 and Area 65 – to drilling status
at the same time and provide cost effective scale for a combined three project drilling program.
The Southern regions of Jordan, where all three projects are located (Figure 1), forms part of the
prolific Nubian Shield which hosts abundant world class deposits.
Figure 1: Jordan project locations
The highly prospective Wadi Araba area represents the far northwestern region of the well-
mineralised Arabian-Nubian Shield. Historically Jordan was one of the most prolific sources of copper
in the region, with the Um el Amad copper mine described as the “largest copper mine in the Roman
Empire5”. The Feinan Copper district (contiguous to MBK’s Malaqa agreement) (Figure 2) is reported
to host significant resources according to MEMR studies6.
4 MBK ASX Release 19 July 2023 ‘MBK secures exclusive rights to exploration for Copper in Jordan”
5 Grattan, 2004
6 Hashemite Kingdom of Jordan, Natural Resources Authority, Geological Survey Administration, Mineral Status and
Future Opportunity “Copper” by Eng. Ibrahim Rabb’a, Dr. Mohammed Nawasreh, 2006
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REVIEW OF OPERATIONS
Figure 2: Malaqa project and Area 65 application areas showing local geology and resources (non-JORC compliant)
Area 47
At Area 47, ASTER remote sensing analysis combined with limited historical surface data identified
a 4km² alteration zone as a potential mineralised intrusion which was followed up with a four-day
field reconnaissance program7.
A total of 43 stream sediment samples within and adjacent to the ASTER target area returned
anomalous Mo-Cu-Bi-Pb-Zn-Bi-Te representing a metal zonation consistent with the emplacement
of a copper-molybdenum (Cu-Mo) style porphyry intrusion system (Figure 3). Results included up to
384ppm Cu, 47ppm Mo, 278ppm Pb and 509ppm Zn in stream sediments. An additional 11 rock chip
samples were also assayed returning up to 0.7% Cu, 0.2% Pb and 37ppm Mo in zones of silica
flooded hydrothermal breccia, gossan and copper oxide mineralised breccia.
The Cu-Mo porphyry style intrusion is also supported by a strongly sericite-muscovite (phyllic) altered
fractionated felsic intrusive complex, comprising granodiorites and rhyolite-aplite dyke units. An
increase in hydrothermal brecciation is noted to the southwest where the best rock chip values were
obtained which may represent a focal zone for mineralisation.
7 MBK ASX Release 17 July 2024 “MBK identifies new Cu-Mo bearing intrusive system in Jordan”
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Figure 3: Location of Cu-Mo porphyry style intrusion within the Area 47 Reconnaissance permit in Southern Jordan
The Cu-Mo intrusive system has been emplaced into the regionally barren Aqaba Intrusive Complex
and is readily distinguished from the host Aqaba complex as a lighter relatively more weathered
domain (due to alteration) as shown in Figure 4.
Figure 4: Altered Cu-Mo style porphryry intrusion (right) emplaced into the host Aqaba intrusive complex (left).
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METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Area 65
Area 65 contains a large scale bulk tonnage stratiform copper-oxide target located to the north and
northwest of Malaqa North, and towards the centre of the eastern offset of the mineralised
Timna/Feinan basin (west and east respectively of the Dead Sea Transform Fault Zone). This basin,
with significant non-JORC foreign resource estimates at Feinan and Khirbet (according to studies by
the MEMR6, refer Figure 4) and the stratiform copper deposit mined in modern times at Timna
remains largely untested, and no exploration or drilling has been undertaken in the Area 65 region.
MBK’s application for exploration rights for Area 65 is in progress, with a preliminary Environmental
and Social Impact Assessment of this area being undertaken during the Quarter to secure necessary
approvals for proposed exploration and drilling programs.
Malaqa
The Malaqa project demonstrates several broad areas of stratiform copper oxide (CuO)
mineralisation within extensively distributed sedimentary host rocks. Work by the company in the
reporting period includes: extending the size of outcropping stratiform CuO mineralisation at Um el
Amad to over 800m in strike8 with results to 2.51% Cu6 and remaining open to the east and south;
identifying broad zones of mineralisation at Malaqa North with results to 26m @ 0.79% Cu6 from
continuous channel sampling plus encouraging samples over larger than interpreted area; and high
grade rock chips at Malaqa NW to 8.70% Cu (Figure 5)8.
The Company’s plans to drill areas near the ancient Um el Amad mine (Malaqa project region) have
been delayed due to difficulty in sourcing specialist drilling equipment suitable for the terrain. MBK
continues to review available options for sourcing specialist drilling equipment more suitable for the
steeper terrain, particularly around the ancient Um el Amad mine, which is yet to be tested by drilling.
Figure 5: Malaqa exploration agreement area and local geology showing location of sampling (green = November 2023
results, red = January 2024 results)
8 MBK ASX Release 16 January 2024 “Growing Copper Mineralisation at Malaqa, Jordan”
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Overview of the Arabian Nubian Shield (ANS)
The Arabian-Nubian Shield (ANS) is a geological region comprising a crustal block in Northeast
Africa and Arabia, and is composed dominantly of juvenile Neoproterozoic rocks with some older
continental material and Archean–Palaeoproterozoic crust. The ANS spans across the Red Sea
region of Northeast Africa, covering parts of Saudi Arabia, Egypt, Sudan, Eritrea, Ethiopia, and
Jordan. It is divided into numerous tectono-stratigraphic terranes bound by shear and sutures zones
(Figure 5).
The ANS is a highly prospective area for mineral deposits and intense modern exploration and mining
are underway for gold, copper, lead, zinc, cobalt, tin, tungsten, titanium, and other metals from
deposits of volcanic-massive sulfides (VMS), orogenic gold, intrusion-related gold, epithermal gold,
porphyry copper, and Nb–Ta–U–REE-rich granite.
Figure 5: Geology and major mining projects of the Arabian Nubian Shield (ANS)
Existing operations and deposits in the ANS include (Figure 5):
1.
Hassai/Ariab VMS (volcanic massive sulphide) Cu, Sudan. 80.8Mt @ 1.12% Cu and 1.25g/t Au
(Indicated) plus 37.5Mt @ 1.09% Cu and 1.17g/t Au (Inferred, NI43-101 compliant)9.
2.
Sukhari porphyry Au, Egypt. >15moz Au endowment10.
9 La Mancha Annual Report 2 April 2012
10 https://www.centamin.com/assets/sukari-gold-mine/
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3.
Bisha VMS Cu-Zn-Au-Ag, Eritrea. ~40Mt inc 28.3Mt @ 1.78g/t Au, 38.9g/t Ag, 1.6% Cu, 3.15%
Zn11.
4.
Ad Duwayhi intrusion-related Au, Saudi Arabia. 27.3Mt @ 1.8g/t Au12.
5.
Al Amar VMS-epithermal Au-Cu-Zn, Saudi Arabia. 3.2Mt @ 4.8g/t Au, 0.4% Cu and 4.4% Zn4.
6.
Jebel Ohier porphyry Cu-Au, Sudan. 593Mt @ 0.33% Cu (NI 43-101 compliant)13.
7.
Jabal Sayid VMS Cu-Au, Saudi Arabia. ~100Mt @ 1.2% Cu, minor Zn and Au4.
8.
Mansourah-Massarah orogenic to intrusion-related Au, Saudi Arabia. 27.7Mt @ 5.06g/t Au
(Mansourah) and 17.3Mt @ 1.99g/t Au (Massarah)4.
9.
Mahd Ad’Dhahab volcanic/epithermal Au and polymetallic deposit (Saudi Arabia). >100t Au
(est)4.
10. Bulghah intrusion-related Au, Saudi Arabia. 86.65Mt @ 0.92g/t Au4.
Jordan Forward Program
MBK is awaiting grant of exploration rights over Area 65, following which systematic surface
evaluation and detailed studies of the three projects will be undertaken to bring them to drill ready
status, including environmental studies and approvals for a three project drill campaign.
Saudi Arabia – Copper and other critical minerals
MBK’s entry into Saudi Arabia represents the second step in MBK’s strategy to explore the MENA
region for copper deposits.
MBK is executing a three-level strategy in Saudi Arabia:
1. Establishing a JV Company
2. Identification of areas of significant interest for copper and other critical mineral exploration; and
3. Participation in the Licensing Rounds in Saudi Arabia.
MBK’s entry into Saudi Arabia represents the second step in MBK’s strategy to explore the MENA
region for Copper Deposits.
MBK has recently established a JV Company, Consolidate Mining Company LLC (CMC), between
MBK (60%) and Central Mining Holding Company (CMH) (40%) with paid up capital of SAR 5 million
(approx. AUD 2M) contributed by CMH. CMH is member of the Al Qahtani Group and was Citadel’s
JV partner during the exploration and development of the Jabal Sayid Project. All necessary
approvals to allow CMC to apply for exploration licences and conduct exploration and mining
activities have now been obtained.
MBK’s exploration team has consolidated and reviewed available data for the KSA and identified
numerous areas of interest for copper and other critical minerals projects. These areas of interest
are being ranked with exploration licence applications planned for lodgement along with acquisition
of additional data to support detailed exploration targeting and approaches.
MBK is also actively participating in the Saudi Arabia Licensing Rounds for new exploration projects.
MBK’s immediate focus is now on securing exploration licenses and project interests in Saudi Arabia
to explore for copper and other critical minerals.
Millennium Project – MBK 51% earning up to 80%
The Millennium Co-Cu-Au project (Millennium) approximately 35km WNW of Cloncurry in North
Queensland represents a near-term critical minerals development opportunity, at surface, on granted
11 SRK Consulting NI 43-101 Technical Report, 2017
12 Ma’aden Annual Report 2021
13 Bierlein et al 2016 in Ore Geology Reviews v79
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mining leases and proximal to existing mining infrastructure in a renowned exploration and mining
region.
Since entering into the Millennium earn-in and JV agreement in December 2021, MBK has:
Conducted targeted diamond and RC drilling campaigns and other exploration work to
increase confidence in the deposit
Updated the previous JORC 2004 Mineral Resource to JORC 2012 standard and increased
Mineral Resources by >42% to 8.4Mt @ 1.23% CuEq14
Developed an Exploration Target of 12-14Mt @ 1.0-1.3% CuEq14 (inclusive of the current
MRE), more than double the Mineral Resource at earn-in commencement
Defined high grade graphite drill intersections and targets adjacent the Mineral Resource,
with graphite extending over 2km of strike, and having potential to add significant value to
the project
Advanced the Project to pre-feasibility stage
MBK completed its Stage 1 earn-in obligations under the Millennium earn-in and joint venture
agreement during December 2022 and gave notice to its joint venture partner electing to acquire a
51% joint venture interest in the Project15.
MBK now holds a 51% Joint Venture Interest in the Millennium project and assets. Stage 2 of the
joint venture is continuing with MBK earning an additional 29% interest (to take its total interest to
80%) by sole funding total exploration expenditure in the amount of $2 million.
Mineral Resource Estimate
During the previous Year, MBK reported a JORC 2012 Mineral Resource Estimate (MRE) update for
the Millennium Co-Cu-Au deposit of 8.4Mt @ 0.09% Co, 0.29% Cu and 0.12g/t Au for a 1.23%
CuEq14 (Figure 6).
The new MRE represents a 42% tonnage increase and 14% grade increase from the previous
resource of 5.9Mt @ 0.11% Co, 0.32% Cu and 0.11g/t Au for 1.08% CuEq, 0.7% CuEq% cut-off
(Note: no RPEEE applied). The updated MRE was completed by Cube Consulting in conjunction
with MBK geologists and Haren Consulting.
In conjunction with the 2023 MRE Update, MBK has revised the overall project Exploration Target
for Millennium to 12-14Mt @ 1.0-1.3% CuEq14 (inclusive of current MRE), supported by its updated
mineralisation model, high grade Co-Cu intersections at depth which remain open, a number of infill
and extensional gaps in the existing MRE, and additional scope for improving geology, metallurgy,
geotechnical and economic parameters, including for the updated MRE.
The potential quantity and grade of the Exploration Targets is conceptual in nature. There has been
insufficient exploration to estimate an additional Mineral Resource and it is uncertain if further
exploration will result in the estimation of a Mineral Resource. The Exploration Target takes no
account of geological complexity that may be encountered, possible mining methods or metallurgical
recovery factors. It is acknowledged that the currently available data is insufficient spatially in terms
of the density of drill holes, and in quality, in terms of MBK’s final audit procedures for down hole
data, data acquisition and processing, for the results of this analysis to be classified as Mineral
Resources in accordance with the JORC Code.
14 MBK ASX Release 21 March 2023 “Millennium delivers substantial Resource increase”
15 MBK ASX Release 5 December 2022 “MBK earns a 51% interest in Millennium”
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Figure 6: Millennium Co-Cu-Au Project isoview showing 2023 MRE, resource drilling and optimised pit shell
2024 Drilling
Three diamond drill holes for 384m were completed at the Millennium Project in June16 (Figures 7
and 8), with results released in July 202417.
Drilling targeted resource extensions in the Central Area and conceptual testing of the Fountain
Range-Quamby Fault Zone after identifying anomalous copper in previous drilling and siliceous
breccia outcropping to the northwest of the current Millennium resource.
