2023
A n n u a l R e p o r t
CORPORATE DIRECTORY
DIRECTORS
N on-executive Chairman
Mark Okeby
James Simpson C EO & Managing Director
Rob Tyson
Graham Hardie Non-executive Director
Executive Director Technical
COMPANY SECRETARY
Ryan Woodhouse
REGISTERED OFFICE
Unit 1, 34 Kings Park Road
WEST PERTH WA 6005
T: +61 (0)8 9382 3955
E: info@peelmining.com.au
STOCK EXCHANGE LISTING
Securities of Peel Mining Limited are listed on
the Australian Securities Exchange (ASX)
ASX CODE: PEX
ACN: 119343 734
SHARE REGISTRY
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PERTH WA 6000
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www.linkmarketservices.com
AUDITORS
Ernst & Young
Ernst & Young Building
11 Mounts Bay Rd
Perth, Western Australia 6000
WEBSITE
www.peelmining.com.au
Contents
Chairman’s Letter .......................................................................................................................................................... 2
Review of Operations ................................................................................................................................................... 3
Mineral Resource Governance Statement ............................................................................................................... 19
Schedule of Tenements.............................................................................................................................................. 23
Directors’ Report ......................................................................................................................................................... 24
Remuneration Report (Audited) ................................................................................................................................ 28
Consolidated statement of profit or loss & other comprehensive income for the year ended 30 June 2023 42
Consolidated statement of financial position as at 30 June 2023 ......................................................................... 43
Consolidated statement of changes in equity for the year ended 30 June 2023 ................................................ 44
Consolidated statement of cashflows for the year ended 30 June 2023 ............................................................. 45
Notes to the Consolidated Financial Statements .................................................................................................... 46
Directors’ Declaration ................................................................................................................................................. 81
Auditor’s Independence Declaration ........................................................................................................................ 82
Independent Auditor’s Report ................................................................................................................................... 83
Corporate Governance Statement ............................................................................................................................ 88
Shareholder Information ........................................................................................................................................... 99
Page 1
Chairman’s Letter
Dear Shareholders
Peel’s primary focus during the year was its copper dominant polymetallic South Cobar Project.
A substantial exploration and development drilling program of over 20,000m of diamond drilling
was completed at Wirlong and an updated Mineral Resource Statement was published in January
2023.
The Global Mineral Resource for Peel’s South Cobar Project is 19.75 Mt containing 216 kt of
Copper, 322 kt of Zinc, 151 kt of Lead, 22Moz of Silver and 204 koz of Gold. 70% of the Resources
are in the indicated category.
Work is underway on a Pre-feasibility study for the development and mining of the Mallee Bull and
Wirlong copper deposits. The Company has received $500,000 of grant funding from the NSW
Government’s Critical Minerals and High-Tech Metals Activation Fund (CMAF) Stream 1 to assist in
undertaking the Pre-Feasibility Study work. Pre-development work including metallurgical,
processing testwork and ore sorting studies were completed.
In addition, permitting and environmental work continued, and the Review of Environmental
Factors (REF) application submitted in December 2022 for Mallee Bull was approved by the
Resource Regulator in September 2023.
Peel finished the year with over $12m in cash on hand to fund the advancement of its asset base.
Yours sincerely
Mark Okeby
Chairman
September 2023
Page 2
Review of Operations
PROJECTS OVERVIEW
SOUTH COBAR PROJECT NSW
Peel Mining’s South Cobar Project hosts a significant Mineral Resource containing 216 kt copper, 322 kt zinc,
22 Moz silver, 151 kt lead and 204 koz gold within an approximate 50km radius of the Mallee Bull deposit.
Peel holds ~3,400km2 of exploration tenure within the Cobar Basin, one of the richest polymetallic regions in
Australia.
MALLEE BULL - COPPER, ZINC, LEAD; SOUTH COBAR
Mallee Bull represents one of Australia’s highest grade undeveloped copper deposits and is located ~100km
south of Cobar, NSW and ~40km south of Peel’s Wirlong copper deposit. Mallee Bull is interpreted to be
located in a high-stress structural environment on the “nose” of an anticline. Mineralisation occurs either as
massive sulphide or hydrothermal breccia-sulphide styles within a package of brecciated volcaniclastic and
turbidite sediments comprising siltstones and mudstones and is interpreted to occur as a shoot/lens-like
structure dipping steeply to the west. The deposit is split into three lenses or lodes: Silver Ray, Union, and
Mallee Bull Breccia.
WIRLONG - COPPER, SILVER; SOUTH COBAR
Wirlong is located ~75km south of Cobar, NSW and about 40km north of Peel’s Mallee Bull copper deposit.
Wirlong is defined by >2 km strike of sheared volcanics and sediments and associated large multi-element
soil geochemical anomalies, and coincident/semi-coincident geophysical anomalies. Wirlong represents a
classic Cobar-style copper deposit with strong primary copper mineralisation commencing at ~60m below
surface and defined to at least 600m below surface. A significant coherent high-grade lens (the MBX lens) has
been delineated within a broad halo of stockwork (Main and Oblique zones) copper mineralisation.
SOUTHERN NIGHTS–WAGGA TANK – ZINC, LEAD, SILVER; SOUTH COBAR
The Southern Nights deposit is located on the western edge of the Cobar Superbasin, ~130 km south of Cobar
or ~30km northwest of Mount Hope and is host to the polymetallic VMS-type deposit. Mineralisation
straddles a broad zone of intense tectonic brecciation and hydrothermal alteration (sericite-chlorite with local
silicification) and occurs as sub-vertical elongate shoots/lenses. Drilling by the Company to date has focused
on defining the geometry and extent of large-scale Zn-rich mineralisation at Southern Nights. The Company
sees excellent potential to increase the deposit’s size.
MAY DAY – GOLD, SILVER, ZINC, LEAD; SOUTH COBAR
The May Day deposit is contained within mining lease ML1361, located ~9km west of the Mallee Bull deposit
and represents a polymetallic VMS-style mineral system. The existing shallow pit was mined for gold in the
1990’s, with the system remaining open at depth and along strike. Mineralisation at May Day occurs as a
steeply dipping zone of highly altered, sheared and partly brecciated siltstone and volcaniclastics. Primary
mineralisation has been identified in deeper drilling (down to 250m below the surface) and comprises pyrite,
pyrrhotite, sphalerite, galena, chalcopyrite and tetrahedrite with gold and silver considered to occur within
both the galena and tetrahedrite.
Page 3
OTHER PROJECTS
PEEL FAR WEST – COPPER, ZINC, LEAD; SOUTH COBAR NSW
Peel Far West’s Curnamona Project Licences comprise ~420km2 of tenure located ~50km to the west of
Broken Hill in the Curnamona Province and are considered prospective for copper, gold, lead, zinc, silver,
nickel and PGEs. The Curnamona Province contains widespread sulphide mineralisation typically occurring
in a thick carbonate-rich horizon associated with a major redox boundary. Aeromagnetics clearly highlights
the redox boundary and the relative position of the prospective mineralised horizon. This redox boundary is
host to Havilah Resources Limited’s 1.1Mt Cu, 3.1 Moz Au Kalkaroo deposit. Peel’s tenements are considered
to host this horizon, with only limited exploration having been undertaken due to Quaternary/Tertiary cover
associated with the Mundi Plains.
Figure 1 - Peel Mining Limited’s Main Project Areas
Page 4
EXPLORATION AND RESOURCE ACTIVITIES
Wirlong Resource Drilling
During the year, Peel completed a phase of resource infill and extensional diamond drilling at the Wirlong
deposit. The drilling program consisted of a total of 38 successful drillholes for ~20,813m completed utilising
three drill rigs.
High-grade copper intervals returned from this resource growth drilling included:
16m @ 3.01% Cu, 5g/t Ag from 613m in WLDD060W1
23.05m @ 2.1% Cu, 8g/t Ag from 267.95m in WLDD063
including 3.83m @ 6.01% Cu, 23g/t Ag from 281.79m
3m @ 6.83% Cu, 21g/t Ag from 473m in WLDD064W1
9m @ 2.04% Cu, 16g/t Ag from 188m; and 4m @ 3.95% Cu, 18g/t Ag from 245m in WLDD072
11m @ 2.51% Cu, 7g/t Ag from 424m; and 67m @ 1.35% Cu, 3g/t Ag from 478m
including 15.15m @ 3.15% Cu, 6g/t Ag from 502m; and 9m @ 2.01% Cu, 4g/t Ag from 624m
in WLDD074
82m @ 2.07% Cu, 5g/t Ag from 425m including 20m @ 3.73% Cu, 9g/t Ag from 438m and 8m @ 5.26%
Cu, 12g/t Ag from 476m; and 4m @ 3.65% Cu, 8g/t Ag from 582m in WLDD077
23m @ 1.72% Cu, 4g/t Ag from 368m including 6m @ 5.08% Cu, 10g/t Ag from 379m in WLDD078
15m @ 6.79% Cu, 19g/t Ag from 240m including 7m @ 13.36% Cu, 38g/t Ag from 240m in WLDD079
70m @ 1.72% Cu, 8g/t Ag from 308m including 7m @ 2.12% Cu, 12g/t Ag from 319m and
12m @ 4.31% Cu, 18g/t Ag from 351m; and 7m @ 2.13% Cu, 4g/t Ag from 471m in WLDD082
62m @ 1.02% Cu, 5g/t Ag from 312m; and 19m @ 2.71% Cu, 5g/t Ag from 424m
including 6.6m @ 5.82% Cu, 10g/t Ag from 428.4m in WLDD084
Results from this drill program, along with those from the previous year’s drilling at Mallee Bull, were included
in a new mineral resource estimate for the South Cobar Project.
South Cobar Project Mineral Resource Estimate
As reported to the ASX on 9 January 2023, the Company released an updated Mineral Resource Estimate
(MRE) for the South Cobar Project, including the Wirlong, Mallee Bull, Southern Nights-Wagga Tank and May
Day deposits.
Since Peel’s entry into the Cobar district, the Company has aggregated more than 3,400km2 of tenure and
defined significant mineral systems at Mallee Bull, Wirlong, Southern Nights-Wagga Tank and May Day.
During this time, Peel has completed more than 334km of drilling across its Cobar project holdings, including
about 289km of diamond and RC drilling. The bulk of this drilling, totalling about 249km of diamond and RC
drilling, was in the general area of the South Cobar Project MREs.
