Minbos Resources Limited
Annual Report 2022

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Financial Report for the period ended December 2022 ABN 93 141 175 493 Contents Corporate Directory Chairman’s Letter Directors’ Report Auditor’s Independence Declaration Corporate Governance Statement Consolidated Statement of Profit or Loss & Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements Directors’ Declaration Independent Auditor’s Report Shareholder Information 2 3 5 36 37 38 39 40 41 42 69 70 74 Corporate Directory Directors & Officers Bankers Mr Peter Wall - Non-Executive Chairman Ms Dganit Baldar - Non-Executive Director Mr Valentine Chitalu - Non-Executive Director Mr Paul McKenzie - Non-Executive Director Mr Graeme Robertson - Non-Executive Director Mr Lindsay Reed - Chief Executive Officer Mr Blair Snowball - Chief Financial Officer Mr Harry Miller - Company Secretary Registered Office Suite 5, 254 Rokeby Road Subiaco WA 6008 P: +61 (08) 6219 7171 E-mail: info@minbos.com Website: www.minbos.com Principal Place of Business Suite 5, 254 Rokeby Road Subiaco WA 6008 Domicile and Country of Incorporation Australia Australian Company Number ACN 141 175 493 Australian Business Number ABN 93 141 175 493 National Australia Bank Limited Perth West Business Banking Centre Level 14, 100 St Georges Terrace Perth WA 6000 Website: www.nab.com.au Auditors BDO Audit (WA) Pty Ltd Level 9, Mia Yellagonga Tower 2 5 Spring St Perth WA 6000 Website: www.bdo.com.au Share Registry Automic Group Level 5, 191 St Georges Terrace Perth WA 6000 Website: www.automicgroup.com.au Solicitors Steinepreis Paganin Level 4, The Read Buildings 16 Milligan Street Perth WA 6000 Website: www.steinpag.com.au Securities Exchange Australian Securities Exchange Limited (ASX) Home Exchange - Perth ASX Code - MNB (Ordinary Shares) Chairmans’ Letter Dear Valued Stakeholders, On behalf of the Board of Directors, I am pleased to introduce the 31 December 2022 Financial Report for Minbos Resources Limited (Minbos or Company). You are receiving this financial report as a result of Minbos changing its financial year end to 31 December, in order to align with our subsidiary companies where our phosphate and green ammonia interests are located. The last six months of 2022 saw Minbos seize a myriad of opportunities that Angola presents. The Company is now firmly ensconced as more than just a phosphate explorer, developer and near- term producer, with development projects that now span agriculture, fertilizers, mining explosives, carbon-abatement and LFP battery-grade phosphate paste. Some of this growth - green ammonia, explosives and carbon abatement - has come organically, a positive externality from being a good development partner with the Angolan Government. However, opportunities in the battery metals space have come from new relationships born from the use of phosphate in battery metals. Phosphate paste is a critical material for the production of Lithium-Iron-Phosphate batteries, with our interest in the product driven by our phosphate production profile with assistance from our new partners who invested in Minbos in mid- 2022, corner-stoning our $25 million placement and bringing a wealth of experience in the battery space. With the Company well-funded, we have begun building our project team. We now have fulltime staff in Angola and Western Australia, focused on developing not only our phosphate fertilizer project, but our Capanda green ammonia project and other related projects. In mid-October 2022, the new and bolstered team delivered a comprehensive Definitive Feasibility Study for the Cabinda Phosphate Project which highlighted the potential of our phosphate project and the unique characteristics of the phosphate deposit which will allow a high quality beneficiated phosphate fertilizer to be produced for use in local agriculture markets. Our phosphate project has now entered its most exciting phase, construction and near- term production. Daily we are getting updates that the phosphate plant is arriving in its various parts into Angola, and we look forward to watching the plant turn on later in the year. With first production a near-term reality, it’s my firm belief that now is not the time for the Company to narrow its focus but to widen it. Our work on the opportunity to produce green ammonia has been well supported by the Angolan Government, local industry and has garnered the interest of the global fertilizer and explosives industry. Minbos Resources Financial Report 2022 3 More than mining, Minbos has always been a unique and differentiated story, we look forward to launching new projects and initiatives and as our story enters its next phase, taking our shareholders along for our journey. I thank all Minbos shareholders for your continued support and looking forward to the coming year. Yours Sincerely Mr Peter Wall Non-Executive Chairman Chairmans’ Letter The railway from the Port of Lobito through to the Democratic Republic of Congo and into the explosives-hungry copper belts of Zambia and Democratic Republic of Congo demonstrate the regional opportunities for ammonia nitrate, the building block for nitrogen fertilizers and ammonia nitrate (explosives). The ingenuity of the Company to tap into Angola’s abundant hydroelectric power has been matched by the Angolan Government supporting the project with globally leading green pricing. This zero-carbon project is now a global leader and best-in-class example of a Company tapping into an installed green energy source to underpin its project. These projects highlight the immense potential of Angola. The country has a young and vibrant population with a pro-business government keen to see new opportunities for all Angolans. In this regard, the Company is always ensuring it works collaboratively in the communities in which it operates. Our deposit in Cabinda is set amongst local villages for which the Company has a strong connection. Our Project has been scoped to ensure minimal disturbance with a high degree of integration with the local community. As we enter a new phase for the Company, we will continue to deliver high-growth, high-opportunity projects that bifurcate and