MI24DD01 (Figures 7 and 8) was drilled to the west and away from the Millennium resource, testing
between the mineralised Millennium structure and the interpreted steeply east-dipping Fountain
Range-Quamby Fault Zone for mineralised sub-parallel structures and possible structural and/or
genetic relationships. MI24DD01 intersected massive amphibolite and dolerite with trace chalcopyrite
to 168.4m before a strongly graphitic metasediment unit to end of hole (Figures 8 and 9).
In the broad zones where visual graphite was intersected, total graphitic carbon (TGC) was assayed,
returning results including:
•
2.6m @ 19.2% TGC from 168.4m;
•
5.8m @ 17.4% TGC from 180m, and;
•
3.8m @ 17.6% TGC from 188m
These high grade graphite results support strong rock chip results taken by ASX-listed explorer
Hammer Metals18 (“HMX”) which returned an average of 17.0% total graphitic carbon from 37
samples in the south over an area greater than 1300m strike and up to 100m wide. In addition, a
review of previous drilling by MBK identified visual graphite intersections in extending over a total
strike length of greater than 2km to the north and south.
16 MBK ASX Release 18 July 2024 “Significant graphite intersected at Millennium Project”
17 MBK ASX Release 30 July 2024 “Millennium Project Update – High grade graphite results returned”
18 MBK ASX Release 30 July 2024 “Millennium Project Update – High grade graphite results returned”
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Figure 7: Millennium plan overview showing recent drilling and results, previous rock chip %TGC results and >2km
interpreted strike of graphite mineralisation on the western margins of the 2023 Co-Cu-Au resource outline.
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Figure 8: Millennium 7723300N section showing MI24DD01 and MI22RD03 extension results. Note apparent resource
offset enhanced by structural offset and +/-50m search radius.
Figure 9: Example of high grade graphite in drill core within 5.8m @ 17.4% TGC from 180m (MI24DD01).
Graphite at Millennium is interpreted as associated with metamorphosed carbonaceous sediments
near the margins of a large mafic unit/s and/or siliceous sediment units which run subparallel to the
Millennium structure and Fountain Range-Quamby Fault Zone. Previous petrology identified graphite
as intergrown and overgrown with metamorphic minerals in the main Millennium Cu-Co-Au
mineralisation and recommended the role of graphite with metal mineralisation be further
investigated, however no graphite-specific samples within main carbonaceous units were taken.
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In other drilling, MI22RD03 (same section as MI24DD01) extended a previous reverse circulation
(RC) precollar hole from 156m to validate an apparent gap in and below the 2023 mineral resource.
The hole immediately intersected copper-cobalt mineralisation associated with the main Millennium
structure (slightly offset due to faulting not evident in RC drilling) and returned 23m @ 0.32% Cu and
0.09% Co with minor Au from 156m below a previous RC intersection of 12m @ 0.32% Cu from
136m. This hole validated the existing interpretation of the resource and lower grade domain along
with identifying a minor structural offset not evident from previous RC drilling.
Hole MI24DD02 in the central north was drilled in difficult topography at a shallow angle to the west
to test below a well-mineralised CuO-bearing siliceous breccia zone at surface and for a second
intersection of the Fountain Range-Quamby Fault Zone. The hole was unable to be completed to
target depth and was terminated short of adequately testing both targets.
Forward Plan
MBK remains committed to extracting maximum value from its Australian asset portfolio.
Graphite demand continues to grow in line with expansion in the electric vehicle (EV) lithium-ion
battery sector, where graphite is the key raw material consumed in EV battery anodes. Despite some
recent price pressure, the long-term outlook for natural, ex-China graphite remains strong. As the
industry targets diversified supply, the focus shifts to more ESG friendly, secure sources of graphite
production and processing.
In line with this, MBK is assessing the potential for further value to be unlocked via developing this
graphite potential as part of the Millennium Project over the coming months. This includes additional
surface mapping and sampling to establish graphite extents, a review of existing geophysical data
and potential for further electrical geophysics to help define large graphite targets, and low-cost re-
assaying of previous RC and diamond core laboratory samples, existing bulk samples and drill core
for total graphitic carbon content where relevant and material.
The company continues to monitor the NW QLD battery metals space as projects and infrastructure
develops.
The Company is also continuing in its efforts to secure access and rights to the gap zone within its
Resource and a buffer zone around its existing MLs prior to progressing this project towards
feasibility studies.
A data room has also been established due to the growing corporate interest in the Millennium
project.
Livingstone Project – MBK 75%
Background
The Livingstone Project is an advanced gold exploration project with ~80,000oz of defined gold
resources and multiple exploration targets. Located 140km northwest of Meekatharra in Western
Australia, it includes 395km2 of granted exploration licences covering the entire western arm of the
Proterozoic Bryah-Padbury Basin (host to the Fortnum, Horseshoe and Peak Hill gold deposits and
>2Moz Au endowment) (Figure 10).
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Figure 10: Livingstone Project location within Bryah Basin and relative to other gold operations
Since acquisition in December 2021, MBK has completed extensive field work and drilling campaigns
to advance the Project, which now provides:
The Homestead deposit hosting a JORC 2012 Inferred Resource of 40,300oz Au19 with
potential for expansion;
the Kingsley deposit hosting a JORC 2012 Inferred Resource of 30,500oz Au20;
the Kingsley Exploration Target of 290 – 400kt at 1.8 -2.0 g/t for 16,800 – 25,700oz Au18;
the Livingstone North prospect with an extensive Au-in soil anomaly, historical mining
activities and historical and recent high-grade drilling intersections;
multiple advanced gold targets (Figure 11), inadequately tested to date including Hilltop,
Stanley, Winja, Winja West, VHF;
multi element targets including Kirba (Ni) and Iron Ore (Fe); and
over 10 regional greenfields targets identified by independent experts with 40km prospective
strike length.
It should be noted that the potential quantity and grade of the Exploration Targets is conceptual in
nature. There has been insufficient exploration to estimate an additional Mineral Resource and it is
uncertain if further exploration will result in the estimation of a Mineral Resource. The Exploration
Target takes no account of geological complexity that may be encountered, possible mining methods
or metallurgical recovery factors. It is acknowledged that the currently available data is insufficient
spatially in terms of the density of drill holes, and in quality, in terms of MBK’s final audit procedures
for down hole data, data acquisition and processing, for the results of this analysis to be classified
as Mineral Resources in accordance with the JORC Code.
During the Year, field work including soil and rock chip sampling and mapping of new target areas
was completed, and a project review undertaken to identify and prioritise drill and resource targets
(Figure 11).
19 MBK ASX Release 21 February 2023 “Livingstone delivers updated shallow Mineral Resource at Homestead”
20 MBK ASX Release 18 January 2022 “Kingsley Deposit Maiden Mineral Resource Estimate”
18
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
The Company has also continued with its efforts to secure a Heritage Agreement with Traditional
Owners, with further drilling programs subject to necessary Heritage clearances.
Forward Plan
MBK’s forward program for the Livingstone Project is aimed to build existing Resources and identify
new deposits, and includes:
Resource infill and extension drilling at the Kingsley deposit;
Maiden Resource Estimation at the Livingstone North prospect; and
Testing of additional advanced and regional targets to identify a clear path to defining additional
Resources within the tenement package.
The Company’s drilling programs on new target areas are pending Heritage clearances being
obtained.
Figure 11: Livingstone and Nanular Projects – Resources and Targets
19
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Nanular Project – MBK 100%
Two exploration permits for minerals (E52/4311 and E52/4312) have been granted to the Company’s wholly
owned subsidiary Western Pty Ltd over areas prospective (primarily) for REE and lithium, plus potential
gold and base metals.
The permit areas are located to the north of the Livingstone Project (Figure 11), contiguous to Krakatoa
Resource’s Mt Clere REE project. MBK is in the process of seeking Heritage Agreements with Traditional
Owners of the area relating to E52/4312.
An initial work program conducting surface evaluation of E52/4311 has been completed and results are in
the process of being reviewed.
South East Queensland Gold Projects
MBK’s South East QLD gold projects include the 8-Mile, Wild Irishman and Eidsvold projects (Figure
12).
There was no substantive exploration carried out on the Company’s South East Queensland Gold
Projects during the Year.
Given its other commitments, the Company is actively seeking third party interest in these projects
through a joint venture or potential divestment to realise value for shareholders from its investment
in these projects.
MBK identified the 8 Mile project in 2018 as a large-scale alteration system and applied for
exploration permits over the project area. MBK subsequently moved the 8 Mile project, located 18km
along strike from the 2Moz Mt Rawdon goldmine in Queensland, from a discovery to an advanced
gold project with multiple large-scale targets identified along a >3.6km mineralised corridor at the
Eastern Target (Figure 13). This included a maiden inferred Mineral Resource and Exploration Target
at Flori’s Find and nearby potential bulk tonnage porphyry target. Geological mapping and
interpretation by MBK indicates that this target continues south into the Wild Irishman Project area
granted in late 2021, providing potential to grow the existing JORC 2012-compliant Resource.
MBK identified the Eidsvold Project in SE Qld by applying new geological concepts and exploration
methodologies to historical mining areas. MBK has defined the Eidsvold Project as a highly
prospective drill ready gold target applying the latest 3D geophysical modelling techniques. The
Eidsvold Project now presents a drill ready 7km2 opportunity at its Great Eastern Target (Figure 14)
of a similar scale and geophysical response to the 3Moz Au Mt Leyshon deposit and 6 km northeast
of the Eidsvold historical goldfield with 100,000 oz Au historical production. Following successful
identification of intrusion-related alteration and veining at the Great Eastern Target as part of the
Queensland Government’s Collaborative Exploration Initiative and subsequent work, drilling during
2021 intersected strong alteration zones, broad enrichment and narrower high-grade mineralisation
returning up to 1m @ 0.25g/t Au, 139g/t Ag, 5.2% Pb-Zn and 0.12% Cu. This drilling confirmed the
location of an untested hydrothermal system west of the central Great Eastern Target intrusive.
IP/resistivity linework has extended the Great Eastern Target further west and at shallower target
depths.
20
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Figure 12: MBK Australia project location map
Figure 13: Airborne magnetic image of 8 Mile/Wild Irishman project area showing priority target areas
21
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Figure 14: Eidsvold Great Eastern Target showing a potential source location of an Au-Cu mineralised intrusion based on
outcomes of Queensland Government CEI-funded drilling
Sue-Ann Higgins
Executive Director
30 September 2024
22
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
metalbank.com.au | ASX:MBK
Schedule of Tenements
Tenements
Location
Percentage Interest
Roar Resources Pty Ltd (Wholly Owned Subsidiary)
Eidsvold Project
EPM 18431
Queensland
100%
EPM 18753
Queensland
100%
8 Mile Project
EPM26945
Queensland
100%
Wild Irishman Project
EPM27693
Queensland
100%
EPM – Exploration Permit
MBK Millennium Pty Ltd (Wholly Owned Subsidiary)
Millennium Project – earning up to 80%
ML 2512
Queensland
51%
ML 2761
Queensland
51%
ML 2762
Queensland
51%
ML 7506
Queensland
51%
ML 7507
Queensland
51%
Westernx Pty Ltd (Wholly Owned Subsidiary)
Livingstone Project – 75%
E52/3667
Western Australia
75%
E52/3403
Western Australia
75%
E52/3903
Western Australia
75%
E52/4213
Western Australia
75%
E52/4215
Western Australia
75%
E52/4216
Western Australia
75%
Nanular Project – 100%
E52/4311
Western Australia
75%
E52/4312
Western Australia
75%
Malaqa project – 100%
Memorandum of Understanding for exploration
at Malaqa and Area 47 and application for
exploration rights over Area 65
Jordan
100%
Memorandum
of
Cooperation
for
reconnaissance within the Wadi Araba area
Jordan
100%
23
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
metalbank.com.au | ASX:MBK
Competent Persons Statement
The information in this report that relates to Mineral Resource Estimations and Ore Reserves was
prepared and reported in accordance with the ASX Announcements and News Releases referenced
in this report.
The Company confirms that it is not aware of any new information or data that materially affects the
information included in the relevant ASX announcements and News Releases. In the case of Mineral
Resource estimates and Ore Reserve estimates, all material assumptions and technical parameters
underpinning the estimates continue to apply and have not materially changed. The Company
confirms that the form and context in which the Competent Persons’ findings are presented have not
been materially modified from the original ASX announcements or News Releases.
The information in this announcement, that relates to MBK Exploration Results, Mineral Resources
and Exploration Target statements is based on information compiled or reviewed by Mr Trevor
Wright. Mr Wright is a contractor to the Company and eligible to participate in the Company’s equity
incentive plan. Mr Wright is a Member of The Australasian Institute of Geoscientists has sufficient
experience which is relevant to the style of mineralisation and type of deposit under consideration
and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012
Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves’. Mr Wright consents to the inclusion in this announcement of the matters based on his
information in the form and context in which it appears. It should be noted that the MBK Exploration
Targets described in this report are conceptual in nature and there is insufficient information to
establish whether further exploration will result in the determination of Mineral Resources.
24
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CORPORATE GOVERNANCE STATEMENT
Metal Bank Limited (Metal Bank), recognises the need to establish and maintain corporate
governance policies and practices that reflect the requirements of the market regulators and
participants, and the expectations of members and others who deal with Metal Bank. These policies
and practices remain under constant review as the corporate governance environment and good
practices evolve.
