Metals that Matter.
2024
Annual Report
Contents
Chairman’s & Managing Director’s Report
5
Operational Report
8
Our Commitment
13
Board of Directors
15
Financial Report
18
Tenement & Option Schedule
62
Shareholder Information
64
Flagship Minerals | 2024 Annual Report
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Flagship Minerals | 2024 Annual Report
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This report has been authorised for release
by the Board of Directors
Forward Looking Statements
This report prepared by Flagship Minerals Limited (or “Flagship”,
“FLG” or “the Company”) includes 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.
Competent Persons Statement
(Excluding RK Lithium Project MRE)
The information in this report that relates to Exploration Targets
and Exploration Results, is based on information compiled by Mr.
David Hobby, who is a Member of the Australasian Institute of
Mining and Metallurgy. Mr. Hobby is a full time employee, Director
and Shareholder of Flagship Minerals Limited. Mr. Hobby has
sufficient experience, relevant to the style of mineralisation 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 (JORC Code). 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.
Competent Persons Statement for
RK Lithium Project MRE
The information in this report that relates to RK Lithium Project
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.
Flagship Minerals | 2024 Annual Report
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RK Lithium Project – RK Lithium
Prospect JORC Mineral Resource
Flagship Minerals Limited has generated a Measured, Indicated
& Inferred Mineral Resource Estimate at a 0.25% Li2O cutoff of
14.8Mt @ 0.45% Li2O, 391 ppm Sn, 77ppm Ta2O5, 0.20% Rb
and 237ppm Cs. The MRE was estimated by CSA Global in
accordance with the JORC Code (2012). Please refer to the
following ASX release for details on the Exploration Target:
02 Nov 2023 Mineral Resource Estimate Upgrade - RK Lithium
Prospect – 42% Increase to 14.8 Million Tonnes.
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
Flagship Minerals 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 release 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.
Relevant ASX Releases
Readers are advised to refer to the following ASX releases for details
on other technical data reported in this report:
ROSARIO COPPER PROJECT
29 Jul 2024: Rosario Copper Project - High Grade Copper Secured
30 Jul 2024: Rosario Copper Project Presentation
13 Aug 2024: Rosario Copper - Option Agreement Signed
23 Aug 2024: Rosario Copper IP Program Start Confirmed
26 Aug 2024: Rosario Copper Oxide Copper Test Work
27 Sep 2024: Rosario Copper IP Program Starts
30 Sep 2024: Rosario Copper Fieldwork Start and Update
14 Oct 2024: Rosario Copper - First Fieldwork Program Completed
04 Nov 2024: Rosario Copper - First Pass Geochem Results
Highly Positive
21 Nov 2024: Rosario Copper - Holding Extension to 86Km2
06 Dec 2024: Rosario Copper - Rock Chips up to 8.9% Copper
30 Jan 2025: Rosario Copper - Six New Copper Targets Identified
TAMA ATACAMA LITHIUM PROJECT
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
18 Apr 2024: Tama Atacama Lithium - PAM to Submit RFI for 1200km2
10 Jul 2024: Tama Atacama Lithium - Exploration Concession Grant
RK LITHIUM PROJECT
11 Jan 2024: RK Lithium Project Drilling Update
22 Feb 2024: RK Lithium Project - License Re-Application
09 May 2024: RK Lithium - KT License Grant and Discovery
24 May 2024: RK Lithium - KT East Discovery Expands
24 Jun 2024: RK Lithium Project, 1.5 x 0.5km Li Pegmatite Zone
Identified
08 Jul 2024: RK Lithium Project - RK Property Secured
12 Aug 2024: RK Lithium Project - KT East Anomalous Zone
Increases 2.8x
20 Aug 2024: RK Lithium Project - KT East Geometry Ticks the Boxes
KHAO SOON TUNGSTEN PROJECT
8 Oct 2020: ‘PAM Projects – Technical Reports’
Corporate Governance
Flagship's Corporate Governance guidelines and other pertinent
information can be found at: https://flagshipminerals.com/
leadership-governance/
Flagship Minerals | 2024 Annual Report
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Chairman’s & Managing
Director’s Report
This was a year of transition for the Company.
Like the year before, 2024 was a very difficult year
for all but a few mineral exploration companies
and service providers to the sector.
With generally poor market conditions and dampened
market sentiment toward the junior resource sector,
following the rapid decline in battery metal prices
in late 2023 - particularly lithium, 2024 started with
expectations of a rebound. These expectations were
soon quashed, with further declines in the lithium
price and the share prices of just about all battery
metal exploration companies. In 2023, our view was
that the decline in the lithium price was largely driven
by a rundown in battery inventories, keeping in mind
that demand for EVs in most jurisdictions had been
increasing. With monthly battery inventories at 1x
demand in January 2024, we expected lithium prices
to turn – which did not happen. The general consensus
today is that lithium supply will be in surplus for a few
years to come, which means ongoing and dampened
investor enthusiasm for anything lithium. Some market
commentators are calling for the lithium carbonate
price (“lithium” or “LCE”) price to increase to the
mid teens, say ~US$15,000/t, over the coming years
as these levels are required to incentivise project
development to satisfy future demand. I still remain
cautious of forecasting; before 2021 lithium was
dead, in mid 2022 lithium at +$60,000/t was the new
norm, and today, it’s hard to tell but we are well below
incentive pricing. Still, for Flagship, what had become
clear in late 2023 and early 2024, was that a strategic
rethink was required.
Our project philosophy always has and will continue
to centre on low cost, strategic positioning, and
“do-ability”. Metallurgy, cost environment, proximity
to inputs such as labour, energy and reagents,
and access to infrastructure and end markets, all
contribute to “do-ability”. Although often lost in the
hype and noise, these are frequently what makes or
breaks a project.
It is with pleasure that I present
the Flagship Minerals Limited
2024 Annual Report.
Paul Lock
Chairman &
Managing Director
Flagship Minerals | 2024 Annual Report
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So it’s not just grade, there are too many examples
of lower grade projects performing materially better
than higher grade projects – think oxide copper and
gold. Despite the underlying lithium environment,
do-ability is built into the Company’s Tama Atacama
and RK Lithium projects, and therefore these projects
continue to have strategic value. Nevertheless, in the
context of the late 2023 early 2024 backdrop discussed
above, we had been re-formulating our strategy, asking
ourselves what the catalysts were that launched some
of the larger resource company success stories on the
ASX and TSX. The answer was simply simpler projects,
focusing on metals with deep markets, which means a
larger investor footprint. We honed this down to oxide
style exploration and development projects to start
with, with a focus on copper and gold. The Company’s
strategic objectives were adjusted accordingly and
crystallised when Flagship entered into an option
agreement over the Rosario Copper Project, a
superbly set pre-drill high grade oxide style copper
project located in northern Chile. Rosario meets
the Company’s “do-ability” objectives, it’s simpler,
positioned for lower capex and opex outcomes, and
will deliver into very deep commodity markets with
strong underlying fundamentals, which will give
Flagship exposure to a much larger investor footprint.
In short, Flagship’s strategy moving forward is
to reorient into copper and gold, targeting oxide
style projects which offer the potential for scale
and low cost outcomes.
We will maintain the Company’s current lithium
exposures as these projects are strategic and of
interest to larger chemical companies. For these,
it’s just a matter of biding our time.
The year began with the signing of the Tama Atacama
Lithium Project Option Agreements in the first week
of January. At ~1,200km2 (~120,000Ha) this is one of
the largest and most strategic lithium brine
exploration projects in South America.
Exploration concession grants were received
progressively throughout the year, with substantially
all applications granted by the end of the third quarter.
During the year, the Chilean Government, under
its ‘National Lithium Strategy’, released its policy
framework, opening up Chile to lithium exploration
and marking a significant de-risking event. During the
year, Flagship received several inquiries from large
chemical companies regarding the project, confirming
the strategic nature of the project.
Flagship continued its exploration program at the
RK Lithium Project through most of the year. The
project received a strong endorsement of support
from the Thai Prime Minister’s Office and the Director
General, Department of Primary Industry and Mines,
recognising the Project’s strategic potential in relation
to the Thai EV and battery supply chain, which is
rapidly building out. Flagship also entered into
technical and commercial discussions with several
EV, battery and/or chemical producers to discuss
participation in the Project.
Drilling at the BT Lithium Prospect (BT) produced
strong results, confirming a pegmatite dyke swarm
over 1km in length and up to 300m in width, with
several intersections greater than 1% Li2O and many
above 0.5% Li2O, and several intersections up to
0.21% Sn. BT complements RK 8km to the southwest.
Flagship received the KT East Lithium Prospect (KT
East) exploration licenses in the second quarter, with
initial geochemical work producing Li2O mod values of
up to 3.06%, with an average grade of 1.14% Li2O mod
for a total of 132 samples. Soil and rock chip sampling
continued to produce strong results with the scale
of the KT East pegmatite field coming in at ~2.1km in
length and up to 1.5km in width. This contained a large
coherent zone of ~2.0km in length and up to 500m
in width, which is considered amenable to open pit
mining with a low strip ratio. The overall footprint of
KT East is larger than RK and BT combined, and the
prospect is drill ready.
Flagship Minerals | 2024 Annual Report
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BT is positioned for conversion of the current
Exploration Target to a JORC (2012) compliant Mineral
Resource. At present the RK and BT tenements
are under re-application. Given the lithium price
environment, expenditure and discussions with
strategic partners, they are currently on hold.
In July the highly prospective Rosario Copper Project
was secured. Rosario is an oxide copper project
located in one of the world’s premier copper mining
regions, an infrastructure rich setting 10km north
of the famous El Salvador copper mine. Enami’s
Oxide and Sulphide processing plant and Codelco’s
Porterillos Copper Smelter are also located nearby.
Rosario contains three distinct prospective trends with
a combined strike length of ~15km and mineralised
zones up to 200m in width, with abundant visible
copper oxides supported by high grade samples.
Follow up geochemical test work defined a copper
zone 3.6km long and 150-250m wide, with hand-held
XRF analysis of soil samples producing assays grades
up to 1928ppm (0.19%) Cu, rock chip results of up
to 8.9% Cu and 50g/t Ag, and spot hand-held XRF
analysis of 4 rock specimens returned average grades
of 17.0%, 5.3%, 12.2% and 2.4% Cu. A subsequent
stream sediment survey delivered vectors to six new
Copper targets, three categorised as High Priority,
and confirmed the large-scale nature of highly elevated
copper across much of the Rosario Copper Project.
Flagship expanded the Rosario holding from ~25km2 to
~86km2, capturing important geological trends as well
as important corridors and zones secured for future
infrastructure.
I would like to extend our gratitude to those
shareholders who have stuck with the Company
through another difficult year, and those who joined us.
I would also like to extend our thanks to our suppliers,
who have continued to support the Company,
and further thanks to our dedicated staff, who are
delivering great outcomes, and the Board. I also
offer 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 to all who have stuck around for
the vision and the journey.
Yours sincerely,
Paul Lock
Flagship Minerals | 2024 Annual Report
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Operational Report
Setting aside the underlying
lithium market, 2024 was
a successful year from the
perspective of project and
exploration outcomes.
Early in 2024 Flagship announced that it had
entered into option agreements over the Tama
Atacama Lithium Project, one of the largest
pre-drill lithium brine projects in South America.
Tama Atacama is strategically sitiuated at about
1,000m altitude and 75km from Iquique, a major
population centre, and several ports, and is on
rail and road to Antofagasta, South America’s only
lithium production hub. Flagship’s work at the
RK Lithium Project, and particularly the KT Lithium
Prospect, yielded a very strong results, with the
scale of the pegmatite field at KT now over 2km in
strike and 1.5km in width, which is larger than the
RK and BT lithium prospects combined. The RK
Lithium Project is the only advanced lithium project
in SE Asia and is strategically situated in Thailand,
Southeast Asia’s largest electric vehicle producer.