Most of Peel’s activity in FY2023 was aimed at completing the resource upgrade drilling at Wirlong, where
infill and extensional drilling results and updated modelling has yielded a considerable improvement to the
deposit’s contained copper and MRE classification.
The MREs for the Mallee Bull, Wirlong, Southern Nights-Wagga Tank, and May Day deposits were reported in
accordance with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves (the JORC Code (2012)).
The Company’s resource endowment for the South Cobar Project across these deposits following this update
comprises:
Page 5
Table 1 - South Cobar Project Copper Resource Estimate Summary
South Cobar Project Copper MREs as at January 2023 ($A80/t NSR cut-off)
Deposit
Mallee
Bull
Wirlong
Combined
Resource
Category
Tonnes
(kt)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
Ind
Inf
5,590
1.93
750
1.87
Subtotal 6,340
1.92
Ind
Inf
2,290
1.92
2,010
1.54
Subtotal 4,300
1.75
Ind
Inf
7,880
1.93
2,760
1.63
Total
10,640
1.85
27
21
26
6
6
6
21
10
18
0.13
0.04
0.12
0.08
0.07
0.08
0.12
0.06
0.10
0.21
0.08
0.19
0.03
0.01
0.02
0.16
0.03
0.12
0.38
0.11
0.35
0.03
0.03
0.03
0.28
0.05
0.22
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
108
14
122
44
31
75
152
45
197
(moz)
(kt)
4.85
0.51
5.36
0.47
0.37
0.84
5.33
0.87
6.20
7.3
0.3
7.6
1.9
1.4
3.3
9.2
1.7
10.8
(kt)
11.7
0.6
12.3
0.6
0.3
0.9
12.4
0.9
13.3
(koz)
68
2.7
71
1.9
1.7
3.6
70
4.4
74
Table 2 - South Cobar Project Zinc-Lead Resource Estimate Summary
Deposit
Resource
Category
Mallee
Bull Zn-Pb
Ind
Inf
Tonnes
(kt)
660
10
Subtotal
670
Ind
Inf
3,790
3,040
WT-SN
0.38
0.22
0.38
0.23
0.26
Combined
Subtotal 6,830
0.24
Ind
Inf
4,450
3,050
0.25
0.26
Total
7,500
0.26
South Cobar Project Zinc-Lead MREs as at January 2023 ($A80/t NSR cut-off)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
(moz)
(kt)
(kt)
(koz)
52
22
52
68
55
62
66
55
61
4.24
2.16
4.21
4.39
3.34
3.92
4.37
3.34
3.95
3.60
1.23
3.56
1.72
1.28
1.52
2.00
1.28
1.71
0.67
0.46
0.67
0.31
0.28
0.30
0.36
0.28
0.33
2.5
0.0
2.5
8.7
7.9
16.4
11.2
7.9
19.5
1.1
0.01
1.1
8.3
5.4
13.6
9.4
5.4
14.7
28
0.2
28
166
102
268
194
102
296
24
0.1
24
65
39
104
89
39
128
14
0.2
14
38
27
66
52
28
80
Table 3 - South Cobar Project Gold Resource Estimate Summary
Deposit
Resource
Category
OP Ind
May Day
UG Ind
UG Inf
Tonnes
(kt)
970
590
50
Total
1,610
South Cobar Project Gold MRE as at January 2023 ($A40/50/80/t NSR cut-offs)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
(moz)
(kt)
(kt)
(koz)
-
-
-
-
25
27
17
25
0.78
1.20
0.28
0.92
0.46
0.89
0.19
0.61
1.10
0.77
1.02
0.98
-
-
-
-
0.8
0.5
0.03
1.3
7.6
7.1
0.1
14.8
4.5
5.3
0.1
9.8
34
15
1.6
51
Table 4 - South Cobar Project Global Resource Estimate Summary
South Cobar Project MRE as at January 2023 ($A40/50/80/t NSR cut-offs)
Deposit
Resource
Category
Tonnes
(kt)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
All
Ind
Inf
13,890
1.17
5,860
0.90
Total
19,750
1.09
36
33
35
1.57
1.77
1.63
0.80
0.68
0.76
0.38
0.18
0.32
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
163
53
216
(moz)
16
6.3
22
(kt)
218
104
322
(kt)
111
40
151
(koz)
170
34
204
Note: The South Cobar Project MREs utilises A$80/tonne NSR cut-off mineable shapes, which include minimum mining widths and
internal dilution except for May Day Open Pit which utilised $40 and $50/t NSR cut-offs for oxide and sulphide resources within an
optimal pit respectively. Figures are rounded to reflect the precision of estimates and include rounding errors.
Page 6
Geophysics
During the year, Peel completed Induced Polarization (IP) surveys immediately north of its Wirlong deposit
and at its Iris Vale NE prospect.
At Wirlong, four IP lines 200m (N-S) apart were completed extending coverage from earlier IP surveys. Results
highlight several moderate intensity chargeable anomalies to the W and NW of Wirlong under topographic
highs – these areas remain untested by drilling.
The top of the immediate Wirlong resource area is expressed as a near-surface, moderate to strong
chargeable anomaly. The other notable features are NW/SE trending resistive features that appear to
highlight the John Owen fault, and possibly a parallel structure immediately to its north, as well as conductive
overburden in the eastern part of the survey. At end of year, Wirlong data was being merged with earlier IP
data to generate 3D inversion models, which would assist future exploration planning including potential
drilling.
The Iris Vale NE prospect is defined by a 3.5km long magnetic anomaly and is located ~2.5km to the SW of
Aurelia Metal’s Piney prospect. Two IP lines 800m apart were completed by Peel to provide coverage over
stronger parts of the magnetic anomaly.
The two lines at Iris Vale NE highlighted discrete, near-surface, moderate chargeable responses coincident
with the previously known magnetic anomalies. Resistivity data indicates that the surveys have not been
adversely impacted by conductive cover.
Surface geochemical surveys were undertaken with results at Iris Vale NE showing slight elevations in
pathfinder elements. The Company is assessing the results in relation to future plans at the prospect.
Chargeable anomalies
Wirlong Resource
Area
200
m
Figure 2 – Wirlong IP chargeability (looking NW)
Page 7
Regional Exploration and Target Generation
During the year the Company undertook near deposit and regional exploration and target generation on its
South Cobar tenure. Desktop analysis, field mapping and reconnaissance, surface soil sampling, rock-
chipping, historic drillhole assaying and geophysics were completed at priority prospects including Double
Peak, Ambergris, Armageddon, Mundoe, BMW, Gilgunnia Goldfield, Sandy Creek, Nombinnie, Wynwood,
Marigold, Bedooba and Iris Vale NE. The Company will progress these exploration targets with a view to drill
test the highest priority targets in due course.
At the Company’s Curnamona Project, near Broken Hill, initial desktop analysis commenced on several key
prospects with approval sought and granted for sampling of historic core. The Company has identified the
BHT Trend which includes the Woolshed/Polygonum, Ardetoo, Grid 2, Rathole North, Rathole prospects; The
Traverses/Black Gate/Dome 5 prospects and UB-1 anomaly as areas of interest and prospective for copper,
gold, lead, zinc, silver, PGEs and nickel.
Page 8
PRE-DEVELOPMENT & FEASIBILITY ACTIVITIES – SOUTH COBAR PROJECT
Pre-feasibility Study
Following the completion of the Mineral Resource Estimate (MRE) for the South Cobar Project, including the
Wirlong, Mallee Bull, Southern Nights-Wagga Tank and May Day deposits, the Company was awarded
$500,000 of grant funding from the NSW Government Critical Minerals and High-Tech Metals Activation Fund
(CMAF) Stream 1. The funding will assist in undertaking Pre-Feasibility Study work (PFS) on the South Cobar
Project (SCP). Peel received the first installment of $250,000 as a contribution to undertaking PFS work on the
South Cobar Project (SCP).
The Company is looking to produce a prefeasibility study, designed to fit with the Company’s copper first
strategy. With the completion of mine designs for Mallee Bull and Wirlong, GR Engineering Services have been
engaged to provide a single processing copper circuit design, along with capital and operating costs.
Mine Design, Schedules and Costing
Detailed mine designs and schedules were completed for Mallee Bull, Wirlong and Southern Nights. With the
copper first strategy, Mallee Bull and Wirlong have been scheduled for a copper processing plant. Southern
Nights will be scheduled following the copper strategy.
Detailed costing estimates for the development of Mallee Bull and Wirlong have been completed including
boxcut, portal, underground development and stoping. Cost estimates for surface infrastructure are being
sought in readiness for the Mallee Bull REF and the PFS.
Ore Sorting Trials
The potential for ore sorting is being considered for trucked ore which could provide upside to the PFS. The
ore sorting test work and scaled trials have been positive but only pilot trials with ore mined on site will
provide a conclusive cost/benefit analysis. Trucking distance, metal recovery, ROM waste reject, unsortable
fines and capital are all sensitive criteria. Ore sorting will only be included as an upside case until field trials
have been completed.
Final assays and reports for ore sorting trials, conducted by materials sorting specialist TOMRA Sorting Pty
Ltd (TOMRA), at their Sydney facility, were completed and reported during the year. The trials were on copper
mineralised drillcore from Mallee Bull and Wirlong. The bulk composite samples were selected to represent
potential Run of Mine (ROM) material from each deposit and comprised ~500kg each. These samples
underwent crushing (-50mm), and screening to produce three products: <8mm fines; 8-19mm fraction and
19-50mm fraction. Apart from the fines, the fractions were then sorted using TOMRA’s COM Tertiary XRT
system. As noted below, the trials yielded excellent results on both samples demonstrating that both ore
sources are amenable to ore sorting. Ore sorting is being evaluated to assess the utilisation of bulk mining
methods, reducing potential haulage volumes to a centralised plant and reducing capital in processing and
tailing disposal.
Mallee Bull Results
For the Mallee Bull samples high copper recoveries (≥92%) were achieved across both size fractions in a single
pass through the TOMRA XRT/EM sorter, with both waste fractions grading ≤0.36% Cu. The Mallee Bull
composite sample was back calculated to 1.89% Cu head grade, which was in line with the 1.9% target as a
hypothetical ROM grade. Results generated from this trial were very successful as seen by the significant
upgrades which were achieved for both runs (see Table 5).
