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ANNUAL REPORT
for the financial year ended to 30 June 2022
Page
Corporate Directory ................................................................................................................................................................................................................................................................................................ 1
Chairman’s Letter ..................................................................................................................................................................................................................................................................................................... 2
Directors’ Report....................................................................................................................................................................................................................................................................................................... 3
Independence Declaration to the Directors of Miramar Resources Limited ......................................................................................................................................................................... 19
Directors’ Declaration.......................................................................................................................................................................................................................................................................................... 20
Independent Auditor’s Report to the Members of Miramar Resources Limited ................................................................................................................................................................ 21
Consolidated Statement of Profit or Loss and Other Comprehensive Income ................................................................................................................................................................... 24
Consolidated Statement of Financial Position ....................................................................................................................................................................................................................................... 25
Consolidated Statement of Changes in Equity ..................................................................................................................................................................................................................................... 26
Consolidated Statement of Cash Flows .................................................................................................................................................................................................................................................... 27
Notes to the Consolidated Financial Statements ................................................................................................................................................................................................................................. 28
CORPORATE DIRECTORY
Board of Directors
Executive Chairman
Technical Director
Non-Executive Director
Mr Allan Kelly
Ms Marion Bush
Mr Terry Gadenne
Principal Office
Unit 1, 22 Hardy Street,
South Perth, Western Australia 6151
Registered Office
Unit 1, 22 Hardy Street,
South Perth, Western Australia 6151
Postal Address
PO Box 810,
South Perth, Western Australia 6951
Contact Details
+61 8 6166 6302 (Telephone)
info@miramarresources.com.au (Email)
www.miramarresources.com.au (Website)
ABN 34 635 359 965
1 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
Company Secretary
Company Secretary
Mrs Mindy Ku
Auditors
RSM Australia Partners
Level 32, Exchange Tower
2 The Esplanade
Perth, Western Australia, 6000
Share Registry
Automic
Level 5/191 St George’s Terrace
Perth, Western Australia, 6000
1300 288 664 (Telephone)
www.automicgroup.com.au (Website)
Lawyers
Steinepreis Paganin
Level 4, The Read Buildings
16 Milligan Street, Perth, Western Australia, 6000
DIRECTORS’ REPORT
CHAIRMAN’S LETTER
Dear Shareholder,
On behalf of Miramar Resources Limited (“Miramar” or “the Company”), I am pleased to present the Annual Report for the period ending 30 June
2022.
The last 12 months have been extremely busy for the Company, with multiple drill programmes completed at the Gidji JV and Glandore Projects
and additional exploration activities completed across other projects in the Eastern Goldfields, Murchison, and Gascoyne regions.
Following on from the initial high-grade drilling results at the Gidji JV, further programmes of systematic aircore drilling have now outlined at least
four large aircore gold footprints, at the Marylebone, Blackfriars, Piccadilly, and Highway targets, each of which has the potential to host significant
bedrock gold mineralisation.
RC drilling now aims to identify the bedrock source of these footprints, and the Company is confident that, given its geographical location just
15km north of Kalgoorlie, and the significant amount of aircore gold anomalism outlined to date, the Project will host significant gold mineralisation.
The first drilling campaigns completed at the 100%-owned Glandore Project, 40km east of Kalgoorlie, also outlined significant aircore gold
anomalism under Lake Yindarlgooda and the Company recently announced that the first diamond hole at the “Glandore East” target intersected
high-grade and visible gold at the contact between a mafic complex and a later granite intrusion. The local geology and structure looks very similar
to the 0.5Moz Majestic deposit immediately south of the Glandore Project.
Away from the two key Goldfields projects, the Company has also been active in the Ashburton and Gascoyne regions, where two phases of
surface geochemical sampling at the Whaleshark project, 40km east of Onslow, outlined large Cu-Au-A-U-REE anomalies suggestive of buried
IOCG mineralisation beneath the Carnarvon Basin.
The Company recently completed some shallow aircore drilling over the main anomaly at Whaleshark to search for geochemical anomalism at
the interface between the overlying sediments and the Proterozoic basement rocks and looks forward to reporting these results.
At Miramar’s Bangemall Ni-Cu-PGE Project, located in the Gascoyne region, the Company expanded its strategic land position and completed an
EM survey at the “Mt Vernon” prospect. The EM survey outlined multiple late-time EM anomalies which could be related to Ni-Cu-PGE
mineralisation related to Proterozoic dolerite dykes and sills. Further geochemical sampling is planned to assist with target generation.
Miramar strengthened its financial position during the year via a Placement raising $2.4 million (before costs). This has enabled the Company to
accelerate multiple drilling campaigns across the Gidji JV Project, while continuing ongoing exploration activities at Glandore and other projects.
I would like to take this opportunity to thank to my fellow Board members, the Company’s small but dedicated team of employees, contractors
and consultants, and the many shareholders who have expressed their confidence and belief in our projects and people.
Our Gidji JV and Glandore gold projects remain particularly exciting, and we look forward to building upon our exploration success in the coming
year. We will continue our strategy of systematic exploration across multiple projects to create shareholder value through discovery.
Allan Kelly
Executive Chairman
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 2
DIRECTORS’ REPORT
OPERATIONAL REVIEW
During the reporting period, Miramar continued to systematically explore its portfolio of projects within the Eastern Goldfields, Murchison and Gascoyne
regions of Western Australia.
The focus continued to be predominantly on the Gidji JV Project, where a number of drilling campaigns, and geochemical and geophysical surveys were
undertaken, however various other exploration programmes were also completed across the Glandore, Lang Well, Whaleshark and Bangemall Projects
EASTERN GOLDFIELDS PROJECTS
Miramar has three projects in the Eastern Goldfields with the potential for new gold discoveries within proximity to existing mining and/or processing
operations (Figure 1).
Figure 1. Eastern Goldfields Projects showing proximity to existing gold operations.
GIDJI JV PROJECT (Miramar 80%)
The Gidji JV Project is located approximately 15km north of Kalgoorlie and is located within a major regional structure, the “Boorara Shear Zone”, which hosts
gold mineralisation at Paddington, approximately 10km to the northwest, and Horizon Minerals’ “Boorara” gold operation to the southeast (Figure 2).
The project has been poorly explored despite its location in proximity to major gold deposits.
Soon after listing on the ASX in October 2020, Miramar conducted an initial aircore drilling campaign at Gidji which returned results up to 2m @ 7.69g/t Au
in quartz vein material from the newly recognised “Marylebone” target.
Throughout the reporting period, Miramar continued to systematically explore the Gidji JV Project resulting in the discovery of multiple large aircore gold
anomalies at the Marylebone, Blackfriars and Highway targets.
Significant aircore results from drilling of these targets during the reporting period included:
3 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
GIDJI JV PROJECT (Miramar 80%)(cont’d))
Marylebone
GJAC306 – 1m @ 6.92g/t Au (48-49m)
GJAC315 – 3m @ 2.61g/t Au (45-48m) including 1m
@ 6.16g/t Au
GJAC318 – 1m @ 3.54g/t Au (53-54m)
GJAC325 – 4m @ 1.11g/t Au (46-50m) including 1m
@ 3.55g/t Au
GJAC328 – 1m @ 5.15g/t Au (52-53m)
GJAC490 – 2m @ 5.28g/t Au (52-54m)
GJAC491 – 1m @ 8.55g/t Au (55-56m)
GJAC492 – 1m @ 11.00g/t Au (55-56m)
GJAC559 – 2m @ 4.61g/t Au (53-55m)
including 1m @ 7.76g/t Au
GJAC562 – 8m @ 1.63g/t Au (48-56m EOH)
GJAC645 – 2m @ 4.72g/t Au (56-58m)
GJAC646 – 5m @ 2.52g/t Au (56-60m)
including 1m @ 12.6g/t Au
GJAC649 – 7m @ 3.23g/t Au (57-64m)
including 3m @ 7.12g/t Au
Blackfriars
GJAC627 - 1m @ 11.80g/t Au (46-47m EOH)
Highway
GJAC717 – 5m @ 0.87g/t Au from 48m,
including 1m @ 1.87g/t Au
GJAC718 – 1m @ 2.9g/t Au from 52m
GJAC721 – 4m @ 2.95g/t Au from 48m,
including 3m @ 3.78g/t Au
GJAC725 – 8m @ 0.77g/t Au from 48m,
4m @ 1.13g/t Au
GJAC727 – 1m @ 2.53g/t Au from 51m
Several RC holes were also drilled at the Marylebone target,
including a “fence” designed to assist in interpretation of the
bedrock geology. The RC drilling confirmed the presence of
mafic intrusive units like those seen at the Paddington and
Panglo deposits, but no significant bedrock gold
mineralisation has been intersected to date.
DIRECTORS’ REPORT
Figure 2. Gidji JV Project showing location in relation to known deposits.
Figure 3. Gidji JV showing summary of all drilling to date.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 4
DIRECTORS’ REPORT
GLANDORE (Miramar 100%)
located within
The 100%-owned Glandore Project
is
the Eastern
Goldfields, approximately 40km east
of Kalgoorlie, Western Australia and
covers approximately 42 square km.
The project
consists of 10
Prospecting Licences and one
Exploration Licence, all of which are
granted.
The highest priority western part of
the project is underlain by a layered
mafic sill intruding into basalt and
sedimentary rocks. The sill comprises
varieties of dolerite and gabbro
analogous to the Golden Mile
Dolerite.
The local geology has been folded
into a north-plunging antiform with
the project located on the eastern
limb, southeast of the hinge zone
which has been intruded by a
granodiorite and felsic porphyry
dykes.
The prospective geology is overlain
by up to 50m of recent playa lake
sediments which thin towards the
west. Exploration has been mostly
limited to the western part of the
the Prospecting
project, within
Licences, and has been sporadic
since the late 1980’s.
Previous
including
exploration
aircore drilling outlined a significant
area of anomalous gold on the
eastern side of the late granite
pluton (Figure 4).
Limited diamond drilling returned
significant results including 6m @
29.8g/t Au, however most sections
have no systematic bedrock testing.
Mineralisation remains open at
depth.
The Company completed first pass
land and lake aircore drilling in
September 2021 with the majority of
the program testing the western
side of the granite pluton.
The program successfully outlined
coherent shallow supergene gold
anomalism over
five
kilometres of strike across multiple targets and extended the Glandore East footprint to the south by at least one kilometre (Figure 4).
almost
Figure 4. Glandore Project showing aircore anomalism and targets.
Multiple holes in the program returned and/or ended in results >0.25g/t Au.
At the end of the reporting period, the Company was finalising plans for a diamond drilling program at the high-grade Glandore East target. The program
will follow up on significant historical drill intersections and test extension of mineralization along strike. The Company is also planning follow-up aircore
drilling, both on the lake and on the “island” to the south and southwest of Glandore East.
5 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ REPORT
RANDALLS
The Randalls Project is located
immediately east of Silver Lake
Resources Limited’s Mt Belches
gold operations, approximately
70km east of Kalgoorlie (Figure 5).
The Project consists of a single
Exploration
(E25/596),
Licence
which was granted in September
2021, and covers the same folded
Banded Iron Formation that hosts
the gold mineralisation currently
being mined by Silver Lake.
A first pass aircore drilling program,
designed to test the obvious fold-
hinge targets, is planned for the
second half of 2022.
Figure 5. Randalls Project showing proximity to Silver Lake Resources’ gold operations.
DRILLING SUMMARY
The Company completed the following drilling during the year:
Project
Gidji
Glandore
Aircore
RC
Holes
373
190
Metres
21,147
5,889
Holes
20
–
Metres
3,083
–
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 6
DIRECTORS’ REPORT
GASCOYNE REGION PROJECTS
Miramar has two projects within the Proterozoic Capricorn Orogen (Figure 6):
Whaleshark
– folded BIF/granite
complex under
Carnarvon Basin
sediments
Bangemall
– multiple applications over
areas prospective for
Ni-Cu-PGE mineralisation
Figure 6. Location map for Miramar’s Gascoyne region projects.
WHALESHARK
The Whaleshark Project is located 40km east of Onslow, WA, and consists of a single Exploration Licence, E08/3166.
The Project is located within the north-western extension of the Proterozoic Capricorn Orogen and is characterised by a folded Banded Iron Formation (BIF)
intruded by a later granite and under approximately 100m of Carnarvon Basin sediments (Figure 7).
Previous exploration included limited diamond drilling which intersected anomalous gold within the folded BIF. The Project is prospective for Proterozoic
BIF-hosted Au and Iron Oxide Cu-Au mineralisation.
The Company completed two phases of soil
sampling in July and October 2021.
The first program was wide spaced (1000m x
500m) and identified several large multi-
element anomalies via Mobile Metal Ion
(MMI) analysis which appear like that seen
over the recently discovered Havieron Au-Cu
deposit.
The second infill program was conducted on
a tighter 250m x 250m grid and outlined two
large areas of coincident Cu-U-REE
anomalism on the eastern and north eastern
margin of the granite (Figure 7). This element
association is strongly suggestive of buried
IOCG mineralisation.
An infill gravity survey was completed
however unseasonal heavy rains delayed the
commencement of the Company’s first pass
aircore drilling program until August 2022.
The aircore drilling program will test for
geochemical anomalism at the interface
between the Proterozoic basement and
overlying Cretaceous sediments beneath the
two MMI anomalies.
Results of the aircore program will guide
follow-on deeper drilling programs.
Figure 7. Whaleshark Project showing MMI anomalies related to the granite intrusion.