ASX Corporate Governance Principles and Recommendations
The fourth edition of ASX Corporate Governance Council Principles and Recommendations (the
Principles) set out recommended corporate governance practices for entities listed on the ASX.
The Company has issued a Corporate Governance Statement which discloses the Company’s
corporate governance practices and the extent to which the Company has followed the
recommendations set out in the Principles. The Corporate Governance Statement was approved by
the
Board
on
30 September 2024 and is
available
on
the Company’s website:
http://metalbank.com.au/corporate-governance
25
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
Your directors present their report on Metal Bank Limited and its subsidiaries (Consolidated Entity
or the Group) for the year ended 30 June 2024.
DIRECTORS
The names of directors in office at any time during or since the end of the year are:
Current Directors
INĖS SCOTLAND
EXECUTIVE
CHAIR
B App Sc
Appointed 13 August
2013
Ms Scotland was most recently the Managing Director and CEO of
Ivanhoe Australia, an ASX listed entity with a market capitalisation of
$500m.
Prior to this Ms Scotland was the Managing Director and CEO of Citadel
Resource Group Limited. Ms Scotland was a founding shareholder of
Citadel and was its managing director through its growth, until its
acquisition by Equinox Minerals in January 2011.
At the time of acquisition by Equinox, Citadel was developing the Jabal
Sayid Copper Project in Saudi Arabia, had a market capitalisation of
$1.3B and had raised more than $380m on the equity markets.
Ms Scotland has worked in the mining industry for over 25 years for large
scale gold and copper companies in Australia, Papua New Guinea, USA
and the Middle East. This has included working for Rio Tinto companies,
Comalco, Lihir and Kennecott Utah Copper.
SUE-ANN HIGGINS
EXECUTIVE
DIRECTOR
COMPANY
SECRETARY
BA LLB HONS AGIA
ACG GAICD
Appointed 24
February 2020
Ms Higgins is an experienced company executive who has worked for
over 25 years in the mining industry including in senior legal and
commercial roles with ARCO Coal Australia Inc, WMC Resources Ltd,
Oxiana Limited and Citadel Resource Group Limited. Ms Higgins has
extensive experience in governance and compliance, mergers and
acquisitions, equity capital markets and mineral exploration,
development and operations.
Ms Higgins is executive Chair of Andromeda Metals Limited.
GUY ROBERTSON
EXECUTIVE
DIRECTOR
B Com (Hons), CA.
Appointed 17
September 2012
Mr Robertson has more than 30 years’ experience as Chief Financial
Officer, Company Secretary and Director of both public and private
companies in Australia and Hong Kong, including over 15 years’
experience in ASX listed mineral exploration companies.
Previous roles included Chief Financial Officer/GM Finance of Jardine
Lloyd Thompson, Colliers International Limited and Franklins Limited.
Other current public company directorships include:
Hastings Technology Metals Ltd
Artemis Resources Limited
Greentech Metals Limited
Alien Metals Limited
26
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
Interest in the shares, options and performance rights of the Company
As at the date of this report, the interests of the directors in the shares and options of Metal Bank
Limited were1:
Ordinary
Shares
Options
Performance
Rights
Inés Scotland
18,349,615
-
2,753,846
Guy Robertson
2,143,400
-
1,153,846
Sue-Ann Higgins
18,613,399
-
2,769,231
Details of the movement in shares held by Directors and Officers
Period from 1 July 2023 to 30 June 2024
Balance at
beginning
of period
Exercised on
vesting of
performance rights
Purchased
Balance at end
of year
I. Scotland
15,493,412
750,000
2,106,203
18,349,615
G. Robertson
1,077,223
625,000
441,177
2,143,400
S. Higgins
14,254,666
1,050,000
3,308,733
18,613,399
30,825,301
2,425,000
5,856,113
39,106,414
Period from 1 July 2022 to 30 June 2023
Balance at
beginning
of period
Exercised on
vesting of
performance
rights
One for ten
consolidation
Purchased
Balance at
end of year
I. Scotland
147,434,113
750,000
(132,690,701)
-
15,493,412
G. Robertson
4,522,223
625,000
(4,070,000)
-
1,077,223
S. Higgins
130,370,981
1,050,000
(117,333,882)
167,567
14,254,666
282,327,317
2,425,000
(254,094,583)
167,567
30,825,301
Details of the movement in the options held by Officers and Directors
Period from 1 July 2023 to 30 June 2024
Balance at
beginning
of period
Received as
remuneration
Expired
Balance at end
of year
I. Scotland
1,916,067
-
(1,916,067)
-
G. Robertson
151,445
-
(151,445)
-
S. Higgins
2,911,870
-
(2,911,870)
-
4,979,382
-
(4,979,382)
-
27
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
Period from 1 July 2022 to 30 June 2023
Balance at
beginning
of period
Received as
remuneration
One for ten
consolidation
Balance at end
of year
I. Scotland
19,160,666
-
(17,244,599)
1,916,067
G. Robertson
1,514,444
-
(1,362,999)
151,445
S. Higgins
29,118,695
-
(26,206,825)
2,911,870
49,793,805
-
(44,814,423)
4,979,382
Details of the movement in performance rights
Period from 1 July 2023 to 30 June 2024
Balance at
beginning
of period
Received as
remuneration
Converted to
shares
Balance at
end of year
I. Scotland
750,000
2,753,846
(750,000)
2,753,846
G. Robertson
625,000
1,153,846
(625,000)
1,153,846
S. Higgins
1,050,000
2,769,231
(1,050,000)
2,769,231
2,425,000
6,676,923
(2,425,000)
6,676,923
Period from 1 July 2022 to 30 June 2023
Balance at
beginning
of period
Expired
One for ten
consolidation
Balance at
end of year
I. Scotland
15,000,000
(7,500,000)
(6,750,000)
750,000
G. Robertson
12,500,000
(6,250,000)
(5,625,000)
625,000
S. Higgins
21,000,000
(10,500,000)
(9,450,000)
1,050,000
48,500,000
(24,250,000)
(21,825,000)
2,425,000
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than as outlined in the Director’s report, there were no significant changes in the state of affairs
of the Company during the year.
PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial year was mineral exploration. There have
been no significant changes in the nature of the Company’s principal activities during the financial
year.
28
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
SIGNIFICANT AFTER BALANCE SHEET DATE EVENTS
On 19 August 2024, MBK established a JV Company, Consolidate Mining Company LLC (CMC),
between MBK (60%) and Central Mining Holding Company (CMH) (40%) with paid up capital of SAR
5 million (approx. AUD 2M) contributed by CMH. CMH is member of the Al Qahtani Group and was
Citadel’s JV partner during the exploration and development of the Jabal Sayid Project. All necessary
approvals to allow CMC to apply for exploration licences and conduct exploration and mining
activities have now been obtained.
There are currently no other matters or circumstances that have arisen since the end of the financial
period that have significantly affected or may significantly affect the operations of the consolidated
entity, the results of those operations, or the state of affairs of the consolidated entity in future
financial years.
LIKELY FUTURE DEVELOPMENTS AND EXPECTED RESULTS
The primary objective of Metal Bank is to continue its exploration activities on its current exploration
projects in the MENA Region and in Australia and to continue to pursue new project opportunities as
they arise.
The material business risks faced by the Company that are likely to have an effect on the financial
prospects of the Company, and how the Company manages these risks, are:
Future Capital Needs – the Company does not currently generate cash from its operations. The
Company will require further funding to meet its corporate expenses, continue its exploration
activities and complete studies necessary to assess the economic viability of its projects. The
Company’s financial position is monitored on a regular basis and processes put into place to
ensure that fund raising activities will be conducted in a timely manner to ensure the Company
has sufficient funds to conduct its activities.
Exploration and Developments Risks – the business of exploration for gold, copper and other
minerals and their development involves a significant degree of risk, which even a combination
of experience, knowledge and careful evaluation may not be able to overcome. To prosper, the
Company depends on factors that include successful exploration and the establishment of
resources and reserves within the meaning of the 2012 JORC Code. The Company may fail to
discover mineral resources on its projects and once determined, there is a risk that the
Company’s mineral deposits may not be economically viable. The Company employs geologists
and other technical specialists and engages external consultants where appropriate to address
this risk.
Commodity Price Risk – as a Company which is focused on the exploration of gold and base
and precious metals, it is exposed to movements in the price of these commodities. The
Company monitors historical and forecast price information from a range of sources in order to
inform its planning and decision making.
Title and permit risks - each permit or licence under which exploration activities can be
undertaken is issued for a specific term and carries with it work commitments and reporting
obligations, as well as other conditions requiring compliance. Consequently, the Company could
lose title to, or its interests in, one or more of its tenements if conditions are not met or if sufficient
funds are not available to meet work commitments. Any failure to comply with the work
commitments or other conditions on which a permit or tenement is held exposes the permit or
tenement to forfeiture or may result in it not being renewed as and when renewal is sought. The
Company monitors compliance with its commitments and reporting obligations using internal and
external resources to mitigate this risk.
29
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
PERFORMANCE IN RELATION TO ENVIRONMENTAL REGULATION
The consolidated entity will comply with its obligations in relation to environmental regulation on its
Jordan and Australian projects and when it undertakes exploration in the future. The Directors are
not aware of any breaches of any environmental regulations during the period covered by this report.
OPERATING RESULTS AND FINANCIAL REVIEW
The loss of the consolidated entity after providing for income tax amounted to $2,223,688 (2023: loss
of $7,045,265).
The Group’s operating income reduced to $3,028 (2023: $18,688) attributable to the decrease in
interest earnings on deposits.
Expenses decreased to $2,226,716 (2023: $7,063,953) due to the impairment of other financial asset
in the amount of $6,000,000 in the prior year, and an increase in share based payments in the current
year due to an issue of 29,595,950 shares at $0.034 for an amount of $1,006,262 for a Shareholding
and Cooperation Agreement to secure exploration rights in Jordan.
Capitalised exploration costs increased to $15,385,346 (2023: $13,599,370) reflecting the increased
exploration on the Jordan tenements.
Net assets increased to $15,643,013 (2023: $14,000,830) largely reflecting the capital raise and the
result for the year.
DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared
by way of a dividend to the date of this report.
REMUNERATION REPORT
Remuneration Policy
The Board determines, on a case by case basis, the terms and conditions of employment of company
executives and consultants, including remuneration.
The Board’s policy for determining the nature and amount of remuneration for Board members and
executives (Remuneration Policy) is as follows:
The terms and conditions for the executive directors and other senior staff members, are
developed by the Chair and Company Secretary and approved by the Board;
Remuneration for directors and senior executives is determined and reviewed by the Board by
reference to the Company’s performance, the individual’s performance, as well as comparable
information from listed companies in similar industries;
In determining competitive remuneration rates, the Board may seek independent advice on local
and international trends among comparative companies and industry generally. It examines
terms and conditions for employee incentive schemes, benefit plans and share plans.
Independent advice may be obtained to confirm that executive remuneration is in line with market
practice and is reasonable in the context of Australian executive reward practices;
The Company is a mineral exploration company and does not generate cash from its operations.
In order to preserve cash for exploration activities, the Board has determined, where possible, to
pay a base remuneration less than market rates to its executive directors, employees and
individual contractors with base remuneration to be supplemented by performance incentives to
ensure attraction, retention and ongoing incentives for its directors and executives;
30
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
REMUNERATION REPORT - CONTINUED
The Board determines payments to the non-executive directors, if any, and reviews their
remuneration annually, based on market practice, duties and accountability;
All remuneration paid to directors is valued at the cost to the Company and expensed. Where
appropriate, shares given to directors and executives are valued as the difference between the
market price of those shares and the amount paid by the director or executive. Options are valued
using the Black-Scholes methodology; and
Issue of performance rights are subject to the terms of Metal Bank Equity Incentive Plan and
their vesting is subject to vesting conditions and performance hurdles relating to the performance
of both the Company and the individual as determined and assessed by the Board.
The Company has not tabled figures for earnings and shareholders’ funds for the last five years as,
being an exploration company, these historical figures have no relevance in determining
remuneration structure.
DIRECTORS' AND EXECUTIVE OFFICERS’ EMOLUMENTS
(a) Details of Directors and Key Management Personnel
(i)
Current Directors
Inés Scotland – Executive Chair
Sue-Ann Higgins – Executive Director
Guy Robertson – Executive Director
(ii)
Company Secretary
Sue-Ann Higgins
(iii)
Key Management Personnel
Sue-Ann Higgins – Chief Operating Officer
Directors’ remuneration and other terms of employment are reviewed annually by the Board having
regard to performance against goals set at the start of the year, relative comparative information and
independent expert advice, where appropriate.
Except as detailed in Notes (a) – (c) to the Remuneration Report, no director or officer has received
or become entitled to receive, during or since the financial year, a benefit because of a contract made
by the Company or a related body corporate with a director, a firm of which a director is a member
or an entity in which a director has a substantial financial interest. This statement excludes a benefit
included in the aggregate amount of emoluments received or due and receivable by directors and
shown in Notes (a) – (c) to the Remuneration Report, prepared in accordance with the Corporations
Regulations, or the fixed salary of a full time employee of the Company.