In July Flagship announced that it had secured the
Rosario Copper Project, a high grade oxide copper
project located in Chile 10km north of Codelco’s
El Salvador Copper Mine, which has been in
production since 1959. This was the first step in
Flagships diversification strategy into mainstream
metals, with the Company targeting strategically
situated projects with the potential to be situated
in the lower third of the cost curve.
David Hobby
Technical Director
& Chief Geologist
Flagship Minerals | 2024 Annual Report
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RK Lithium Project
The RK Lithium Project (RKLP) comprises the RK Lithium
Prospect (RK), the BT Lithium Prospect (BT) and the KT
East Lithium Prospect (KT East), See Figure 1.
Early in the year Flagship reported drilling results
from the BT for holes BTD0026 to BTDD036. The
drilling results generally support the Exploration
Target estimate for the BT prospect and returned
several strong Li and Sn+/-Ta intersections. The
drilling confirmed a pegmatite dyke swarm >1km
in length and up to 300m in width, with several
intersections greater than 1% Li2O and many above
0.5% Li2O, and several intersections up to 0.21% Sn.
Drilling continued, with BTDD047 being the final hole
in the program, with holes BTDD037 to BTDD047 yet
to be submitted to the laboratory.
During the year the Company submitted Special
Prospecting Licence applications (SPLA’s) that
encompassed the RK and BT. The SPLA’s were
required as previous licences had reached their 5
year anniversary. The Company continues to receive
strong Government support and strong endorsement
from the Thai Prime Minister’s Office and the Director
General, Department of Primary Industry and Mines.
In mid-2024 Special Prospecting Licenses for KT
East were approved. This represented a material
extension to the RKLP. Exploration at KT East has
included mapping, rock-chip and soil sampling. This
has resulted in the delineation of a large lepidolite
pegmatite dyke swarm approximately 2.1km long and
1.2km wide with a coherent Main Zone 2km long and
500m wide, see Figure 2. Individual pegmatite dykes
are mapped up to 20m wide. The Company has plans
to conduct trenching and drilling at KT East.
Flagship hosted its MOU partner IRPC Public Company
Limited (IRPC), and leading Chinese lepidolite
processor and lithium chemical producer Xongxing
Specialty Materials Technology Co. Ltd (Yongxing) on a
site visit to RKLP, including the KT East.
The Company still awaits the grant of new SPL’s
for the RK and BT prospects. Given current market
conditions and pricing for lithium compounds
the Company is maintaining RKLP but is limiting
expenditure as far as practicable until there is a
change in the underlying lithium market.
Figure 1: RK Lithium Project - Regional Setting.
Figure 2: KT East Lithium Prospect - Rock Chip and Soil Sampling.
Flagship Minerals | 2024 Annual Report
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Figure 3: Rosario Copper Project - Regional Setting.
Rosario Copper Project
In mid 2024 Flagship entered into an option
agreement to secure the highly prospective Rosario
Copper Project (Rosario) in one of the world’s premier
copper mining regions, see Figure 3. Previous
explorers had demonstrated to the high grade nature
of the project with 73 out of 89 rock-chip samples
(>80%) at >0.1% Cu and averaging 2.13%.
The project is located in an infrastructure rich setting
approximately 10km north of the famous El Salvador
copper mine operated by Codelco, with a copper
smelter at Codelco’s Porterillos project also located
l nearby. Additional processing infrastructure is also
located approximately 100km to the east where
ENAMI operates oxide and sulphide processing on a
toll treatment basis for mineralisation sourced from
surrounding small to medium scale miners.
Rosario is prospective for Manto style copper +/-
silver mineralisation. The project area contains three
distinct prospective trends with a combined strike
length of ~15km and mineralised zones potentially
up to 200m wide.
Following the acquisition, Flagship conducted
rock-chip, soil and stream sediment sampling.
A program of geochemical exploration was
completed. A total of 316 samples were collected,
including 193 soil samples, 100 rock-chip samples
and 23 stream sediment samples.
Rock chip sampling was undertaken from outcrop,
subcrop, float, dozer rip lines, road cuttings, old mine
dumps, trenches and drill spoil. Outcrops are decent
around the old mines and in prospecting pits, other
excavations and natural slope breaks, however, the
project area does contain extensive areas of alluvial
to colluvial gravels and scree mostly located between
the Rosario Eastern Trend (RET) and Rosario Central
Trend (RCT). A total of 100 rock chip samples were
collected across the project area. Some samples
were collected proximal to rock chip samples taken
by previous explorers, which yielded numerous
results in the 1-5% Cu range, with rock chip results
up to 8.9% Cu. Greater than 50% of rock chip assays
returned Cu values in excess of 0.10% Cu, with an
average grade of 2.06% Cu and 12g/t Ag. See Figure 4
for rock chip locations and rock chip assays.
Results generally enhance previous exploration
results with many samples containing Cu and silver
(Ag) mineralization. Additional sampling broadened
existing prospects and located new areas.
Soil sampling at RET, was conducted on a 200m x
50m grid covering approximately 2.5km of strike.
The copper target zone outlined by the soil sampling
combined with the results from rock-chip sampling
and the location of old workings indicate a target
zone along RET is 150-250m wide, and occurs over
a strike length of 3.6km, with 2.6km of this trend
located inside our tenement holdings. Soil sampling
is of particular use where outcrop is poor and masked
by a veneer of shallow gravel cover especially on the
northern third of the RET.
Flagship Minerals | 2024 Annual Report
11
The copper target zone outlined by the soil sampling
combined with the results from rock chip sampling
and the location of old workings indicate a target zone
along the RET is 150-250m wide, occurring over a
strike length of 3.6km, with 2.6km of this trend located
inside Flagship's license holdings. Soil samples
with >150ppm Cu are considered anomalous with
maximum copper of 1928 ppm being recorded. The soil
anomaly generated along the RET is shown in Figure 5.
A total of 23 stream sediment sampling samples
were collected. The stream sampling program had
two main objectives: 1. To confirm whether copper
anomalism could be detected in ‘stream sediments’
downstream of known outcropping copper
mineralisation, and hence whether stream sampling
is a reliable method of vectoring to mineralisation;
and 2. To investigate catchments throughout the
project area using ‘stream sediments’ as a vector
to new zones of copper mineralisation, and develop
a better understanding of mineralisation potential
of the Rosario project area, see Figure 6. The survey
delivered vectors to six new Copper targets with
three categorised as High Priority. The survey also
confirmed the large-scale nature of highly elevated
copper across much of the Rosario.
Flagship lodged additional exploration concession
applications at Rosario which will see holdings
expand from 25km2 to 86km2. The new applications
expand prospectivity, capturing interpreted strike
extensions of existing mineralised trends and
encompass important corridors for future energy
and infrastructure requirements, as well as
potential water sources.
Tata Atacama Lithium Project
The Tama Atacama Lithium Project (TALP)
distinguishes itself as one of South America’s
largest and most strategically positioned lithium
brine projects. The project is set at an altitude of
800-1100m, and sits within the 12,500km2 Pampa
del Tamarugal Basin, in the Atacama Desert in
northern Chile. See Figure 7. The total project area is
~1,535km2, of which ~1,234km2 comprises granted
exploration concessions and ~1,036km2 is subject
to binding Option Agreements to purchase 100%.
Figure 4: Rosario Copper Project - Concessions and Surrounds.
Figure 5: Rosario Copper Project - Mineralisation Trends
and Rock Chip Results.
Flagship Minerals | 2024 Annual Report
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The project is well-supported with all necessary
transport and energy infrastructure, and is situated
40-60km from the coast and only 75km from Iquique,
a well-equipped coastal city with a population of
200,000, a deep water bulk and container port.
The project is 75km from Port of Patillos, Chile’s
largest salt export terminal, providing Flagship
a potential solution for waste salt, and several
pipelines pump sea water through Flagship’s project
areas, providing a potential solution to achieving
water balance. The project is north of Chile’s lithium
chemical refining hub in Antofagasta, with access
by rail and road.
Surface sampling of salt crusts indicate a similar
geochemical signatures to Salar de Atacama.
Analysis of historical geophysics (seismic) show
a very large basin up to 600m deep. Extensive
lithium surface anomalies with lithium results up
to 2,200ppm Li, and averaging 700ppm Li (56/177
assays, 270ppm cutoff) extend over ~160km.
The project is ready to drill and Flagship has identified
potential drill sites, especially at the northern end of
the basin. Holes are planned to around 400m depth.
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.
Flagship retains a Special Prospecting Licence
Application which encompasses the old Khao Soon
mine, which was a significant producer into the early
1980’s. The old mine was worked to about 100m
below surface and is totally open at depth, and has
never been drilled.
Flagship is assessing value accretive options for
the KTSP.
Thank you for your support,
Figure 6: Rosario Copper Project: Prospects and Stream
Sediment Anomalies.
Figure 7: Tama Atacama Lithium Project - Regional Setting.
David Hobby
Flagship Minerals | 2024 Annual Report
13
Our Commitment
At Flagship Minerals we focus on delivering inclusive outcomes that
consider the communities and their surrounds in which we operate.
We believe in reciprocity – if community thrives we thrive, and vice
versa. 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.
Flagship’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.
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 wholeheartedly support the UN’s sustainable
development goals, with a primary focus on three
specific goals:
Flagship Minerals | 2024 Annual Report
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Flagship’s Gender Equality initiative included 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.
Flagship practices sustainable resource management
with #PAMGreen (to be relabelled #FlagshipGreen).
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.
Flagship Minerals | 2024 Annual Report
15
Board of Directors
Paul Lock
Chairman
& Managing Director
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 Flagship Minerals 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.
David Hobby
Technical Director
& Chief Geologist
David is an Economic geologist and has been involved in
the minerals industry for 35 years. He is member of the
AusIMM and Competent Person under the JORC Code
for many styles of mineralisation.
Qualifications:
B.App Sci (Geology), MAusIMM, Competent Person under
the JORC Code.
Experience and expertise:
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 project 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’s geological qualifications and experience are
complimented with skills in project management,
environmental management, Occupational Health
and Safety, contractor, government and stakeholder
management.
Flagship Minerals | 2024 Annual Report
16
David Docherty
Non-Executive Director
Thanasak
Chanyapoon
Non-Executive Director
Board of Directors
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.
Resignations
On the 30 April, 2024, Ms Supriya Sen stepped down as a Non Executive Director of Flagship Minerals (formerly Pan Asia
Metals) to pursue other interests. Ms Sen was appointed on 10 May 2022, and, during her 2 years at Flagship, provided a
valuable contribution based on her experience in banking and project finance. Ms Sen remains a friend of the Company
and may provide consulting services in the future. We wish Ms Sen the very best in her future endeavours.
Elissa Hansen
Australian Company Secretary
Nor Hafiza Binte Alwi
Singapore Company Secretary
Qualifications:
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.
Company Secretaries
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.
