Pampa Energia S.A.
Annual Report 2023

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2023 Annual Report Pan Asia Metals Limited Contents Chairman’s & Managing Director’s Report Operational Report Our Commitment Board of Directors Financial Report Tenement Schedule Shareholder Information 6 9 17 19 23 69 70 2 Pan Asia Metals Limited | 2023 Annual Report This report has been authorised for release by the Board of Directors Forward Looking Statements This report prepared by Pan Asia Metals Limited (or “Pan Asia: or “PAM” or “the Company”) include forward looking statements. Often, but not always, forward looking statements can generally be identified by the use of forward looking words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “continue”, and “guidance”, or other similar words and may include, without limitation, statements regarding plans, strategies and objectives of management, anticipated production or construction commencement dates and expected costs or production outputs. Forward looking statements inherently involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance and achievements to differ materially from any future results, performance or achievements. Relevant factors may include, but are not limited to changes in commodity prices, foreign exchange fluctuations and general economic conditions, increased costs and demand for production inputs, the speculative nature of exploration and project development, including the risks of obtaining necessary licenses and permits and diminishing quantities or grades of reserves, political and social risks, changes to the regulatory framework within which the Company operates or may in the future operate, environmental conditions including extreme weather conditions, recruitment and retention of personnel, industrial relations issues and litigation. Forward looking statements are based on the Company and its management’s good faith assumptions relating to the financial, market, regulatory and other relevant environments that will exist and affect the Company’s business and operations in the future. The Company does not give any assurance that the assumptions on which forward looking statements are based will prove to be correct, or that the Company’s business or operations will not be affected in any material manner by these or other factors not foreseen or foreseeable by the Company or management or beyond the Company’s control. Although the Company attempts and has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in forward looking statements, there may be other factors that could cause actual results, performance, achievements or events not to be as anticipated, estimated or intended, and many events are beyond the reasonable control of the Company. Accordingly, readers are cautioned not to place undue reliance on forward looking statements. Forward looking statements in these materials speak only at the date of issue. Subject to any continuing obligations under applicable law or any relevant stock exchange listing rules, in providing this information the Company does not undertake any obligation to publicly update or revise any of the forward-looking statements or to advise of any change in events, conditions or circumstances on which any such statement is based. 3 Pan Asia Metals Limited | 2023 Annual Report Competent Persons Statement (Excluding RK Lithium Project MRE) The information in this Public Report that relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Mr David Hobby, who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Hobby is an employee, Director and Shareholder of Pan Asia Metals Limited. Mr Hobby has sufficient experience that is relevant to the style of mineralization and type of deposit under consideration and to the activity that 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 Hobby consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. Readers are advised to refer to the following ASX release for details on the Mineral Resource: 10 Jul 2023 Bang I Tum Lithium Prospect Exploration Target Update. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and that all material assumptions and technical parameters continue to apply and have not materially changed. 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. Competent Persons Statement for RK Lithium Project MRE The information in this report that relates to Mineral Resources is based on information compiled by Ms Millicent Canisius and Mr Anthony Wesson, both full-time employees of CSA Global. Mr Anthony Wesson is a Fellow and Chartered Professional of the Australasian Institute of Mining and Metallurgy and Ms Millicent Canisius is a Member of the Australasian Institute of Mining and Metallurgy. Mr Anthony Wesson and Ms Millicent Canisius have sufficient experience, relevant to the style of mineralisation and type of deposit under consideration and to the activity which they are undertaking, to qualify as Competent Persons as defined in the 2012 Edition of the Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code). Mr Anthony Wesson and Ms Millicent Canisius consent to the disclosure of the information in this report in the form and context in which it appears. Ms Millicent Canisius assumes responsibility for matters related to Sections 1 and 2 of JORC Table 1, while Mr Anthony Wesson assumes responsibility for matters related to Section 3 of JORC Table 1. Readers are advised to refer to the following ASX release for details on the Mineral Resource: 02 Nov 2023 Reung Kiet Lithium Project Mineral Resource Update. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and that all material assumptions and technical parameters continue to apply and have not materially changed. 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. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and that all material assumptions and technical parameters continue to apply and have not materially changed. 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. RK Lithium Project – BT Lithium Prospect JORC Exploration Target Pan Asia Metals Limited has generated a drill supported Exploration Target estimate of 16-25Mt @ 0.40- 0.70% Li2O as defined under JORC Code (2012). The potential quantity and grade of the Exploration Target are conceptual in nature. There has been insufficient exploration to estimate a Mineral Resource and it is uncertain if further exploration will result in the estimation of a Mineral Resource. Drilling at the BT Lithium Prospect is designed to test the Exploration Target and adjacent areas. Please refer to the following ASX releases for details on the Exploration Target: 10 Jul 2023 Bang I Tum Lithium Prospect Exploration Target Update. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and that all material assumptions and technical parameters continue to apply and have not materially changed. 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. Khao Soon Tungsten Project - JORC Exploration Target Pan Asia Metals Limited has generated a drill supported Exploration Target estimate of 15-29 million tonnes grading 0.2-0.4% WO3 as defined under JORC Code (2012). The Exploration Target comprises 4-8 million tonnes grading 0.2-0.4% WO3 at the Than Pho West prospect, 1-2 million tonnes grading 0.2-0.4% WO3 at the Than Pho Ridge prospect, 6-12 million tonnes grading 0.1-0.3% WO3 at the Target 2 prospect, and 4-7 million tonnes grading 0.2-0.4% WO3 at the Rabbit prospect. The potential quantity and grade of the Exploration Target are conceptual in nature. There has been insufficient exploration to estimate a Mineral Resource and it is uncertain if further exploration will result in the estimation of a Mineral Resource. Drilling at the BT Lithium Prospect is designed to test the Exploration Target and adjacent areas. Please refer to the following ASX releases for details on the Exploration Target: 08 Oct 2020 Technical Reports for PAM Projects and 30 Oct 2020 Khao Soon Tungsten Project - Drilling Update. 4 Pan Asia Metals Limited | 2023 Annual Report Relevant ASX Releases Readers are advised to refer to the following ASX releases for details on other technical data reported in this report: RK LITHIUM PROJECT 19 Jan 2023: Reung Kiet Lithium - Metallurgical Test-work Results 02 Feb 2023: Reung Kiet Lithium - Drilling Update 28 Feb 2023: Bang I Tum Prospect Initiation of Drilling 03 Apr 2023: Reung Kiet Lithium Project Drilling Results 19 Apr 2023: Reung Kiet Lithium Project Mining Zones Declared 20 Apr 2023: Positive Roasting and Leaching Test-worK Results 19 May 2023: Non-Binding MOU with VinES for Lithium Conversion Plant 22 May 2023: Reung Kiet Lithium Project Drilling Results 30 May 2023: Bang I Tum Lithium Prospect, New Zones Discovered 21 Jun 2023: Bang I Tum Lithium Prospect, Drilling Continues to Deliver 10 Jul 2023: Bang I Tum Lithium Prospect Exploration Target Update 14 Jul 2023: Bang I Tum Lithium Prospect Drill Results are Delivering 18 Jul 2023: RK Lithium Confirmatory Met Testwork Positive 31 Jul 2023: Pan Asia Metals and IRPC sign MOU 18 Aug 2023: RK Lithium, Exceptional Flotation Results 21 Aug 2023: Revised RK Lithium, Exceptional Flotation Results 31 Jul 2023: Pan Asia Metals and IRPC sign MOU 18 Aug 2023: RK Lithium, Exceptional Flotation Results 21 Aug 2023: Revised RK Lithium, Exceptional Flotation Results 07 Sep 2023: BT Lithium Prospect, Strong Li and Sn Results Continue Corporate Governance Pan Asia's Corporate Governance guidelines can be found at: https://investorhub.panasiametals.com/governance 02 Nov 2023: Reung Kiet Lithium Project Mineral Resource Update 13 Dec 2023: RK Lithium Project - Waste to By-product Testwork 11 Jan 2024: RK Lithium Project Drilling Update 22 Feb 2024: RK Lithium Project - License Re-Application TAMA ATACAMA LITHIUM PROJECT 28 Jul 2023: Tama-Atacama Brine-Clay Lithium Project 21 Aug 2023: Hilix Lithium Project, Fieldwork Begins 28 Aug 2023: Pink Lithium Project, 200km2 Added to Project Area 18 Sep 2023: Tama Atacama Lithium, Solid Seismic Data Interpretations 08 Nov 2023: Tama-Atacama Lithium - Dolores Li Update 02 Jan 2024: Tama Atacama Lithium Option Agreements Signed 03 Jan 2024: Tama Atacama Lithium Presentation 08 Jan 2024: Tama Atacama and RK Lithium Update 12 Jan 2024: Tama Atacama Lithium Exploration Concession Grant 29 Jan 2024: Tama Atacama Lithium Exploration Concession Grant 05 Feb 2024: Tama Atacama Lithium Exploration Concession Grant 12 Feb 2024: Tama Atacama Lithium Exploration Concession Grant KHAO SOON TUNGSTEN PROJECT 8 Oct 2020: ‘PAM Projects – Technical Reports’ 5 Pan Asia Metals Limited | 2023 Annual Report Chairman’s & Managing Director’s Report It is with pleasure that I present Pan Asia Metals Limited’s 2023 Annual Report. I will begin with a brief corporate and operational overview. PAM’s Chief Geologist will provide more depth in the following Operational Report. 2023 was a difficult year for all but a few minerals exploration companies. With the backdrop of interest rate increases and cost of living pressures, the first half of 2023 was beset by pre-tax year selling. The second half of the year saw a rapid decline in battery metal prices, particularly lithium, which, in our view, was driven by a rundown of battery inventories throughout 2023. Like most in the industry, we expect 2024 to be a different year, with monthly battery inventories at 1x demand in January 2024 and EV penetration growing in most jurisdictions throughout 2023, the backdrop is set for an increase in battery metals demand and hence prices. Grade is generally the “go to” metric in the resources market, particularly at the junior end, and the ”grade is king” mantra leads the investment proposition for many investors. The low battery metals prices in 2023 and early 2024 instilled the notion that a project’s “do-ability” and viability often requires a lot more than grade. Metallurgy, cost environment, proximity to inputs (labour, energy, reagents) and access to end markets, are all critically important to “do-ability” and viability and are all key aspects of PAM’s strategy since inception. They are often overlooked, but are often what makes or breaks a project. As a result of the lithium price cycle, we have seen many projects marginalised, even with high grades, due to one or more of these factors, and manylow grade projects have been highly profitable. This point is being laboured as we believe there is a lot more to a successful project than grade. Paul Lock Chairman & Managing Director 6 Pan Asia Metals Limited | 2023 Annual Report The year’s focus has been largely on the RK Lithium Project, which consists of two prospects, the RK and BT Lithium Prospects. During the year we completed drilling 102 diamond holes at RK, and delivered a Mineral Resource of 14.8 million tonnes grading 0.45% Li2O, containing 164,500t LCE. At BT we delivered a drill- supported Exploration Target mid year of 16-24 million tonnes grading 0.4-0.7% Li2O. Drilling continued throughout 2023 and into 2024 up until re-applications were submitted over both the RK and BT Lithium Prospects. We are positioned to deliver an Inferred Mineral Resource once assays have been completed. Naturally we have been conducting feasibility test work during the year with successful metallurgical and flotation testwork reported throughout the course of the year. Further testwork is underway and the Company is in discussions with technology partners who are currently processing lepidolite for lithium chemicals in China, and who are situated at, or near, the bottom of the lepidolite cost curve and well down on the larger hard rock cost curve. During the year we entered into a Memorandum of Understanding with IRPC Public Company Limited (“IRPC”), an integrated petrochemical and refinery flagships of PTT Public Company Limited (PTT), Thailand’s national energy company. Under the MOU, PAM and IRPC will establish a joint project team which will assess the viability of: i. developing a lithium mining operation at the RK Lithium Project to produce a lithium oxide concentrate; ii. a lithium conversion facility for the production of Li2CO3 or LiOH chemical products, with the facility to be located in IRPC’s Industrial Zone located in the Rayong Province, Thailand; and iii. a Cathode Active Material (“CAM”) facility in IRPC’s Industrial Zone, potentially with a technology knowledge partner, to produce CAM product. Discussions are underway, and both IRPC and PAM have been in discussions with technology partners currently processing lepidolite for lithium chemicals in China. 7 Pan Asia Metals Limited | 2023 Annual Report With regard to strategy, and as previously stated, we are in a dynamic environment and the Company is very focused on identifying opportunities from both an inward and an outward perspective. This means tweaking our strategy as we experience changes in the global environment, and seizing upon opportunities that fit the Company’s strategy as and when they arise. From the outward perspective, PAM’ objective is to identify, secure and develop battery and critical metals projects which are situated in low cost jurisdictions proximal to advanced industrial centres or manufacturing facilities relevant to the Company’s operations. Securing such opportunities positions PAM to then be inward focused, which means, at a later date, looking for opportunities to move downstream and value add. In my opinion, this is how the best industrial companies have built themselves, through a symbiotic relationship between an outward and inward focus on opportunities to advance the Company’s interests. I raise this now as, during the year, we have positioned PAM to achieve this. The MOU with IRPC is inward focused, it will help PAM move past the mine gate and value add, and with the right technology partner PAM will be positioned to do this at a low cost. In addition to RK, PAM secured two very good opportunities during the year: 1. PAM entered into an MOU with VinES to negotiate a definitive agreement to build a standalone lithium conversion facility in Vietnam. Vietnam is attractive for three key reasons: a. it is one of the lowest cost industrialising economies in Southeast Asia, and as a result it is attracting the EV and LIB supply chain; b. it sits in between the Northeast Asian markets of China, South Korea and Japan, and the Southeast Asian markets of Thailand, Malaysia and Indonesia; and c. it has a strong, well-educated workforce. Before finishing off I would like to discuss the importance of people and the implementation of a sound ESG strategy, which is emphasised in our Sustainability Report. During the year the Company furthered its goal to position itself as a community-oriented company, with community and environment front and centre in its decision making. During 2023, our focus has been on the initiation and delivery of inclusive outcomes that consider the communities in and around our project areas. Like our business strategy, we are looking both inward and outward to achieve a balance between financial success and community and environmental success. To finish off, it is important to thank those shareholders who stuck with the Company through a very difficult year, and those who joined us – smart move. I would also like to extend our thanks to our suppliers, who have supported the Company through thick and thin. Further thanks to our dedicated staff, who are delivering great outcomes, and the Board. Like 2022, I would also like to offer a special thanks to those shareholders and other stakeholders who have offered me and the Company their thoughts and advice – this has been very helpful – and who have stuck around for the vision and the journey, you really are what makes a company like Pan Asia Metals strong. Yours sincerely, Paul Lock The MOU is a cooperation agreement between the parties for the evaluation of a standalone Lithium Conversion Facility located close to VinES’ battery plant in Vietnam and a neighbouring joint venture LFP plant between VinES and Gotion. PAM has near completed a PFS for a 25,000tpa of lithium carbonate facility and is currently reviewing the results in consultation with one of the leading conversion plant builders in China. PAM is also in discussions with several battery and/or electric vehicle manufacturers 2. PAM secured the Tama Atacama Lithium Project in Chile via three binding Option Agreements. Tama Atacama is one of the largest lithium brine projects in South America, with PAM holding ~120,000ha (~1,200km2) across several salars. The option agreements give PAM the right to purchase 100% of the holdings, which have extensive lithium surface anomalies with elevated lithium results up to 2,200ppm Li and averaging 700ppm Li (270ppm Li cutoff) extending over 160km north to south. Further, PAM has an MOU for a further 400km2 which is currently under consideration. Tama Artacama has all required infrastructure, is positioned 75km from two major ports, is 1.3km lower than Salar de Atacama, and is on a rail line to Antofagasta where all of Chile’s lithium carbonate is manufactured. Like the RK Lithium Project and the Vietnamese Lithium Conversion Initiative, PAM has positioned itself with one of the most strategically placed projects in the global peer group and is also positioned for downstream value adding in country. The delivery of these projects will be achieved through alliances with knowledge and balance sheet partners, and PAM is in discussions with the same on all three projects. Success could see PAM positioned as one of the leaders in the battery metals and chemicals supply chain. 