7 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
BANGEMALL (NI-CU-PGE)
Figure 8. Regional geological setting for the Bangemall Project tenements.
Figure 9. Mt Vernon target showing preliminary VTEM survey data (B-Field Z Channel 49).
DIRECTORS’ REPORT
The Bangemall Projects cover a series of
major crustal-scale structures in the
Capricorn Orogen between the Yilgarn
and Pilbara cratons (Figure 8).
The area has been highlighted by both
the GSWA and Geoscience Australia as
having high prospectivity for Proterozoic
craton margin Ni-Cu-PGE mineralisation
like that seen in the Albany-Fraser
Province (e.g. Nova-Bollinger), the West
Musgraves (e.g. Nebo-Babel) and the
giant Voisey Bay and Norilsk deposits.
The Project consists of several Exploration
Licence applications that cover areas with:
proximity to major crustal-scale faults
- confirmed by seismic traverses
numerous Proterozoic-aged dolerite
dykes/sills with the same age as the
West Musgraves
regional-scale stream sediment Ni-
Cu-Pt-Pd anomalism from GSWA
sampling
regional-scale airborne EM
conductors
The area has seen substantial exploration
for Cu-Pb-Zn but minimal exploration for
Ni-Cu-PGE’s.
The Company completed an airborne EM
survey over the Mt Vernon target in early
2022. The survey was conducted at
significantly tighter line spacing of 400m
relative to the previously conducted 5km
spaced government TEMPEST EM survey
lines. The resulting survey data identified
multiple large late-time EM anomalies
that may indicate the presence of bedrock
Ni-Cu-PGE mineralisation associated with
dolerite sills (Figure 9). The anomalies
range in strike length from 500m to over
1.2km.
Future work on the Mt Vernon target will
include field checking of the anomalies,
along with surface geochemical sampling
and prospecting, with a view to
conducting ground EM surveys in order to
define potential drill targets.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 8
DIRECTORS’ REPORT
MURCHISON REGION PROJECTS
Miramar has two under-explored projects in the Murchison region:
Lang Well
Lakeside
LANG WELL
The Lang Well Project consists of a single Exploration Licence covering a large, remnant greenstone belt located between the Deflector, Golden Grove and
Rothsay gold operations (Figure 11).
Historical rock chip sampling returned results from 0.10g/t up to 16g/t Au whilst auger drilling in 2010 identified several large +5km long gold +/-pathfinder
anomalies which have not been drill tested.
A review of historic and government open file data during the period highlighted multiple pegmatite occurrences indicating the potential for Rare Earth
Element (REE) and/or Lithium mineralisation (Figure 10).
Significantly, there is no recorded analysis of REE’s or Lithium for any of the pegmatite occurrences or the auger sampling.
The historic auger sampling was followed up by a limited aircore program which intersected highly anomalous REE’s - including 4m @ 0.15% Total Rare Earth
Oxides (TREO) – in hole BADAC33 (Figure 10). Holes 50m either side also had anomalous REE’s.
The Company is planning a systematic rock chip sampling program to examine the REE and lithium potential of the various pegmatites.
The proposed aircore drilling program, designed to test the +5km gold +/- pathfinder auger anomalies, has been delayed pending results of the rock chip
sampling.
Figure 11. Lang Well Project location and regional geology.
Figure 10.
Lang Well Project showing pegmatites in relation to GSWA surface geology.
LAKESIDE
No work was completed as the Company waits for this tenement to be granted.
9 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ REPORT
CORPORATE REVIEW
CAPITAL STRUCTURE
The Company announced completion of a placement to sophisticated investors on 2 May 2022 raising approximately $2.4 million (before
costs)(Placement). The Placement was completed at $0.17 per share.
The Company also announced an Options Rights Issue Offer which, after the end of the Reporting Period, raised $279,881. The Options were
subsequently issued on 18 July 2022. The Directors reserve the right to place any Shortfall Options at their discretion within 3 months following
the Closing Date.
The Company had cash and investments on 30 June 2022 of approximately $3.4 million, not including proceeds from the Options Rights Issue
Offer.
CAPITAL STRUCTURE
Description
Fully paid ordinary shares
Listed Options exercisable at $0.25 each on or before 18 July 2024
Unlisted options exercisable at $0.20 each on or before 22 October 2022
Unlisted options exercisable at $0.48 each on or before 6 January 2023
Unlisted options exercisable at $0.25 eachon or before 9 October 2023
Unlisted Options exercisable at $0.25 each on or before 6 March 2024
Unlisted options exercisable at $0.20 eachon or before 26 June 2025
Unlisted Options exercisable at $0.27 each on or before 3 November 2025
MARKETING
During the year, the Company attended and/or presented at a number of events including:
AMEC Investor Briefing;
RIU Explorers Conference;
121 Mining Investment APAC Online;
RIU Sydney Resources Roundup;
Steack Sandwich Showdown (during Diggers & Dealers); and
Resources Roadhouse Investment Afternoon.
Numbers
70,681,743
38,693,334
8,210,000
50,000
6,000,000
375,000
3,000,000
1,500,000
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 10
DIRECTORS’ REPORT
BOARD OF DIRECTORS
The names and particulars of the Directors of the Company during the financial year and until the date of the report are:
Mr Allan Kelly, Executive Chairman (Appointed 6 August 2019)
Ms Marion Bush, Technical Director (Appointed 3 March 2020)
Mr Kelly is a geologist and manager with over
25 years’ experience in mineral exploration,
development and production throughout
Australia and the Americas.
Mr Kelly graduated in 1994 with a Bachelor of
Science (with honours) in Applied Geology
from Curtin University. He has been involved
in targeting early stage exploration of gold,
nickel and copper deposits in Australia,
Alaska and Canada and has previously held
senior exploration positions within Western
Mining Corporation and Avoca Resources
Limited. He has also served as an Executive Director of Riversgold Ltd and a
non-executive director of Alloy Resources Ltd.
In 2009, Mr Kelly founded Doray Minerals Limited, which listed on the ASX
in early 2010. Under Mr Kelly’s management, Doray discovered the high-
grade Wilber Lode gold deposit within the Andy Well Project in the
Murchison Region of Western Australia, which moved from discovery to
production within three and a half years, and subsequently funded,
constructed and commissioned the Deflector Gold-Copper Project within
14 months of completing the takeover of Mutiny Gold Limited in 2014.
In 2014, Mr Kelly was awarded the Association of Mining and Exploration
Companies (AMEC) ‘Prospector Award’, along with Doray’s co-founder Mr
Heath Hellewell, for the discovery of the Wilber Lode and Andy Well gold
deposits.
Mr Kelly is a Fellow and Former Councillor of the Association of Applied
Geochemistry (AAG), a Member of the Australian Institute of Geoscientists
(AIG) and a Member of the of the Institute of Brewing and Distilling (IBD).
Mr Kelly is responsible for the day-to-day management of the Company
and is the Chairman of the Board.
During the past 3 years Mr Kelly has also served as a director of the following
other listed companies:
Alloy Resources limited (10 February 2017 – 1 May 2019)
Riversgold Limited (24 February 2017 – 26 March 2019)
COMPANY SECRETARY
Mrs Mindy Ku (Appointed 26 June 2020)
Ms Bush is a geologist with over 25 years’
in
experience
senior management,
directorship,
commercial management,
analyst and marketing roles within the UK,
Australia, Africa, and South America. She was
the former CEO of TSX-V listed Cassidy Gold
Corp and a former Mining Analyst.
She holds a Bachelor of Science (Geology)
from Curtin University, a Master of Science
(Mineral Project Appraisal)
the
University of London (Imperial College), and
is Member of the Australian Institute of
Geoscientists (AIG).
from
During the past 3 years Ms Bush did not serve as a director on other listed
companies.
Mr Terry Gadenne, Non-Executive Director (Appointed 3 March 2020)
Mr Gadenne has over 30 years’ experience in
the military and civilian aviation, agriculture
and mining management roles. He was the
Chief Pilot of Mackay Helicopters Pty Ltd and
Managing Director of Mining Logic Pty Ltd
located in Queensland. He has also held
various board positions in not-for-profit
organisations.
He holds a Bachelor of Aviation Studies
the University of
(Management)
from
the
Western Sydney, has completed
Company Directors Course with AICD and
was a former army and navy pilot.
During the past 3 years Mr Gadenne did not serve as a director on other
listed companies.
Mrs Ku has over 15 years’ international experience in financial analysis, financial reporting, management accounting, compliance
reporting, board reporting, company secretarial services and office management across multiple jurisdictions (Australia, Malaysia,
UK, Sweden and Norway) including ASX listed public and private companies.
She holds a Bachelor of Science in Computing from the University of Greenwich, United Kingdom, is a Member of Certified
Practising Accountant Australia and a Fellow Member of the Governance Institute of Australia.
DIRECTORS’ RELEVANT INTEREST IN SHARES AND OPTIONS
At the date of this report the following table sets out the current Directors’ relevant interests in shares and options of Miramar Resources Limited and the
changes since 30 June 2022.
Director
Allan Kelly
Marion Bush
Terry Gadenne
Ordinary Shares
Options over Ordinary Shares
Current
Holding
7,001,411
435,000
200,000
Net Increase/
(decrease)
–
–
–
Current
Holding
6,147,765
2,077,500
1,800,000
Net Increase/
(decrease)
3,647,765
217,500
100,000
11 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
The remuneration report is set out under the following main headings:
A.
B.
C.
D.
E.
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share–based compensation
Additional information
The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.
A.
Principles used to determine the nature and amount of remuneration
The whole Board forms the Remuneration Committee. The remuneration policy has been designed to align director and executive objectives with shareholder
and business objectives by providing a fixed remuneration component with the flexibility to offer specific long term incentives based on key performance
areas affecting the Group’s financial results. The Board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the
best directors and executives to manage the Group.
The Board’s policy for determining the nature and amount of remuneration for Board members and senior executives is as follows:
The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was developed by the Board. All
executives receive a base salary (which is based on factors such as length of service and experience) and superannuation. The Board reviews executive
packages annually and determines policy recommendations by reference to executive performance and comparable information from industry sectors
and other listed companies in similar industries.
The Board may exercise discretion in relation to approving incentives, bonuses and options. The policy is designed to attract and retain the highest
calibre of executives and reward them for performance that results in long term growth in shareholder wealth.
The Executive Director and executives receive a superannuation guarantee contribution required by the government where applicable, which is
currently 10% (30 June 2021: 9.5%) of base salary and do not receive any other retirement benefits.
All remuneration paid to directors and executives is valued at the cost to the Group and expensed. Options are valued using an appropriate valuation
methodology where relevant.
The Board policy is to remunerate non–executive directors at market rates for comparable companies for time, commitment and responsibilities. The
Board determines payments to the non–executive directors and reviews the remuneration annually, based on market practice, duties and
accountability. Independent external advice is sought when required. An independent external advice was sought during the year which shows that
the non-executive director was paid under the average fee. The non-executive director’s fee increased from 1 July 2022 to $30,000. The maximum
aggregate amount of fees that can be paid to Non–Executive Directors is subject to approval by shareholders at the Annual General Meeting. The
approved maximum aggregate amount that may be paid to Non-Executive Directors as remuneration for each financial year is set at $500,000 which
may be divided among the Non-Executive Directors in the manner determined by the Board and Company from time to time. Fees for Non–Executive
Directors are not linked to the performance of the Company.
The 2021 remuneration report was approved at the last Annual General Meeting held on 4 November 2021.
Use of remuneration consultants
During the financial year ended 30 June 2022, the Board as a whole, engaged The Reward Practice, remuneration consultants, to review its existing directors’
remuneration benchmarked against its peers, and provide recommendations on how to improve both the STI and LTI programs. This has resulted in an
increase to the Directors’ salaries and fees by 5% which corresponded with the Annual Wage Review recommended by the Fair Work Commission and share-
based payments remuneration in the form of Performance Rights (STI) being implemented. The Reward Practice was paid $14,850 for these services.
The remuneration policy has been tailored to increase the direct positive relationship between shareholders investment objectives and directors and executive
performance. The Company facilitates this through the issue of options from time to time to the directors and executives to encourage the alignment of
personal and shareholder interests. The Company believes this policy will be effective in increasing shareholder wealth. The Company currently has no
performance based remuneration component built into director and executive remuneration packages.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 12
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (cont’d)
The Board does not consider earnings during the current and previous financial years when determining, and in relation to, the nature and amount of
directors’ remuneration. Refer below for a summary of the Group’s earnings and the Company’s market performance for the past 3 years.
Additional Information
The earnings of the Group for three years to 30 June 2022 as below:
Loss after income tax ($)
EBITDA ($)
EBIT ($)
Loss per share ($)
The factors that are considered to affect total shareholders return as below:
Total dividends declared (cents per share)
Share price ($)
Market capitalisation (Undiluted) ($)
B.
Details of remuneration
2022
2021
2020
(1,375,236)
(1,019,910)
(1,237,623)
(965,409)
(1,374,371)
(1,018,272)
(2.37)
(2.39)
–
0.09
–
0.18
6,078,630
9,910,818
(189,516)
(189,516)
(186,516)
(192.28)
–
–
–
Details of remuneration of the Directors and key management personnel (as defined in AASB 124 Related Party Disclosures) of Miramar are set out in the
table below.
The key management personnel of Miramar and the Group are listed on pages 11.
Given the size and nature of operations of Miramar, there are no other employees who are required to have their remuneration disclosed in accordance with
the Corporations Act 2001.