(b) Remuneration of Directors and Key Management Personnel
Remuneration Policy
The Company’s Remuneration Policy is outlined above. Remuneration of Directors of the Group and
Key Management Personnel is set out below.
Service Contracts
The Executive Chair, Ms I Scotland, and Executive Director, Mr G Robertson, have letters of
appointment, providing for fees of $120,000 plus superannuation, and $75,000 per annum,
respectively.
The Company has a service contract with the Executive Director/Company Secretary, Ms S. Higgins,
providing an annual fee of $180,000, and which may be terminated by either party giving three
months’ notice.
31
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
REMUNERATION REPORT - CONTINUED
Parent & Group Key Management Personnel
2024
Base
Salary
and Fees
$
Superannuation
$
Share
Based
Payments
$
Total
$
%
Incentive
I. Scotland
120,000
13,213
29,925
163,138
18%
S. Higgins
180,000
-
30,092
210,092
14%
G. Robertson
75,000
-
12,538
87,538
14%
Totals
375,000
13,213
72,555
460,768
16%
There are no other employment benefits, either short term, post-employment or long term, non-
monetary or otherwise other than those outlined above.
2023
Base Salary
and Fees
$
Superannuation
$
Share
Based
Payments
$
Total
$
% incentive
I. Scotland
180,995
19,005
53,428
253,428
21%
S. Higgins
180,000
-
74,800
254,800
29%
G. Robertson
75,000
-
44,524
119,524
37%
R. Davies
162,500
-
106,857
269,357
40%
Totals
598,495
19,005
279,609
897,109
31%
(c) Employee Related Share-based compensation
Options
No options were issued to employees, directors, or executives as part of their remuneration for the
year ended 30 June 2024.
Performance Rights
The Metal Bank Equity Incentive Plan (the Incentive Plan) and issue of securities under the Incentive
Plan was previously approved by shareholders. To be eligible to participate in the Incentive Plan, a
person must be a full or part time employee, contractor or consultant (approved by the Board) of the
Company or any subsidiary of the Company or a director or such other person the Board in its
discretion determines to be eligible to participate in the Plan.
In December 2023, 9,384,615 2024 Performance Rights were issued to employees under the Metal
Bank Equity Incentive Plan:
Inés Scotland
Sue-Ann Higgins
Guy Robertson
2024 Performance Rights
2,753,846
2,769,231
1,153,846
Performance Rights issued to Directors were approved by shareholders at the Annual General
Meeting of the Company held on 23 November 2023. In addition, the Company issued 2,707,692
performance rights to employees.
The 2024 Performance Rights are subject to certain performance milestones (Performance
Conditions) which are set out below. Upon achievement of the Performance Conditions prior the
end of the relevant Performance Period, the Performance Rights will vest in the percentages set
out below. The material terms of the 2024 Performance Rights are also set out below.
32
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
REMUNERATION REPORT - CONTINUED
%
Share Price Milestones – the Rights will vest upon:
25%
The 30 day VWAP of the Company's share price being equal to or above 50% of the 5
day VWAP for the Company’s Shares at the time of the Offer (13 October 2023)
25%
The 30 day VWAP of the Company's share price being equal to or above 100% of the
5 day VWAP for the Company’s Shares at the time of the Offer (13 October 2023)
25%
The 30 day VWAP of the Company's share price being equal to or above 150% of the
5 day VWAP for the Company’s Shares at the time of the Offer (13 October 2023)
25%
The 30 day VWAP of the Company's share price being equal to or above 200% of the
5 day VWAP for the Company’s Shares at the time of the Offer (13 October 2023)
Note: The share price milestones are cumulative. If the share price achieves a second, third or
fourth hurdle before there is time to issue the resulting Rights for a previous hurdle, then all the
Rights due at that hurdle will be issued
Alternate Milestones: in the event no Share Price Milestones are triggered in the Performance
Period: Note: these alternate milestones are not cumulative.
100%
Either:
MBK's JORC 2012 Resource at any one Project exceeds 300,000 ounces of contained
Au or Au Equivalent from a Resource with a minimum cut-off grade of no less than 0.5
g/t Au; or
MBK's JORC 2012 Resource at any one Project exceeds 10 million tonnes of copper
metal equivalent ore from a Resource with a minimum cut-off grade of no less than
0.5% CuEq; or
The Company successfully establishes a Jordan subsidiary company, local Jordan
exploration team, and safely executes an initial drilling campaign in Jordan.
The Company is an exploration company and has no revenue from sales of product. Consequently,
earnings/loss and return to shareholders over the previous five years is not an appropriate
benchmark for the determination of executive remuneration and has not been tabled.
Remuneration report – end.
MEETINGS OF DIRECTORS
The number of directors' meetings (including committees) held during the financial period, each
director who held office during the financial period and the number of meetings attended by each
director are:
Directors Meetings
Director
Meetings
Attended
Number
Eligible to
Attend
I. Scotland
5
5
S. Higgins
5
5
G. Robertson
5
5
33
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
metalbank.com.au | ASX:MBK
INDEMNIFYING OFFICERS
In accordance with the Constitution, except as may be prohibited by the Corporations Act 2001, every
officer or agent of the Company shall be indemnified out of the property of the Company against any
liability incurred by him or her in his or her capacity as officer or agent of the Company or any related
corporation in respect of any act or omission whatsoever and howsoever occurring or in defending
any proceedings, whether civil or criminal.
The Company paid insurance premiums of $15,350 in August 2024 in respect of directors’ and
officers’ liability. The insurance premiums relate to:
costs and expenses incurred by the relevant officers in defending legal proceedings, whether
civil or criminal and whatever their outcome; and
other liabilities that may arise from their position, with the exception of conduct involving wilful
breach of duty or improper use of information to gain a personal advantage.
INDEMNITY AND INSURANCE OF AUDITOR
The Company has not, during or since the end of the financial year, indemnified or agreed to
indemnify the auditor of the Company or any related entity against a liability incurred by the auditor.
During the financial year, the Company has not paid a premium in respect of a contract to insure the
auditor of the Company or any related entity.
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 proceeding 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.
AUDITORS
RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act
2001.
AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration under Section 307C in relation to auditor’s
independence for the year ended 30 June 2024 has been received and can be found on the following
page.
NON-AUDIT SERVICES
The Board of Directors advises that no non-audit services were provided by the Company’s auditors
during the year.
OFFICERS OF THE COMPANY WHO ARE FORMER PARTNERS OF RSM AUSTRALIA
PARTNERS
There are no officers of the Company who are former partners of RSM Australia Partners.
This report is made in accordance with a resolution of the directors pursuant to section 298(2)(a) of
the Corporations Act 2001.
Guy Robertson
Director
30 September 2024
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the
members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm
which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
RSM Australia Partners
Level 13, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 (0) 2 8226 4500
F +61 (0) 2 8226 4501
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Metal Bank Limited for the year ended 30 June 2024, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
Peter Kanellis
Partner
Sydney NSW
Dated: 30 September 2024
35
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
Note
2024
2023
$
$
Other income
2
3,028
18,688
Administration expenses
(219,165)
(165,075)
Employee benefits expense
3
(153,667)
(159,769)
Compliance and regulatory expenses
(139,451)
(142,929)
Directors fees
(135,004)
(135,004)
Management and consulting fees
(274,653)
(117,198)
Travel expenses
(35,741)
(20,291)
Impairment of other financial asset
9
-
(6,000,000)
Share based payments
3
(1,269,035)
(323,687)
LOSS BEFORE INCOME TAX
(2,223,688)
(7,045,265)
Income tax expense
4
-
-
LOSS AFTER INCOME TAX EXPENSE
FOR THE YEAR
(2,223,688)
(7,045,265)
OTHER COMPREHENSIVE INCOME
(9,520)
-
TOTAL COMPREHENSIVE LOSS
(2,233,208)
(7,045,265)
Loss for the year is attributable to:
Owners of Metal Bank Limited
(2,233,208)
(7,045,265)
Total Comprehensive loss for the year is
attributable to:
Owners of Metal Bank Limited
(2,233,208)
(7,045,265)
Loss per share from continuing
operations
Basic and diluted loss per share
(cents per share)
18
(0.63)
(2.61)
The Consolidated Statement of Profit or Loss and Other Comprehensive Income are to be read in
conjunction with the attached notes
36
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2024
metalbank.com.au | ASX:MBK
Note
2024
2023
$
$
CURRENT ASSETS
Cash and cash equivalents
5
793,410
766,335
Trade and other receivables
6
59,408
31,804
Financial assets
7
1,250
1,250
TOTAL CURRENT ASSETS
854,068
799,389
NON-CURRENT ASSETS
Plant and equipment
33,757
398
Exploration and evaluation expenditure
8
15,385,346
13,599,370
Other financial assets
9
-
-
TOTAL NON-CURRENT ASSETS
15,419,103
13,599,768
TOTAL ASSETS
16,273,171
14,399,157
CURRENT LIABILITIES
Trade and other payables
10
630,158
398,327
TOTAL CURRENT LIABILITIES
630,158
398,327
TOTAL LIABILITIES
630,158
398,327
NET ASSETS
15,643,013
14,000,830
EQUITY
Issued capital
11
38,171,743
34,263,455
Reserves
12
478,003
520,420
Accumulated losses
(23,006,733)
(20,783,045)
TOTAL EQUITY
15,643,013
14,000,830
The Consolidated Statement of Financial Position are to be read in conjunction with the attached notes.
37
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
Issued
Capital
Reserves
Accumulated
Losses
Total
Note
$
$
$
Balance as at 1 July 2023
34,263,455
520,420
(20,783,045)
14,000,830
Loss for the year
-
-
(2,223,688)
(2,223,688)
Other comprehensive income
for the year
-
(9,520)
-
(9,520)
Total comprehensive loss for
the year
-
(9,520)
(2,223,688)
(2,233,208)
Share issue 11
3,706,073
-
-
3,706,073
Cost of share issue 11
(93,455)
-
-
(93,455)
Transfer from reserves – conversion of
performance rights 11,12
295,670
(295,670)
-
-
Share based payments 11,12
-
262,773
-
262,773
Balance as at 30 June 2024
38,171,743
478,003
(23,006,733)
15,643,013
Issued
Capital
Reserves
Accumulated
Losses
Total
$
$
$
Balance as at 1 July 2022
33,715,336
597,494
(13,970,422)
20,342,408
Loss for the year
-
-
(7,045,265)
(7,045,265)
Other comprehensive income
for the year
-
-
-
-
Total comprehensive loss for
the year
-
-
(7,045,265)
(7,045,265)
Share issue
548,119
(168,119)
-
380,000
Cost of share issue
-
-
-
-
Lapse of options
-
(232,642)
232,642
-
Share based payments 11
-
323,687
-
323,687
Balance as at 30 June 2023
34,263,455
520,420
(20,783,045)
14,000,830
The Consolidated Statement of Changes in Equity are to be read in conjunction with the attached
notes.
38
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CASH FLOW
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
2024
$
2023
$
OPERATING ACTIVITIES
Payments to suppliers and employees
(767,520)
(584,502)
Interest received
3,028
18,688
NET CASH USED IN OPERATING
ACTIVITIES
20
(764,492)
(565,814)
INVESTING ACTIVITIES
Payment for purchase of plant and equipment
(43,359)
-
Payments for purchase of exploration assets
-
(1,500,000)
Payment for exploration and evaluation
(1,785,976)
(2,857,731)
NET CASH USED IN INVESTING
ACTIVITIES
(1,829,335)
(4,357,731)
FINANCING ACTIVITIES
Proceeds from issue of shares and options
11
2,714,357
-
Cost of share issue
(93,455)
-
NET CASH PROVIDED BY FINANCING
ACTIVITIES
2,620,902
-
NET INCREASE/(DECREASE) IN CASH HELD
27,075
(4,923,545)
Cash at the beginning of the financial year
766,335
5,689,880
CASH AT THE END OF THE FINANCIAL
YEAR
793,410
766,335
The Consolidated Statement of Cash Flows are to be read in conjunction with the attached notes.
39
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
This financial report includes the consolidated financial statements and notes of Metal Bank Limited
and its controlled entities (Consolidated Group or Group), and a separate note on the accounts of
Metal Bank Limited as the parent entity (Parent or Company).
A description of the nature of the consolidated entity's operations and its principal activities are
included in the directors' report, which is not part of the financial statements
1. SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION
The principal accounting policies adopted in the preparation of the financial statements are set out
below. These policies have been consistently applied to all the years presented, unless otherwise
stated.
BASIS OF PREPARATION
The financial report is a general purpose financial report that has been prepared in accordance with
Australian Accounting Standards, Australian Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would
result in a financial report containing relevant and reliable information about transactions, events and
conditions. Compliance with Australian Accounting Standards ensures that the financial statements
and notes also comply with International Financial Reporting Standards. Material accounting policies
adopted in the preparation of this financial report are presented below and have been consistently
applied unless otherwise stated.
This financial report is presented in Australian Dollars, which is the Group’s functional and
presentation currency.
The financial report has been prepared on an accruals basis and is based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets,
financial assets and financial liabilities.
The preparation of the financial statements requires the use of certain critical accounting estimates.