Page 9
Table 5 – Cu results for Peel Mining Limited Mallee Bull MBDD092 Composite Sorted Material
Sample
Size
Run
Fraction
8 –
19mm
Run 1
Product
MBDD092
composite
19-50mm
Run 2
Cu
Mass
%
Recovery
Feed
1.804
92%
Waste
Feed
Product
Waste
2.82
0.36
1.820
96%
2.42
0.25
2.27
N/A
KG
92
54
38
322
233
89
77.7
%
100%
59%
41%
100%
72%
28%
N/A
- 8 mm
Unsorted
All values are original or calculated from received assays.
This sample was considered relatively high-grade and so responded well to XRT sorting. Due to the well
liberated nature of the sulphides and excellent classification of material types, very low-grade waste fractions
were produced (0.25% Cu and 0.36% Cu) enabling copper recoveries to remain high (≥92% across both runs).
The composite sample yielded a rejection of 25.8% of the mass containing 3.9% of the Cu content for a grade
of 0.28% Cu. This resulted in an overall return of 74.2% of the sample mass at 2.45% Cu grade, representing
a recovery of 96.1% of Cu contained in the original sample for a 30% upgrade. This includes the fines (<8mm)
which were not sorted.
Page 10
Wirlong Results
For the Wirlong samples, consistent high copper recoveries were also achieved across both size fractions in
a single pass through the TOMRA XRT/EM sorter, with waste fractions returning ≤0.13% Cu. The sample for
Wirlong WLDD074 was back calculated at 0.99% Cu head grade. The trial results were extremely successful,
with significant upgrades achieved on both runs (Table 6).
Table 6 – Cu results for Peel Mining Limited Wirlong WLDD074 Sorted Material
Sample
Size
Run
Fraction
Cu
Mass
%
Recovery
Feed
1.413
93%
WLDD074
8 –
19mm
19 -
50mm
Run 1
Product
Waste
Feed
Product
Waste
Run 2
- 8 mm
Unsorted
All values are original or calculated from received assays.
5.61
0.13
0.650
85%
3.05
0.12
2.8
N/A
KG
67.9
15.9
52
337
61
276
47.3
%
100%
23%
77%
100%
18%
82%
N/A
Like Mallee Bull, the well liberated nature of the sulphides and excellent classification of material types
yielded very low-grade waste fractions (0.12% Cu and 0.13% Cu) enabling copper recoveries to remain high
(≥85% across both runs). The 93% recovery for the finer fraction was extremely successful due to improved
liberation characteristics. Even with a lower 85% recovery in the coarse fraction, the trial is considered very
successful as the waste grade still remains extremely low. The composite sample returned a rejection of
72.5% of the mass containing 8.9% of the Cu content for a grade of 0.12% Cu. This resulted in an overall
return of 27.5% of the sample mass at 3.28% Cu grade, a recovery of 91.1% of Cu contained in the original
sample representing 331% upgrade. This includes the fines (<8mm) which were not sorted.
Figure 3 - Photos taken on Run 1 WLDD074 sample
Page 11
Metallurgy
Following the positive ore-sorting trial results from the Mallee Bull and Wirlong deposits, the Company
undertook baseline flotation and locked cycle testwork on the ore-sorted samples. This testwork aimed to
simulate a realistic process flowsheet incorporating ore sorting technology, as well as to conduct further
assessment and optimisation of the recovery process and resultant concentrate grades.
The testwork program was conducted by ALS Metallurgy Lab Burnie, Tasmania, and was designed to establish
a preliminary flowsheet and assess recoverability of the Wirlong and Mallee Bull copper mineralisation
(separately) into flotation concentrates. Following initial grind establishment and a two-stage “cleaner”
sequential flotation process, a six-stage repetitive locked cycle test was undertaken on samples from both
deposits to simulate operation of a continuous circuit where an intermediate recirculation process of the
cleaner stream(s) is performed. Results from both tests and deposits are shown in tables 7 – 16 below.
Figure 4 - Mallee Bull and Wirlong Sequential Flotation & Locked Cycle Testing Process
Page 12
Mallee Bull Results
Table 7. Mallee Bull (Non-sorted) Copper Sequential Flotation Test Results
Sample ID
Stage
Rougher
Cleaner 1
Cleaner 2
MBDD092 composite – Non-sorted
Composite head grade 1.87% Cu
Cu Recovery (%)
Cu Conc Grade (%)
95.7
94.7
92.6
18.0
26.9
31.0
Table 8. Mallee Bull (Sorted) Copper Sequential Flotation Test Results
Sample ID
Stage
Rougher
Cleaner 1
Cleaner 2
MBDD092 composite - Sorted
Composite head grade 2.47% Cu
Cu Recovery (%)
Cu Conc Grade (%)
94.7
93.4
91.0
19.5
27.8
31.2
Sample ID
MBDD092 Composite
Table 9. Mallee Bull Copper Locked Cycle Test Results
Stage
Cu Recovery (%)
Cu Conc Grade (%)
Ag Recovery (%)
Ag Conc Grade (ppm)
Rougher
Cleaner
95.6
94.6
17.2
31.4
93.3
90.9
-
339
Wirlong Results
Table 10. Wirlong (Non-sorted) Copper Batch Flotation Test Results
SAMPLE ID
Stage
Rougher
Cleaner 1
Cleaner 2
WLDD074 – Non-sorted
Back calculated head grade 1.01% Cu
Cu Recovery (%)
Cu Conc Grade (%)
95.4
94.0
92.4
14.1
26.2
31.2
Table 11. Wirlong (Sorted) Copper Batch Flotation Test Results
SAMPLE ID
Stage
Rougher
Cleaner 1
Cleaner 2
WLDD074 – Sorted
Back calculated head grade 3.49% Cu
Cu Recovery (%)
Cu Conc Grade (%)
94.6
93.6
92.0
22.7
28.5
31.3
Sample ID
WLDD074
Table 12. Wirlong Copper Locked Cycle Test Results
Stage
Cu Recovery (%)
Cu Conc Grade (%)
Ag Recovery (%)
Ag Conc Grade (ppm)
Rougher
Cleaner
96.0
94.5
16.6
32.8
68.1
63.7
-
58
Page 13
Ore sorted Mallee Bull and Wirlong samples (MBDD092 & WLDD074 composites) also underwent
comminution testwork. The testwork included SMC, bond ball mill, and abrasion index testing. The ore sorted
products and fines saw a 0.5 kwh/t decrease in Bond Work Index. Both ores would be regarded as hard with
the Wirlong sample requiring slightly more energy for size reduction. Results below also show the potential
benefits in reduced energy consumption when considering the energy required to simply crush then ore sort,
over the energy required for further milling. The abrasion index and SMC tests were measured on the
(re)combined 19-50mm fractions used for ore sorting with both samples being moderately abrasive.
Bond Work Index – Abrasion (Ai)
The Bond Abrasion Index (Ai) is a measure of the abrasiveness of an ore – the composite is tumbled in a mill
fitted with a paddle of known weight. After the process is finished, the mass of the paddle is weighed again,
and the percentage wear of the paddle is the Ai. Ai is used to determine the wear rates of liners and grinding
media consumption.
Table 13. Bond Abrasion Index Results
Composite Sample
MBDD092
WLDD074
AI
0.0718
0.1840
Bond Ai Classification
Moderately Abrasive
Moderately Abrasive
Bond Ai is classified as follows (Material Property Bond Ai): Non Abrasive <0.01; Moderately Abrasive 0.01 -
0.20; Abrasive 0.20 - 0.40; Highly Abrasive 0.40 - 0.60; Extremely Abrasive >0.60.
Bond Work Index – Ball Mill (BWi)
The Bond Ball Mill Work Index (BWi) is used to calculate the power requirements to grind ore to a typical ball
mill product.
Table 14. Bond Work Index Classification
Material Property
Very Soft
Bond BWi (kWh/t)
<7
Soft
7 to 9
Medium
9 to 14
Hard
Very Hard
14 to 20
>20
Sample
MBDD092
MBDD092
WLDD074
WLDD074
Table 15. Composite Bond Ball Mill Work Index Results
Composite
Bond BMWi (kWh/t)
Classification
COMP 1
COMP 2
COMP 1
COMP 2
19.8 kwh/t
19.3 kwh/t
19.0 kwh/t
18.5 kwh/t
Hard
Hard
Hard
Hard
Page 14
SMC Testwork
The SMC suite of testwork is a series of metallurgical tests that is intended to provide parameters for use in
comminution modelling.
Sample
Table 16. SMC parameters
SMC
A
b
A x b
ta
MBDD092 67.7
0.52
35.2
0.32
WLDD074 79.9
0.35
28
0.26
Dwi
(kWh/m3)
Dwi
(%)
8
10
68
87
Mi Parameter (kWh/t)
SG
SCSE
Mia
21.3
26.1
Mih
16.3
20.9
Mic
8.5
2.85
10.86
10.8
2.78
11.97
The ore-sorted sample metallurgical test work from both Wirlong and Mallee Bull is seen as highly
encouraging with strong recoveries into high grade concentrates. This information will be used in upcoming
mining studies as the Company progresses its South Cobar Project.
Hydrogeological
During the year, water bore drilling was undertaken at Wagga Tank and Mallee Bull to establish a
groundwater monitoring network across the South Cobar Project (SCP). Nine drillholes were completed for a
total of 1,798m. Two of the nine drillholes intercepted moderate water flows, with the remaining seven
drillholes producing low or insignificant water flows. A vibrating wire piezometer (VWP) was installed at
Southern Nights which is designed to measure bore water pressure in order to detect the level and flow
pattern of groundwater. All data produced from the VWP, along with the previously installed VWPs at Wirlong
and Mallee Bull and existing water bores will be used to develop a detailed groundwater model for mining
studies and EIS purposes.
A water bore testing program at Mallee Bull commenced post year end as part of a water balance report for
the project. This along with sediment and erosion control studies are being generated to inform the
Company’s prefeasibility study work.
Page 15
ENVIRONMENT AND PERMITTING
Review of Environmental Factors (REF)
During the year, Peel received final reports from environmental specialist consultants that were
commissioned to undertake environmental assessment on biodiversity, heritage, air quality, noise and
vibration at the Mallee Bull site in compliance with regulatory requirement for the development of a proposed
exploration decline and associated surface infrastructures at Mallee Bull. A Review of Environmental Factors
(REF) for the Mallee Bull Exploration Decline was submitted to the Resource Regulator on 23rd December
2022. The purpose of the decline is to enable delineation drilling of the existing resource for mining purposes
and to provide underground drilling sites for exploration for extensions to the current resource. The
submission of the REF is a regulatory requirement for the Resource Regulator to assess and make a
determination on the permissibility of this activity under s23A of the Mining Act 1992.