8 Pan Asia Metals Limited | 2023 Annual Report Operational Report During the year PAM continued drilling at the RK Lithium Project resulting in the completion 9,007.3m of diamond core drilling in 40 holes. Results were reported during the year for holes RKDD073 to RKDD102 and for the BT Lithium Prospect in holes BTDD007 to BTDD025, with many positive intersections. David Hobby Technical Director & Chief Geologist 9 Pan Asia Metals Limited | 2023 Annual Report The Company announced an updated Mineral Resource estimate (“MRE”) for the RK Lithium Prospect of 14.8Mt @ 0.45% Li2O. This update represents a 42% increase in tonnes and a 46% increase in contained LCE compared to the previous MRE. The new MRE also has 75% classified in the Measured and Indicated categories. The Company also completed metallurgical testwork comprising flotation to produce lepidolite concentrates plus roasting and leaching testwork of lepidolite concentrates. These programs produced highly encouraging results. At the BT Lithium Prospect about 8km north of the RK Lithium Prospect, PAM announced a drill supported Exploration Target estimate of 16-25Mt @ 0.40-0.70% Li2O. This represents an 80-100% increase on the previous Exploration Target. In April 2023, the Thai Cabinet approved the Mineral Management Master Plan No.2, resulting in Mining Zones being declared across much of the RK Project Area including the mineralised trends and adjacent areas, giving PAM the legal right to submit Mining License Applications. In July of 2023, the Company announced it had secured the Tama Atacama Lithium Project in Chile comprising binding MOUs to acquire a suite of highly prospective lithium (Li) brine and clay projects in northern Chile extending over 290km north to south and covering ~ 1600km2. The Project area contains significant lithium values and by-product/pathfinders. At announcement, a total 57 of 185 surface samples, primarily from the Pink Li in brine prospect, averaged 702ppm Li and ranged up to 2200ppm Li based on a 250ppm Li cutoff. In May, PAM entered into an MOU with VinES Energy Solutions for the evaluation of a standalone 20-25,000tpa Lithium Conversion Facility to produce Li2CO3 or LiOH using third party feed. The conversion facility is to be located within the Vung Ang Industrial Park close to the VinES battery plant and VinES-Gotion LFP CAM joint venture plant in Vietnam. In July, PAM entered into a MOU with Thai listed IRPC (an US$1.4B integrated petrochemical and refinery flagship of PTT Public Company Limited (SET: PTT), itself a US$30B energy group, 51% held by the Thai Government. The MOU will evaluate mining in southern Thailand to produce Li2O concentrates, conversion to LCE in IRPC’s chemical precinct in Rayong, and to consider Cathode Active Material (CAM) manufacturing opportunities at a later date. RK Lithium Project The RK Lithium Project (RKLP) is a hard rock project with lithium hosted in lepidolite rich pegmatites chiefly composed of quartz, albite, lepidolite with minor cassiterite and tantalite. The project at present contains two main prospect areas; RK Lithium Prospect and BT Lithium Prospect. The RK Lithium Prospect contains an old pit about 500m long and up to 125m wide. Mining of the weathered pegmatites extended up to 30m below surface, to the top of hard rock. PAM has identified a prospective zone at least 1km long which contains a large swarm of pegmatite dykes and veins up to 100m wide. Individual dykes can be up to 30m wide. More typically dykes and veins range from 10m to 0.1m in width. Figure 1 – RKLP – Mining Zones Mineral Resource estimate During the year, PAM reported a Mineral Resource estimate update (“MRE”) at RK of 14.8Mt @ 0.45% Li2O for approximately 164,500t contained LCE. The MRE was estimated by CSA Global in accordance with the JORC Code (2012), see table below “RKLP Mineral Resources at November, 2023” and refer to PAM’s ASX announcement date November 2nd, 2023, and titled ‘RK Lithium Project Mineral Resource Update’. Table 1 – RKLP – RK Lithium Prospect – Mineral Resource Estimate, 02 November, 2023 Resource Category Resource (Mt) Li2O (ppm) Sn (ppm) Ta2O5 (ppm) Rb (%) Cs (ppm) Cont. LCE Mining Zones Measured 7.80 0.44 410 74 0.20 230 85,289 During the year, the Cabinet of the government of Thailand approved the Mineral Management Master Plan No.2, prepared by the National Mineral Management Policy Commission,. See PAM’s ASX announcement dated 19 April 2023, and titled RK Lithium Project Mining Zones Declared’. 10 Pan Asia Metals Limited | 2023 Annual Report Indicated 3.26 0.49 349 Inferred 3.74 0.41 390 Total 14.80 0.45 391 85 78 77 0.20 261 39,375 0.19 229 38,252 0.20 237 164,500 Mineral Resource reported above 0.25% Li2O% cut-off. Appropriate rounding applied. The updated MRE was in line with PAM’s expectations, and the contained LCE of ~164,500t positions PAM well to meet its production objectives. Some drill intersections from drillholes RKDD031 to 072 are presented in the Table below. Table 2 – RKLP – RK Lithium Prospect – Selected drill intersections The Mineral Resource remains open down dip and along strike at the southern end. Hole ID From (m) To (m) Interval (m) Li2O (%) Sn (%) Ta2O5 (ppm) Drilling RKDD077 Incl. 100.00 112.00 115.75 115.75 15.75 3.75 During the year, PAM conducted diamond core drilling at the RK Lithium Prospect, with 821m drilled in two holes (RKDD100-102). Assay results were reported for drillholes RKDD073 to RKDD102. Figure 2 – RKLP – RK Lithium Prospect Drill Collars RKDD079 Incl. RKDD080 Incl. RKDD080 Incl. 91.20 96.00 55.10 58.00 69.30 73.70 0.55 0.85 0.37 0.75 0.41 0.64 0.43 0.82 0.69 0.64 0.91 0.11 0.07 0.12 0.10 0.11 0.12 0.08 0.10 0.08 0.07 0.08 139 215 124 104 76 92 84 111 117 120 155 112.10 100.00 20.90 4.00 63.00 63.00 83.90 79.95 7.90 5.00 14.60 6.25 13.50 15.00 4.50 RKDD085 RKDD086 Incl. 203.50 169.00 177.50 217.00 184.00 182.00 RKDD088 301.50 319.30 17.80 0.05 0.20 76 RKDD089 RKDD089 129.30 146.00 141.90 154.50 12.60 8.50 RKDD090 RKDD090 Incl. RKDD091 RKDD091 Incl. RKDD091 RKDD091 RKDD092 Incl. Incl. RKDD092 RKDD094 RKDD094 RKDD094 RKDD094 Incl. Incl. RKDD095 Incl. RKDD095 RKDD096 Incl. RKDD096 10.65 55.50 58.05 12.00 52.00 56.30 76.30 108.30 172.00 177.45 186.00 240.10 64.40 73.60 74.00 102.40 108.05 118.50 48.90 57.80 166.65 179.35 183.00 243.20 35.85 60.95 60.95 16.80 63.50 62.00 89.15 113.15 193.50 182.00 191.05 253.35 69.90 90.00 78.00 123.35 110.10 120.65 60.05 60.05 174.30 190.35 190.00 254.70 RKDD097 Incl. 55.00 63.00 69.70 69.00 RKDD098 RKDD098 228.20 307.60 231.80 311.10 RKDD102 RKDD102 Incl. 219.85 245.00 248.00 239.90 251.40 251.40 24.60 5.45 2.90 4.80 11.50 5.70 12.85 4.85 21.50 4.55 5.05 13.25 5.50 16.40 4.00 20.95 2.05 3.15 11.15 2.25 7.65 11.00 7.00 11.50 14.70 6.00 3.60 3.50 20.05 6.40 3.40 0.62 0.73 0.48 0.58 0.92 0.73 0.75 1.03 0.32 0.82 0.55 0.88 0.77 0.48 0.52 0.74 0.59 1.11 1.27 0.95 1.39 0.66 0.76 0.78 0.95 0.38 0.27 0.17 0.19 0.27 0.09 0.07 0.05 0.03 0.05 0.05 0.14 0.26 0.02 0.07 0.08 0.10 0.09 0.13 0.05 0.06 0.06 0.05 0.08 0.08 0.05 0.06 0.12 0.11 0.10 0.17 0.10 0.10 0.26 0.23 0.18 0.23 0.25 109 114 89 197 326 164 128 198 70 219 100 111 159 98 92 89 94 85 120 158 171 147 77 137 143 76 138 244 179 92 92 167 205 The program was designed as infill and extensional drilling of the current Inferred Mineral Resource and has been highly successful, with extensive zones of lithium mineralisation encountered associated with lepidolite rich pegmatite dyke and vein swarm. Mineralisation remains open along strike and downdip, especially at the southern end. Detailed information for holes drilled during the reporting period is contained in PAM ASX announcements. 11 Pan Asia Metals Limited | 2023 Annual Report See PAM’s ASX announcement dated 18 July 2023 and titled ‘Additional Flotation Test-work Confirms and Improves Results’. This test-work was conducted by Nagrom in Perth. It demonstrated that relatively high recoveries of lithium to concentrate are achievable utilising industry standard methods with both the fresh and weathered mineralisation undergoing similar comminution and beneficiation in line with that conducted by BGRIMM. The testwork results were a material improvement in Li2O grade and recovery for concentrate derived from weathered mineralisation, showing 71% Li2O recovery at 3.11% Li2O grade. For the fresh material, the testwork showed 76% Li2O recovery at 3.10% Li2O grade and ~80% Li2O recovery at ~3.00% Li2O grade in concentrate, reaffirming previous test-work results from BGRIMM. The Nagrom improvements in recovery and concentrate grades is most likely due to reduced Li losses to slimes, whereby, to remove slimes/fines less than 0.016mm. BGRIMM employed wet screening as compared to Nagrom employing hydrocycloning. Nagrom also conducted flotation testwork on sample products derived from the ‘ore-sorting testwork’ which has proven to reduce the amount of low grade or waste siltstone in the mill feed and increase overall lithium grades of the feed. It may also be expected that lithium recoveries from flotation may also improve by decreasing the amount of siltstone in the feed. Ore Sorting Testwork During the year, PAM released Flotation test- work results from ‘ore-sort’ product derived from fresh mineralisation at the RK Lithium Prospect. See PAM’s ASX announcement dated 21 August 2023 and titled ‘RK Lithium Project – Exceptional Flotation Test-work Results’. Metallurgical Testwork PAM has conducted metallurgical testwork on the RK Lithium Prospect mineralisation. Peer feasibility work, market studies and research has demonstrated that lepidolite has the potential to be one of the highest purity sources of battery grade lithium carbonate and lithium hydroxide, lepidolite is potentially one of the lowest cost sources of lithium carbonate and lithium hydroxide, and that lepidolite has one of the lowest capex requirements on a per tonne LCE basis after by-products. During the year, testwork has included ore sorting to separate high grade pegmatite from lower grade to waste siltstone, and beneficiation testwork to produce a lepidolite concentrates from weathered and fresh mineralisation. Beneficiation Testwork The test-work was conducted on two separate composites comprised of fresh and weathered mineralisation derived from laboratory ‘coarse crush rejects’ (100% <3.35mm). The flotation testwork conducted has demonstrated that relatively high recoveries of lithium to concentrate are achievable utilising industry standard methods, with both the fresh and weathered mineralisation undergoing similar comminution and beneficiation. The tests resulted in concentrate grades of approximately 3.0% Li2O with lithium recoveries up to 78% from fresh mineralisation and concentrate grades of 2.8% Li2O with lithium recoveries of 63% from weathered mineralisation, see PAM’s ASX Announcement dated 19 January, 2023, and titled ‘RK Lithium Project – Metallurgical Test-work Results’. PAM reported results of confirmatory flotation testwork on sub-samples derived from the Beijing General Institute of Mining & Metallurgy (“BGRIMM”) samples, which comprised both fresh and weathered mineralisation. 12 Pan Asia Metals Limited | 2023 Annual Report Table 3 – RKLP – RK Lithium Prospect - Ore Sorting test results Sort sizes Description Product No. Li2O Grade (%) -50mm, +25mm Pegmatite -25mm, +10mm Pegmatite -10mm fines Pegmatite and siltstone -50mm, +10mm Siltstone/waste reject 1 2 3 4 1.00 0.85 0.49 0.22 From the above products three composite samples for the flotation testwork were formulated: Table 4 – RKLP – RK Lithium Prospect - Flotation test composite samples Float Test No. Scenario Composite Description Li2O Feed Grade (%) 1 2 3 Optimum Mining Scenario Products 1-3 0.92 Modelled Mining Scenario Products 1-3 + 20% Product 4 Downside Mining Scenario Products 1-3 + 40% Product 4 0.78 0.66 Products 1-3 represent pegmatite and fines material <10mm. Product 4 represents siltstone that occurs adjacent to pegmatite but can be optically sorted and substantially removed from the mill feed. In the Optimum Mining Scenario, high Li recoveries of +80% were achieved into concentrates grading from 2.81-3.45% Li2O, and 77% recoveries for a 3.60% Li2O concentrate where achieved. The grade x recovery curve indicates potential for a concentrate grade of 3.0% Li2O at a recovery of approximately 84% Li2O. In the Modelled Mining Scenario, high Li recoveries of +75% into concentrates grading from 2.71-3.43% Li2O were achieved. The grade x recovery indicates potential for a concentrate grade of 3.0% Li2O at a recovery of approximately 78% Li2O. 13 Pan Asia Metals Limited | 2023 Annual Report The test sample contains 20% low grade siltstone and this is interpreted to represent the potential approximate ratio of mill feed over the life of the mine. The lithium mica concentrates have undergone roasting and leaching testwork. The process route being tested is an Alkaline Salt Roast, which is commonly referred to as a Sulphate Roast. This is the process predominantly used in China and has a strong operating track record. Sulphate Roast and Leaching testwork During the year, PAM reported the results from sulphate roast and lithium leach extraction testwork undertaken on samples of lepidolite concentrates produced by the BGRIMM testwork. See PAM’s ASX announcement dated 20 April 2023, and titled ‘RK Lithium Project Positive Roasting and Leaching testwork results’. This work was conducted by ALS Metallurgy in Perth under the supervision of Lithium Consultants Australasia. Two samples of lepidolite concentrate, weighing approximately 1kg each, were generated from the testwork program performed by BGRIMM. The fresh and oxide concentrate samples were separately roasted in a kiln at 900°C for 1 hour. The roast product samples were leached in de-ionised (DI) water (20% solids) at 60°C for 1 hour. At the end of the leach period, the slurry was filtered. The filtrate was assayed. The residue was re-pulped with DI water (20% solids) and washed (re-leached) at 60°C for 1 hour and the filtration step repeated. The re-pulp procedure was repeated. The final residue was assayed. The leach results, in terms of lithium extraction v gypsum + sodium sulphate addition, are shown in the Table on the next page. It is evident that the fresh and oxide samples show similar trends across the five tests conducted, with Tests 1 and 4 providing the best Li extractions. Figure 3 – RKLP – Lithium Extraction Test Work Results Drilling During the year, PAM conducted diamond core drilling at the BT Lithium Prospect, with 8,186.3m drilled in 38 holes (BTDD007-BTDD044). Assay results were reported for drillholes BTDD007 to BTDD025. Some drill intersections from drillholes BTDD007 to BTDD024 are presented in the Table below. Table 5 – RKLP – BT Lithium Prospect – Selected drill intersections Hole ID From (m) To (m) Interval (m) Li2O (%) Sn (%) Ta2O5 (ppm) BTDD007 BTDD007 incl. BTDD007 BTDD008 incl. BTDD008 BTDD009 BTDD009 incl. 49.50 165.20 168.00 194.00 23.70 25.20 187.30 131.40 138.00 141.40 BTDD010 incl. 67.10 68.00 BTDD012 BTDD012 incl. 10.35 108.95 117.00 61.15 173.00 172.00 200.75 31.20 30.30 199.45 135.90 151.45 145.85 86.60 81.00 14.20 121.20 121.20 11.65 7.80 4.00 6.75 7.50 5.10 12.15 4.50 13.45 4.45 19.50 14.00 3.85 12.25 4.20 0.60 0.61 0.76 0.41 0.43 0.52 0.36 0.62 0.47 0.76 0.66 0.86 0.92 0.49 0.89 0.12 0.09 0.11 0.16 0.02 0.03 0.15 0.12 0.08 0.13 0.05 0.07 0.05 0.09 0.11 BTDD013 120.00 139.90 19.90 0.27 0.03 BTDD015 BTDD015 39.10 67.10 44.70 73.60 BTDD016 BTDD016 185.95 192.00 203.55 203.55 BTDD017 incl. 2.20 2.20 BTDD018 BTDD018 BTDD019 incl. BTDD019 BTDD019 25.15 40.40 18.25 19.25 32.80 129.60 9.55 4.00 28.05 47.00 28.35 24.70 37.50 148.10 5.60 6.50 17.60 11.55 7.35 1.80 2.90 6.60 10.10 5.45 4.70 18.50 0.84 0.55 0.35 0.32 0.84 1.60 1.07 0.79 0.69 1.02 0.56 0.42 0.08 0.09 0.09 0.09 0.05 0.10 0.08 0.05 0.07 0.11 0.10 0.11 BTDD020 144.80 156.30 11.50 0.48 0.09 BTDD021 BTDD021 145.15 146.00 165.70 154.70 BTDD024 incl. 102.50 104.45 112.55 109.50 20.55 8.70 10.05 5.05 0.15 0.30 0.54 0.83 0.14 0.15 0.04 0.06 89 117 145 104 24 28 99 95 71 129 87 104 89 79 88 71 161 131 88 100 120 217 127 88 73 111 128 85 68 93 89 171 227 The results generated from this Phase 1 roast- leach testwork are highly encouraging. Roast and leach conditions remain to be optimised and this will be explored in the next phase of testwork, which will further investigate roast reagent ratios, roast time and temperature and the effect of agglomerating the roast feed. Waste to By-product testwork PAM has begun a collaboration with one of Thailand’s largest cement producers on the use of RK concentrate and lithium chemical processing residues in cement manufacturing. Initial testwork confirmed this application. Further work confirms that the bulk mine waste is inert, and may be suitable for aggregates and land reclamation. See PAM’s ASX announcement dated 13 December 2023 and titled ‘RK Lithium Project-Waste to By-product Testwork. BT Lithium Prospect The BT Lithium Prospect was a relatively large open cut tin mine. The old pit is about 650m long and up to 125m wide. Mining of the weathered pegmatites extended up to 30m below surface, to the top of hard rock. BT is located about 8km north of the RK Lithium Prospect 14 Pan Asia Metals Limited | 2023 Annual Report Exploration Target Figure 4 – RKLP – BT Lithium Prospect Exploration Target During the year, PAM announced an updated Exploration Target for the BT Lithium Prospect. The Exploration Target was increased to 16-25Mt @ 0.40-0.70% Li2O which represents a ~80 to 100% increase in tonnage to the previous Exploration Target. See PAM’s ASX announcement dated 10 July 2023, and titled ‘BT Lithium Prospect - Exploration Target Substantially Increased’. The Exploration Target is reported in the Table below. Table 6 – RKLP – BT Lithium Prospect - Exploration Target, 10 July, 2023 Million Tonnes Li2O (%) Sn (%) Ta2O5 (ppm) Rb (%) Cs (ppm) K (%) Lower 16.0 0.70 0.16 130 0.30 250 2.80 Upper 25.0 0.40 0.11 90 0.25 200 2.40 The updated Exploration Target considered newly acquired information which has served to extend the previous Exploration Target to the east, north and west. The updated Exploration Target was based on the current interpretation of mineralisation, geometry, geochemistry and geology. This was provided by 28 diamond drillholes with assay results for 7 of these holes, as well as surface soil and rock-chip sampling and associated geological observations. Subsequent drilling results are generally supportive of the Exploration Target, and PAM expects to report a Mineral Resource for the BT Lithium Prospect in 2024. 