It also requires management to exercise its judgement in the process of applying the consolidated
entity'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 point
m.
In accordance with the Corporations Act 2001, these financial statements present the results of the
consolidated entity only. Supplementary information about the parent entity is disclosed in note 21.
The financial report covers the Group of Metal Bank Limited and controlled entities. Metal Bank
Limited is a public listed company, incorporated and domiciled in Australia.
a.
Principles of Consolidation
The consolidated financial statements incorporate the assets, liabilities and results of entities
controlled by Metal Bank Limited at the end of the reporting period. A controlled entity is any
entity over which Metal Bank Limited has the ability and right to govern the financial and
operating policies so as to obtain benefits from the entity’s activities.
Where controlled entities have entered or left the Group during the year, the financial
performance of those entities is included only for the period of the year that they were controlled.
A list of controlled entities is contained in Note 22 to the financial statements.
In preparing the consolidated financial statements, all inter-group balances and transactions
between entities in the consolidated group have been eliminated in full on consolidation.
40
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
Non-controlling interests, being the equity in a subsidiary not attributable, directly or indirectly,
to a parent, are reported separately within the equity section of the consolidated statement of
financial position and statement of comprehensive income. The non-controlling interests in the
net assets comprise their interests at the date of the original business combination and their
share of changes in equity since that date.
b. Going Concern
The financial statements have been prepared on the going concern basis, which contemplates
continuity of normal business activities and the realisation of assets and discharge of liabilities
in the normal course of business.
As disclosed in the financial statements, the consolidated entity incurred a loss of $2,223,688
and had net cash outflow from operating and investing activities of $764,492 and $1,829,335,
respectively for the year ended 30 June 2024. The ability of the consolidated entity to continue
as a going concern is dependent on a number of factors, the most significant of which is the
ability to raise additional equity and reduce costs.
These factors indicate a material uncertainty which may cast significant doubt as to whether the
Group will continue as a going concern and therefore whether it will realise its assets and
extinguish its liabilities in the normal course of business and at the amounts stated in the
financial report.
The Directors believe that there are reasonable grounds to believe that the consolidated entity
will be able to continue as a going concern, after consideration of the following factors:
•
the consolidated entity has cash and cash equivalents of $793,410 as at 30 June 2024;
• the Directors have the ability to scale back exploration expenditure on Group’s projects
based on the availability of cash reserves;
•
the ability to continue to raise funds in the capital market if required; and
•
the ability to further reduce discretionary spending.
Accordingly, the Directors believe that the consolidated entity will be able to continue as a going
concern and that it is appropriate to adopt the going concern basis in the preparation of the
financial report.
Should the Directors not be able to achieve the matters set out above, there is a material
uncertainty as to whether the Company will be able to continue as a going concern and therefore
whether it will be able to pay its debts as and when they fall due and realise its assets and
extinguish its liabilities in the normal course of business and at the amounts stated in the financial
statements.
The financial statements do not include any adjustment relating to the recoverability and
classification of recorded asset amounts, nor the amounts or classification of liabilities that might
be necessary should the Company not be able to continue as a going concern.
41
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
c.
Adoption of New and Revised Accounting Standards
Changes in accounting policies on initial application of Accounting Standards
In the year ended 30 June 2024, 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 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.
Any new, revised or amending Accounting Standards or Interpretations that are yet to be
mandatory have not been early adopted. The consolidated entity has not yet assessed the
impact of these new or amended Accounting Standards and Interpretations.
The Directors have also reviewed all the new and revised Standards and Interpretations in issue
not yet adopted for the year ended 30 June 2024. As a result of this review the Directors have
determined that there is no material impact of the Standards and Interpretations in issue not yet
adopted by the Company.
d. Current and Non-Current Classification
Assets and liabilities are presented in the statement of financial position based on current and
non-current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold
or consumed in the consolidated entity's normal operating cycle; it is held primarily for the purpose
of trading; it is expected to be realised within 12 months after the reporting period; or the asset is
cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at
least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's
normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within
12 months after the reporting period; or there is no unconditional right to defer the settlement of
the liability for at least 12 months after the reporting period. All other liabilities are classified as
non-current.
e. Exploration and Evaluation Costs
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.
An area of interest refers to an individual geological area whereby the presence of a mineral
deposit is considered favourable or has been proved to exist. It is common for an area of interest
to contract in size progressively, as exploration and evaluation lead towards the identification of
a mineral deposit which may prove to contain economically recoverable reserves. When this
happens during the exploration for and evaluation of mineral resources, exploration and
evaluation expenditures are still included in the cost of the exploration and evaluation asset
notwithstanding that the size of the area of interest may contract as the exploration and evaluation
operations progress. In most cases, an area of interest will comprise a single mine or deposit.
42
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
When production commences, the accumulated costs for the relevant area of interest are
amortised over the life of the area according to the rate of depletion of the economically
recoverable reserves. A regular review is undertaken of each area of interest to determine the
appropriateness of continuing to carry forward costs in relation to that area of interest. Costs of
site restoration are provided over the life of the facility from when exploration commences and
are included in the costs of that stage. Site restoration costs include the dismantling and removal
of mining plant, equipment and building structures, waste removal, and rehabilitation of the site
in accordance with clauses of the mining permits. Such costs have been determined using
estimates of future costs, current legal requirements and technology on an undiscounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining
the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration
due to community expectations and future legislation. Accordingly the costs have been
determined on the basis that the restoration will be completed within one year of abandoning the
site.
f.
Impairment of Assets
At each reporting date, the Company reviews the carrying values of its tangible and intangible
assets to determine whether there is any indication that those assets have been impaired. If such
an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value
less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the
asset’s carrying value over its recoverable amount is expensed to the consolidated statement of
comprehensive income. Impairment testing is performed annually for goodwill and intangible
assets with indefinite lives.
Where it is not possible to estimate the recoverable amount of an individual asset, the Company
estimates the recoverable amount of the cash-generating unit to which the asset belongs. In the
case of available-for-sale financial instruments, a prolonged decline in the value of the instrument
is considered to determine whether impairment has arisen.
g. Trade and Other Payables
These amounts represent liabilities for goods and services provided to the consolidated entity
prior to the end of the financial year and which are unpaid. Due to their short-term nature they are
measured at amortised cost and are not discounted. The amounts are unsecured and are usually
paid within 30 days of recognition.
h. Issued Capital
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.
i.
Employee Benefits
(i)
Wages and salaries and annual leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to
be settled within 12 months of the end of the reporting period are recognised in other payables in
respect of employees' services rendered up to the end of the reporting period and are measured
at amounts expected to be paid when the liabilities are settled.
(ii)
Retirement benefit obligations
The Group does not maintain a company superannuation plan. The Group makes fixed
percentage contributions for all Australian resident employees to complying third party
superannuation funds. The Group's legal or constructive obligation is limited to these
contributions.
43
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
Contributions to complying third party superannuation funds are recognised as an expense as
they become payable. Prepaid contributions are recognised as an asset to the extent that a cash
refund or a reduction in the future payments is available.
(iii)
Share-based payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to
employees in exchange for the rendering of services. Cash-settled transactions are awards of
cash for the exchange of services, where the amount of cash is determined by reference to the
share price.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is
independently determined using either the Binomial or Black-Scholes option pricing model or the
Monte Carlo Simulation model where market based vesting conditions are present. The Black
Scholes model takes into account the exercise price, the term of the option, the impact of dilution,
the share price at grant date and expected price volatility of the underlying share, the expected
dividend yield and the risk free interest rate for the term of the option, together with non-vesting
conditions that do not determine whether the Group receives the services that entitle the
employees to receive payment. No account is taken of any other vesting conditions.
The Monte Carlo simulation method is a technique that uses random sampling to produce
simulated outcomes of a process or system. The Monte Carlo simulation method takes into
account the market price of the company’s shares, the expected volatility, the risk-free interest
rate, the expected dividends, and the correlation with the market index. The Monte Carlo
simulation method generates a distribution of possible outcomes for the share price at the end of
the vesting period, and calculates the probability of meeting the performance conditions for each
outcome.
The cost of equity-settled transactions are recognised as an expense with a corresponding
increase in equity over the vesting period. The cumulative charge to profit or loss is calculated
based on the grant date fair value of the award, the best estimate of the number of awards that
are likely to vest and the expired portion of the vesting period. The amount recognised in profit or
loss for the period is the cumulative amount calculated at each reporting date less amounts
already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested,
determined by applying either the Binomial or Black-Scholes option pricing model, taking into
consideration the terms and conditions on which the award was granted. The cumulative charge
to profit or loss until settlement of the liability is calculated as follows:
● during the vesting period, the liability at each reporting date is the fair value of the award at
that date multiplied by the expired portion of the vesting period.
● from the end of the vesting period until settlement of the award, the liability is the full fair value
of the liability at the reporting date.
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled
transactions is the cash paid to settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore any awards
subject to market conditions are considered to vest irrespective of whether or not that market
condition has been met, provided all other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the
modification has not been made. An additional expense is recognised, over the remaining vesting
44
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION (CONTINUED)
period, for any modification that increases the total fair value of the share-based compensation
benefit as at the date of modification.
If the non-vesting condition is within the control of the Group or employee, the failure to satisfy
the condition is treated as a cancellation. If the condition is not within the control of the Group or
employee and is not satisfied during the vesting period, any remaining expense for the award is
recognised over the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation,
and any remaining expense is recognised immediately. If a new replacement award is substituted
for the cancelled award, the cancelled and new award is treated as if they were a modification.
j.
Earnings Per Share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Metal
Bank Limted, excluding any costs of servicing equity other than ordinary shares, by the weighted
number of ordinary shares outstanding during the financial year, adjusted for bonus elements in
ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per
share to take into account the after income tax effect of interest and other financing costs
associated with dilutive potential ordinary shares and the weighted average number of ordinary
shares assumed to have been issued for no consideration in relation to dilutive potential ordinary
shares.
k. Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to
changes in presentation for the current financial year.
l.
Significant Judgements and Key Assumptions
The directors evaluate estimates and judgements incorporated into the financial report based on
historical knowledge and best available current information. Estimates assume a reasonable
expectation of future events and are based on current trends and economic data, obtained both
externally and within the Company.
m. Key Judgements and Estimates
Key Judgement Exploration Expenditure
The Company capitalises expenditure relating to exploration and evaluation where it is considered
likely to be recoverable or where the activities have not reached a stage which permits a
reasonable assessment of the existence of reserves. While there are certain areas of interest
from which no reserves have been extracted, the directors are of the continued belief that such
expenditure should not be impaired since feasibility studies in such areas have not yet concluded.
Such capitalised expenditure is carried at reporting date at $15,385,346.
Key Judgement Share-Based Payment Transactions
The Group measures the cost of equity-settled transactions by reference to the fair value of the
services provided. Where the services provided cannot be reliably estimated fair value is
measure by reference to the fair value of the equity instruments at the date at which they are
granted. The fair value of share-based payments is determined using either a Black-Scholes
model or a Monte Carlo Simulation Methodology, refer to Note 11.
45
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
2. OTHER INCOME
2024
2023
$
$
Other income
Interest received
3,028
18,688
3. EXPENSES
2024
2023
$
$
Employee benefits expense
Wages and salaries
273,516
168,953
Superannuation
29,251
17,216
Other employment related costs
11,136
14,167
313,903
200,336
Less capitalised exploration costs
(160,236)
(40,567)
Personnel costs
153,667
159,769
Share-based payment expense
Directors and employees (Note 11)
262,773
323,687
Shares issued for services in Jordan (Note 11)
1,006,262
-
1,269,035
323,687
4. INCOME TAX EXPENSE
(a) No income tax is payable by the parent or consolidated entity as they recorded losses for income
tax purposes for the period.
(b) Reconciliation between income tax expense and prima facie tax on accounting profit
(loss)
2024
2023
$
$
Loss before income tax
(2,223,688)
(7,045,265)
Tax at 25% (2023: 25%)
(555,922)
(1,761,316)
Tax effect of other non-deductible items
261,893
1,559,239
Deferred tax asset not recognised
294,029
202,086
Income tax expense
-
-
(c) Deferred tax assets
Revenue tax losses
494,155
813,395
Deferred tax assets not recognised
(294,029)
(202,086)
Set off deferred tax liabilities
(200,126)
(611,309)
Income tax expense
-
-
(d) Deferred tax liabilities
Exploration expenditure
200,126
611,309
Set off deferred tax assets
(200,126)
(611,309)
-
-
(e) Tax losses
Unused tax losses for which no deferred tax
asset has been recognised
27,330,142
25,370,409
Potential deferred tax assets attributable to tax losses and exploration expenditure carried forward have
not been brought to account at 30 June 2024 because the directors do not believe it is appropriate to
46
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
INCOME TAX EXPENSE (CONTINUED)
regard realisation of the deferred tax assets as probable at this point in time. These benefits will only be
obtained if:
the Group derives future assessable income of a nature and of an amount sufficient to enable the
benefit from the deductions for the loss and exploration expenditure to be realised;
the Group continues to comply with conditions for deductibility imposed by law; and
no changes in tax legislation adversely affect the company in realising the benefit from the
deductions for the loss and exploration expenditure.
The applicable tax rate is the national tax rate in Australia for companies, which is 25% at the reporting
date.