Following year end, the Review of Environmental Factors (REF) for the Mallee Bull Exploration Decline Project
was approved by the NSW Resources Regulator.
The REF for Mallee Bull will enable the following activities:
•
•
•
Construction of a box cut to a maximum depth of ~25m below ground level (mbgl).
Construction of an exploration decline to a maximum depth of ~400mbgl.
Construction of surface infrastructure including workshops; administration buildings; core yard and
geology block; magazine; potentially acid forming (PAF) waste rock stockpiling area; non-acid forming
(NAF) waste rock stockpiling area; water storage facility; site access road and internal roads; fuel
storage area; water management infrastructure, mining camp and other ancillary infrastructure.
The Company has commenced the study work for the permitting processes for Wirlong with specialist
consultants commencing the required biodiversity, heritage, water, traffic, noise and air quality studies. Draft
groundwater and traffic assessments have also been completed.
Briefing letters on the Southern Nights/Wagga Tank Exploration Project were provided to relevant regulators
late in the year. Specialist consultants have been engaged to complete studies for Southern Nights-Wagga
Tank. Correspondence has been sent out to seek registrations for the project from Registered Aboriginal
Parties.
Biodiversity Offsets and Carbon Credits
Peel has commenced preliminary investigations into the potential of the Company’s significant landholdings
(32,000 acres Western Lands Lease) to provide Biodiversity Offsets.
Applications for development in NSW are required to outline how impacts on biodiversity will be avoided
and/or minimized and remaining residual impacts can be offset by the purchase and/or retirement of
biodiversity credits or payment to the Biodiversity Conservation Fund. Landholders can establish Biodiversity
Stewardship Agreements to create offset sites on their land to generate biodiversity credits. These credits
are then available to offset the impacts of development or clearing. Initial investigations show good potential
to access Biodiversity Offsets from Peel’s properties.
Meetings have been held with the Credit Supply Taskforce to assess options available for Peel Mining
regarding the application and retirement of biodiversity credits. Field surveys commenced in the year to
assess potential land that could be utilized on Peel Mining’s property for the development of a Biodiversity
Stewardship Site, which would allow for the creation of biodiversity credits. An Expression of Interest has also
been submitted for cost estimates of biodiversity credits through the Credit Supply Taskforce.
Peel Mining are continuing to actively engage with the Credit Supply Taskforce to progress the BSA application
process.
Page 16
Figure 5 - Mallee Bull Conceptual Exploration Decline for the REF
Page 17
COMMUNITY
Peel Mining Limited remains committed to maintaining good working relationships with stakeholders for all
our projects and Exploration Leases.
This includes active engagement with regulators, landholders and Registered Aboriginal Parties.
This is achieved mainly through one-on-one meetings with these stakeholders to provide project updates,
seek land access arrangements or discuss regulatory approval processes.
CORPORATE
Board Changes
During the year, Non-executive Director Mr Simon Hadfield, retired from the Peel Mining Limited Board at
the Company’s Annual General Meeting (AGM) held in November 2022. Mr Hadfield was a founding director
of Peel Mining Limited in 2007 and served as the Company’s Chairman from 2008 to February 2022.
Sale of Listed Securities
On 12 August 2022, the company sold its holding of 50,000,000 shares in Odin Metals Limited (ASX: ODM).
The sale was completed at 1.8 cents per share for a total consideration of $900,000 (before costs).
Page 18
Mineral Resource Governance Statement
During the year, Peel Mining Limited released a Mineral Resource Estimate (MRE) update for its South Cobar
Project, which includes the Mallee Bull, Wirlong, Southern Nights-Wagga Tank and May Day deposits. The
updated Mineral Resource Estimate combined the aforementioned deposits to report the estimate by
commodity type as shown below. MREs utilises A$80/tonne NSR cut-off mineable shapes, which include
minimum mining widths and internal dilution except for May Day Open Pit which utilised $40 and $50/t NSR
cut-offs for oxide and sulphide resources within an optimal pit respectively. Prior year estimate NSR cut-off
values and grades used are noted below the estimates. The Attunga Mineral Resource estimates remained
unchanged from the Resources estimate as at 30 June 2014.
Peel Mining Ltd has ensured that the Mineral Resource estimates are subject to good governance
arrangements and internal controls. The Mineral Resources reported have been generated by independent
external consultants who are experienced in best practices in modelling and estimation methods. The
consultants have also undertaken a review of the quality and suitability of the underlying information used
to generate the resource estimations. Additionally, Peel Mining Ltd carries out regular reviews and audits of
internal processes and external contractors that have been engaged by the Company.
The Mineral Resources estimates for Mallee Bull, Wirlong, Southern Nights-Wagga Tank and May Day, were
compiled and reported in accordance with the 'Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves' (the JORC Code) 2012 Edition, whilst the Attunga Resource Estimate was
completed in accordance with the JORC Code 2004 Edition.
The Mallee Bull, Wirlong, Southern Nights-Wagga Tank and May Day Mineral Resource Estimates were
reported using an NSR cut-off value to determine the proportion of the deposit having reasonable prospects
for eventual economic extraction. The NSR methodology is common practice at polymetallic mines and
deposits and considers metallurgical recoveries for each of the product streams, along with metal prices,
exchange rates, payabilities, deductions/penalties, transport, treatment/refining charges, and royalties.
Mineral Resources updated in the 30 June 2023 financial year are set out below:
South Cobar Project Copper Resource Estimate Summary
South Cobar Project Copper MREs as at January 2023 ($A80/t NSR cut-off)
Deposit
Resource
Category
Tonnes
(kt)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
Mallee
Bull
Ind
Inf
5,590
1.93
750
1.87
Subtotal 6,340
1.92
Wirlong
Combined
Ind
Inf
2,290
1.92
2,010
1.54
Subtotal 4,300
1.75
Ind
Inf
7,880
1.93
2,760
1.63
Total
10,640
1.85
27
21
26
6
6
6
21
10
18
0.13
0.04
0.12
0.08
0.07
0.08
0.12
0.06
0.10
0.21
0.08
0.19
0.03
0.01
0.02
0.16
0.03
0.12
0.38
0.11
0.35
0.03
0.03
0.03
0.28
0.05
0.22
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
108
14
122
44
31
75
152
45
197
(moz)
(kt)
4.85
0.51
5.36
0.47
0.37
0.84
5.33
0.87
6.20
7.3
0.3
7.6
1.9
1.4
3.3
9.2
1.7
10.8
(kt)
11.7
0.6
12.3
0.6
0.3
0.9
12.4
0.9
13.3
(koz)
68
2.7
71
1.9
1.7
3.6
70
4.4
74
Page 19
Deposit
Resource
Category
Mallee
Bull Zn-Pb
Ind
Inf
Tonnes
(kt)
660
10
Subtotal
670
Ind
Inf
3,790
3,040
WT-SN
0.38
0.22
0.38
0.23
0.26
Combined
Subtotal 6,830
0.24
Ind
Inf
4,450
3,050
0.25
0.26
Total
7,500
0.26
South Cobar Project Zinc-Lead Resource Estimate Summary
South Cobar Project Zinc-Lead MREs as at January 2023 ($A80/t NSR cut-off)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
(moz)
(kt)
(kt)
(koz)
52
22
52
68
55
62
66
55
61
4.24
2.16
4.21
4.39
3.34
3.92
4.37
3.34
3.95
3.60
1.23
3.56
1.72
1.28
1.52
2.00
1.28
1.71
0.67
0.46
0.67
0.31
0.28
0.30
0.36
0.28
0.33
2.5
0.0
2.5
8.7
7.9
16.4
11.2
7.9
19.5
1.1
0.01
1.1
8.3
5.4
13.6
9.4
5.4
14.7
28
0.2
28
166
102
268
194
102
296
24
0.1
24
65
39
104
89
39
128
14
0.2
14
38
27
66
52
28
80
South Cobar Project Gold Resource Estimate Summary
Deposit
Resource
Category
OP Ind
May Day
UG Ind
UG Inf
Tonnes
(kt)
970
590
50
Total
1,610
South Cobar Project Gold MRE as at January 2023 ($A40/50/80/t NSR cut-offs)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
(moz)
(kt)
(kt)
(koz)
-
-
-
-
25
27
17
25
0.78
1.20
0.28
0.92
0.46
0.89
0.19
0.61
1.10
0.77
1.02
0.98
-
-
-
-
0.8
0.5
0.03
1.3
7.6
7.1
0.1
14.8
4.5
5.3
0.1
9.8
34
15
1.6
51
South Cobar Project Global Resource Estimate Summary
South Cobar Project MRE as at January 2023 ($A40/50/80/t NSR cut-offs)
Deposit
Resource
Category
Tonnes
(kt)
Cu (%) Ag (g/t) Zn (%) Pb (%) Au (g/t)
All
Ind
Inf
13,890
1.17
5,860
0.90
Total
19,750
1.09
36
33
35
1.57
1.77
1.63
0.80
0.68
0.76
0.38
0.18
0.32
Cont Cu
Cont Ag
Cont Zn
Cont Pb
Cont Au
(kt)
163
53
216
(moz)
16
6.3
22
(kt)
218
104
322
(kt)
111
40
151
(koz)
170
34
204
Note: The South Cobar Project MREs utilises A$80/tonne NSR cut-off mineable shapes, which include minimum mining widths and
internal dilution except for May Day Open Pit which utilised $40 and $50/t NSR cut-offs for oxide and sulphide resources within an
optimal pit respectively. Figures are rounded to reflect the precision of estimates and include rounding errors.
The tables below set out Mineral Resource estimates as reported in the prior year.
Wirlong Mineral Resource Estimate
Resource Category
Tonnes (Kt)
Cu
(%)
Ag
(g/t)
Contained
Cu (t)
Contained
Ag (oz)
Indicated
Inferred
Total Resource
252,000
435,000
686,000
Note: The Wirlong MRE utilises A$90/tonne NSR cut-off mineable shapes that include minimum mining widths and internal dilution.
Figures are rounded to reflect the precision of estimates and include rounding errors.
