Navarre Minerals
Annual Report 2021

Plain-text annual report

A N N U A L R E P O R T 2 0 2 1 03 +61 (3) 5358 8625 @Navarre Minerals Ltd info@navarre.com.au @NavarreMinerals navarre.com.au @NavarreMinerals CORPORATE DIRECTORY COMPANY Navarre Minerals Limited ABN 66 125 140 105 DIRECTORS Kevin Wilson (Chairman) Ian Holland (Managing Director) Geoff McDermott (Technical Director) COMPANY SECRETARY Mathew Watkins REGISTERED OFFICE & PRINCIPAL OPERATIONS OFFICE 40-44 Wimmera Street PO Box 385 Stawell Victoria 3380 Australia SHARE REGISTRAR Boardroom Pty Limited Level 7, 411 Collins Street Melbourne Victoria 3000 Australia Telephone +61 (2) 9290 9600 Facsimile +61 (2) 9279 0664 AUDITOR RSM Australia Partners Level 21, 55 Collins Street Melbourne Victoria 3000 Australia STOCK EXCHANGE LISTING ASX Limited Level 4, North Tower, Rialto, 525 Collins Street Melbourne Victoria 3000 Australia ASX Code: NML INCORPORATED 30 April 2007 Victoria, Australia U N E A R T H I N G P R O S P E R I T Y The ground-breaking accomplishments of today mean little without delivering a sustainable, prosperous future for all stakeholders. We are committed to discovering and developing significant, generational assets - to go beyond our predecessors and reach our greatest potential. Be part of our legacy. UNEARTHING PROSPERITYANNUAL REPORT 2021 05 CONTENTS Chairman's Letter Managing Director’s Review of Operations Directors’ Report Auditor’s Independence Declaration Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements Directors’ Declaration Independent Auditor’s Review Report Additional Shareholder Information 08 10 32 66 69 70 71 72 73 97 98 101 FORWARD LOOKING STATEMENTS This Financial Report includes certain forward- looking statements that have been based on current expectations about future acts, events and circumstances. These forward-looking statements are, however, subject to risks, uncertainties and assumptions that could cause those acts, events and circumstances to differ materially from the expectations described in such forward-looking statements. These factors include, among other things, commercial and other risks associated with the meeting of objectives and other investment considerations, as well as other matters not yet known to the Company or not currently considered material by the Company. UNEARTHING PROSPERITYANNUAL REPORT 2021NAVARRE MINERALS LIMITED L E A D I N G E X P L O R A T I O N L E A D I N G E X P L O R A T I O N I N V I C T O R I A ' S I N V I C T O R I A ' S ‘ S E C O N D G O L D R U S H ' ‘ S E C O N D G O L D R U S H ' 08 09 KEVIN WILSON CHAIRMAN CHAIRMAN’S LETTER DEAR FELLOW SHAREHOLDER, At our Stawell Corridor Gold Project, we announced a maiden Geoff McDermott transitioning to a new role of technical It is my pleasure to present the Navarre Minerals’ annual Mineral Resource for the Resolution and Adventure prospects director. report for the year ended 30 June 2021. of 304,300 ounces of gold at an average grade of 2.43 grams I’m pleased to report that Navarre has progressed further The Mineral Resource is the first instalment of what we company in 2007 and as a public company from 2011 after towards its ultimate objective of becoming a gold producer. believe will be a growing resource base and the first step in its ASX listing. Geoff’s continuing support is testament to his This included exploration advances across our portfolio of establishing the Stawell Corridor Gold Project as an emerging belief in the quality of the Company’s portfolio of Victorian gold projects, culminating in the announcement of a gold-producing camp in western Victoria. mineral assets. per tonne (see our ASX announcement on 30 March 2021). Geoff has led the Company from its foundation as a private maiden Mineral Resource at our flagship Stawell Corridor Gold Project. At St Arnaud, we substantially expanded our tenement We were also pleased to welcome Paul Hissey as the position within the goldfield that historically produced Company’s new chief financial officer. Paul has broad Our busy drilling program has forged ahead amid a backdrop 400,000 ounces of gold. The Company completed a maiden experience both as a geologist at the ‘coal face’ of mining of conditions largely conducive for the Company and the gold 7,643 metre air-core drilling program on the Nelson and New operations and in capital markets roles. sector in general. Bendigo lines of lode, revealing multiple options for the pursuit While the global gold price has retreated somewhat on Ian, who played a key role in reviving the nearby Fosterville expectations that central banks will ease liquidity and increase On the Glenlyle tenement, our first diamond drilling on the gold project to what is now acknowledged as one of the interest rates, the bullion price remains at historically high exciting Morning Bill prospect has revealed the potential for world’s biggest and richest gold mines. levels in Australian dollar terms. In an increasingly uncertain a large polymetallic mineral system hidden beneath shallow world, gold’s reputation as a safe haven and a store of value is cover. likely to remain untarnished. On behalf of the Board, I would also like to thank the management team and staff of Navarre for a first-class job, of additional gold discoveries. The Board also acknowledges the outstanding leadership of Then there’s the Tandarra Gold Project, our joint venture as well as our shareholders for their unwavering support. Despite industry-wide cost pressures, per-ounce gold margins managed by 51 per cent partner Catalyst Metals Limited. remain robust and the outlook for a late-stage explorer, cum- Post balance date, Catalyst reported results from a 60 hole, Mining projects ultimately only succeed with the support of developer like us is positive. 6,764 metre drilling program that included intercepts of up the local people, so we also thank the communities in which Investor support for Navarre remains high, as evidenced by announcement on 26 July 2021). to nine metres at 14.8 grams of gold per tonne (see ASX we operate. our strongly oversubscribed $14.9 million placement and share purchase plan completed in June this year. In other corporate development, Navarre received a 17 per cent shareholding in Resource Base Limited, as consideration Of course, the COVID-19 pandemic remains an unwelcome for divestment of the non-core Black Range Project. In July backdrop for the Company and for Australians in general. 2021 Resource Base subsequently listed on the ASX under Despite renewed lockdowns during the period, the disruption the code RBX, valuing Navarre’s holding at approximately $1.3 was minimal, with our drilling activity accommodating the million at the date of this report. KEVIN WILSON CHAIRMAN 17 September 2021 new operating measures introduced to keep our people, contractors and the communities in which we operate safe On the management front, we saw the smooth transition of and healthy. Ian Holland to the managing director role, with incumbent UNEARTHING PROSPERITYANNUAL REPORT 2021NAVARRE MINERALS LIMITED 010 011 MANAGING DIRECTOR’S REVIEW OF OPERATIONS I am pleased to present my first review of operations as Navarre’s managing director, covering a busy year as the Company aggressively pursued its exploration programs I’m also pleased to report Navarre navigated the shoals of In October 2020, following a competitive tender process, the ongoing COVID-19 pandemic, with disruption kept to a Navarre was granted tenure over the historic St Arnaud minimum, despite some exploration initially slowing as a result. Goldfield, which adjoins the Company’s existing St Arnaud We took the requisite precautions to protect not just our Gold Project. The St Arnaud Goldfield historically produced workers, but also the communities in which we operate. 400,000 ounces of gold and the Company wasted no time following up legacy drill hits with its maiden drilling campaign Navarre raised $8 million of equity capital in July 2020. over the main producing areas. In June this year, we bolstered our balance sheet via an oversubscribed placement and share purchase plan that across some of Australia’s most prospective, and proven, gold The St Arnaud expansion followed the June 2020 acquisition raised $14.9 million. This puts Navarre in a sound position for precincts. of the Jubilee Gold Project, 25km southwest of Ballarat. the current year’s busy exploration program, which has already Over the year, the Company carried out 38,323 metres of air- gold at a recovered grade of about 12 grams per tonne from a core, reverse circulation and diamond core drilling across its single east-west trending quartz reef but had not been drilled Highlights since year end include further diamond drilling on key projects. since the mine closed in 1913. the Stawell project’s Adventure prospect, high grade zones at The old Jubilee Mine historically produced 130,000 ounces of started strongly. In March this year the Company announced a maiden Mineral Meanwhile, work continued on the 49 per cent owned discovery of a new gold-bearing quartz reef with visible gold Resource of 304,300 ounces at an average grade of 2.43 Tandarra Gold Project, in joint venture with Catalyst Metals at the St Arnaud Gold Project. grams per tonne for the flagship Stawell Corridor Gold Project, Limited. Tandarra, a major geophysics survey at Morning Bill and the IAN HOLLAND MANAGING DIRECTOR covering the Resolution and Adventure prospects (see our ASX announcement on 30 March 2021). The Mineral Resource is located on the eastern flank of the Irvine basalt dome, which has been subject to broader exploration work across other targets. Ultimately, we aim to deliver several potential advanced projects within commercial distance of the nearby Stawell processing facility. Work this year will focus on substantially increasing the size of our resource base with further drilling planned for the Irvine basalt dome and at St Arnaud. During the year Navarre also carried out extensive exploration programs at its wholly owned St Arnaud Gold Project and at Glenlyle near Ararat, part of the greater Stawell Corridor Gold Project. Glenlyle contains Morning Bill, a greenfields prospect discovered by the Company in 2018 under shallow cover. Navarre’s first diamond core drilling program at Morning Bill has revealed the prospect’s best gold, copper, lead and zinc assays to date, including 16.5 grams per tonne gold, 1.2 per cent copper, 9.1 per cent zinc and 4.8 per cent lead (see ASX announcement on 2 & 10 June 2021). Figure 1: Location of Navarre’s Victorian projects. JUBILEETANDARRAST ARNAUDSTAVELY JVSTAWELL CORRIDORMELBOURNEVICTORIAAUSTRALIAFOSTERVILLEStawell CorridorStavely ArcBENDIGOBALLARATSTAWELLUNEARTHING PROSPERITYANNUAL REPORT 2021NAVARRE MINERALS LIMITED 012 013 STAWELL CORRIDOR GOLD PROJECT (ELs 5476, 5480, 5497 6525, 6526, 6527, 6528, 6702, 6745 & 7125) TABLE 1: Mineral Resources for Resolution and Adventure Prospects OWNERSHIP COMMODITY LOCATION GEOLOGICAL PROVINCE PROJECT STAGE 100% Navarre Minerals Gold 237km North-West of Melbourne, Victoria Cambro-Ordovician Stawell Zone of the Lachlan Fold Belt Advanced Exploration Navarre has a dominant land position along 70 kilometres of the prospective Stawell Gold Corridor, south on-strike of the six million-ounce Stawell Goldfield (Figures 1 & 2). Navarre’s wholly owned Stawell Corridor Gold Project contains seven potential zones with geology similar to the operating five million ounce Magdala Gold Mine, 20 kilometres north. We are systematically exploring these targets from north to south. IRVINE BASALT DOME The Company’s most advanced prospects are Resolution and Adventure, on the prospective eastern margin of a nine- kilometre Cambrian-age basalt dome (Irvine dome) within the historic Ararat Goldfield (Figure 2). The two prospects are located approximately 3 kilometres apart (see Figure 3). Following an extensive drilling program, in March 2021 the Company announced a maiden JORC 2012 Inferred Mineral Resource1 estimate (MRE) for the Resolution and Adventure prospects, of 304,300 ounces at an average grade of 2.43 grams per tonne (Table 1 and Figure 3). This is the first significant MRE to be delineated on the Stawell Corridor outside of Stawell’s operating Magdala Gold Mine and represents the first step in what is expected to be an ongoing process of resource growth and upgrade over the short to medium term. 1. Refer ASX release on 30 March 2021 “Maiden Gold Mineral Resource & Exploration Target for Resolution & Adventure Prospects.” The Company confirms that it is not aware of any new information that affects the information contained in the announcement. PROSPECT CUT-OFF GOLD (g/t) INFERRED TONNES GOLD GRADE GOLD OUNCES Resolution OP Adventure OP Total OP Resolution UG >0.6 >0.6 >0.6 MSO 1,754,000 680,000 2,434,000 1,455,000 Total Variable 3,889,000 2.09 1.85 2.02 3.12 2.43 118,000 40,300 158,300 146,000 304,300 ◊ The preceding statements of Mineral Resources conforms to the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code) 2012 Edition. All tonnages reported are dry metric tonnes. Minor discrepancies may occur due to rounding to appropriate significant figures. Full details relating to the MRE are contained in the ASX announcement dated 30 March 2021. The Company also declared additional Exploration Targets1 of between 280,000 to 420,000 ounces of gold across these two prospects, at an average grade of 2-3 grams per tonne of gold (Table 2 and Figure 3). TABLE 2: Exploration Target for Resolution and Adventure Prospects PROSPECT Resolution Adventure Total INFERRED TONNES (Mt) GOLD GRADE (g/t) GOLD OUNCES (k Oz) 2.4 - 3.6 1.0 - 1.6 3.4 – 5.2 2.0 - 3.0 200 - 300 2.0 – 3.2 80 - 120 2.0 – 3.0 280 – 420 ◊ The potential quantity and grade of the Exploration Target is conceptual in nature and there has been insufficient exploration to estimate a Mineral Resource in relation to this Exploration Target. It is uncertain if further exploration will result in the estimation of a Mineral Resource in relation to these Exploration Targets UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 014 015 IN SUPPORT OF THE MRE, HIGHLIGHT RESULTS A 14,000 METRE DIAMOND DRILLING CAMPAIGN WAS COMPLETED ON TIME AND WITHIN BUDGET DURING THE YEAR. Navarre believes there is significant potential to increase the size of the resource base at Resolution and Adventure, with further expansion diamond drilling to test the down-plunge directions which remain open at depth and along strike (Figures 3-5). 5.0m @ 10.0 g/t Au from 273.9m (RD027) 9.4m @ 5.3 g/t Au from 355.6m, including 3.4m @ 9.2 g/t Au (RD028) 10.8m @ 4.5 g/t Au from 483.6m, including 4.2m @ 7.5 g/t Au (RD028) 2.0m @ 9.9 g/t Au from 235.8m (RD024) 1.0m @ 20.8 g/t Au from 358.6m within a broader zone of 10.3m @ 2.2 g/t Au (RD024) 0.6m @ 55.0 g/t Au from 494.1m (RD032) 7.9m @ 4.3 g/t Au from 441.4m, including 1.0m @ 11.7 g/t Au (RD032) 3.7m @ 3.8 g/t Au from 381.3m (RD030) 3.2m @ 9.6 g/t Au from 263.6m, including 0.9m @ 12.5 g/t Au (AD007) 8.4m @ 3.4 g/t Au from 405.6m, including 0.9m @ 13.7 g/t Au (AD008) 0.5m @ 55.7 g/t Au from 508.9m (RD033) 4.0m @ 3.1 g/t Au from 558.8m (RD040) See ASX announcements on 8 July 2020, 25 September 2020, 23 December 2020 & 11 March 2021; Figures 4 & 5 Figure 2: Stawell Corridor Gold Project location map. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 016 017 Figure 3: Longitudinal projection of Resolution and Adventure prospects showing gold mineral inventory. Figure 4: Longitudinal Projection of the Resolution prospect’s South Shoot showing significant drill results (refer to ASX announcement of 15 September 2021). Figure 5: Longitudinal Projection of the Adventure prospect showing key drill intercepts (refer to ASX announcement of 21 July 2021). Post balance date the Company received results for three diamond core holes for a total of 1,242 metres drilled at the Resolution prospect which missed the timing deadline to be included in the MRE. The best result was 1.1 metres at 14.0 grams per tonne gold in hole RD044 (see ASX announcements on 15 September 2021). LANGI LOGAN BASALT DOME South of the Irvine basalt dome, the 14.5 kilometre long Langi Logan basalt dome is the next major prospect for Magdala-style mineralisation within the Stawell Corridor Gold Project (Figures 2 & 6). Prior to World War One, deep-lead mining within the prospect area produced approximately 133,000 ounces of gold from old river gravels now covered by younger lava flows that range from two to 30 metres in thickness. During the year, a 3,400 metre air core drilling campaign has enhanced the potential scale of the gold system through the identification of a previously unknown 2.5 kilometre extension of the basalt dome (Langi Logan North Extension on Figure 6), offset to the west by a major east-west trending transverse fault. The reconnaissance air-core drilling highlighted several areas of anomalous gold, quartz veining and sulphides (pyrite + arsenopyrite) requiring follow-up infill drilling. Langi Logan is at an early exploration stage but has the potential to be a new gold system similar to that found on the flanks of the Irvine and Magdala basalt domes. Figure 6: Gravity image showing drill results, including historical, and geological interpretation (refer to ASX announcement of 14 January 2021). UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 018 019 GLENLYLE PROJECT HIGHLIGHT INTERCEPTS Situated 25 kilometres south-west of Ararat, the Glenlyle tenement captures a large circular intrusive complex within the Dryden-Stavely Volcanic Belt (Figure 2). This belt of rocks also hosts the Cayley Lode copper discovery of Stavely Minerals (ASX: SVY), 25 kilometres south-on-strike at Stavely’s nearby Thursdays Gossan deposit. The Glenlyle tenement contains the exciting Morning Bill discovery, a greenfields prospect discovered by Navarre in 2018. During H1 2021, Navarre completed the first ever diamond core testing program of Morning Bill, with a total of 2,994 metres of drilling completed across eight holes as follow-up to strongly anomalous gold, silver, copper, lead and zinc mineralisation reported in earlier air-core drilling (refer ASX announcements 1.9m @ 10.1 g/t gold from 142.6m, including 1.0m @ 16.5 g/t gold, 216.0 g/t silver & 2.0% zinc from within a broader interval of 46.8m @ 0.5 g/t gold from 120.5m (GDD001) 2.5m @ 3.7 g/t gold from 364.9m, including 0.9m @ 9.1 g/t gold (GDD001) 305.4m @ 3.0 g/t silver from 72.6m, including 1.9m @ 130.2 g/t silver (GDD001) 6.7m @ 1.8 g/t gold, 2.4 g/t silver, 1.5% zinc, 0.4% lead & 0.1% copper from 208.6m (GDD003), including: on 4 February 2021, 4 & 18 March 2021 and 2 & 10 June 2021). 0.4m @ 10.1 g/t gold, 11.4 g/t silver, 9.1% zinc, 4.8% lead & 0.2% copper; The target area covered a 1,100-metre strike extent and a 0.3m @ 2.3 g/t gold, 2.0 g/t silver, 1.8% zinc and 1.2% copper; 0.4m @ 8.0 g/t gold, 2.7 g/t silver, 4.9% zinc and 0.2% copper; Figure 7: Straw-yellow sphalerite (zinc) and grey galena (lead) mineralisation at 213m in GDD003 (LHS) and chalcopyrite (copper) mineralisation at approximately 215m down hole in GDD003 (RHS). width of up to approximately 400 metres (Figure 8). This near-surface mineralisation remains open along strike and at depth. All eight diamond holes intersected variably broad to strong gold, silver and associated polymetallic mineralisation, including peak assays of 16.5 grams per tonne gold, 1.2% copper, 9.1% zinc and 4.8% lead (Figure 7). The results provide further evidence that Morning Bill is an emerging large, concealed gold-silver system with polymetallic potential. A major geophysics program is now underway as a prelude to a drilling program to start later this year. The knowledge gained about Morning Bill’s mineralisation will be applied to follow up drilling programs scheduled for later in the year, following completion of the annual crop harvest. 0.6m @ 3.6 g/t gold, 9.0 g/t silver, 0.5% zinc and 0.2% lead from 363.7m (GDD002A) 9.7m @ 1.1 g/t gold from 306.8m from within a broader zone of 30.5m @ 0.6 g/t gold, (GDD006) 278.9m @ 2.8 g/t silver from 70.2m, including 1.4m @ 117.1 g/t silver (GDD006) 194.8m @ 1.1 g/t silver from 222.7m to end of hole (GDD007) 5.1m @ 13.7 g/t silver from 298.5m to end of hole, including 1.0m @ 58.6 g/t silver (GDD005) See Figure 8 and ASX announcements on 4 February 2021, 4 & 18 March 2021, 2 & 10 June 2021 and 23 August 2021 Figure 8: Plan of Morning Bill showing diamond and air core results on magnetic image. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 020 021 TANDARRA GOLD PROJECT (RL 6660) (joint venture with operator Catalyst Metals Limited) OWNERSHIP COMMODITY LOCATION GEOLOGICAL PROVINCE PROJECT STAGE Navarre Minerals 49% Catalyst Metals 51% Gold North-West of Melbourne, Victoria Bendigo-Ballarat Zone of Lachlan Fold Belt overlain by Recent Murray Basin cover Early Exploration THE HIGH-GRADE TANDARRA GOLD PROJECT IS LOCATED 50 KILOMETRES NORTHWEST OF KIRKLAND LAKE GOLD’S WORLD-CLASS FOSTERVILLE GOLD MINE, AND 40 KILOMETRES NORTH OF THE 22 MILLION-OUNCE BENDIGO GOLDFIELD (FIGURE 1). Led by Catalyst, exploration at Tandarra is targeting the next generation of gold deposits under shallow cover in the region. The Tandarra Gold Project comprises three main prospects, Macnaughtan, Tomorrow and Lawry that are concealed beneath a blanket of younger, post-mineralisation sediments of the Murray Basin (Figure 9). These three prospects are adjacent to one another and are located in the hangingwall of the Whitelaw Fault, a major structural control of gold mineralisation at Bendigo. During the year the Tandarra Joint Venture completed a total of 10,509 metres of air-core, RC and diamond drilling across the Macnaughtan, Tomorrow and Lawry prospects. TOMORROW PROSPECT At the Tomorrow prospect, diamond holes TND003-TND006 and reverse circulation holes TNR001-TNR005 were completed in April 2021. The drilling targeted repetitions of gold-bearing fault structures at depth, below the main zone. Figure 9: Plan of the Macnaughtan, Tomorrow and Lawry prospects showing significant 2021 drilling results. (Diagrams reproduced courtesy of Catalyst Metals Limited). Hole TND003 returned the best results of 2.9 metres at 1.6 grams per tonne gold from 158 metres and 2.6 metres at 3.5 grams per tonne gold from 177 metres, confirming the position of the upper west-dipping mineralised fault. HIGHLIGHT INTERCEPTS (MACNAUGHTAN) Drilling also intersected a deeper fault structure about 450 metres downhole, demonstrating repetition at depth albeit with less alteration and lower gold values. Further drill testing is required at all three prospects to infill and expand the known extends of gold mineralisation which remains open along strike and at depth. 13m @ 7.8 g/t gold from 78m, including 2m @ 44.8 g/t gold (ACT464) 9m @ 14.8 g/t gold from 106m, including 1m @ 112 g/t gold and 10m @ 1.7 g/t gold from 119m from within a broader interval of 30m @ 5.1 g/t gold from 105m (TNA050) MACNAUGHTAN PROSPECT Air-core drilling completed on the Macnaughtan prospect has confirmed extensive zones of near surface, gold-bearing quartz reef development. Two diamond holes testing beneath one of the better air-core results (ACT464), intersected a broad 10 metre wide mineralised fault zone containing extensive quartz veining with visible gold. 1m @ 18.7 g/t gold from 70m (TNA039) 1m @ 9.4 g/t gold from 75m (TNA032) 4m @ 1.6 g/t gold from 89m, including 1m @ 5.7 g/t gold (TNA038) 2.45m @ 54.8 g/t gold from 230.7m, including 0.3m @ 412 g/t gold (TND002) See ASX announcements on 13 October 2020, 15 April 2021 and 26 July 2021 LAWRY PROSPECT HIGHLIGHT INTERCEPTS (LAWRY) Infill air-core drilling around the previously reported Lawry discovery hole (ACT378) encountered significant gold mineralisation in three holes located 50 metres west, 100m north and 100m south of the Lawry hole hole (refer ASX announcement of 13 October 2020). This gold mineralisation remains open to the north, south and at depth. 6m @ 3.2 g/t gold from 57m and 2m @ 16.3 g/t gold from 102m (TNA017) 6m @ 1.3 g/t gold from 58m (TNA014) 4m @ 1.0 g/t gold from 98m and 1m @ 1.2 g/t gold from 128m (TNA015) See ASX announcement on 15 April 2021 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 022 023 ST ARNAUD GOLD PROJECT (ELs 6556, 6819, 7431 & 7567) OWNERSHIP COMMODITY LOCATION GEOLOGICAL PROVINCE PROJECT STAGE 100% Navarre Minerals Gold Silver 244km North-West of Melbourne, Victoria Bendigo-Stawell Zone, Lachlan Fold Belt Early Exploration THE ST ARNAUD GOLD PROJECT SURROUNDS THE HISTORICAL ST ARNAUD GOLDFIELD, WHICH The drilling returned strong gold and silver results, highlighting significant areas for follow-up diamond drill testing as a first step towards targeting a maiden mineral resource. PRODUCED APPROXIMATELY 400,000 In addition to the air-core program, the Company is part way through a 9,000 metre diamond core drilling program testing OUNCES OF GOLD BETWEEN 1855 AND beneath the best AC results on the New Bendigo and Nelson 1916 AT AN AVERAGE GRADE OF 15 lines of reef. GRAMS PER TONNE. Post balance date the Company received results for thirteen diamond core drill holes carried out on the New Bendigo line High-grade gold was mined from quartz lodes in a structural (refer Figures 10 & 11). setting consistent with most gold deposits in central Victoria, including Bendigo and Fosterville (Figure 1). Highlights include a gold intercept of 0.4 metres at 38.3 grams In a competitive tender process, in October 2020 the Victorian grams per tonne gold from 153.7 metres (NBD005) and 1.4 Government’s Earth Resource Regulation granted Navarre metres at 13.1 grams per tonne, within a broader interval of 6.2 tenure over the St Arnaud Goldfield, which adjoins the metres at 3.7 grams per tonne gold (NBD013). per tonne gold, within a broader interval of one metre at 15.6 Company’s existing St Arnaud Gold Project. In the June quarter, Navarre completed its inaugural 7,643 Company’s ASX announcements of 11 February 2021, 1 & 26 metre reconnaissance drilling program across 113 air-core March 2021, 16 June 2021 and 15 September 2021. Further details of the drilling programs are provided in the holes testing beneath the shallow gold workings of the recently granted exploration licence, EL 6819. HIGHLIGHT INTERCEPTS 20m @ 1.8 g/t gold from 33m, including 1m @ 9.2 g/t gold and 1m @ 6.9 g/t gold, and 1m @ 5.5 g/t gold from 62m (SAC145) 4m @ 3.0 g/t gold from 6m (SAC143) 3m @ 2.2 g/t gold from 49m (SAC159) 1m @ 36.4 g/t gold from 41 metres (SAC223) 6m @ 1.2 g/t gold and 67.0 g/t silver from 20m (SAC208), including: 2m @ 172.0 g/t silver and 2.5 g/t gold 4m @ 3.3 g/t gold and 5.6 g/t silver from 24m (SAC213) Figure 10: Location of Navarre’s significant drill intercepts within the St Arnaud Goldfield. 1m @ 8.2 g/t gold from 20m (SAC226) 9m @ 1.5 g/t gold from 15m (SAC172) 1m @ 6.3 g/t gold from 65m (SAC189) 1m @ 5.7 g/t gold and 34.8 g/t silver from surface (SAC199) 7m @ 1.0 g/t gold from 32m (SAC227) See ASX announcement on 16 June 2021 Figure 11: Longitudinal projection of the north end of the New Bendigo Line showing significant drill intercepts. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 024 025 BLACK RANGE PROJECT (EL 4590) STAVELY PROJECT (EL 5425) (NAVARRE 49%) Having deemed the copper-gold asset as non-core, in July 2021 Navarre sold its 100% interest in EL 4590 to Resource Base Ltd in return for a 17 per cent interest in Resource Base. Resource Base successfully listed on the ASX under the code RBX in July 2021. The Black Range Project captures three fault-bound segments of the Stavely Arc Volcanics. JUBILEE GOLD PROJECT (EL 6689) OWNERSHIP COMMODITY LOCATION GEOLOGICAL PROVINCE PROJECT STAGE 100% Navarre Minerals Gold Silver 143km west of Melbourne, Victoria Tasman Orogenic Belt, Middle Devonian Early Exploration Stavely Minerals Limited (ASX: SVY) (Stavely) may earn up to an 80% equity interest in EL 5425 from Navarre by spending $450,000 over a five year period. EL 5425 is adjacent to Stavely’s wholly owned EL 4556 tenement that contains the Cayley Lode copper discovery at their nearby Thursdays Gossan deposit. During the year, Stavely received results from a 7,500 line kilometre regional airborne gravity survey recently flown over its combined Stavely project area, inclusive of EL 5425 (refer SVY ASX announcement of 15 March 2021). The survey results are being reviewed to aid identification of regional exploration targets obscured by shallow transported cover. Auger geochemical assays of 39 samples were also carried out but did not locate any significant porphyry pathfinder elements. The Jubilee Gold Project includes the historical 619 metre deep Jubilee Gold Mine which produced approximately 130,000 ounces of gold, at an average grade of 12 grams per tonne. After operating for 26 years the mine closed in 1913 and no drilling had taken place since then. During the year, Navarre’s 3,444 metre reconnaissance air-core drilling campaign returned strongly anomalous gold grades of up to 1.5 grams per tonne across three targets. These are associated with abundant quartz veining and have significantly expanded the footprint and robustness of the Jubilee project. A deeper target below the old mine workings remains to be tested with diamond drilling. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 026 027 CORPORATE CAPITAL RAISING Navarre raised $8 million of equity capital in July 2020. In June 2021, the Company further strengthened its balance sheet via an oversubscribed placement and share purchase plan that raised a combined $14.9 million. With $14.1 million cash as of 30 June 2021, Navarre is well funded to continue its ongoing exploration programs. BOARD MOVEMENTS Ian Holland was appointed as an independent non-executive director in May 2020 and was subsequently appointed joint managing director on 1 September 2020 and managing director on 1 April 2021, as part of a phased succession program. Navarre’s foundation managing director Geoff McDermott was appointed technical director on 1 April 2021. OUTLOOK With a strong balance sheet, Navarre is in an excellent position to pursue its multi-faceted exploration program at a time of sustained investor interest in the Victorian gold story. The board and management look forward to updating shareholders on the exploration program. IAN HOLLAND MANAGING DIRECTOR 17 September 2021 COMPETENT PERSON DECLARATION The information in this Annual Report that relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Shane Mele, who is a Member of The Australasian Institute of Mining and Metallurgy and who is Exploration Manager of Navarre Minerals Limited. Mr Mele has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration, and to the activity which he is undertaking, to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Mele consents to the inclusion in the release of the matters based on his information in the form and context in which it appears. The information in this announcement that relates to Navarre’s Exploration Results have been extracted from various Navarre ASX announcements and are available to view on the Company's website at www.navarre.com.au or through the ASX website at www.asx.com.au (using ticker code "NML"). The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement. The Company confirms that the form and context in which the Competent Person's findings are presented have not been materially modified from the original market announcements. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 028 029 TENEMENT INFORMATION (AS AT 15 SEPTEMBER 2021) PROJECT BENDIGO NORTH TENEMENT GROUP DETAILS (1, 2) INTEREST PROJECT TENEMENT DETAILS (1, 2) GROUP INTEREST Tandarra 3 RL 6660 49% WESTERN VICTORIA COPPER Black Range 4 EL 4590 0% Stavely 5 EL 5425 49% STAWELL CORRIDOR Ararat Tatyoon Glenlyle Long Gully Westgate Hospital Hill Napoleon ST ARNAUD St Arnaud Lord Nelson St Arnaud East JUBILEE GOLD PROJECT Jubilee Ballarat ◊ Notes: EL 5476 100% Snake Hill ELA 6530 0% EL 5480 100% Langi Logan EL 6702 EL 5497 100% Langi Logan West EL 6745 100% 100% EL 6525 100% Margaret Gully ELA 6843 0% EL 6526 100% Mininera EL 7125 100% EL 6527 100% Tatyoon North ELA 7743 0% EL 6528 100% EL 6556 100% St Arnaud West ELA 7436 EL 6819 EL 7431 100% 100% Donald Jeffcott 0% 0% ELA 7496 EL 7567 100% EL 6689 100% Ballarat ELA 7539 ELA 7538 0% East Jubilee ELA 7748 0% 0% 1. EL = Exploration Licence; ELA = Exploration Licence Application; RL = Retention Licence. 2. All tenements are located in Victoria. 3. Catalyst Metals Ltd completed all obligations to earn a 51% interest under a farm-out agreement with Navarre. In addition to its ownership of the Tandarra licence in the Bendigo North area, Navarre is entitled to a 1% royalty on Catalyst’s share of proceeds from future production from part of the area covered by exploration licences EL 5266 (Raydarra) and EL 5533 (Sebastian). 4. In July 2021, Resource Base Limited acquired EL 4590 from Navarre. For further details, see Note 26. 5. Stavely Minerals Limited completed its obligations to earn a 51% interest and may earn a further 29% interest under an earn-in and joint venture agreement with Navarre. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 030 031 STATEMENT OF MINERAL RESOURCES The information in this section is drawn from the SUMMARY OF SIGNIFICANT CHANGES SINCE 2020 underpinning the estimates in the original release continue AND ORE RESERVES following release: Navarre is not aware of any new information or data that to apply and have not materially changed. Navarre confirms Navarre Minerals Limited intends to release its Annual Statement of Mineral Resources and Ore Reserves estimates as of 30 June each year. This is the inaugural Annual Statement of Mineral Resources and Ore Reserves for Navarre. DEPOSIT In March 2021, Navarre declared a maiden Inferred Mineral Resource of 3.9Mt @ 2.43 g/t gold for 304,300 ounces of gold for the Resolution and Adventure deposits within its wholly owned Stawell Corridor Gold Project. As of 30 June 2021, Navarre has not declared any Ore Reserve estimates for its projects. Adventure & Resolution Mineral Resources as of 26 March 2021 (Maiden Gold Mineral Resource & Exploration Target for Resolution & Adventure Prospects) RELEASE DATE 30-Mar-21 MINERAL RESOURCES AS OF 30 JUNE 2021 MEASURED INDICATED INFERRED TOTAL materially affects the information contained in the Mineral that the form and context in which the Competent Person’s Resource estimates of the Adventure and Resolution deposits findings are presented have not been materially modified from since announcement of the maiden Mineral Resources on 30 the original release. March 2021. 3. The information in this report that relates to Exploration GOVERNANCE AND INTERNAL CONTROLS Results, Exploration Targets and Mineral Resources is based The Minerals Resources estimate in this statement have on, and fairly reflects, information compiled by Mr Shane been prepared in accordance with the 2012 Edition of the Mele, who is a Member of The Australasian Institute of Australasian Code for Reporting of Exploration Results, Mining and Metallurgy and who is Exploration Manager of Mineral Resources and Ore Reserves (JORC Code 2012 Edition) Navarre Minerals Limited. Mr Mele has sufficient experience by suitably qualified and experienced Competent Persons. which is relevant to the style of mineralisation and type of The estimates are reviewed by internal and external qualified deposit under consideration, and to the activity which he is professionals and the Board of Navarre reviews and approves undertaking, to qualify as a Competent Person as defined in the estimates prior to public release. the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves.” COMPETENT PERSON STATEMENT Mr Mele consents to the inclusion of the material in this report 1. The Annual Mineral Resources and Ore Reserves Statement in the form and context in which it appears. has been compiled by Mr Geoff McDermott, who is a Member of the Australasian Institute of Geoscientists. Mr McDermott 4. The information in this report that relates to the is the Technical Director and a full-time employee of Navarre Estimation and Reporting of Mineral Resources has been Minerals Limited. Mr McDermott has sufficient experience compiled by Mr David Coventry BSc (Geology) and Mr Richard Au g/t Tonnes Mt Au g/t Tonnes Mt Au g/t Tonnes Mt Au g/t Au oz which is relevant to the style of mineralisation and type of Buerger BSc (Geology). deposit under consideration, and to the activities undertaken 1.75 2.09 1.75 2.09 118,000 Edition of the “Australasian Code for Reporting of Exploration of Mining Plus Pty Ltd and have acted as independent to qualify as a Competent Person as defined in the 2012 Both Mr Coventry and Mr Buerger are full-time employees 1.46 3.12 1.46 3.12 146,000 0.68 1.85 0.68 1.85 40,300 3.89 2.43 3.89 2.43 304,300 Results, Mineral Resources and Ore Reserves (The JORC Code). consultants on the Resolution and Adventure prospects Mr McDermott consents to the inclusion of the material in this Mineral Resource estimations. Mr Coventry is a Member of the report in the form and context in which it appears. Australasian Institute of Geoscientists (#5288) and Mr Buerger is a Member of the Australian Institute of Geoscientists (#6031). 2. The information in this Annual Report that relates to Both have sufficient experience with the style of mineralisation Mineral Resources or Ore Reserves as of 30 June 2021 has and the deposit type under consideration, and to the activities been extracted from the release titled “Maiden Gold Mineral undertaken to qualify as a Competent Persons as defined in Resource & Exploration Target for Resolution & Adventure the 2012 Edition of the “Australasian Code for Reporting of Prospects” dated 30 March 2021 (the original release). Navarre Exploration Results, Mineral Resources and Ore Reserves.” confirms that it is not aware of any new information or data Mr Coventry and Mr Buerger consent to the inclusion in this that materially affects the information included in the original report of the contained technical information relating to the release and, in the case of Mineral Resources or Ore Reserves, Mineral Resource estimations in the form and context in that all material assumptions and technical parameters which it appears. DEPOSIT Tonnes Mt - - - - Resolution OP Resolution UG Adventure OP Total Stawell Corridor ◊ Notes: - - - - - - - - - - - - 1. The long-term gold price assumption for Mineral Resources and Ore Reserves was AUD$2,500 per ounce. 2. The OP cut-off gold grade used was >0.6 g/t. 3. Mineral Resources for the Resolution UG are spatially constrained within notional mining volumes to eliminate mineralisation that does not have reasonable prospects of eventual economic extraction. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 032 033 DIRECTORS’ REPORT The directors present their report together with the consolidated financial statements of the group comprising Navarre Minerals Limited (variously the “Company”, “Navarre” and “Navarre Minerals”) and its subsidiaries (together, the “Group”) for the financial year ended 30 June 2021. Navarre Minerals is a company limited by shares, incorporated and domiciled in Australia. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows: 1. DIRECTORS The names and details of the Company’s directors in office during the financial year and until the date of this report are as follows. The directors were in office during the entire period unless otherwise stated. DIRECTOR Kevin Wilson Appointed 30 April 2007. DESIGNATION & INDEPENDENCE STATUS Chairman QUALIFICATIONS, EXPERIENCE & EXPERTISE DIRECTORSHIPS OF OTHER LISTED COMPANIES SPECIAL RESPONSIBILITIES DURING THE YEAR1 BSc (Hons), ARSM, MBA Los Cerros Limited Chairman of the Board. Mr Wilson has over 30 years’ experience in the minerals and finance (ongoing). Non-executive industries. He was the Managing Director of Rey Resources Limited, Chairman of the Nomination & an Australian energy exploration company, from 2008 to 2016 and the Investigator Remuneration Committee. Independent Managing Director of Leviathan Resources Limited, a Victorian gold mining Resources Limited company, from its initial public offering in 2005 through to its sale in 2006. (ongoing). Chairman of the Audit He has prior experience as a geologist with the Anglo American Group in Africa and North America and as a stockbroking analyst and investment banker with CS First Boston and Merrill Lynch in Australia and USA. Committee from 2 April to 25 June 2020 and from 1 September 2020. Ian Holland Managing Appointed 25 May 2020. Director BSc, MMinGeoSc, FAusIMM, F Fin, MAICD None. Chairman of the Audit Mr Ian Holland has over 20 years’ experience in the minerals industry Committee from 25 June to 31 Executive He is a geologist by background and has a strong track record of value across a number of gold and base metal operations throughout Australia. August 2020. Appointed Managing Director on 1 September 2020. Geoff McDermott Appointed Managing Director on 19 May 2008. Appointed Technical Director on 1 April 2021. Technical Director Executive Colin Naylor Appointed 5 November 2010 and resigned 27 November 2020. Appointed Company Secretary on 31 July 2018 and resigned 31 December 2020. Director & Company Secretary Non- Independent creation with his most recent previous role as Vice President, Australian Operations for Kirkland Lake Gold where he led the growth of the world- class Fosterville Gold mine in Victoria. He was also previously the General Manager of Fosterville for a number of years as well as roles at Mount Isa Mines, Mount Gordon and Renison. Member of the Nomination & Remuneration Committee from 25 June 2020. BSc (Hons), MAIG None. Member of the Nomination & Mr McDermott is a geologist with over 30 years’ industry experience Remuneration Committee. working in surface and underground metalliferous mining operations, in mineral exploration and as a consultant to the minerals industry. Mr McDermott has a broad range of international experience having worked as a geologist in Canada, Fiji and Australia for companies such as Western Mining Corporation and Rio Tinto and with the Government of the Northwest Territories, Canada. From 2002 until 2007, Mr McDermott was Chief Geologist and Group Geologist with MPI Mines Limited and Leviathan Resources Limited. B.Bus (Acc), FCPA Mr Naylor was previously Chief Financial Officer and Company Secretary of oil and gas explorer, Melbana Energy Limited, a position held for over 11 years until July 2018. Before joining Melbana, Mr Naylor held a number of None. Member of the Audit Committee and the Nomination & Remuneration Committee until 27 November senior roles in major resource companies, including Woodside Petroleum, 2020. BHP Petroleum and Newcrest Mining. Mr Naylor also worked at MPI Mines Limited and Leviathan Resources Limited. 