Flagship Minerals | 2024 Annual Report
17
Flagship Minerals | 2024 Annual Report
18
FLAGSHIP MINERALS LIMITED
(Formerly known as Pan Asia Metal Limited)
AND ITS SUBSIDIARIES
(Company registration no.:201729187E)
(Incorporated in the Republic of Singapore)
AUDITED FINANCIAL STATEMENTS
AND OTHER FINANCIAL INFORMATION
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2024
Flagship Minerals | 2024 Annual Report
19
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Corporate directory
31 December 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)
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
Auditor
CLA Global TS Public Accounting Corporation
80 Robinson Road, #25-00
Singapore 068898
Stock exchange listing
Flagship Minerals Limited shares are listed
on the Australian Securities Exchange
(ASX code: FLG)
Website
www.flagshipminerals.com
Flagship Minerals | 2024 Annual Report
20
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Directors' report
31 December 2024
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as
the 'Consolidated Entity') consisting of Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited) (referred to
hereafter as the 'Company' or 'Parent Entity') and the entities it controlled at the end of, or during, the year ended 31 December
2024.
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
Arrangements to enable directors to acquire benefits by means of the acquisition of shares and debentures
Neither at the end of the year nor at any time during the 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
The directors of the Company holding office at the end of the 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 the name of director
Shareholdings in which a
director is deemed to have
an interest
At 01.01.2024 At 31.12.2024 At 01.01.2024 At 31.12.2024
Flagship Minerals Limited (No. of ordinary shares)
Mr Paul David Lock
42,099,750
10,502,527
-
36,666,667*
Mr David John Hobby
4,677,750
6,680,527
-
-
Mr David Michael Docherty
-
-
22,510,419
22,901,215
Mr Thanasak Chanyapoon
3,602,293
3,993,089
-
-
50,379,793
21,176,143
22,510,419
59,234,552
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.
* On 22 November 2024, Mr Paul David Lock transferred 11,666,667 shares to Global Emerging Markets Group (GEM) as
part of the A$35 million Capital Commitment Agreement (Facility) between the Company and GEM. The Company was
required to place shares in escrow with an equivalent value of the Facility front end fee and Mr Lock agreed to place his shares
in escrow for the benefit of the Company. On 3 December 2024, Mr Paul David Lock transferred a further 25,000,000 shares
to GEM as collateral shares to facilitate a drawdown for the benefit of the Company. The transfer of these shares to GEM was
not a sale of shares.
Flagship Minerals | 2024 Annual Report
21
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Directors' report
31 December 2024
Directors’ interests in shares (continued)
According to the register of directors’ shareholdings, certain directors holding office at the end of the financial year had interests
in options to subscribe for ordinary shares of the Company in relation to the share placement plan as set out below and under
“Share Options” below.
No. of unissued ordinary shares
under option
At 01.01.2024
At 31.12.2024
Name of director
Mr Paul David Lock
-
868,056
Mr David John Hobby
-
868,056
-
1,736,112
Shares options
During the year, the directors participated in the top-up share placement plan to new and existing shareholders. The share
placement plan includes the issue of one new option for every two new shares applied for with an exercise price of A$0.15
per option and expiring two years from the issue date 13 November 2024. These options were estimated to be approximately
US$27,000 at the grant date using the Black-Scholes option pricing model.
Details of the options granted to an executive director of the Company are as follows:
No. of unissued ordinary shares of the Company under option
Granted in
financial year
ended
Aggregate
granted since
commencement
of the plan to
Aggregate
exercised since
commencement
of scheme to
Aggregate
outstanding as at
31.12.2024
31.12.2024
31.12.2024
31.12.2024
Mr Paul David Lock
868,056
868,056
-
868,056
Mr David John Hobby
868,056
868,056
-
868,056
The number of unissued ordinary shares of the Company under option in relation to the share placement plan outstanding at
the end of the year was as follows:
No. of unissued
ordinary shares under
option at 31.12.2024
Exercise period
Exercise price
Number of options
5,493,407
13.11.2024 – 13.11.2026
A$0.15
5,493,407
During the year, there were no forfeiture, exercise or lapse of options reported.
There were no shares issued during the 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 year.
Dividends
There were no dividends paid, recommended or declared during the current or previous year.
Flagship Minerals | 2024 Annual Report
22
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Directors' report
31 December 2024
Review of operations
The loss for the Consolidated Entity after providing for income tax amounted to US$2,185,237 (2023: US$3,339,284).
The net assets of the Consolidated Entity increased by US$195,183 to US$10,958,477 as at 31 December 2024 (2023:
decreased by US$2,045,408 to US$10,763,294).
As at 31 December 2024, the Consolidated Entity had net current liabilities of US$1,579,050 (2023: net current liabilities of
US$1,311,079). The Consolidated Entity had net cash outflows from operating activities for the year of US$1,879,277 (2023:
US$2,619,651). The total cash at banks and deposits at the end of the year amounted to US$144,089 (2023: US$120,138).
Matters subsequent to the end of the financial year
On 10 January 2025, the Company announced its rebrand from Pan Asia Metals Limited to Flagship Minerals Limited following
the shareholders vote to change the Company’s name marking a break in the Company’s exclusive geographic focus on Asia,
and on Lithium.
On 24 January 2025, the Company issued 1,270,239 shares at A$0.0531 per share to GEM Facility forming a part of the A$35
million Capital Commitment Agreement.
On 20 February 2025, the Company announced that it had updated the terms of its convertible notes. As per the terms, the
Company retains the option to repay the convertible notes, or part thereof, at its election, at any time with 10 days notice. The
Investors have the option to convert their convertible notes at any time into the Company’s shares at A$0.075 per share.
No other matter or circumstance has arisen since 31 December 2024 that has significantly affected, or may significantly affect
the Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future years.
Environmental regulation
The Consolidated Entity is not subject to any significant environmental regulation.
Indemnity and insurance of officers
The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity as a director
or executive, for which they may be held personally liable, except where there is a lack of good faith.
During the year, the Company paid a premium in respect of a contract to insure the directors and executives of the Company
against a liability.
Independent auditor
The independent auditor, CLA Global TS Public Accounting Corporation, has expressed its willingness to accept re
appointment
This report is made in accordance with a resolution of the directors.
On behalf of the directors
___________________________
___________________________
Paul David Lock
David John Hobby
Director
Director
28 March 2025
Flagship Minerals | 2024 Annual Report
23
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Statements of profit or loss and other comprehensive income
For the year ended 31 December 2024
Consolidated
Note
2024
2023
US$
US$
The above statements of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
Income
Gain on sale of plant and equipment
10,350
-
Interest income
711
430
Miscellaneous income
18,056
20,565
Expenses
Corporate and administration expenses
6
(822,941)
(1,267,793)
Finance cost
7
(104,274)
(4,297)
Employment expenses
5
(683,047)
(861,965)
Depreciation expense
(41,403)
(45,442)
Rental expenses
12(d)
(1,855)
(4,650)
Marketing and promotion expenses
(99,929)
(451,918)
Subscription expenses
(68,940)
(114,042)
Foreign exchange gains/(losses), net
32,998
(210,565)
Professional fees
(424,963)
(399,607)
Loss before income tax expense
(2,185,237)
(3,339,284)
Income tax expense
8
-
-
Loss after income tax for the year attributable to the equity holders of the
Company
(2,185,237)
(3,339,284)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation gain on consolidation
199,148
53,811
Other comprehensive income for the year, net of tax
199,148
53,811
Total comprehensive loss for the year attributable to the equity holders of the
Company
(1,986,089)
(3,285,473)
Cents
Cents
Basic loss per share
28
(1.20)
(2.14)
Diluted loss per share
28
(1.20)
(2.14)
Flagship Minerals | 2024 Annual Report
24
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Statements of financial position
As at 31 December 2024
Consolidated
Parent
Note
2024
2023
2024
2023
US$
US$
US$
US$
The above statements of financial position should be read in conjunction with the accompanying notes
Assets
Current assets
Cash and cash equivalents
9
144,089
120,138
11,891
2,617
Other receivables
10
484,896
197,096
787,348
2,043,051
Prepayments
23,065
25,961
20,391
21,709
Total current assets
652,050
343,195
819,630
2,067,377
Non-current assets
Refundable deposits
12,915
20,224
-
-
Investment in subsidiaries
14
-
-
14,431,818
11,677,760
Property, plant and equipment
11
42,997
68,287
5,964
1,566
Right-of-use assets
12
26,093
49,803
-
-
Exploration and evaluation assets
13
12,486,869
11,999,831
-
-
Total non-current assets
12,568,874
12,138,145
14,437,782
11,679,326
Total assets
13,220,924
12,481,340
15,257,412
13,746,703
Liabilities
Current liabilities
Other payables
15
1,163,229
1,295,495
789,345
746,016
Borrowings
17
833,461
-
833,461
-
Leases
12
26,093
24,246
-
-
Accrued expenses
16
208,317
334,533
196,268
318,980
Total current liabilities
2,231,100
1,654,274
1,819,074
1,064,996
Non-current liabilities
Lease liabilities
12
-
25,558
-
-
Provision for employee benefits
31,347
38,214
-
-
Total non-current liabilities
31,347
63,772
-
-
Total liabilities
2,262,447
1,718,046
1,819,074
1,064,996
Net assets
10,958,477
10,763,294
13,438,338
12,681,707
Equity
Issued capital
18
18,781,860
16,725,974
18,781,860
16,725,974
Reserves
19
227,307
(97,227)
125,386
-
Accumulated losses
(8,050,690)
(5,865,453)
(5,468,908)
(4,044,267)
Total equity
10,958,477
10,763,294
13,438,338
12,681,707
Flagship Minerals | 2024 Annual Report
25
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Statements of changes in equity
For the year ended 31 December 2024
The above statements of changes in equity should be read in conjunction with the accompanying notes
Issued
Accumulated
Total equity
capital
Reserves*
losses
Consolidated
US$
US$
US$
US$
Balance at 1 January 2023
13,072,507
(151,038)
(2,526,169)
10,395,300
Loss after income tax expense for the year
-
-
(3,339,284)
(3,339,284)
Other comprehensive income for the year, net of tax
-
53,811
-
53,811
Total comprehensive income/(loss) for the year
-
53,811
(3,339,284)
(3,285,473)
Transactions with owners in their capacity as owners:
Issuance of new shares (Note 18)
3,595,160
-
-
3,595,160
Issuance of new shares to directors (Note 18)
152,802
-
-
152,802
Shares issued in lieu of professional fees (Note 18)
30,105
-
-
30,105
Shares issued in consideration for marketing services (Note
18)
79,155
-
-
79,155
Share issue expenses (Note 18)
(203,755)
-
-
(203,755)
Balance at 31 December 2023
16,725,974
(97,227)
(5,865,453)
10,763,294
Issued
Accumulated
Total equity
capital
Reserves*
losses
Consolidated
US$
US$
US$
US$
Balance at 1 January 2024
16,725,974
(97,227)
(5,865,453)
10,763,294
Loss after income tax expense for the year
-
-
(2,185,237)
(2,185,237)
Other comprehensive income for the year, net of tax
-
199,148
-
199,148
Total comprehensive income/(loss) for the year
-
199,148
(2,185,237)
(1,986,089)
Issue of new shares (Note 18)
914,894
-
-
914,894
Issuance of new shares to directors (Note 18)
272,385
-
-
272,385
Shares issued in lieu of services
(Note 18)
249,591
-
-
249,591
Shares issued to employees (Note 18)
21,551
-
-
21,551
Shares issued towards funding facility from Alpha (Note 18)
265,581
-
-
265,581
Issue of options (Note 19)
-
84,953
-
84,953
Issuance of shares in lieu of repayment of Director loan (Note
18)
444,642
-
-
444,642
Equity component of convertible notes (Note 19)
-
40,433
-
40,433
Share issue expenses (Note 18)
(112,758)
-
-
(112,758)
Balance at 31 December 2024
18,781,860
227,307
(8,050,690)
10,958,477
* Reserves are non-distributable
Flagship Minerals | 2024 Annual Report
26
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Statements of cash flows
For the year ended 31 December 2024
Consolidated
Note
2024
2023
US$
US$
The above statements of cash flows should be read in conjunction with the accompanying notes
Cash flows from operating activities
Loss for the year
(2,185,237)
(3,339,284)
Depreciation of plant and equipment
11
17,906
21,626
Depreciation of right of use assets
12
23,497
23,816
Finance cost
7
104,274
4,297
Gain on sale of plant and equipment
(10,350)
-
Unrealised foreign exchange differences
229,405
44,811
(1,820,505)
(3,244,734)
Changes in working capital
-
-
Prepayments
2,896
59,380
Other receivables
(22,219)
(67,015)
Other payables
229,167
622,572
Employee benefits
(6,867)
10,146
Net cash used in operating activities
(1,617,528)
(2,619,651)
Cash flows from investing activities
Payments for plant and equipment
11
(6,117)
-
Proceeds from sale of plant and equipment
17,592
-
Payments for exploration and evaluation assets
13
(463,005)
(2,302,006)
Refund of deposits
7,309
-
Net cash used in investing activities
(444,221)
(2,302,006)
Cash flows from financing activities
Proceeds from issuance of ordinary shares
1,133,851
3,653,467
Loan from Directors
399,530
-
Loan from related party
20,402
-
Advances from Directors
-
444,643
Proceeds from issue of convertible notes
557,977
-
Repayment of lease liabilities
(23,457)
(22,116)
Interest paid
(2,603)
(4,297)
Decrease/(increase) in restricted bank deposits
45,451
(795)
Net cash from financing activities
2,131,151
4,070,902
Net increase/(decrease) in cash and cash equivalents
69,402
(850,755)
Cash and cash equivalents at the beginning of the year
9
54,852
905,607
Cash and cash equivalents at the end of the year
124,254
54,852
Flagship Minerals | 2024 Annual Report
27
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 1. General information
The financial statements cover both Flagship Minerals Limited (the “Company”) and its subsidiaries (the “Consolidated Entity”).