For further information see the announcement released 29th November 2021 –
"High Grade Maiden Copper Resource at Wirlong".
19,800
38,200
57,900
860
1,590
2,450
2.3
2.4
2.4
9.1
8.5
8.7
Page 20
May Day Indicated Mineral Resource Estimate (ROUNDED)
Open Pit
Oxide
Cut off
$NSR1
$27/t
Tonnes
Kt
510
Sulphide
$37/t
Subtotal
Underground (Sulphide)
$80/t
Combined
390
900
170
1,070
Au
g/t
1.03
1.00
1.02
1.03
1.02
Ag
g/t
20.4
28.2
23.8
39.4
26.3
Zn
%
-
1.31
0.57
1.67
0.74
Pb
%
-
0.84
0.36
1.21
0.50
The figures in this table are rounded to reflect the precision of the estimates and include rounding errors.
1NSR = (metal grades x expected metallurgical recoveries x expected payabilities x metal prices) – (deductions/penalties + transport +
treatment/refining charges + royalties). For further information see the announcement released 31st March 2021 –"May Day Indicated
Mineral Resource Estimate".
March 2020 Southern Nights Mineral Resource Estimate
Resource
Classification
Indicated
Inferred
Total Resource
Tonnes
(Kt)
2,540
1,600
4,140
Zn
(%)
5.90
3.7
5.0
Pb
(%)
2.30
1.4
2.0
Ag
(g/t)
88.9
59
77
March 2020 Wagga Tank Mineral Resource Estimate
Resource
Classification
Tonnes
(Kt)
Indicated
Inferred
Total Resource
410
400
810
Zn
(%)
4.67
5.3
5.0
Pb
(%)
2.52
2.3
2.4
Ag
(g/t)
64.3
98
81
Cu
(%)
0.19
0.3
0.2
Cu
(%)
0.50
0.3
0.4
March 2020 Combined Southern Nights-Wagga Tank Mineral Resource Estimate
Resource
Classification
Tonnes
(Kt)
Indicated
Inferred
Total Resource
2,950
2,000
4,950
Zn
(%)
5.73
4.0
5.0
Pb
(%)
2.33
1.6
2.0
Ag
(g/t)
85.5
67
78
Cu
(%)
0.23
0.3
0.3
Au
(g/t)
0.33
0.3
0.3
Au
(g/t)
0.53
0.5
0.5
Au
(g/t)
0.36
0.3
0.4
The March 2020 Wagga Tank Southern Nights Mineral Resource Estimate utilises AU$80/tonne NSR cut-off mineable shapes that include
minimum mining widths and internal dilution.
Category
Kt
CuEq %
Cu %
Ag g/t
Au g/t
Pb %
July 2017 Mallee Bull Mineral Resource Estimate
Indicated
Inferred
1,340
5,420
2.15
2.7
0.91
2
30
31
0.4
0.4
0.96
0.5
Total
0.6
The figures in the above table are rounded to reflect the precision of the estimates and include rounding errors.
Mallee Bull Mineral Resource estimate at 30 June 2019 based on 1% copper equivalent (CuEq) cut-off grade.
6,760
0.4
2.6
1.8
31
Zn %
1.23
0.4
0.6
April 2008 Attunga Mineral Resource Estimate
Category
WO3 equivalent cut-off
Inferred
0.2
Mt
1.29
WO3Eq %
WO3 %
0.73
0.61
Mo %
0.05
Attunga Tungsten Deposit Inferred Mineral Resource Estimate based on a 0.2% WO3 equivalent cut-off.
Page 21
Competent Persons Statements
SOUTH COBAR PROJECT INCL. MALLEE BULL, WIRLONG, SOUTHERN NIGHTS WAGGA TANK
AND MAYDAY
The information in this announcement that relates to Mineral Resource estimates is based on information
compiled by Mr Jonathon Abbott, who is a Member of The Australian Institute of Geoscientists. Mr Abbott is
a director of Matrix Resource Consultants Pty Ltd and has sufficient experience which is relevant to the style
of mineralisation and type of deposit under consideration and to the activity which he is undertaking to
qualify as a Competent Person as defined in the 2012 edition of the “Australasian Code for Reporting
Exploration Results, Mineral Resources and Ore Reserves”. Mr Abbott consents to the inclusion in the report
of the matters based on his information in the form and context in which it appears.
ATTUNGA TUNGSTEN DEPOSIT
The information referred to in this report in relation to the Attunga Resource Estimate is based on
information compiled by Mr Murray Hutton, a Competent Person who is a Member of the Australian Institute
of Geoscientists. At the time of calculating the Resource Estimate Mr Hutton was a full-time employee of Geos
Mining and was an independent consultant to Peel Mining Ltd.
Mr Hutton has sufficient experience that is relevant to the style of mineralisation and type of deposit under
consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2004
Edition of the 'Australasian Code for Reporting of Mineral Resources and Ore Reserves'.
Mr Hutton consented to the inclusion of the matters based on his information in the form and context in
which it appears.
EXPLORATION RESULTS
The information in this report that relates to Exploration Results, geological interpretation and information
informing Mineral Resources estimates is based on information compiled by Mr Robert Tyson who is a
fulltime employee of the company. Mr Tyson is a Member of the Australasian Institute of Mining and
Metallurgy. Mr Tyson has sufficient experience of relevance to the styles of mineralisation and the types of
deposits under consideration, and to the activities undertaken, to qualify as Competent Persons as defined
in the 2012 Edition of the Joint Ore Reserves Committee (JORC) Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves. Mr Tyson consents to the inclusion in this report of the matters
based on information in the form and context in which it appears. Exploration results are based on standard
industry practices, including sampling, assay methods, and appropriate quality assurance quality control
(QAQC) measures.
Page 22
Schedule of Tenements
TENEMENT
PROJECT
LOCATION
OWNERSHIP
EL6695
EL6961
EL7226
EL7461
EL7484
EL7519
EL7976
EL8070
EL8071
EL8105
EL8112
EL8113
EL8126
EL8201
EL8307
EL8314
EL8326
EL8345
EL8447
EL8450
EL8534
EL8655
EL8656
EL8751
EL8872
EL9483
EL9539
EL9284
EL9398
ML1361
EL8877
EL9108
EL9586
EL9535
EL8414
EL8451
Wagga Tank
McGraw
Wongawood
Gilgunnia
Mt View
Gilgunnia South
Mundoe
Tara
Manuka
Mirrabooka
Yackerboon
Iris Vale
Norma Vale
Mundoe North
Sandy Creek
Glenwood
Attunga
Pine Ridge
Linera
Beanbah
Burthong
Brambah
Marigold
Nombinnie
Gromit
Brambah South
Pangee Creek
Florida
McGraw East
May Day
Thunderdome
Thunderdome South
Thunderdome Central
Coultra South
Mt Walton
Michelago
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Attunga, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Cobar, NSW
Broken Hill, NSW
Broken Hill, NSW
Broken Hill, NSW
Broken Hill, NSW
Cobar, NSW
Cooma, NSW
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
13%
13%
Page 23
Directors’ Report
Your directors present their report on the consolidated entity (“Group”) comprising Peel Mining Limited
(“Company”) and the entities it controlled at the end of, or during the financial year ended 30 June 2023 and
the comparative period.
Directors
The following persons were directors of Peel Mining Limited during the financial year and up to the date of
this report, unless otherwise indicated.
Mark Okeby
Graham Hardie
Robert Tyson
James Simpson
Simon Hadfield (retired 24 November 2022)
Directors’ interest in shares, options and performance rights
Directors’ interests in shares and options as at the date of this report are set out in the table below.
Director
Number of Shares
Number of Options
Number of Performance
Directly and Indirectly
Held
12,222,222
8,700,029
8,186,180
21,053,984
M Okeby
J Simpson
R Tyson
G Hardie
4,000,000
6,000,000
3,000,000
-
Rights
-
500,000
800,000
-
Principal activities
The principal activity of the Group is the exploration for economic deposits of minerals. For the period of this
report, the emphasis has been on copper along with other base and precious metals.
Results
The loss for the Group for the financial year after providing for income tax amounted to $1,483,985 (2022:
$3,421,924).
Dividends
No dividends were paid or proposed during the year.
Review of operations
A review of the operations of the Group during the financial year and the results of those operations are
contained in pages 3 to 18 in this report.
Page 24
Significant changes in the state of affairs
Changes to the Board
Non-executive Director Mr Simon Hadfield retired from the Peel Mining Limited Board at the Company’s
Annual General Meeting (AGM) on 24 November 2022. Mr Hadfield was a founding director of Peel Mining
Limited in 2007 and served as the Company’s Chairman from 2008 to February 2022.
Sale of Odin Metals Limited Holding
On the 12th August 2022 the company sold its holding of 50,000,000 shares in Odin Metals Limited (ASX:
ODM). The sale was completed at 1.8 cents per share for a total consideration of $900,000 (before costs).
Lapse of Options and Performance Rights
On the 9th September 2022, 2,000,000 director options with an exercise price of $0.31, issued to Jim Simpson,
lapsed unexercised.
On the 29th November 2022, 2,000,000 director options with an exercise price of $0.32 issued to Robert
Tyson, Simon Hadfield and Graham Hardie, lapsed unexercised.
During the year the performance conditions for the following performance rights were tested and it was
concluded that they had not been met by the testing date (31 December 2022):
1,755,000 executive director performance rights (Class A & B) issued to Robert Tyson and James
Simpson on 26 November 2020, with an exercise price of $0.00.
945,000 executive director performance rights (Class C) issued to Robert Tyson and James Simpson
on 26 November 2020, with an exercise price of $0.00.
260,000 employee performance rights (Class A & B) issued to Ryan Woodhouse on 23 December
2020, with an exercise price of $0.00.
140,000 employee performance rights (Class C) issued to Ryan Woodhouse on 23 December 2020,
with an exercise price of $0.00.
The performance rights lapsed within the current financial year.
The directors are not aware of any other significant changes in the state of affairs of the Group occurring
during the financial year, other than as disclosed in this report.
Events occurring after balance date
On the 12th July 2023, 2,050,000 employee options with an exercise price of $0.275, issued to various
employees, lapsed unexercised.
On the 3rd July 2023 the company applied to deregister Peel Environmental Services Ltd and Apollo Mining
Pty Ltd as they are no longer required by Peel Mining due to inactivity. At the reporting date both companies
had been deregistered with ASIC.