5. CASH AND CASH EQUIVALENTS
2024
2023
$
$
Cash at bank
793,410
766,335
6. TRADE AND OTHER RECEIVABLES
2024
2023
$
$
CURRENT
Other receivables
28,544
29,167
GST receivable
30,864
2,637
59,408
31,804
7. FINANCIAL ASSETS
2024
2023
$
$
CURRENT
ASX Listed Shares
Financial assets at amortised cost¹
1,250
1,250
1,250
1,250
¹ Shares in Locality Planning Energy Holdings Limited.
47
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
8. EXPLORATION AND EVALUATION EXPENDITURE
2024
2023
$
$
Exploration and evaluation expenditure
15,385,346
13,599,370
Reconciliation of carrying amount
Balance at beginning of financial year
13,599,370
10,804,133
Project acquisition cost
-
350,000
Expenditure in current year
1,785,976
2,445,237
Balance at end of financial period
15,385,346
13,599,370
9. OTHER FINANCIAL ASSET
2024
$
2023
$
Non-current assets
Contingent consideration
-
-
Reconciliation of movements:
Opening balance
-
6,000,000
Impairment
-
(6,000,000)
Closing balance
-
-
Closing Balances
Contingent consideration at inception
-
6,000,000
Accumulated Impairment
-
(6,000,000)
Carrying value
-
-
In July 2020 the Company sold its interest in the Triumph project to Sunshine Gold Limited (ASX:
SHN) for the following consideration:
$1.5 million on the purchaser achieving a Mineral Resource of 500,000 oz au or more;
$2 million on the purchaser achieving a Mineral Resource of 1,000,000 oz au or more;
$2.5 million on the purchaser achieving a Mineral Resource of 2,000,000 oz au or more; and
a 1% gross royalty.
Management has exercised their judgement in determining that the probability of achieving even
the initial milestone of 500,000 oz is uncertain, and consequently has adopted the prudent
approach and fully impaired the asset for the year ending 30 June 2023. For the year ended 30
June 2024, The Directors have determined that the purchase consideration remains impaired.
10. TRADE AND OTHER PAYABLES
2024
2023
$
$
CURRENT
Unsecured liabilities:
Trade payables
283,575
87,679
Sundry payables and accrued
expenses
346,583
310,648
630,158
398,327
48
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
11. SHARE CAPITAL
(a) Issued Capital
2024
2023
$
$
390,459,291 (30 June 2023 –
276,485,520 ) fully paid
ordinary shares
38,171,743
34,263,455
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in
proportion to the number of shares held. At shareholders’ meetings each ordinary share is entitled to
one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.
Reconciliation of movements in share capital during the year:
June
June
June
June
2024
2023
2024
2023
No. Shares
No. Shares
$
$
Opening balance
276,485,520
2,607,818,160
34,263,455
33,715,336
Issue of shares, Entitlement
Off
45,904,651
-
1,546,211
-
Issue of shares, placement
33,929,420
-
1,153,600
-
Issue of shares, for services
29,595,950
1,006,262
Issue of shares, for services
-
7,429,587
-
30,000
Issue of shares, vesting of
performance rights
4,543,750
4,543,750
295,670
168,119
Issue of shares, Millennium
Project
-
10,416,667
-
350,000
Share consolidation (one for ten)
-
(2,353,722,644)
-
-
Cost of issue of shares
-
-
(93,455)
-
Closing balance
390,459,291
276,485,520
38,171,743
34,263,455
An Entitlement Offer, announced on 5 September 2023 and completed on 11 October 2023 closed
oversubscribed, and raised $1,493,184 (before costs). The Company issued 44,345,013 new fully paid
ordinary shares at $0.034 per share under the Entitlement Offer. Applications for 1,559,638 Additional
New Shares were received from related parties and were approved by shareholders at the Company’s
Annual General Meeting on 23 November 2023, raising an additional $53,027. A separate placement
was completed on 11 September 2023 and raised $1,153,600. The Company issued 33,929,420 new
fully paid ordinary shares at an issue price of $0.034 per share.
An issue of 29,595,950 shares were recorded for services performed in Jordan, with $1,006,262
recorded as a share-based payment expense in the period.
49
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SHARE CAPITAL (CONTINUED)
(b) Reserves
Share options
June
June
June
June
2024
2023
2024
2023
No. Options
No. Options
$
$
Opening balance
70,875,089
708,749,853
224,750
224,750
Issue of options, broker
4,000,000
-
57,950
-
Lapse of options
(70,875,089)
-
-
-
Option consolidation (one for
ten)
-
(637,874,764)
-
-
Closing balance
4,000,000
70,875,089
282,700
224,750
Following the consolidation of securities on 25 November 2022, on a one for ten basis, the options
have an exercise price of $0.16 per share and had an expiry date of 7 December 2023. 70,875,089
options lapsed during the year ending 30 June 2024.
4,000,000 Lead Manager Options were issued during the year, exercisable at $0.07 and expired post
year-end, on 6 September 2024. They were approved at the Annual General Meeting on 23 November
2023.
Performance rights
June
June
Number
2024
2023
Opening balance
9,934,375
90,875,000
Performance rights awarded
9,384,615
5,390,625
Performance rights converted
to shares
(4,543,750)
(4,543,750)
Performance rights
consolidation (one for ten)
-
(81,787,500)
Closing balance
14,775,240
9,934,375
June
June
2024
$
2023
$
Opening balance
295,670
372,744
Performance rights awarded
(295,670)
(400,761)
Performance rights expensed
262,773
323,687
Closing balance
262,773
295,670
50
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SHARE CAPITAL (CONTINUED)
On 24 November 2023 the Company issued 9,384,615 Performance Rights to Directors and
employees. The material terms of the 2024 Performance Rights are set out below.
%
Share Price Milestones – the Rights will vest upon:
25%
The 30 day VWAP of the Company's share price being equal to or above 50% of
the 5 day VWAP for the Company’s Shares at the time of the Offer (13 October
2023)
25%
The 30 day VWAP of the Company's share price being equal to or above 100%
of the 5 day VWAP for the Company’s Shares at the time of the Offer (13 October
2023)
25%
The 30 day VWAP of the Company's share price being equal to or above 150%
of the 5 day VWAP for the Company’s Shares at the time of the Offer (13 October
2023)
25%
The 30 day VWAP of the Company's share price being equal to or above 200%
of the 5 day VWAP for the Company’s Shares at the time of the Offer (13 October
2023)
Note: The share price milestones are cumulative. If the share price achieves a second, third
or fourth hurdle before there is time to issue the resulting Rights for a previous hurdle, then
all the Rights due at that hurdle will be issued
Alternate Milestones: in the event no Share Price Milestones are triggered in the
Performance Period: Note: these alternate milestones are not cumulative.
100%
Either:
MBK's JORC 2012 Resource at any one Project exceeds 300,000 ounces of
contained Au or Au Equivalent from a Resource with a minimum cut-off grade of
no less than 0.5 g/t Au; or
MBK's JORC 2012 Resource at any one Project exceeds 10 million tonnes of
copper metal equivalent ore from a Resource with a minimum cut-off grade of no
less than 0.5% CuEq; or
The Company successfully establishes a Jordan subsidiary company, local
Jordan exploration team, and safely executes an initial drilling campaign in
Jordan.
On 19 December 2022 the Company issued 5,390,625 performance rights to employees, other than
related parties. The material terms of the 2023 Performance Rights are set out below.
51
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SHARE CAPITAL (CONTINUED)
The percentage of Rights set out in the first column of the table below will vest on achievement of the
adjacent milestone set out in the second column (Performance Conditions).
%
Share Price Milestones – the Rights will vest upon:
25%
The 30 day VWAP of the Company's share price being equal to or above 50% of the
5 day VWAP for the Company’s Shares at the time of the Offer (1 December 2022)
25%
The 30 day VWAP of the Company's share price being equal to or above 100% of the
5 day VWAP for the Company’s Shares at the time of the Offer (1 December 2022)
25%
The 30 day VWAP of the Company's share price being equal to or above 150% of the
5 day VWAP for the Company’s Shares at the time of the Offer (1 December 2022)
25%
The 30 day VWAP of the Company's share price being equal to or above 200% of the
5 day VWAP for the Company’s Shares at the time of the Offer (1 December 2022)
Note: The share price milestones are cumulative. If the share price achieves a second, third or
fourth hurdle before there is time to issue the resulting Rights for a previous hurdle, then all the
Rights due at that hurdle will be issued
Alternate Milestones: in the event no Share Price Milestones are triggered in the Performance
Period: Note: these alternate milestones are not cumulative.
100%
Either:
MBK's JORC 2012 Resource at any one Project exceeds 300,000 ounces of contained
Au or Au Equivalent from a Resource with a minimum cut-off grade of no less than 0.5
g/t Au; or
MBK's JORC 2012 Resource at any one Project exceeds 10 million tonnes of copper
metal equivalent ore from a Resource with a minimum cut-off grade of no less than
0.5% CuEq
Performance Period 2023 Performance Rights: 2 years commencing 1 December 2022 to 5.00pm
(Melbourne time) on 30 November 2024.
The 2023 performance rights were valued by 22 Corporate Advisory using Monte Carlo Simulation
with a value of $0.0241 for each 2023 performance right. The total valuation being $129,914.
The 2024 performance rights were valued by 22 Corporate Advisory using Monte Carlo Simulation
with a value of $0.0326 for each 2024 performance right. The total valuation being $305,938.
The 2022 performance rights were valued by 22 Corporate Advisory using Monte Carlo Simulation
with a value of $0.00664 for each 2022 performance rights. The total value of Tranche 2 being
$301,705. This was completely converted to shares for the year ending 30 June 2024.
The cost of the performance rights is being amortised over the vesting period with $204,832 (2023: $
323,687) being expensed during the year.
52
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
SHARE CAPITAL (CONTINUED)
Capital Management
The Company’s objectives when managing capital are to safeguard its ability to continue as a going
concern, so that it may continue to provide returns for shareholders and benefits for other stakeholders.
The Company’s capital includes ordinary share capital and financial liabilities, supported by financial
assets.
Due to the nature of the Company’s activities, being mineral exploration, it does not have ready access
to credit facilities, with the primary source of funding being equity raisings. Accordingly, the objective
of the Company’s capital risk management is to balance the current working capital position against
the requirements of the Company to meet exploration programmes and corporate overheads. This is
achieved by maintaining appropriate liquidity to meet anticipated operating requirements, with a view
to initiating appropriate capital raisings as required.
2024
2023
$
$
Cash and cash equivalents
793,410
766,355
Trade and other receivables
59,408
31,804
Financial assets
1,250
1,250
Trade and other payables
(630,158)
(398,327)
Working capital position
223,910
401,082
12. RESERVES
2024
2023
$
$
Share options
224,750
224,750
Performance rights
204,823
295,670
Issue of options, broker
57,950
-
Foreign currency translation reserve
(9,520)
-
Share based payment reserve
478,003
520,420
Movements in reserves
Opening balance
520,420
597,494
Share based payment (Note 11)
262,773
323,687
Issue of shares on vesting of performance rights (Note 11)
(295,670)
(400,761)
Foreign currency translation reserve on translation of
subsidiary company
(9,520)
-
Closing balance
478,003
520,420
The reserves relate to performance rights and broker options on issue and will be transferred to share
capital in the event the options are exercised, or accumulated losses in the event the options lapse.
53
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
13. FINANCIAL RISK MANAGEMENT
The group’s principal financial instruments comprise mainly of borrowings and deposits with banks
and shares in listed companies shown as financial assets at fair value through profit and loss. The
main purpose of the financial instruments is to achieve optimal funding for the group with limited risk
and earn the maximum amount of interest at a low risk to the group. The group also has other financial
instruments such as trade debtors and creditors which arise directly from its operations.
The consolidated entity holds the following financial instruments at the end of the reporting period:
30 June 2024
30 June 2023
$
$
Financial assets
Cash and cash
equivalents
793,410
766,335
Trade and other
receivables
59,408
31,804
Financial assets at fair value through
profit and loss
1,250
1,250
854,068
799,389
Financial liabilities
Trade and other payables
630,158
398,327
The main risks arising from the Company’s financial instruments are market risk, credit risk and liquidity
risk. The Board reviews and agrees policies for managing each of these risks and they are summarised
below:
a. Market risk
Cash flow and fair value interest rate risk
The group’s main interest rate risk arises from borrowings and cash deposits to be applied to
exploration and development areas of interest. Borrowings are primarily to bridge the gap
between funding requirements and obtaining shareholder approval for equity issues. It is the
group’s policy to invest cash in short term deposits to minimise the group’s exposure to interest
rate fluctuations. The group’s deposits were denominated in Australian dollars throughout the
year. The group did not enter into any interest rate swap contracts.
b. Credit Risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting
in financial loss to the group. The group has adopted the policy of only dealing with credit
worthy counterparties and obtaining sufficient collateral or other security where appropriate,
as a means of mitigating the risk of financial loss from defaults. The cash transactions of the
group are limited to high credit quality financial institutions.
The group does not have any significant credit risk exposure to any single counterparty or any
group of counterparties having similar characteristics. The carrying amount of financial assets
recorded in the financial statements, net of any provisions for losses, represents the group’s
maximum exposure to credit risk.