The financial statements are presented in United States Dollar, which is the Company’s functional and presentation currency.
Flagship Minerals Limited 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
Level 23, 52 Thaniya Plaza, Zone B
Robinson 77
Silom Road Suriyawong, Bangkok
Singapore 068896
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 2024, the Consolidated Entity reported a net loss of US$2,185,237 (2023: net
loss of US$3,339,284). 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 2024, the Consolidated Entity has cash at banks and deposits
of US$144,089 (2023: US$120,138) and its current liabilities exceeded its current assets by US$1,579,050
(2023: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 2024 reflects that the Consolidated
Entity will be required to raise additional working capital during the next 12-month period from the date of the 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 the 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:
● The Company’s track record of successfully raising capital. The Company raised US$914,894 in 2024, US$3,595,160
in 2023 and US$5,865,677 in 2021. The Company also raised approximately US$744,000 via convertible notes in 2024;
● As disclosed in Note 26, the Company secured A$35 million Capital Commitment Agreement (“Facility”) from Global
Emerging Markets Group (“GEM”) in 2024 and also issued to GEM with 2 tranches of 10 million options with exercise
price of A$0.125 per option and 10 million options with exercise price of A$0.2 per option and expiring 5 years from the
issued date. Subsequent to the year end, the Company raised approximately A$67,000 through the issue of 1,270,239
shares at A$0.0531 per share to the Facility. The Company also has an At-the-Market (“ATM”) funding facility with Alpha
Investment Partners Pty. Ltd providing it with further flexibility and viable alternatives for its fund raising requirements;
● If, required, the ability of the Consolidated Entity to further scale back parts of its operations and ongoing management
of the underlying cost base (primarily through employee costs, improved technology efficiencies and other operating
cost reductions);
● Meeting its obligations by either farm-out or partial sale of the Consolidated Entity’s exploration interests, if required;
● Interest from strategic and trade investors have and continues to be received in the Company's lithium assets in Thailand
and Chile;
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28
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 1. General information (continued)
Going concern (continued)
● As the Company is an ASX-listed entity, the Company has the ability to raise additional funds and has proven that it can
raise additional funds as and when required;
● Access to loans which directors have in the past provided and may elect to provide on terms yet to be negotiated and
agreed in the future;
● The Company has strategically set critical metals assets for which corporate entities have indicated an interest to enter
into negotiations to partner or participate, and the securing of such partnerships may result in an inflow of new capital;
and
● Other avenues that may be available to the Consolidated Entity.
In the long term, the development of mineral reserves 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 2024:
Description
Effective for
annual periods
beginning on or
after
Amendments to SFRS(I) 1-1: Classification of Liabilities as Current or Non-current
1 January 2024
Amendments to SFRS(I) 1-1: Non-current Liabilities with Covenants
1 January 2024
Amendments to SFRS(I) 16: Lease Liability in a Sales and Leaseback
1 January 2024
Amendments to SFRS(I) 1-7 and SFRS(I) 7: Supplier Finance Arrangements
1 January 2024
Amendments to SFRS(I) 1-21: Lack of Exchangeability
1 January 2024
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.
Flagship Minerals | 2024 Annual Report
29
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information
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.
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.
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30
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (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 Dollar (“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 Entity’s financial statements
The results and financial position of all the Consolidated Entity (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.
Interest income
Interest income from financial assets at amortised cost 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.
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31
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (continued)
Financial assets (continued)
(a) Classification and measurement (continued)
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 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 (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 (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 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 loss in profit or loss for all financial assets with a corresponding adjustment
to their carrying amount through a loss allowance account.
(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.
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32
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (continued)
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.
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.
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.
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33
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (continued)
Lease liabilities (continued)
For a contract that contains 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.
Other payables
Other payables represent liabilities for goods and services provided to the Consolidated Entity prior to the end of the 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.
Other payables are initially recognised at fair value, and subsequently carried at amortised cost using the effective interest
method.
Convertible notes
The total proceeds from convertible notes issued are allocated to the liability component and the equity component, which are
separately presented on the statement of financial position.
The liability component is recognised initially at its fair value, determined using a market interest rate for equivalent non-
convertible notes. It is subsequently carried at amortised cost using the effective interest method until the liability is
extinguished on conversion or redemption of the bonds.
The difference between the total proceeds and the liability component is allocated to the conversion option (equity component),
which is presented in equity net of any deferred tax effect. The carrying amount of the conversion option is not adjusted in
subsequent periods. When the conversion option is exercised, its carrying amount is transferred to the share capital. When
the conversion option lapses, its carrying amount is transferred to retained profits.
Borrowings
Borrowings are initially recognised at fair value (net of transaction costs) and subsequently carried at amortised cost. Any
difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the
period of the borrowings using the effective interest method.
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.
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34
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (continued)
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 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.
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.
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35
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (continued)
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.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the executive committee whose
members are responsible for allocating resources and assessing performance of the operating segments
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares are
deducted against the share capital account.
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 the end of each 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
Plant and equipment, right-of-use assets and investments in subsidiaries 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.
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36
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 2. Material accounting policy information (continued)
Employee compensation
(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 payments
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 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) Defined benefit plans
Defined benefit plans are post-employment benefit pension plans other than defined contribution plans. Defined benefit plans
typically define the amount of benefit that an employee will receive on or after retirement, usually dependent on one or more
factors such as age, years of service and compensation.
The liability recognised in the statement of financial position in respect of defined benefit plan is the present value of the
defined benefit obligation at the reporting date less the fair value of the plan assets. The defined benefit obligation is calculated
annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation
is determined by discounting the estimated future cash outflows using market yields of high-quality corporate bonds that are
denominated in the currency and the country in which the benefits will be paid, and have tenures approximating to that of the
related post-employment benefit obligations.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited
to profit or loss income in the period when they arise. The experience adjustments are not to be reclassified to profit or loss in
a subsequent period. Past service costs are recognised immediately in profit or loss.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Flagship Minerals Limited, excluding
any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding
during the year, adjusted for bonus elements in ordinary shares issued during the year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
Flagship Minerals | 2024 Annual Report
37
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 3. Critical accounting judgements, estimates and assumptions
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. The carrying amounts of exploration and evaluation assets are disclosed in Note 13.
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 there are no impairment indicators noted. The carrying amounts of
investments in subsidiaries is disclosed in Note 14.
Assessment of the conversion features of the convertible notes
During the year ended 31 December 2024 , the Company entered into a convertible note agreement ( the “Agreement”) with
multiple investors (“Investors”) for a loan amount of US$744,000 under two series as per the details mentioned below:
On 28 March 2024, the Company announced that it had entered into a series of convertible notes hereon termed as "Series
1 Notes". These notes earn 16% per annum, payable at maturity. One half of the Series 1 Notes have a 365 day maturity and
are convertible at A$0.075 per share, the remaining half have a 455 day maturity and are convertible at A$0.15 per share. The
Series 1 Notes are convertible at the investors’ option from 6 months after issue and redeemable at the Company's option
with 10 days’ notice.
On 01 November 2024, the Company announced that it had entered into a series of convertible notes hereon termed as
“Series 2 Notes”. These notes earn 16% per annum, payable quarterly in arrears. The Series 2 Notes have an 18 month
maturity and are convertible at A$0.075 per share, The Series 2 Notes are convertible at the investors’ option from 6 months
after issue and are redeemable at the Company's option with 10 days’ notice with a minimum 6 months interest payable.
The convertible notes are hybrid financial instruments which have been classified and measured as a financial liability with
equity element in accordance with the requirements of SFRS(I) 1-32 Financial Instruments: Presentation and SFRS(I) 9
Financial Instruments. The valuation and accounting treatment of the convertible notes is a complex area and require the use
of judgements and estimates. The separation of the equity element from the liability element of a convertible notes would
involve a significant degree of judgement and the determination of the fair value for the convertible notes involves significant
degree of estimation uncertainty in assessing the appropriateness of the valuation methodology to be applied and the
reasonableness of discount rate applied in the valuation. The carrying amount of the liability component of the convertible
notes on initial recognition at the end of the year is disclosed in Note 17.
Note 4. Segment disclosures
The Consolidated Entity does not have any reportable operating segments as it solely operates in one segment, being the
exploration of resources within the South East Asian region. The internal reports that are reviewed and used by the Board of
Directors (who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining
allocation of resources are prepared on the Consolidated Entity as a whole.
Flagship Minerals | 2024 Annual Report
38
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 5. Employment expenses
Consolidated
2024
2023
US$
US$
Wages and salaries
493,257
692,688
Employer’s contribution to defined contribution plans
11,506
22,700
Share based payments
178,284
146,577
683,047
861,965
Note 6. Corporate and administration expenses
Consolidated
2024
2023
US$
US$
Investor relations
24,139
-
Advisory fees
83,676
-
Business development
655,062
942,362
Share registry fee
31,148
15,453
Foreign currency (gains)/losses, net
(99,542)
72,586
Travelling
55,230
159,132
ASX charges
38,869
33,466
Insurance
18,958
14,035
Other expenses
15,401
30,759
822,941
1,267,793
During the year, the Consolidated Entity has incurred purchase option fee of US$200,000 as part of business development
expenses for option payment of binding option agreements to purchase 100% of the Tama Atacama Lithium Brine Project and
Rosario Project. In order to keep the purchase option offered valid, for each year that the agreements are in force, as disclosed
in Note 26, the Consolidated Entity must pay annually to the contracting party from the effective date of the agreement until
its termination.
Note 7. Finance cost
Consolidated
2024
2023
US$
US$
Interest on lease liabilities
2,603
4,297
Interest on Director's loan
4,009
-
Interest on convertible note (Note 17)
89,842
-
Loss from modification of convertible note (Note 17)
7,820
-
104,274
4,297
Flagship Minerals | 2024 Annual Report
39
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 8. Income tax expense
No provision for current taxation has been made as there is no taxable profit for the years 31 December 2024 and 2023.