Short Term
Post-employment
Equity
Salary
& fees
Other
benefits(i)
D&O(ii)
insurance
Superan-
nuation
Other
benefits Options(iii)
Long term
benefits
Other
benefits
$
$
$
$
$
$
$
$
Value
options as
proportion of
remuneration
%
Total
$
2022
Directors
A Kelly
M Bush
268,654
23,568
151,621
1,363
T Gadenne
24,000
–
7,573
7,573
7,573
28,253
15,223
2,400
Total
2021
Directors
A Kelly
M Bush
T Gadenne
Total
444,275
24,931
22,719
45,876
191,465
16,513
86,971
16,786
6,091
–
7,050
3,903
3,903
18,304
8,308
1,595
295,222
22,604
14,856
28,207
–
–
–
–
–
–
–
–
31,234
31,234
31,234
93,702
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
359,282
207,014
65,207
631,503
233,332
105,273
22,284
360,889
8.7%
15.1%
47.9%
14.8%
0.0%
0.0%
0.0%
0.0%
Short Term Other benefits include car allowance and annual leave accrued during the year.
(i)
(ii) For accounting purposes Directors & Officers Indemnity Insurance is required to be recorded as remuneration. No director receives any cash benefits, simply the benefit of the
insurance coverage for the financial year.
(iii) The amounts included are under Miramar’s Employee Share Option Plan (ESOP) and are non-cash items that are subject to vesting conditions. Refer to Section D for more
information.
13 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (cont’d)
C.
Service agreements
Executive Directors
A Kelly
Mr Allan Kelly was appointed a Director on 6 August 2019. He entered
into an Executive Services Agreement as Executive Chairman of the
Company on 21 August 2020, rendering a salary of $275,000 per
annum plus superannuation which commenced on 22 October 2020
upon the Company’s admission to the official list of the ASX. The
remuneration package includes statutory superannuation entitlements
and provision of leave in accordance to the National Employment
Standards. Mr Kelly’s salary was reviewed in accordance with the policy
of the Company for the annual review of salaries with a 5% increment
starting 1 July 2022. The Company may at any time during the term of
appointment pay Mr Kelly a performance-based bonus over and
above his salary. In determining the extent of any performance-based
bonus, the Company shall take into consideration the key performance
indicators of Mr Kelly and the Company, as the Company may set from
time to time, and any other matter that it deems appropriate.
M Bush
Ms Marion Bush was appointed a Director on 3 March 2020. She
entered into a Consultancy Services Agreement as a Technical Director
of the Company on 21 August 2020, rendering a fee of $120,000 per
annum (excluding GST) for a 3 day per week which commenced on
22 October 2020. Ms Bush’s fees was reviewed annually in accordance
with the policy of the Company for the annual review of salaries or fees
with a 5% increment starting 1 July 2022. Ms Bush entered into an
Executive Services Agreement on the same terms as a Consultancy
Services Agreement in July 2022. The Company may pay Ms Bush a
performance-based bonus over and above the consultancy fee in cash
or non-cash form at any time during the engagement term subject to
obtaining any applicable regulatory approvals. In determining the
extent of any performance-based bonus, the Company shall take into
consideration the key performance indicators Ms Bush and the
Company, as the Company may set from time to time, and any other
matter that it deems appropriate.
Remuneration and other terms of employment for the executive are formalised in an employment agreement. The executives are employed on a rolling basis
with no specified fixed terms.
Major provisions of the agreements relating to the executives are set out below.
Name
Engagement
By MIRAMAR
By Director
Executive Chairman
| Allan Kelly
Executive Chairman
Technical Director
| Marion Bush
Technical Director
6 months
3 months
6 months
3 months
Termination Notice Period
Termination
payments*
6 months
3 months
*
Termination payments (other than for gross misconduct) are calculated on current remuneration at date of termination and are inclusive of the notice period.
Non-Executive Director
Mr Terry Gadenne was appointed a Director on 3 March 2020. Mr Gadenne’s appointment as a Non-Executive Director commenced on 22 October 2020.
Mr Gadenne is entitled to a base fee of $26,400 per annum (excluding GST) including superannuation entitlements. Mr Gadenne’s fees was reviewed annually
in accordance with the policy of the Company for the annual review of fees to $30,000 starting 1 July 2022.
Major provisions of the agreements relating to the Non-Executive Director are set out below.
Name
Non-Executive Director
Terry Gadenne
Termination Notice Period
By MIRAMAR
By Director
Termination
payments
Immediately
Immediately
N/A
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 14
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (cont’d)
D.
Share–based compensation
If approved by shareholders, options are issued to directors and executives as part of their remuneration. The options are not based on performance criteria,
but are issued to align the interests of directors, executives, and shareholders. A total of 1,500,000 options were issued to the executive and non-executive
directors during the year. As at 30 June 2022, 6,060,000 options (2021: 4,560,000) were held by executive and non-executive directors.
Options
issued
during the
year
No of
options
No.
No.
Issue date
Fair
value per
options at
issue date
Vesting
date
Vested
during the
year
Expired/
Exercised
during the
year
Exercise
price Expiry date
No.
No.
500,000
500,000
5 Nov 21
$0.096
4 Nov 22
$0.27
03 Nov 25
–
–
1,000,000
26 Jun 20
$0.026
26 Jun 20
$0.20
26 Jun 25
1,000,000
26 Jun 20
–
26 Jun 20
$0.20
22 Oct 22
500,000
500,000
5 Nov 21
$0.096
4 Nov 22
$0.27
03 Nov 25
–
–
1,000,000
26 Jun 20
$0.026
26 Jun 20
$0.20
26 Jun 25
360,000
26 Jun 20
–
26 Jun 20
$0.20
22 Oct 22
500,000
500,000
5 Nov 21
$0.096
4 Nov 22
$0.27
03 Nov 25
–
–
1,000,000
26 Jun 20
$0.026
26 Jun 20
$0.20
26 Jun 25
200,000
26 Jun 20
–
26 Jun 20
$0.20
22 Oct 22
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Directors
A Kelly
M Bush
T Gadenne
Financial
year
2022
2020
2020
2022
2020
2020
2022
2020
2020
Values of options over ordinary shares granted, exercised and lapsed for directors as part of compensation during the year ended 30 June 2022 are set out
below:
Name
Allan Kelly
Marion Bush
Terry Gadenne
Value of options
granted during the
year
$
Value of options
exercised during
the year
$
Value of options
lapsed during the
year
$
Remuneration
consisting of
options for the year
%
47,901
47,901
47,901
–
–
–
–
–
–
8.7%
15.1%
47.9%
E.
Additional information
Performance income as a proportion of total compensation
No performance-based bonuses have been paid to directors or executives during the financial year.
Key management personnel (KMP) equity holdings
Fully paid ordinary shares of Miramar Resources Limited
Granted as
remuneration
No.
Received on
exercise of options Net other change
No.
No.
–
–
–
–
–
–
–
–
294,118
75,000
–
369,118
7,636,411
Balance at
30 June
No.
7,001,411
435,000
200,000
Key management personnel 2022
Allan Kelly
Marion Bush
Terry Gadenne
Total
Balance at
1 July
No.
6,707,293
360,000
200,000
7,267,293
15 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (cont’d)
E.
Additional information (cont’d)
Options of Miramar Resources Limited
Key management personnel 2022
Allan Kelly
Marion Bush
Terry Gadenne
Total
Balance at
July
No.
Granted as
remuneration
No.
Options
exercised
No.
Net other
change
No.
Balance at
30 June
No.
Exercisable
No.
Not
exercisable
No.
2,000,000
1,360,000
1,200,000
500,000
500,000
500,000
4,560,000
1,500,000
–
–
–
–
–
–
–
–
2,500,000
2,000,000
1,860,000
1,360,000
1,700,000
1,200,000
500,000
500,000
500,000
6,060,000
4,560,000
1,500,000
Vested at 30 June
The options include those held directly, indirectly and beneficially by KMP.
Loans to KMP and their related parties
There were no loans to KMP and their related parties during the year.
Other transactions and balances with KMP and their related parties
There were no transactions from KMP and their related parties during the year.
End of Remuneration Report
DIRECTORS MEETINGS
The following tables set information in relation to Board meetings held during the financial year.
Board Member
Held while Director
Attended
Board Meetings
A Kelly
M Bush
T Gadenne
6
6
6
6
6
6
Circular resolutions
passed
9
9
9
Total
15
15
15
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 16
DIRECTORS’ REPORT
PRINCIPAL ACTIVITIES
The principal activities of the Group during the year were the exploration and evaluation of mining tenements with the objectives of identifying economic
mineral deposits.
FINANCIAL REVIEW
The Group began the financial year with cash reserves of $5,055,388.
During the year the exploration expenditure expensed by the Group amounted to $133,607 (2021: to $114,132). This exploration expenditures relate to non-
granted tenements, and this has been expensed in accordance with the Group’s accounting policy. In addition, exploration expenditure relating to granted
tenements amounted to $2,732,163 (2021: $3,038,658) was capitalised in accordance with the Group’s accounting policy. Impairment assessment is carried
out at each reporting date by evaluating the conditions specific to the Group and the assets that may lead to impairment. No impairment was made during
the year. The administrative expenditure incurred amounted to $1,229,409 (2021: $824,381). Operating loss after income tax for the year ended 30 June 2022
amounted to $1,375,236 (2021: $1,019,910 loss).
As at 30 June 2022 cash and cash equivalents totalled $3,335,733.
Summary of 3 Year Financial Information as at 30 June
Cash and cash equivalents ($)
Net assets/equity ($)
Exploration expenditure expensed ($)
Exploration and evaluation expenditure capitalised ($)
No of issued shares
No of options
Share price ($)
Market capitalisation (Undiluted) ($)
Summary of Share Price Movement to the date of this report
Highest
Lowest
Latest
Share Price ($)
Date
$0.235
$0.075
$0.105
13 December 2021
20 June 2022
20 September 2022
2022
3,335,733
8,969,324
(133,607)
2,732,163
70,681,743
19,210,000
0.086
6,078,630
2021
5,055,388
7,812,145
(114,132)
3,038,658
55,060,100
17,260,000
0.180
9,910,818
2020
327,771
299,424
(64,758)
–
9,010,100
11,010,000
–
–
CORPORATE GOVERNANCE STATEMENT
The Company is committed to high standards of corporate governance designed to enable the Company to meet its performance objectives and better
manage its risks.
The Company has adopted a comprehensive governance framework in the form of a formal corporate governance charter together with associated policies,
protocols and related instruments (together Charter).
The Company’s Charter is based on a template which has been professionally verified to be complementary to and in alignment with the ASX Corporate
Governance Council Principles and Recommendations 4th Edition 2019 (ASX CGCPR) in all material respects. The Charter also substantially addresses the
suggestions of good corporate governance mentioned in the ‘Commentary’ sections of the ASX CGCPR.
The Board is responsible for the overall corporate governance of the Group. The Board has governance oversight of all matters relating to the strategic
direction, corporate governance, policies, practices, management and operations of the Group with the aim of delivering value to its Shareholders and
respecting the legitimate interest of its other valued stakeholders, including employees, suppliers and joint venture partners.
Under ASX Listing Rule 4.10.3, the Company is required to provide in its annual report details of where shareholders can obtain a copy of its corporate
governance statement, disclosing the extent to which the Company has followed the ASX Corporate Governance Council Principles and Recommendations
in the reporting period. The corporate governance statement is published on the Company’s website:
https://www.miramarresources.com.au/corporate/corporate-governance/
17 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ REPORT
Significant changes in state of affairs
Environmental regulation and performance
Other than those disclosed in this annual report no significant changes in
the state of affairs of the Group occurred during the financial year.
The Group is subject to significant environmental regulation in respect to
its exploration activities.
Significant events after the balance date
The following matter or circumstance has arisen since the end of the
financial year which significantly affected or may significantly affect the
operations of the Group, the results of those operations, or state of affairs
of the Group in future financial years:
(a)
(b)
(c)
on 18 July 2022, the Company issued 38,693,334 options
exercisable at $0.25 each expiring 11 July 2024 following the
completion of a rights issue. Funds received of $279,881 (before
costs) will be allocated to fund the accelerated exploration at the
Gidji Joint Venture Project, to undertake further exploration at the
projects located in the Eastern Goldfields, Murchison and Gascoyne
regions of Western Australia and to fund the working capital of the
Company;
on 18 July 2022, the Company cancelled 150,000 options
exercisable at $0.25 each on or before 6 March 2024 previously
issued to employees upon cessation of their employment;
on 19 July 2022, the Company announced that it was advised by
the Australian Taxation Office (ATO) that its JMEI application for the
2022/23 financial year was accepted and the Company was
allocated up to $925,000 which may be distributed to eligible
shareholders; and
(d)
on 29 July 2022, the Company issued 75,000 options exercisable at
$0.25 each on or before 6 March 2024 to an employee.
COVID-19
The COVID-19 pandemic continues to pose a global socio-political,
economic and health risk. The potential for the pandemic to have both
lasting and unforeseen impacts is high. At this point in time the Group is
experiencing minor delays in project timelines as a result of the pandemic.
These delays are not expected to be significant. As a Group, we adhere to
the changes in government policies and changed the way we work to
protect the wellbeing of our people and ensure business continuity. We
continue to maintain a state of response readiness commensurate with the
risks and in accordance with Government recommendations and health
advice.
Likely developments and expected results
The Group aims to ensure the appropriate standard of environmental care
is achieved, and in doing so, that is aware of and is in compliance with all
environmental legislation. The Directors of the Group are not aware of any
breach of environmental legislation for the year under review.