15 Pan Asia Metals Limited | 2023 Annual Report Tata Atacama Lithium Project During the year, PAM announced its entry into binding Memorandums of Understanding to acquire a suite of highly prospective lithium (Li) brine and Li clay projects in northern Chile, see PAM’s ASX announcement dated 28 July 2023 and titled ‘Tama-Atacama Brine-Clay Lithium Project - PAM Enters the South American Lithium Triangle’. The Tama Atacama Lithium Project is divided into six prospects extending over 290km north to south and covering an area of approximately 1,600km2. The northern four lithium prospects cover a suite of salars extending over 160km which are highly prospective for lithium in brines supported by extensive lithium surface anomalies with lithium results up to 2,200ppm Li, and averaging 700ppm Li (56/177 assays, 270ppm cutoff) extend over ~160km. PAM reported additional geochemical sampling of surface salt crusts at Salar Dolores over a strike length of approximately 20km. PAM collected 26 samples with 10 returning values of >200ppm Li and averaging 319ppm Li with a highest value of 608ppm Li. Previous work yielded four of seven samples averaging 419ppm Li ranging up to 1250 ppm Li. Elevated boron, potassium and magnesium are also associated with elevated Li. The geochemical signature of surface salt crusts at Salar Dolores are similar to Salar de Atacama. See PAM’s ASX announcement dated 8 November 2023 and titled ‘Tama Atacama Lithium – Dolores Li Update’. KT Lithium Project The KT Lithium Project is centred approximately 35km NNE of the RK Lithium Project and covers five (5) Special Prospecting Licence Applications (SPLA) over an area of approximately 45km2. PAM is awaiting the grant of the Special Prospecting Licence Applications. The prospect has potential for both hardrock and geothermal lithium. Khao Soon Tungsten Project The Khao Soon Tungsten Project (“KSTP”) was a significant historical tungsten producer. Modern exploration has discovered potentially world class, district scale tungsten mineralisation across numerous prospects. Previously reported reconnaissance diamond drilling by PAM, has intersected robust widths and WO3 grades associated with strong surface anomalies from which Exploration Targets have been estimated. PAM is assessing value accretive options for the KTSP, including discussions with potential joint venture partners already active in the tungsten industry. Figure 5 – Tama Atacama Lithium Project – Lithium Surface Anomalies The Tata Atacama Lithium Project demonstrates strong potential for Li in brine, and also for Li in clay which are hosted in the Pampa del Tamarugal basin in the north-western part of the Atacama Desert in Chile. PAM also announced the results of a review of historic seismic and groundwater investigations. The groundwater investigations were focused on the Pink, Pozon and Dolores South and Dolores North Li in Brine Prospects and confirmed that saline groundwater zones generally correspond with highly elevated Li in surface salt crusts, indicating relatively shallow saline aquifers. See PAM’s ASX announcement dated 18 September 2023 and titled ‘Tama Atacama Lithium – Solid Seismic Data Interpretations’. The seismic investigations focused on a historic seismic line which crossed between the southern end of Salar de Pintados and the adjoining Sara de Bellavista. The identified target zone within the basin sediments is interpreted to occur from about 250-600m in depth. 16 Pan Asia Metals Limited | 2023 Annual Report Our Commitment PAM thrives on the strength and talent of its people. Their dedication is our backbone, and their expertise drives our success. We’re deeply invested, as is every member of our team. We at PAM understand that we are not an island – we are situated in and around the communities in which we operate. Our focus is on delivering inclusive outcomes that consider these communities. We believe in reciprocity – as the community thrives, so do we, and vice versa. Our Sustainability Strategy looks both inward and outward, striving to achieve a balance between financial success and humanitarian considerations. Ahead of our direct peers, we aim to embed this sustainability mindset early and allow it to mature alongside our projects. We envision a future where mining and exploration coexist harmoniously with community development, cultural preservation, and sustainable growth. We are more than just a company; we are partners with our communities, working hand in hand for a brighter, more sustainable future. We wholeheartedly support the UN’s sustainable development goals, with a primary focus on three specific goals: PAM’s education project has primarily focused on enhancing small primary schools in the areas in which we operate, by collaborating with community development initiatives, educational institutions, and religious establishments. Our efforts will include providing educational resources, music and sports facilities, classroom improvements, sanitation facilities, playground enhancements, and clean water systems. These initiatives aim to improve students’ physical and mental well-being, fostering a positive attitude towards education. The project also seeks to promote satisfaction among educational personnel and parents by actively supporting the school’s development and students’ progress. 17 Pan Asia Metals Limited | 2023 Annual Report This initiative comprises two distinct projects: Project Oxygen Bank and Project X-ray, collectively falling under the umbrella of Project #CommunityCares. Project #CommunityCares encompasses a comprehensive range of health promotion activities aimed at all demographics within the community. Its primary objectives are to promote good hygiene practices and advocate for the use of healthcare tools designed to monitor the health of individuals living within our designated areas. One pivotal component of this initiative is the facilitation of annual lung X-ray examinations, which play a crucial role in assessing the risk of respiratory diseases among community members. By raising awareness about the importance of health and ensuring timely access to medical care, our overarching goal is to safeguard the well-being and health of all community members. PAM practices sustainable resource management with #PAMGreen and #UnityinDiversity. This initiative plays a crucial role in raising awareness within local communities about environmental conditions, including dust, noise, surface water, and groundwater. Through continuous monitoring, we can promptly address any environmental abnormalities that may pose health risks to community members. We aim to identify the causes and implement timely solutions through in-depth analysis. In addition, Project #UnityInDiversity actively contributes to the preservation and promotion of cultural traditions at local Thai Buddhist temples and Muslim mosques during significant religious festivals. By doing so, the project aims to foster collaboration, strengthen interfaith cooperation, and sustain the unique customs and beliefs of each participating community. 18 Pan Asia Metals Limited | 2023 Annual Report Board of Directors Paul Lock Chairman & Managing Director David Hobby Technical Director & Chief Geologist David is an Economic Geologist with 30+ years experience. David has worked in a variety of geological terrains across Asia, Australia, South America, USA and Africa. David is experienced in all facets of the minerals project cycle. Qualifications: B.App Sci (Geology), MAusIMM, Competent Person under the JORC Code. Experience and expertise: David is an Economic geologist and has been involved in the minerals industry for over 30 years. Since graduating from the University of Canberra in 1989 David has worked in a variety of geological terrains in Australia, Asia, South America, USA and Africa, and has experience in all facets of the minerals project cycle with a focus on exploration and evaluation. David has held senior geological management and consulting positions with listed and private companies and progressed several projects through to feasibility and pre-production, including the Adelong Gold Project, Broula King Gold Project, Webb’s Silver Project and the Woodlawn Zn-Cu project. David has been focused on SE Asia since 2013. His geological qualifications and experience are complimented with skills in project management, environmental management, Occupational Health and Safety, contractor, government and stakeholder management. Paul is a former advisor and financier, working with companies across a wide range of industries including the mining sector. Paul also has extensive experience as a physical commodities trader and a derivatives trader, including options and high yield bonds. Paul has had a focus on Southeast Asia for over 10 years and South America since 2022. Qualifications: Master of Political Economy; Master of International Studies; Master of Commercial Law; Master of Business Administration; Bachelor of Business; MAusIMM. Experience and expertise: Before Pan Asia Metals Paul was a corporate adviser at Everspring Partners, a boutique Sydney based advisory firm that he founded. Before Everspring Paul worked in corporate advisory and leveraged/project finance roles at one of Australia’s leading commercial banks, often acting in lead arranger roles. Paul initially focused on corporate and single asset project finance in the resource sector before moving into leveraged finance for private equity initiatives and then into a corporate advisory role where he was sector agnostic and focused on generating corporate transactions. Prior to banking Paul worked for Rothschild & Co in Australia where he was a derivatives trader and a high yield bond investor focusing on a variety of asset classes, generally distressed or complex assets. Paul also had some involvement in structuring derivatives solutions for resource companies in conjunction with Rothschild’s corporate advisory team. Prior to Rothschild Paul worked for Japanese trading conglomerate Marubeni Corporation in the soft commodity trading division. 19 Pan Asia Metals Limited | 2023 Annual Report Board of Directors David Docherty Non-Executive Director Thanasak Chanyapoon Non-Executive Director David focused on the Australian resource sector during his time in stockbroking and with investment bank, Slater Walker, in London. Experience and expertise: David moved to Sydney in 1968 to oversee major investments he earlier established for Slater Walker clients in BHP (Bass Strait oil) and Western Mining (nickel) and to provide equity finance for emerging miners which included arranging finance for Poseidon to drill its Mt Windarra nickel discovery in 1969. Later, David became CEO of Slater Walker sponsored Mining Finance Corporation. From 1984-87 David successfully guided Sedimentary Holdings as CEO to joint ownership and open-pit development of the old Cracow Gold Mine (Qld). In 1987 David became an equity partner in the Thai resource sector after the Government deregulated gold exploration and mining. Thereafter, he jointly financed a team of geologists responsible for the discovery of what is now the Chatree Gold Mine. In 2002 David became a foundation director and CEO of Thai Goldfields NL, an unlisted public company holding Thai SPL applications in a variety of gold and copper prospects, and including land tenure containing a minimum 100,000ozs gold at shallow depth located within 2km of the recently re-opened Chatree Gold Mine. Thanasak is a Partner at Capital Law Office, a leading Bangkok based legal and tax practice, a Non-Executive Director of Cal-Comp Electronics PLC, a company listed on the Stock Exchange of Thailand, and well established in the Thai business community. Qualifications: Bachelor of Laws (Hons) degree and Master of Laws degree from Chulalongkorn University and Master of Laws degree from University of Cambridge. Experience and expertise: Thanasak is a Partner at The Capital Law Office, a leading Bangkok based legal practice. Thanasak’s area of expertise is tax law, and corporations for more than 25 years. Prior to joining Capital Law Office, he has worked with Baker & McKenzie, Bangkok, and Linklaters, Bangkok. He was also the co-founder of LawAlliance Limited specializing in Thailand tax laws including double tax treaties made with Thailand. Since 2008 to date, Thanasak is a special lecturer in various tax law subjects at Faculty of Law, Chulalongkorn University, and at Faculty of Business Administration, Kasetsart University. Recently, Thanasak has been appointed as member of the subcommittee on Law Reform for Ease of Doing Business in Thailand, appointed by the Order of Office of the Prime Minister, and as advisor to the Chairman of the Tourism Commissioner, Thailand’s House of Representatives. 20 Pan Asia Metals Limited | 2023 Annual Report Board of Directors Supriya Sen Non-Executive Director Supriya is a former banker with 30+ years investment experience in project finance, private equity and public private partnerships at firms such as GE Capital, World Bank, IFC, Asian Development Bank, Citibank, across India, South East Asia and Middle East. Besides PAM, she currently serves as Non Executive Independent board director of several other companies in the infrastructure and climate finance space. She also serves as Trustee for global and regional non-profit organisations in areas linked to the low carbon transition and digital innovation for social good. Qualifications: B.Eng (Electronics) & MBA. Experience and expertise: Supriya”s investment and strategic advisory expertise is in areas of banking and climate finance, risk management, green infrastructure & circular economy, smart cities, innovation and technology transformation sectors. Given her interest in public policy and good governance, she also serves on various regional committees and networks, and is an accredited member of the Australian Institute of Company Directors, Women Corporate Directors, Singapore Institute of Directors and Indian Institute of Directors. 