The tax on the Consolidated Entity's loss before tax differs from the theoretical amount that would arise using the Singapore
standard rate of income tax as follows:
Consolidated
2024
2023
US$
US$
Loss before tax
(2,185,237)
(3,339,284)
Tax at the statutory tax rate of 17%
(371,490)
(567,678)
- Expenses not deductible for tax purposes
-
35,796
- Income not subject to tax
(5,503)
-
- Deferred tax assets not recognised
376,993
531,882
Income tax expense
-
-
The Consolidated Entity has deferred tax assets arising from unrecognised tax losses of US$5,427,658 (2023: US$3,210,052)
at the reporting date which can be carried forward and used to offset against future taxable income subject to meeting certain
statutory requirements by those companies with unrecognised tax losses in their respective countries of incorporation. The
tax losses have no expiry date. The deferred tax asset has not been recognised in the statements of financial position as it is
not probable that future taxable profits will be sufficient to allow the related tax benefits to be utilised.
Note 9. Cash and cash equivalents
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Cash at bank
124,254
54,852
11,891
2,617
Restricted bank deposits
19,835
65,286
-
-
144,089
120,138
11,891
2,617
As at 31 December 2024, the Consolidated Entity has pledged fixed deposits of US$19,835 (2023: US$65,286) as collateral
for bank guarantees issue for obligation of the performance under the contract with Department of Primary Industries and
Mines (DPIM) of Thailand.
For the purpose of presenting the statement of cash flows, cash and cash equivalents comprise the following at the end of the
year:
Consolidated
2024
2023
US$
US$
Cash at banks and deposits
144,089
120,138
Less: Restricted bank deposits
(19,835)
(65,286)
124,254
54,852
Flagship Minerals | 2024 Annual Report
40
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 10. Other receivables
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Non-related parties
972
4,922
-
-
VAT receivable
218,343
192,174
-
6,138
219,315
197,096
-
6,138
Other receivables from subsidiaries(b)
-
-
998,628
2,523,540
Less: Allowance for expected credit loss (Note 20)
-
-
(476,861)
(486,627)
Other receivables (Collateral shares for Alpha)(a)
265,581
-
265,581
-
265,581
-
787,348
2,036,913
484,896
197,096
787,348
2,043,051
(a)
Collateral shares issued for the At-the-Market (“ATM”) funding facility with Alpha Investment Partners ("Alpha"). These
shares will be sold in the market at the Company’s instructions and the sale proceeds less the commission of 7% will be
paid to the Company.
(b)
Other receivables from subsidiaries represent loans to subsidiaries for the purpose of funding the exploration and
evaluation expenditures in Thailand. The loans to subsidiaries are unsecured, interest-free and repayable on demand.
During the year ended 31 December 2024, loans to subsidiaries amounting to US$1,857,682 were reclassified to
investment in subsidiaries as there is no certainty on the definite date of repayment as the Company intends to provide
the loans as financing for the operations of the subsidiaries for the long term. Accordingly, these loans are considered to
be quasi-capital loans. The settlement of the amounts is neither planned nor likely to occur in the foreseeable future,
therefore form part of the Company’s costs of investments in the subsidiaries.
Note 11. Property, plant and equipment
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Property, plant and equipment
111,657
139,367
11,626
5,773
Less: Accumulated depreciation
(68,660)
(71,080)
(5,662)
(4,207)
Net carrying amount
42,997
68,287
5,964
1,566
Office
equipment
Consolidated
US$
Cost
At 1 January 2023
138,466
Currency translation differences
901
At 31 December 2023
139,367
Additions
6,117
Disposal
(33,973)
Currency translation differences
146
At 31 December 2024
111,657
Flagship Minerals | 2024 Annual Report
41
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 11. Property, plant and equipment (continued)
Consolidated
Office
equipment
US$
Accumulated depreciation
At 1 January 2023
44,927
Depreciation charge
21,626
Currency translation differences
4,527
At 31 December 2023
71,080
Depreciation charge
17,906
Disposal
(26,731)
Currency translation differences
6,405
At 31 December 2024
68,660
Accumulated depreciation
At 1 January 2023
2,978
Depreciation charge
1,229
At 31 December 2023
4,207
Depreciation charged
1,455
At 31 December 2024
5,662
Note 12. Leases
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 (2023 :3
years). The Consolidated Entity’s obligations are secured by the lessors’ title to the leased assets.
Consolidated
2024
2023
US$
US$
Leasehold properties
26,093
49,803
Company
Cost
At 1 January 2023 and 31 December 2023
5,773
Additions
5,853
At 31 December 2024
11,626
Flagship Minerals | 2024 Annual Report
42
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 12. Leases (continued)
(a) Carrying amounts of leasehold properties
Consolidated
Leasehold
properties
$
At 1 January 2024
49,803
Depreciation charge
(23,497)
Exchange differences
(213)
At 31 December 2024
26,093
At 1 January 2023
72,036
Depreciation charge
(23,816)
Exchange differences
1,583
At 31 December 2023
49,803
(b) Depreciation charged during the year
Consolidated
2024
2023
US$
US$
Leasehold properties
23,497
23,816
(c) Interest expense
Consolidated
2024
2023
US$
US$
Interest expense on lease liabilities
2,603
4,297
(d) Lease expense not capitalised in lease liabilities
Consolidated
2024
2023
US$
US$
Lease expense –short-term leases
1,855
4,650
(e) Total cash outflow for the leases in 2024 is US$37,915 (2023: US$31,063).
(f) Lease liabilities
Consolidated
2024
2023
US$
US$
Lease liabilities (secured):
Current
26,093
24,246
Non-current
-
25,558
26,093
49,804
Flagship Minerals | 2024 Annual Report
43
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 12. Leases (Continued)
(f) 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:
Non-Cash Changes
At 1 January
Addition
Repayments
Interest
expense
Foreign
exchange
movement
At 31
December
US$
US$
US$
US$
US$
US$
2024
Lease liabilities
49,804
-
(26,060)
2,603
(254)
26,093
2023
Lease Liabilities
72,036
-
(26,413)
4,297
(116)
49,804
(g) 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 13. Exploration and evaluation assets
Consolidated
2024
2023
US$
US$
Exploration and evaluation assets - at cost
12,486,869
11,999,831
2024
2023
US$
US$
Reconciliation of exploration and evaluation assets
Beginning of year
11,999,831
9,686,898
Expenditure during the year
463,005
2,302,006
Exchange difference
24,033
10,927
End of year
12,486,869
11,999,831
The expenditure during the year was predominantly in respect of costs incurred on the Reung Kiet Lithium Project with minor
expenditure on the Rosario Copper Project.
Note 14. Investment in subsidiaries
Parent
2024
2023
US$
US$
Unquoted equity shares, at cost
12,623,479
11,677,760
Loan to subsidiaries (Note 10)
1,857,682
-
Impairment losses on subsidiary
(49,343)
-
14,431,818
11,677,760
Loan to subsidiaries
The loans to subsidiaries which are unsecured and non-interest bearing and are quasi-equity in nature. The settlement of
the loans is not expected to be settled in the foreseeable future. As these loans, in substance, form part of the Company's
net investment in the subsidiaries, they are stated at cost.
Flagship Minerals | 2024 Annual Report
44
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 14. Investment in Subsidiaries (continued)
Impairment losses on subsidiary
During the year ended 31 December 2024, management performed an impairment review of its investment in subsidiaries
and assess that the recoverable amount of a subsidiary is lower than the cost of investment. As a result of the review, the
Company recognised impairment loss of US$49,343 (2023: US$Nil).
(a) De-registration process has been initiated
(b) De-registration of the entity has been planned after the current year-end.
(c) Audited by Vachirachat Co., Ltd, Thailand for statutory audit and/or group consolidation purpose
(d) Not required to perform statutory audit and not material to the Consolidated Entity.
*Principal activities
Activity A: Investment holdings
Activity B: Minerals mining including exploration analysis and inspection
Activity C: Petroleum, mining and prospecting services
Activity D: Minerals prospecting, exploration, development, processing and manufacturing
The Consolidated Entity has the following subsidiaries as at 31 December 2024 and 2023:
Name
Principal activities*
Country of
business/
incorporation
Ownership interest
2024
%
2023
%
Held by the Company
1
Pan Asia Metals (Thailand) Co. Ltd.(c)
Activity A
Thailand
100
100
2
Pan Asia Metals Pty. Ltd.(b) (d)
Activity B
Australia
100
100
3
Pan Asia Metals (Malaysia) Sdn. Bhd.(a) (d)
Activity B
Malaysia
100
100
4
New Energy Metals Pte Ltd (formerly
known as Mandalay Mining and Metals
Pte. Ltd) (a)
Activity C
Singapore
100
100
5
Lithium Chemical Holdings Sdn.Bhd.(a) (d)
Activity B
Malaysia
100
100
6
LIB Metals Processing India Private
Limited (a)(d)
Activity D
India
100
100
7
Pan Asia Metals Chile Spa(d)
Activity D
Chile
100
100
Held by Pan Asia Metals (Thailand) Co.
Ltd.
8
Pan Asia 1 Metals (Thailand) Co. Ltd (c)
Activity B
Thailand
100
100
9
Pan Asia 2 Metals (Thailand) Co. Ltd (c)
Activity B
Thailand
100
100
10
Pan Asia 3 Metals (Thailand) Co. Ltd (c)
Activity B
Thailand
100
100
11
Pan Asia 4 Metals (Thailand) Co. Ltd (c)
Activity B
Thailand
100
100
12
Siam Industrial Metal Company Limited (c)
Activity B
Thailand
100
100
13
Thai Mineral Ventures Company Limited (c)
Activity B
Thailand
100
100
Held by New Energy Metals Pte. Ltd.
14
First Light Mandalay Mining and Metals
Company Limited.(a)
Activity B
Myanmar
100
100
Held by Pan Asia Metals Chile Spa
15
La Tirana Uno SpA (d)
Activity D
Chile
100
100
16
La Tirana Dos SpA (d)
Activity D
Chile
100
100
Flagship Minerals | 2024 Annual Report
45
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 15. Other payables
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Advance received from Director
-
444,642
-
444,642
Loan from Directors
403,540
-
403,540
-
Loan from related party
20,402
-
20,402
-
Other payables - Director salary
223,573
149,162
223,573
149,162
Other payables - Third parties
516,714
701,691
141,830
152,212
1,163,229
1,295,495
789,345
746,016
Advance received from Director during the previous year is for subscription of the Company’s shares and these shares were
issued during the current year.
Loan from related party amounting to US$20,402 bears an interest of 5% per annum. The loan is repayable upon
completion of the next equity capital raising by the Company.
The loans from Directors amounting to US$399,530 at an interest of 5% per annum has been availed from the Directors in
order to meet the operational activities of the Consolidated Entity and is repayable upon completion of the 1st anniversary of
the loan being received.
As at 31 December 2024, an amount of US$4,010 has been accrued towards interest payable on the loans from Directors.
The total loan liability as at 31 December 2024 is US$403,540. (2023: US$Nil)
Other payables are unsecured and are usually paid within 30 days of recognition.