There were no other significant events that have occurred after balance date and prior to the date of this
report.
Likely developments and expected results
It is the Board’s intention to progress its projects towards development. These activities are inherently risky
and there are no certainties that the group will successfully achieve its objectives.
Page 25
Information on key management personnel
Mark Okeby LLM – Non-executive Chairman
Mr Okeby has over 30 years’ experience as a director of ASX listed mining and exploration companies. He is
currently a director of Capricorn Metals Limited (appointed in 2019) and Red Hill Iron Ltd (appointed in 2016)
and previously has been a director of Regis Resources Ltd, Hill 50 Ltd, Abelle Ltd, Metals X Limited and
Westgold Resources Ltd. Mr Okeby has been a major contributor on the Capricorn board in transforming
Capricorn from a small gold developer to one of Australia’s newest gold producers. Mr Okeby played a similar
board role at Regis Resources during which Regis was transformed into one of Australia’s largest producers.
Mr Okeby has a deep knowledge of the Australian resources landscape and the regulatory regimes around
mine development and operation. He also has significant experience in project development, financing and
corporate transactions. Other than those mentioned above, no other directorships were held in the past 3
years. Mr Okeby is considered an independent director.
Mr Okeby holds 12,222,222 shares and 4,000,000 share options in Peel Mining Limited.
James Simpson BE(Mining) – CEO & Managing Director
Mr Simpson is an experienced Mining Engineer with significant board and management experience. Mr
Simpson was previously the Chief Executive Officer and Managing Director at Aurelia Metals Limited, Chief
Operating Officer & Executive Vice President for Peak Gold Limited; General Manager & Director at Goldcorp
Asia Pacific; and General Manager Mining Lead Zinc at MIM Holdings, Mt Isa. Mr Simpson’s experience ranges
from mine development and management through to corporate and equity market participation. Mr
Simpson is the non-executive director of Queensland Pacific Metals Limited (appointed in 2021) (ASX: QPM).
No other directorships were held in the past 3 years. Mr Simpson is not considered an independent director.
Mr Simpson holds 8,700,029 shares, 6,000,000 share options and 500,000 performance rights in Peel Mining
Limited.
Robert Tyson B.App Sc(Geol) GradDip Applied Finance (SIA)
Executive Director – Technical
Mr Tyson is a geologist with more than 20 years resources industry experience having worked in exploration
and mining-related roles for companies including Cyprus Exploration Pty Ltd, Queensland Metals Corporation
NL, Murchison Zinc Pty Ltd, Normandy Mining Ltd and Equigold NL. Mr Tyson is also a non-executive director
of Saturn Metals Limited (appointed in 2018) (ASX: STN). No other directorships were held in the past 3 years.
Mr Tyson is not considered an independent director.
Mr Tyson holds 8,186,180 shares, 3,000,000 share options and 800,000 performance rights in Peel Mining
Limited.
Graham Hardie FCA BA – Non-executive Director
Mr Hardie is the principal of Hardie Finance Corporation, a private Perth-based property development
company, and is also the principal of Entertainment Enterprises, a private Perth-based hospitality company.
He is a Fellow of the Institute of Chartered Accountants and a former partner in a leading Chartered
Accounting firm. Mr Hardie has extensive commercial and financial experience and has held board positions
on a number of public companies in the mining, media, transport and retail industries. No other directorships
were held in the past 3 years. Mr Hardie is considered an independent director.
Mr Hardie holds 21,053,984 shares in Peel Mining Limited.
Page 26
Simon Hadfield – Non-executive Director (retired 24 November 2022)
Mr Hadfield has more than 30 years company management experience and has held directorships in publicly-
listed industrial and resource companies. Mr Hadfield is a director of RIU Conferences Pty Ltd and Resource
Information Unit Pty Ltd. No other directorships were held in the past 3 years. Mr Hadfield is considered an
independent director. Mr Hadfield retired from the Peel Mining Limited Board at the Company’s Annual
General Meeting (AGM) on 24 November 2022.
Mr Hadfield holds 5,772,712 shares in Peel Mining Limited.
Ryan Woodhouse CA FGIA – Company Secretary and Chief Financial Officer
Mr Woodhouse has 15 years of experience in the mining and energy industries in the area of accounting and
governance. He holds a Bachelor of Commerce from Curtin University, is a member of the Institute of
Chartered Accountants and is a Fellow member of the Governance Institute of Australia. Mr Woodhouse
currently holds the position of Company Secretary with Peel Mining Limited.
Mr Woodhouse was appointed Company Secretary on 7 January 2015.
Mr Woodhouse holds 811,111 shares, 860,000 options and 300,000 performance rights in Peel Mining
Limited.
Meeting of Directors
Director
Number held
Number
Number held
Number
whilst in
attended
whilst in
attended
office
office
Board Meeting
Audit and Risk Committee
Meeting
M Okeby
J Simpson
R Tyson
G Hardie
S Hadfield1
1. Retired 24 November 2022
8
8
8
8
4
8
8
8
8
4
2
2
2
2
1
2
2
2
2
1
Page 27
Remuneration Report (Audited)
The remuneration report is set out under the following headings:
a) Key Management Personnel (KMP) covered in this report
b) Remuneration policy and link to performance
c) Details of remuneration
d) Service agreements
e) Share-based compensation
f) Share holdings of directors
g) Other transactions with directors and key management personnel
h) Additional information
a) Key Management Personnel (KMP) covered in this report
Non-executive and executive directors
Chairman
CEO & Managing Director
Executive Director – Technical
Non-executive Director
Non-executive Director (retired 24 November
2022)
Mark Okeby
James Simpson
Robert Tyson
Graham Hardie
Simon Hadfield
Other key management personnel
Company Secretary & Chief Financial Officer
Ryan Woodhouse
b) Remuneration policy and link to performance
The objective of the remuneration framework of Peel Mining Limited is to ensure reward for performance is
competitive and appropriate for the results delivered. The framework aligns executive reward with
achievement of strategic objectives and the creation of value for shareholders. The Board believes that
executive remuneration satisfies the following key criteria:
Competitiveness and reasonableness
Retention
Acceptability to shareholders
Performance linkage/alignment of executive compensation
Transparency
Capital management
These criteria result in a framework which can be used to provide a mix of fixed and variable remuneration,
and a blend of short and long-term incentives in line with the Company’s remuneration policy.
Page 28
Board and senior management
Fees and payments to the directors and other key management personnel reflect the demands which are
made on, and the responsibilities of, the directors and the senior management. Such fees and payments are
determined by the board and reviewed annually. Company policy in relation to remunerating executives is
that directors are entitled to remuneration out of the funds of the Company, but the remuneration of the
Non-executive Directors may not exceed in any year the amount fixed by the Company in general meeting
for that purpose.
The aggregate of fees of the Non-executive Directors has been fixed at a maximum of $250,000 per annum
to be apportioned among the Non-executive Directors in such a manner as they determine (approved by
shareholders at the AGM held 28th November 2019). Directors are also entitled to be paid reasonable travel,
accommodation and other expenses incurred in consequence of their attendance at board meetings and
otherwise in the execution of their duties as directors.
Remuneration is not linked to past Group performance but rather towards generating future shareholder
wealth through share price performance. The Board and management are issued share-based payments in
the company on a periodic basis as a means to link executive rewards to shareholder value and the
Company’s strategic goals. The Board reviews the share based remuneration granted to management on an
annual basis.
Statutory performance indicators
We aim to align our executive remuneration to our strategic and business objectives and the creation of
shareholder wealth. The table below shows measures of the Group’s financial performance over the last five
years as required by the Corporations Act 2001. However, these are not necessarily consistent with the
measures used in determining the variable amounts of remuneration to be awarded to KMPs. As a
consequence, there may not always be a direct correlation between the statutory key performance measures
and the variable remuneration awarded.
Statutory Key Performance Indicators of the group over the last five years
Profit or (loss) for the
(1,483,985)
(3,421,924)
3,691,351
3,610,070
(2,870,270)
2023
2022
2021
2020
2019
year attributable to
owners of
Peel Mining Limited ($)
Basic earnings per
(0.003)
(0.007)
0.010
0.015
(0.014)
share ($)
Dividend payments
Increase/(decrease) in
share price
Nil
-19%
Nil
-36%
Nil
+52%
Nil
-48%
Nil
-32%
Page 29
c) Details of Remuneration
Details of the nature and amount of each element of the remuneration of each of the directors of Peel Mining
Limited and other key management personnel of the Group during the year ended 30 June 2023 and the
prior year are set out in the following tables:
30 June 2023
Short term
employment
benefits
Salary and
Post-employment
Long-term
benefits
Annual &
Long Service
Share-
based
Performance
fees
Superannuation
Leave
payments1
Total
Related
$
$
$
$
$
%
M Okeby
J Simpson
R Tyson
G Hardie
S Hadfield2
50,004
407,240
273,632
50,004
20,835
5,250
42,760
-
-
-
55,254
(100,996)
349,004
0%
-29%
33,176
29,357
(171,486)
164,679
-104%
5,250
2,188
-
-
-
-
55,254
23,023
R Woodhouse
217,023
24,006
22,085
(19,985)
243,129
0%
0%
-8%
Total
1,018,738
112,630
51,442
(292,467)
890,343
1. Share based payment amounts are not cash payments made to directors. The amounts represent the value ascribed by an acceptable
valuation method to options or performance rights granted and measured under the accounting standard AASB 2 Share-based
payments. Prior year share based payments expenses that relate to Performance Rights Classes A, B, D & E have been reversed through
the P&L and remuneration report per AASB 2, due to their non-market based hurdles not being or unlikely to be met.
2. Retired 24 November 2022
30 June 2022
Short term
employment
benefits
Salary and
Post-employment
Long-term
benefits
Annual &
Long Service
Share-
based
Performance
fees
Superannuation
Leave
payments1
Total
Related
$
$
$
$
$
%
M Okeby2
J Simpson
R Tyson
G Hardie
S Hadfield
16,668
195,114
279,417
50,004
50,004
1,667
19,511
-
-
457,697
476,032
797,669
1,012,294
33,306
29,357
529,813
871,893
5,000
5,000
-
-
-
-
55,004
55,004
R Woodhouse
198,381
21,077
20,834
59,552
299,844
0%
10%
20%
0%
0%
20%
Total
789,588
85,561
50,191
1,844,731
2,770,071
1. Share based payment amounts are not cash payments made to directors. The amounts represent the value ascribed by an acceptable
valuation method to options or performance rights granted and measured under the accounting standard AASB 2 Share-based
payments. Options issued to Directors during the year were valued on the date of shareholder approval as required per AASB 2, and not
issue date. Further information about options and performance rights granted can be found within the annual report.