1 From 28 January 2021, the Board fulfilled the role of Nomination & Remuneration Committee and Audit & Risk Committee UNEARTHING PROSPERITYANNUAL REPORT 2021NAVARRE MINERALS LIMITED 034 035 1. DIRECTORS (CONT.) 4. OPERATING AND FINANCIAL REVIEW INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY As at the date of this report, the relevant beneficial and non-beneficial interests of each of the directors in the shares and share options in the Company were: ORDINARY SHARES OPTIONS PERFORMANCE RIGHTS K Wilson 13,906,085 1,700,000 - 4.1 PRINCIPAL ACTIVITIES c) Share issues The principal activities during the year were mineral In July 2020, Navarre raised $8,000,000 (before transaction exploration in Victoria, Australia. costs) from a share placement to institutional and sophisticated investors, resulting in the issue of 64,000,000 The Company had 10 permanent employees at 30 June 2021 ordinary shares at an issue price of $0.125 per share. I Holland 2,300,000 - 1,000,000 including directors (2020: 6). G McDermott 14,555,792 5,000,000 - 4.2 ENVIRONMENT, HEALTH AND SAFETY costs) from issuing 200,000 fully paid ordinary shares The Group conducts exploration activities in Victoria. No following the exercise of unlisted employee share options In August 2020, Navarre raised $14,400 (before transaction The terms of these options are set out in Note 23 to the consolidated financial statements. mining activity has been conducted by the Group on its (exercise price $0.072, expiry date 31 December 2021). 2. COMPANY SECRETARY Mr Colin Naylor held the position of Company Secretary from 31 July 2018 until 31 December 2020. Ms Jodi Ford was appointed interim Company Secretary for the period 1 January 2021 to 28 January 2021, at which time Mr Mathew Watkins was appointed Company Secretary. As a result of Mr Watkins’s appointment, Ms Ford reverted to her previous role as Assistant Company Secretary. Mr Watkins is a Chartered Accountant who has extensive ASX experience within several industry sectors including Biotechnology, Bioscience, Resources and Information Technology. He specialises in ASX statutory reporting, ASX compliance, Corporate Governance and board and secretarial support. Mr Watkins is appointed Company Secretary on a number of ASX listed Companies as well as a number of public unlisted companies. Mr Watkins is employed at Leydin Freyer, a professional Company Secretarial and Accounting firm. Leydin Freyer have vast experience working with listed entities and brings a strong background of working with growing companies within the Resources sector. 3. DIVIDENDS No dividend has been paid, provided or recommended during the financial year and to the date of this report (2020: nil). exploration licences, and its exploration activities to date have had a low level of environmental impact. In November 2020, Navarre issued 500,000 fully paid ordinary shares following the exercise of unlisted performance rights The Group’s exploration operations are subject to (expiry date 31 December 2024). environmental and health and safety regulations under the various laws of Victoria and the Commonwealth. There were In December 2020, Navarre raised $288,860 (before no reported Lost Time Injuries or environmental incidents transaction costs) from issuing 2,200,000 fully paid ordinary during the year. 4.3 REVIEW OF OPERATIONS shares following the exercise of unlisted share options (exercise price $0.1313, expiry date 17 May 2022). Refer to the Managing Director’s Review of Operations 2021 In March 2021, Navarre raised $132,000 (before transaction on pages 10 to 26. costs) from issuing 1,100,000 fully paid ordinary shares following the exercise of unlisted employee share options 4.4 REVIEW OF FINANCIAL POSITION (exercise price $0.12, expiry date 17 May 2024). a) Results for the year The net loss for the financial year, after provision for income In June 2021, Navarre raised $10,000,000 (before transaction tax, was $2,723,684 (2020: loss after tax of $984,124). costs) from a share placement to institutional and sophisticated investors, resulting in the issue of 100,000,000 b) Review of financial condition at the balance date ordinary shares at an issue price of $0.10 per share. Also At balance date the Group held cash and cash equivalents of during June 2021, Navarre raised $4,893,000 (before $14,095,825. During the year the Group increased the cash transaction costs) from a Share Purchase Plan, resulting in the balance by $11,499,177 following net proceeds from share issue of 48,930,000 ordinary shares at an issue price of $0.10 issues of $22,048,991 and interest received of $70,721, which per share. was partially used to meet investment, exploration and capital net cash outflows of $7,707,187, corporate costs of $2,897,836 d) Significant changes in the state of affairs of the Group and lease liability repayments of $15,512. during the financial year During the year, the Group raised $23,328,260 (before transaction costs) through capital raising initiatives, as detailed above (under the heading “Share issues”). The purpose of the capital raisings was mainly to enable the Company to pursue exploration programs at its portfolio of assets in Victoria. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 036 037 e) $1,520,000 in Resource Base shares on settlement (at Resource Base Initial Public Offering price of $0.20 per share); 2,500,000 Resource Base shares on the 4. OPERATING AND FINANCIAL REVIEW (CONT.) e) Significant events after the balance date On 16 February 2021, Navarre announced the execution of a binding agreement with Resource Base Limited (Resource Base) for the sale of the Company’s Black Range base metal exploration tenement (EL 4590) in western Victoria, which includes the Eclipse prospect. As consideration for acquiring 100% ownership in the tenement, Resource Base agreed to provide Navarre the adjacent considerations, subject to the satisfaction or waiver of certain conditions precedent. On 12 July 2021, following successful completion of its Initial Public announcement of a JORC compliant Offering, Resource Base was admitted to the Official List of ASX Limited. Inferred Mineral Resource of: As a result, the Company was issued 7,600,000 fully paid ordinary shares a minimum of 100,000 ounces of gold at a minimum grade of no less than 1 g/t; or a minimum of a combined 100,000 tonnes of copper and zinc, each at a minimum grade of 1%, within 5 years of the settlement date; and 6,000,000 Resource Base shares on delivery of a definitive feasibility study within 5 years of settlement which indicates a project net present value of greater than $250,000,000. In addition, Navarre was entitled to nominate one non-executive director to sit on the Board of Resource Base. in Resource Base. On 1 July 2021, Navarre issued 3,300,000 share performance rights to senior staff of the Company under the terms of the Navarre Minerals Limited Performance Rights Plan. In September 2021, Navarre’s application to participate in the Federal Government’s Junior Minerals Exploration Incentive (JMEI) scheme for the 2021/2022 income tax year was accepted by the Australian Taxation Office. The Company has received an allocation of up to $1,250,000 exploration credits which can be distributed to eligible shareholders, being those that are Australian resident shareholders who apply for and are issued new shares in Navarre’s capital raising activities between 1 September 2021 and 30 June 2022. Other than the above, there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the Company, to significantly affect the operations of the Group, the results of those operations, or state of affairs of the Group, in future financial years. f) Likely developments and expected results During the year under review, the Group continued to focus on the Irvine Gold Project and Tandarra Gold Project, while also broadening its mineral exploration activities to include programs at St Arnaud, Glenlyle and Langi Logan. During the course of the financial year ending 30 June 2022, the Group expects to continue its mineral exploration activities and will investigate additional opportunities in which the Group may wish to participate. UNEARTHING PROSPERITYANNUAL REPORT 2021NAVARRE MINERALS LIMITED 038 4. OPERATING AND FINANCIAL REVIEW (CONT.) 4.5 BUSINESS STRATEGY AND PROSPECTS FOR FUTURE FINANCIAL YEARS a) Business Strategy THE GROUP’S MISSION IS TO REWARD SHAREHOLDERS BY CREATING VALUE THROUGH THE DISCOVERY, EVALUATION AND EXTRACTION OF MINERALS. To achieve this, we must maximise the potential of our b) Future Prospects of the Group existing assets through targeted exploration programs while The key driver of the Group’s future prospects will be the also identifying new opportunities upon which to apply our success of its exploration programs. The discovery of an expertise and invest our capital. economic mineral deposit has the potential to significantly increase shareholder wealth. The Group’s goal is to define a mineral resource and to become a low-cost mineral producer through exploration success. The Group undertakes an active exploration program within emerging and proven mineral corridors, with the The risks presented on the opposite page are not intended to objective of identifying economic gold and copper mineral be an exhaustive list of the risk factors to which the Company deposits. The Group’s strategy for the next twelve months is is exposed. to focus its financial and managerial resources on expanding its maiden resource at the Irvine Gold Project (Resolution and Navarre Minerals is also exposed to a range of market, Adventure) and following up encouraging initial results at financial and governance risks. The Company has risk Glenlyle and St Arnaud, while continuing to participate in management and internal control systems to manage material the Tandarra JV. Evaluating opportunities to grow and advance business risks which include insurance coverage over major Navarre towards production through acquisition will also form operational activities and regular review of material business a key plank of our corporate strategy. risks by the Board. 039 ! b) I THE KEY MATERIAL RISKS FACED BY THE GROUP EXPLORATION RISK THAT ARE LIKELY TO HAVE AN EFFECT ON ITS FUTURE FINANCIAL PROSPECTS INCLUDE: II LAND ACCESS The Group’s mineral tenements are in the early stages of exploration, and there can be no assurance that exploration of the tenements currently held by the Group, or any other tenements that may be acquired in the future, will result in the discovery of an economic mineral deposit. Until the Group is able to realise There is a substantial level of regulation and value from its mineral tenements, it is likely to restriction on the ability of exploration and incur ongoing operating losses. If exploration mining companies to have access to land in is successful, there will be additional costs and Australia. Negotiations with both native title processes involved in moving to the development claimants/holders and the owners/occupiers phase. By its nature, exploration risk can never of private land are generally required before be fully mitigated, but the Group has the benefit the Group can access land for exploration or of significant exploration expertise through mining activities. Inability to access, or delays its management team and of operational experienced in accessing, the land may impact on and business expertise at both board and the Group’s activities; management level; III REQUIREMENTS FOR CAPITAL IV TENEMENT TITLE As exploration costs reduce the Group’s cash The Group could lose title to its mineral reserves, the Group will require additional tenements if insufficient funds are available capital to support the long term exploration and to meet the relevant annual expenditure evaluation of its projects. If the Group is unable commitments, as and when they arise. The to obtain additional financing as needed, through Group closely monitors its compliance with equity, debt or joint venture financing, it may be licence conditions, including expenditure required to scale back its exploration programs. commitments and rents, and maintains a The Group will continue to consider capital dialogue with the relevant State government raising initiatives, as required, including possible representatives who are responsible for enforcing corporate opportunities;management level; licence conditions; and. V RELIANCE ON KEY PERSONNEL The responsibility of overseeing the day-to-day operations and the strategic management of the Company depends substantially on the executive and non-executive Directors. There can be no assurance given that there will be no detrimental impact on the Company if one or more of the Directors, particularly the Managing Director, no longer acts as a Director. UNEARTHING PROSPERITYANNUAL REPORT 2021NAVARRE MINERALS LIMITED 040 041 5. SHARE OPTIONS 6. SHARE PERFORMANCE RIGHTS COMPENSATION OPTIONS ISSUED OPTIONS EXPIRED DURING THE FINANCIAL YEAR COMPENSATION PERFORMANCE RIGHTS ISSUED DURING THE DURING THE FINANCIAL YEAR No share options were issued by the Company to directors or employees of the Company during the financial year. NUMBER OF OPTIONS DATE LAPSED/EXPIRED 550,000 750,000 1,000,000 1,000,000 31 December 2020 27 February 2021 31 March 2021 6 June 2021 UNISSUED SHARES UNDER OPTION At the date of this report, there were 12,400,000 unissued ordinary shares of the Company under option. The details of these options are as follows: EXPIRY DATE EXERCISE PRICE NUMBER 31 December 2021 17 May 2022 29 January 2023 10 April 2023 21 February 2024 17 May 2024 $0.090 $0.1313 $0.150 $0.150 $0.120 $0.120 200,000 1,800,000 2,000,000 3,900,000 1,700,000 2,800,000 No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the Company. SHARES ISSUED ON THE EXERCISE OF OPTIONS During or since the end of the financial year, the Company issued fully paid ordinary shares as a result of the exercise of options as follows: DATE EXERCISED NUMBER OF SHARES AMOUNT PAID ON EACH SHARE 18 August 2020 200,000 11 December 2020 2,200,000 4 March 2021 19 March 2021 433,333 666,667 $0.072 $0.1313 $0.120 $0.120 FINANCIAL YEAR During the financial year, the Company issued 1,500,000 share performance rights (expiry 31 December 2024) to the Managing Director of the Company (further details on the performance rights are contained later in this Directors report). PERFORMANCE RIGHTS EXPIRED DURING THE FINANCIAL YEAR No performance rights expired during the financial year. UNISSUED SHARES UNDER PERFORMANCE RIGHTS At the date of this report, there were 4,300,000 unissued ordinary shares of the Company under performance rights. The terms of these performance rights are as follows: EXPIRY DATE NUMBER 30 June 2024 31 December 2024 30 June 2025 900,000 1,000,000 2,400,000 No person entitled to exercise the performance rights had or has any right by virtue of the performance right to participate in any share issue of the Company. SHARES ISSUED ON THE EXERCISE OF PERFORMANCE RIGHTS During or since the end of the financial year, the Company issued fully paid ordinary shares as a result of the exercise of performance rights as follows: EXPIRY DATE NUMBER OF SHARES 30 November 2020 6 August 2021 26 August 2021 500,000 1,800,000 1,000,000 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 042 043 7. INDEMNIFICATION AND INSURANCE OF DIRECTORS 10. REMUNERATION REPORT (AUDITED) The Company paid an insurance premium in respect of a contract insuring all directors of the Company against legal costs incurred in defending proceedings as permitted by Section 199B of the Corporations Act 2001. 8. BOARD AND COMMITTEE MEETINGS The following table sets out the members of the Board of Directors and the members of the Committees of the Board, the number of meetings of the Board and of the Committees held during the year and the number of meetings attended during each director’s period of office. BOARD OF DIRECTORS AUDIT & RISK COMMITTEE3 NOMINATION REMUNERATION & COMMITTEE3 K Wilson I Holland1 G McDermott C Naylor2 A 14 14 14 6 B 14 14 14 6 A 2 1 - 2 B 2 1 - 2 A 2 2 2 1 B 2 2 2 1 A – Number of meetings attended B – Number of meetings held during the time the director held office during the year The Remuneration Report for the year ended 30 June 2021 outlines the remuneration arrangements of the Company, in accordance with Section 300A of the Corporations Act 2001 and its regulations. The information provided in this Remuneration Report has been audited as required by Section 308(3C) of the Corporations Act 2001. This Remuneration Report forms part of the Directors’ Report. The Remuneration Report details the remuneration arrangements for Key Management Personnel (“KMP”), who are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company. 10.1 KEY MANAGEMENT PERSONNEL FOR THE YEAR ENDED 30 JUNE 2021 DIRECTORS K Wilson I Holland Chairman (independent Non-executive) Managing Director (Executive) (appointed Managing Director on 1 September 2020) 1Mr Holland was a member of the Audit & Risk Committee between 25 June 2021 until his appointment as Joint Managing Director on 1 September 2020. G McDermott Technical Director (Executive) (Managing Director for period up to 31 March 2021, 2Mr Naylor resigned on 27 November 2020. 