Note 16. Accrued expenses
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Directors' fee
130,100
277,879
130,100
277,879
Professional fee
66,168
41,101
66,168
41,101
Other accrued expenses
12,049
15,553
-
-
208,317
334,533
196,268
318,980
Flagship Minerals | 2024 Annual Report
46
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 17. Borrowings
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Convertible notes payable
833,461
-
833,461
-
During the year ended 31 December 2024, the following convertible notes were issued:
(i) In February 2024, the Company received US$610,386 (equivalent to A$934,619) by issue of convertible notes ("Series
1 Notes") bearing an interest of 16% per annum. The Series 1 Notes and any associated interest may be converted into
fully paid ordinary shares in the capital of the Company at any time at the Investor's election. The Company may
repurchase the Series 1 Notes by paying the principal amount outstanding together with any interest. The Series 1 Notes
are unsecured and rank equally with all other unsecured creditors.
On 1 October 2024, the Company announced the modification to the Series 1 Notes by reducing the conversion price of
the Series 1 Notes from A$0.15 to A$0.075 per share in return extending the note term by 90 days. 10 of the 14 Investors
participated resulting in 62% of the Series 1 Notes being extended.
(ii) In October 2024, the Company raised US$165,846 (equivalent to A$250,000) by issue of convertible notes ("Series 2
Notes") bearing an interest of 16% per annum. The Series 2 Notes have a term of 18 months and can be converted after
6 months, with the conversion price calculated at 90% of the 10-day volume weighted average price (VWAP). The Series
2 Notes can be redeemed at the Company’s option.
(iii) During the year, an amount of US$89,842 has been accounted as the interest on convertible notes.
(iv) During the year, an amount of US$7,820 has been accounted as loss from modification of convertible notes.
Refer to Note 20 for further information on financial instruments.
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Face value of convertible notes at the date of issuance
776,232
-
776,232
-
Equity conversion component on initial recognition (Note 19)
(40,433)
-
(40,433)
-
Liability component on initial recognition
735,799
-
735,799
-
Accumulated loss arising from modification of convertible notes
(Note 7)
7,820
-
7,820
-
Accumulated amortisation of interest expense (Note 7)
89,842
-
89,842
-
97,662
-
97,662
-
Liability component at the end of the year
833,461
-
833,461
-
Reconciliation of liabilities arising from financing activities:
Non-cash changes
01 January
2024
Proceeds
from
borrowings
Principal
and
interest/div
idend
payments
Addition
during
the year
Modification
of
convertible
notes
Interest
expense
Equity
component
of
convertible
notes
31
December
2024
US$
US$
US$
US$
US$
US$
US$
US$
Convertible
notes
-
557,977
-
218,255
7,820
89,842
(40,433)
833,461
Flagship Minerals | 2024 Annual Report
47
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 18. Issued capital
Movements in ordinary share capital
Details
Shares
US$
Balance at 1 January 2023
146,855,590
13,072,507
Placement of shares
19,509,999
3,595,160
Shares issued in lieu of professional fees
160,714
30,105
Shares issued in lieu of directors’ fees
495,131
152,802
Shares issued in lieu of marketing services
795,344
79,155
Cost of capital raising
-
(203,755)
Balance 1 January 2024
167,816,778
16,725,974
Placement of shares
17,674,211
914,894
Shares issued to Directors in lieu of fees
3,550,419
272,385
Shares issued in lieu of services
5,260,055
249,591
Shares issued to employees
480,569
21,551
Shares issued towards funding facility from Alpha
3,000,000
265,581
Issuance of shares in lieu of repayment of Director loan
4,541,944
444,642
Cost of capital raising
-
(112,758)
Balance at 31 December 2024
202,323,976
18,781,860
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.
Share based payments
The expense in respect of equity-settled share-based payments recognised in the financial statements is shown in the
following table:
Consolidated
2024
2023
US$
US$
Professional fees
99,591
30,105
Business development expenses
150,000
-
Marketing services
-
79,155
Directors’ fee (Note 23)
272,385
152,802
Employees
21,551
-
543,527
262,062
The share-based payments represent:
(i)
1,619,790 shares issued to third party suppliers of professional services for US$99,591;
(ii)
3,640,265 shares issued for US$150,000 as part of annual option payment for Tama Atacama Project (Note 26);
(iii)
3,550,419 shares issued to the Directors in-lieu of their directors’ fees of US$272,385; and
(iv)
480,569 shares issued to employees in-lieu of their salaries of US$21,551.
The fair value price of shares issued is determined by the market price of the shares as at each grant date and the share-
based payment was recognised upon satisfaction of the services by each party as at the end of the year.
Consolidated and Parent
2024
2023
2024
2023
Shares
Shares
US$
US$
Ordinary shares - fully paid
202,323,976
167,816,778
18,781,860
16,725,974
Flagship Minerals | 2024 Annual Report
48
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 18. Issued capital (continued)
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.
The Consolidated Entity is subject to conditions related to convertible notes issued during the year. There have been no events
of default related this the financing arrangement during the year. Please refer to Note 17 for further details.
The capital risk management policy remains unchanged from the previous year 2023.
Note 19. Reserves
Consolidated
Parent
2024
2023
2024
2023
(a) Composition
US$
US$
US$
US$
Foreign currency translation reserve
101,921
(97,227)
-
-
Equity component of convertible notes
40,433
-
40,433
-
Options reserve
84,953
-
84,953
-
227,307
(97,227)
125,386
-
Consolidated
Parent
2024
2023
2024
2023
Movement:
US$
US$
US$
US$
(i) Foreign currency translation reserve
Beginning of year
(97,227)
(151,038)
-
-
Movements during the year
199,148
53,811
-
-
End of year
101,921
(97,227)
-
-
(ii) Equity component of convertible notes
Beginning of year
-
-
-
-
Movements during the year
40,433
-
40,433
-
End of year
40,433
-
40,433
-
(iii) Option reserve
Beginning of year
-
-
-
-
Movements during the year
84,953
-
84,953
-
End of year
84,953
-
84,953
-
Foreign currency translation reserve
The reserve pertains to exchange differences arising from the translation of the financial statements of foreign operations
whose functional currencies are different from Consolidated Entity's presentation currency.
Equity component of convertible notes
The convertible notes Series 1 Notes earn 16% interest per annum. The convertible notes are convertible into ordinary shares
capital of the Company at the option of the investors, subject to the terms and conditions of the agreements. The equity
component recognised in the reserve represents the carrying amount of the conversion option.
Flagship Minerals | 2024 Annual Report
49
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 19. Reserves (continued)
Option reserve.
The option reserve represents the fair value of 5,493,407 free attaching options issued on 13 November 2024. These options
were issued under the share placement plan with one new option for every two new shares applied for with an exercise price
of A$0.15 per option and expiring two years from the issue date. These options were fair valued at the grant date using the
Black-Scholes option pricing model.
Note 20. Financial instruments
Financial risk management objectives
The Consolidated Entity's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price
risk and interest rate risk), credit risk and liquidity risk. 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 derivative financial instruments such as forward foreign exchange
contracts to hedge certain risk exposures, if required. Derivatives are exclusively used for hedging purposes, i.e. not as trading
or other speculative instruments. The Consolidated Entity uses different methods to measure different types of risk to which it
is exposed. These methods include sensitivity analysis in the case of interest rate, foreign exchange and other price risks,
ageing analysis for credit risk and beta analysis in respect of investment portfolios to determine market risk.
Risk management is carried out by senior finance executives (“Finance”) under policies approved 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. Finance identifies, evaluates and hedges financial risks within the Consolidated Entity's
operating units. Finance reports to the Board on a monthly basis.
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 (A$), Singapore Dollar and Thai Baht.
The carrying amount of the Consolidated Entity's and the Company's foreign currency denominated financial assets and
financial liabilities at the reporting date were as follows:
2024
Consolidated
United States
Dollar
Thai Baht
Australian
Dollar
Singapore
Dollar
Total
Cash and cash equivalents
2,350
129,992
11,338
409
144,089
Refundable deposits
-
12,915
-
-
12,915
Other receivables
265,581
972
266,553
Other payables
(241,853)
(229,759)
(690,972)
(645)
(1,163,229)
Lease liabilities
-
(26,093)
-
-
(26,093)
Accrued expenses
(130,100)
(12,049)
-
(66,168)
(208,317)
Borrowings
-
-
(833,461)
-
(833,461)
Net financial (liabilities)/assets
(104,022)
(124,022)
(1,513,095)
(66,404)
(1,807,543)
Less: Net financial liabilities/(assets)
denominated in the respective entities’
functional currency
(104,022)
(124,022)
64,996
-
(163,048)
Currency exposure
-
-
(1,448,099)
(66,404)
(1,970,591)
Flagship Minerals | 2024 Annual Report
50
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 20. Financial instruments (continued)
Market risk (continued)
2024
Parent
United States
Dollar
Thai Bhat
Australian
Dollar
Singapore
Dollar
Total
Cash and cash equivalents
1,743
-
9,739
409
11,891
Other receivables
787,348
-
-
-
787,348
Other payables
(164,322)
-
(624,378)
(645)
(789,345)
Accrued expenses
(130,098)
-
-
(66,170)
(196,268)
Borrowings
-
(833,461)
-
(833,461)
Net financial liabilities
494,671
-
(1,448,100)
(66,406)
(1,019,835)
Less: Net financial liabilities denominated in the
respective entities’ functional currency
(494,671)
-
-
-
(494,671)
Currency exposure
-
-
(1,448,100)
(66,406)
(1,514,506)
2023
Consolidated
United States
Dollar
Thai Baht
Australian
Dollar
Singapore
Dollar
Total
Cash and cash equivalents
1,139
114,854
2,633
1,512
120,138
Refundable deposits
-
20,224
-
-
20,224
Other receivables
-
4,922
-
-
4,922
Other payables
(258,083)
(398,686)
(624,705)
(14,021)
(1,295,495)
Lease liabilities
-
(49,804)
-
-
(49,804)
Accrued expenses
(45,000)
(53,764)
(194,668)
(41,101)
(334,533)
Net financial liabilities
(301,944)
(362,254)
(816,740)
(53,610)
(1,534,548)
Less: Net financial liabilities denominated in the
respective entities’ functional currency
301,944
362,254
-
-
664,198
Currency exposure
-
-
(816,740)
(53,610)
(870,350)
2023
Parent
United States
Dollar
Thai Baht
Australian
Dollar
Singapore
Dollar
Total
Cash and cash equivalents
231
-
874
1,512
2,617
Other receivables
2,036,913
-
-
-
2,036,913
Other payables
(180,560)
-
(551,435)
(14,021)
(746,016)
Accrued expenses
(45,000)
-
(232,879)
(41,101)
(318,980)
Net financial assets/(liabilities)
1,811,584
-
(783,440)
(53,610)
974,534
Less: Net financial assets denominated in the
respective entities’ functional currency
(1,811,584)
-
-
-
(1,811,584)
Currency exposure
-
-
(783,440)
(53,610)
(837,050)
A 5% strengthening of the United States 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.
Flagship Minerals | 2024 Annual Report
51
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 20. Financial instruments (continued)
Market risk (continued)
Consolidated
Parent
Increase/
(Decrease)
Increase/
(Decrease)
Increase/
(Decrease)
Increase/
(Decrease)
2024
Net loss
2023
Net loss
2024
Net loss
2023
Net loss
Australian Dollar
- Strengthened
(60,096)
(33,895)
(60,096)
(32,513)
- Weakened
60,096
33,895
60,096
32,513
Singapore Dollar
-
-
-
-
- Strengthened
(2,756)
(2,225)
(2,756)
(2,225)
- Weakened
2,756
2,225
2,756
2,225
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 a 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.
The movement in allowance for expected credit loss for other receivable in subsidiaries are as follows:
Parent
2024
2023
US$
US$
Beginning of the year
486,627
559,764
Movement in the allowance recognised in the profit or loss
34,556
(73,137)
Currency translation differences
(44,322)
-
End of year
476,861
486,627
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.