balance shareholder value with our relationship with the Angolan people. On behalf of the Board, I thank Lindsay and the entire Minbos team for their dedicated and sustained efforts. I would also like to extend my personal thanks to my fellow Non-Executive Board members, Mr. Valentine Chitalu, Mr. Paul McKenzie, Mr. Graeme Robertson and Ms Dganit Baldar, for their support and advice during the period. Finally, I would like to thank the Government of Angola for their support, consultation and continued engagement with Minbos as we progress our plans for Angola. Without this, our company would not be in the fortunate position we find ourselves in today, with multiple potential company-making opportunities, as outlined above. Minbos Resources Financial Report 2022 4 Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Report The Directors submit their report of the ‘Consolidated Entity’ or ‘Group’, being Minbos Resources Limited (‘Minbos’ or ‘Company’) and its Controlled entities at the end of, or during, six months ended 31 December 2022. CHANGE IN FINANCIAL YEAR END 1. The Company has changed its financial year end from 30 June to 31 December. The current period figures relate to six months from 1 July 2022 to 31 December 2022. The comparative amounts disclosed in the financial report and related notes are not comparable as the length of the periods differ by six months. The accounting policies have been consistently applied, unless otherwise stated. BOARD OF DIRECTORS 2. The Directors of the Company in office at the date of this report or at any time during the six months from 1 July 2022 to 31 December 2022 are: Directors Peter Wall Dganit Baldar Valentine Chitalu Paul McKenzie Graeme Robertson Position Non-Executive Chairman Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Appointment 21/02/2014 18/03/2016 07/12/2020 07/12/2020 07/12/2020 Resignation - - - - - INFORMATION ON THE BOARD OF DIRECTORS 3. The following information is current as at the date of this report. Mr Peter Wall Non-Executive Chairman (appointed 21 February 2014) Mr Wall is a corporate lawyer and has been a Partner at Steinepreis Paganin (Perth based corporate law firm) since July 2005. Mr Wall graduated from the University of Western Australia in 1998 with a Bachelor of Laws and Bachelor of Commerce (Finance). Mr Wall has also completed a Masters of Applied Finance and Investment with FINSIA. Mr Wall has a wide range of experience in all forms of commercial and corporate law, with a particular focus on resources (hard rock and oil/gas), technology, equity capital markets and mergers and acquisitions. He also has significant experience in dealing in Africa. During the past three years, Mr Wall held the following directorships in other ASX listed companies: Current: • Non-Executive Chairman of Hygrovest Limited (formerly MMJ Group Holdings Limited); and • Non-Executive Chairman of Pursuit Minerals Ltd. Previous: • Non-Executive Chairman of Red Castle Resources Limited (formerly Transcendence Technologies Limited) (resigned 28 June 2021); • Non-Executive Chairman of Argent Minerals Ltd (resigned 5 March 2021); and • Non-Executive Chairman of Advanced Human Imaging Ltd (formerly MyFiziq Limited) (resigned 22 January 2021). 5 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Report Ms Dganit Baldar Non-Executive Director (appointed 18 March 2016) Ms Dganit Baldar is a qualified Israeli corporate lawyer with approximately 20 years’ experience in the legal profession. Ms Baldar was previously the General Counsel for Mitrelli Group, a multinational organization which initiates, executes and manages large turn-key projects in developing countries. Ms Baldar graduated from Brunel University in London and also completed an MBA through Tel Aviv University. She has a wide range of experience in all forms of corporate and commercial law with specific expertise in complex joint ventures, mergers and acquisitions. In addition, she has expertise in dealing with Angolan law and companies. During the past three years, Ms Baldar has not held directorships in any other ASX listed companies. Mr Valentine Chitalu Non-Executive Director (appointed 7 December 2020) Mr Chitalu is the co-founder and Chairman of Phatisa Group, an African-focused private equity fund with ~US$400 million in funds under management and a well-respected track record of delivering for clients and communities. Phatisa is a proud signatory of the Principles on Responsible Investment which is implemented through a comprehensive ESG framework. A qualified Accountant with a Masters in Economics from Cambridge University, Valentine has previously served as Chairman of the Zambia Venture Capital Fund, as a board member of Commonwealth Africa Investments, and a Director of the CDC Group Plc, the UK’s premier development finance institution. Valentine was also previously Chairman of Zambian Breweries, Stanbic Zambia Ltd, and ASX listed Albidon Ltd. Mr Chitalu is currently the Chairman of Choppies Supermarkets Ltd, MTN Ltd, Munalie Nickel Mine (Zambia), and Deputy Chairman of AgDevCo (UK) Ltd, an agribusiness focused on African investment. During the past three years, Mr Chitalu held the following directorships in other ASX listed companies: Current: • Non-Executive Director of African Energy Resources Ltd. Mr Paul McKenzie Non-Executive Director (appointed 7 December 2020) Mr Paul McKenzie is a professional independent agribusiness consultant in Australia. He is Non-Executive Director and former Chairman of ASX listed Kiland Ltd, Non-Executive Director of ASX listed RFL AgTech Ltd, Chairman of the Cooperative Research Centre for Honey Bee Products Ltd, and Specialist Agri Consultant WA to KPMG. Among other commercial roles, Paul was formerly Chairman of Hay Australia Pty Ltd, and the Australian Director of the SALIC Australia Pty Ltd (Saudi Agricultural and Livestock Investment Co). Paul is the founder and Managing Partner of Agrarian Management, a leading Western Australian agriculture consultancy with offices in Geraldton, Perth, and Esperance. Paul has more than twenty-five years’ experience in agribusiness, management, finance, corporate governance, and primary production, and holds degrees in Science (Agriculture) and Commerce. Paul is a Fellow of the Australian Institute of Company Directors. Mr McKenzie was the founding Chairman of Gage Roads Brewing Co from concept in 2003 to ASX listing in December 2006 and resigned in May 2008. Paul is a past President of the Australian Association of Agricultural Consultants (WA) Inc, and a Ministerial Appointee to various agribusiness review and advisory panels. During the past three years, Mr McKenzie held the following directorships in other ASX listed companies: Current: • Non-Executive Director of Kiland Ltd. • Non-Executive Director of RLF AgTech Limited. 