21 Pan Asia Metals Limited | 2023 Annual Report Company Secretaries Elissa Hansen Nor Hafiza Binte Alwi Australian Company Secretary Singapore Company Secretary Qualifications: Qualifications: Elissa holds a Bachelor of Commerce and a Graduate Diploma in Applied Corporate Governance. She is a fellow of the Governance Institute of Australia and graduate member of the Australian Institute of Company Directors. Experience and expertise: Elissa has over 20 years’ experience advising boards and management on corporate governance, compliance, investor relations and other corporate related issues. She has worked with boards and management of a range of ASX listed companies. Elissa is a Chartered Secretary who brings best practice governance advice, ensuring compliance with the Listing Rules, Corporations Act and other relevant legislation. Hafiza holds a Bachelor of Law (Hons) degree and is also a fellow of the Chartered Secretaries Institute of Singapore and a Practising Chartered Secretary. Experience and expertise: Experience and expertise: Hafiza is a Director of ZICO Corporate in Singapore. She has over 25 years of experience and acts as Company Secretary to a diversified range of local and foreign listed and non-listed companies. In her role as Company Secretary, Hafiza advises and provides guidance to her clients and the Boards on corporate transactions, procedures and practices, code of corporate governance, compliances and regulatory requirements including listing rules of the SGX-ST. 22 Pan Asia Metals Limited | 2023 Annual Report Financial Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES (Company registration no.:201729187E) (Incorporated in the Republic of Singapore) PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 AUDITED FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023 The directors present their statement to the members together with the audited consolidated financial statements of Pan Asia Metals Limited (the “Company”) and its subsidiaries (the “Consolidated Entity”) for the financial year ended 31 December 2023 and the statement of financial position of the Company as at 31 December 2023 and the statement of changes in equity of the Company for the financial year ended 31 December 2023. In the opinion of the directors, (a) the consolidated financial statements of the Consolidated Entity and the statement of financial position and the statement of changes in equity of the Company are drawn up so as to give a true and fair view of the financial position of the Consolidated Entity and of the Company as at 31 December 2023 and the financial performance, changes in equity and cash flows of the Consolidated Entity and changes in equity of the Company for the financial year then ended; and (b) at the date of this statement, after considering the measures taken by the Consolidated Entity and the Company with respect to the Consolidated Entity’s and the Company’s ability to continue as going concerns as described in Note 1 to the financial statements, there are reasonable grounds to believe that the Company will be able to pay its debts when they fall due. 23 23 Pan Asia Metals Limited | 2023 Annual Report Pan Asia Metals Limited | 2023 Annual Report 1 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 For the financial year ended 31 December 2023 Directors The directors of the Company in office at the date of this statement are as follows: Mr Paul David Lock Mr David John Hobby Mr David Michael Docherty Mr Thanasak Chanyapoon Ms Supriya Sen Arrangements to enable directors to acquire benefits by means of the acquisition of shares and debentures Neither at the end of the financial year nor at any time during the financial year did there subsist any arrangement whose object is to enable the directors of the Company to acquire benefits by means of the acquisition of shares or debentures in the Company or any other body corporate. Directors’ interests in shares and debentures (a) The directors of the Company holding office at the end of the financial year had no interests in the share capital and debentures of the Company and related corporations as recorded in the register of directors’ shareholdings kept by the Company under section 164 of the Companies Act 1967 except as follows: Shareholdings registered in name of director Shareholdings in which a director is deemed to have an interest At 1.1.2023 At 31.12.2023 At 1.1.2023 At 31.12.2023 Pan Asia Metals Limited (No. of ordinary shares) Mr Paul David Lock Mr David John Hobby Mr David Michael Docherty Mr Thanasak Chanyapoon 42,099,750 4,677,750 - 3,378,742 42,099,750 4,677,750 - 3,602,293 - - 22,286,868 - - - 22,510,419 - By virtue of section 7 of the Companies Act 1967, Mr Paul David Lock is deemed to have an interest in all the related corporations of the Company. Shares options There were no share options granted during the financial year to subscribe for unissued shares of the Company. There were no shares issued during the financial year by virtue of the exercise of options to take up unissued shares of the Company. There were no unissued shares of the Company under option at the end of the financial year. 24 Pan Asia Metals Limited | 2023 Annual Report 2 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 For the financial year ended 31 December 2023 Review of operations The loss for the Consolidated Entity after providing for income tax amounted to US$ 3,339,284 (31 December 2022: US$2,046,517). The net assets of the Consolidated Entity increased by US$367,994 to US$10,763,294 as at 31 December 2023 (31 December 2022: decreased by US$2,045,408 to US$10,395,300). As at 31 December 2023, the Consolidated Entity had net current liabilities of US$1,311,079 (31 December 2022: net current assets of US$ 600,722). The Consolidated Entity had net cash outflows from operating activities for the year of US$ 2,619,651 (31 December 2022: US$1,822,225). The total cash at banks and deposits at the end of the financial year amounted to US$120,138 (31 December 2022: US$970,098). Environmental regulation Except for environmental regulations related to the Consolidated Entity’s exploration licences, the Consolidated Entity is not subject to any significant environmental regulation under the laws of the jurisdictions in which it operates. Indemnity and insurance of officers The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity as a director or executive, for which they may be held personally liable, except where there is a lack of good faith. During the financial year, the Company paid a premium in respect of a contract to insure the directors and executives of the Company against a liability. Independent auditor The independent auditor, PKF-CAP LLP, has expressed its willingness to accept re-appointment. On behalf of the directors ________________________________ Paul David Lock Director __________________________________ David John Hobby Director 28 March 2024 25 Pan Asia Metals Limited | 2023 Annual Report 3 26 Pan Asia Metals Limited | 2023 Annual Report PKF-CAP LLP is a member of PKF global, the network of member firms of PKF International Limited, each of which is a separate and independent legal entity and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm(s).PPKKFF--CCAAPP LLLLPP 6 Shenton Way OUE Downtown 1 #38-01 Singapore 068809 Tel: (65) 6500 9360 www.pkfsingapore.com UEN: T07LL0568F INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF PAN ASIA METALS LIMITEDReport on the Audit of the Financial Statements OpinionWe have audited the financial statements of Pan Asia Metals Limited (the “Company”) and its subsidiaries (collectively, the “Consolidated Entity”), which comprise the consolidated statement of financial position of the Consolidated Entityandthe statement of financial position of the Company as at 31 December 2023,and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows of the Consolidated Entity and the statement of changes in equity of the Company for the year then ended, and notes to the financial statements, including materialaccounting policy information.In our opinion, the accompanying consolidated financial statements of the Consolidated Entityandthe statement of financial position and the statement of changes in equity of the Company are properly drawn up in accordance with the provisions of the Companies Act1967(the Act) and Singapore Financial Reporting Standards (International) (“SFRS(I)s”) so as to give a true and fair view of the consolidated financial position of the Consolidated Entityand the financial position of the Company as at 31 December 2023and of the consolidated financial performance, consolidated changes in equity and consolidated cash flows of the Consolidated Entityand of the changes in equity of the Company for the year ended on that date.Basis for OpinionWe conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Consolidated Entityin accordance with the Accounting and Corporate Regulatory Authority (“ACRA”) Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA Code”) together with the ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ACRA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Material Uncertainty Related to Going ConcernWe draw attention to Note 1 to the financial statements with respect to the Consolidated Entity’s and the Company’s ability to continue as going concerns.During the financial year ended 31 December 2023, the Consolidated Entityreported a net loss of US$3,339,284 (2022: net loss of US$2,046,517). As at 31 December 2023, the Consolidated Entity has cash at banks and deposits of US$120,138 (2022: US$970,098) and Consolidated Entity’s current liabilities exceeded its current assets by US$1,311,079.These factors indicate the existence of a material uncertainty that may cast significant doubt on the Consolidated Entity’sand the Company’s ability to continue as going concerns. Nevertheless, for the reasons disclosed in Note 1 to the financial statements, the Directors are of the view that it is appropriate for the financial statements of the Consolidated Entity’sand of the Company to be prepared on a going concern basis. Our opinion is not modified in respect of this matter. 27 Pan Asia Metals Limited | 2023 Annual Report PKF-CAP LLP is a member of PKF global, the network of member firms of PKF International Limited, each of which is a separate and independent legal entity and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm(s).INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF PAN ASIA METALS LIMITEDReport on the Audit of the Financial Statements (continued)Key Audit MattersKey audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matter described below to be a key audit matter to be communicated in our report. 1. Carrying value and capitalisation of exploration and evaluation assetsRefer to Note 2 and Note 11How our audit addressed itThe Consolidated Entity has incurred exploration and evaluation costs for exploration projects in South East Asia over a number of years, which was capitalised in the statement of financial position in accordance with its accounting policies. The carrying value of the exploration and evaluation assets amounted to approximately US$ 12million (2022: US$9.686million).There is a risk that the Consolidated Entitymay lose or relinquish its rights to explore and evaluate those areas of interest and therefore the amounts capitalised in the statement of financial position from the current year and historical periods may no longer be recoverable.Management has also assessed whether there are any facts and circumstances which suggest that the carrying amount of the assets may beimpaired. During the year,management assessed that there are no facts and circumstances which suggest that the carrying amount of the assets are impaired, and as such, nofurtherimpairment charge was recognised in relation to exploration and evaluation assets.Our audit procedures included the followings:-Understanding and vouching the underlying contractual entitlement to explore and evaluate each area of interest, including an evaluation of the Consolidated Entity’s renewal in that area of interest at its expiry.-Performed assessment on the recognition and measurement of exploration expenditure as per SFRS (I) 6 Exploration for and Evaluation of Mineral Resources.-Evaluated if there are anyimpairment indicators based onpara 20 of SFRS (I) 6.-Assessed the adequacy of the Consolidated Entity’s disclosures in the financial statements. 28 Pan Asia Metals Limited | 2023 Annual Report PKF-CAP LLP is a member of PKF global, the network of member firms of PKF International Limited, each of which is a separate and independent legal entity and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm(s).INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF PAN ASIA METALS LIMITEDReport on the Audit of the Financial Statements (continued)Other InformationManagement is responsible for other information. The other information comprises the information included in the annual report but does not include the financial statements and our auditor’s report thereon.Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements 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 Management and Directors for the Financial StatementsManagement is responsible for the preparation of financial statements that give a true and fair view in accordance with the provisions of the Act and SFRS(I)s, and for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair financial statements and to maintain accountability of assets.In preparing the financial statements, management is responsible for assessing the Consolidated Entity’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Consolidated Entityor to cease operations, or has no realistic alternative but to do so.The directors’ responsibilities include overseeing the Consolidated Entity’s financial reporting process. 29 Pan Asia Metals Limited | 2023 Annual Report 4PKF-CAP LLP is a member of PKF global, the network of member firms of PKF International Limited, each of which is a separate and independent legal entity and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm(s).INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF PAN ASIA METALS LIMITEDReport on the Audit of the Financial Statements (continued)Auditor’s Responsibilities for the Audit of the Financial StatementsOur objectives are to obtain reasonable assurance about whether the financial statements as a whole are 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 SSAs 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 these financial statements.As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: •Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.•Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Consolidated Entity’s internal control.•Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.•Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Consolidated Entity’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Consolidated Entity to cease to continue as a going concern.•Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.•Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Consolidated Entityto express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Consolidated Entityaudit. We remain solely responsible for our audit opinion.We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 30 Pan Asia Metals Limited | 2023 Annual Report 5PKF-CAP LLP is a member of PKF global, the network of member firms of PKF International Limited, each of which is a separate and independent legal entity and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm(s).INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF PAN ASIA METALS LIMITEDReport on the Audit of the Financial Statements (continued)Auditor’s Responsibilities for the Audit of the Financial Statements (continued)We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial statements of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.Report on Other Legal and Regulatory RequirementsIn our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiary corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.The engagement partneron the audit resulting in this independent auditor’s report is Tang Hui Lin. PKF-CAP LLPPublic Accountants and Chartered AccountantsSingapore28 March 2024 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the financial year ended 31 December 2023 Note 2023 US$ 2022 US$ Interest income 20,995 2,479 Expenses Employment expenses Depreciation expense Finance costs Rental expenses Corporate and administration expenses Professional fees Marketing and promotion expenses Subscription expenses Impairment loss on exploration and evaluation assets Foreign exchange losses 5 10 10 5.1 (861,965) (45,442) (4,297) (4,650) (1,267,793) (399,607) (451,918) (114,042) - (210,565) (627,764) (44,276) (637) (2,627) (413,404) (235,932) (320,715) (114,960) (23,207) (265,474) Loss before income tax expense (3,339,284) (2,046,517) Income tax expense Loss for the year Other comprehensive loss 6 - - (3,339,284) (2,046,517) Items that may be reclassified subsequently to profit or loss: Foreign currency translation arising from consolidation Other comprehensive loss for the year, net of tax 53,811 53,811 (97,016) (97,016) Total comprehensive loss for the year (3,285,473) (2,143,533) Basic and diluted loss per share 23 (2.14) (1.39) Cent Cent The accompanying notes form an integral part of these financial statements 9 31 Pan Asia Metals Limited | 2023 Annual Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 STATEMENTS OF FINANCIAL POSITION As at 31 December 2023 Assets Current assets Cash at banks and deposits Other receivables Prepayments Total current assets Non-current assets Plant and equipment Right-of-use assets Exploration and evaluation assets Investments in subsidiaries Other receivables Total non-current assets Total assets Liabilities Current liabilities Other payables Lease liabilities Accrued expenses Total current liabilities Non-current liabilities Employee benefit provision Lease liabilities Total non-current liabilities Total liabilities Net assets Equity Share capital Reserves Accumulated losses Consolidated Company Note 2023 US$ 2022 US$ 2023 US$ 2022 US$ 7 8 9 10 11 12 8 13 10 14 14 10 120,138 197,096 25,961 343,195 68,287 49,803 11,999,831 - 20,224 12,138,145 970,098 130,394 85,341 1,185,833 93,539 72,036 9,686,898 - 19,911 9,872,384 2,617 2,043,051 21,709 2,067,377 791,545 996,213 26,488 1,814,246 1,566 - - 11,677,760 - 11,679,326 2,795 - - 10,281,335 - 10,284,130 12,481,340 11,058,217 13,746,703 12,098,376 1,295,495 24,246 334,533 1,654,274 136,076 22,298 426,737 585,111 746,016 - 318,980 1,064,996 59,746 - 251,015 310,761 38,214 25,558 63,772 28,068 49,738 77,806 - - - - - - 1,718,046 662,917 1,064,996 310,761 10,763,294 10,395,300 12,681,707 11,787,615 15 16 16,725,974 (97,227) (5,865,453) 13,072,507 (151,038) (2,526,169) 16,725,974 - (4,044,267) 13,072,507 - (1,284,892) Total equity 10,763,294 10,395,300 12,681,707 11,787,615 The accompanying notes form an integral part of these financial statements 32 Pan Asia Metals Limited | 2023 Annual Report 10 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 STATEMENTS OF CHANGES IN EQUITY For the financial year ended 31 December 2023 Consolidated Foreign currency translation reserve US$ Share Capital US$ Accumulated Losses US$ Total equity US$ Balance at 1 January 2022 12,974,382 (54,022) (479,652) 12,440,708 Loss for the year Other comprehensive loss for the year, net of tax Total comprehensive loss for the year Transactions with owners: Issuance of new shares to directors (Note 15) - - - - (2,046,517) (2,046,517) (97,016) - (97,016) (97,016) (2,046,517) (2,143,533) 98,125 - - 98,125 Balance at 31 December 2022 13,072,507 (151,038) (2,526,169) 