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.
Flagship Minerals | 2024 Annual Report
52
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 20. Financial instruments (continued)
Liquidity risk (continued)
Remaining
1 year or
less
Between 1 to
3 years
contractual
maturities
Consolidated – 2024
US$
US$
US$
Other payables
1,163,229
-
1,163,229
Accrued expenses
208,317
208,317
Lease liabilities
26,093
-
26,093
Convertible notes
833,461
-
833,461
Total
2,231,100
-
2,231,100
Remaining
1 year or
less
Between 1 to
3 years
contractual
maturities
Consolidated – 2023
US$
US$
US$
Other payables
1,295,495
-
1,295,495
Accrued expenses
334,533
334,533
Lease liabilities
24,246
25,558
49,804
Total
1,654,274
25,558
1,679,832
Remaining
1 year or
less
Between 1 to
3 years
contractual
maturities
Parent – 2024
US$
US$
US$
Other payables
789,345
-
789,345
Accrued expenses
196,268
-
196,268
Convertible notes
833,461
-
833,461
Total
1,819,074
-
1,819,074
Remaining
1 year or
less
Between 1 to
3 years
contractual
maturities
Parent – 2023
US$
US$
US$
Other payables
746,016
-
746,016
Accrued expenses
318,980
-
318,980
Total
1,064,996
-
1,064,996
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.
The Consolidated Entity and the Company assessed that any unadjusted fair value arising from non-current accruals would
be immaterial as the carrying amount approximate their fair value.
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
Flagship Minerals | 2024 Annual Report
53
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 21. Financial Instruments by category
The carrying amount of the different categories of financial instruments are as follows:
Consolidated
Parent
2024
2023
2024
2023
US$
US$
US$
US$
Financial assets
At amortised cost
Cash at banks and deposits
144,089
120,138
11,891
2,617
Refundable deposits
12,915
20,224
-
-
Other receivables
266,553
4,922
787,348
2,036,913
Total
423,557
145,284
799,239
2,039,530
Consolidated
Parent
2024
US$
2023
US$
2024
US$
2023
US$
Financial liabilities
At amortised cost
Other payables
1,163,229
1,295,495
789,345
746,016
Accrued expenses
208,317
334,533
196,268
318,980
Lease liabilities
26,093
49,804
-
-
Convertible notes
833,461
-
833,461
-
Total
2,231,100
1,679,832
1,819,074
1,064,996
Note 22. Auditors' remuneration
Consolidated
2024
2023
US$
US$
Amounts paid to the auditors of the Consolidated Entity
Audit services
- Auditor of the Company
66,170
41,101
- Other auditors of the Consolidated Entity
10,574
27,287
Total
76,744
68,388
Flagship Minerals | 2024 Annual Report
54
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 23. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the Consolidated Entity
is set out below:
Consolidated
2024
2023
US$
US$
Wages and salaries
265,134
397,364
Post-employment benefits
5,756
22,700
Share-based payments* (Note 18)
272,385
146,577
543,275
566,641
* Share based payments represent the component of Directors’ fee for the year ended 31 December 2024 that is paid or
payable through the issue of the shares.
Note 24. Contingent liabilities
(a) The Company has the following contingent liabilities towards Thai Goldfields NL as performance payments related to
tungsten production at the Khao Soon Tungsten Project:
(i) Thai Goldfields NL (“TGF”) will receive a A$2 million 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
(ii) TGF will receive a A$2 million cash payment upon first WO3 concentrate production being achieved for a project on any
tenement abutting TSPLA 1/2549 or any successor title.
Note 25. Related party transactions
Parent entity
Flagship Minerals Limited is the Parent Entity.
Key management personnel
Disclosures relating to key management personnel are set out in Note 23.
Transactions with related parties
In addition to the information disclosed elsewhere in the financial statements, there were no transactions with related parties
during the current and previous year.
Receivable from and payable to related parties
In addition to the information disclosed elsewhere in the financial statements, there were no other receivables from or other
payables to related parties at the current and previous reporting date.
Loans to/from related parties
In addition to the information disclosed elsewhere in the financial statements, there were no loans to or from related parties at
the current and previous reporting date.
Flagship Minerals | 2024 Annual Report
55
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 26. Commitments
(a) On 18 November 2024, the Company entered into a Capital Commitment Agreement with Global Emerging Markets Group
(“GEM”). Under the terms of this agreement, GEM grants to the Company a commitment to subscribe for shares having a
total issue price not exceeding A$35 million, for a period of 4 years from the date of the agreement. The Company is
required to pay a placement agreement fee of A$700,000 by 18 November 2025.
(b) The Consolidated Entity has the following commitments in Chile:
(i) Tama Atacama Lithium project:
The Consolidated Entity had entered into Mining Concession Purchase Option Agreement on 18 December 2023, for a
term of 3 years and 1 additional year by mutual agreement, with Mr Jose Artigas, which provides the Consolidated Entity
an option to purchase mining exploration concessions under the PINK Project, currently owned by him, for a purchase
consideration of US$2 million. The payment of the price shall be at the discretion of the Consolidated Entity and in no
case obligatory. To keep the purchase option offered valid, the Consolidated Entity is required to pay to Mr Jose Artigas
an option payment of US$100,000 annually, from the effective date, for each year that the agreement is in force.
The Consolidated Entity had entered into Mining Concession Purchase Option Agreement on 26 December 2023, for a
term of 3 years and 1 additional year by mutual agreement with Mr Jose Artigas, which provides the Consolidated Entity
an option to purchase mining exploration concessions under the DOLORUS Project, currently owned by him, for a
purchase consideration of US$2 million. The payment of the price shall be at the discretion of the Consolidated Entity
and in no case obligatory. To keep the purchase option offered valid, the Consolidated Entity is required to pay to Mr
Jose Artigas an option payment of US$100,000 annually, from the effective date, for each year that the agreement is in
force.
(ii) Rosario Copper Project:
The Consolidated Entity had entered into Mining Concession Purchase Option Agreement on 14 August 2024 for a term
of 3 years and 30 days with Mr Jose Artigas, which provides the Consolidated Entity an option to purchase mining
exploration concessions under the RASARIO Project Comprising (Rosario, Salvadora and Abandonada), currently
owned by him, for a purchase consideration of US$2 million. The payment of the price shall be at the discretion of the
Consolidated Entity and in no case obligatory. To keep the purchase option offered valid, the Consolidated Entity is
required to pay to Mr Jose Artigas an option payment of US$100,000 annually, from the effective date, for each year that
the agreement is in force.
Note 27. Events after the reporting period
On 10 January 2025, the Company announced its rebrand from Pan Asia Metals Limited to Flagship Minerals Limited following
the shareholders’ vote to change the Company’s name marking a break in the Company’s exclusive geographic focus on
Asia, and on Lithium.
On 24 January 2025, the Company issued 1,270,239 shares at A$0.0531 per share to GEM Facility forming a part of the A$35
million Capital Commitment Agreement.
On 20 February 2025, the Company announced that it had updated the terms of its convertible notes. As per the terms, the
Company retains the option to repay the notes, or part thereof, at its election, at any time with 10 days’ notice. The investors
have the option to convert their convertible notes at any time into the Company’s shares at A$0.075 per share.
On 28 February 2025, the Company requested for a voluntary suspension in its securities from ASX, effective immediately,
whilst the Company prepares Chapter 11 submissions to ASX in relation to a proposed transaction to acquire an advanced
exploration project in the prolific Maricunga Gold Belt, Chile.
On 4 March 2025, the Company prepared a Chapter 11 submission to ASX in relation to a proposed transaction to acquire
an advanced exploration project in the prolific Maricunga Gold Belt, Chile.
No other matter or circumstance has arisen since 31 December 2024 that has significantly affected, or may significantly affect
the Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future
financial years.
Flagship Minerals | 2024 Annual Report
56
Flagship Minerals Limited (Formerly known as Pan Asia Metals Limited)
Notes to the financial statements
31 December 2024
Note 28. Earnings per share
Consolidated
2024
2023
US$
US$
Loss after income tax attributable to the owners of Flagship Minerals Limited
(2,185,237)
(3,339,284)
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share
182,491,593 156,395,398
Weighted average number of ordinary shares used in calculating diluted earnings per share
182,491,593 156,395,398
Cents
Cents
Basic loss per share
(1.20)
(2.14)
Diluted loss per share
(1.20)
(2.14)
Basic loss per share
Basic loss per share is calculated by dividing the loss attributable to the owners of Flagship Minerals Limited by the weighted
average number of ordinary shares outstanding during the year.
Diluted loss per share
As the Consolidated Entity incurred a loss after income tax, any potential ordinary shares are anti-dilutive for both the years
ended 31 December 2024 and 2023.
Flagship Minerals | 2024 Annual Report
57
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF FLAGSHIP MINERALS LIMITED
(FORMERLY KNOWN AS PAN ASIA METALS LIMITED)
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Flagship Minerals Limited (the “Company”) and its
subsidiaries (collectively, the “Consolidated Entity”), which comprise the consolidated statement of
financial position of the Consolidated Entity and the statement of financial position of the Company as
at 31 December 2024, and the consolidated statement of comprehensive income, consolidated
statement of changes in equity and consolidated statement of cash flows of the Consolidated Entity for
the year then ended, and notes to the financial statements, including material accounting policy
information.
In our opinion, the accompanying consolidated financial statements of the Consolidated Entity and the
statement of financial position of the Company are properly drawn up in accordance with the provisions
of the Companies Act 1967 (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
Entity and the financial position of the Company as at 31 December 2024 and of the consolidated
financial performance, consolidated changes in equity and consolidated cash flows of the Consolidated
Entity for the year ended on that date.
Basis for Opinion
We 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 Entity
in accordance with the Accounting and Corporate Regulatory Authority (“ACRA”) Code of Professional
Conduct and Ethics applicable to 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.
Key Audit Matters
Key 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.
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Flagship Minerals | 2024 Annual Report
58
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF FLAGSHIP MINERALS LIMITED
(FORMERLY KNOWN AS PAN ASIA METALS LIMITED)
Report on the Audit of the Financial Statements (continued)
Key Audit Matters (continued)
1. Carrying value and capitalisation of exploration and evaluation assets
Refer to Note 2 and Note 13
How our audit addressed it
The Consolidated Entity has incurred exploration
and evaluation costs for exploration projects in
South-East Asia over several years, which have
been 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$12,486,869
(2023:
US$11,999,831).
There is a risk that the Consolidated Entity may
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 be
impaired. During the current year, management
assessed
that
there
are
no
facts
and
circumstances which suggest that the carrying
amount of the assets are impaired, and as such,
no impairment charge was recognised in relation
to exploration and evaluation assets.
Due to the significance of exploration and
evaluation assets, coupled with the high degree
of management’s judgement and assumptions in
determining whether there are any indicators of
impairment, we identified this as a key audit
matter.
Our audit procedures included the following:
•
Evaluated and assessed the management’s
basis and judgement in its review of existence
of impairment indicators on the exploration
and evaluation assets of the Consolidated
Entity, considering, inter alia, the following
points:
-
Rights to explore
in the relevant
exploration license;
-
Intention to carry out exploration and
evaluation activities in the
relevant
exploration area; and
-
Ability to finance any planned future
exploration and evaluation activities and
its operations.
•
Obtained an understanding of, and where
applicable verified, the relevant supporting
documents for the underlying contractual
entitlements to explore and evaluate each
area of interest.
•
Performed assessment on the recognition and
measurement of exploration expenditure in
accordance with the relevant provisions of
SFRS (I) 6.