6 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Report Mr Graeme Robertson Non-Executive Director (appointed 7 December 2020) Mr Robertson is the Chairman and CEO of the Intrasia Group of companies established from Singapore and operating from Mauritius, focussing on corporate and financial services as well as the development of growth industries on the African continent. Mr Robertson is a substantial shareholder and former Director of AfrAsia Bank Ltd, a private commercial Bank based in Mauritius which capitalises on financing and trade between Africa and Asia with more than US$3.5 Billion of assets under management. Graeme has significant interests in humanitarian activities, as well as his commercial interests, flowing from his degree in Sociology. He is the Chairman of the AfrAsia Foundation, providing education to the underprivileged, and is active in health improvement, poverty alleviation, and sustainability in female equality projects. Mr Robertson has over 40 years’ experience in the resource, energy, and infrastructure sectors as former Managing Director of New Hope Corporation Ltd (ASX: NHC), a director of W H Soul Pattinson & Co Pty Ltd (ASX: SOL) and the Port of Brisbane Authority. Much of his life has been spent in Indonesia where he pioneered the development of major international companies as the President Director of Adaro Indonesia, now one the largest coal mining companies in the world, and Indonesia Bulk Terminal, a 12 Mtpa bulk port as well as advising on the development of the 1,230MW Payton Power Station, the first IPP in Indonesia. During the past three years, Mr Robertson held the following directorships in other ASX listed companies: Current: • Non-Executive Chairman of Intra Energy Corporation Ltd (ASX: IEC). INFORMATION ON OFFICERS OF THE COMPANY 4. Mr Lindsay Reed Chief Executive Officer (appointed 1 September 2014) Mr Reed is an accomplished mining executive with over 30 years of experience in senior management roles in Australia and overseas. Mr Reed has extensive experience in managing mining projects in a wide range of commodities and countries. He was previously Director and Chief Executive Officer of resource development company Aviva Corporation Limited (‘Aviva’) which divested its West Kenyan gold and base metals assets in late 2012 to Acacia Mining Plc (previously African Barrick Plc) for $20m cash and a further resource milestone payment of $10m. Mr Reed was responsible for joint venturing into the asset with Lonmin Plc and overseeing funding and exploration activities until the divestment of the asset. Mr Reed also oversaw the environmental approval of two power station projects in Australia and Botswana and attracted International heavyweights GDF Suez and AES Corporation as Joint Development Partners. Prior to joining Aviva, Mr Reed was Corporate Development Manager at Murchison United Limited which acquired the Renison Bell Tin mine from RGC Limited. During his involvement, Murchison grew from a market capitalisation of $5m to over $100m. Mr Reed is a Mining Engineer and has extensive experience in international mine development, minerals marketing and project funding. 7 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Report Mr Blair Snowball Chief Financial Officer (appointed 15 June 2021) Mr Snowball is a member of the Institute of Chartered Accountants and has over 25 years’ experience in senior roles across sectors including resources, technology and audit, whilst working in Europe, Latin America and Australia. He holds a Bachelor of Commerce from the University of Western Australia and a Graduate Diploma of Applied Finance from Kaplan Professional. Mr Snowball spent seven years in Portuguese speaking Brazil as Finance Director of the operating gold mine of former ASX-listed Beadell Resources. During his tenure, the company completed a DFS, obtained project finance for and completed the construction of a US$110M CIL plant, before the company successfully merged with Canadian miner Great Panther Mining. Mr Harry Miller Contract Company Secretary (appointed 15 June 2021) Mr Miller has qualifications in Economics, Finance and Accounting and currently acts as Company Secretary for several ASX-listed Companies. PRINCIPAL ACTIVITIES AND SIGNIFICANT CHANGES IN THE NATURE OF EVENTS 5. Minbos Resources Limited (ASX: MNB) is an ASX-listed exploration and development company with a vision to build a nutrient supply and distribution business that stimulates agricultural production and promotes food security in Angola and the broader Middle Africa region, through development of its world-class Cabinda Phosphate Project, and its Capanda Green Ammonia Project. The primary focus in the financial period has been on the development of the Capanda Green Ammonia Project and the Cabinda Phosphate Project. Board & Management Changes There were no Board and Management changes during the six months from 1 July 2022 to 31 December 2022. Capital Structure During the period, the Company completed a $25 million placement, cornerstoned to $15 million by a syndicate of investors, including an entity controlled by the Chairman of the world’s largest Battery Anode Producer. Minbos directors and management participated in the Placement for approximately $845,000. The Placement comprised the issue of 227,272,728 New Shares issued in two tranches at $0.11 per share: • 131,414,473 New Shares issued under the Company’s placement capacity (ASX Listing Rule 7.1 and 7.1A); & • 95,858,255 New Shares subject to shareholder approval at a General Meeting of Shareholders which was held on 23rd August 2022, with all resolutions approved by shareholders. On 1 September 2022, the Company issued 3,750,000 fully paid ordinary shares to S3 Consortium Pty Ltd (Adviser Shares) as consideration for $412,500 worth of marketing services. On 20 October 2022, the Company issued 4,500,000 fully paid ordinary shares (3,000,000 to Mr Lindsay Reed & 1,500,000 to Mr Peter Wall) on the conversion of convertible performance rights. On 25 November 2022, the Company issued 9,000,000 fully paid ordinary shares upon conversion of unlisted options expiring 26 November 2022 by shareholders at an exercise price of $0.05 per option. As of 31 December 2022, the Company had 770,180,625 ordinary shares, 70,250,000 unlisted options, 66,562,500 listed options and 4,500,000 performance rights. 