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Minbos Resources Limited

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FY2022 Annual Report · Minbos Resources Limited
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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. 

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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. 

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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. 

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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.  

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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.  

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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  

 
 
  
  
 
 
 
 
 
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Subiaco WA 6008

minbos.com 
ASX:MNB