Share options
As at the date of this report, there were 57,828,334 options on issue to
purchase ordinary shares at a range of exercise prices (19,210,000 at
30 June 2022).
Option holders do not have any right, by virtue of the option, to participate
in any share issue of the Company or any related body corporate.
Insurance of directors and officers
During or since the end of the financial year, the Company has paid
premiums insuring all the Directors of Miramar Resources Limited against
costs incurred in defending conduct involving:
(a)
(b)
a wilful breach of duty, and
a contravention of sections 182 or 183 of the Corporations Act
2001,
as permitted by section 199B of the Corporations Act 2001.
The total amount of insurance contract premiums paid was $22,719.
Indemnification of auditors
To the extent permitted by law, the Company has agreed to indemnify its
auditors, RSM Australia Partners, as part of the terms of its audit
engagement agreement against claims by third parties arising from the
audit (for an unspecified amount). No payment has been made to
indemnify RSM during or since the financial year.
Dividends
No dividends were paid or declared during the financial year and no
recommendation for payment of dividends has been made.
Non–audit services
During the year the associate of RSM Australia Partners, RSM Australia Pty
Ltd performed non-audit services to the Group. Refer to note 9 for further
information.
The Group expects to maintain the present status and level of operations
and hence there are no likely developments in the Group’s operations.
Auditor’s independence declaration
The auditor’s independence declaration as required under section 307C of
the Corporations Act 2001 is included on page 19.
Signed in accordance with a resolution of the Directors made pursuant to
s.298(2) of the Corporations Act 2001.
On behalf of the Directors
Allan Kelly
Executive Chairman
Perth, Western Australia this 21st of September 2022
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 18
INDEPENDENCE DECLARATION TO THE DIRECTORS OF
MIRAMAR RESOURCES LIMITED
19 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
DIRECTORS’ DECLARATION
The Directors declare that:
(a)
(b)
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;
in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance
with Australian Accounting Standards and International Financial Reporting Standards as disclosed in note 2 to the financial report and giving a true
and fair view of the financial position and performance of the Group for the financial year ended 30 June 2022; and
(c)
the Directors have been given the declarations required by section 295A of the Corporations Act 2001 for the financial year ended 30 June 2022.
Signed in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations Act 2001.
On behalf of the Directors
Allan Kelly
Executive Chairman
Perth, Western Australia this 21st of September 2022
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 20
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
MIRAMAR RESOURCES LIMITED
21 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
MIRAMAR RESOURCES LIMITED
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 22
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
MIRAMAR RESOURCES LIMITED
23 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
for the financial year ended 30 June 2022
Continuing operations
Income
Other income
Employee expenses
Depreciation expense
Consultants expenses
Interest expense
Occupancy expenses
Marketing expenses
Exploration and evaluation expenses
Write off exploration and evaluation expenses
Fair value changes in financial assets designated at fair value through P&L
Other expenses
Loss from continuing operations before income tax
Income tax expense
Loss attributable to members of the parent entity
Other comprehensive income for the year
Total comprehensive loss for the year
Net loss attributable to the parent entity
Total comprehensive loss attributable to the parent entity
Loss per share:
Basic (cents per share)
Diluted (cents per share)
The accompanying notes form part of the financial statements.
Note
5(a)
5(b)
5(c)
5(d)
5(e)
14
6
2022
$
8,261
10,027
(495,930)
(58,423)
(216,965)
(865)
(80,772)
(176,071)
(133,607)
–
(30,508)
(200,383)
2021
$
150,000
1,716
(139,628)
(30,647)
(331,047)
(1,638)
(26,926)
(82,790)
(114,132)
(219,554)
(13,559)
(211,705)
(1,375,236)
(1,019,910)
–
–
(1,375,236)
(1,019,910)
–
–
(1,375,236)
(1,019,910)
(1,375,236)
(1,375,236)
(1,019,910)
(1,019,910)
21
21
(2.37)
(2.37)
(2.39)
(2.39)
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 24
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 30 June 2022
Current assets
Cash and cash equivalents
Trade and other receivables
Other financial assets at fair value through profit and loss
Total current assets
Non–current assets
Other receivables
Plant and equipment
Right-of-use asset
Capitalised exploration and evaluation expenditure
Total non–current assets
TOTAL ASSETS
Current liabilities
Trade and other payables
Provisions
Lease liability
Total current liabilities
Non-current liabilities
Lease liability
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
The accompanying notes form part of the financial statements.
Note
27(a)
10
11
12
13
17
14
15
16
17
17
18
19
20
2022
$
2021
$
3,335,733
5,055,388
93,257
55,933
71,313
86,441
3,484,923
5,213,142
56,230
117,647
81,805
5,770,821
6,026,503
9,511,426
409,831
50,025
82,246
542,102
–
–
542,102
8,969,324
10,700,692
853,294
(2,584,662)
8,969,324
56,000
149,129
62,518
3,038,658
3,306,305
8,519,447
376,704
266,957
51,473
695,134
12,168
12,168
707,302
7,812,145
8,268,845
752,726
(1,209,426)
7,812,145
25 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the financial year ended 30 June 2022
For the year ended
30 June 2022
Balance as at 1 July 2021
Total comprehensive income
Loss for the year
Other comprehensive loss for the year
Total comprehensive loss for the year
Transactions with owners
recorded direct to equity
Issue of shares
Share based payments
Share issue costs
Total transactions with owners
Balance as at 30 June 2022
For the year ended
30 June 2021
Balance as at 1 July 2020
Total comprehensive income
Loss for the year
Other comprehensive loss for the year
Total comprehensive loss for the year
Transactions with owners
recorded direct to equity
Issue of shares
Share based payments
Share issue costs
Total transactions with owners
Balance as at 30 June 2021
Issued
Capital
$
8,268,845
–
–
–
2,686,929
–
(255,082)
2,431,847
10,700,692
Attributable to equity holders
Reserves
$
752,726
–
–
–
–
100,568
–
100,568
853,294
Accumulated
Losses
$
Total
Equity
$
(1,209,426)
7,812,145
(1,375,236)
(1,375,236)
–
–
(1,375,236)
(1,375,236)
–
–
–
–
(2,584,662)
2,686,929
100,568
(255,082)
2,532,415
8,969,324
409,461
79,479
(189,516)
299,424
–
–
–
9,180,000
–
(1,320,616)
7,859,384
8,268,845
–
–
–
–
673,247
–
673,247
752,726
(1,019,910)
(1,019,910)
–
–
(1,019,910)
(1,019,910)
–
–
–
–
(1,209,426)
9,180,000
673,247
(1,320,616)
8,532,631
7,812,145
The accompanying notes form part of the financial statements.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 26
CONSOLIDATED STATEMENT OF CASH FLOWS
for the financial year ended 30 June 2022
Cash flows from operating activities
Payments for exploration and evaluation (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
Interest received
Note
2022
$
(161,230)
(895,407)
10,212
Net cash used in operating activities
27(b)
(1,046,425)
Cash flows from investing activities
Payment for acquisition of tenements
Payments for exploration and evaluation
Payment for plant and equipment
Proceeds from sale of tenements
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issues of equity securities
Payment for share issue costs
Repayment of lease liabilities
Net cash received in financing activities
2021
$
21,606
(680,722)
1,488
(657,628)
(291,970)
(1,530,142)
(179,776)
50,000
(50,000)
(2,704,514)
(26,940)
–
(2,781,454)
(1,951,888)
2,443,179
(255,083)
(79,872)
2,108,224
8,010,000
(650,135)
(22,732)
7,337,133
Net (decrease) / increase in cash and cash equivalents
(1,719,655)
4,727,617
Cash and cash equivalents at the beginning of the financial year
Cash and cash equivalents at the end of the financial year
27(a)
5,055,388
3,335,733
327,771
5,055,388
The accompanying notes form part of the financial statements.
27 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
1. General Information
Miramar Resources Limited (Miramar or the Company) is a company limited by shares, incorporated and domiciled in Australia, and whose shares
are publicly traded on the Australian Securities Exchange. The consolidated financial report of the Group as at year ended 30 June 2022 comprises the
Company and its subsidiaries (together referred to as the Group).
Miramar is a for profit company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities
Exchange.
The nature of the operations and principal activities of the Group are mineral exploration and project development which is further described in the
Directors’ Report. Information on other related party relationships is provided in note 25.
2.
Summary of significant accounting policies
The financial report is a general purpose financial report, which has
been prepared in accordance with the requirements of the
Corporations Act 2001, Australian Accounting Standards and other
authoritative pronouncements of
the Australian Accounting
Standards Board. The financial report includes the financial statements
of Miramar Resources Limited and its subsidiaries.
The financial report also complies with International Financial
Reporting Standards (IFRS) as issued by the International Accounting
Standards Board.
(a) Basis of preparation
The financial report has been prepared on an accruals basis and
is based on historical cost, except for certain financial assets and
liabilities which are carried at fair value. Cost is based on the fair
values of the consideration given in exchange for assets. All
amounts are presented in Australian dollars, unless otherwise
noted.
Separate financial statements for Miramar as an individual entity
are no longer presented as the consequence of a change to the
Corporations Act 2001, however, required financial information
for Miramar as an individual entity is included in note 30.
The accounting policies set out below have been applied in
preparing the financial statements for the year ended 30 June
2022 and the comparative information presented in these
financial statements for the year ended 30 June 2021.
(b) New or amended Accounting Standards and Interpretations
adopted
The Group has adopted all of the new or amended Accounting
Standards and
the Australian
Accounting Standards Board ('AASB') that are mandatory for the
current reporting period.
Interpretations
issued by
New Accounting Standards and Interpretations not yet
mandatory or early adopted
Australian Accounting Standards and Interpretations that have
recently been issued or amended but are not yet mandatory, have
not been early adopted by the Group for the annual reporting
period ended 30 June 2022. The Group has not yet assessed the
impact of these new or amended Accounting Standards and
Interpretations.
(c) Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, cash in banks
and investments in money market instruments that are readily
convertible to known amount of cash which are subject to an
insignificant risk of change in value, net of outstanding bank
overdrafts.
(d) Employee benefits
Provision is made for benefits accruing to employees in respect
of wages and salaries and annual leave when it is probable that
settlement will be required and they are capable of being
measured reliably. Liabilities recognised in respect of employee
benefits expected to be settled within 12 months, are measured
at their nominal values using the remuneration rate expected to
apply at the time of settlement. Liabilities recognised in respect of
employee benefits which are not expected to be settled within 12
months are measured as the present value of the estimated
future cash outflows to be made by the Group in respect of
services provided by employees up to reporting date.
(e) Financial assets
Financial assets are recognised and derecognised on trade date
where purchase or sale of an investment is under a contract whose
terms require delivery of the investment within the timeframe
established by the market concerned, and are initially measured at
fair value, net of transaction costs.
Subsequently measured at fair value through profit or loss (FVPL),
amortised cost, or fair value through other comprehensive income
(FVOCI). The classification is based on two criteria: the Group’s
business model for managing the assets; and whether the
instruments’ contractual cash flows represent ‘solely payments of
principal and interest’ (SPPI) on the principal amount outstanding
(SPPI criterion). The SPPI test is applied to the entire financial asset,
even if it contains an embedded derivative. Consequently, a
derivative embedded in a debt instrument is not accounted for
separately.
Trade and other receivables
Trade receivables are initially recognised at their transaction price
and other receivables at fair value. Receivables that are held to
collect contractual cash flows and are expected to give rise to cash
flows representing solely payments of principal and interest are
classified and subsequently measured at amortised cost.
Receivables that do not meet the criteria for amortised cost are
measured at FVPL.
The Group assesses on a forward-looking basis the ECL associated
with its debt instruments carried at amortised cost. The amount of
ECL is updated at each reporting date to reflect changes in credit
risk since initial recognition of the respective financial instrument.
The Group always recognises the lifetime ECL for trade receivables
carried at amortised cost. The ECL on these financial assets are
estimated based on the Group’s historic credit loss experience,
adjusted for factors that are specific to the debtors, general
economic conditions and an assessment of both the current as
well as forecast conditions at the reporting date.
For all other receivables measured at amortised cost, the Group
recognises lifetime ECL when there has been a significant increase
in credit risk since initial recognition. If the credit risk on the financial
instrument has not increased significantly since initial recognition,
the Group measures the loss allowance for that financial
instrument at an amount equal to ECL within the next 12 months.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 28
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2.
Statement of significant accounting policies (cont’d)
(e) Financial assets (cont’d)
(h) Impairment of non-financial assets
At each reporting date, the Group reviews the carrying amounts
of its tangible and intangible assets to determine whether there is
any indication that those assets have suffered an impairment loss.
Where the asset does not generate cash flows that are
independent from other assets, the Group estimates the
recoverable amount of the cash–generating unit to which the
asset belongs. If any such indication exists, the recoverable amount
of the asset is estimated in order to determine the extent of the
impairment loss (if any), being the higher of the asset’s fair value
less costs to sell and value in use to the asset’s carrying value.
Excess of the asset’s carrying value over its recoverable amount is
expensed to the consolidated statement of profit or loss and other
comprehensive income.
Intangible assets with indefinite useful lives and intangible assets
not yet available for use are tested for impairment annually and
whenever there is an indication that the asset may be impaired.
Recoverable amount is the higher of fair value less costs to sell and
value in use. In assessing value in use, the estimated future cash
flows are discounted to their present value using a pre–tax
discount rate that reflects current market assessments of the time
value of money and the risks specific to the asset for which the
estimates of future cash flows have not been adjusted.