8 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Report DIVIDENDS 6. No dividend has been paid during the six months from 1 July 2022 to 31 December 2022, and no dividend is recommended for the six months from 1 July 2022 to 31 December 2022. OPERATING AND FINANCIAL REVIEW 7. Review of Financial Results & Financial Position Financial Performance / Position Cash and cash equivalents Net assets Other income from continuing operations Net loss after tax Loss per share REVIEW OF OPERATIONS Cabinda Phosphate Project 6 months ended 12 months ended 31-Dec-22 $ 30-Jun-22 $ Change % 17,465,686 35,628,075 122,344 (2,296,178) (0.004) 3,642,299 13,638,560 2,481,964 (804,617) (0.002) 380% 161% (95%) (185%) (100%) Definitive Feasibility Study – Key Study Outcomes (as per its publication on 17 October 2022) • 85%-ownership: Spot-Price Case Post-Tax NPV10 of US$399 million and 61% IRR, underpinned by Base Case assumptions. • The current market for fertilizers has potentially been altered fundamentally by the decarbonisation of global energy markets – a trend that appeared in both energy and fertilizer markets well before the Ukraine invasion. • 85%-ownership: Base-Case Post-Tax NPV10 of US$203 million and 39% IRR, underpinned by the 15-year average price for bulk Triple Super Phosphate (TSP). • Compelling low-CAPEX/high-NPV delivers a clear pathway to project financing with CAPEX of US$48.5 million remaining and the Project only requiring further funding of US$40.0 million, after allocation of existing cash and including working capital requirements. These CAPEX numbers do not take into account the likely significant savings from simplifying the flow sheet for the plant. • Plant capacity up to 187,500tpa in a one plant scenario, expanding to two plants in supporting a 20-year project life, which will deliver project gross revenues over US$1.4B. • Maiden Ore Reserve (JORC 2012) for the Cácata Phosphate Mine, totalling 4.72 Mt at 30.1% P2O5 of Proven and Probable Ore Reserves. 9 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Report • High phosphate grade, favourable local soil conditions and no local competition should enable Minbos to produce a high-quality/low-cost beneficiated phosphate fertilizer using simple drum processing. • The Angolan Government, Development Finance Institutions, and major food processors have committed more than US$1 billion to programs and initiatives to address a 2Mtpa shortfall in grain and oil seed production via the 3 million smallholder farmers that comprise our initial target market. • First production expected Q4 2023, with fabrication of key major equipment from FEECO now completed. • Key consultants to the DFS include DRA Global, Orelogy, SRK Consulting, FEECO Inc, EPC Engenharia, HCV Africa, Grupo Simples and the International Fertilizer Development Center (IFDC). Cost savings to the CAPEX driven by Field Trial Results Post reporting period, the Company released a number of important Announcements regarding field trial results and its flow through to the CAPEX required for the Phosphate Plant. In late December 2022, the Company released field trial results which confirmed that the Company’s phosphate rock is suitable as a direct application fertilizer product in most of Angola’s major growing region1. These new results were reported from three years of field trials in Angola and five seasons of greenhouse trials at the International Fertilizer Development Center (IFDC). The trial results affirm the flowsheet flexibility incorporated in the recently released DFS2. The equipment being delivered can be configured to produce beneficiated, granulated, or acidulated phosphate rock. As a result, a review was commissioned to simplify the flowsheet to deliver beneficiated phosphate rock and was expected to deliver significant CAPEX savings and deliver a product that meets the market with strong relative performance at an attractive price point for compelling economics. Cabinda Phosphate Rock contains ~31% total P2O5 and 8.7-9.5% P2O5 soluble in 2% citric acid. The field trials in Angola trialling maize, beans and potatoes have shown a strong agronomic effect with large yield increases. Yields in Minbos field trials are consistently much higher than the average yields in Angola, with Cabinda Phosphate Fertilizer performing strongly vs. other products (up to 90% of the yield increase provided by Monoammonium Phosphate (MAP) and equal to the MAP-Phosphate Rock blends). Results in IFDC greenhouse trials demonstrated that a single application of Cabinda Phosphate Fertilizer before the first crop can improve yields in two successive crops without further application. Wheat, maize, soybean, and sorghum were trialled successfully. Importantly, trials confirmed Minbos’ phosphate rock is suitable as a direct application fertilizer product in a soil acidity profile of 6-12 months $ >12 months $ Total contractual cash flows $ Carrying amount $ 910,323 33,371 943,694 1,281,461 32,802 1,314,263 - 33,951 33,951 - 33,371 33,371 - 57,904 57,904 910,323 129,036 1,039,359 910,323 125,226 1,035,549 - 91,854 91,854 1,281,461 158,027 1,439,488 1,281,461 158,027 1,439,488 RECOGNITION AND MEASUREMENT Non-derivative financial instruments Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs, except as described below. Subsequent to initial recognition non-derivative financial instruments are measured as described below. A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument. Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfers the financial asset to another party without retaining control or substantially all risks and rewards of the asset. Regular way purchases and sales of financial assets are accounted for at trade date, i.e., the date that the Group commits itself to purchase or sell the asset. Financial liabilities are derecognised if the Group’s obligations specified in the contract expire or are discharged or cancelled. Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the Consolidated Statement of Cash Flows. Subsequent measurement Loans and receivables and held-to-maturity investments are carried at amortised cost using the effective interest method. 62 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Notes to the Consolidated Financial Statements Impairment The Group assesses at the end of each reporting period whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the assets (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. In the case of equity investments classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost it considered an indicator that the assets are impaired. Assets carried at amortised cost For loans and receivables, the amount of loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognised in the Consolidated Statement of Profit or Loss and Other Comprehensive Income. If a loan or held-to maturity investment has a variable interest rate, the discount rate or measuring any impairment loss is the current effective interest rate determined under the contract. As a practical expedient, the Group may measure impairment on the basis of an instrument’s fair value using an observable market price. If, in a subsequent period, the amount of the impairment loss decreases, and the decrease can be related objectively to an event occurring after the impairment was recognised (such as an improvement in the debtor’s credit rating), the reversal of the previously recognised impairment loss is recognised in the Consolidated Statement of Profit or Loss and Other Comprehensive Income. 21. SEGMENT INFORMATION Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision makers. The chief operating decision makers, who are responsible for allocating resources and assessing performance of the operating segments, have been identified as the Board of Directors, the Chief Executive Officer and the Chief Financial Officer. The Board considers its business operations in phosphate to be its primary reporting function. Results are analysed as a whole by the chief operating decision maker, this being the Chief Executive Officer, the Chief Financial Officer and the Board of Directors. Consequently revenue, profit, net assets and total assets for the operating segment are reflected in this financial report. 63 | P a g e Notes to the Consolidated Financial Statements Minbos Resources Limited – Financial Report 31 December 2022 22. PARENT ENTITY Current Assets Non-Current Assets Total Assets Current Liabilities Non-Current Liabilities Total Liabilities Net Assets Contributed equity Reserves Accumulated losses Total Equity Loss for the period / year Other comprehensive loss for the period / year Total comprehensive loss for the period / year 31-Dec-22 $ 30-Jun-22 $ 15,738,025 20,617,589 36,355,614 3,339,355 11,836,385 15,175,740 669,637 57,902 727,539 35,628,075 1,445,326 91,854 1,537,180 13,638,560 79,103,818 8,627,264 (52,103,007) 35,628,075 54,862,697 8,339,952 (49,564,089) 13,638,560 6 months ended 31-Dec-22 $ 12 months ended 30-Jun-22 $ (2,538,918) - (2,538,918) (819,362) - (819,362) 23. RELATED PARTIES (a) Ultimate parent The ultimate Australian parent entity within the Group is Minbos Resources Limited. It is a company limited by shares and is incorporated and domiciled in Australia. The Company owns 100% of Tunan Mining Limited and its subsidiaries. The Company also owns three private companies in Mauritius, limited by shares, as wholly owned subsidiaries, Phobos Ltd, Lobos Ltd and Verdebos Ltd. Verdebos Ltd was incorporated on 22 December 2022. During the reporting period, it was determined that the Group had satisfied conditions, under the accounting standard AASB 10, for deemed control of the Angolan entity Minbos Recources-Exploraçâo Mineira, Lda (Minbos Lda), this being despite no entity of the Group having ownership in Minbos Lda. Accordingly, the entity is consolidated in the consolidated financial statements for the period ending 31 December 2022. On 10 March 2023 the Minbos wholly owned subsidiary, Phobos Ltd, obtained a direct 85% ownership of Minbos Lda. On 23 February 2023, the Minbos wholly-owned subsidiary, Phobos Ltd, acquired 85% of the shares of the Angolan entity, Soul Rock Prospecção, Exploração De Fosfato, Produção e Comercialização de Fertilizantes, Lda (Soul Rock Lda), which followed the signing of its Private Investment Contract with Angola’s Agency for Private Investment and Promotion of Angolan Exports (Agencia de Investimento Privado e Promoção das Exportações de Angola or AIPEX) with respect to the investment in Soul Rock Lda on 22 December 2022. (b) Subsidiary companies Interests in subsidiaries are set out in Note 27: Subsidiaries and Transactions with Non-Controlling Interests. 