10,395,300 Consolidated Foreign currency translation reserve US$ Share Capital US$ Accumulated Losses US$ Total equity US$ Balance at 1 January 2023 13,072,507 (151,038) (2,526,169) 10,395,300 Loss for the year Other comprehensive loss for the year, net of tax Total comprehensive loss for the year - - - - (3,339,284) (3,339,284) 53,811 - 53,811 53,811 (3,339,284) (3,285,473) Transactions with owners: Issuance of new shares (Note 15) Issuance of new shares to directors (Note 15) Shares issued in lieu of professional fees (Note 15) Shares issued in consideration for marketing services (Note 15) Share issue expenses (Note 15) 79,155 (203,755) 3,595,160 152,802 30,105 - - - - - - - - - - 3,595,160 152,802 30,105 79,155 (203,755) Balance at 31 December 2023 16,725,974 (97,227) (5,865,453) 10,763,294 The accompanying notes form an integral part of these financial statements 33 Pan Asia Metals Limited | 2023 Annual Report 11 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 STATEMENTS OF CHANGES IN EQUITY For the financial year ended 31 December 2023 Company Share capital US$ Accumulated losses US$ Total Equity US$ Balance at 1 January 2022 12,974,382 442,590 13,416,972 Loss for the year, representing total comprehensive loss for the year Total comprehensive loss for the year Transactions with owners: Issuance of new shares to directors (Note 15) - - (1,727,482) (1,727,482) (1,727,482) (1,727,482) 98,125 - 98,125 Balance at 31 December 2022 13,072,507 (1,284,892) 11,787,615 Company Share capital US$ Accumulated losses US$ Total Equity US$ Balance at 1 January 2023 13,072,507 (1,284,892) 11,787,615 Loss for the year, representing total comprehensive loss for the year Total comprehensive loss for the year - - (2,759,375) (2,759,375) (2,759,375) (2,759,375) Transactions with owners: Issuance of new shares (Note 15) Shares issued in lieu of professional fees (Note 15) Shares issued in consideration for marketing services (Note 15) Share issue expenses (Note 15) Issue of new shares to directors (Note 15) 3,595,160 30,105 79,155 (203,755) 152,802 - - - - - 3,595,160 30,105 79,155 (203,755) 152,802 Balance at 31 December 2023 16,725,974 (4,044,267) 12,681,707 The accompanying notes form an integral part of these financial statements 34 Pan Asia Metals Limited | 2023 Annual Report 12 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 CONSOLIDATED STATEMENT OF CASH FLOWS For the financial year ended 31 December 2023 Cash flows from operating activities Loss for the financial year Adjustments for: Effect of currency exchange differences Depreciation of plant and equipment Depreciation of right of use assets Impairment loss on exploration and evaluation assets Finance cost Changes in working capital: - Prepayments - Other receivables - Other payables and accruals - Provisions Net cash used in operating activities Cash flows from investing activities Payments for plant and equipment Payments for exploration and evaluation Net cash used in investing activities Cash flows from financing activities Principal repayment of lease liabilities Proceeds from issue of ordinary shares Advance from Directors Interest paid Increase in restricted bank deposits Note 2023 US$ 2022 US$ 9 10 11 10 11 10 (3,339,284) (2,046,517) 44,811 21,626 23,816 - 4,297 (3,244,734) 134,313 19,472 24,804 23,207 637 (1,844,084) 59,380 (67,015) 622,572 10,146 (45,260) (100,092) 193,678 (26,467) (2,619,651) (1,822,225) - (2,302,006) (38,741) (2,362,300) (2,302,006) (2,401,041) (22,116) 3,653,467 444,643 (4,297) (795) (26,805) - - - (64,491) Net cash generated from/(used in) financing activities 4,070,902 (91,296) Net decrease in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Effects of exchange rate changes on cash and cash equivalents Cash and cash equivalents at the end of the financial year 7 7 (850,755) (4,314,562) 905,607 5,274,787 - 54,852 (54,618) 905,607 Note: In 2022, the additions of exploration and evaluation assets of US$2,362,300 was paid by cash and US$57,914 remained unpaid as at year end. The accompanying notes form an integral part of these financial statements 35 Pan Asia Metals Limited | 2023 Annual Report 13 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 These notes form an integral part of and should be read in conjunction with the accompanying financial statements. Note 1. General information The financial statements cover both Pan Asia Metals Limited (the “Company”) and its subsidiaries (the “Consolidated Entity”). The financial statements are presented in United States dollars, which is the Company’s functional and presentation currency. Pan Asia Metals Ltd is listed on Australian Securities Exchange (“ASX”) in Australia and incorporated and domiciled in Singapore. Its registered office and principal place of business are: Registered office Principal place of business 77 Robinson Road #06-03 Robinson 77 Singapore 068896 Level 23, 52 Thaniya Plaza, Zone B Silom Road Suriyawong, Bangkok Thailand 10500 The principal activity of the Company is investment holding. The principal activities of its subsidiaries are in the identification and development of specialty metals assets situated in low-cost environments which are proximal to advanced industrial centres. The Company’s principal geography is Southeast Asia. Going concern The consolidated financial statements of the Consolidated entity have been prepared on a going concern basis which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. During the financial year ended 31 December 2023, the Consolidated Entity reported a net loss of US$3,339,284 (2022: net loss of US$2,046,517). The Consolidated Entity has no source of operating cash inflows other than interest income and funds sourced through capital raising activities. As at 31 December 2023, the Consolidated Entity has cash at banks and deposits of US$120,138 (2022: US$970,098) and Consolidated Entity’s current liabilities exceeded its current assets by US$1,311,079. These factors indicate the existence of a material uncertainty which may cast significant doubt on the Consolidated Entity’s and the Company’s ability to continue as going concerns. The Consolidated Entity’s cashflow forecast subsequent to the year ended 31 December 2023 reflects that the Consolidated Entity will be required to raise additional working capital during the next 12-month period from the date of financial statements. The directors consider that the Consolidated Entity is a going concern and recognises that additional funding is required to ensure that it can continue to fund its operations during the twelve-month period from the date of financial statements. Accordingly, the directors believe that the Consolidated Entity will be able to obtain sufficient funding to allow it to meet its minimum exploration expenditure commitments on existing tenements and continue its activities for at least the next 12 months. For this reason, these consolidated financial statements are prepared on a going concern basis. In addition to the above, the directors believe that the Consolidated Entity will be able to continue as a going concern and as a result the financial statements have been prepared on a going concern basis based on the following considerations: • Company’s track record of successfully raising capital. The Company raised USD 3,604,801 in 2023 and USD 5,865,677 in 2021. 36 Pan Asia Metals Limited | 2023 Annual Report 14 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 • • • As disclosed in Note 24, subsequent to the year end on 2 January 2024, the Company raised approximately AUD 895,000 (equivalent to USD 580,000) via Convertible notes as announced on ASX on 28 March 2024; The Consolidated Entity is in advanced discussions with several leading lithium chemical and batteries producers in the Asian region for potential collaborations; The ability of the Consolidated Entity to scale back parts of its operations and reduce costs if required; • Meeting its obligations by either farm-out or partial sale of the Consolidated Entity’s exploration interests; and • Other avenues that may be available to the Consolidated entity. In the long term, the development of mineral reserve found depends on the Consolidated Entity’s ability to raise additional capital. Additional funds will be required for the successful exploration and subsequent exploitation of its areas of interest through development and sale. The main source of future funds to the Consolidated Entity is the raising of equity capital by the Consolidated Entity. The Consolidated Entity could also obtain financing through debt financing or other means. The ability to arrange such funding in the future will depend on the prevailing capital market conditions as well as the business performance of the Consolidated Entity and its exploration and evaluation results. The financial statements do not include any adjustments that may result in the event that the Consolidated Entity and the Company are unable to continue as going concerns. In that event, adjustments may have to be made to reflect the situation that assets may need to be realised other than in the amounts at which they are currently recorded in the statements of financial position. In addition, the Consolidated Entity and the Company may have to provide for further liabilities that might arise and to reclassify non-current assets and liabilities as current assets and current liabilities. Basis of preparation These financial statements have been prepared in accordance with the Singapore Financial Reporting Standards (International) (“SFRS(I)s”) under the historical cost basis, except as disclosed in the material accounting policies below. The preparation of financial statements in conformity with SFRS(I)s requires management to exercise its judgement in the process of applying the Consolidated Entity’s accounting policies. It also requires the use of certain critical accounting estimates and assumptions. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 3. New standards and amendments The Consolidated Entity has applied the following SFRS(I)s, amendments to and interpretations of SFRS(I) for the first time for the annual period beginning on 1 January 2023: • SFRS(I) 17: Insurance Contracts • Amendments to SFRS(I) 1-1 and SFRS(I) Practice Statement 2: Disclosure of Accounting Policies • Amendments to SFRS(I) 1-8: Definition of Accounting Estimates • Amendments to SFRS(I) 1-12: Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction • Amendments to SFRS(I) 1-12: International Tax Reform – Pillar Two Model Rules The application of these amendments to standards and interpretations does not have a material effect on the financial statements. 37 Pan Asia Metals Limited | 2023 Annual Report 15 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 1. General information (continued) New standards and interpretations issued but not yet effective The Consolidated Entity has not adopted the following SFRS(I)s that are relevant to the Consolidated Entity that have been issued but not yet effective: Description Amendments to SFRS(I) 1-1: Classification of Liabilities as Current or Non-current Amendments to SFRS(I) 1-1: Non-current Liabilities with Covenants Amendments to SFRS(I) 16: Lease Liability in a Sales and Leaseback Amendments to SFRS(I) 1-7 and SFRS(I) 7: Supplier Finance Arrangements Amendments to SFRS(I) 1-21: Lack of Exchangeability Effective for annual periods beginning on or after 1 January 2024 1 January 2024 1 January 2024 1 January 2024 1 January 2025 Management anticipates that the adoption of the above SFRS(I)s, SFRS(I) INTs and amendments to SFRS(I) in future periods will not have a material impact on the financial statements of the Consolidated Entity in the period of their initial adoption. Note 2. Material accounting policies Principles of consolidation Subsidiaries (i) Consolidation Subsidiaries are all entities (including structured entities) over which the Consolidated Entity has control. The Consolidated Entity controls an entity when the Consolidated Entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Consolidated Entity. They are de-consolidated from the date that control ceases. In preparing the consolidated financial statements, transactions, balances and unrealised gains on transactions between group entities are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment indicator of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Consolidated Entity. Non-controlling interests comprise the portion of a subsidiary’s net results of operations and its net assets, which is attributable to the interests that are not owned directly or indirectly by the equity holders of the Company. They are shown separately in the consolidated statement of comprehensive income, statement of changes in equity, and statement of financial position. Total comprehensive income is attributed to the non-controlling interests based on their respective interests in a subsidiary, even if this results in the non-controlling interests having a deficit balance. (ii) Acquisitions The acquisition method of accounting is used to account for business combinations entered into by the Consolidated Entity. 38 Pan Asia Metals Limited | 2023 Annual Report 16 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Principles of consolidation (continued) Subsidiaries (continued) (ii) Acquisitions (continued) The consideration transferred for the acquisition of a subsidiary or business comprises the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Consolidated Entity. The consideration transferred also includes any contingent consideration arrangement and any pre- existing equity interest in the subsidiary measured at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Consolidated Entity recognises any non-controlling interest in the acquiree at the date of acquisition either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets. The excess of (a) the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the (b) fair value of the identifiable net assets acquired is recorded as goodwill. (iii) Disposals When a change in the Consolidated Entity’s ownership interest in a subsidiary results in a loss of control over the subsidiary, the assets and liabilities of the subsidiary including any goodwill are derecognised. Amounts previously recognised in other comprehensive income in respect of that entity are also reclassified to profit or loss or transferred directly to retained earnings if required by a specific SFRS(I). Any retained equity interest in the entity is remeasured at fair value. The difference between the carrying amount of the retained interest at the date when control is lost and its fair value is recognised in profit or loss. Investments in subsidiaries Investments in subsidiaries are carried at cost less accumulated impairment losses in the Company’s statement of financial position. On disposal of such investments, the difference between disposal proceeds and the carrying amounts of the investments are recognised in profit or loss. 39 Pan Asia Metals Limited | 2023 Annual Report 17 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Foreign currency translation (a) Functional and presentation currency Items included in the financial statements of each entity in the Consolidated Entity are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The financial statements are presented in United States Dollars (“US$”), which is the functional currency of the Company. b) Transactions and balances Transactions in a currency other than the functional currency (“foreign currency”) are translated into the functional currency using the exchange rates at the dates of the transactions. Currency exchange differences resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at the closing rates at the reporting date are recognised in profit or loss. Monetary items include primarily financial assets (other than equity investments), contract assets and financial liabilities. However, in the consolidated financial statements, currency translation differences arising from borrowings in foreign currencies and other currency instruments designated and qualifying as net investment hedges and net investment in foreign operations, are recognised in other comprehensive income and accumulated in the currency translation reserve. When a foreign operation is disposed of or any loan forming part of the net investment of the foreign operation is repaid, a proportionate share of the accumulated currency translation differences is reclassified to profit or loss, as part of the gain or loss on disposal. Foreign exchange gains and losses that relate to borrowings are presented in the income statement within “finance costs”. All other foreign exchange gains and losses impacting profit or loss are presented in the income statement within “unrealised foreign exchange losses”. Non-monetary items measured at fair values in foreign currencies are translated using the exchange rates at the date when the fair values are determined. c) Translation of consolidated entities’ financial statements The results and financial position of all the consolidated entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: (i) assets and liabilities are translated at the closing exchange rates at the reporting date; (ii) income and expenses are translated at average exchange rates (unless the average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated using the exchange rates at the dates of the transactions); and (iii) all resulting currency translation differences are recognised in other comprehensive income and accumulated in the currency translation reserve. These currency translation differences are reclassified to profit or loss on disposal or partial disposal with loss of control of the foreign operation. Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and translated at the closing rates at the reporting date. 40 Pan Asia Metals Limited | 2023 Annual Report 18 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Interest income Interest income is recognised using the effective interest method. Financial assets (a) Classification and measurement The Consolidated Entity classifies its financial assets at amortised cost. The classification depends on the Consolidated Entity’s business model for managing the financial assets as well as the contractual terms of the cash flows of the financial asset. Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest. The Consolidated Entity reclassifies debt instruments when and only when its business model for managing those assets changes. At initial recognition At initial recognition, the Consolidated Entity measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss. At subsequent measurement (i) Debt instruments Debt instruments mainly comprise of cash and cash equivalents and other receivables. The subsequent measurement categories depend on the Consolidated Entity’s business model for managing the asset and the cash flow characteristics of the asset: Amortised cost: Debt instruments that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt instrument that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired. Interest income from these financial assets is included in interest income using the effective interest rate method. b) Impairment The Consolidated Entity recognises an allowance for expected credit losses (“ECLs”) for financial assets carried at amortised cost. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Consolidated Entity expects to receive, discounted at an approximation of the original effective interest rate. The impairment methodology applied depends on whether there has been a significant increase in credit risk. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL). If the Consolidated Entity has measured the loss allowance for a financial asset at an amount equal to lifetime ECL in the previous financial year, but determines at the current reporting date that the conditions for lifetime ECL are no longer met, the Consolidated Entity measures the loss allowance at an amount equal to 12-month ECL at the current reporting date. The Consolidated Entity recognises an impairment gain or loss in profit or loss for all financial assets with a corresponding adjustment to their carrying amount through a loss allowance account. 41 Pan Asia Metals Limited | 2023 Annual Report 19 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Financial assets (continued) (c) Recognition and derecognition Regular way purchases and sales of financial assets are recognised on trade date – the date on which the Consolidated Entity commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Consolidated Entity has transferred substantially all risks and rewards of ownership. On disposal of a debt instrument, the difference between the carrying amount and the sale proceeds is recognised in profit or loss. Any amount previously recognised in other comprehensive income relating to that asset is reclassified to profit or loss. Offsetting of financial instruments Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is a legally enforceable right to offset and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Plant and equipment Plant and equipment are initially recognised at cost and subsequently carried at cost less accumulated depreciation and accumulated impairment losses. Components of costs The cost of an item of plant and equipment initially recognised includes its purchase price and any cost that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation on plant and equipment is calculated using the straight-line method to allocate their depreciable amounts over their estimated useful lives as follows: Office equipment 3 - 5 years The residual values, estimated useful lives and depreciation method of property, plant and equipment are reviewed, and adjusted as appropriate, at each reporting date. The effects of any revision are recognised in profit or loss when the changes arise. Subsequent expenditure Subsequent expenditure relating to plant and equipment that has already been recognised is added to the carrying amount of the asset only when it is probable that future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably. All other repair and maintenance expenses are recognised in profit or loss when incurred. Disposal On disposal of an item of plant and equipment, the difference between the disposal proceeds and its carrying amount is recognised in profit or loss within “other losses”. Leases When the Consolidated Entity is the lessee: At the inception of the contract, the Consolidated Entity assesses if the contract contains a lease. A contract contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Reassessment is only required when the terms and conditions of the contract are changed. 42 Pan Asia Metals Limited | 2023 Annual Report 20 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Right-of-use assets The Consolidated Entity recognises a right-of-use asset and lease liability at the date which the underlying asset is available for use. Right-of-use assets are measured at cost which comprises the initial measurement of lease liabilities adjusted for any lease payments made at or before the commencement date and lease incentives received. Any initial direct costs that would not have been incurred if the lease had not been obtained are added to the carrying amount of the right-of-use assets. These right-of-use assets are subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. Lease liabilities The initial measurement of a lease liability is measured at the present value of the lease payments discounted using the interest rate implicit in the lease, if the rate can be readily determined. If that rate cannot be readily determined, the Consolidated Entity shall use its incremental borrowing rate. Lease payments include the following: - Fixed payments (including in-substance fixed payments), less any lease incentives receivable; - Variable lease payments that are based on an index or rate, initially measured using the index or rate as at the commencement date; - Amounts expected to be payable under residual value guarantees - The exercise price of a purchase option if the Consolidated Entity is reasonably certain to exercise the option; and - Payment of penalties for terminating the lease if the lease term reflects the Consolidated Entity exercising that option. For a contract that contain both lease and non-lease components, the Consolidated Entity allocates the consideration to each lease component on the basis of the relative stand-alone prices of the lease and non-lease components. The Consolidated Entity has elected to not separate lease and non-lease components for property leases and account these as one single lease component. Lease liabilities are measured at amortised cost using the effective interest method. Lease liabilities shall be remeasured when: - There is a change in future lease payments arising from changes in an index or rate; - There is a change in the Consolidated Entity’s assessment of whether it will exercise an extension option; or - There is a modification in the scope or the consideration of the lease that was not part of the original term. Lease liabilities are remeasured with a corresponding adjustment to the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero. Short term and low value leases The Consolidated Entity has elected to not recognise right-of-use assets and lease liabilities for short- term leases that have lease terms of 12 months or less and leases of low value leases, except for sublease arrangements. Lease payments relating to these leases are expensed to profit or loss on a straight-line basis over the lease term. Trade and other payables Trade and other payables represent liabilities for goods and services provided to the Consolidated Entity prior to the end of financial year which are unpaid. They are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). Otherwise, they are presented as noncurrent liabilities. Trade and other payables are initially recognised at fair value, and subsequently carried at amortised cost using the effective interest method. 43 Pan Asia Metals Limited | 2023 Annual Report 21 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Derecognition of financial liabilities The Consolidated Entity derecognises financial liabilities when, and only when, the Consolidated Entity’s obligations are discharged, cancelled or have expired. Exploration and evaluation expenditure Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure are current is carried forward as an asset in the statement of financial position where it is expected that the expenditure will be recovered through the successful development and exploitation of an area of interest, or by its sale; or exploration activities are continuing in an area and activities have not reached a stage which permits a reasonable estimate of the existence or otherwise of economically recoverable reserves. Where a project or an area of interest has been abandoned, the expenditure incurred thereon is written off in the year in which the decision is made. Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (or the cash-generating unit(s) to which it has been allocated, being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years. Where a decision is made to proceed with development, accumulated expenditure will be tested for impairment, transferred to property, plant and equipment expenditure, and then amortised over the life of the reserves associated with the area of interest once production have commenced. Income taxes Current income tax for current and prior periods is recognised at the amount expected to be paid to or recovered from the tax authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the reporting date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and considers whether it is probable that a tax authority will accept an uncertain tax treatment. The Consolidated Entity measures its tax balances either based on the most likely amount or the expected value, depending on which method provides a better prediction of the resolution of the uncertainty. Deferred income tax is recognised for all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements except when the deferred income tax arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and affects neither accounting nor taxable profit or loss at the time of the transaction. A deferred income tax liability is recognised on temporary differences arising on investments in subsidiaries, associates and joint ventures, except where the Consolidated Entity is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. A deferred income tax asset is recognised to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences and tax losses can be utilised. Deferred income tax is measured: (i) at the tax rates that are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the reporting date; and (ii) based on the tax consequence that will follow from the manner in which the Consolidated Entity expects, at the reporting date, to recover or settle the carrying amounts of its assets and liabilities except for investment properties. Investment property measured at fair value is presumed to be recovered entirely through sale. 22 44 Pan Asia Metals Limited | 2023 Annual Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Income taxes (continued) Current and deferred income taxes are recognised as income or expense in profit or loss, except to the extent that the tax arises from a business combination or a transaction which is recognised directly in equity. Deferred tax arising from a business combination is adjusted against goodwill on acquisition. The Consolidated Entity accounts for investment tax credits (for example, productivity and innovation credit) similar to accounting for other tax credits where a deferred tax asset is recognised for unused tax credits to the extent that it is probable that future taxable profit will be available against which the unused tax credits can be utilised. Finance costs Borrowing costs are recognised in profit or loss using the effective interest method. Employee compensation Employee benefits are recognised as an expense unless the cost qualifies to be capitalised as an asset. (a) Defined contribution plans Defined contribution plans are post-employment benefit plans under which the Consolidated Entity pays fixed contributions into separate entities such as the Central Provident Fund on a mandatory, contractual or voluntary basis. The Consolidated Entity has no further payment obligations once the contributions have been paid. (b) Share-based compensation Equity-settled share based payments with employees The Consolidated Entity operates an equity-settled, share-based compensation plan. The value of the employee services received in exchange for the grant of shares is recognised as an expense with a corresponding increase in the share capital. The total amount to be recognised is determined by reference to the fair value of the shares granted on grant date. Equity-settled share based payments with with parties other than employees Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of the goods or services received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date the Consolidated Entity obtains the goods or the counterparty renders the service. (c) Employee benefit Obligations for retired benefits based on the requirement of Thai Labour Protection Act are recognised using the best estimate method at the reporting date. Cash and cash equivalents For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents include cash on hand and deposits with financial institutions which are subject to an insignificant risk of change in value. For cash subjected to restriction, assessment is made on the economic substance of the restriction and whether they meet the definition of cash and cash equivalents. Share capital and treasury shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares are deducted against the share capital account. 45 Pan Asia Metals Limited | 2023 Annual Report 23 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 2. Material accounting policies (continued) Provisions Provisions are recognised when the Consolidated Entity has a present legal or constructive obligation as a result of past events, it is more likely than not that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. Provisions are not recognised for future operating losses. Provisions are reviewed at end of each financial year and adjusted to reflect the current best estimates. If it is no longer likely than not that an outflow of resources will be required to settle the obligation, the provisions will be reversed. Value added tax ('VAT') and other similar taxes Revenues, expenses and assets are recognised net of the amount of associated VAT, unless the VAT incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense. Receivables and payables are stated inclusive of the amount of VAT receivable or payable. The net amount of VAT recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position. Cash flows are presented on a gross basis. The VAT components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows. Commitments and contingencies are disclosed net of the amount of VAT recoverable from, or payable to, the tax authority. Impairment of non-financial assets (a) Plant and equipment Right-of-use assets Investments in subsidiaries Exploration and evaluation assets Plant and equipment, right-of-use assets, investments in subsidiaries and exploration and evaluation assets are tested for impairment whenever there is any objective evidence or indication that these assets may be impaired. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash inflows that are largely independent of those from other assets. If this is the case, the recoverable amount is determined for the CGU to which the asset belongs. If the recoverable amount of the asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. The difference between the carrying amount and recoverable amount is recognised as an impairment loss in profit or loss. For an asset other than goodwill, management assesses at the end of the reporting period whether there is any indication that an impairment recognised in prior periods may no longer exist or may have decreased. If any such indication exists, the recoverable amount of that asset is estimated and may result in a reversal of impairment loss. The carrying amount of this asset is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net of any accumulated amortisation or depreciation) had no impairment loss been recognised for the asset in prior years. A reversal of impairment loss for an asset other than goodwill is recognised in profit or loss. 24 46 Pan Asia Metals Limited | 2023 Annual Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 3. Critical judgements in applying the Consolidated Entity’s material accounting policies Estimates, assumptions and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The critical judgements, the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period, that may have a significant risk of causing a material adjustment to the carrying amounts of specific assets and liabilities within the next financial year, are related to the following areas: Exploration and evaluation assets Exploration and evaluation assets have been capitalised on the basis that the Consolidated Entity will commence commercial production in the future, from which time the costs will be amortised in proportion to the depletion of the mineral resources. Key judgements are applied in considering costs to be capitalised which includes determining expenditures directly related to these activities and allocating overheads between those that are expensed and capitalised. In addition, costs are only capitalised that are expected to be recovered either through successful development or sale of the relevant mining interest. Factors that could impact the future commercial production at the mine include the level of reserves and resources, future technology changes, which could impact the cost of mining, future legal changes and changes in commodity prices. To the extent that capitalised costs are determined not to be recoverable in the future, they will be written off in the period in which this determination is made. Impairment of investments in subsidiaries Investments in subsidiaries are stated at cost less any impairment loss. The Company evaluates, among other factors, the market and economic environment in which the subsidiaries operate and development of its exploration and evaluation assets to determine whether there are indicators of impairment loss or if so, whether the estimated recoverable amount exceeds cost. Management has evaluated and concluded that no impairment indicators noted. The carrying amounts of investments in subsidiaries is disclosed in Note 12. Calculation of loss allowance Management considers the performance, financial capability as well as payment profile of these non- trade debtors in order to determine the appropriate stage of expected credit loss for these debtors. Probability or risk of default is then being estimated by considering the future conditions. The carrying amounts of other receivable is disclosed in Note 8 to the financial statements. Note 4. Segment disclosures The Consolidated Entity does not have any reportable operating segments as it solely operates in one segment, being the exploration of resources within the South East Asian region. The internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers ('CODM') in assessing performance and in determining allocation of resources are prepared on the Consolidated Entity as a whole. 