Where an impairment loss subsequently reverses, the carrying
amount of the asset (cash–generating unit) is increased to the
revised estimate of its recoverable amount, but only to the extent
that the increased carrying amount does not exceed the carrying
amount that would have been determined had no impairment
loss been recognised for the cash–generating unit in prior years. A
reversal of an impairment loss is recognised in profit or loss
immediately, unless the relevant asset is carried at fair value, in
which case the reversal of the impairment loss is treated as a
revaluation increase.
(i) Tax
Current tax
Current tax is calculated by reference to the amount of income
taxes payable or recoverable in respect of the taxable profit or tax
loss for the period. It is calculated using tax rates and tax laws that
have been enacted or substantively enacted by reporting date.
Current tax for current and prior periods is recognised as a liability
(or asset) to the extent that it is unpaid (or refundable).
Deferred tax
Deferred tax is accounted for using the full liability method in
respect of temporary differences arising from differences between
the carrying amount of assets and liabilities in the financial
statements and the corresponding tax base of those items.
Deferred tax liabilities are recognised for taxable temporary
differences arising on investments in subsidiaries, branches,
associates and joint ventures except where the entity is able to
control the reversal of the temporary differences and it is probable
that the temporary differences will not reverse in the foreseeable
future. Deferred tax assets arising from deductible temporary
differences associated with these investments and interests are
only recognised to the extent that it is probable that there will be
sufficient taxable profits against which to utilise the benefits of the
temporary differences and they are expected to reverse in the
foreseeable future.
The Group considers an event of default has occurred when a
financial asset is more than 90 days past due or external sources
indicate that the debtor is unlikely to pay its creditors, including the
Group. A financial asset is credit impaired when there is evidence
that the counterparty is in significant financial difficulty or a breach
of contract, such as a default or past due event has occurred. The
Group writes off a financial asset when there is information
indicating the counterparty is in severe financial difficulty and there
is no realistic prospect of recovery.
Equity instruments
Shares and options held by the Group are classified as equity
instruments and are stated at FVPL. Gains and losses arising from
changes in fair value are recognised directly to profit or loss for the
period.
Loans receivables
Loans receivables are classified, at initial recognition, and
subsequently measured at amortised cost, FVOCI, or FVPL. Loan
receivables that are held to collect contractual cash flows and are
expected to give rise to cash flows representing solely payments
of principal and interest are classified and subsequently measured
at amortised cost. Loan receivables that do not meet the criteria
for amortised cost are measured at FVPL.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value
through other comprehensive income are classified as financial
assets at fair value through profit or loss. Typically, such financial
assets will be either: (i) held for trading, where they are acquired
for the purpose of selling in the short-term with an intention of
making a profit, or a derivative; or (ii) designated as such upon
initial recognition where permitted. Fair value movements are
recognised in profit or loss.
(f) Financial instruments issued by the Company
Debt and equity instruments
Debt and equity instruments are classified as either liabilities or
equity in accordance with the substance of the contractual
arrangement.
Transaction costs on the issue of equity instruments
Transaction costs arising on the issue of equity instruments are
recognised directly in equity as a reduction of the proceeds of the
equity instruments to which the costs relate. Transaction costs are
the costs that are incurred directly in connection with the issue of
those equity instruments and which would not have been incurred
had those instruments not been issued.
(g) Goods and services tax
Revenues, expenses and assets are recognised net of the amount
of goods and services tax (GST), except:
i. where the amount of GST incurred is not recoverable from
the taxation authority, it is recognised as part of the cost of
acquisition of an asset or as part of an item of expense; or
ii.
for receivables and payables which are recognised inclusive
of GST.
The net amount of GST recoverable from, or payable to, the
taxation authority is included as part of receivables or payables.
Cash flows are included in the statement of cash flows on a gross
basis. The GST component of cash flows arising from investing and
financing activities which is recoverable from, or payable to, the
taxation authority is classified as operating cash flows.
29 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
2.
Statement of significant accounting policies (cont’d)
(i) Tax (cont’d)
(l) Exploration and evaluation expenditure
Deferred tax assets and liabilities are measured at the tax rates that
are expected to apply to the period(s) when the asset and liability
giving rise to them are realised or settled, based on tax rates (and
tax laws) that have been enacted or substantively enacted by
reporting date. The measurement of deferred tax liabilities and
assets reflects the tax consequences that would follow from the
manner in which the entity expects, at the reporting date, to
recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when they relate to
income taxes levied by the same taxation authority and the entity
intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax for the period
Current and deferred tax is recognised as an expense or income in
the statement of profit or loss and other comprehensive income,
except when it relates to items credited or debited directly to
equity, in which case the deferred tax is also recognised directly in
equity, or where it arises from the initial accounting for a business
combination, in which case it is taken into account in the
determination of goodwill or excess.
Tax consolidation
Legislation to allow groups, comprising a parent entity and its
Australian resident wholly owned entities, to elect to consolidate
and be treated as a single entity for income tax purposes was
substantively enacted on 21 October 2002. The Company and its
100% owned Australian resident subsidiaries implemented the tax
consolidation legislation on 28 May 2020 with Miramar as the
head entity.
(j) Government grants
Government grants are recognised where there is reasonable
assurance that the grant will be received and all attached
conditions will be complied with. When the grant relates to an
expense item, it is recognised as income on a systematic basis over
the periods that the related costs, for which it is intended to
compensate, are expensed. When the grant relates to an asset, it
is recognised as income in equal amounts over the expected
useful life of the related asset.
When the Group receives grants of non-monetary assets, the
asset and the grant are recorded at nominal amounts and released
to profit or loss over the expected useful life of the asset, based on
the pattern of consumption of the benefits of the underlying asset
by equal annual instalments.
(k) Plant and equipment
Plant and equipment are stated at cost less accumulated
depreciation and impairment loss. Cost includes expenditure that
is directly attributable to the acquisition of the item.
Depreciation is provided on plant and equipment. Depreciation is
calculated on a straight line or diminishing value basis so as to write
off the net cost of each asset over its expected useful life to its
estimated residual value. The estimated useful lives, residual values
and depreciation method are reviewed at the end of each annual
reporting period.
The depreciation rates used for each class of depreciable assets
are:
Class of fixed asset
Depreciation rate (%)
Office furniture
Office equipment
Motor vehicles
25.0 – 33.33
25.0 – 33.33
25.0
Exploration and evaluation expenditure in relation to each
separate area of interest are recognised as capitalised exploration
and evaluation asset in the year in which they are incurred where
the following conditions are satisfied:
i.
the right to tenure of the area of interest are current; and
ii. at least once of the following conditions is also met:
the exploration and evaluation expenditures are
expected to be recouped through successful
development and exploration of the area of interest, or
alternatively, by its sale; or
exploration and evaluation activities in the area of
interest have not, at the reporting date, reached a stage
which permits a reasonable assessment of the existence
or otherwise of economically recoverable reserves, and
active operations in, or relating to, the area are
continuing.
Capitalised exploration costs for each area of interest (considered
to be the cash generating unit) are reviewed each reporting date
to test whether an indication of impairment exists. If any such
indication exists, the recoverable amount of the capitalised
exploration costs is estimated to determine the extent of the
impairment loss (if any). The recoverable amount for capitalised
exploration costs has been determined as the fair value less costs
to sell by reference to an active market. Where an impairment loss
subsequently reverses, the carrying amount of the asset is
increased to the revised estimate of its recoverable amount, but
only to the extent that the increased carrying amount does not
exceed the carrying amount that would have been determined
had no impairment loss been recognised for the asset in previous
years.
Where a decision is made to proceed with development,
accumulated expenditure is tested for impairment and transferred
to capitalised development and then amortised over the life of the
reserves associated with the area of interest once mining
operations have commenced.
(m) Joint arrangements
Joint ventures
A joint venture is a type of joint arrangement whereby the parties
that have joint control of the arrangement have rights to the net
assets of the joint venture. Joint control is the contractually agreed
sharing of control of an arrangement, which exists only when
decisions about the relevant activities require unanimous consent
of the parties sharing control.
The considerations made in determining significant influence or
joint control is similar to those necessary to determine control over
subsidiaries.
The Group’s investments in joint ventures are accounted for using
the equity method.
Under the equity method, the investment in a joint venture is
initially recognised at cost. The carrying amount of the investment
is adjusted to recognise changes in the Group’s share of net assets
of the joint venture since the acquisition date. Goodwill relating to
the joint venture is included in the carrying amount of the
investment and is neither amortised nor individually tested for
impairment.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 30
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2.
Statement of significant accounting policies (cont’d)
(m) Joint arrangements (cont’d)
(n) Principles of consolidation (cont’d)
When the Group has less than a majority of the voting or similar
rights of an investee, the Group considers all relevant facts and
circumstances in assessing whether it has power over an investee,
including:
The contractual arrangement with the other vote holders of
the investee;
Rights arising from other contractual arrangements; and
The Group’s voting rights and potential voting rights.
The Group re-assesses whether or not it controls an investee if
facts and circumstances indicate that there are changes to one or
more of the three elements of control. Consolidation of a
subsidiary begins when the Group obtains control over the
subsidiary and ceases when the Group loses control of the
subsidiary. Assets, liabilities, income and expenses of a subsidiary
acquired or disposed of during the year are included in the
statement of profit or loss and other comprehensive income from
the date the Group gains control until the date the Group ceases
to control the subsidiary.
Profit or loss and each component of other comprehensive
income (OCI) are attributed to the equity holders of the parent of
the Group and to the non-controlling interests, even if this results
in the non-controlling interests having a deficit balance. When
necessary, adjustments are made to the financial statements of
subsidiaries to bring their accounting policies into line with the
Group’s accounting policies. All intra-group assets and liabilities,
equity, income, expenses and cash flows relating to transactions
between members of the Group are eliminated in full on
consolidation.
A change in the ownership interest of a subsidiary, without a loss
of control, is accounted for as an equity transaction. If the Group
loses control over a subsidiary, it:
De-recognises the assets (including goodwill) and liabilities
of the subsidiary;
De-recognises the carrying amount of any non-controlling
interests;
De-recognises the cumulative translation differences
recorded in equity;
Recognises the fair value of the consideration received;
Recognises the fair value of any investment retained;
Recognises any surplus or deficit in profit or loss; and
Reclassifies the parent’s share of components previously
recognised in OCI to profit or loss or retained earnings, as
appropriate, as would be required if the Group had directly
disposed of the related assets or liabilities.
A list of subsidiaries appears in note 4 to the financial statements.
(o) Operating cycle
The operating cycle of the Group coincides with the annual
reporting cycle.
(p) Payables
Trade payables and other accounts payable are recognised when
the Group becomes obliged to make future payments resulting
from the purchase of goods and services.
The statement of profit or loss and other comprehensive income
reflects the Group’s share of the results of operations of the joint
venture. Any change in OCI of those investees is presented as part
of the Group’s OCI. In addition, when there has been a change
recognised directly in the equity of the joint venture, the Group
recognises its share of any changes, when applicable, in the
statement of changes in equity. Unrealised gains and losses
resulting from transactions between the Group and joint venture
are eliminated to the extent of the interest in the joint venture.
The aggregate of the Group’s share of profit or loss of a joint
venture is shown on the face of the statement of profit or loss and
other comprehensive income outside operating profit and
represents profit or loss after tax and non-controlling interests in
the subsidiaries of the joint venture.
The financial statements of the joint venture are prepared for the
same reporting period as the Group. When necessary,
adjustments are made to bring the accounting policies in line with
those of the Group. After application of the equity method, the
Group determines whether it is necessary to recognise an
impairment loss on its investment in its joint venture. At each
reporting date, the Group determines whether there is objective
evidence that the investment in the joint venture is impaired.
If there is such evidence, the Group calculates the amount of
impairment as the difference between the recoverable amount of
the joint venture and its carrying value, then recognises the loss as
‘Share of profit of a joint venture’ in the statement of profit or loss
and other comprehensive income.
Upon loss of joint control over the joint venture, the Group
measures and recognises any retained investment at its fair value.
Any difference between the carrying amount of the joint venture
upon loss of joint control and the fair value of the retained
investment and proceeds from disposal is recognised in profit or
loss.
Joint operations
The Group recognises its interest in joint operations by recognising
its:
Assets, including its share of any assets held jointly
Liabilities, including its share of any liabilities incurred jointly
Revenue from the sale of its share of the output arising from
the joint operation
Share of the revenue from the sale of the output by the joint
operation
Expenses, including its share of any expenses incurred jointly
(n) Principles of consolidation
The consolidated financial statements comprise the financial
statements of the Group as at and for the year ended 30 June
2022. Control is achieved when the Group is exposed, or has rights,
to variable returns from its involvement with the investee and has
the ability to affect those returns through its power over the
investee. Specifically, the Group controls an investee if and only if
the Group has:
Power over the investee (i.e. existing rights that give it the
current ability to direct the relevant activities of the investee);
Exposure, or rights, to variable returns from its involvement
with the investee; and
The ability to use its power over the investee to affect its
returns.
31 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
2.
Statement o f significant accounting policies (cont’d)
(q) Provisions
Provisions are recognised when the Group has a present
obligation, the future sacrifice of economic benefits is probable,
and the amount of the provision can be measured reliably.
The amount recognised as a provision is the best estimate of the
consideration required to settle the present obligation as a result
of a past event at reporting date, taking into account the risks and
uncertainties surrounding the obligation. Where a provision is
measured using the cashflows estimated to settle the present
obligation, its carrying amount is the present value of those
cashflows.