64 | P a g e Notes to the Consolidated Financial Statements (c) KMP compensation Short-term employee benefits Post-employment benefits Equity compensation benefits Minbos Resources Limited – Financial Report 31 December 2022 6 months ended 31-Dec-22 $ 12 months ended 30-Jun-22 $ 357,582 29,374 203,238 590,194 732,455 78,804 576,866 1,388,125 Information regarding individual Directors and Executive compensation and some equity instruments disclosures as required by Corporations Regulation 2M.3.03 are provided in the remuneration report section of the Directors’ report. (d) Issue of shares in lieu of services of related parties There were no shares issued in lieu of services of related parties during the financial period (30 June 2022: Nil). (e) Transactions with other related parties Legal services - Steinepreis Paganin Lawyers & Consultants (A firm in which Peter Wall is a partner) 6 months ended 31-Dec-22 $ 12 months ended 30-Jun-22 $ 39,156 36,367 Company Management Services in Mauritius - Intrasia Management (Mauritius) Limited (A Company in which Graeme Robertson is a Director. He is also Chairman and CEO at Intrasia Capital Pte Ltd, which owns 50% of Intrasia Management (Mauritius) Ltd.) 25,373 43,019 24. COMMITMENTS Definitive feasibility study at its Cabinda Phosphate Project In the previous financial year, the Company entered into contracts for its definitive feasibility study at its Cabinda Phosphate Project, including FEECO, Grupo Simples, HCV Africa, DRA Global and AMMG Oil & Gas Services. Works undertaken include preparing a basic engineering package for the granulation plant, preparation of the EIS and WMP for the Cácata Mine and Granulation Plant and design of the Granulation Plant and associated infrastructure. Minbos has contractual commitments at 31 December 2022 totalling AUD$47,829 (USD$30,350). Engineering & Design of the Cabinda Phosphate Project In February 2022, the Company entered into a Limited Notice To Proceed (LNTP) agreement with EPC Engenharia e Projetos de Infraestrutura Ltda (EPC) to further develop engineering and design for the Cabinda Phosphate Plant for the feasibility and to advance the project. The LNTP was originally set for works limited to a value of USD$500,000. In July 2022, the LNTP was extended in time and to a value of USD$800,000. Minbos has a remaining contractual commitment at 31 December 2022 totalling AUD$73,409 (USD$51,461). 65 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Notes to the Consolidated Financial Statements Mining Investment Contract In the previous financial year, the Company executed the Mining Investment Contract (MIC) for the exploration, feasibility studies and exploitation of phosphate rock at the Cácata deposit in Cabinda. In the MIC the Company has made a commitment to the Angolan Ministry of Mineral Resources, Petroleum and Gas (MIREMPET) to spend approximately USD3,953,000 over the term of the contract. The duration of the contract is established under the Mining Code as being 35 years. Private Investment Contract On 22 December 2022, the Company’s wholly owned subsidiary, Phobos Ltd, executed its Private Investment Contract with Angola’s Agency for Private Investment and Promotion of Angolan Exports (Agencia de Investimento Privado e Promoção das Exportações de Angola or AIPEX), for the investment in the Angolan company, Soul Rock Prospecção, Exploração De Fosfato, Produção e Comercialização de Fertilizantes, Lda (Soul Rock Lda), which is established for the purpose of the manufacture and distribution of phosphate fertilizer in Angola. The investment was formalised with the transfer of shares on 23 February 2023. The Private investment Contract defines the level of minimum investment required and confirms certain tax incentives and local employment requirements. Some key points of the contract as follows: Phobos Ltd must make a minimum investment, in the form of loans and capital, that total US$21.36 million. • Part of the investment commitment is fulfilled by the importation of at least US$7 million of equipment for construction of the phosphate fertilizer plant which will be exempt from all importation taxes and customs duties. • The Angolan entity will receive a 90% reduction in Corporation Tax for the first 12 years of operations and, for the same period, have a 90% reduction in withholding tax on disbursement of dividends abroad. • Other tax incentives include a Tax Credit for six years, equivalent to 30% of the investment, and a deferral period on the payment of taxes. Capanda Green Ammonia Studies During the financial period Minbos entered into a Memorandum of Understanding with Rede Nacional de Transporte de Electricidade EP (RNT-EP), wherein Minbos has commitments to perform various studies for the Capanda Green Ammonia Project. These studies include a technical and financial feasibility, environmental, social and network impact studies. There are no other material commitments as at 31 December 2022. 25. CONTINGENT LIABILITIES AND CONTINGENT ASSETS There are no contingent liabilities or contingent assets as at 31 December 2022. 26. DIVIDENDS No dividend has been paid during the financial period and no dividend is recommended for the financial period. 66 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Notes to the Consolidated Financial Statements 27. SUBSIDIARIES AND TRANSACTIONS WITH NON-CONTROLLING INTERESTS As at 31 December 2022, the subsidiaries owned by Minbos Resources Limited are presented in the table below: Name of entity Parent entity Country of incorporation Class of shares Ownership interest 31-Dec-22 30-Jun-22 Minbos Resources Ltd (i) Australia Subsidiary (direct) Tunan Mining Limited (ii) Phobos Limited (iii) Lobos Limited (iv) Verdebos Limited (v) British Virgin Isles (BVI) Mauritius Mauritius Mauritius Subsidiaries (indirect – direct subsidiaries of Tunan Mining Limited) Mongo Tando Limited Agrim SPRL DRC (vi) Minbos Resource-Exploração Mineira, Lda (vii) British Virgin Isles (BVI) Democratic Republic of Congo Republic of Angola Ordinary and Preference Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary 100% 100% 100% 100% 50% 100% 85% 100% 100% 100% 100% 50% 100% 85% (i) Minbos is an Australian registered public listed company on the ASX which undertakes the corporate activities for the Group. (ii) Tunan Mining Limited is a holding company, incorporated in the British Virgin Isles. (iii) Phobos Limited is a private company, limited by shares, and incorporated in Mauritius on 20 July 2020. (iv) Lobos Limited is a private company, limited by shares, and incorporated in Mauritius on 3 February 2022. (v) Verdebos Limited is a private company, limited by shares, and incorporated in Mauritius on 22 December 2022. (vi) Agrim SPRL is a company incorporated in the Democratic Republic of Congo. (vii) Minbos Resource-Exploração Mineira, Lda is a Limitada company of the Republic of Angola and for which the company’s securities are issued as quotas which are the equivalent of ordinary shares. 