3From 28 January 2021, the Board fulfilled the role of Nomination & Remuneration Committee and Audit & Risk Committee. Therefore, no separate committee meetings are reported above for the period 28 January 2021 until 30 June 2021 appointed Technical Director on 1 April 2021) C Naylor Director and Company Secretary (Executive) (resigned as Director on 27 November 2020 and Company Secretary on 31 December 2020) 9. AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES EXECUTIVES The directors have received the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 from the auditor, RSM Australia Partners, set out on page 66. NON-AUDIT SERVICES Details of amounts paid to the auditor, RSM Australia Partners, for non-audit services provided during the year by the auditor are outlined in note 24 to the financial statements. The Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature and scope of the non-audit services provided means that auditor independence was not compromised. P Hissey Chief Financial Officer (appointed 1 April 2021) S Mele J Ford Exploration Manager Accountant and Assistant Company Secretary (acted as interim Company Secretary for period 1 January 2021 to 28 January 2021) M Watkins Company Secretary (appointed 28 January 2021) UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 044 045 10.2 BOARD OVERSIGHT OF REMUNERATION 10.4 EXECUTIVE REMUNERATION ARRANGEMENTS The policy for determining the nature and amount of of any discussion of their remuneration arrangements or The Company aims to reward executives with a level and mix of remuneration commensurate remuneration for directors and executives is set by the Board performance and takes no part in the discussion or decision- with their position and responsibilities within the Company and so as to: of Directors as a whole. The Board established a Nomination making process in relation to such matters. & Remuneration (“N&R”) Committee to provide the Board ◊ align the interests of executives with those of shareholders; with a regular, structured opportunity to focus on nomination The Board may obtain professional advice when appropriate and remuneration issues. The Board fulfils the role of N&R to ensure that the Company attracts and retains talented ◊ link reward with the strategic goals and performance of the Company; and Committee due to the size of the Group and its operations. and motivated directors and employees who can enhance ◊ ensure total remuneration is competitive by market standards. Any potential for, or perception of, conflict of interest Company performance through their contributions resulting from any of the members of the N&R Committee is and leadership. addressed by ensuring that those members recuse themself Executive remuneration consists of fixed remuneration and, where appropriate, variable (at risk) remuneration. Fixed remuneration Variable/at risk remuneration The base salaries of the Managing Director and other The performance of executives is measured against criteria July 2021, the Chairman’s directors’ fees increased to $60,000 executives are fixed. Fixed remuneration is set at a market agreed annually and is based predominantly on the overall per annum (excluding statutory superannuation). competitive level, considering an individual’s responsibilities, success of the Company in achieving its broader corporate performance, qualifications and experience, and current goals. Variable remuneration is linked to predetermined In addition to directors’ fees, the directors are entitled to be market conditions in the mining industry. Base salaries are performance criteria. Variable remuneration is also used to paid all travelling and other expenses they incur in attending reviewed annually, but executive contracts do not guarantee promote retention of high calibre staff, which the Company to the Company’s affairs, including attending and returning any increases in fixed remuneration. considers to be essential to the growth and success of from general meetings of the Company or meetings of the Board or of committees of the Board. No additional remuneration is paid to directors for service on board Executives receive statutory superannuation from the the Company. Company and may, in their discretion, make additional Variable remuneration may take the form of short-term committees or on the boards of wholly owned subsidiaries, superannuation contributions by way of salary sacrifice. incentives, such as payment of a cash bonus, or long-term but additional remuneration may be paid to directors if they incentives through participation in the NMLOP or NMLPRP, are called upon to perform extra services or make any special The Managing Director approves the terms and conditions which are used to provide long term performance and exertion for the purposes of the Company. of consultants’ contracts, including fees, taking into account retention incentives, as appropriate. See page 64 for details of market conditions for the services that are provided. options and performance rights granted to key management The non-executive directors have no leave entitlements and Consulting contracts do not include any guaranteed fee personnel during the year. do not receive any retirement benefits, other than statutory increases. superannuation and salary sacrifice superannuation The Company prohibits executives from entering into (if directors wish to exercise their discretion to make additional The fixed component of executives’ remuneration is detailed arrangements to protect the value of unvested options or superannuation contributions by way of salary sacrifice). in Table 1 and Table 2 of this Report. performance rights. The prohibition includes entering into The remuneration of the Company’s non-executive directors for the year ended 30 June 2021 and 30 June 2020 is detailed in Table 1 and Table 2 of this Remuneration Report. contracts to hedge their exposure to options or performance rights awarded as part of their remuneration package. 10.3 NON-EXECUTIVE DIRECTOR REMUNERATION ARRANGEMENTS The Board seeks to set non-executive director remuneration at a level that provides the Company with the ability to attract and retain directors of high calibre, at a cost acceptable to shareholders. The amount of aggregate remuneration approved by shareholders and the fee structure for non-executive directors is reviewed annually by the Board against fees paid to non- executive directors of comparable companies. The Company’s Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors must be determined from time to time by members in a general meeting. An amount not exceeding the amount determined is then divided between the directors as agreed. The maximum aggregate annual remuneration for nonexecutive directors is currently set at $300,000 per annum. Any increase in this amount will require shareholder approval at a general meeting. Non-executive directors are remunerated at marketplace levels by way of fixed fees, usually in the form of cash and statutory superannuation contributions, and (from time to time, as appropriate) options issued through the Navarre Minerals Limited Option Plan (“NMLOP”) or share performance rights issued through the Navarre Minerals Limited Performance Rights Plan (“NMLPRP”). For the reporting period, the Chairman was entitled to receive $50,000 per annum (excluding statutory superannuation). Effective from 1 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 046 047 10.5 EXECUTIVE CONTRACTUAL ARRANGEMENTS Remuneration arrangements for Key Management Personnel are formalised in employment or consultancy agreements (as applicable). Details of these contracts are provided below. MANAGING DIRECTOR Mr Ian Holland was appointed Joint Managing Director on 1 September 2020 and transitioned to the role of Managing Director on 1 April 2021. Mr Holland is employed by the Company on a full- time basis pursuant to an executive service agreement dated 31 August 2020, which contains the following major terms: LONG-TERM INCENTIVE Mr Holland is eligible to receive an annual long-term incentive payment of up to 75% of the total fixed remuneration on terms decided by the Board. Mr Holland is also eligible to participate in the Company’s long-term incentive arrangements (as amended or replaced) on terms decided by the Board, subject to necessary shareholder approvals. Effective from 1 July, Mr Holland’s long-term incentive increased to up to 80% of his total base salary. The Managing Director’s remuneration package for the period to 31 December 2021 included a long-term incentive in the form of a grant of 1,500,000 share performance rights. The performance rights will vest based on the following conditions: TERM SHORT-TERM INCENTIVE From 1 September 2020 until either the Company or Mr Holland is eligible to receive an annual short-term Mr Holland terminates the agreement. incentive payment of up to 50% of the total fixed NUMBER OF PERFORMANCE RIGHTS SERVICE CONDITION BASE SALARY Mr Holland’s total fixed remuneration is $245,940 per annum plus statutory superannuation. Effective from 1 July 2021, Mr Holland’s remuneration increased to $300,000 plus statutory superannuation. This is reviewed by the N&R Committee on an annual basis, but there is no guarantee of any increase in fixed remuneration. remuneration on terms decided by the Board. In October 2019, the N&R Committee resolved that the grant of Performance Rights, with appropriate performance hurdles, to be a more effective incentive arrangement than the short-term incentive payments used in previous years. Therefore, no short-term incentive payment was included in Mr Holland’s remuneration package for calendar year 2021. Instead, Mr Holland was granted 1,500,000 share performance rights (see below Long-term incentive section for further details). NOTICE TERMINATION PAYMENTS The Company may terminate the agreement at If Mr Holland’s employment is terminated by any time by giving six months’ notice in writing. Mr the Company for any reason (other than in Holland may terminate the agreement at any time circumstances warranting summary dismissal), Mr by giving six months’ written notice to the Company Holland is entitled to a retirement benefit calculated or on one month’s written notice to the Company if as one month’s total fixed remuneration, plus two a ‘fundamental change’ to his employment occurs or weeks’ total fixed remuneration for each completed the Company has failed to remedy a notified breach or part-completed year of continuous service with of its obligations under the agreement. The Company the Company. If Mr Holland resigns within six may immediately terminate the agreement by giving months of a ‘fundamental change’, Mr Holland is written notice in certain circumstances, including if entitled to a lump sum payment equivalent to six serious misconduct has occurred. The Company may months’ total fixed remuneration. elect to pay Mr Holland in lieu of part or all of any notice period. 500,000 These Performance Rights will vest and become exercisable when the Share price exceeds a closing price of 20 cents per Share for 10 consecutive Trading Days while holding the position of Managing Director in the period from 1 September 2020 to 31 December 2021. 500,000 These Performance Rights will vest and become exercisable when the Share price exceeds a closing price of 25 cents per Share for 10 consecutive Trading Days while holding the position of Managing Director in the period from 1 September 2020 to 31 December 2022. 500,000 These Performance Rights will vest and become exercisable when the Share price exceeds a closing price of 30 cents per Share for 10 consecutive Trading Days while holding the position of Managing Director in the period from 1 September 2020 to 31 December 2023. The Company obtained shareholder approval for the grant of these performance rights at the Company’s annual general meeting in November 2020 and the performance rights were issued shortly after that meeting on 27 November 2020. The service condition has been achieved for 500,000 performance rights with the Company’s share price exceeding a closing share price of 20 cents per share for 10 consecutive trading days and as such these performance rights vested and were exercised on 30 November 2020. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 048 049 TECHNICAL DIRECTOR Mr Geoff McDermott was appointed Technical Director with effect from 1 April 2021. Prior to this, Mr McDermott was employed as Managing Director from 31 March 2011 to 31 August 2020 before becoming Joint Managing Director from 1 September 2020. Mr McDermott is employed by the Company on a full-time basis pursuant to an executive service agreement dated 10 December 2010 (and subsequent variations), which contains the following major terms: TERM SHORT-TERM INCENTIVE From 31 March 2011 until either the Company or Mr Mr McDermott is eligible to receive an annual short- McDermott terminates the agreement. term incentive payment on terms decided by the BASE SALARY Mr McDermott’s total fixed remuneration is $245,936 per annum plus statutory superannuation. Effective from 1 July 2021, Mr McDermott’s remuneration increased to $250,000 plus statutory superannuation. This is reviewed by the N&R Committee on an annual basis, but there is no guarantee of any increase in fixed remuneration. NOTICE The Company may terminate the agreement at any time by giving six months’ notice in writing. Mr McDermott may terminate the agreement at any time by giving six months’ written notice to the Company or on one month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company has failed to remedy a notified breach of its obligations under the agreement. The Company may immediately terminate the agreement by giving written notice in certain circumstances, including if serious misconduct has occurred. The Company may elect to pay Mr. McDermott in lieu of part or all of any notice period. Board. In August 2020, the Board of Directors considered Mr McDermott’s short term incentive arrangements for the period up to 31 March 2021. The Board of Directors determined that Mr McDermott will receive a short-term incentive in the form of a cash payment of up to $100,000, subject to achievement of agreed KPIs. Those KPIs comprised performance measures in relation to the delivery of a maiden Mineral Resource. In March 2021, the Board of Directors assessed Mr McDermott’s performance against the defined short-term incentive KPIs and approved a cash payment of $85,000 to Mr McDermott by way of a short-term incentive for the period up to 31 March 2021. Of this, $50,000 was related to the delivery of the maiden Inferred Minerals Resource of 3.9Mt @ 2.43g/t gold for 304,300 ounces of gold at the Resolution and Adventure prospects, and the remaining $35,000 was related to the additional Exploration Target declared for the Resolution and Adventure prospects of between 3.4 and 5.2Mt at a grade ranging between 2.0 to 3.0 g/t gold for 280,000 to 420,000 ounces of gold (see ASX announcement of 30 March 2021). In line with the Company’s internal policy to utilise performance rights rather than short-term incentive payments, no short-term incentive payment was included in Mr McDermott’s remuneration package for financial year 2022. LONG-TERM INCENTIVE Mr McDermott is eligible to participate in the Company’s Mr McDermott remuneration package for calendar long-term incentive arrangements (as amended or year 2020 included an incentive in the form of a grant replaced) on terms decided by the Board, subject to of 1,500,000 share performance rights, subject to the necessary shareholder approvals. following conditions: NUMBER OF PERFORMANCE RIGHTS SERVICE CONDITION 500,000 These Performance Rights will vest and become exercisable upon Mr McDermott holding the position of Managing Director at 31 December 2020 (Retention Service Period). 500,000 At the discretion of the Board these Performance Rights will vest and become exercisable upon satisfactory meeting the following hurdles in the period to 31 December 2020 (Service Performance). - Securing statutory permitting and community support for drilling programs - Execution of drilling programs - on budget with no safety or environmental incidents 166,666 These Performance Rights will vest and become exercisable when the Share price exceeds a closing price of 12 cents per Share for 10 consecutive Trading Days in the period leading up to 31 December 2020. 166,667 These Performance Rights will vest and become exercisable when the Share price exceeds a closing price of 16 cents per Share for 10 consecutive Trading Days in the period leading up to 31 December 2020. 166,667 These Performance Rights will vest and become exercisable when the Share price exceeds a closing price of 20 cents per Share for 10 consecutive Trading Days in the period leading up to 31 December 2020. The Company obtained shareholder approval for the grant determined that the Service Conditions for each tranche of of these performance rights at the Company’s annual performance rights had been met and all performance general meeting in November 2019 and the performance rights had vested and are exercisable. These performance rights were issued shortly after that meeting on 18 rights were exercised on 6 August 2021. November 2019. In January 2021, the N&R Committee TERMINATION PAYMENTS If Mr McDermott’s employment is terminated by the for each completed or part-completed year of continuous Company for any reason (other than in circumstances service with the Company. If Mr McDermott resigns within warranting summary dismissal), Mr McDermott is entitled to six months of a ‘fundamental change’, Mr McDermott is a retirement benefit calculated as one month’s total fixed entitled to a lump sum payment equivalent to six months’ remuneration, plus two weeks’ total fixed remuneration total fixed remuneration. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 050 051 CHIEF FINANCIAL OFFICER Mr Paul Hissey has been engaged by the Company since 17 On 1 April 2021, Mr Paul Hissey was appointed Chief Financial Mr Hissey is eligible to participate in the Company’s long-term incentive LONG-TERM INCENTIVE August 2020 pursuant to a consultancy services agreement to Officer of the Company. Mr Hissey is employed by the arrangements (as amended or replaced) on terms decided by the Board. provide corporate development services. Company on a full-time basis pursuant to an executive service Under the terms of his consultancy services agreement with agreement, which contains the following major terms: Subsequent to 30 June 2021, Mr Hissey was granted 1,200,000 share performance the Company, Mr Hissey was remunerated for his services at a rate of $125 per hour (plus GST), with a minimum of $5,000 retainer fee per month (plus GST) applicable. TERM NOTICE From 1 March 2021 until either the Company or Mr The Company may terminate the agreement at any Hissey terminates the agreement. time by giving three months’ notice in writing. Mr BASE SALARY Mr Hissey’s total fixed remuneration is $233,000 per annum inclusive of statutory superannuation. Effective from 1 July 2021, Mr Hissey’s remuneration increased to $220,000 plus statutory superannuation. Total fixed remuneration is reviewed by the N&R Committee on an annual basis, but there is no guarantee of any increase in fixed remuneration. Hissey may terminate the agreement at any time by giving three months’ written notice to the Company or on one month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company has failed to remedy a notified breach of its obligations under the agreement. The Company may immediately terminate the agreement by giving written notice in certain circumstances, including if serious misconduct has occurred. The Company may elect to pay Mr Hissey in lieu of part or all of any notice period. SHORT-TERM INCENTIVE TERMINATION PAYMENTS Mr Hissey is eligible to receive an annual short-term If Mr Hissey’s employment is terminated by the incentive payment on terms decided by the Board. Company for any reason (other than in circumstances In line with the Company’s internal policy to utilise warranting summary dismissal), Mr Hissey is entitled performance rights rather than short-term incentive to a retirement benefit calculated as one month’s payments, no short-term incentive payment was total fixed remuneration, plus two weeks’ total fixed included in Mr Hissey’s remuneration package for remuneration for each completed or part-completed financial year 2022. year of continuous service with the Company. rights as part of his remuneration package for financial year 2022. The performance rights will vest based on the following conditions: NUMBER OF PERFORMANCE RIGHTS SERVICE CONDITION 400,000 These Performance Rights will vest and become exercisable upon Mr Hissey holding the position of Chief Financial Officer at close of business, 30 June 2022 (Retention Service Period). 400,000 These Performance Rights will vest and become exercisable when the share price exceeds a closing price of 15 cents per share for 10 consecutive trading days while holding the position of Chief Financial Officer in the period from 1 July 2021 to 30 June 2023. 400,000 These Performance Rights will vest and become exercisable when the share price exceeds a closing price of 20 cents per share for 10 consecutive trading days while holding the position of Chief Financial Officer in the period from 1 July 2021 to 30 June 2024. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 052 053 EXPLORATION MANAGER Mr Mele was appointed Exploration Manager of the Company with effect from 22 February 2017. Mr Mele was engaged by the Company on a consultancy basis prior to entering into an employment arrangement and becoming a full-time employee with the Company. On 8 January 2018, Mr Mele entered into an executive service agreement which contains the following major terms TERM NOTICE From 8 January 2018 until either the Company or Mr The Company may terminate the agreement at any Mele terminates the agreement. BASE SALARY Mr Mele’s total fixed remuneration is $233,000 per annum inclusive of statutory superannuation. Effective from 1 July 2021, Mr Mele’s remuneration increased to $220,000 plus statutory superannuation. Total fixed remuneration is reviewed by the N&R Committee on an annual basis, but there is no guarantee of any increase in fixed remuneration. time by giving three months’ notice in writing. Mr Mele may terminate the agreement at any time by giving three months’ written notice to the Company or on one month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company has failed to remedy a notified breach of its obligations under the agreement. The Company may immediately terminate the agreement by giving written notice in certain circumstances, including if serious misconduct has occurred. The Company may elect to pay Mr Mele in lieu of part or all of any notice period. SHORT-TERM INCENTIVE Mr Mele is eligible to receive an annual short-term incentive payment on terms decided by the Board. In line with the Company’s internal policy to utilise Performance Rights rather than short-term incentive payments, no short-term incentive payment was included in Mr Mele’s remuneration package for financial year 2022. TERMINATION PAYMENTS If Mr Mele’s employment is terminated by the Company for any reason (other than in circumstances warranting summary dismissal), Mr Mele is entitled to a retirement benefit calculated as one month’s total fixed remuneration, plus two weeks’ total fixed remuneration for each completed or part-completed year of continuous service with the Company (to be calculated by reference to Mr Mele’s start date as a consultant geologist on 18 May 2016). LONG-TERM INCENTIVE Mr Mele is eligible to participate in the Company’s long-term Mr Mele’s remuneration package for financial year 2021 incentive arrangements (as amended or replaced) on terms included an incentive in the form of a grant of decided by the Board. 