All cash holdings within the Group are currently held with AA rated financial institutions.
c. Liquidity Risk
The group manages liquidity risk by continuously monitoring forecast and actual cash flows
and matching the maturity profiles of financial assets and liabilities. Surplus funds when
available are generally only invested in high credit quality financial institutions in highly liquid
markets.
54
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
FINANCIAL RISK MANAGEMENT (CONTINUED)
Financial Instrument composition and maturity analysis
The tables below reflect the undiscounted contractual settlement terms for financial instruments of a
fixed period of maturity, as well as management’s expectations of the settlement period for all other
financial instruments. As such, the amounts may not reconcile to the statement of financial position.
Consolidated
Group
Within 1 year
1 to 5 years
Over 5 years
Total
2024
$
2023
$
2024
$
2023
$
2024
$
2023
$
2024
$
2023
$
Financial
liabilities - due
for payment:
Trade and other
payables
630,158
398,327
-
-
-
-
630,158
398,327
Total contractual
outflows
630,158
398,327
-
-
-
-
630,158
398,327
Financial assets
– cash flows
realisable
Cash and cash
equivalents
793,410
766,335
-
-
-
-
793,410
766,335
Trade and other
receivables
59,408
31,804
-
-
-
-
59,408
31,804
Financial assets
1,250
1,250
-
-
-
-
1,250
1,250
Total anticipated
inflows
854,068
799,389
-
-
-
-
854,068
799,389
Net
inflow/(outflow)
on financial
instruments
223,910
401,062
-
-
-
-
223,910
401,062
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in interest rates at the reporting date would have increased/(decreased)
equity and profit or loss by the amounts shown below.
Change in profit
Change in equity
Carrying
Value
100bp
Increase
100bp
decrease
100bp
increase
100bp
decrease
30 June 2024
$
$
$
$
$
Cash and cash equivalents
793,410
7,934
(7,934)
7,934
(7,934)
30 June 2023
$
$
$
$
$
Cash and cash equivalents
766,335
7,663
(7,663)
7,663
(7,663)
55
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
FINANCIAL RISK MANAGEMENT (CONTINUED)
Maturity of financial assets and liabilities
The note below summarises the maturity of the group’s financial assets and liabilities as per the
director’s expectations. The amounts disclosed are the contractual undiscounted cash flows. There
are no derivatives.
< 6 months
6 – 12
months
1- 5 years
>5 years
Total
30 June 2024
$
$
$
$
$
Trade and other receivables
59,408
-
-
-
59,408
Trade and other payables
630,158
-
-
-
630,158
30 June 2023
$
$
$
$
$
Trade and other receivables
31,804
-
-
-
31,804
Trade and other payables
398,327
-
-
-
398,327
Fair value of financial assets and financial liabilities
There is no significant difference between the fair values and the carrying amounts of the group’s
financial instruments. The Group has no unrecognised financial instruments at balance date.
14. COMMITMENTS
The consolidated group currently has commitments for expenditure at 30 June 2024 on its
Australian exploration tenements, up to the date of expiry, as follows:
2024
2023
$
$
Not later than 12 months
410,983
398,842
Between 12 months and 5 years
1,055,341
696,016
Greater than 5 years
5,918
-
1,472,242
1,094,858
15. CONTINGENT LIABILITIES AND CONTINGENT ASSETS
As stated in Note 9, the Group has the following contingent liabilities in relation to deferred
consideration:
(i)
$1 million to be paid in the event that and when Metal Bank first identifies a JORC Code
Mineral Resource of 250,000 ounces or more in aggregate on the Livingstone Project
tenements; and
(ii) $4 million to be paid in the event that and when Metal Bank first identifies a JORC Code
Mineral Resource of 500,000 ounces or more in aggregate on the Livingstone Project
tenements.
There are no contingent assets as at balance sheet date.
56
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
16. RELATED PARTY DISCLOSURES
Refer to the Remuneration Report contained in the Directors Report for details of the remuneration
paid or payable to each member of the Group’s key management personnel for the year ended 30
June 2024.
There were no other transactions with related parties during the year, or the prior year.
The total remuneration paid to key management personnel of the company and the group during the
year are as follows:
2024
2023
$
$
Short term employee benefits
375,000
598,495
Superannuation
13,213
19,005
Share based payments
72,555
279,609
460,768
897,109
Directors' and executive officers’ emoluments
(a) Details of Directors and Key Management Personnel
(i)
Directors
Inés Scotland (Executive Chair)
Sue-Ann Higgins (Executive Director)
Guy Robertson (Executive Director)
(ii) Company secretary
Sue-Ann Higgins (Company Secretary)
(iii)
Management
Sue-Ann Higgins (Chief Operating Officer)
Rhys Davies (General Manager)
(iii) Directors’ remuneration
Directors’ remuneration and other terms of employment are reviewed annually by the Board having
regard to performance against goals set at the start of the year, relative comparative information and,
where applicable, independent expert advice.
Except as detailed in Notes (a) – (c) to the Remuneration Report in the Director’s Report, no director
has received or become entitled to receive, during or since the financial period, a benefit because of
a contract made by the Company or a related body corporate with a director, a firm of which a director
is a member or an entity in which a director has a substantial financial interest. This statement
excludes a benefit included in the aggregate amount of emoluments received or due and receivable
by directors and shown in Notes (a) - (c) to the Remuneration Report, prepared in accordance with the
Corporations regulations, or the fixed salary of a full time employee of the Company.
(b) Key Management Personnel
Other than the Directors, Chief Operating Officer and Company Secretary, the Company had no key
management personnel for the financial period ended 30 June 2024.
(c) Remuneration Options: Granted and vested during the financial year ended 30 June 2024
There were no remuneration options granted during the financial year ended 30 June 2024.
57
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
RELATED PARTY DISCLOSURES (CONTINUED)
(d) Share and Option holdings
All equity dealings with directors have been entered into with terms and conditions no more favourable
than those that the entity would have adopted if dealing at arm’s length.
Shares held by Directors and Officers
Period from 1 July 2023 to 30 June 2024
Balance at
beginning
of year
Exercised on
vesting of
performance
rights
Purchased
Balance at
end of year
I. Scotland
15,493,412
750,000
2,106,203
18,349,615
G. Robertson
1,077,223
625,000
441,177
2,143,400
S. Higgins
14,254,666
1,050,000
3,308,733
18,613,399
30,825,301
2,425,000
5,856,113
39,106,414
Period from 1 July 2022 to 30 June 2023
Balance at
beginning
of year
Exercised on
vesting of
performance
rights
One for ten
consolidation
Purchased
Balance at
end of year
I. Scotland
147,434,113
750,000
(132,690,701)
-
15,493,412
G. Robertson
4,522,223
625,000
(4,070,000)
-
1,077,223
S. Higgins
130,370,981
1,050,000
(117,333,882)
167,567
14,254,666
282,327,317
2,425,000
(254,094,583)
167,567
30,825,301
Options held by Officers and Directors
Period from 1 July 2023 to 30 June 2024
Balance at
beginning
of year
Expired
Balance at
end of year
I. Scotland
1,916,067
(1,916,067)
-
G. Robertson
151,445
(151,445)
-
S. Higgins
2,911,870
(2,911,870)
-
4,979,382
(4,979,382)
-
58
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
RELATED PARTY DISCLOSURES (CONTINUED)
Period from 1 July 2022 to 30 June 2023
Balance at
beginning
of year
Received as
remuneration
One for ten
consolidation
Balance at
end of year
I. Scotland
19,160,666
-
(17,244,599)
1,916,067
G. Robertson
1,514,444
-
(1,362,999)
151,445
S. Higgins
29,118,695
-
(26,206,825)
2,911,870
49,793,805
-
(44,814,423)
4,979,382
Performance Rights
Details of the movement in performance rights
Period from 1 July 2023 to 30 June 2024
Directors
Balance at
beginning
of period
Received as
remuneration
Converted to
shares
Balance at
end of year
I. Scotland
750,000
2,753,846
(750,000)
2,753,846
G. Robertson
625,000
1,153,846
(625,000)
1,153,846
S. Higgins
1,050,000
2,769,231
(1,050,000)
2,769,231
2,425,000
6,676,923
(2,425,000)
6,676,923
Period from 1 July 2022 to 30 June 2023
Directors
Balance at
beginning
of period
Expired
One for ten
consolidation
Balance at
end of year
I. Scotland
15,000,000
(7,500,000)
(6,750,000)
750,000
G. Robertson
12,500,000
(6,250,000)
(5,625,000)
625,000
S. Higgins
21,000,000
(10,500,000)
(9,450,000)
1,050,000
48,500,000
(24,250,000)
(21,825,000)
2,425,000
2024 Performance Rights
Date
Granted
Expiry
Date
Exercise
Price
Number
Granted
Vested &
awarded
I. Scotland
16/10/2023
16/10/2028
NIL
2,753,846
0%
G. Robertson
16/10/2023
16/10/2028
NIL
1,153,846
0%
S. Higgins
16/10/2023
16/10/2028
NIL
2,769,231
0%
R. Davies
16/10/2023
16/10/2028
NIL
384,615
0%
Other employees
16/10/2023
16/10/2028
NIL
2,323,077
0%
9,384,615
59
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
RELATED PARTY DISCLOSURES (CONTINUED)
2023 Performance Rights
Date
Granted
Expiry
Date
Exercise
Price
Number
Granted
Vested &
awarded
R. Davies
1/12/2022
16/10/2028
NIL
3,750,000
0%
Other employees
1/12/2022
16/10/2028
NIL
1,640,625
0%
5,390,625
2022 Performance Rights
Date
Granted
Expiry
Date
Exercise
Price
Number
Granted1
Vested &
awarded
I. Scotland
18/10/2021
18/10/2026
NIL
750,000
100%
G. Robertson
18/10/2021
18/10/2026
NIL
625,000
100%
S. Higgins
18/10/2021
18/10/2026
NIL
1,050,000
100%
R. Davies
18/10/2021
18/10/2026
NIL
1,500,000
100%
Other employees
18/10/2021
18/10/2026
NIL
618,750
100%
4,543,750
1The 2022 performance rights are reflected after the 10:1 share consolidation
17. SEGMENT INFORMATION
The group’s operations are in one business segment being the resources sector.
The group operates in Australia and Jordan. During the half-year period, the loss was entirely incurred
in Australia. Subsequent to half-year end, the Company setup separate subsidiaries which will conduct
all activity in Jordan. All other subsidiaries operate in Australia. In the comparative period, the group
only operated in Australia.
As at 30 June 2024
Australia
Jordan
Group
Summarised balance sheet
$
$
$
Current assets
854,068
-
854,068
Current liabilities
(630,158)
-
(630,158)
Current net assets
223,910
-
223,910
Non-current assets
14,428,025
991,078
15,419,103
Non-current liabilities
-
-
-
Non-current net assets
14,428,025
991,078
15,419,103
Net assets
14,651,935
991,078
15,643,013
60
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
18. EARNINGS PER SHARE
2024
2023
Cents
Cents
Reconciliation of earnings per share
Basic and diluted earnings per share
(0.63)
(2.61)
Loss used in the calculation of the basic
earnings per share
(2,223,688)
(7,045,265)
Weighted average number of ordinary
shares1:
Used in calculating basic earnings per ordinary
share
355,410,785
269,816,707
Dilutive potential ordinary shares
-
-
Used in calculating diluted earnings per share
355,410,785
269,816,707
1Values reflect a one for ten consolidation on 25 November 2022.
19. AUDITORS REMUNERATION
2024
2023
$
$
Auditor of parent entity
Audit of financial reports
57,750
50,000
20. CASH FLOW INFORMATION
Reconciliation of net cash used in operating activities with profit after income tax
2024
2023
$
$
Loss after income tax
(2,223,688)
(7,045,265)
Non-cash flows in loss:
Depreciation
10,000
982
Share based payments
1,269,039
323,687
Write off of contingent asset
-
6,000,000
Other non-cash items
(24,070)
-
Changes in assets and liabilities:
(Increase)/decrease in trade and other
receivables
(27,604)
103,896
Increase in trade and other payables
231,831
50,886
Net cash outflow from operating activities
(764,492)
(565,814)
61
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2024
metalbank.com.au | ASX:MBK
21. PARENT ENTITY DISCLOSURES
Financial Position
2024
2023
$
$
Assets
Current Assets
809,979
781,864
Non-current assets
15,132,754
13,459,765
Total Assets
15,942,733
14,241,629
Total Current Liabilities
299,720
240,799
Total liabilities
299,720
240,799
NET ASSETS
15,643,013
14,000,830
EQUITY
Issued capital
38,171,743
34,263,455
Reserves
478,003
520,420
Accumulated losses
(23,006,733)
(20,783,045)
TOTAL EQUITY
15,643,013
14,000,830
Loss after income tax
(2,223,688)
(7,045,264)
Total comprehensive loss
(2,223,688
(7,045,264)
i. Contingent liabilities and contingent assets
The parent entity is responsible for the contingent liabilities and contingent assets outlined in note 15.
ii. Commitments
The parent entity is responsible for the commitments outlined in note 14.
iii. Related parties
Interest in subsidiaries is set out in note 22.
Disclosures relating to key management personnel are set out in note 16.