28. AUDITOR’S REMUNERATION Amounts received or due & receivable by BDO Audit (WA) Pty Ltd for: An audit or review of the financial report of the entity Total auditor remuneration 6 months ended 31-Dec-22 $ 12 months ended 30-Jun-22 $ 36,165 36,165 50,047 50,047 67 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Notes to the Consolidated Financial Statements 29. EVENTS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR On 19 January 2023, the Company announced that the last of the FEECO manufactured fertilizer plant had left the US and is enroute to Angola, with the first of this consignment having already landed in Cabinda at the end of December. On 23 February 2023, the Company announced a material reduction in the forecast Capital Expenditure (CAPEX) on its Phosphate Fertilizer Plant. As announced in late December 2022, field trial results confirmed that the Company’s phosphate rock is suitable as a direct application fertilizer product in most of Angola’s major growing region. The Company responded with a review of its production profile which has resulted in a simplified flowsheet to produce Beneficiated Phosphate Rock (BPR) with the core plant equipment consisting of the crusher, dryer and bagging plant and identified capital cost savings of approximately $US10 million. On 23 February 2023, the Minbos wholly-owned subsidiary, Phobos Ltd, acquired 85% of the shares of the Angolan entity, Soul Rock Prospecção, Exploração De Fosfato, Produção e Comercialização de Fertilizantes, Lda (Soul Rock Lda), which followed the signing of its Private Investment Contract with Angola’s Agency for Private Investment and Promotion of Angolan Exports (Agencia de Investimento Privado e Promoção das Exportações de Angola or AIPEX) with respect to the investment in Soul Rock Lda on 22 December 2022. No other matter or circumstance has arisen since 31 December 2022 that has significantly affected, or may significantly affect the entity's operations, the results of those operations, or the entity's state of affairs in future financial years. 68 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Directors’ Declaration The Directors of the company declare that: 1 The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income, consolidated statement of financial position, consolidated statement of cash flows, consolidated statement of changes in equity and accompanying notes, are in accordance with the Corporations Act 2001; and (a) comply with Accounting Standards, Corporations Regulations 2001 and other mandatory professional reporting requirements; and (b) give a true and fair view of the Consolidated Entity’s financial position as at 31 December 2022 and of its performance for the period ended on that date. 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 has included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards. 4 The Directors have been given the declarations required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Board of Directors and is signed on behalf of the Directors by: Mr Peter Wall Non-Executive Chairman 31 March 2023 69 | P a g e Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au Level 9, Mia Yellagonga Tower 2 5 Spring Street Perth, WA 6000 PO Box 700 West Perth WA 6872 Australia INDEPENDENT AUDITOR'S REPORT To the members of Minbos Resources Limited Report on the Audit of the Financial Report Opinion We have audited the financial report of Minbos Resources Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 31 December 2022, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the period then ended, and notes to the financial report, including a summary of significant accounting policies and the directors’ declaration. In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group’s financial position as at 31 December 2022 and of its financial performance for the period ended on that date; and (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (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 2(c) in the financial report which describes the events and/or conditions which give rise to the existence of a material uncertainty that may cast significant doubt about the group’s ability to continue as a going concern and therefore the group may be unable to realise its assets and discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this matter. BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation. 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. Carrying value of Exploration and Evaluation Assets Key audit matter How the matter was addressed in our audit At 31 December 2022 the Group held a significant carrying value of Exploration and Evaluation Assets as disclosed in Note 13. As the carrying value of the Exploration and Evaluation Asset represents a significant asset of the Group, we considered it necessary to assess whether any facts or circumstances exist to suggest that the carrying amount of this asset may exceed its recoverable amount. In accordance with AASB 6 Exploration for and Evaluation of Mineral Resources (‘AASB 6’), the recoverability of exploration and evaluation expenditure requires significant judgment by management in determining whether there are any facts or circumstances that exist to suggest that the carrying amount of this asset may exceed its recoverable amount. As a result, this is considered a key audit matter. Our audit procedures included, but were not limited to: • Obtaining a schedule of the area of interest held by the Group and assessing whether the rights to tenure of those areas of interest remained current at balance date; • Considering the status of the ongoing exploration programmes in the respective areas of interest by holding discussions with management, and reviewing the Group’s exploration budgets, ASX announcements and director’s minutes; • Considering whether any such areas of interest had reached a stage where a reasonable assessment of economically recoverable reserves existed; • Verifying, on a sample basis, evaluation expenditure capitalised during the period for compliance with the recognition and measurement criteria of AASB 6; • Considering whether any facts or circumstances existed to suggest impairment testing was required; and • Assessing the adequacy of the related disclosures in Note 13 to the financial report. Other information The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the period ended 31 December 2022 but does not include the financial report and the auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so. 