When some or all of the economic benefits required to settle a
provision are expected to be recovered from a third party, the
receivable is recognised as an asset if it is virtually certain that
recovery will be received and the amount of the receivable can be
measured reliably.
(r) Share–based payments
Equity–settled share–based payments are measured at fair value
at the date of grant. Fair value is measured by use of an
appropriate valuation model. The expected life used in the model
has been adjusted, based on management’s best estimate, for the
effects of non–transferability, exercise restrictions, and behavioural
considerations.
The fair value determined at the grant date of the equity–settled
share–based payments is expensed on a straight–line basis over
the vesting period, based on the entity’s estimate of shares that will
eventually vest.
For cash–settled share–based payments, a liability equal to the
portion of the goods or services received is recognised at the
current fair value determined at each reporting date.
(s) Revenue recognition
Revenue is recognised when or as the Group transfers control of
goods or services to a customer at the amount to which the Group
expects to be entitled. If the Group estimates the amount of
consideration promised includes a variable amount, the Group
estimates the amount of consideration to which it will be entitled.
Dividend and interest revenue
Dividend revenue is recognised on a receivable basis. Interest
revenue is recognised on a time proportionate basis that takes into
account the effective yield on the financial asset.
(t) Segment reporting policy
Operating segments are identified and segment information
disclosed on the basis of internal reports that are regularly
provided to, or reviewed by the Group’s chief operating decision
maker which, for the Group, is the Board of Directors. In this regard,
such information is provided using similar measures to those used
in preparing the statement of profit or loss and other
comprehensive income and statement of financial position.
(u) Leases
The Group assesses at contract inception whether a contract is, or
contains, a lease. That is, if the contract conveys the right to control
the use of an identified asset for a period of time in exchange for
consideration
Group as a lessee
The Group applies a single recognition and measurement
approach for all leases, except for short-term leases (i.e., leases
with a lease term of 12 months or less) and leases of low-value
assets. The Group recognises lease liabilities to make lease
payments and right-of-use assets representing the right to use the
underlying assets.
(u) Leases (cont’d)
(i) Right-of-use assets
The Group recognises right-of-use assets at the commencement
date of the lease (i.e., the date the underlying asset is available for
use). Right-of-use assets are measured at cost, less any
accumulated depreciation and impairment losses, and adjusted
for any re-measurement of lease liabilities. The cost of right-of-
use assets includes the amount of lease liabilities recognised, initial
direct costs incurred, and lease payments made at or before the
commencement date less any lease incentives received. Unless the
Group is reasonably certain to obtain ownership of the leased
asset at the end of the lease term, the recognised right-of-use
assets are depreciated on a straight-line basis over the shorter of
its estimated useful life and the lease term (where the Group does
not have a purchase option at the end of the lease term). Right-
of-use assets are subject to impairment assessment.
(ii) Lease Liabilities
At the commencement date of the lease, the Group recognises
lease liabilities measured at the present value of lease payments to
be made over the lease term. The lease payments include fixed
payments (including in-substance fixed payments) less any lease
incentives receivable, variable lease payments that depend on an
index or a rate, and amounts expected to be paid under residual
value guarantees. The lease payments also include the exercise
price of a purchase option reasonably certain to be exercised by
the Group and payments of penalties for terminating a lease, if the
lease term reflects the Group exercising the option to terminate.
The variable lease payments that do not depend on an index or a
rate are recognised as expense in the period on which the event
or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses
the incremental borrowing rate at the lease commencement date
if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is
increased to reflect the accretion of interest and reduced for the
lease payments made. In addition, the carrying amount of lease
liabilities is remeasured if there is a modification, a change in the
lease term, a change in the in-substance fixed lease payments or
a change in the assessment to purchase the underlying asset.
(iii) Short-term leases and Low Value Assets
The Group applies the short-term lease recognition exemption to
its short-term leases of their Office Spaces (i.e., those leases that
have a lease term of 12 months or less from the commencement
date and do not contain a purchase option). It also applies the
lease of low-value assets recognition exemption (i.e. below
$5,000). Lease payments on short-term leases and leases of low-
value assets are expensed on a straight-line basis over the lease
term.
(v) Fair value measurement
The Group measures equity instrument at fair value and
receivables are measured at amortised costs at each reporting
date.
Fair value is the price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market
participants at the measurement date. The fair value measurement
is based on the presumption that the transaction to sell the asset
or transfer the liability takes place either:
In the principal market for the asset or liability; or
In the absence of a principal market, in the most
advantageous market for the asset or liability.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 32
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2.
Statement o f significant accounting policies (cont’d)
(v) Fair value measurement (cont’d)
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy,
described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly
observable; or
Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
(w) Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
(x) Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Miramar Resources Limited, excluding any costs of
servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect
of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to
have been issued for no consideration in relation to dilutive.
3. Critical accounting estimates and judgements
In the application of the Group’s accounting policies, which are described in note 2, management is required to make judgments, estimates and
assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions
are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the
basis of making the judgments. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which
the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and
future periods.
The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities
within the next annual reporting period are:
Key judgements — capitalised exploration and evaluation expenditure
The future recoverability of exploration and evaluation expenditure capitalised on the acquisition of areas of interest and/or capitalised JORC compliant
mineral resource expenditure are dependent on a number of factors, including whether the Group decides to exploit the related lease itself or, if not,
whether it successfully recovers the related exploration and evaluation asset through sale. To the extent that capitalised acquisition costs and/or
capitalised JORC compliant mineral resource expenditure are determined not to be recoverable in the future, profits and net assets will be reduced in
the period in which this determination is made.
Key judgements — share–based payments
The Group measures the cost of equity settled transactions with employees by reference to the fair value of the equity instruments at the date at which
they are granted. The fair value is determined using an appropriate valuation model. The related assumptions detailed in note 8. The accounting
estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amount of assets and liabilities
within the next annual reporting period but may impact expenses and equity.
33 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
4.
Subsidiary
Name of entity
Parent entity:
Miramar Resources Limited (i)
Subsidiary:
Miramar (Goldfields) Pty Ltd (ii)
Country of
incorporation
Australia
Australia
MQ Minerals Pty Ltd (ii)
(i) Miramar Resources Limited is the ultimate parent entity.
(ii) The 100% interest in Miramar (Goldfields) Pty Ltd and MQ Minerals Pty Ltd are held by the parent entity.
Australia
5.
Income/expenses from operations
(a)
Income
Proceeds from sale of tenements (i)
Other
Total income
(i)
The Company sold its 100% owned Garden Gully Project to Sipa Resources Limited (Sipa) for
$150,000 which consists of $50,000 cash and $100,000 worth of fully paid ordinary shares in
Sipa. Refer note 11 for further information.
(b)
Interest income
Bank
Total interest income
(c)
Employee expenses
Salaries and wages
Post-employment benefits
Defined contribution plans
Share-based payments
Equity settled share-based payments
Total employee expenses
Ownership Interest
2022
%
100
100
2022
$
–
8,261
8,261
10,027
10,027
307,280
88,082
100,568
495,930
2021
%
100
100
2021
$
150,000
–
150,000
1,716
1,716
95,864
40,999
2,765
139,628
(d) Depreciation of non-current assets
58,423
30,647
(e) Occupancy expenses
Rent
Depreciation of right-of-use assets
Total occupancy expenses
The Group has a lease of office space with lease terms of 12 months or less and is a lease of low-
value asset. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition
exemption for the lease.
2,447
78,325
80,772
4,710
22,216
26,926
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 34
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
6.
Income taxes
Income tax recognised in consolidated profit or loss
Current income tax
Current income tax charged
Tax not recognised
Deferred income tax
Relating to origination and reversal of temporary differences
Deferred tax not recognised
Total tax benefit
Reconciliation of income tax expense/(benefit) applicable to accounting profit before
income tax at the statutory income tax rate to income tax expense at the Company’s
effective income tax rate for the year ended 30 June 2022 is as follows:
Loss from operations
Income tax expense calculated at 26% (2021: 30%)
Effect of expenses that are not deductible in determining taxable loss
Temporary differences not recognised
Unused tax losses not recognised as deferred tax assets
Income tax benefit
Unrecognised deferred tax assets
2022
$
2021
$
1,122,711
(1,122,711)
297,121
(297,121)
–
(1,375,236)
(357,561)
27,035
(792,185)
1,122,711
–
840,293
(840,293)
703,809
(703,809)
–
(1,019,910)
(305,973)
1,260
(535,580)
840,293
–
Deferred tax assets have not been
recognised in respect of the following items
Trade and other receivables
Other financial assets
Plant & equipment
Right of use asset
Consolidated Statement of
Financial Position
Consolidated Statement of Profit or
Loss and Other
Comprehensive Income
2022
$
2021
$
2022
$
2021
$
(4,175)
11,458
(30,588)
(21,269)
(2,210)
4,068
(44,739)
(18,755)
(1,965)
7,390
14,151
(2,514)
(2,210)
4,068
(44,739)
(18,755)
Capitalised exploration and evaluation expenditure
(1,163,687)
(431,034)
(732,653)
(431,034)
Trade and other payables
Provisions
Lease liability - current
Lease liability - non-current
Business related costs - equity
Business related costs - P&L
Tenement acquisition
Revenue losses
Deferred tax assets not recognised
Deferred tax (income)/expense
23,212
13,007
21,384
–
259,192
2,916
–
1,921,429
1,032,879
19,988
7,712
15,442
3,650
317,153
3,775
16,671
844,037
735,758
3,224
5,295
5,942
(3,650)
(57,961)
(859)
(16,671)
12,974
7,712
15,442
3,650
316,903
(794)
1,389
1,077,392
839,203
297,121
703,809
The tax losses do not expire under current legislation. Deferred tax assets have not been recognised in respect of these items because it is not
probable that future taxable profit will be available against which the Group can utilise the benefits.
Tax consolidation
Relevance of tax consolidation to the Group
Legislation to allow groups, comprising a parent entity and its Australian resident wholly owned entities, to elect to consolidate and be treated as a
single entity for income tax purposes was substantively enacted on 21 October 2002. The Company and its 100% owned Australian resident
subsidiaries have implemented the tax consolidation legislation.
35 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
7.
Key management personnel disclosures
Details of key management personnel compensation are set out on pages 12 to 16 of the Directors’ Report.
The aggregate compensation made to key management personnel is set out below:
Short-term employee benefits
Post-employment benefits
Share-based payment
Total
8.
Share-based payments
2022
$
491,926
45,875
93,702
631,503
2021
$
338,976
28,207
–
367,183
The Company has an ownership based compensation arrangement for employees of the Group.
Each option issued under the arrangement converts into one ordinary share on exercise. No amounts are paid or payable by the recipient on receipt
of the option. Options neither carry rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date
of their expiry. The number of options granted is at the sole discretion of the Directors.
Incentive options issued to Directors (executive and non–executive) are subject to approval by shareholders and attach vesting conditions as
appropriate. Details of options over ordinary shares in the Company provided as remuneration to each Director during the year are set out on
pages 12 to 16 of the Remuneration Report.
The following share–based payment arrangements were in existence during the current and comparative reporting periods:
Options series
Number
Grant date
Expiry date
Exercise price
OPT001
OPT002
OPT003
OPT004
OPT005
OPT006
3,000,000
8,210,000
26 June 2020
26 June 2025
26 June 2020
22 October 2022
6,000,000
9 October 2020
9 October 2023
50,000
7 January 2021
6 January 2023
1,500,000
4 November 2021
3 November 2025
450,000
7 March 2022
6 March 2024
$0.20
$0.20
$0.25
$0.48
$0.27
$0.25
The following unlisted options were issued during the year and are share–based payment to key management personnel and employees.
Options series
OPT005
OPT006
Expenses arising from share-based payment transactions
Options issued to directors
Options issued to non-employees
Options issued to employees
Total
Number
Grant date
Expiry date
Exercise price
1,500,000
4 November 2021
3 November 2025
450,000
7 March 2022
6 March 2024
2022
$
93,702
–
6,866
100,568
$0.27
$0.25
2021
$
–
670,482
2,765
673,247
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 36
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
8.
Share-based payments (cont’d)
Unlisted options
The following table summarise the share options during the year.
Exercise
price
Balance at
1 Jul
No.
Granted
No.
Exercised
No.
Forfeited
No.
Grant date
Expiry date
2022
19 Jun 20
26 Jun 25
26 Jun 20
22 Oct 22
9 Oct 20
9 Oct 23
7 Jan 21
6 Jan 23
4 Nov 21
3 Nov 25
7 Mar 22
6 Mar 24
Total
$0.20
$0.20
$0.25
$0.48
$0.27
$0.25
3,000,000
8,210,000
6,000,000
50,000
–
–
–
–
–
–
1,500,000
450,000
17,260,000
1,950,000
Weighted average exercise price
$0.22
$0.27
2021
19 Jun 20
26 Jun 25
26 Jun 20
22 Oct 22
9 Oct 20
9 Oct 23
7 Jan 21
6 Jan 23
Total
$0.20
$0.20
$0.25
$0.48
3,000,000
8,210,000
–
–
–
–
6,000,000
50,000
11,210,000
6,050,000
Weighted average exercise price
$0.20
$0.25
Balance at
30 Jun
No.
Vested and
exercisable
at 30 Jun
No.
3,000,000
3,000,000
8,210,000
8,210,000
6,000,000
6,000,000
50,000
50,000
1,500,000
450,000
–
–
19,210,000
17,260,000
$0.22
$0.22
3,000,000
3,000,000
8,210,000
8,210,000
6,000,000
6,000,000
50,000
–
17,260,000
17,210,000
$0.22
$0.22
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.30 years (2021: 2.11 years).