2. Appointed 3 March 2022
Page 30
d) Service Agreements
Remuneration and other terms of employment for the directors and key management personnel, except
those of Non-executive Directors, are formalised in Employment Agreements or Letters of Offer. Details of
the employment conditions for directors and key management personnel are set out below:
Mark Okeby – Non-executive Chairman
Mr Okeby was appointed as a Director of the Company on 3 March 2022 in the role of Non-executive
Chairman. The terms of his contract include:
Annual remuneration of $55,000 per annum, including superannuation contributions.
Mr Okeby was issued 4,000,000 unlisted options, exercisable at $0.236 each, with an expiry date of 21
February 2025 (shareholder approval granted 13th April 2022).
Mr Okeby received cash payments totalling $55,254 in his role as Chairman of the Company.
James Simpson – CEO & Managing Director
Mr Simpson was appointed as a Director of the Company on 9 September 2019 and was appointed to the
role of CEO and Managing Director on 3 March 2022. Mr Simpson is paid through a services Company
controlled by him. The terms of his contract include:
Salary of $450,000 per annum (inclusive of statutory superannuation).
Continuation of his participation in the Company’s Incentive Option Plan.
Mr Simpson was issued 6,000,000 unlisted options, exercisable at $0.236 each, with an expiry date of
21 February 2025 (shareholder approval granted 13th April 2022).
Other than for serious misconduct, the Company is required to give Mr Simpson 3 months’ notice of
termination, plus 3 months’ salary.
Mr Simpson is required to give the Company 3 months’ notice of resignation.
If there is a Fundamental Change in Mr Simpson’s employment status, Mr Simpson can terminate the
agreement with 1 months’ notice and will be paid a sum equal to 12 months’ salary.
Mr Simpson received cash payments, leave entitlements and share-based payments totalling $349,004 (2022:
$1,012,294) in his role as CEO and Managing Director of the Company.
Page 31
Robert Tyson – Executive Director – Technical
Mr Tyson was appointed as a Director of the Company on 20 April 2006 and was appointed to the role of
Executive Director - Technical of the Company on 3 March 2022. The terms of his contract include:
The Executive Director - Technical receives fixed remuneration of $310,000 per annum gross, plus
statutory superannuation guarantee.
Continuation of his participation in the Company’s Incentive Option Plan.
Mr Tyson was issued 3,000,000 unlisted options, exercisable at $0.236 each, with an expiry date of 21
February 2025 (shareholder approval granted 13th April 2022).
The Executive Director is required to give the Company 3 months’ notice of resignation.
Other than for serious misconduct, the Company is required to give Mr Tyson 3 months’ notice of
termination, plus 3 months’ salary.
If there is a Fundamental Change in Mr Tyson’s employment status, Mr Tyson can terminate the
agreement with 1 months’ notice and will be paid a sum equal to 12 months’ salary.
Mr Tyson received cash payments, leave entitlements and share-based payments totalling $164,679 (2022:
$871,893) in his role as Executive Director – Technical of the Company.
Graham Hardie – Non Executive Director
Mr Hardie was appointed as a Director of the Company on 24 February 2010. Mr Hardie has not entered into
a formal contract with the Company in respect to his appointment as a Non-executive Director. Mr Hardie
received cash payments totalling $55,254 (2022: $55,004) in his role as a Non-executive Director of the
Company during the year.
Simon Hadfield – Non Executive Director (retired 24 November 2022)
Mr Hadfield was appointed as a Director of the Company on 20 April 2006. Mr Hadfield has not entered into
a formal contract with the Company in respect to his appointment as a Director of the Company. Mr Hadfield
received cash payments totalling $23,023 (2022: $55,004) in his role as a Non-executive Director of the
Company during the year. Mr Hadfield retired from the Board of Directors on 24 November 2022.
Ryan Woodhouse – Company Secretary & Chief Financial Officer
Mr Woodhouse is both the Company Secretary and Chief Financial Officer (CFO) of the company. Mr
Woodhouse was appointed as Company Secretary on 7 January 2015. The terms of his contract state:
The Company Secretary and CFO receives fixed remuneration of $233,200 per annum gross, plus
statutory superannuation guarantee.
The Company Secretary and CFO is required to give the Company 3 months’ notice of resignation.
Other than for serious misconduct, the Company is required to give Mr Woodhouse 3 months’ notice
of termination.
The Company Secretary and Chief Financial Officer may be invited to participate in the Company’s
Employee Share Option Plan.
Mr Woodhouse received cash payments, leave entitlements and share-based payments totalling $243,129
(2022: $299,844) in his role as Company Secretary and Chief Financial Officer of the Company.
Page 32
e) Share-based compensation
Details of options and performance rights over ordinary shares in the Company provided as remuneration
to each director and key management personnel of Peel Mining Limited are set out below. When exercisable,
each option or performance right is convertible into one ordinary share of Peel Mining Limited. Further
information on share-based payments on issue is set out in the table on page 35.
Options
KMP
M Okeby1
J Simpson1
R Tyson1
G Hardie
S Hadfield4
Fair value at grant date
Number of options
Number of options vested
2023
$
-
-
-
-
-
2022
$
457,697
686,546
343,273
-
-
-
granted during the year
during the year
2023
20222
2023
2022
Number
Number
Number
Number
-
-
-
-
-
460,000
4,000,000
6,000,000
3,000,000
-
-
-
-
-
-
-
-
-
4,000,000
6,000,000
3,000,000
-
-
200,000
R Woodhouse3
68,996
1. Grant date of securities 20 April 2022
2. These options had no vesting conditions and were issued to the KMPs in this manner to encourage retention.
3. Grant date of securities 4 November 2022
4. Retired 24 November 2022
No options were issued to or exercised by KMP’s during the year.
The fair value at grant date of options is recorded evenly over the period from grant date through vesting
date (where vesting conditions exist) for the purpose of reporting share-based payments as remuneration in
the table on page 35. Where options vest immediately the total expense is recorded in that year. Fair values
have been determined using a Black-Scholes option pricing model that takes into account the exercise price,
term of the option, impact of dilution, share price at grant date, price volatility of the underlying share,
expected dividend yield and the risk-free interest rate for the term of the option.
Options over shares in Peel Mining Limited may be granted to Employees or Directors under the Company’s
Employee Share Option Plan, which was initially created in June 2008, and re-approved by shareholders at
the annual general meeting held on 28 November 2019. The Employee Share Option Plan is designed to
provide long-term incentives for employees to deliver long-term shareholder returns. Participation in the
plan is at the board’s discretion.
During the period the Company granted 460,000 options to key management personnel through its
employee share option plan (ESOP).
Page 33
Performance Rights
KMP
Fair value at grant date
Number of performance
Number of performance
M Okeby
J Simpson1
R Tyson1
G Hardie
S Hadfield4
R Woodhouse2
2023 3
$
2022
$
-
84,750
135,600
-
-
50,850
-
-
-
-
-
-
rights granted during the
rights vested during the
year
year
2023
2022
2023
2022
Number
Number
Number
Number
-
-
-
-
-
-
-
500,000
800,000
-
-
300,000
-
-
-
-
-
-
-
-
-
-
-
-
1. J. Simpson was issued 125,000 of Class D, 125,000 of Class E and 250,000 of Class F. R. Tyson was issued 200,000 of Class D, 200,000
of Class E and 400,000 of Class F on 29 November 2021.
2. R Woodhouse was issued 75,000 Class D, 75,000 of Class E and 150,000 of Class F on 29 November 2021.
3. No performance rights were issued during the year.
4. Retired 24 November 2022
There were no performance rights granted to directors or employees during the year.
Page 34
The terms and conditions of each grant of options or performance rights existing for both directors and
employees at reporting date is as follows:
Grant Date
Date Vested & Exercisable
Expiry Date
Exercise Price
Value per
Option at
Grant Date
29 November 2021
650,000 Executive Director
Performance Rights Class D & E 1&2
31 December
2023
0.0 cents
22.5 cents
31 December 2023
29 November 2021
650,000 Executive Director
Performance Rights Class F 3
31 December
2023
0.0 cents
11.4 cents
31 December 2023
29 November 2021
150,000 Employee Performance
Rights Class D & E 1&2
31 December
2023
0.0 cents
22.5 cents
31 December 2023
29 November 2021
150,000 Employee Performance
Rights Class F 3
31 December
2023
0.0 cents
11.4 cents
31 December 2023
22 February 2022
13,000,000 Director Options
22 February 2022
4 November 2022
950,000 Employee Options
3 November 2023 (33.3%)
3 November 2024 (33.3%)
3 November 2025 (33.3%)
21 February
2025
3 December
2025
23.6 cents
11.4 cents
0.0 cents
15.0 cents
1. The Class D Rights vest subject to the Company publishing a Definitive Feasibility Study (DFS) (as defined in the JORC Code) in relation
to the South Cobar Project, on or before 31 December 2023.
2. The Class E Rights vest subject to the Company commencing decline development (Exploration or Mining) at the South Cobar Project,
on or before 31 December 2023.
3. The Class F Rights vest based on the total shareholder return (‘TSR’) of Peel Mining over the period from 29 November 2021 to 31
December 2023, assessed against predetermined TSR hurdles. The TSR of Peel Mining is based on the 20-day volume weighted average
price (‘VWAP’) of the Company’s shares trading on the Australian Securities Exchange.
Page 35
30 June 2023
M Okeby
J Simpson
R Tyson
G Hardie
S Hadfield1
Balance
at the
start of
the year
4,000,000
8,000,000
4,000,000
500,000
500,000
Option holdings of key management personnel (KMP)
Granted
as
compensation
Expired
during the
year2 & 3
Exercised
Other
Change
Balance at
end of the
year
Vested
Unvested
&
exercisable
-
-
-
-
-
-
(2,000,000)
(1,000,000)
(500,000)
(500,000)
-
-
-
-
-
-
-
-
-
-
-
-
4,000,000
4,000,000
6,000,000
6,000,000
3,000,000
3,000,000
-
-
-
-
-
-
-
-
-
860,000
400,000
460,000
R Woodhouse
400,000
460,000
-
1. Retired 24 November 2022
2. On the 9th September 2022, 2,000,000 director options with an exercise price of $0.31, issued to Jim Simpson, lapsed unexercised.