1,000,000 share performance rights, subject to the following conditions: NUMBER OF PERFORMANCE RIGHTS SERVICE CONDITION 400,000 These Performance Rights will vest and become exercisable upon Mr Mele holding the position of Exploration Manager at Close of Business, 30 June 2021 (Retention Service Period). 600,000 At the discretion of the Board these Performance Rights will vest and become exercisable (in part or in full) upon satisfactorily meeting the following hurdles in the period to 30 June 2021 (Service Performance). - Significantly advancing at least one of the Company’s 100%-owned projects by either: • • Delivery of a Mineral inventory [e.g., 500koz inferred resource + 500koz exploration target] of > 1,000,000 ozs of gold / gold equivalent by 30 June 2021; or Delivery of a minimum of five potential economic > 30 gram metre gold drill intercepts; and - Securing statutory permitting and community support for drilling programs, and - Execution of drilling programs - on budget with no safety or environmental incidents In July 2021, the Board of Directors determined that the Subsequent to 30 June 2021, Mr Mele was granted service conditions for each tranche of performance rights 1,200,000 share performance rights as part of his had been met and all performance rights had vested remuneration package for financial year 2022. and became exercisable. These performance rights were The performance rights will vest based on the exercised on 26 August 2021. following conditions: NUMBER OF PERFORMANCE RIGHTS SERVICE CONDITION 400,000 These Performance Rights will vest and become exercisable upon Mr Mele holding the position of Exploration Manager at close of business, 30 June 2022 (Retention Service Period). 400,000 These Performance Rights will vest and become exercisable when the share price exceeds a closing price of 15 cents per share for 10 consecutive trading days while holding the position of Exploration Manager in the period from 1 July 2021 to 30 June 2023. 400,000 These Performance Rights will vest and become exercisable when the share price exceeds a closing price of 20 cents per share for 10 consecutive trading days while holding the position of Exploration Manager in the period from 1 July 2021 to 30 June 2024. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 054 055 COMPANY SECRETARY The Company Secretary, Mr Colin Naylor, was employed by In January 2021, the Company engaged Leydin Freyer Corp OTHER EXECUTIVES All executives have standard employment agreements. the Company on a part-time basis pursuant to an employment Pty Ltd to provide the services of Company Secretary, Mr The Company may terminate the executive’s employment agreement dated 31 July 2018, in addition to his role as a Mathew Watkins, for which Leydin Freyer Corp Pty Ltd receives agreement by written notice (ranging from four weeks to Director of the Company. Mr Naylor resigned as a Director with a retainer fee of $3,500 per month. The agreement can be three months’ notice) or providing payment in lieu of effect 27 November 2020 and Company Secretary with effect terminated by giving one months’ notice or a lesser period the notice period (based on the fixed component of the 31 December 2020. as mutually agreed by both parties or, in the case of wilful executive’s remuneration). The Company may terminate the agreement at any time without notice if serious misconduct has occurred. The executive may terminate the agreement by written notice to the Company (ranging from four weeks to three months’ notice). On cessation of employment, any outstanding options and any unvested performance rights will be forfeited. The Company’s Accountant & Assistant Company Secretary, with no termination period. Ms Jodi Ford, acted as interim Company Secretary for the period 1 January to 28 January 2021. misconduct or fraud, the engagement will cease immediately ACCOUNTANT & ASSISTANT COMPANY SECRETARY During the year, the Accountant & Assistant Company the position of Accountant & Assistant Company Secretary Secretary, Ms Ford, was employed by the Company on a as at close of business, 30 June 2021. In July 2021, the Board part-time basis pursuant to an employment agreement dated of Directors determined that the service condition for these 2 May 2011 (and subsequent variations). Effective from 1 July performance rights had been met and all performance rights 2021, Ms Ford was made a full-time employee of the Company. had vested and became exercisable. These performance rights were exercised on 6 August 2021. Ms Ford is eligible to participate in the Company’s long-term incentive arrangements (as amended or replaced) on terms Subsequent to 30 June 2021, Ms Ford was granted 300,000 decided by the Board. Ms Ford’s remuneration package for share performance rights as part of her remunerationpackage financial year 2021 included an incentive in the form of a grant for financial year 2022. The performance rights will vest based of 300,000 share performance rights, subject to holding on the following conditions: NUMBER OF PERFORMANCE RIGHTS SERVICE CONDITION 150,000 These Performance Rights will vest and become exercisable upon Mrs Ford holding the position of Accountant & Assistant Company Secretary at close of business, 30 June 2022 (Retention Service Period). 150,000 These Performance Rights will vest and become exercisable when the share price exceeds a closing price of 15 cents per share for 10 consecutive trading days while holding the position of Accountant & Assistant Company Secretary in the period from 1 July 2021 to 30 June 2023. The Company may terminate the agreement at any time by giving one months’ notice in writing. Ms Ford may terminate the agreement at any time by giving one months’ written notice to the Company unless a shorter period is agreed by the Company. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 056 057 10.6 REMUNERATION OF KEY MANAGEMENT PERSONNEL OF THE COMPANY TABLE 1: Remuneration for the year ended 30 June 2021. TABLE 2: Remuneration for the year ended 30 June 2020. SHORT TERM EMPLOYMENT PAYMENT POST SHARE- BASED SALARY/ SUPER DIRECTORS CONSULTING STI CASH ANNUATION FEES $ FEES $ BONUS $ BENEFITS $ EQUITY SETTLED1 $ LONG TERM LONG SERVICE LEAVE $ PERFORMANCE TOTAL RELATED $ % SHORT TERM EMPLOYMENT PAYMENT POST SHARE- BASED SALARY/ SUPER DIRECTORS CONSULTING STI CASH ANNUATION FEES $ FEES $ BONUS $ BENEFITS $ EQUITY SETTLED1 $ LONG TERM LONG SERVICE LEAVE $ PERFORMANCE TOTAL RELATED $ % NON– EXECUTIVE DIRECTORS NON– EXECUTIVE DIRECTORS 50,000 50,000 - - - - 5,250 7,355 5,250 7,355 K Wilson Sub-total non-executive directors EXECUTIVE DIRECTORS I Holland2 6,806 204,950 - 18,725 182,777 G McDermott - 242,630 85,000 25,000 78,560 C Naylor3 10,605 43,007 OTHER KEY MANAGEMENT PERSONNEL 18,665 1,421 5,054 - - - - - - 62,605 62,605 413,258 436,959 73,698 183,804 20,230 138,744 2,312 374,237 7,221 41,889 8,538 133,342 - - - 17,625 17,411 975,607 85,000 94,895 443,391 16,619 1,632,923 - - - - - - - - - 178,7504 212,951 75,694 17,6255 P Hissey S Mele J Ford M Watkins Sub-total executive KMP 11.7 11.7 44.2 37.4 1.9 - 37.1 31.4 - 32.4 - - - - - - - - 4,750 7,356 2,876 4,713 384 - 8,010 12,069 - - - - 62,106 37,862 4,428 104,396 50,000 30,273 4,044 84,317 K Wilson J Dorward2 I Holland3 Sub-total non-executive directors EXECUTIVE DIRECTORS G McDermott - 241,939 60,000 25,000 142,383 4,789 474,111 C Naylor 40,000 37,908 OTHER KEY MANAGEMENT PERSONNEL - - 60,132 212,951 - - - 25,000 15,171 - 118,079 5,712 17,543 1,170 84,557 20,230 52,510 2,359 288,050 40,000 552,330 60,000 75,942 227,607 8,318 964,797 J Ford S Mele Sub-total executive KMP 11.8 12.4 0.0 11.6 42.7 12.8 20.7 18.2 29.8 TOTAL 124,317 552,330 60,000 83,952 239,676 8,318 1,069,193 28.0 TOTAL 67,411 975,607 85,000 100,145 450,746 16,619 1,695,528 31.6 1 Refer Note 23 to the consolidated financial statements for fair value calculation of options and performance rights. 2 Mr Holland was a non-executive director between 1 July 2020 to 31 August 2021. Mr Holland was appointed Managing Director on 1 September 2020. 3 Mr Naylor resigned as director effective 27 November 2020 and Company Secretary effective 31 December 2021. 4 Consists of consulting fees paid to Mr Hissey for the period 17 August 2020 to 31 March 2021 (pursuant to a consultancy services agreement) and fixed remuneration from 1 April 2021 (pursuant to an executive services agreement). 5 Represents fees paid/payable for services provided by the consultant. 1 Refer Note 23 to the consolidated financial statements for fair value calculation of options and performance rights. 2 Mr Dorward resigned as non-executive director effective 2 April 2020. 3 Mr Holland was appointed non-executive director on 25 May 2020. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 058 059 10.7 REMUNERATION MIX The Company’s executive remuneration is structured as a mix of fixed annual remuneration and variable ‘at risk’ remuneration. The mix of these components varies for different management levels and according to whether an executive is engaged as an employee or a contractor. TABLE 3: Relative proportion and components of total remuneration packages for the year ended 30 June 2021. 10.8 EQUITY INSTRUMENTS a) Share Options TABLE 4: Options granted, vested and lapsed during the year. NUMBER OF OPTIONS GRANTED FAIR VALUE PER OPTION EXERCISE GRANT AT GRANT PRICE PER % OF TOTAL REMUNERATION PERFORMANCE-BASED REMUNERATION FIXED REMUNERATION % SHORT TERM INCENTIVE % LONG TERM INCENTIVE % 55.8 62.6 98.1 100.0 62.9 68.6 - 19.4 - - - - 44.2 18.0 1.9 - 37.1 31.4 EXECUTIVES I Holland G McDermott C Naylor P Hissey S Mele J Ford DIRECTORS K Wilson G McDermott G McDermott G McDermott G McDermott C Naylor C Naylor EXECUTIVES S Mele S Mele S Mele S Mele J Ford J Ford J Ford J Ford - - - - - - - - - - - - - - - DURING FY21 DATE DATE ($) OPTION ($) EXPIRY DATE VEST DATE DURING FY21 NUMBER OF NUMBER OF OPTIONS OPTIONS VESTED LAPSED DURING FY21 - - - - 10 Apr 18 0.048 0.150 10 Apr 23 10 Apr 18 1 900,000 10 Apr 18 0.048 0.150 10 Apr 23 10 Apr 18 1 1,000,000 10 Apr 18 0.050 0.150 10 Apr 23 10 Apr 19 1 1,000,000 10 Apr 18 0.054 0.150 10 Apr 23 10 Apr 20 1 1,000,000 17 May 19 0.036 0.120 17 May 24 10 Apr 18 0.048 0.150 10 Apr 23 17 May 19 0.036 0.120 17 May 24 - - - - 1,000,000 750,000 750,000 - 550,000 29 Jan 18 0.053 0.150 29 Jan 23 29 Jan 18 1 500,000 29 Jan 18 0.058 0.150 29 Jan 23 29 Jan 19 1 500,000 29 Jan 18 0.062 0.150 29 Jan 23 29 Jan 20 1 500,000 21 Feb 19 0.029 0.120 21 Feb 24 21 Feb 21 1 433,334 29 Jan 18 0.053 0.150 29 Jan 23 29 Jan 18 1 166,667 29 Jan 18 0.058 0.150 29 Jan 23 29 Jan 19 1 166,667 29 Jan 18 0.062 0.150 29 Jan 23 29 Jan 20 1 166,666 21 Feb 19 0.029 0.120 21 Feb 24 21 Feb 21 1 133,334 - - - - - - - - 1 Closing share price must exceed exercise price for 10 consecutive trading days after the vesting date. All unvested options expire on the earlier of their expiry date or termination of the employee’s employment. All vested options expire on their expiry date, upon termination of the employee’s employment, or, in the case of the retirement of a full-time employee, 90 days after the termination of the employee’s employment. These options do not entitle the holder to participate in any share issue of the Company. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 060 061 TABLE 5: Shares issued on exercise of options. b) Share performance rights TABLE 7: Performance Rights granted, vested and lapsed during the year. C Naylor J Ford NO. OF SHARES 1,100,000 200,000 AMOUNT PAID PER SHARE ($) 0.120 0.072 TABLE 6: Value of options granted, exercised and lapsed during the year. NUMBER OF RIGHTS GRANTED FAIR VALUE PER RIGHT AT NUMBER OF RIGHTS NUMBER OF VESTED RIGHTS LAPSED DURING FY21 GRANT DATE GRANT DATE ($) EXPIRY DATE VEST DATE DURING FY21 DURING FY21 DIRECTORS I Holland I Holland I Holland 500,000 27 Nov 20 31 Dec 24 31 Dec 21 1 500,000 500,000 27 Nov 20 31 Dec 24 31 Dec 22 1 500,000 27 Nov 20 31 Dec 24 31 Dec 23 1 - - G McDermott 1,000,000 18 Nov 19 $0.1050 31 Dec 22 31 Dec 20 1 1,000,000 VALUE OF OPTIONS GRANTED VALUE OF OPTIONS EXERCISED VALUE OF OPTIONS LAPSED DURING THE YEAR $ DURING THE YEAR $ DURING THE YEAR $ G McDermott 166,667 18 Nov 19 $0.0692 31 Dec 22 31 Dec 20 1 166,667 DIRECTORS G McDermott C Naylor EXECUTIVES J Ford - - - - 36,850 6,664 36,000 55,434 - G McDermott 166,667 18 Nov 19 $0.0549 31 Dec 22 31 Dec 20 1 166,667 EXECUTIVES S Mele J Ford 1,000,000 18 May 20 $0.1400 30 Jun 23 30 Jun 21 1 1,000,000 300,000 18 May 20 $0.1400 30 Jun 23 30 Jun 21 1 300,000 1 Vesting is conditional on certain performance conditions (see section 10.5 above for further details). For details on the valuation of options, including models and assumptions used, please refer to employee’s employment. These performance rights do not entitle the holder to participate in any share issue of the Company. Note 23 to the consolidated financial statements. Unvested share performance rights expire on the earlier of their expiry date or termination of the employee’s employment and vested share performance rights expire on the earlier of their expiry date or three months from the date of termination of the TABLE 8: Shares issued on exercise of performance rights. There was no exercise of performance rights during the reporting period. TABLE 9: Value of share performance rights granted, exercised and lapsed during the year VALUE OF RIGHTS GRANTED VALUE OF RIGHTS EXERCISED DURING THE YEAR $ DURING THE YEAR $ VALUE OF RIGHTS LAPSED DURING THE YEAR $ DIRECTORS I Holland 290,500 107,500 - 1 Vesting is conditional on certain performance conditions (see section 10.5 above for further details). For details on the valuation of performance rights, please refer to Note 23 to the consolidated financial statements. - - - - - - UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 062 063 10.9 ADDITIONAL DISCLOSURES RELATING TO SHARES, OPTIONS AND PERFORMANCE RIGHTS Movement in shares The movement during the reporting period in the number of ordinary shares in Navarre Minerals Limited held directly, indirectly or beneficially, by key management personnel, including their related parties, is as follows: Options over equity instruments The movement during the reporting period in the number of options over ordinary shares in Navarre Minerals Limited held, directly, indirectly and beneficially by key management personnel, including their related parties is as follows: RECEIVED ON RECEIVED ON EXERCISE OF EXERCISE OF PERFORMANCE HELD AT 30 HELD AT 1 GRANTED AS OPTIONS OPTIONS HELD AT 30 VESTED IN AT 30 JUNE AT 30 JUNE VESTED AND EXERCISABLE UNVESTED PURCHASES OPTIONS RIGHTS SALES OTHER JUNE 2021 JULY 2020 REMUNERATION EXERCISED LAPSED JUNE 2021 2021 2021 2021 HELD AT 1 JULY 2020 Shares held in Navarre Minerals Limited (number) DIRECTORS K Wilson I Holland 13,606,085 300,000 1 - 1,800,000 2 G McDermott 12,978,568 200,000 1 C Naylor 5,814,562 - EXECUTIVES P Hissey S Mele J Ford - 100,000 4 160,435 150,000 1 58,770 - 200,000 - - - - - - 13,906,085 2,300,000 13,178,568 Options held in Navarre Minerals Limited (number) DIRECTORS K Wilson 1,700,000 I Holland - G McDermott 6,000,000 230,000 5,584,5623 - C Naylor 2,400,000 - - 29 Jan 18 1 100,000 29 Jan 19 1 310,435 200,000 21 Feb 21 1 58,770 EXECUTIVES J Ford S Mele 1,300,000 2,800,000 - 500,000 - - - - - - - - - - - - - - - - 1,700,000 900,000 1,433,334 266,666 - - - 1,000,000 5,000,000 3,000,000 5,000,000 1,100,000 1,300,000 - 750,000 - 200,000 - - - 1,100,000 633,334 1,100,000 2,800,000 1,933,334 2,800,000 - - - - - - - - - - - 1Issued as a result of participation in the Company’s Share Purchase Plan in June 2021. 2Consists of 1,500,000 purchased on-market and 300,000 issued as a result of participation in the Company’s Share Purchase Plan in June 2021. 3Shareholding at resignation on 31 December 2020. 4Issued as a result of participation in the Company’s Share Placement in June 2021. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 064 065 Performance rights over equity instruments The movement during the reporting period in the number of performance rights over ordinary shares in Navarre Minerals Limited held, directly, indirectly and beneficially by key management personnel, including their related parties is as follows: PERFORMANCE PERFORMANCE VESTED AND EXERCISABLE UNVESTED HELD AT 1 GRANTED AS RIGHTS RIGHTS HELD AT 30 VESTED IN AT 30 JUNE AT 30 JUNE JULY 2020 REMUNERATION EXERCISED LAPSED JUNE 2021 2021 2021 2021 Performance Rights held in Navarre Minerals Limited (number) DIRECTORS I Holland - 1,500,000 500,000 G McDermott 1,500,000 EXECUTIVES J Ford S Mele 300,000 1,000,000 - - - - - - - - - 1,000,000 500,000 - 1,000,000 1,500,000 1,333,334 1,500,000 300,000 300,000 300,000 1,000,000 1,000,000 1,000,000 - - - 10.10 COMPANY PERFORMANCE With the exception of long-term incentives, the remuneration of executives and consultants is not linked to financial performance measures of the Company. Long-term incentives granted to executives are linked to improvements in the Company’s share price. In accordance with Section 300A of the Corporations Act 2001, the following table summarises Navarre’s performance over a five-year period: 2021 2020 2019 2018 2017 Net profit/(loss) - $000 (2,724) (984) (866) (1,251) (703) Basic earnings/(loss) per share – cents per share (0.50) (0.21) (0.22) (0.47) (0.34) Share price at the beginning of year - $ 0.110 0.084 0.059 0.032 0.034 Share price at end of year - $ Dividends per share – cents $0.094 0.110 0.084 0.059 0.032 Nil Nil Nil Nil Nil 11. AUDITOR RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001. 