(i)
Issued during the financial year
For the options granted during the current financial year, the Black-Scholes valuation model inputs used to determine the fair value at the grant date, are as follows:
Grant date
Expiry date
4 Nov 21
3 Nov 25
7 Mar 22
6 Mar 24
Share price at
grant date
Exercise price
$0.185
$0.155
$0.27
$0.25
Expected
volatility
82.26%
88.05%
Dividend yield
Risk-free
interest rate
Fair value at
grant date
Nil
Nil
0.95%
1.07%
2022
$
$0.096
$0.031
2021
$
9. Remuneration of auditors
Audit or review of the financial report
RSM Australia Partners
Other services – Investigating Accountant’s Report
RSM Australia Pty Ltd
Total
10. Current trade and other receivables
Net goods and services tax (GST) receivable
Other receivables
Total
37 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
36,000
32,000
–
36,000
71,898
21,359
93,257
10,000
42,000
59,464
11,849
71,313
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
11. Other financial assets at fair value through profit and loss
Current
Financial assets at fair value through profit and loss
Quoted equity shares (i)
Total
(i)
The Company sold its 100% owned Garden Gully Project to Sipa Resources Limited (Sipa) for
$150,000 which consists of $50,000 cash and $100,000 worth of fully paid ordinary shares in Sipa.
The Company holds 1,694,915 shares in Sipa as a result of the sale. Refer note 5(a) for further
information.
12. Other receivables
Non-current
Other receivables – bond
Total
13. Plant and equipment
Cost
Balance at 1 July 2020
Additions
Balance at 1 July 2021
Additions
Balance at 30 June 2022
Accumulated depreciation
Balance at 1 July 2020
Additions
Balance at 1 July 2021
Depreciation expense
Balance at 30 June 2022
Net book value
As at 30 June 2021
As at 30 June 2022
2022
$
2021
$
55,933
55,933
86,441
86,441
56,230
56,230
56,000
56,000
Motor vehicle
$
Furniture and
equipment
$
–
110,209
110,209
–
110,209
–
9,085
9,085
25,282
34,367
101,124
75,842
–
69,567
69,567
26,941
96,508
–
21,562
21,562
33,141
54,703
48,005
41,805
Total
$
–
179,776
179,776
26,941
206,717
–
30,647
30,647
58,423
89,070
149,129
117,647
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 38
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2022
$
2021
$
3,038,658
50,000
2,682,163
–
5,770,821
–
1,703,220
1,554,992
(219,554)
3,038,658
14. Capitalised exploration and evaluation expenditure
Balance at beginning of financial year
Capitalised acquisition costs (i)
Exploration expenditure during the year
LESS: Disposal of assets (ii)
Balance at end of financial year
(i)
30 June 2022: Final cash payment for the balance 49% of the total area. Refer note 16.
30 June 2021: The Company exercised the options to purchase tenements during the year. Payment
was made by cash and issue of shares in accordance with the respective agreements.
(ii) The Company sold its 100% owned Garden Gully Project to Sipa Resources Limited (Sipa) for
$150,000 which consists of $50,000 cash and $100,000 worth of fully paid ordinary shares in Sipa.
Refer note 5(a) and note 11 for further information.
The recoverability of the carrying amount of the exploration and evaluation assets is dependent on the
continuance of the Group’s right to tenure of the interest, the results of future exploration and the successful
development and commercial exploration, or alternatively, sale of the respective area of interest.
15. Current trade and other payable
Trade payable
Accruals
Other payables
Total
16. Provision
Current
Employee benefits
Other (i)
Total
212,564
143,565
53,702
409,831
50,025
–
50,025
(i) On 23 July 2020 the Company executed a Tenement Sale Agreement with Thunder Metals Pty Ltd
(Thunder Metals) to acquire 80% legal and beneficial interest in the Tenements. On 7 October 2020
the Company elected to exercise the Option and made a cash payment of $57,500 and issued
1,250,000 fully paid ordinary share to Thunder Metals. The Company will issue a further 1,250,000
fully paid shares upon grant of the presently ungranted Tenements representing not less than 51% of
the total area and a final cash payment of $50,000 for the balance 49% of the total area.
Balance at 1 July 2020
Movement in provision
Balance at 1 July 2021
Movement in provision
Balance at 30 June 2022
Employee benefits
$
–
25,707
25,707
24,318
50,025
Other
$
–
241,250
241,250
(241,250)
–
185,069
119,592
72,043
376,704
25,707
241,250
266,957
Total
$
–
266,957
266,957
(216,932)
50,025
39 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
17. Leases
Right-of-use asset
Non-current
Total
Balance at 1 July 2020
Additions
Depreciation expense
Balance at 1 July 2021
Additions
Depreciation expense
Balance at 30 June 2022
Lease liability
Current
Non-current
Total
Amounts recognised in profit or loss
Depreciation expense on right-of-use asset
Interest expense on lease liabilities
Total
18.
Issued capital
2022
$
81,805
81,805
Building
$
–
84,734
(22,216)
62,518
97,612
(78,325)
81,805
2022
$
82,246
–
82,246
78,325
(865)
77,460
2021
$
62,518
62,518
Total
$
–
84,734
(22,216)
62,518
97,612
(78,325)
81,805
2021
$
51,473
12,168
63,641
22,216
1,638
23,854
70,681,743 fully paid ordinary shares (2021: 55,060,100)
Total
10,700,692
10,700,692
8,268,845
8,268,845
2022
No.
$
2021
No.
Balance at beginning of financial year
Issue of shares – Seed investors
Issue of shares – IPO
55,060,100
8,268,845
–
–
–
–
Issue of shares – Vendors for acquisition of tenements (i)
1,250,000
243,750
Issue of shares – Placement
Share issue costs
Balance at end of financial year
14,371,643
2,443,179
–
(255,082)
70,681,743
10,700,692
55,060,100
9,010,100
200,000
40,000,000
5,850,000
–
–
$
409,461
10,000
8,000,000
1,170,000
–
(1,320,616)
8,268,845
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
(i) On 16 September 2021 the Company issued shares for the acquisition of tenements on the grant of tenements.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 40
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
19. Reserves
Option reserve
Balance at the beginning of the financial year
Share-based payment expense
Balance at end of financial year
Nature and purpose
The option reserve recognises the fair value of options issued.
2022
$
752,726
100,568
853,294
2021
$
79,479
673,247
752,726
Share options
As at 30 June 2022, options over 19,210,000 (2021: 17,260,000) ordinary shares in aggregate are as follow:
Issuing entity
Miramar Resources Limited
Miramar Resources Limited
Miramar Resources Limited
Miramar Resources Limited
Miramar Resources Limited
Miramar Resources Limited
No of shares
under options
Class of shares
Options
exercise price
Option
expiry date
8,210,000
6,000,000
3,000,000
50,000
1,500,000
450,000
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
$0.20 each
22 Oct 2022
$0.25 each
$0.20 each
$0.48 each
$0.27 each
$0.25 each
9 Oct 2023
26 Jun 2025
6 Jan 2023
3 Nov 2025
6 Mar 2024
Share options are all unlisted, carry no rights to dividends and no voting rights. No options were exercised during the year.
The balance of reserves is made up as follows:
Option reserve
Total reserves
20. Accumulated losses
Balance at the beginning of the financial year
Loss attributable to members of the parent entity
Balance at end of financial year
2022
$
853,294
853,294
2021
$
752,726
752,726
(1,209,426)
(1,375,236)
(2,584,662)
(189,516)
(1,019,910)
(1,209,426)
41 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
21. Loss per share
Basic
Diluted
Basic and diluted loss per share
2022
cents per share
2021
cents per share
(2.37)
(2.37)
(2.39)
(2.39)
2021
$
The loss and weighted average number of ordinary shares used in the calculation of basic and diluted loss per share are as follows.
2022
$
Loss for the year
(1,375,236)
(1,019,910)
2022
No.
2021
No.
Weighted average number of ordinary shares for the purpose of basic loss per share
58,031,731
42,599,826
Effects of dilution from share options
Weighted average number of ordinary shares
adjusted for the effect of dilution loss per share
22. Commitments for expenditure
Exploration, evaluation & development (expenditure commitments)
Not longer than 1 year (i)
Total
–
–
58,031,731
42,599,826
2022
$
661,984
661,984
2021
$
529,410
529,410
(i) Due to the nature of this expenditure, in that the expenditure commitments may be reduced by the relinquishment of tenements, estimates for the commitment
have not been forecast beyond June 2021. However, should the Group continue to hold the tenements beyond this date additional expenditure commitments
would arise.
23. Joint operations
Name of project
Gidji (i)
Principal activity
Exploration
Interest
2022
%
80
2021
%
80
(i)
The Company entered into a joint venture agreement with Thunder Metals Pty Ltd whereby Miramar (Goldfields) Pty Ltd retained a 80% interest in the Gidji Project.
24. Segment reporting
The Group operates in the mineral exploration industry in Australia. For management purposes, the Group is organised into one main operating
segment which involves the exploration of minerals in Australia. All of the Group’s activities are interrelated and discrete financial information is
reported to the Board as a single segment. Accordingly, all significant operating decisions are based upon analysis of the Group as one segment.
Operating segments are identified and segment information disclosed on the basis of internal reports that are regularly provided to, or reviewed
by, the Group’s Chief Operating Decision Maker which, for the Group, is the Board of Directors. In this regard, such information is provided using
similar measures to those used in preparing the statement of profit or loss and other comprehensive income and statement of financial position.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 42
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
25. Related party disclosure
(a)
Equity interests in related parties
Equity interests in subsidiaries
Details of the percentage of ordinary shares held in subsidiaries are disclosed in note 4 to the financial statements.
Equity interests in joint operations
Details of the interests in joint operations are disclosed in note 23 to the financial statements.
(b) Key management personnel (KMP) remuneration
Details of KMP remuneration are disclosed in pages 12 to 16 and note 7 to the financial statements.
(c) Other transactions with related parties
Director transactions
There were no KMP transactions for the financial year.
(d)
Parent entity
The ultimate parent entity in the Group is Miramar Resources Limited.
26. Subsequent events
The following matter or circumstance has arisen since the end of the financial year which significantly affected or may significantly affect the
operations of the Group, the results of those operations, or state of affairs of the Group in future financial years:
(a)
(b)
(c)
on 18 July 2022, the Company issued 38,693,334 options exercisable at $0.25 each expiring 11 July 2024 following the completion of a
rights issue. Funds received of $279,881 (before costs) will be allocated to fund the accelerated exploration at the Gidji Joint Venture
Project, to undertake further exploration at the projects located in the Eastern Goldfields, Murchison and Gascoyne regions of Western
Australia and to fund the working capital of the Company;
on 18 July 2022, the Company cancelled 150,000 options exercisable at $0.25 each on or before 6 March 2024 previously issued to
employees upon cessation of their employment;
on 19 July 2022, the Company announced that it was advised by the Australian Taxation Office (ATO) that its JMEI application for the
2022/23 financial year was accepted, and the Company was allocated up to $925,000 which may be distributed to eligible shareholders;
and
(d)
on 29 July 2022, the Company issued 75,000 options exercisable at $0.25 each on or before 6 March 2024 to an employee.
COVID-19
The COVID-19 pandemic continues to pose a global socio-political, economic and health risk. The potential for the pandemic to have both lasting
and unforeseen impacts is high. At this point in time the Group is experiencing minor delays in project timelines as a result of the pandemic. These
delays are not expected to be significant. As a Group, we adhere to the changes in government policies and changed the way we work to protect
the wellbeing of our people and ensure business continuity. We continue to maintain a state of response readiness commensurate with the risks
and in accordance with Government recommendations and health advice.
No other matters or circumstances have arisen since 30 June 2022 that may significantly affect the operations of the Group, the results of those
operations, or the state of affairs of the Group in future financial years.
43 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
27. Notes to the statement of cash flows
(a)
Reconciliation of cash and cash equivalents
For the purposes of the statement of cash flows, cash and cash equivalents includes
cash on hand and in banks and investments in money market instruments, net of
outstanding bank overdrafts. Cash and cash equivalents at the end of the financial
period as shown in the statement of cash flows is reconciled to the related items in
the consolidated statement of financial position as follows:
Cash and cash at bank
Term deposit
Total
(b) Reconciliation of loss for the year to net cash flows used in operating activities
Loss for the year
Sale of tenements
Equity settled share-based payments
Depreciation of non–current assets
Depreciation of right of use assets
Write off exploration and evaluation expenses
Changes in fair value of financial assets designated at fair value through profit or loss
Interest expense
Changes in net assets and liabilities
Trade and other receivables
Trade and other payables and provisions
Net cash used in operating activities
(c) Non-cash financing and investing activities
2022
$
2021
$
2,585,733
750,000
3,335,733
(1,375,236)
–
100,568
58,423
78,325
–
30,508
865
(22,174)
82,296
(1,046,425)
2,805,388
2,250,000
5,055,388
(1,019,910)
(150,000)
2,765
30,647
22,216
219,554
13,559
1,638
(124,344)
346,247
(657,628)
During the current year, the Group did not enter into any non-cash investing and financing activities which are not reflected in the
consolidated statement of cash flows.
28. Financial risk management objectives and policies
(a)
Financial risk management objectives
The Group manages the financial risks relating to the operations of the Group.
The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes although it
holds, at 30 June 2022, shares in other listed mining companies. The use of financial derivatives is governed by the Group’s Board of Directors.