22. SUBSIDIARIES
Country of
Incorporation
Ownership %
2024
Ownership %
2023
Parent Entity:
Metal Bank Limited
Australia
-
-
Subsidiary:
Roar Resources Pty Ltd
Australia
100
100
MBK Millennium Pty Ltd
Australia
100
100
MBK Projects Pty Ltd
Australia
100
100
Westernx Pty Ltd
Australia
100
100
MBK Explore UK Limited
United Kingdom
100
-
MBK Explore UK Limited
Jordan
100
-
62
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTOR’S DECLARATION
metalbank.com.au | ASX:MBK
23. SIGNIFICANT AFTER BALANCE DATE EVENTS
On 19 August 2024, MBK established a JV Company, Consolidate Mining Company LLC (CMC),
between MBK (60%) and Central Mining Holding Company (CMH) (40%) with paid up capital of SAR
5 million (approx. AUD 2M) contributed by CMH. CMH is member of the Al Qahtani Group and was
Citadel’s JV partner during the exploration and development of the Jabal Sayid Project. All necessary
approvals to allow CMC to apply for exploration licences and conduct exploration and mining activities
have now been obtained.
There are currently no other matters or circumstances that have arisen since the end of the financial
period that have significantly affected or may significantly affect the operations of the consolidated
entity, the results of those operations, or the state of affairs of the consolidated entity in future financial
years.
63
metalbank.com.au | ASX:MBK
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
Basis of preparation
The consolidated entity disclosure statement has been prepared in accordance with the s295(3A)(a)
of the Corporations Act 2001 and includes the required information for Metal Bank Limited and the
entities it controls in accordance with AASB 10 Consolidated Financial Statements.
Tax Residency
S295(3A)(vi) of the Corporations Act 2001 defines tax residency as having the meaning in the Income
Tax Assessment Act 1997. The determination of tax residency may involve judgement as there are
different interpretation that could be adopted, and which could give rise to different conclusions
regarding residency.
Country of
Incorporation
Ownership %
2024
Income Tax
Jurisdiction
Parent Entity:
Metal Bank Limited
Australia
-
Australia
Subsidiary:
Roar Resources Pty Ltd
Australia
100
Australia
MBK Millennium Pty Ltd
Australia
100
Australia
MBK Projects Pty Ltd
Australia
100
Australia
Westernx Pty Ltd
Australia
100
Australia
MBK Explore UK Limited
United Kingdom
100
United Kingdom
MBK Explore UK Limited
Jordan
100
Jordan
64
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS DECLARATION
metalbank.com.au | ASX:MBK
In accordance with a resolution of the directors of Metal Bank Limited, the directors of the company
declare that:
1.
the financial statements and notes, as set out on pages 36 to 59, are in accordance with the
Corporations Act 2001 and:
a. comply with Australian Accounting Standards, which, as stated in accounting policy Note 1 to
the financial statements, the Corporations Regulations 2001, other mandatory professional
reporting requirements and International Financial Reporting Standards (IFRS); and
b. give a true and fair view of the financial position as at 30 June 2024 and of the performance
for the year ended on that date of the consolidated group;
2.
in the directors’ opinion there are reasonable grounds to believe that the company will be able to
pay its debts as and when they become due and payable;
3.
the consolidated entity disclosure statement required by subsection 295 (3A) of the Corporations
Act 2001 is true and correct; and
4.
the directors have been given the declarations required by s295A of the Corporations Act 2001
from the Chief Executive Officer and Chief Financial Officer.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the
Corporations Act 2001.
Guy Robertson
Director
30 September 2024
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the
members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm
which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
RSM Australia Partners
Level 13, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 (0) 2 8226 4500
F +61 (0) 2 8226 4501
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of Metal Bank Limited
Opinion
We have audited the financial report of Metal Bank Limited (the Company) and its subsidiaries (the Group), which
comprises the consolidated statement of financial position as at 30 June 2024, the consolidated statement of
comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash
flows for the year then ended, and notes to the financial statements, including material accounting policy
information, the consolidated entity disclosure statement and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the Group's financial position as at 30 June 2024 and of its financial
performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (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.
Material Uncertainty Related to Going Concern
We draw attention to Note 1b in the financial report, which indicates that the Group incurred a net loss of
$2,223,688 during the year ended 30 June 2024 and had net cash outflows from operating and investing activities
of $764,492 and $1,829,335 respectively for the year ended 30 June 2024. As stated in Note 1b, these events or
conditions, along with other matters as set forth in Note 1b, indicate that a material uncertainty exists that may
cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect
of this matter.
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.
In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter
How our audit addressed this matter
Carrying Value of Capitalised Exploration and Evaluation
Refer to Note 8
At 30 June 2024, the Group had capitalised
exploration and evaluation assets carried at a value
of $15,385,346. This represents a substantial
portion of the total assets of the Group at that date.
We consider the carrying amount of these assets
under AASB 6 Exploration for and Evaluation of
Mineral Resources to be a key audit matter due to
the significant management judgments involved,
including:
•
whether the exploration and evaluation spend
can be associated with finding specific mineral
resources, and the basis on which that
expenditure is allocated to an area of interest;
•
the Group's ability and intention to continue to
explore the area;
•
which costs should be capitalised;
•
the existence of any impairment indicators
(such as the potential that mineral reserves and
resources may not be commercially viable for
extraction, or that the carrying value of the
assets may not be recovered through sale or
successful development) - and if so, those
Our audit procedures included, among others:
•
Obtaining a listing of client tenements held by
the Group and testing ownership on a sample
basis;
•
Obtaining evidence that the Group has valid
rights to explore in each area in relation to
which expenditure has been recorded;
•
Testing of expenditure on a sample basis,
agreeing items selected to supporting
documentation to ensure they were properly
incurred in the development of the assets;
•
Performing substantive testing on the
expenditure on a sample basis, to confirm
entries had been recorded accurately
(considering both nature and quantum of the
items selected), completely, in the correct
period, and had been appropriately classified in
accordance with AASB 6, Exploration for and
Evaluation of Mineral Resources;
•
Assess any facts and circumstances suggest
that the carrying amount of an exploration and
evaluation asset may exceed its recoverable
amount. as contemplated in AASB 6,
Key Audit Matter
How our audit addressed this matter
applied
to
determine
and
quantify
any
impairment loss;
•
whether exploration activities have reached the
stage at which the existence of an economically
recoverable reserve may be determined.
Exploration for and Evaluation of Mineral
Resources;
•
Assessing whether the Group’s accounting
policy for exploration expenditure is in
compliance with Australian Accounting
Standard; and
•
Assessing the adequacy of the disclosures in the
financial statements.
Issued Capital
Refer to Note 11
The Group has share capital of $38,171,743 as at 30
June 2024 which includes additional share capital of
$3,706,073 raised in the current year.
We consider this to be a key audit matter for the
following reasons:
• The materiality of the share capital relative to the
net assets in the statement of financial position.
• The Group raised significant equity in the year
under review which in turn is a significant factor
in relation to the ability to continue as a going
concern as well as develop its exploration
assets.
Our audit procedures included, among others:
•
Obtained the share register, the related
reconciliations, and the ASIC records and
inspected the balance in the share capital was
supported by the underlying supporting records;
•
Where applicable, tested the share issued were
received in cash by inspection of the banking
records;
•
Evaluated the appropriateness of the
accounting treatment for shares issued via
share-based payments and inspected the
related agreements;
•
Verified the share issues through ASX
announcements;
•
Performed ASIC search and verified the number
of shares as at 30 June 2024; and
•
Assessing the adequacy of the disclosures in
the financial statements.
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 2024, but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
a. the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
b. the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i.
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
ii.
the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar2_2020.pdf
This description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 29 to 32 of the directors' report for the year ended
30 June 2024.
In our opinion, the Remuneration Report of Metal Bank Limited, for the year ended 30 June 2024, 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.
RSM Australia Partners
Peter Kanellis
Partner
Sydney NSW, dated 30 September 2024
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
ADDITIONAL INFORMATION FOR LISTED COMPANIES
As at 10 September 2024
70
metalbank.com.au | ASX:MBK
The following additional information is required by the Australian Securities Exchange pursuant to
Listing Rule 4.10. The information provided is current as at 10 September 2024 unless otherwise
stated.
a. Distribution of Shareholders
Holding Ranges
Holders
Total Units
% Issued Share
Capital
above 0 up to and including 1,000
110
44,108
0.01%
above 1,000 up to and including 5,000
177
605,685
0.16%
above 5,000 up to and including 10,000
216
1,779,784
0.47%
above 10,000 up to and including
100,000
660
26,200,691
6.87%
above 100,000
311
352,741,523
92.49%
Totals
1,474
381,371,791
100.00%
b. The number of shareholders who hold less than a marketable parcel is 636.
c. Substantial shareholders
The names of the substantial shareholders in the Company, the number of equity securities to
which each substantial shareholder and substantial holder’s associates have a relevant
interest, as disclosed in substantial holding notices given to the Company are:
No of shares
%
Kinvest Limited
77,701,398
19.9%
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
ADDITIONAL INFORMATION FOR LISTED COMPANIES
As at 10 September 2024
71
metalbank.com.au | ASX:MBK
d. Twenty largest holders of each class of quoted equity security
Ordinary Shares
Position
Holder Name
Holding
% IC
1
KINVEST LIMITED
77,701,398
19.90%
2
JNZ TRUSTEE SERVICES (2022) LIMITED
16,614,947
4.26%
3
CITICORP NOMINEES PTY LIMITED
16,236,233
4.16%
4
KENSINGTON TRUST SINGAPORE LTD
14,622,958
3.75%
5
GLOBAL ENERGY METALS CORPORATION
13,541,667
3.47%
6
KINGSTON RESOURCES LIMITED
12,500,000
3.20%
7
KENSINGTON TRUST SINGAPORE LTD
11,653,959
2.98%
8
CLAYMORE VENTURES LIMITED
8,352,941
2.14%
9
TAURUS CAPITAL GROUP PTY LTD
6,852,941
1.76%
10
BNP PARIBAS NOMINEES PTY LTD
6,679,452
1.71%
11
GP SECURITIES PTY LTD
6,171,429
1.58%
12
CALAMA HOLDINGS PTY LTD
5,916,627
1.52%
13
MR DOUGLAS JOHN KIRWIN
5,000,000
1.28%
14
COSMOS NOMINEES PTY LTD
4,571,429
1.17%
15
MR MATTHEW JAMES SACHR
4,000,000
1.02%
16
HUNT PROSPERITY PTY LTD
3,991,524
1.02%
17
HERA INVESTMENTS PTY LTD
3,576,059
0.92%
18
LONGTEMPS PTY LTD
3,500,000
0.90%
19
MR JAMES OLIVIER
3,361,344
0.86%
20
MRS CHARLOTTE EMILY GRIGG
3,153,407
0.81%
Total
227,998,315
58.39%
Total issued capital - selected security
class(es)
390,459,291
100.00%
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORY
72
metalbank.com.au | ASX:MBK
e. Restricted Securities
The Company has 9,087,500 Restricted Shares issued on vesting of Performance Rights,
which are subject to restrictions on trading as set out in the Metal Bank Equity Incentive Plan.
f.
Unquoted equity securities
The Company has 9,384,615 performance rights on issue with vesting subject to milestones.
1.
Company Secretary
The name of the company secretary is Ms Sue-Ann Higgins.
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORY
73
metalbank.com.au | ASX:MBK
2.
Address and telephone details of entity’s registered and administrative office
Suite 506, Level 5
50 Clarence Street
Sydney NSW 2000
AUSTRALIA
Ph: (02) 9078 7669
GPO Box Q128
Queen Victoria Building
NSW 1230
AUSTRALIA
3.
Address and telephone details of the office at which the register of securities is kept
Automic Pty Ltd
Level 5 126 Phillip Street
Sydney NSW 2000
Phone:
1300 288 664 (within Australia)
+61 2 9698 5414 (international)
Email: hello@automic.com.au
Web site: www.automic.com.au
4.
Stock exchange on which the Company’s securities are quoted
The Company’s listed equity securities are quoted on the Australian Securities Exchange.
Home Exchange – Melbourne; ASX Code: MBK.
5.
Review of Operations
A review of operations is contained in the Review of Operations report.
6.
On-market buy-back
There is currently no on-market buy-back.
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORY
74
metalbank.com.au | ASX:MBK
DIRECTORS
Inès Scotland (Executive Chair)
Sue-Ann Higgins (Executive Director)
Guy Robertson (Executive Director)
COMPANY SECRETARY
Sue-Ann Higgins
REGISTERED OFFICE
Suite 506, Level 5
50 Clarence Street
Sydney NSW 2000
AUSTRALIA
Ph: (02) 9078 7669
MAILING ADDRESS
GPO Box Q128
Queen Victoria Building
NSW 1230
AUSTRALIA
SHARE REGISTRY
Automic Pty Ltd
Level 5 126 Phillip Street
Sydney NSW 200
Telephone:
1300 288 664 (within Australia)
+61 2 9698 5414 (international)
hello@automicgroup.com.au
AUDITORS
RSM Australia Pty Ltd
Level 13, 60 Castlereagh Street
Sydney NSW 2000
BANKERS
Westpac
WEBSITE
www.metalbank.com.au