12. CORPORATE GOVERNANCE STATEMENT The Company’s Corporate Governance Statement for the year ended 30 June 2021, ASX Appendix 4G (Key to Disclosure of Corporate Governance Principles and Recommendations) and other ancillary corporate governance related documents may be accessed from the Company’s website at www.navarre.com.au/corporate-governance/. Signed in accordance with a resolution of the Directors made pursuant to s298(2) of the Corporations Act 2001. ON BEHALF OF THE DIRECTORS KEVIN WILSON CHAIRMAN Melbourne, 17 September 2021 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 RSM Australia Partners Level 21, 55 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199 www.rsm.com.au AUDITOR’S INDEPENDENCE DECLARATION As lead auditor for the audit of the financial report of Navarre Minerals Limited for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been no contraventions of: (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (ii) any applicable code of professional conduct in relation to the audit. RSM AUSTRALIA PARTNERS J S CROALL Partner Dated: 17 September 2021 Melbourne, Victoria THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation 067 “This is an exciting time for the Company" IAN HOLLAND MANAGING DIRECTOR UNEARTHING PROSPERITYANNUAL REPORT 2021 068 FINANCIAL REPORT 2021 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2021 Note Interest income Income Net administration expenses Exploration expenditure written-off Loss before income tax Income tax expense Net loss for the period Other comprehensive income for the period Total comprehensive loss for the period Basic loss per share (cents per share) Diluted loss per share (cents per share) 4 5 6 6 069 2020 $ 96,341 96,341 2021 $ 58,929 58,929 (2,747,166) (900,355) (35,447) (180,110) (2,723,684) (984,124) - - (2,723,684) (984,124) - - (2,723,684) (984,124) (0.50) (0.50) (0.21) (0.21) The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 070 071 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021 CURRENT ASSETS Cash and cash equivalents Trade and other receivables Other financial assets Non-current assets classified as held for sale TOTAL CURRENT ASSETS NON-CURRENT ASSETS Other financial assets Property, plant and equipment Leasehold improvements Right-of-use asset Exploration and evaluation costs TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables Employee benefits provision Lease liability TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Employee benefits provision Lease liability TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Share based payments reserve Accumulated losses TOTAL EQUITY Note 2021 $ 2020 $ CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2021 15,332,569 5,787,470 Net loss for the period 7 8 9 10 9 11 12 13 14 15 16 17 16 17 18 18 18 14,095,825 733,302 80,000 423,442 2,596,648 180,822 3,010,000 - 110,000 128,207 6,354 101,312 26,213,914 26,559,787 110,000 39,525 - - 15,297,618 15,447,143 41,892,356 21,234,613 1,160,986 176,399 17,973 1355,358 4,671 86,096 90,767 429,664 111,709 - 541,373 2,359 - 2,359 1,446,125 543,732 40,446,231 20,690,881 51,813,994 907,604 29,634,657 672,749 (12,275,367) (9,616,525) 40,446,231 20,690,881 Share Based Accumulated Issued Capital Payments Losses Total Equity $$ Reserve $$ $$ $$ Balance at 1 July 2020 29,634,657 672,749 (9,616,525) 20,690,881 Total comprehensive loss for the year Transactions with owners in their capacity as owners: Cost of share based payments Share issues Costs of issues - - 23,328,260 (1,370,337) 521,111 - - - (2,723,684) (2,723,684) (2,723,684) (2,723,684) - - - - 521,111 23,328,260 (1,370,337) - - Transfer of equity instruments exercised 221,414 (221,414) Transfer of equity instruments lapsed - (64,842) 64,842 At 30 June 2021 51,813,994 907,604 (12,275,367) 40,446,231 Balance at 1 July 2019 25,155,010 521,068 (8,704,555) 16,971,523 Net loss for the period - - (984,124) (984,124) Total comprehensive loss for the year (984,124) (984,124) Transactions with owners in their capacity as owners: Cost of share based payments - 224,272 Share issues Costs of issues 4,752,009 (272,799) - - Transfer of equity instruments exercised 437 (437) - - - - Transfer of equity instruments lapsed - (72,154) 72,154 224,272 4,752,009 (272,799) - - At 30 June 2020 29,634,657 672,749 (9,616,525) 20,690,881 The above consolidated statement of financial position should be read in conjunction with the accompanying notes. The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 072 073 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2021 CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees Interest received 2021 $ 2020 $ (2,897,836) 70,721 (748,109) 107,037 Net cash (used in) operating activities (Note 19) (2,827,115) (641,072) CASH FLOWS FROM INVESTING ACTIVITIES Receipts / (payments) for investments Expenditure on plant and equipment Expenditure on exploration tenements 3,030,000 (124,179) 1,277,848 (9,593) (10,613,008) (4,257,610) Net cash (used in) investing activities (7,707,187) (2,989,355) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 1: CORPORATE INFORMATION The financial report of Navarre Minerals Limited (variously the “Company”, “Navarre” and “Navarre Minerals”) and its subsidiaries (together, the “Group”) for the year ended 30 June 2021 was authorised for issue in accordance with a resolution of the directors on 17 September 2021. Navarre Minerals Limited is a company limited by shares incorporated in Australia. The Company’s shares are publicly traded on Australian Stock Exchange. The nature of operations and principal activities of the Group are described in Note 3. NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Preparation 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, as appropriate for for-profit orientated entities, and is presented in Australian dollars. The financial report has also been prepared on a historical cost basis. (i) Compliance with IFRS CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from share issues Transaction costs on issue of shares Repayment of lease liability 23,328,260 (1,279,269) (15,512) 4,752,009 (272,799) - The financial report complies with Australian Accounting Standards issued by the Australian Accounting Standards Board and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. (ii) Early adoption of new Accounting Standards Net cash from financing activities 22,033,479 4,479,210 The Group has not elected to early adopt any of the standards set out under (c) New Accounting Standards for Application in Future Periods. Net (decrease) / increase in cash and cash equivalents 11,499,177 848,783 (iii) Historical cost convention The financial statements have been prepared under a historical cost convention. Cash and cash equivalents at beginning of period 2,596,648 1,747,865 (b) New or amended Accounting Standards and Interpretations adopted Cash and cash equivalents at end of period (Note 7) 14,095,825 2,596,648 The above consolidated statement of cash flows should be read in conjunction with the accompanying notes. The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The following Accounting Standards and Interpretations are most relevant to the consolidated entity: Conceptual Framework for Financial Reporting (Conceptual Framework) The consolidated entity has adopted the revised Conceptual Framework from 1 July 2020. The Conceptual Framework contains new definition and recognition criteria as well as new guidance on measurement that affects several Accounting Standards, but it has not had a material impact on the consolidated entity's financial statements. (c) 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 consolidated entity for the annual reporting period ended 30 June 2021. The consolidated entity has not yet assessed the impact of these new or amended Accounting Standards and Interpretations. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 074 075 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) (d) Basis of consolidation (f) Current and non-current classification (cont.) The consolidated financial statements comprise the financial statements of Navarre Minerals Limited and its subsidiaries as at 30 June 2021 A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle; it is held primarily and the results of all the subsidiaries for the year then ended (“Group”). for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies so as to obtain benefits settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current. from their activities. Deferred tax assets and liabilities are always classified as non-current. The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting (g) Cash and cash equivalents policies. In preparing the consolidated financial statements, all intercompany balances and transactions, income, expenses and profit and losses from intra group transactions, have been eliminated in full. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. (e) Significant accounting judgements, estimates and assumptions The carrying amounts of certain assets and liabilities are often determined based on judgements, estimates and assumptions of future events. 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: Share-based payment transactions 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 of share options is determined using either a Black Scholes or binomial option pricing model, and using the assumptions detailed in Note 23. Exploration and evaluation costs Exploration and evaluation costs are accumulated separately for each area of interest and carried forward provided that one of the following conditions is met: Cash and cash equivalents in the consolidated statement of financial position comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less. For the purpose of the consolidated statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts. (h) Plant and equipment Plant and equipment is stated at cost less accumulated depreciation and any impairment losses. Depreciation is calculated on a straight- line basis over the estimated useful lives of the assets which range from 3 to 5 years. Impairment The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Impairment exists when the carrying value of an asset exceeds its estimated recoverable amount. The asset is written down to its recoverable amount. The recoverable amount of plant and equipment is the greater 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 such costs are expected to be recouped through successful development or sale; or ● ● exploration activities have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of the time value of money and the risks specific to the asset. economically recoverable reserves, and active and significant operations in relation to the area are continuing. An item of plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the Significant judgement is required in determining whether it is likely that future economic benefits will be derived from the capitalised continued use of the asset. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal exploration and evaluation expenditure. In the judgement of the Directors, at 30 June 2021, exploration activities in each area of interest proceeds and the carrying amount of the item) is included in the consolidated statement of comprehensive income in the period the item have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of ore reserves. Active and significant is derecognised. operations in relation to each area of interest are continuing and nothing has come to the attention of the Directors to indicate future economic benefits will not be achieved. The Directors are continually monitoring the areas of interest and are exploring alternatives for funding the development of areas of interest when ore reserves are confirmed. If new information becomes available that suggests the recovery of expenditure is unlikely, the amounts capitalised will need to be reassessed at that time. (f) Current and non-current classification Assets and liabilities are presented in the statement of financial position based on current and non-current classification. (i) Non-current assets or disposal groups classified as held for sale Non-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continued use. They are measured at the lower of their carrying amount and fair value less costs of disposal. For non-current assets or assets of disposal groups to be classified as held for sale, they must be available for immediate sale in their present condition and their sale must be highly probable. An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets of disposal groups to fair An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the consolidated entity's value less costs of disposal. A gain is recognised for any subsequent increases in fair value less costs of disposal of a non-current assets normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; and assets of disposal groups, but not in excess of any cumulative impairment loss previously recognised. or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current. Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of assets held for sale continue to be recognised. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 076 077 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) (i) Non-current assets or disposal groups classified as held for sale (cont.) (m) Trade and other payables Non-current assets classified as held for sale and the assets of disposal groups classified as held for sale are presented separately on the Trade and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the face of the statement of financial position, in current assets. The liabilities of disposal groups classified as held for sale are presented end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase separately on the face of the statement of financial position, in current liabilities. (j) Exploration and evaluation costs of the goods and services. (n) Provisions Exploration and evaluation expenditure is carried at cost. If indication of impairment arises, the recoverable amount is estimated and an Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, and it is probable that impairment loss is recognised to the extent that the recoverable amount is lower than the carrying amount. an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the Exploration and evaluation costs are accumulated separately for each current area of interest and carried forward provided that one of the amount of the obligation. following conditions is met: ● ● such costs are expected to be recouped through successful development or sale; or exploration activities have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in relation to the area are continuing. Impairment of exploration and evaluation costs When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the consolidated statement of comprehensive income net of any reimbursement. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the balance date. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, profits/ (losses) and liability. The increase in the provision resulting from the passage of time is recognised in finance costs. net assets will be varied in the period in which this determination is made. Farm-outs The Group will account for farm-out arrangements as follows: The Group will not record any expenditure made by the farminee on its behalf; ● ● ● The Group will not recognise a gain or loss on the farm-out arrangement but rather will redesignate any costs previously capitalised in relation to the whole interest as relating to the partial interest retained; and Any cash consideration to be received will be credited against costs previously capitalised in relation to the whole interest with any are measured at the rates paid or payable. Long service leave Employee leave benefits Wages, salaries, annual leave and sick leave Liabilities for wage and salaries, including non-monetary benefits and annual leave entitlements expected to be settled within 12 months of the reporting date are recognised in provisions in respect of employees’ service up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and excess to be accounted for by the Group as gain on disposal. (k) Trade and other receivables The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and periods of service. Expected Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, future payments are discounted using market yields at the reporting date in national government bonds with terms to maturity and less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days. currencies that match, as closely as possible, the estimated future cash outflows. The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss Defined contribution superannuation expense allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue. Other receivables are recognised at amortised cost, less any allowance for expected credit losses. (l) Leases Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred. (o) Share-based payment transactions The Group provides benefits to employees and directors of the Group in the form of share-based payment transactions, whereby services At the inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract are rendered in exchange for shares or rights over shares (‘equity-settled transactions’). conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset (“right-of-use” asset), the Group uses the definition of a lease in AASB 16. The cost of equity-settled transactions is measured by reference to the fair value at the date at which they are granted. The fair value of options and performance rights with market performance criteria is determined using either a Black Scholes or binomial option pricing Right-of-use assets and corresponding lease liabilities are recognised in the statement of financial position with a depreciation charge for model. The fair value of performance rights with non-market performance criteria is determined by reference to the Company’s closing the right-of-use assets (included in operating costs) and an interest expense on the recognised lease liabilities (included in finance costs). share price on the trading day prior to grant. The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. performance conditions are fulfilled, ending on the date on which the recipient becomes fully entitled to the award (‘vesting date’). UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 078 079 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) (o) Share-based payment transactions (cont.) (r) Income tax (cont.) The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax the vesting period has expired and (ii) the number of awards that, in the opinion of the directors, based on the best available information at losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry- balance date, will ultimately vest. No adjustment is made for the likelihood of market conditions being met as the effect of these conditions forward of unused tax assets and unused tax losses can be used, except: is included in determination of fair value at grant date. The charge or credit for the period represents the movement in cumulative expense recognised as at the beginning and end of the period. No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition. Where the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. ● ● where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in In addition, an expense is recognised for any increase in the value of the transaction as a result of the modification, as measured at the date which case a deferred tax asset is only recognised to the extent that it is probable that the temporary differences will reverse in the of modification. foreseeable future and taxable profit will be available against which the temporary differences can be applied. Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is no longer probable for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph. The dilutive effect, if any, of outstanding options and performance rights is reflected as additional share dilution in the computation of earnings per share. (p) Contributed equity Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it is has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance date. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right of set off exists to set off current tax assets against Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares, options or performance rights current liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxable authority. are shown in equity as a deduction, net of tax, from the proceeds. (q) Revenue Income taxes relating to items recognised directly in equity are recognised in equity and not in the consolidated statement of comprehensive income. Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably (s) Goods and services tax measured. Specific recognition criteria must also to be met: Interest income Revenue is recognised as the interest accrues using the effective interest method. (r) Income tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted by the reporting date. Deferred income tax is provided on all temporary differences at balance date between the tax bases of assets and liabilities and their Revenues, expenses and assets are recognised net of GST, except receivables and payables which are stated with GST included. Where GST incurred on a purchase of goods or services is not recoverable from the taxation authority, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the consolidated statement of financial position. Cash flows are included in the consolidated statement of cash flows on a gross basis and 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. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. carrying amounts for financial reporting purposes. (t) Earnings per share Deferred income tax liabilities are recognised for all taxable temporary differences, except: Basic earnings per share is calculated as net profit/(loss) attributable to members divided by the weighted average number of ordinary ● ● where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business shares. combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or Diluted earnings per share is calculated as net profit/(loss) attributable to members divided by the weighted average number of ordinary when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and shares and dilutive potential ordinary shares. the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not (u) Going concern reverse in the foreseeable future. The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation and settlement of liabilities in the normal course of the business. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 080 081 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) NOTE 5: INCOME TAX (v) Parent entity financial information The financial information for the parent entity, Navarre Minerals Limited, disclosed in Note 25 has been prepared on the same basis as the consolidated financial statements, except as set out below. Investments in subsidiaries Investments in subsidiaries are accounting for at cost less accumulated impairment losses in the financial statements of Navarre Minerals Limited. NOTE 3: SEGMENT INFORMATION The Group’s reportable segment is confined to mineral exploration only within Australia. Statement of Comprehensive Income Current income tax Current income tax credit Tax losses not recognised as probable Deferred income tax Temporary differences Tax losses brought to account offsetting temporary differences NOTE 4: NET ADMINISTRATION EXPENSES Income tax expense reported in the consolidated statement of comprehensive income Consolidated 2021 $ 283,427 (283,427) - 2020 $ 226,899 (226,899) - 3,250,630 (3,250,630) 1,284,598 (1,284,598) - - - - Consolidated 2021 $ 2020 $ Tax Reconciliation A reconciliation between tax expense and the product of accounting loss before income tax multiplied by the Group’s applicable income tax rate is as follows: Accounting loss before tax At the statutory 30% tax rate (2020: 30%) Share based payment expense Capital expenses Non-deductible expenses Tax losses not brought to account Income tax expense reported in the consolidated statement of comprehensive income (2,723,684) (984,124) 817,105 (156,333) (373,072) (4,273) (283,427) - 295,237 (67,282) - (1,057) (226,898) - Net administration expenses Consultants' fees and expenses Directors’ remuneration (non-executive) Salaries and on-costs Share based payments Investor relations Business development1 Motor vehicle expenses Audit costs Stock exchange, registry, and reporting costs Travel and meal costs Depreciation and amortisation Other administration expenses Gross administration expenses Capitalised as exploration and evaluation costs2 Consolidated 2021 $ 34,760 80,702 1,720,276 512,111 273,281 1,243,572 3,229 27,700 101,669 27,781 55,135 160,523 4,249,739 (1,502,573) 2020 $ 10,231 136,127 849,608 224,272 196,718 - 19,249 27,537 71,699 8,592 16,657 87,909 1,648,599 (748,244) Net administration expenses 2,738,166 900,355 1 Navarre has undertaken significant programs to pursue its stated strategic aim of exploring opportunities to further grow the business. 2 The amount capitalised as exploration and evaluation costs, totalling $1,502,573 (2020: $748,244), forms part of the exploration and evaluation expenditure for the year as set out in Note 14. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 082 083 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 5: INCOME TAX (cont.) Deferred Income Tax Deferred income tax at 30 June relates to the following: Statement of Financial Position Income Statement 2021 $ 2020 $ 2021 $ 2020 $ CONSOLIDATED Deferred tax liabilities Interest receivable Exploration and evaluation costs Gross deferred income tax liabilities Deferred tax assets Accruals Provisions Share issue costs Capital expenses Temporary differences not recognised as not probable Tax losses brought to account to offset net deferred tax liability Gross deferred income tax assets Net Deferred Tax Asset Deferred tax expense Tax consolidation (i) Members of the tax consolidated group (80) (7,864,174) (7,864,254) (3,617) (4,589,285) (4,592,902) 3,537 3,209 (3,274,889) (1,289,975) 41,525 54,321 411,101 373,072 (784,173) 7,768,408 7,864,254 - 40,904 34,220 81,840 - (81,840) 4,517,778 4,592,902 - 621 20,101 - - - (2,293) 4,461 - - - 3,250,630 1,284,598 Navarre Minerals Limited and its 100% owned Australian resident subsidiaries have formed a tax consolidated group. Navarre Minerals Limited is the head entity of the tax consolidated group. (ii) Tax effect accounting by members of the tax consolidated group Measurement method adopted under UIG 1052 Tax Consolidated Accounting NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 5: INCOME TAX (cont.) In June 2018, the Company received an allocation of up to $1,576,603 exploration credits in the Federal Government’s Junior Minerals Exploration Incentive (“JMEI”) scheme for FY2019. The JMEI scheme enables eligible exploration companies to create exploration credits by giving up a portion of their tax losses from greenfields minerals expenditure and distributing these exploration credits to eligible investors who were issued new shares in the Company’s capital raising activities during FY2019. On 11 November 2019, the Company created JMEI tax credits totalling $977,070 which have been applied and distributed on a pro-rata basis to eligible investors. Accordingly, carry forward tax losses have been reduced by $3,256,901 (i.e. $977,070 grossed up by 30%). The balance of unused JMEI tax credits from FY2019 ($599,533) were carried forward to FY2020. In June 2019, the Company received an allocation of up to $1,500,000 exploration credits in the Federal Government’s JMEI scheme for FY2020. Subsequent to FY2020, the Company calculated that out of the $1,500,000 of exploration credits allocated to the Company, a maximum of $1,425,603 were distributable for FY2020 (based on $4,752,009 capital raised during FY2020 multiplied by the Company’s tax rate of 30%). On 9 December 2020, the Company created JMEI tax credits totalling $1,267,182. Of these, $599,533 were applied and distributed on a pro- rata basis to FY2019 eligible investors and the remaining $667,649 were applied and distributed on a pro-rata basis to FY2020 eligible investors. Accordingly, carry forward tax losses have been reduced by $4,223,941 (i.e. $1,267,182 grossed up by 30%). The balance of unused JMEI tax credits from FY2020 ($757,954) have been carried forward to FY2021 and, depending on the tax loss recorded for the FY2021, will be distributed to the FY2020 eligible investors. The JMEI scheme replaced the previous Exploration Development Incentive scheme (“EDI”) scheme from 1 July 2017. The EDI operated for a three year period (FY15 – FY17) and the Company issued exploration credits to shareholders to the value of $666,519. The value of tax losses forgone is $2,341,207. Basic earnings/(loss) per share amounts are calculated by dividing net loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted earnings/(loss) per share amounts are calculated by dividing the net loss attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. For the year ended 30 June 2021 and for the comparative period, there are no dilutive potential ordinary shares as conversion of share options and performance rights would decrease the loss per share and hence are non-dilutive. - - NOTE 6: EARNINGS/(LOSS) PER SHARE The head entity and the controlled entities in the tax consolidated group continue to account for their own current and deferred tax The following data was used in the calculations of basic and diluted loss per share: amounts. The Group has applied the group allocation approach in determining the appropriate amount of current taxes and deferred taxes to allocate to members of the tax consolidated group. The current and deferred tax amounts are measured in a systematic manner that is consistent with the principles in AASB 112 Income Taxes. In addition to its own current and deferred tax amounts, the head entity also recognises current tax liabilities (or assets) and the deferred Net loss tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group. Consolidated 2021 $ 2020 $ (2,723,684) (984,124) Shares Shares Weighted average number of ordinary shares used in calculation of basic loss per share 548,193,192 464,660,543 Tax losses At balance date, the Group has estimated unused gross tax losses of $29,895,000 (2020: $21,175,000) that are available to offset against future taxable profits subject to continuing to meet relevant statutory tests. To the extent that it does not offset a net deferred tax liability, a deferred tax asset has not been recognised in the accounts for these unused losses because it is not probable that future taxable profit will be available to use against such losses. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 084 085 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 7: CASH AND CASH EQUIVALENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 11: PROPERTY, PLANT AND EQUIPMENT Cash at bank and in hand 14,095,825 2,596,648 At cost Consolidated 2021 $ 2020 $ Cash at bank earns interest at floating rates based on daily bank rates. NOTE 8: TRADE AND OTHER RECEIVABLES Goods and services tax refund Interest receivable Prepaid Tandarra joint venture advance Other Consolidated 2021 $ 583,690 265 49,849 99,498 2020 $ 86,808 12,057 56,795 25,162 733,302 180,822 At balance date, no receivables are past due or impaired. Due to the short term nature of these receivables, their carrying value approximates fair value. Trade receivables are non-interest bearing and are generally on 30-90 day terms. Details regarding the credit risk of current receivables are disclosed in Note 20. NOTE 9: OTHER FINANCIAL ASSETS Current Term Deposits Non-current Bank Guarantees – Exploration Permit bonds NOTE 10: NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE Current Tenement – EL 4590 Consolidated 2021 $ 2020 $ 80,000 3,010,000 Consolidated 2021 $ 2020 $ 110,000 110,000 Consolidated 2021 $ 423,442 2020 $ - In February 2021, the Company executed a binding terms sheet with Resource Base for the sale of the Company’s Black Range base metal exploration tenement (EL 4590), subject to various conditions precedent. Subsequent to balance date, all applicable conditions precedent were satisfied and EL 4590 was transferred to Resource Base. Accumulated depreciation Movement in Plant and Equipment Net carrying amount at beginning of year Additions Depreciation Net carrying amount at end of year The useful life of the plant and equipment is estimated for 2021 at 3 to 5 years. NOTE 12: LEASEHOLD IMPROVEMENTS At cost Accumulated depreciation Movement in Leasehold Improvements Net carrying amount at beginning of year Additions Depreciation Net carrying amount at end of year NOTE 13: RIGHT-OF-USE ASSETS Land and buildings Accumulated depreciation Additions to the right-of-use assets during the year were $119,581 (2020: $0) Consolidated 2021 $ 397,013 (268,806) 2020 $ 272,226 (232,701) 128,207 39,525 39,525 124,787 (36,105) 44,416 11,766 (16,657) 128,207 39,525 Consolidated 2021 $ 14,716 (8,362) 6,354 - 7,114 (760) 6,354 Consolidated 2021 $ 119,581 (18,269) 101,312 2020 $ 7,602 (7,602) - - - - - 2020 $ - - - UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 086 087 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 14: EXPLORATION AND EVALUATION COSTS NOTE 18: CONTRIBUTED EQUITY AND RESERVES Balance at beginning of year Expenditure for the year Classified as held for sale Expenditure written-off during the year Consolidated 2021 $ 15,297,618 11,375,185 (423,442) (35,447) 2020 $ 10,997,701 4,480,027 - (180,110) 26,213,914 15,297,618 Capitalised exploration and evaluation costs at 30 June 2021 relate to Stawell Corridor $16,765,655 (2020: $8,934,520), Bendigo North $6,450,357 (2020: $5,067,766), St Arnaud Gold Project $2,468,130 (2020: $836,027), Jubilee Gold Project $521,087 (2020: $35,486) and Stavely Arc Project $8,685 (2020: $423,819). NOTE 15: TRADE AND OTHER PAYABLES Trade Creditors Trade payables are non-interest bearing and are normally settled on 30 day terms. NOTE 16: EMPLOYEE BENEFITS PROVISION Current Annual leave entitlement Long service leave entitlement Non-current Long service leave entitlement NOTE 17: LEASE LIABILITIES Current Lease liability Non-current Lease liability Consolidated 2021 $ 2020 $ 1,160,986 429,664 Consolidated 2021 $ 109,428 66,971 2020 $ 59,045 52,664 176,399 111,709 Consolidated 2021 $ 4,671 Consolidated 2021 $ 17,973 Consolidated 2021 $ 86,096 2020 $ 2,359 2020 $ - 2020 $ - ISSUED AND PAID UP CAPITAL Ordinary shares Movements in Ordinary Shares Balance at beginning of year Share Issues: Share placement at $0.11 Share placement at $0.125 Share placement at $0.100 Share Purchase Plan at $0.100 Exercise of performance rights Exercise of employee share options Exercise of other share options Cost of equity instruments exercised Transaction costs 2021 Shares Consolidated 2021 $ 2020 Shares 2020 $ 695,172,151 51,813,994 478,242,151 29,634,657 478,242,151 29,634,657 435,010,251 25,155,010 - - 64,000,000 8,000,000 100,000,000 10,000,000 48,930,000 4,893,000 500,000 1,300,000 2,200,000 - - - 146,400 288,860 221,414 (1,370,337) 43,181,900 43,181,900 4,750,009 4,750,009 - - - 50,000 - - - - - - 2,000 - 437 (272,799) Balance at end of year 695,172,151 51,813,994 478,242,151 29,634,657 (a) Terms and Conditions of Ordinary Shares Ordinary shares entitle their holder to receive dividends as declared. In the event of winding up the Company, ordinary shares entitle their holder to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up or which should have been paid up on shares held. Each ordinary share entitles the holder to one vote, either in person or by proxy, at a meeting of the Company. Ordinary shares issued during the year and since the end of the year, from date of issue rank equally with the ordinary shares on issue. (b) Share Options Employee Options At 30 June 2021, 10,600,000 options over unissued shares granted to senior employees and non-executive directors of the Company were outstanding. The options are granted pursuant to the Navarre Minerals Limited Option Plan, details of which are set out in Note 23. Other Options At 30 June 2021, 1,800,000 share options over unissued shares granted to Zenix Nominees Pty Ltd, a subsidiary of Hartleys Limited, as part consideration for Hartleys’ role as manager for the Share Placement completed in April/May 2019, were outstanding. (c) Share Performance Rights At 30 June 2021, 3,800,000 performance rights over unissued shares granted to senior employees of the Company were outstanding. The performance rights are granted pursuant to the Navarre Minerals Limited Performance Rights Plan, details of which are set out in Note 23. (d) Capital Management Capital is defined as equity. When managing capital, management’s objective is to ensure the entity continues as a going concern as well as to maintain optimal returns to shareholders and benefits of other stakeholders. All methods of returning funds to shareholders outside of dividend payments or raising funds are considered within the context of the Group’s objectives. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 088 089 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 18: CONTRIBUTED EQUITY AND RESERVES (cont.) NOTE 19: STATEMENT OF CASH FLOWS RECONCILIATION The Group will seek to raise further capital, if required, as and when necessary to meet its projected operations. The decision of how the Reconciliation of net loss after tax to net cash flows used in operating activities Group will raise future capital will depend on market conditions existing at that time. It is the Group’s plan that this capital will be raised by any one or a combination of the following: placement of shares, pro-rata issue to shareholders, the exercise of outstanding options, and/or a further issue of shares to the public. Should these methods not be considered to be viable, or in the best interests of shareholders, then it would be the Group’s intention to meet its obligations by either partial sale of the Group’s interests or farm-out, the latter course of action being part of the Group’s overall strategy. The Group is not subject to any externally imposed capital requirements. OTHER RESERVES Share Based Payments Reserve The share based payments reserve records the value of benefits provided as equity instruments to directors, employees and consultants under share-based payment plans (Note 23). Balance at beginning of year Cost of share based payments Cost of expired equity instruments transferred to accumulated losses Cost of exercised equity instruments transferred to issued capital Balance at end of year ACCUMULATED LOSSES Balance at beginning of year Net loss for the year Cost of equity instruments expired Balance at end of year Net loss Adjustments for: Exploration expenditure written-off Depreciation and amortisation (net of allocation to exploration licences) Share based payments (net of allocation to exploration licences) Changes in assets and liabilities (Increase)/decrease in trade and other receivables (net of allocation to exploration licences) Increase in trade and other payables (net of allocation to exploration licences) Increase in provisions (net of allocation to exploration licences) Consolidated 2021 $ 2020 $ (2,723,684) (984,124) 35,447 6,526 288,377 (482,518) 26,421 22,316 180,110 1,836 104,898 21,326 27,657 7,225 Net cash flows used in operating activities (2,827,115) (641,072) NOTE 20: FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Group’s principal financial instruments comprise cash and short term deposits, the main purpose of which is to finance the Group’s operations. The Group has various other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations. The main risks arising from the Group’s financial instruments are credit risk, interest rate risk and liquidity risk. The Board of Directors has reviewed each of those risks and has determined that they are not significant in terms of the Group’s current activities. Credit risk Consolidated 2021 $ 672,749 521,111 (64,842) (221,414) 2020 $ 521,068 224,272 (72,154) (437) 907,604 672,749 Consolidated The Group trades only with recognised, creditworthy third parties. Receivable balances are monitored on an ongoing basis with the results 2021 $ (9,616,525) (2,723,684) 64,842 2020 $ (8,704,555) (984,124) 72,154 (12,275,367) (9,616,525) being that the Group’s exposure to bad debts is not significant. Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents and trade, other receivables and other financial assets. The Group's exposure to credit risk arises from potential default of the counter party, with a maximum exposure equal to the carrying amount of these instruments. No collateral is held as security. Exposure at balance date is the carrying value as disclosed in each applicable note. Interest rate risk The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s cash and cash equivalents with a floating interest rate. The impact of a 1.0% change in the market interest rates will not have a material impact on the Group’s financial position. There is no impact on equity other than the above net profit sensitivities on retained earnings/accumulated losses. Liquidity Risk The Group’s exposure to financial obligations relating to corporate administration and projects expenditure, are subject to budgeting and reporting controls, to ensure that such obligations do not exceed cash held and known cash inflows for a period of at least 1 year. Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built in an appropriate liquidity risk framework for the management of the Group’s short, medium and longer term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate equity funding through the monitoring of future cash flow forecasts of its operations, which reflect management’s expectations of the settlement of financial assets and liabilities. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 090 091 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 20: FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont.) NOTE 21: COMMITMENTS AND CONTINGENCIES (cont.) The Group has limited financial resources and will need to raise additional capital from time to time as such fund raisings will be subject to Exploration commitments for Stavely (EL 5425) during the reporting period were met by Stavely Minerals Limited (Stavely) under an earn- factors beyond the control of the Group and its directors. When Navarre requires further funding for its programs, then it is the Group’s in, pursuant to which Stavely may earn up to 80% interest in EL 5425. During FY2020, the Company received notification that Stavely had intention that the additional funds will be raised by any one or a combination of the following: placement of shares, pro-rata issue to satisfied the conditions for the first earn-in stage by sole funding $150,000 of exploration costs in the first two years, to earn a 51% equity shareholders, the exercise of outstanding options, and/or a further issue of shares to the public. Should these methods not be considered interest in EL 5425 in accordance with the Stavely Farm-in and Joint Venture Agreement signed in January 2018. Stavely has also elected to be viable, or in the best interests of shareholders, then it would be the Group’s intention to meet its obligations by either partial sale of to proceed to the second earn-in stage and sole fund a further $300,000 of exploration costs over the next three years to earn an additional the Group’s interests or farm-out, the latter course of action being part of the Group’s overall strategy. 