The Group’s activities expose it primarily to the financial risks of changes in interest rates, but at 30 June 2022 it is also exposed to market
price risk. The Group does not enter into derivative financial instruments to manage its exposure to interest rate.
(b)
Significant accounting policies
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the
basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are
disclosed in note 2 to the financial statements.
(c)
Interest rate risk management
The Group is exposed to interest rate risk as it places funds at both fixed and floating interest rates. The risk is managed by maintaining an
appropriate mix between fixed and floating rate products which also facilitate access to money.
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 44
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
28. Financial risk management objectives and policies (cont’d)
(c)
Interest rate risk management (cont’d)
Cash flow sensitivity analysis for variable rate instruments
A change of 1 per cent in interest rates at the reporting date would have increased profit or loss by the amounts shown below. This analysis
assumes that all other variables remain constant. The analysis is performed on the same basis for 2021:
2022
Variable rate instruments
Cash flow sensitivity
2021
Variable rate instruments
Cash flow sensitivity
Profit or loss
Equity
1%
increase
1%
decrease
1%
increase
1%
decrease
29,412
29,412
37,501
37,501
(29,412)
(29,412)
(37,501)
(37,501)
–
–
–
–
–
–
–
–
The following table details the Group’s exposure to interest rate risk.
Weighted
average
effective
interest rate
%
Fixed maturity dates
Variable
interest rate
$
Less than
1 year
$
1 – 5
years
$
5+
years
$
Non-interest
bearing
$
Total
$
2022
Financial assets
Cash and
cash equivalent
Trade and
other receivables
Other financial assets
Other receivables
– non-current
Total
Financial liabilities
Trade and
other payables
Total
2021
Financial assets
Cash and
cash equivalent
Trade and
other receivables
Other financial assets
Other receivables
– non-current
Total
Financial liabilities
Trade and
other payables
Total
0.58%
2,941,188
0.00%
0.00%
–
–
0.01%
50,000
2,991,188
0.00%
–
–
0.05%
3,750,125
0.00%
0.00%
0.06%
50,000
3,800,125
0.00%
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
394,545
3,335,733
93,257
55,933
93,257
55,933
6,230
56,230
549,965
3,541,153
409,831
409,831
409,831
409,831
–
1,305,263
5,055,388
71,313
86,441
71,313
86,441
6,000
56,000
1,469,017
5,269,142
376,704
376,704
376,704
376,704
–
–
–
–
45 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the financial year ended 30 June 2022
28. Financial risk management objectives and policies (cont’d)
(d)
Liquidity risk
The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities by continuously
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.
The following table details the Group’s non-derivative financial instruments according to their contractual maturities. The amounts disclosed
are based on contractual undiscounted cash flows.
2022
Trade and
other payables
Total
2021
Trade and
other payables
Total
(e)
Credit risk
Less than
6 months
$
6 – 12
months
$
1 – 2
years
$
2+
years
$
409,831
409,831
376,704
376,704
–
–
–
–
–
–
–
–
–
–
–
–
Total
$
409,831
409,831
376,704
376,704
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group
has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral where appropriate, as a means of
mitigating the risk of financial loss from defaults. The Group’s exposure and the credit ratings of its counterparties are continuously monitored.
The Group measures credit risk on a fair value basis.
The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having similar
characteristics. The credit risk on liquid funds is limited because the counterparties are banks with high credit–ratings assigned by international
credit–rating agencies.
(f) Market risk
Market risk is the potential for loss arising from adverse movements in the level and volatility of equity prices.
The Group’s listed equity investments are as detailed in note 11.
A 5 per cent increase at reporting date in the equity prices would increase the market value of the securities by $2,797 (2021: $4,322) and
an equal change in the opposite direction would decrease the value by the same amount. The increase/decrease would be reflected in
equity as these financial instruments are classified as available–for–sale. The increase/decrease net of deferred tax would be $2,070 (2021:
$3,025).
(g) Capital risk management
The Group’s policy is to endeavour to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The Group sources any additional funding requirements from either debt or equity markets
depending on the market conditions at the time the funds are sourced and the purpose for which the funds are to be used. The Group is
not subject to externally imposed capital requirements.
29. Financial instruments
The fair value of financial assets and financial liabilities of the Group approximated their carrying amount. It does not include fair value information
for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value. The table
below analyses financial instruments carried at fair value by value measurement hierarchy.
Quantitative disclosures fair value measurement
hierarchy as at 30 June
2022
Assets measured at fair value
Financial assets at fair value through profit and loss
(note 11):
Quoted equity shares (i)
Total
Quoted prices in
active market
(Level 1)
$
Significant
observable
inputs
(Level 2)
$
Significant
unobservable
inputs
(Level 3)
$
Total
$
55,933
55,933
–
–
–
–
55,933
55,933
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 46
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
28. Financial instruments (cont’d)
Quantitative disclosures fair value measurement
hierarchy as at 30 June
2021
Assets measured at fair value
Financial assets at fair value through profit and loss
(note 11):
Quoted equity shares (i)
Total
Quoted prices in
active market
(Level 1)
$
Significant
observable
inputs
(Level 2)
$
Significant
unobservable
inputs
(Level 3)
$
Total
$
86,441
86,441
–
–
–
–
86,441
86,441
The management assessed that cash and short-term deposits, trade receivables, trade payables and other current liabilities approximate their carrying amounts largely
due to the short term maturities of these instruments. The fair value of the financial assets is included at the amount at which the instrument could be exchanged in a
current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair value:
(i)
Fair value of equity instruments and financial assets is derived from quoted market prices in active markets. Refer note 28(f) for market price risk impact.
30. Parent entity disclosures
The following details information related to the parent entity, Miramar Resources Ltd. The information presented here has been prepared using
consistent accounting policies as presented in note 2.
Results of the parent entity
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Financial position of parent entity at year end
Current assets
Non–current assets
Total assets
Current liabilities
Total liabilities
Total equity of the parent entity comprising of:
Share capital
Reserves
Accumulated losses
Total equity
2022
$
2021
$
(1,227,424)
(3,234,720)
–
–
(1,227,424)
(3,234,720)
3,219,520
4,165,100
7,384,620
482,195
482,195
10,700,692
853,294
(4,651,561)
6,902,425
4,909,650
1,169,163
6,078,813
481,378
481,378
8,268,845
752,726
(3,424,136)
5,597,435
(a) Guarantees entered into by the parent entity in relation to the debts of its subsidiary
The parent entity had not entered into any guarantees in relation to the debts of its subsidiary as at 30 June 2022 (2021: Nil).
(b)
Parent entity contingencies
The parent entity had no contingent liabilities as at 30 June 2022 (2021: Nil) other than disclosed in this financial report.
(c)
Commitments for the acquisition of property, plant and equipment by the parent entity
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2022 (2021: Nil) other than disclosed in this
financial report.
47 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
ADDITIONAL SHAREHOLDER INFORMATION
CAPITAL
as at 20 September 2022
Miramar Resources Limited issued capital is as follows:
Ordinary fully paid shares
Number of ordinary fully paid shares at the date of this report are:
Quoted ordinary fully paid shares
Restricted fully paid shares until 22 October 2022
Ordinary fully paid shares at 30 June 2022
Ordinary fully paid shares at the date of this report
End of escrow period
Number of shares
N/A
22 October 2022
64,186,663
6,495,080
70,681,743
70,681,743
At a general meeting of shareholders:
(a) on a show of hands, each person who is a member or sole proxy has one vote; and
(b) on a poll, each shareholder is entitled to one vote for each fully paid share.
SUBSTANTIAL SHAREHOLDERS
Miramar Resources Limited has the following substantial shareholders:
Name
XGS Pty Ltd
Faraday Nominees Pty Limited & Lesamourai Pty Ltd
TOP 20 HOLDERS OF ORDINARY SHARES
Number of shares
Percentage of issued capital
7,001,411
6,560,000
9.91%
9.28%
Rank Name
Units
% of Issued Capital
1
2
3
4
5
6
7
8
9
10
10
11
12
13
14
15
15
16
17
18
19
20
XGS Pty Ltd
Faraday Nominees Pty Limited
Mr Roger Blake & Mrs Erica Lynette Blake
BNP Paribas Nominees Pty Ltd
Lesamourai Pty Ltd
Mr Toby Peter Jefferis
Thunder Metals Pty Ltd
XGS Pty Ltd
St Barnabas Investments Pty Ltd
Lesamourai Pty Ltd
Mr James Mcauliffe
LL&P Pty Ltd
Mrs Nicole Larise Oakes
Sonlen Pty Limited
Boonwarry Pty Ltd
Buprestid Pty Ltd
Gary Judy Holland Super Fund Pty Ltd
Monex Boom Securities (HK) Ltd
TT Nicholls Pty Ltd
Buprestid Pty Ltd
Mr David Ian Raymond Hall & Mrs Denise Allison Hall
Mr Richard Thomas Hayward Daly & Mrs Sarah Kay Daly
5,700,080
4,000,000
2,000,000
1,624,703
1,560,000
1,450,000
1,380,136
1,301,331
1,035,688
1,000,000
1,000,000
945,000
944,239
815,000
800,000
700,000
700,000
676,906
625,000
600,000
589,000
571,896
8.06%
5.66%
2.83%
2.30%
2.21%
2.05%
1.95%
1.84%
1.47%
1.41%
1.41%
1.34%
1.34%
1.15%
1.13%
0.99%
0.99%
0.96%
0.88%
0.85%
0.83%
0.81%
Total of Top 20 holders of ORDINARY SHARES
30,018,979
42.46%
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 48
ADDITIONAL SHAREHOLDER INFORMATION
RANGE OF SHARES
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – 9,999,999
Total
UNMARKETABLE PARCELS
Minimum $500.00 parcel at $0.105 per unit
Options
Total Holders
21
193
154
415
128
911
Minimum parcel size
4,762
Units
5,835
573,455
1,230,073
16,374,844
52,497,536
70,681,743
Holders
196
% Issued Capital
0.01%
0.81%
1.74%
23.17%
74.27%
100.00%
Units
489,577
At the date of this report there are a total of 41 unlisted option holders holding 17,260,000 unissued ordinary shares in respect of which options are
outstanding. The unlisted options do not carry voting rights at a general meeting of shareholders.
Number of option holders
Number of options
Balance at the beginning of the year
Movements of share options during the year
Issued at $0.25 each expiring 3 November 2025
Issued at $0.48 each expiring 6 March 2024
Balance at 30 June 2022
Issued at $0.25 each expiring 18 July 2024
Cancellation of options expiring 6 March 2024
Issued at $0.25 each expiring 6 March 2024
Issued at $0.25 each expiring 18 July 2024
Total number of options outstanding at the date of this report
RESTRICTED OPTIONS
Restricted unlisted options exercisable at $0.20 expiring 22 October 2022
Restricted unlisted options exercisable at $0.25 expiring 9 October 2023
Restricted unlisted options exercisable at $0.20 expiring 26 June 2025
On-market buy-back
There is no current on-market buy-back.
Securities exchange listing
41
3
5
41
221
(2)
1
5
266
17,260,000
1,500,000
450,000
19,210,000
38,693,334
(150,000)
75,000
7,352,742
65,181,076
End of escrow period
Number of options
22 October 2022
22 October 2022
22 October 2022
1,560,000
6,000,000
3,000,000
The Company’s ordinary shares are listed on the Australian Securities Exchanger. The Company’s ASX code for quoted ordinary shares is M2R.
ASX Admission Statement
USE OF FUNDS
Since its admission to the ASX’s official list on 21 October 2020 until 30 June 2022, the Company has used the cash and assets in a form readily convertible
to cash that it had at the time of admission in a way consistent with its business objectives.
49 MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022
ADDITIONAL SHAREHOLDER INFORMATION
TENEMENTS
The projects are constituted by the following tenements:
Tenement Number
Project: Gidji JV
Interest
%
Status
Tenement Number
Project: Glandore
Interest
%
Status
E24/225
E26/214
E26/221
E26/225
P24/5439
P26/4221
P26/4222
P26/4527
P26/4528
P26/4529
P26/4530
P26/4531
P26/4532
P26/4533
P26/4534
Project: Lakeside
E21/212
Project: Lang Well
E59/2377
E59/2718
Project: Randalls
E25/596
Project: Whaleshark
E08/3166
80
80
0
80
80
80
80
80
80
80
80
80
80
80
80
0
100
0
Live
Live
Pending
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Pending
Live
Pending
100
Live
100
Live
E25/544
E25/611
P25/2381
P25/2382
P25/2383
P25/2384
P25/2385
P25/2386
P25/2387
P25/2430
P25/2431
P25/2465
Project: Bangemall
E08/3176
E08/3177
E08/3195
E08/3196
E08/3284
E08/3498
E09/2484
E09/2647
E52/3893
100
0
100
100
100
100
100
100
100
100
100
100
0
0
0
0
0
0
100
0
100
Live
Pending
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Pending
Pending
Pending
Pending
Pending
Pending
Live
Pending
Live
MIRAMAR RESOURCES LIMITED ANNUAL REPORT 2022 50
Discovery
MIRAMAR OFFICE
Unit 1, 22 Hardy Street
South Perth Western Australia
Australia 6151
Telephone: +61 8 6166 6302
Email: info@miramarresources.com.au
To view this annual report online, open the Camera app and point
your phone at the QR code, Make sure the QR code is inside the box
on your screen and then tap the pop-up notification.
www.miramarresources.com.au
ValueCreating ShareholderThrough