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/ar1_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 23 to 33 of the directors’ report for the period ended 31 December 2022. In our opinion, the Remuneration Report of Minbos Resources Limited, for the period ended 31 December 2022, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. BDO Audit (WA) Pty Ltd Neil Smith Director Perth 31 March 2023 Minbos Resources Limited – Financial Report 31 December 2022 Shareholder Information The following additional information was applicable as at 21 March 2023. 1. Fully paid ordinary shares • • There are a total of 770,180,625 ordinary fully paid shares on issue which are listed on the ASX. The number of holders of fully paid ordinary shares is 4,279. • Holders of fully paid ordinary shares are entitled to participate in dividends and the proceeds on winding up of the Company. • There are no preference shares on issue. 2. Distribution of fully paid ordinary shareholders is as follows: Spread of Holdings above 0 up to and including 1,000 above 1,000 up to and including 5,000 above 5,000 up to and including 10,000 above 10,000 up to and including 100,000 above 100,000 Total Holders Securities 181 386 757 2,184 771 4,279 55,067 1,472,381 6,028,125 87,285,248 675,339,804 770,180,625 % of Issued Capital 0.01% 0.19% 0.78% 11.33% 87.69% 100.00% 3. Holders of non-marketable parcels • Holders of non-marketable parcels are deemed to be those who shareholding is valued at less than $500. • There are 297 shareholders who hold less than a marketable parcel of shares (assuming a share price of $0.145). 4. Substantial shareholders of ordinary fully paid shares The Substantial Shareholders of the Company are: Rank Holder Name 1 CITICORP NOMINEES PTY LIMITED 5. Share buy-backs There is no current on-market buy-back scheme. Securities 106,572,961 % of Issued 13.84% 6. Voting Rights Subject to any rights or restrictions for the time being attached to any class or classes (at present there are none) at general meetings of shareholders or classes of shareholders: (a) (b) (c) each shareholder is entitled to vote and may vote in person or by proxy, attorney or representative; on a show of hands, every person present who is a shareholder or a proxy, attorney or representative of a shareholder has one vote; and on a poll, every person present who is a shareholder or a proxy, attorney or representative of a shareholder shall, in respect of each fully paid share held, or in respect of which he/she has appointed a proxy, attorney or representative, is entitled to one vote per share held. 74 | P a g e Minbos Resources Limited – Financial Report 31 December 2022 Shareholder Information 7. Top 20 Shareholders of ordinary fully paid shares The top 20 largest fully paid ordinary shareholders together held 41.46% of the securities in this class and are listed below: Rank Holder Name 1 2 3 4 5 6 7 8 9 CITICORP NOMINEES PTY LIMITED BNP PARIBAS NOMS PTY LTD HOSTON INVESTMENTS (AUSTRALIA) PTY LTD PHEAKES PTY LTD THREE BEARS MANAGEMENT PTY LTD LONG MARCH PRINCIPAL HOLDING LIMITED WILGUS INVESTMENTS PTY LTD YARRAANDOO PTY LTD MRS MARIA KYPRIANOU & MR CHARLIE KYPRIANOU HEDGEHOG MANAGEMENT PTY LTD 10 Securities 106,572,961 32,123,686 27,272,727 14,792,986 13,947,664 13,636,363 10,334,821 10,000,000 9,530,767 % of Issued 13.84% 4.17% 3.54% 1.92% 1.81% 1.77% 1.34% 1.30% 1.24% 9,280,000 1.20% 11 MR PETER CHRISTOPHER WALL & MRS TANYA-LEE WALL 9,151,221 1.19% BNP PARIBAS NOMINEES PTY LTD SUNSET CAPITAL MANAGEMENT PTY LTD 12 13 14 MR LINDSAY GEORGE REED 15 MR SCOTT BRENTON 16 MR JOHN FRANCIS IVANAC & MRS KAY IVANAC 17 MR JAMES CHAU 18 MR NEIL BURTON & MRS DEBORAH FAYE BURTON 18 MR LINDSAY REED & MRS JENNIE REED 19 MRS ELEANOR JEAN REEVES 20 S3 CONSORTIUM HOLDINGS PTY LTD Total Total issued capital - selected security class(es) 9,021,507 9,000,000 7,000,000 6,819,000 5,957,381 5,012,500 5,000,000 5,000,000 4,951,154 4,895,000 1.17% 1.17% 0.91% 0.89% 0.77% 0.65% 0.65% 0.65% 0.64% 0.64% 319,299,738 41.46% 770,180,625 100.00% 8. Listed Options There are a total of 66,562,500 listed options, exercisable at $0.15, expiring on 30 April 2023. 75 | P a g e Shareholder Information 9. Top 20 Option holders of listed Options The top 20 largest option holders together held 68.96% of the securities in this class and are listed below: Minbos Resources Limited – Financial Report 31 December 2022 Rank Holder Name 1 2 3 4 5 6 HEDGEHOG MANAGEMENT PTY LTD SUNSET CAPITAL MANAGEMENT PTY LTD VURE MEDICAL SERVICES PTY LTD MR CALLUM PETER SMITH CELTIC CAPITAL PTY LTD MRS MARIA KYPRIANOU & MR CHARLIE KYPRIANOU MR MAURICE EDWARD TURNER & MRS MARGARET DAWN TURNER S3 CONSORTIUM HOLDINGS PTY LTD MR NEIL WELSH 7 8 9 10 MR MARK WILLIAM WILLIAMS & MRS KATRINA ANN WILLIAMS 11 MR MARK WILLIAM WILLIAMS & MRS KATRINA ANN WILLIAMS 12 CHANDRA DE BOER PTY LTD 13 MRS MARIA KYPRIANOU & MR CHARLIE KYPRIANOU HEDGEHOG MANAGEMENT PTY LTD 14 WILGUS INVESTMENTS PTY LTD 15 16 MR SIMON FINTAN O'KEEFFE & MRS BELINDA JANE FRANKHAM 17 MRS VIRGINIA LEA LONSDALE 18 BILL JONES SUPER PTY LTD 19 MR IAN SPANSWICK 20 MR PAUL ADRIAN VOLICH Total Total issued capital - selected security class(es) Securities 8,037,113 8,000,000 6,500,000 4,000,000 1,937,921 1,660,750 1,650,000 1,562,500 1,542,535 1,395,753 1,375,000 1,296,038 1,226,501 % of Issued 12.07% 12.02% 9.77% 6.01% 2.91% 2.50% 2.48% 2.35% 2.32% 2.10% 2.07% 1.95% 1.84% 1.69% 1,125,000 1.56% 1,035,076 1.22% 809,075 1.12% 745,875 1.05% 700,000 0.98% 651,577 0.98% 650,000 45,900,714 68.96% 66,562,500 100.00% 10. Interest in Mining Licence The Company is an exploration entity, below is a list of its interest in licences, where the licences are situated and the percentage of interest held. Licence Number Type Interest Location 314/03/03/T.E/ANG - MIREMPET/2021 Mining License 100% Angola 76 | P a g e Suite 5, 254 Rokeby Road Subiaco WA 6008 minbos.com ASX:MNB

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