29% equity interest. Maturity Analysis At balance date, the Group holds $1,160,986 of financial liabilities consisting of trade and other payables. All financial liabilities will mature within 12 months. Fair Values The aggregate net fair values of the financial assets and liabilities are the same as the carrying values in the consolidated statement of In June 2020, the Company executed an Asset Sale Agreement to acquire 100% of the Jubilee Gold Project (EL 006689), under which, and upon transfer of the tenement, the Group would be required to meet all exploration commitments for the tenement. During the reporting period, the transfer of the tenement by the Victorian Department of Jobs, Precincts and Regions to the Group was completed. In February 2021, the Company executed a binding terms sheet with Resource Base for the sale of the Company’s Black Range base metal exploration tenement (EL 4590), subject to various conditions precedent. Subsequent to balance date, all applicable conditions precedent were satisfied and EL 4590 was transferred to Resource Base. Therefore, there are no exploration commitments for Black Range (EL 4590) financial position. at balance date. NOTE 21: COMMITMENTS AND CONTINGENCIES The Company currently has seven exploration licence applications in process. If these licences are granted, there will be minimum (a) Commitments Operating Lease expenditure commitment applicable to the tenements. The amount of this commitment is currently unknown. 2021 $ 2020 $ In order to maintain current rights of tenure to exploration tenements, the Group is required to perform work to meet the minimum expenditure requirements set by the Victorian State Government. These obligations are expected to be fulfilled in the normal course of operations. Exploration interests may be relinquished or joint ventured to reduce this expense to the Group. The Victorian State Future minimum rentals payable under operating lease for office premises and storage yard at Government has the authority to defer, waive or amend the minimum expenditure requirements. balance date: Payable not later than one year Exploration Commitments – Exploration Permits Estimated cost of minimum work requirements contracted for under exploration permit is estimated at balance date: Payable not later than one year Payable later than one year but not later than five years Payable later than five years 3,690 2,390 2021 $ 2020 $ 925,450 4,291,100 392,000 727,350 2,195,000 588,000 5,608,550 3,510,350 Exploration commitments at 30 June 2021 relate to Bendigo North (the Company’s 49% interest in the Tandarra Gold Project) $1,151,500 (2020: $1,274,000), Western Victoria Copper Project (the are no expenditure commitments for EL 4590 or EL 5425, see below for details) $0 (2020: $154,000), Stawell Corridor $1,341,400 (2020: $1,703,050), St Arnaud Gold Project $2,985,250 (2020: $209,500) and Jubilee Gold Project $130,400 (2020: $169,800). During FY2019, the Company received notification from the Victorian Department of Economic Development, Jobs, Transport and Resources (DEDJTR) that Retention Licence RL 6660 had been granted for a ten-year term expiring on 2 November 2028 for the Tandarra Gold Project. The programme of work and milestones were also agreed with the DEDJTR and will require expenditure of $3.1 million during the ten-year period. The Company is obligated to pay 49% of the required exploration programme expenditure of $3.1 million over the period of the licence. NOTE 22: RELATED PARTY DISCLOSURES Subsidiaries The consolidated financial statements include the financial statements of Navarre Minerals Limited and the following subsidiaries: Country of Incorporation Entity Interest Black Range Metals Pty Ltd Loddon Gold Pty Ltd North Central Gold Exploration Pty Ltd Tandarra Gold Pty Ltd Western Victoria Gold Pty Ltd Compensation of key management personnel by category: Australia Australia Australia Australia Australia Short term employee benefits Post-employment benefits Share-based payments Long service leave expense Details of compensation of individual key management personnel are set out in the Remuneration Report. 2021 % 100 100 100 100 100 Consolidated 2021 $ 1,128,018 100,145 450,746 16,619 2020 % 100 100 100 100 100 2020 $ 737,247 83,952 239,676 8,318 1,695,528 1,069,193 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 092 093 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 23: SHARE BASED PAYMENT PLANS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 23: SHARE BASED PAYMENT PLANS (cont.) The Group has established the Navarre Minerals Limited Option Plan (“Option Plan”) and the Navarre Minerals Limited Performance Rights Set out below are the options, vested and exercisable at the end of the financial year: Plan (“Performance Rights Plan”), both of which have been approved by shareholders at a general meeting, whereby the Group may, at the discretion of the Board of Directors, grant options over ordinary shares and performance rights over ordinary shares in the Company to certain key management personnel of the Group. The options and performance rights are issued for nil consideration and are granted in accordance with performance guidelines established by the Nomination and Remuneration Committee. In November 2020, 1,500,000 performance rights were issued to the Managing Director, pursuant to the Performance Rights Plan. In addition to options issued under the Option Plan and Performance Rights Plan, the Group may also issue options to service providers as consideration for services provided to the Group. Set out below are summaries of options granted under the Option Plan: 2021 Grant date Expiry date price 2020 Exercise Held at 1 July Options Granted Options Exercised Options Held at 30 Lapsed June 2021 22/02/2017 31/12/2021 22/02/2017 31/12/2021 29/01/2018 29/01/2023 10/04/2018 10/04/2023 06/06/2018 06/06/2021 21/02/2019 21/02/2024 17/05/2019 17/05/2024 $0.072 $0.090 $0.150 $0.150 $0.150 $0.120 $0.120 200,000 200,000 2,000,000 4,650,000 1,000,000 1,700,000 5,450,000 17/05/2019 17/05/2022 $0.1313 4,000,000 19,200,000 - - - - - - - - - 200,000 - - - - - - - - - 200,000 2,000,000 750,000 3,900,000 1,000,000 - - 1,700,000 1,100,000 1,550,000 2,800,000 2,200,000 - 1,800,000 3,500,000 3,300,000 12,400,000 Weighted average exercise price $0.1335 $0.0000 $0.1244 $0.1359 $0.1354 2020 Grant date Expiry date 22/02/2017 22/02/2017 31/12/2021 31/12/2021 29/01/2018 29/01/2023 10/04/2018 10/04/2023 06/06/2018 06/06/2021 21/02/2019 21/02/2024 17/05/2019 17/05/2019 17/05/2024 17/05/2022 2021 Options - 200,000 2,000,000 3,900,000 2020 Options 200,000 200,000 - - - 1,000,000 1,700,000 2,533,334 1,800,000 566,666 3,634,334 4,000,000 12,133,334 9,601,000 The weighted average share price during the financial year was $0.1508 (2020: $0.1062). The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.27 years (2020: 2.84 years). Set out below are summaries of performance rights granted under the Performance Rights Plan: 2021 Grant date Expiry date 2020 Rights Granted Rights Exercised Rights Lapsed 2021 Held at 1 July Performance Performance Performance Held at 30 June 18/11/2019 31/12/2022 18/05/2020 30/06/2023 27/11/2020 31/12/2024 1,500,000 1,300,000 - 2,800,000 - - 1,500,000 1,500,000 - - 500,000 500,000 - - - - 1,500,000 1,300,000 1,000,000 3,800,000 Grant date Expiry date price 2019 Exercise Held at 1 July Options Granted Options Exercised Options Held at 30 Lapsed June 2020 2020 Held at 1 July Performance Performance Performance Held at 30 June 23/06/2015 31/12/2019 22/02/2017 31/12/2021 22/02/2017 31/12/2021 29/01/2018 29/01/2023 10/04/2018 10/04/2023 06/06/2018 06/06/2021 21/02/2019 21/02/2024 17/05/2019 17/05/2024 $0.040 $0.072 $0.090 $0.150 $0.150 $0.150 $0.120 $0.120 50,000 200,000 200,000 2,750,000 5,400,000 1,000,000 2,100,000 6,100,000 17/05/2019 17/05/2022 $0.1313 4,000,000 21,800,000 - - - - - - - - - - 50,000 - - - - - - - - - - - 750,000 750,000 - 200,000 200,000 2,000,000 4,650,000 - 1,000,000 400,000 650,000 1,700,000 5,450,000 - 4,000,000 50,000 2,550,000 19,200,000 Weighted average exercise price $0.1338 $0.0000 $0.0400 $0.1376 $0.1335 Grant date Expiry date 2019 Rights Granted Rights Exercised Rights Lapsed 2020 18/11/2019 31/12/2022 18/05/2020 30/06/2023 - - - 1,500,000 1,300,000 2,800,000 - - - - - - 1,500,000 1,300,000 2,800,000 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 094 095 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 23: SHARE BASED PAYMENT PLANS (cont.) NOTE 25: PARENT ENTITY INFORMATION For the performance rights granted during the current financial year, the valuation model inputs used to determine the fair value at grant date are as follows: Grant date Expiry date grant date volatility Dividend yield interest rate grant date Share price at Expected Risk-free Fair value at 27/11/2020 27/11/2020 27/11/2020 31/12/2024 31/12/2024 31/12/2024 $0.215 $0.215 $0.215 70% 70% 70% 0% 0% 0% 0.07% 0.07% 0.07% $0.215 $0.186 $0.180 Set out below are the performance rights, vested and exercisable at the end of the financial year: Grant date Expiry date 18/11/2019 31/12/2022 18/05/2020 30/06/2023 NOTE 24: AUDITOR’S REMUNERATION Amounts received or due and receivable by RSM Australia Partners for: Audit or review of the financial reports Other non-audit services 1 2021 2020 Performance Performance Rights 1,500,000 1,300,000 Rights 166,666 - 2,800,000 166,666 Consolidated 2021 $ 27,700 150,700 178,400 2020 $ 27,100 - 27,100 1 The other non-audit services make up part of the business development expenditure set out in Note 4. This expenditure was incurred to pursue its stated strategic aim of exploring opportunities to further grow the business. Information relating to Navarre Minerals Limited Current assets Total assets Current liabilities Total liabilities Issued capital Share based payment reserve Accumulated losses Total shareholders’ equity (Loss) of the parent entity Total comprehensive (loss) of the parent entity Details of any guarantees entered into by the parent entity in relation to the debts of its subsidiaries Details of any contingent liabilities of the parent entity Details of any contractual commitments by the parent entity for the acquisition of property, plant or equipment NOTE 26: EVENTS SUBSEQUENT TO BALANCE DATE 2021 $ 25,054,107 42,243,450 (1,337,385) (1,446,126) 51,813,994 907,604 2020 $ 7,031,809 21,549,176 (541,373) (543,732) 29,634,657 672,749 (11,924,274) (9,301,962) 40,797,324 21,005,444 (2,687,154) (2,687,154) (983,857) (983,857) n/a n/a n/a n/a n/a n/a On 16 February 2021, Navarre announced the execution of a binding agreement with Resource Base Limited (Resource Base) for the sale of the Company’s Black Range base metal exploration tenement (EL 4590) in western Victoria, which includes the Eclipse prospect. As consideration for acquiring 100% ownership in the tenement, Resource Base agreed to provide Navarre the following consideration, subject to the satisfaction or waiver of certain conditions precedent: (a) $1,520,000 in Resource Base shares on settlement (at Resource Base Initial Public Offering price of $0.20 per share); (b) 2,500,000 Resource Base shares on the announcement of a JORC compliant Inferred Mineral Resource of (i) (i) a minimum of 100,000 ounces of gold at a minimum grade of no less than 1 g/t; or a minimum of a combined 100,000 tonnes of copper and zinc, each at a minimum grade of 1%, within 5 years of the settlement date; and (c) 6,000,000 Resource Base shares on delivery of a definitive feasibility study within 5 years of settlement which indicates a project net present value of greater than $250,000,000. In addition, Navarre was entitled to nominate one non-executive director to sit on the Board of Resource Base. On 12 July 2021, following successful completion of its Initial Public Offering, Resource Base was admitted to the Official List of ASX Limited. As a result, the Company was issued 7,600,000 fully paid ordinary shares in Resource Base. On 1 July 2021, Navarre issued 3,300,000 share performance rights to senior staff of the Company under the terms of the Navarre Minerals Limited Performance Rights Plan. In September 2021, Navarre’s application to participate in the Federal Government’s Junior Minerals Exploration Incentive (JMEI) scheme for the 2021/2022 income tax year was accepted by the Australian Taxation Office. The Company has received an allocation of up to $1,250,000 exploration credits which can be distributed to eligible shareholders, being those that are Australian resident shareholders who apply for and are issued new shares in Navarre’s capital raising activities between 1 September 2021 and 30 June 2022. UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 096 097 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 26: EVENTS SUBSEQUENT TO BALANCE DATE (cont.) DIRECTORS’ DECLARATION In accordance with a resolution of the directors of Navarre Minerals Limited, I state that: In the opinion of the Directors: Other than the above, there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the Company, to significantly affect the (a) The financial statements and notes of Navarre Minerals Limited for the financial year ended 30 June 2021 are in operations of the Group, the results of those operations, or state of affairs of the Group, in future financial years. accordance with the Corporations Act 2001, including: (i) (ii) Giving a true and fair view of the Company’s and the consolidated entity’s financial position as at 30 June 2021. Complying with Accounting Standards (including the Australian Accounting Interpretations) and Corporations Regulations 2001. The financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 2(a)(i). There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. (b) (c) This declaration has been made after receiving the declarations required to be made to the Directors in accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2021. Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001. On behalf of the Board K Wilson Chairman Melbourne, 17 September 2021 UNEARTHING PROSPERITYNAVARRE MINERALS LIMITEDANNUAL REPORT 2021 RSM Australia Partners Level 21, 55 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199 www.rsm.com.au INDEPENDENT AUDITOR’S REPORT To the Members of Navarre Minerals Limited Opinion We have audited the financial report of Navarre Minerals Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration. In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group's financial position as at 30 June 2021 and of its financial performance for the year then ended; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matter described below to be the key audit matter to be communicated in our report. Key Audit Matter How our audit addressed this matter Carrying Value of Capitalised Exploration Expenditure Refer to Note 14 in the financial statements The Group has capitalised exploration and evaluation expenditure, with a carrying value of $26,213,914 as at 30 June 2021. Our audit procedures in relation to the carrying value of exploration and evaluation expenditure included: Under AASB 6 Exploration for and Evaluation of Mineral Resources, the Group is required to test the exploration and evaluation asset for impairment when facts and circumstances suggest that the the recoverable carrying amount may exceed amount. We determined this to be a Key Audit Matter due judgement involved in assessing the carrying value of the asset. the significant management to  obtaining evidence that the Group has valid rights to explore in the specific areas of interest;  enquiring with management and reviewing the basis on which they have determined that the exploration and evaluation of mineral resources has not at the reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves;   enquiring with management and reviewing budgets and plans to assess whether active and significant operations are continuing in the specific areas of interest; reviewing whether management has received any data which might cause them to conclude that the exploration and evaluation asset is unlikely to be recovered in full from successful development or by sale; and reviewing minutes of director meetings and Australian Securities and Investments Commission announcements to ensure the Directors have not resolved to discontinue activities in the specific areas of interest.  Other Information The directors are responsible for the other information. The other information comprises the information included in the Group's annual report for the year ended 30 June 2021 but does not include the financial report and the auditor's report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. ADDITIONAL SHAREHOLDER INFORMATION The information set out below was compiled as at 13 September 2021. 1. Listing Information The Company is listed, and all of the Company’s issued shares are quoted on, the Australian Securities Exchange (ASX). In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. 2. (i) Distribution of Equity Securities Ordinary share capital 0101 Auditor's Responsibilities for the Audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This description forms part of our auditor's report. Report on the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included the directors' report for the year ended 30 June 2021. In our opinion, the Remuneration Report of Navarre Minerals Limited for the year ended 30 June 2021, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. RSM AUSTRALIA PARTNERS J S CROALL Partner Dated: 17 September 2021 Melbourne, Victoria 697,972,151 fully paid ordinary shares are held by 4,505 individual shareholders. At a general meeting of shareholders, on a show of hands, each person who is a shareholder or sole proxy has one vote. On a poll, each shareholder is entitled to one vote for each fully paid share. (ii) Unquoted options on issue 12,400,000 unquoted options are held by 5 individual option holders. There are no voting rights attached to these options. (iii) Unquoted share performance rights on issue 4,300,000 unquoted options are held by 8 individual option holders. There are no voting rights attached to these performance rights. (iv) Analysis of number of shareholders by size of holding Ordinary shares Options over ordinary shares Performance rights over ordinary shares Holders Total Units % IC Holders Total Units % IC Holders Total Units % IC 1 – 1000 1,001 – 5,000 5,001 – 10,000 147 407 728 15,860 1,544,380 5,866,906 10,001 – 100,000 2,301 94,637,050 0.000 0.220 0.840 13,560 >100,001 922 595,907,955 85.380 Totals 4,505 697,972,151 100.000 - - - - 5 5 - - - - - - - - 12,400,000 100.000 12,400,000 100.000 - - - - 8 8 - - - - - - - - 4,300,000 100.000 4,300,000 100.000 624 holders holding a total of 1,934,962 shares held less than a marketable parcel of ordinary shares. UNEARTHING PROSPERITYANNUAL REPORT 2021 0102 ADDITIONAL SHAREHOLDER INFORMATION 3. 20 Largest Shareholders The following table sets out the top 20 holdings of the Company’s shares: Shareholder Newmarket Gold NT Holdings Pty Ltd Dr Stephen Garth Nordstrom VBS Exchange Pty Ltd Holdings associated with Geoff McDermott Holdings associated with Kevin Wilson Maradox Pty Ltd Kirkland Lake Gold Ltd Pe Group Holdings Pty Ltd Spruzen Corporation Pty Ltd Mr Howard Manly Dimond & Mrs Linda Margaret Doris Dimond Valleytech Instrumentation Pty Ltd Campbell Kitchener Hume & Associates Pty Ltd Greenhill Road Investments Pty Ltd ESM Limited Arc De Triomphe Securities Pty Ltd BNP Paribas Nominees Pty Ltd Mr Robert John Annells & Mrs Kimberley Jane Hodge Citicorp Nominees Pty Limited Tattersfield Securities Limited Mr Ralph Douglas Russell 4. Substantial Shareholders Number of shares 47,981,303 46,935,000 42,433,412 14,555,792 13,906,085 10,000,000 8,800,000 8,703,774 6,300,000 6,000,000 5,900,000 5,500,000 5,151,000 4,500,000 4,300,000 4,137,015 4,000,000 3,933,285 3,861,114 3,759,915 % Issued capital 6.902 6.752 6.104 2.094 2.000 1.439 1.266 1.252 0.906 0.863 0.849 0.791 0.741 0.647 0.619 0.595 0.575 0.566 0.555 0.541 250,657,695 36.057 The substantial holders in the Company, as disclosed in substantial holding notices given to the Company, are set out below: Shareholder Dr Stephen Garth Nordstrom1 VBS Exchange Pty Ltd2 Newmarket Gold NT Holdings Pty Ltd3 1 As set out in substantial holding notice dated 4 June 2021. 2 As set out in substantial holding notice dated 4 August 2020. 3 As set out in substantial holding notice dated 19 March 2015. 5. Other information The Company is not currently conducting an on-market buy-back. No of shares 46,600,000 44,748,745 18,469,272 % Issued Capital 7.21 8.25 19.95 NAVARRE MINERALS LIMITED A N N U A L R E P O R T 2 0 2 1 40-44 Wimmera Street PO Box 385 Stawell Victoria 3380 Australia +61 (3) 5358 8625 info@navarre.com.au navarre.com.au @Navarre Minerals Ltd @NavarreMinerals @NavarreMinerals

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