47 Pan Asia Metals Limited | 2023 Annual Report 25 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 5. Employment expenses Wages and salaries Employer’s contribution to defined contribution plans Share based payment Consolidated 2023 US$ 692,688 22,700 146,577 2022 US$ 473,561 35,933 118,270 861,965 627,764 In 2023, share based payment includes an unpaid portion of US$20,145 which was accounted in the accrued expenses as disclosed in Note 14. Note 5.1 Corporate and administration expenses During the year, corporate and administration expenses of US$1,267,793 includes expenses of $926,149 incurred towards extensive business development program. US$649,376 of the total business development expenses were incurred towards tenement acquisition program in Chile, forming the Tama Atacama Lithium Project. During the year, the Consolidated Entity has incurred purchase option fee of US$ 200,000 as part of business development expenses for option payment of binding Option Agreements to purchase 100% of the Tama Atacama Lithium Brine Project. In order to keep the Purchase Option offered valid, for each year that the Agreement is in force, the Consolidated Entity must pay annually to the contracting party the amount of US$200,000 from the effective date of the agreement until its termination. Note 6. Income tax expense Consolidated 2023 US$ 2022 US$ Numerical reconciliation of income tax expense and tax at the statutory rate Loss before income tax expense (3,339,284) (2,046,517) Tax at the statutory tax rate of 17% (2022: 17%) (567,678) (347,908) Effects of: - Non-deductible expenses - Deferred tax assets not recognised 35,796 531,882 49,076 298,832 - - The Consolidated Entity has deferred tax assets arising from unrecognised tax losses of US$ 3,210,052 (2022: US$2,678,169) at the reporting date which can be carried forward and used to offset against future taxable income subject to meeting certain statutory requirements by those companies with unrecognised tax losses in their respective countries of incorporation. The tax losses have no expiry date. The deferred tax asset has not been recognised in the statements of financial position as it is not probable that future taxable profits will be sufficient to allow the related tax benefits to be utilised. 26 48 Pan Asia Metals Limited | 2023 Annual Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 7. Cash at banks and deposits Consolidated Company 2023 US$ 2022 US$ 2023 US$ 2022 US$ Cash at banks Restricted bank deposits 54,852 65,286 905,607 64,491 2,617 - 791,545 - 120,138 970,098 2,617 791,545 As at 31 December 2023, the Consolidated Entity has pledged fixed deposits of US$65,286 (US$64,491) as collateral for bank guarantees issue for obligation of the performance under the contract with Department of Primary Industries and Mines (DPIM). For the purpose of presenting the statement of cash flows, cash and cash equivalents comprise the following at the end of the financial year: Cash at banks and deposits Less: Restricted bank deposits Note 8. Other receivables Current Other receivables Third parties - - Subsidiaries - GST receivable VAT receivable - Less: Loss allowance Non-current Refundable deposits Consolidated 2023 US$ 120,138 (65,286) 2022 US$ 970,098 (64,491) 54,852 905,607 Consolidated Company 2023 US$ 2022 US$ 2023 US$ 2022 US$ 4,922 - 6,138 186,036 197,096 243 - 9,337 120,814 - 2,523,540 6,138 - 130,394 (486,627) 2,043,051 - 1,546,640 9,337 - (559,764) 996,213 20,224 19,911 - - 217,320 150,305 2,043,051 996,213 The balances due from subsidiaries are non-trade in nature, unsecured, interest-free and repayable on demand. 49 Pan Asia Metals Limited | 2023 Annual Report 27 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 8. Other receivables (continued) At the end of the reporting period, loss allowance made on other receivables from subsidiaries is US$ 486,627 (2022: US$559,764) as the expected risks of default on receivables at the end of the reporting date are significant and management is doubtful of the recoverability. Accordingly, for the purpose of impairment assessment of this receivables, the loss allowance is measured at the lifetime expected credit losses (ECL)-credit impaired of the amount receivable. The movement in loss allowance for other receivables are as follows: Company 2023 US$ 559,764 (73,137) 2022 US$ 559,764 - 486,627 559,764 Office equipment US$ 102,176 38,741 (2,451) 138,466 - 901 139,367 25,925 19,472 (470) 44,927 21,626 4,527 71,080 93,539 68,287 Beginning and end of the financial year Less: Reversal of loss allowance Note 9. Plant and equipment Consolidated Cost At 1 January 2022 Additions Currency translation differences At 31 December 2022 Additions Currency translation differences At 31 December 2023 Accumulated depreciation At 1 January 2022 Depreciation charge Currency translation differences At 31 December 2022 Depreciation charge Currency translation differences At 31 December 2023 Net carrying amount At 31 December 2022 At 31 December 2023 50 Pan Asia Metals Limited | 2023 Annual Report 28 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 9. Plant and equipment (continued) Company 2023 Cost At 1 January 2022, 31 December 2022 and 31 December 2023 Accumulated depreciation At 1 January 2022 Depreciation charge for the year At 31 December 2022 Depreciation charge for the year At 31 December 2023 Net carrying amount At 31 December 2022 At 31 December 2023 Note 10. Leases Office equipment US$ 5,773 2,419 559 2,978 1,229 4,207 2,795 1,566 Nature of the Consolidated Entity’s leasing activities – as a lessee Leasehold properties The Consolidated Entity leases office space for the purpose of back office operations. The lease term is 3 years (2022 :3 years). The Consolidated Entity’s obligations are secured by the lessors’ title to the leased assets. There is no externally imposed covenant on the lease arrangements. (a) Carrying amounts Right-of-use assets Consolidated 2023 US$ 2022 US$ Leasehold properties 49,803 72,036 (b) Depreciation charged during the year Consolidated 2023 US$ 2022 US$ Leasehold properties 23,816 24,804 29 51 Pan Asia Metals Limited | 2023 Annual Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 Note 10. Leases (continued) Nature of the Consolidated Entity’s leasing activities –as a lessee (continued) (c) Interest expense Interest expense on lease liabilities (d) Lease expense not capitalised in lease liabilities Lease expense – short-term leases Consolidated 2023 US$ 4,297 Consolidated 2023 US$ 4,650 2022 US$ 637 2022 US$ 2,627 (e) (f) Total cash outflow for the leases in 2023 is US$ 26,413 (2022: US$26,805). Carrying amounts of right-of-use assets Consolidated Leasehold properties US$ 72,036 (23,816) 1,583 49,803 24,804 72,036 (24,804) 72,036 2023 US$ 2022 US$ 24,246 25,558 49,804 22,298 49,738 72,036 At 1 January 2023 Depreciation for the financial year Exchange differences At 31 December 2023 At 1 January 2022 Addition Depreciation for the financial year At 31 December 2022 (g) Lease liabilities Lease liabilities (secured): Current Non-current 52 Pan Asia Metals Limited | 2023 Annual Report 30 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 10. Leases (continued) Nature of the Consolidated Entity’s leasing activities –as a lessee (continued) (g) Lease liabilities (continued) The reconciliation of movements of the Consolidated Entity’s liabilities to the Consolidated Entity’s cash flows arising from financing activities is presented below: 2023 Lease liabilities 2022 Lease liabilities At 1 January US$ Addition US$ Repayments US$ Interest expense US$ Other US$ At 31 December US$ 72,036 - (26,413) 4,297 (116) 49,804 26,168 72,036 (26,805) 637 - 72,036 (h) Future cash outflow which are not capitalised in lease liabilities The lease of office premise contains extension period, for which the related lease payments had not been included in lease liabilities as the Consolidated Entity is not reasonably certain to exercise this extension option. The Consolidated Entity negotiates extension option to optimise operational flexibility in terms of managing the asset used in the Consolidated Entity’s operations. The extension option is exercisable by the Consolidated Entity and not by the lessor. Note 11. Exploration and evaluation assets Consolidated Company 2023 US$ 2022 US$ 2023 US$ 2022 US$ Exploration and evaluation assets at cost 11,999,831 9,686,898 - - Balance at 1 January 2022 Expenditure during the year Allowance for impairment loss Exchange differences Balance at 31 December 2022 Expenditure during the year Exchange differences Balance at 31 December 2023 Consolidated US$ Company US$ 7,464,621 2,420,214 (23,207) (174,730) 9,686,898 2,302,006 10,927 11,999,831 - - - - - - - - The expenditure during the period was predominantly in respect of costs incurred on the Khao Soon Tungsten Project and Reung Kiet Lithium Project. 53 Pan Asia Metals Limited | 2023 Annual Report 31 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 11. Exploration and evaluation assets (continued) The movement in loss allowance for exploration and evaluation assets are as follows: Beginning of the financial year Add: Loss allowance End of the financial year Consolidated 2023 US$ 2022 US$ 23,207 - 23,207 - 23,207 23,207 In 2022, impairment loss of US$ 23,207 on exploration and evaluation assets was recognised for a discontinued project. Note 12. Investments in subsidiaries Equity investments at cost Beginning of the financial year Add: addition End of the financial year Company 2023 US$ 2022 US$ 10,281,335 1,396,425 7,975,115 2,306,220 11,677,760 10,281,335 The Consolidated Entity has the following subsidiaries as at 31 December 2023 and 2022: Name Principal activities Country of business/ incorporation Proportion of ordinary shares directly held by Consolidated Entity 2022 2023 % % Held by the Company Pan Asia Metals (Thailand) Co. Ltd. Investment holding Thailand Pan Asia Metals Pty. Ltd. Minerals mining including exploration analysis and inspection Australia Pan Asia Metals (Malaysia) Sdn. Bhd. Minerals mining including exploration Malaysia analysis and inspection New Energy Metals Pte Ltd (formerly known as Mandalay Mining and Metals Pte. Ltd). Petroleum, mining and prospecting services Singapore 100 100 100 100 100 100 100 100 Lithium Chemical Holdings Sdn. Bhd. Minerals mining including exploration Malaysia 100 100 analysis and inspection Held by Pan Asia Metals (Thailand) Co. Ltd. Pan Asia 1 Metals (Thailand) Co. Ltd Minerals mining including exploration Thailand analysis and inspection Pan Asia 2 Metals (Thailand) Co. Ltd Minerals mining including exploration Thailand analysis and inspection 100 100 100 100 Pan Asia 3 Metals (Thailand) Co. Ltd Minerals mining including exploration Thailand 100 100 1 2 3 4 5 6 7 8 analysis and inspection 32 54 Pan Asia Metals Limited | 2023 Annual Report PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 12. Investments in subsidiaries (continued) Name Principal activities 9 10 11 12 Held by the Company Pan Asia 4 Metals (Thailand) Co. Ltd Minerals mining including exploration analysis and inspection Siam Industrial Metal Company Limited Minerals mining including exploration analysis and inspection Thai Mineral Ventures Company Limited Minerals mining including exploration analysis and inspection Held by New Energy Metals Pte. Ltd. First Light Mandalay Mining and Metals Company Limited Minerals mining including exploration analysis and inspection Country of business/ incorporation Proportion of ordinary shares directly held by Consolidated Entity 2022 2023 % % Thailand Thailand Thailand 100 100 100 100 100 100 Myanmar 100 100 13 Pan Asia Metals Chile SpA* Minerals mining including exploration analysis and inspection Chile 100 Held by Pan Asia Metals Chile SpA La Tirana Uno SpA* 14 15 La Tirana Dos SpA* Minerals mining including exploration analysis and inspection Minerals mining including exploration analysis and inspection Chile Chile 100 100 *These companies were newly incorporated by the Group during the year. - - - Note 13. Other payables Other payables Advance received from director Consolidated Company 2023 US$ 850,852 444,643 1,295,495 2022 US$ 2023 US$ 2022 US$ 136,076 - 136,076 301,373 444,643 746,016 59,746 - 59,746 The amounts are unsecured and are usually paid within 30 days of recognition. Advance received from director during the year is for subscription of the shares in the following financial year. 55 Pan Asia Metals Limited | 2023 Annual Report 33 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 14. Accrued expenses Current Directors’ fee Professional fee Other accrued expenses Non-current Provision of employee benefits Note 15. Share capital Consolidated Company 2023 US$ 2022 US$ 2023 US$ 2022 US$ 277,879 41,101 15,553 334,533 221,165 29,850 175,722 426,737 277,879 41,101 - 318,980 221,165 29,850 251,015 38,214 28,068 - - 372,747 454,805 318,980 251,015 Consolidated and Company 2023 Shares 2022 Shares 2023 US$ 2022 US$ Ordinary shares 167,816,778 146,855,590 16,725,974 13,072,507 Movements in ordinary share capital 2023 Beginning of financial year Placement of shares Shares issued in lieu of professional fees Shares issued in lieu of directors’ fees Shares issued in lieu of marketing services Cost of capital raising No. of ordinary shares Amount 146,855,590 19,509,999 160,714 495,131 795,344 - US$ 13,072,507 3,595,160 30,105 152,802 79,155 (203,755) End of financial year 167,816,778 16,725,974 2022 Beginning of financial year Shares issued to directors End of financial year No. of ordinary shares 146,593,992 261,598 Amount US$ 12,974,382 98,125 146,855,590 13,072,507 All issued ordinary shares are fully paid. There is no par value for these ordinary shares. Fully paid ordinary shares carry one vote per share and carry a right to dividends as and when declared by the Company. 56 Pan Asia Metals Limited | 2023 Annual Report 34 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Share based payment Expenses recognised in the financial statements The expense in respect of equity-settled share-based payment plans recognized in the financial statements is shown in the following table: Professional fees Marketing services Directors’ fee Consolidated 2023 US$ 2022 US$ 30,105 79,155 152,802 262,062 - - 98,125 98,125 Capital risk management The Consolidated Entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital. Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated as total borrowings less cash and cash equivalents. In order to maintain or adjust the capital structure, the Consolidated Entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. Note 16. Reserves Consolidated Company 2023 US$ 2022 US$ 2023 US$ 2022 US$ Foreign currency translation reserve (97,227) (151,038) - - Foreign currency reserve The reserve is used to recognise exchange differences arising from the translation of the financial statements of foreign operations to United States dollars. 57 Pan Asia Metals Limited | 2023 Annual Report 35 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 17. Financial instruments Financial risk management objectives The Consolidated Entity's activities expose it to a variety of financial risks. The Consolidated Entity's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Consolidated Entity. The Consolidated Entity uses different methods to measure different types of risk to which it is exposed. Risk management is carried out by the Board of Directors ('the Board'). These policies include identification and analysis of the risk exposure of the Consolidated Entity and appropriate procedures, controls and risk limits. Market risk Foreign currency risk The Consolidated Entity undertakes certain transactions denominated in foreign currency and is exposed to foreign currency risk through foreign exchange rate fluctuations. Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities denominated in a currency that is not the entity's functional currency. The risk is measured using sensitivity analysis and cash flow forecasting. The Consolidated Entity has exposure to fluctuations between Australian dollar, Singapore dollar and the Thai Baht. The carrying amount of the Consolidated Entity's and Company's foreign currency denominated financial assets and financial liabilities at the reporting date were as follows: 2023 Consolidated Cash at banks and deposits Other receivables – third parties Other payables Lease liabilities Accrued expenses Net financial (liabilities)/assets Less: Net financial liabilities/(assets) denominated in the respective entities’ functional currency Currency exposure United States Dollar 1,139 6,381 (258,083) - (45,000) (295,563) Thai Baht 114,854 18,765 (398,686) (49,804) (53,764) (368,635) Australian Dollar Singapore Dollar Total 2,633 - (624,705) - (194,668) (816,740) 1,512 - (14,021) - (41,101) (53,610) 120,138 25,146 (1,295,495) (49,804) (334,533) (1,534,548) 295,563 - 368,635 - 30,179 (786,561) - (53,610) 694,377 (840,171) 58 Pan Asia Metals Limited | 2023 Annual Report 36 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 17. Financial instruments (continued) Market risk (continued) 2023 Company United States Dollar Thai Baht Australian Dollar Singapore Dollar Total Cash at banks and deposits Other receivables Other payables Accrued expenses Net financial (liabilities)/assets Less: Net financial liabilities/(assets) denominated in the respective entities functional currency Currency exposure 231 2,036,913 (180,560) (45,000) 1,811,584 (1,811,584) - - - - - - - - 874 - (551,435) (232,879) (783,440) 1,512 - (14,021) (41,101) (53,610) 2,617 2,036,913 (746,016) (318,980) 974,534 - (783,440) - (53,610) (1,811,584) (837,050) 2022 Consolidated Cash at banks and deposits Other receivables – third parties Other payables Lease liabilities Accrued expenses Net financial (liabilities)/assets Less: Net financial liabilities/(assets) denominated in the respective entities’ functional currency Currency exposure United States Dollar 39,364 243 (8,453) - (49,115) (17,961) Thai Baht 132,898 19,911 (450) (72,036) (203,790) (123,467) Australian Dollar Singapore Dollar Total 789,960 - (117,079) - (172,050) 500,831 7,876 970,098 20,154 (136,076) (72,036) (454,805) 327,335 - (10,094) - (29,850) (32,068) 17,961 - 123,467 - 30,179 531,010 - (32,068) 171,607 498,942 2022 Company United States Dollar Thai Baht Australian Dollar Singapore Dollar Total Cash at banks and deposits Other receivables Other payables Accrued expenses Net financial (liabilities)/assets Less: Net financial liabilities/(assets) denominated in the respective entities functional currency Currency exposure 36,101 986,876 (5,144) (49,115) 968,718 (968,718) - - - - - - - - 747,568 - (44,508) (172,050) 531,010 7,876 - (10,094) (29,850) (32,068) 791,545 986,876 (59,746) (251,015) 1,467,660 - 531,010 - (32,068) (968,718) 498,942 59 Pan Asia Metals Limited | 2023 Annual Report 37 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 17. Financial instruments (continued) A 5% strengthening of the United Dollar against the following foreign currencies at the statement of financial position date would increase/(decrease) net loss by the amounts shown below. This analysis assumes that all other variables, in particular interest and tax rates, remain constant. Consolidated Increase/(Decrease) 2022 2023 Net loss Net loss Company Increase/(Decrease) 2023 Net loss 2022 Net loss (39,328) 39,328 (22,037) 22,037 (39,172) 39,172 (22,037) 22,037 2,680 (2,680) 1,331 (1,331) 2,680 (2,680) 1,331 (1,331) Australian Dollar - Strengthened - Weakened Singapore Dollar - Strengthened - Weakened A 5% weakening of the United States Dollar against the above foreign currencies would have had the equal but opposite effect to the amounts shown above, on the basis that all other variables remain constant. Credit risk Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Consolidated Entity. The Consolidated Entity adopts the policy of dealing only with high credit quality counterparties. As the Consolidated Entity and the Company do not hold collateral, the maximum exposure to credit risk to each class of financial instruments is the carrying amount of that class of financial instruments presented on the statement of financial position. The Consolidated Entity and the Company held cash and cash equivalents with banks with high credit ratings and are considered to have low credit risk. Other receivables and cash balances are measured on 12-month expected credit losses and subject to immaterial credit loss unless otherwise stated. Liquidity risk Vigilant liquidity risk management requires the Consolidated Entity to maintain sufficient liquid assets (mainly cash and cash equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable. The Consolidated Entity manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities. 60 Pan Asia Metals Limited | 2023 Annual Report 38 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 17. Financial instruments (continued) Remaining contractual maturities The table below analyses non-derivative financial liabilities of the Consolidated Entity and the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant. Consolidated – 2023 Other payables Accrued expenses Lease liabilities Total Consolidated – 2022 Other payables Accrued expenses Lease liabilities Total Company – 2023 Other payables Accrued expenses Total Company – 2022 Other payables Accrued expenses Total 1 year or less US$ Between 1 to 3 years US$ 1,295,495 334,533 24,246 1,654,274 - 38,214 25,558 63,772 1 year or less US$ Between 1 to 2 years US$ Remaining contractual maturities US$ 1,295,495 372,747 49,804 1,718,046 Remaining contractual maturities US$ 136,076 426,737 26,624 589,437 - 28,068 53,248 81,316 136,076 454,805 79,872 670,753 1 year or less US$ Between 1 to 2 years US$ Remaining contractual maturities US$ 746,016 318,980 1,064,996 - - - 746,016 318,980 1,064,996 1 year or less US$ Between 1 to 2 years US$ Remaining contractual maturities US$ 59,746 251,015 310,761 - - - 59,746 251,015 310,761 61 Pan Asia Metals Limited | 2023 Annual Report 39 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 17. Financial instruments (continued) Fair value of financial instruments The carrying amounts of financial assets and liabilities with maturities of less than one year approximate their respective fair values due to the relatively short-term maturities of these financial assets and liabilities except for lease liabilities and employee benefit provision as disclosed in the Notes 10 and 14 respectively. The Consolidated Entity and the Company assessed that any unadjusted fair value arising from non- current accrual would be immaterial as the carrying amount approximate their fair value. Note 18. Financial Instruments by category The carrying amount of the different categories of financial instruments are as follows: Consolidated Company 2023 US$ 2022 US$ 2023 US$ 2022 US$ 120,138 25,146 145,284 970,098 20,154 990,252 2,617 2,036,913 2,039,530 791,545 986,876 1,778,421 1,295,495 334,533 49,804 1,679,832 136,076 454,805 72,036 662,917 746,016 318,980 - 1,064,996 59,746 251,015 - 310,761 Financial assets At amortised cost Cash at banks and deposits Other receivables Financial liabilities At amortised cost Other payables Accrued expenses Lease liabilities Note 19. Auditors remuneration Consolidated 2023 US$ 2022 US$ 41,101 27,287 - 68,388 35,546 23,799 647 59,992 Amounts paid to the auditors of the Consolidated Entity Audit services PKF-CAP LLP - - Other PKF network firm - CH International Total 62 Pan Asia Metals Limited | 2023 Annual Report 40 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 20. Key management personnel disclosures The aggregate compensation made to directors and other members of key management personnel of the Consolidated Entity is set out below: Short-term employee benefits Post-employment benefits Share-based payments* Consolidated 2023 US$ 2022 US$ 397,364 22,700 146,577 405,194 35,933 118,270 566,641 559,397 * Share based payments represents the component of directors’ fee for the year ended 31 December 2023 that is paid or payable through the issue of the shares. Note 21. Contingent liabilities (a) The Company has following contingent liabilities towards Thai Goldfields NL as performance payments related to tungsten production at the Khao Soon Tungsten Project: (i) (ii) Thai Goldfields NL (TGF) will receive a A$2m cash payment upon first WO3 concentrate production being achieved for a tungsten project on Special Prospecting Licence Application No.1/2549 (TSPLA 1/2549) or its successor title over the historic Khao Soon Tungsten Mine; and TGF will receive a A$2m cash payment upon first WO3 concentrate production being achieved for a project on any tenement abutting TSPLA 1/2549 or any successor title. (b) On 15 December 2021, the Company adopted the Bonus share plan for its employees. The scheme allows for the issue of 250,000 shares per year for the next 4 years. This is a discretionary scheme with the distribution to the staff based on the recommendation by management. As of 31 December 2023, there were 245,000 (2022: 210,000) bonus shares issued to the staff, accordingly a bonus share expenses of US$60,773 (2022: US$50,781) was included in employment expense as disclosed in Note 5. Note 22. Related party transactions Terms and conditions All transactions were made on normal commercial terms and conditions and at market rates. (a) Related party transactions: Consolidated 2023 US$ 2022 US$ Company 2023 US$ 2022 US$ Related parties Office administration fee - 47,803 - - 63 Pan Asia Metals Limited | 2023 Annual Report 41 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2023 PAN ASIA METALS LIMITED AND ITS SUBSIDIARIES DIRECTORS’ STATEMENT For the financial year ended 31 December 2023 Note 23. Loss per share Consolidated 2023 US$ 2022 US$ Loss after income tax attributable to the owners of Pan Asia Metals Limited (3,339,284) (2,046,517) Weighted average number of ordinary shares used in calculating basic and diluted earnings per share 156,395,398 146,726,583 Number Number Basic and diluted loss per share Cent Cent (2.14) (1.39) Basic earnings per share Basic earnings per share is calculated by dividing the loss attributable to the owners of Pan Asia Metals Limited by the weighted average number of ordinary shares outstanding during the financial year. Diluted earnings per share There were no dilutive potential ordinary shares during the financial years ended 31 December 2023 and 2022. Note 24. Events occurring after the reporting period On 02 January 2024, the Company signs a formal documentation to acquire 100% interest in 1,200km2 Tama Atcama Lithium Brine Project. The Company went into voluntary suspension in its securities from ASX on the 1 February, 2024 and the Company expects the voluntary suspension will continue until the 4 April 2024. On 22 February 2024, the Company announced the submission of re-application for the RK Lithium project with the Government support. As announced on ASX on 28 March 2024, the Company has received commitments to raised A$894,619 (Equivalent to USD 580,000) through its convertible note. The convertible notes will be issued for a term of 12 months with a conversion price of A$0.15 per share to issue 5,964,127 securities in the future upon conversion. Further the Company has also received an application for a further Note with a face value of THB 1,000,000 (A$42,400) from Director Chanyapoon, which will be issued subject to Shareholder approval at the Company’s Annual General Meeting. Funds raised will be used for working capital prior to the completion of larger capital raise. Note 25. Authorisation of financial statements These financial statements were authorised for issue in accordance with a resolution of the Board of Directors of Pan Asia Metals Limited on 28 March 2024. 64 Pan Asia Metals Limited | 2023 Annual Report 42 Shareholder Information In accordance with ASX Listing Rule 4.10, the Directors provide the following information as at 08 March 2024. Stock Exchange Quotation The Company’s shares are quoted on the Australian Securities Exchange (ASX) under the code PAM. Securities PAM has fully paid ordinary shares on issue. As at 08 March 2024 there are no other classes of shares on issue. Top 20 largest shareholders Rank Name MR PAUL DAVID LOCK Units % of units 42,099,750 25.09% 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 SYDNEY EQUITIES PTY LTD 16,521,440 9.84% CITICORP NOMINEES PTY LIMITED BNP PARIBAS NOMS PTY LTD HOLICARL PTY LTD THAI GOLDFIELDS NL MR DAVID JOHN HOBBY MR THANASAK CHANYAPOON ARROWTOWN INVESTMENTS PTY LTD 13,778,045 8.21% 8,747,775 5.21% 6,976,744 4.16% 4,932,461 2.94% 4,677,750 2.79% 3,602,293 2.15% 3,333,333 1.99% I & B MCDOUGALL PTY LTD 2,025,417 1.21% NETWEALTH INVESTMENTS LIMITED 1,557,475 JURRAH INVESTMENTS PTY LTD 1,181,111 0.93% 0.70% NETWEALTH INVESTMENTS LIMITED 1,078,298 0.64% G J INVESTMENTS PTY LTD 1,000,000 0.60% MRS SOOJUNG YEO & MR BRENDAN CHENG-JI LEE JPR HOLDINGS PTY LTD MR PETER KARAS & MRS CHRISTINA KARAS BEARAY PTY LIMITED 978,444 960,000 865,165 850,000 MR SEBASTION ROBERT MOORE 800,000 20 BNP PARIBAS NOMINEES PTY LTD 786,241 0.58% 0.57% 0.52% 0.51% 0.48% 0.47% Total Total issued capital - selected security class(es) 116,751,742 69.57% 167,816,778 100.00% 65 Pan Asia Metals Limited | 2023 Annual Report Shareholder Information Substantial Shareholders A substantial shareholder is one who has a relevant interest in 5 per cent or more of the total issued shares in the Company. Substantial shareholder Number of shares % of issued capital MR PAUL DAVID LOCK SYDNEY EQUITIES PTY LTD CITICORP NOMINEES PTY LIMITED BNP PARIBAS NOMS PTY LTD 42,099,750 16,521,440 13,778,045 8,747,775 25.09% 9.84% 8.21% 5.21% Voting Rights Under the Company’s Constitution, at any general meeting, a resolution put to the vote of the meeting shall be decided on a show of hand unless before, or on declaration of the result of the show of hands, a poll is demanded by the Chairman, or a member or members with not less than 5% of total voting rights. On a show of hands, each member present at a meeting in person or by proxy has one vote and, on a poll, each member (or proxy) has one vote for each share held. Distribution Schedule Spread of holdings Number of holders Number of units % of total issue capital 1 - 1000 1001 - 5000 5001 - 10000 10001 – 100,000 100,001 and above 166 653 354 555 130 115,612 1,816,436 2,933,396 18,495,644 144,455,690 0.07% 1.08% 1.75% 11.02% 86.08% Total 1,858 167,816,778 100.00% Unmarketable Parcel Holders PAM has 585 shareholders holding less than a marketable parcel of 3,106 shares each (i.e. less than $500 per parcel of shares) based on the closing price of AUD $0.16 on 29 January 2024 representing a total of 939,681 shares. On-Market Buy-Back There is no current on-market buy-back of any securities. 66 Pan Asia Metals Limited | 2023 Annual Report Corporate Directory In accordance with ASX Listing Rule 4.10, the Directors provide the following information as at 08 March 2024. Directors Mr Paul Lock (Executive Chairman and Managing Director) Mr David Hobby (Executive Director and Technical Director) Mr David Docherty (Non-Executive Director) Mr Thanasak Chanyapoon (Non-Executive Director) Ms Supriya Sen (Non-Executive Director) Company Secretaries Ms Elissa Hansen (Australia) Ms Fiza Alwi (Singapore) Registered office 77 Robinson Road, #06-03, Robinson 77, Singapore 068896 Principal place of business Level 23, 52 Thaniya Plaza, Zone B, Silom Road, Suriyawong, Bangkok Thailand 10500 Share register Automic Pty Ltd, Level 5, 126 Phillip Street, Sydney NSW 2000 Telephone: 1300 288 664 (within Australia) or overseas: +61 2 9698 5414 Accountants Vistra Australia, Level 4, 100 Albert Road, Melbourne VIC 3205 Auditors PKF-CAP LLP, 6 Shenton Way, OUE Downtown 1, #38-01, Singapore 068809 Stock exchange listing Pan Asia Metals Limited shares are listed on the Australian Securities Exchange (ASX code: PAM) Website www.panasiametals.com 67 Pan Asia Metals Limited | 2023 Annual Report Tenement Schedule The information set out below was applicable as at 08 March, 2024. Tenement/ application Holder/ applicant % held Granted Term (i) (years) Area (km2) Country RK Lithium Project (ii) SPLA 1/2567 SPLA 2/2567 EPL 19/2565 SIM SIM SIM 100 100 100 Re-application Re-application 01-Sep-2022 KT Geothermal Lithium and Hard Rock Lithium/Tin Project DSPLA1 DSPLA2 DSPLA3 DSPLA4 DSPLA5 PAM2 PAM2 PAM2 PAM2 PAM2 Khao Soon Tungsten Project (iii) TSPL 1/2563 TSPL 2/2563 TSPLA 1/2549 TMV TMV TMV 100 100 100 100 100 100 100 100 Application Application Application Application Application 14-May-2020 20-Aug-2020 Application 5 5 2 5 5 5 5 5 5 5 5 20.1 22.0 1.0 8.3 10.3 7.8 3.8 14.7 7.1 15.9 11.0 Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand Thailand SIM: Siam Industrial Metal Co. Ltd.; PAM2: Pan Asia 2 Metals (Thailand) Co. Ltd.; TMV: Thai Mineral Ventures Co. Ltd. SIM, PAM2, and TMV are 100% held subsidiaries of the Company or a 100% held subsidiary of one of the Company’s 100% held subsidiaries. (i) For Application and Re-application areas, the term of 5 years will begin upon approval of the application and its conversion into a license, at which point a ‘Granted’ date will pe provided in the above table. (ii) The SPLA 1/2567 application area is expected to be reduced from 20.1Km2 to ~14.5-16.0Km2 and the SPLA2/2567application area reduced from 22.0Km2 to ~16.0-17.5Km2 once expected carveouts have been applied. See PAM Asx Release titled ‘RK Lithium Project - License Re-Application’ and dated 22 February, 2022. (iii) Thai Goldfields NL (TGF) will receive a A$2m cash payment upon first WO3 concentrate production being achieved for a tungsten project on Special Prospecting Licence Application No.1/2549 (TSPLA 1/2549) or its successor title over the historic Khao Soon Tungsten Mine and a A$2m cash payment upon first WO3 concentrate production being achieved for a project on any tenement abutting TSPLA 1/2549 or any successor title. David Docherty is a Director of Pan Asia Metals and TGF. 68 Pan Asia Metals Limited | 2023 Annual Report panasiametals.com Copyright 2024 Pan Asia Metals Limited All Rights Reserved.

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