•
Reviewed and assessed the adequacy and
appropriateness of the Consolidated Entity’s
disclosures in the financial statements.
Material Uncertainty Related to Going Concern
We 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
2024, the Consolidated Entity reported a net loss of US$2,185,237. As at 31 December 2024, the
Consolidated Entity has cash at bank and deposits of US$144,089 and the Consolidated Entity’s and
the Company’s current liabilities exceeded their current assets by US$1,579,050 and US$999,444
respectively.
These conditions indicate the existence of a material uncertainty that may cast significant doubt on the
Consolidated Entity’s and 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 Company to be prepared on a going concern basis. Our opinion is
not modified in respect of this matter.
Flagship Minerals | 2024 Annual Report
59
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF FLAGSHIP MINERALS LIMITED
(FORMERLY KNOWN AS PAN ASIA METALS LIMITED)
Report on the Audit of the Financial Statements (continued)
Other Information
Management is responsible for other information. The other information comprises the Directors’
statement
and other sections of the annual report, which we obtained prior to the date of this auditor’s 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.
Other Matter
The financial statements of the Company for the financial year ended 31 December 2023 were audited
by another independent auditor who expressed an unmodified opinion with a material uncertainty for
going concern paragraph on those statements on 28 March 2024.
Responsibilities of Management and Directors for the Financial Statements
Management 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 Entity or to cease operations, or has no realistic alternative but to do so.
The Directors’ responsibilities include overseeing the Consolidated Entity’s financial reporting process.
Flagship Minerals | 2024 Annual Report
60
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF FLAGSHIP MINERALS LIMITED
(FORMERLY KNOWN AS PAN ASIA METALS LIMITED)
Report on the Audit of the Financial Statements (continued)
Auditor’s Responsibilities for the Audit of the Financial Statements
Our 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 Entity to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the Consolidated
Entity audit. We remain solely responsible for our audit opinion.
Flagship Minerals | 2024 Annual Report
61
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF FLAGSHIP MINERALS LIMITED
(FORMERLY KNOWN AS PAN ASIA METALS LIMITED)
Report on the Audit of the Financial Statements (continued)
Auditor’s Responsibilities for the Audit of the Financial Statements (continued)
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.
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 Requirements
In 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 partner on the audit resulting in this independent auditor’s report is Loh Ji Kin.
CLA Global TS Public Accounting Corporation
Public Accountants and Chartered Accountants
Singapore
28 March 2025
Flagship Minerals | 2024 Annual Report
62
Tenement and Option Schedule
Tenement/
application
Holder/
applicant
% held
Granted
Term (i)
(years)
Area (km2)
Country
RK Lithium Project (ii)
SPLA 1/2567
SIM
100
Re-application
5
20.1
Thailand
SPLA 2/2567
SIM
100
Re-application
5
22.0
Thailand
KT Geothermal Lithium and Hard Rock Lithium/Tin Project
DSPL1/2567
PAM2
100
29-Mar-2024
5
8.2
Thailand
DSPL2/2567
PAM2
100
29-Mar-2024
5
10.2
Thailand
DSPLA3
PAM2
100
Application
5
7.8
Thailand
DSPLA4
PAM2
100
Application
5
3.8
Thailand
DSPLA5
PAM2
100
Application
5
14.7
Thailand
Khao Soon Tungsten Project (iii)
TSPLA 1/2549
TMV
100
Application
5
11.0
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 SPLA2/2567
application area reduced from 22.0Km2 to ~16.0-17.5Km2 once expected carveouts have been applied. See FLG 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 License 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 Flagship Minerals and TGF.
The information set out below was applicable as at 10 March, 2025.
Flagship Minerals | 2024 Annual Report
63
Parties
Option Agreement 1
Option Agreement 2
Option Agreement 3
Project
Tama Atacama Lithium
Tama Atacama Lithium
Rosario Copper
Purchaser
Flagship Minerals Limited through its Chilean Subsidiaries
Project Concessions
Dolores North (~222km2)
Dolores South (~96km2)
Pozon (~158km2)
Pink (~550km2)
Ramatidos (northern
portion of project area,
approx. ~110km2)
Comprise 4 Exploitation
Concessions with an area
of ~5.4km2 and 9
Exploration Concessions
with an area of ~19km2.
Key Commercial Terms
Term
3 Years + 1 additional year
by mutual Agreement(1)
3 Years + 1 additional year
by mutual Agreement(1)
3 Years + 1 additional year
by mutual Agreement(1)
Term Start
December 2023
December 2023
September 2024
Earn-in
100%
100%
100%
Management
Flagship
Flagship
Flagship
Licensing
Meet all obligations including annual licensing payments to maintain titles in
good standing
Minimum Annual Spend
Not applicable
Not applicable
Option Payments
Dec ’24: US$100,000
Dec ’24: US$100,000
Sep ‘25: US$100,000
Payment via 50% cash
and 50% FLG shares at
FLG’s options(2)
Dec ‘25: US$100,000
Dec ‘26: US$100,000(1)
Dec ‘25: US$100,000
Dec ‘26: US$100,000(1)
Sep ‘26: US$100,000
Sep ‘27: US$100,000(1)
Option Exercise
Dec ’26: US$2,000,000(3)
Dec ’26: US$2,000,000(3)
Dec ’27: US$2,000,000(2)(3)
Royalty
Not applicable
Not applicable
Not applicable
1. By mutual agreement FLG can seek an extension of the term of the Option Agreement by 1 year, and if
extended FLG would be required to pay an additional Option Payment of US$100,000.
2. Payments can be made in cash or 50% cash and 50% FLG shares at FLG’s option.
3. FLG can exercise the US$2 million Option Payment early, upon which no further annual payments of
US$100,000 will be payable.
Option Agreement Schedule as at 10 March 2025.
Flagship Minerals | 2024 Annual Report
64
Shareholder Information
In accordance with ASX Listing Rule 4.10, the Directors provide the following information as at
7 March 2025.
Stock Exchange Quotation
The Company’s shares are quoted on the Australian Securities Exchange (ASX) under the code FLG.
Securities
Rank
Name
07 Mar 2025
% of units
1
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
35,686,778
17.53
2
CITICORP NOMINEES PTY LIMITED
17,384,744
8.54
3
SYDNEY EQUITIES PTY LTD
17,096,440
8.40
4
BNP PARIBAS NOMS PTY LTD
11,728,669
5.76
5
MR PAUL DAVID LOCK
10,502,527
5.16
6
HOLICARL PTY LTD
6,976,744
3.43
7
NETWEALTH INVESTMENTS LIMITED
6,748,207
3.31
8
MR DAVID JOHN HOBBY
6,680,527
3.28
9
THAI GOLDFIELDS NL
4,932,461
2.42
10
MR THANASAK CHANYAPOON
3,993,089
1.96
11
ARROWTOWN INVESTMENTS PTY LTD
3,333,333
1.64
12
BNP PARIBAS NOMINEES PTY LTD
2,436,420
1.20
13
GRUPO RAJO O SOCIEDAD MINERA RAJO SPA
2,405,697
1.18
14
NETWEALTH INVESTMENTS LIMITED
2,378,810
1.17
15
MR PETER KARAS & MRS CHRISTINA KARAS
1,694,568
0.83
16
BEARAY PTY LIMITED
1,426,924
0.70
17
JPR HOLDINGS PTY LTD
1,330,000
0.65
18
GEM GLOBAL YIELD LLC SCS
1,270,239
0.62
19
GRUPO RAJO O SOCIEDAD MINERA RAJO SPA
1,234,568
0.61
20
JURRAH INVESTMENTS PTY LTD
1,181,111
0.58
Total
140,421,856
68.97
Balance of register
63,172,359
31.03
Grand total
203,594,215
100.00
Top 20 largest shareholders
Type
Security
Number of
Securities
Number of Security
Holders
ASX Listed
Fully paid ordinary shares (FLG)
203,594,215
1,745
Unlisted
Options expiring 19 November 2026 exercisable at $0.15
5,493,407
24
Unlisted
Options expiring 19 November 2029 exercisable at $0.125
10,000,000
1
Unlisted
Options expiring 19 November 2029 exercisable at $0.20
10,000,000
1
Flagship Minerals | 2024 Annual Report
65
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.
Range
Securities
%
Number of Security Holders
%
100,001 and Over
182,140,890
89.46
163
9.34
10,001 to 100,000
16,987,497
8.34
511
29.28
5,001 to 10,000
2,771,980
1.36
332
19.03
1,001 to 5,000
1,585,738
0.78
582
33.35
1 to 1,000
108,110
0.05
157
9.00
Total
203,594,215
100.00
1,745
100.00
Unmarketable Parcels
4,730,298
2.32
1,096
62.81
Distribution Schedule
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.
Securities
Rank
Name
07 Mar 2025
% of units
1*
MR PAUL DAVID LOCK
47,169,194
23.17
2*
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
35,686,778
17.53
3
CITICORP NOMINEES PTY LIMITED
17,384,744
8.54
4
SYDNEY EQUITIES PTY LTD
17,096,440
8.40
5
BNP PARIBAS NOMS PTY LTD
11,728,669
5.76
Total
129,065,825
63.41
Balance of register
74,528,390
36.59
Grand total
203,594,215
100.00
*Paul Lock's shareholding of 10,502,527 shares plus 36,666,667 shares held by HSBC Custody and other custodians on behalf
of Global Emerging Markets (GEM) as escrow and loan shares in relation to the A$35M equity facility that FLG has with GEM.
Flagship Minerals | 2024 Annual Report
66
Shareholder Information
Unmarketable Parcel Holders
FLG has 1,096 shareholders holding less than a marketable parcel of 11,111 shares each (i.e. less than
$500 per parcel of shares) based on the closing price of AUD $0.045 on 27 February 2025 representing
a total of 4,730,298 shares or 2.32% of shares outstanding.
Option Series
No. Issued
Strike Price
Term (Yr)
Expiry
%
15c Call Options
5,493,407
0.150
2
13 Nov 2026
21.5%
12.5c Call Options
10,000,000
0.125
5
19 Nov 2029
39.2%
15c Call Options
10,000,000
0.150
5
19 Nov 2029
39.2%
Total
25,493,407
100.0%
Shares Outstanding
203,594,215
2.32
1,096
Options as a % of Shares Outstanding
12.5%
Option Holdings
On-Market Buy-Back
There is no current on-market buy-back of any securities.
Flagship Minerals | 2024 Annual Report
67
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)
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 M, 388 George Street, Sydney, NSW, 2000, Australia
Level 23, 52 Thaniya Plaza, Zone B, Silom Road, Suriyawong,
Bangkok, Thailand, 10500
Share register
Link Market Services Limited, Level 12, 680 George Street,
Sydney NSW 2000
Bankers
DBS Bank Limited, Singapore, 12 Marina Boulevard, Level 3 MBFC Tower 3
Singapore 018982
Westpac Banking Corp., Australia, Royal Exchange, Cnr Pitt & Bridge St
Sydney NSW 2000
Legal Advisors
Steinepreis Paganin, Level 6, 99 William Street, Melbourne VIC 3000
Accountants
Vistra Australia, Level 4, 100 Albert Road, Melbourne VIC 3205
Auditors
CLA Global TS Public Accounting Corporation, 80 Robinson Road, #25-00
Singapore 068898
Stock exchange listing
Flagship Minerals Limited’s shares are listed on the Australian Securities
Exchange (ASX code: FLG)
Website
www.flagshipminerals.com
Corporate Directory
In accordance with ASX Listing Rule 4.10, the Directors provide the following information as at
7 March, 2010.
Copyright 2025
Flagship Minerals Ltd
All Rights Reserved.
flagshipminerals.com
ASX code