3. On the 29th November 2022, 2,000,000 director options with an exercise price of $0.32 issued to Robert Tyson, Simon Hadfield and
Graham Hardie, lapsed unexercised.
Performance rights holdings of key management personnel (KMP)
30 June 2023
Balance at
the start
of the year
Granted
as
compen-
sation
M Okeby
-
J Simpson
1,500,000
R Tyson
2,500,000
G Hardie
S Hadfield1
-
-
R Woodhouse
700,000
Expired
during the
year2
-
(1,000,000)
(1,700,000)
-
-
(400,000)
-
-
-
-
-
-
Exercised
Other
Chang
e
Balance at
end of the
year
Vested
Unvested
&
exercisabl
e
-
-
-
-
-
-
-
-
-
-
-
-
-
500,000
800,000
-
-
300,000
-
-
-
-
-
-
-
500,000
800,000
-
-
300,000
1. Retired 24 November 2022
2. Performance rights Class A, B and C expired during the financial year unvested.
f) Shareholdings of Directors in Peel Mining Limited
30 June 2023
Balance at
1 July 2022
Received during
the year on the
exercise of options
Other changes
during the year
Balance at
30 June 2023
M Okeby
J Simpson
R Tyson
G Hardie
S Hadfield1
R Woodhouse
7,222,222
7,737,667
8,186,180
20,753,984
5,772,712
811,111
1. Retired 24 November 2022 and balance is at this date.
-
-
-
-
-
-
5,000,000
962,362
-
300,000
-
-
12,222,222
8,700,029
8,186,180
21,053,984
5,772,712
811,111
Page 36
g) Other
Personnel (KMP)
transactions with
Directors
and
Key Management
Simon Hadfield is a Director of Resource Information Unit Pty Ltd (RIU). RIU leases the Company office space
and charges the Company lease fees on a monthly basis. During the year, total fees charged to the Company
by RIU up until 24 November 2022, were $24,991 (2022: $61,149).
During the prior year the Company participated in conferences organised by RIU Conferences Pty Ltd, a
company of which Mr Hadfield is a Director, to the value of $9,900. The company did not participate in
conferences by RIU Conferences Pty Ltd in the 2023 year. These amounts are included in earnings for the
year within administration expenses on the consolidated statement of profit or loss & other comprehensive
income and on the statement of financial position within trade and other payables at year-end in relation to
any unpaid amounts.
Mr Hadfield retired from the Peel Mining Limited Board at the Company’s Annual General Meeting (AGM) on
24 November 2022. No transactions with RIU Pty Ltd or RIU Conferences Pty Ltd were considered to be
related party transactions after 24 November 2022.
Aggregate amounts of each of the above types of “other transactions” with key management personnel of
Peel Mining Limited:
Amounts recognised as expense
Rent and office management fees
Conferences
h) Additional information
Year end result
Consolidated
Consolidated
2023
$
2022
$
24,991
-
24,991
61,149
9,900
71,049
Peel Mining Limited listed on 11 May 2007 at $0.20 per share and the share price at 30 June 2023 was $0.13
(2022: $0.16). As an advanced exploration company, it is accustomed for the Company to make losses until it
reaches production. No dividends have been declared or paid during the reporting period.
Share-based compensations – options and performance rights
Other than options granted to the CFO through the employee share option plan, there were no options or
performance rights issued to or exercised by directors of Peel Mining Limited or other key management
personnel during the year.
Use of remuneration consultants
During the year ended 30 June 2023, the Group did not employ the services of a remuneration consultant to
review its existing remuneration policies and to provide recommendations in respect of both executive short-
term and long-term incentive plan design.
Voting and comments made at the Company’s 2022 Annual General Meeting
Peel Mining Limited received 99% of “yes” votes on its remuneration report for the 2022 financial year. The
Company did not receive any specific feedback at the AGM or throughout the year on its remuneration
practices.
End of Audited Remuneration Report
Page 37
Shares Under Option or Performance Rights at Reporting Date
Date options or
performance right granted
Expiry date
Issue price of
shares
$
Number under
option
13 July 20203
29 November 2021
29 November 2021
22 February 20221
22 February 20222
4 November 2022
12 July 2023
31 December 2023
31 December 2023
21 February 2025
21 February 2025
3 December 2025
0.275
nil
nil
0.236
0.236
Nil
2,050,000
1,300,000
300,000
13,000,000
4,248,106
950,000
1. The director options were issued on 22 February 2022 subject to receiving shareholder approval, which was granted at the
Extraordinary General Meeting on 13 April 2022.
2. Issued to Ashanti Capital as lead manager of the share placement in February 2022, subject to receiving shareholder approval, which
was granted at the Extraordinary General Meeting on 13 April 2022.
3. Following year end all options expiring 12 July 2023 lapsed unexercised.
No option holder has any right under the options to participate in any other share issue of the Company.
Indemnification and Insurance of Directors and Officers
During the financial year the Company paid a premium of $95,228 (2022: of $71,723) to insure the directors
and officers of the Group. The policy indemnifies each director and officer of the Group against certain
liabilities arising in the course of their duties.
Indemnification of Auditors
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia,
as part of the terms of its audit engagement agreement against claims by third parties arising from the audit.
No payment has been made to indemnify Ernst & Young Australia during or since the financial year.
Material Business Risks
The material business risks of the Company include:
Climate Change Risks
The Company acknowledges there are a number of climate-related factors that may affect the operations
and proposed activities of the Company. The climate change risks particularly attributable to the Company
include:
the emergence of new or expanded regulations associated with the transitioning to a lower-carbon
economy and market changes related to climate change mitigation. The Company may be impacted by
changes to local or international compliance regulations related to climate change mitigation efforts, or
by specific taxation or penalties for carbon emissions or environmental damage. These examples sit
amongst an array of possible restraints on industry that may further impact the Company. While the
Company will endeavour to manage these risks and limit any consequential impacts, there can be no
guarantee that the Company will not be impacted by these occurrences; and
climate change may cause certain physical and environmental risks that cannot be predicted by the
Company, including events such as increased severity of weather patterns and incidence of extreme
weather events and longer-term physical risks such as shifting climate patterns. All these risks associated
with climate change may significantly change the industry in which the Company operates.
Page 39
Environmental Risks
The Company acknowledges its exploration programmes may impact the environment. These impacts are
minimised by the Company's application of best practice principles. The Company currently is, and will be,
subject to environmental laws and regulations in connection with activities and operations it may pursue.
The Company intends to conduct its activities in an environmentally responsible manner and in accordance
with all applicable laws. However, the Company may be the subject of accidents or unforeseen circumstances
that could subject it to extensive liability.
Furthermore, approval may be required from the relevant authorities before the Company can undertake
activities, such as mining, that are likely to impact the environment. Failure to obtain such approvals will
prevent the Company from undertaking its desired activities. The Company is unable to predict the effect of
additional environmental laws and regulations that may be adopted in the future, including whether any such
laws or regulations would materially increase the Company's cost of doing business or affect its operations
in any area.
Exploration and Development Success
The tenements held by the Company are at various stages of exploration and development, which are
inherently high-risk undertakings. There can be no assurance that exploration of the Company’s tenements,
or any other tenements that may be acquired in the future, will result in the discovery of an economic
resource. Even if an apparently viable resource is identified, there is no guarantee that it can be economically
exploited. The future exploration activities of the Company may be affected by a range of factors including
geological conditions, limitations on activities due to seasonal weather patterns, unanticipated operational
and technical difficulties, industrial and environmental accidents, native title process, changing government
regulations and many other factors beyond the control of the Company.
Future development of the Company’s Projects is dependent on a number of risk factors including, but not
limited to, the acquisition and/or delineation of economically recoverable mineralisation, favourable
geological conditions, receiving the necessary approvals from all relevant authorities and parties, seasonal
weather patterns, unanticipated technical and operational difficulties encountered in extraction and
production activities, mechanical failure of operating plant and equipment, shortages or increases in the price
of consumables, spare parts and plant and equipment, access to the required level of funding and contracting
risk from third parties providing essential services.
The risks associated with exploration and the development of a mine will be considered in full should the
Projects reach that stage and will be managed with ongoing consideration of stakeholder interests.
Access Risk
The Company’s access to the tenements may be affected by landholder and pastoralist approvals, native title
rights and/or the terms of native title agreements. While the Company intends to do those things necessary
to minimise these risks, including purchasing the properties upon where its major assets are held, it cannot
guarantee that the access it has to other tenements, in which it has an interest, will remain unfettered in the
future.
Operational Risk
The operations of the Company may be affected by various factors, including failure to locate or identify
mineral deposits, failure to achieve predicted grades in exploration and mining, operational and technical
difficulties encountered in any future mining, difficulties in commissioning and operating plant and
equipment, mechanical failure or plant breakdown, unanticipated metallurgical problems, adverse weather
conditions, industrial and environmental accidents, industrial disputes and unexpected shortages or
increases in the costs of consumables, spare parts, plant and equipment.
Page 40
No assurances can be given that the Company will achieve commercial viability through the successful
exploration and/or mining of its tenement interests. Until the Company is able to realise value from its
projects, it is likely to incur ongoing operating losses.
Additional Requirements for Capital
The Company is currently reliant on capital from shareholders and its requirements depend on numerous
factors. The Company will require further financing in addition to amounts raised to date to progress its
projects through to cashflow. Additional equity financing may dilute current shareholders, and debt
financing, if available, may involve restrictions on financing and operating activities. If the Company is unable
to obtain additional financing as needed, it may be required to reduce the scope of its operations and scale
back its exploration programmes and development plans.
Proceedings on behalf of the Company
No person has applied for leave of court to bring proceedings on behalf of the Group or intervene in any
proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for
all or any part of those proceedings. The Group was not a party to any such proceedings during the year.
Environmental Regulation
The Group holds exploration licences and mining leases in Australia. These licences specify guidelines for
environmental impacts in relation to exploration activities. The licence conditions provide for the full
rehabilitation of the areas of exploration in accordance with the respective jurisdiction’s guidelines and
standards. The Company is not aware of any significant breaches of the licence condition.
Auditor’s Independence Declaration
A copy of the Auditor’s Independence Declaration as required under section 307C of the Corporations Act
2001 is included at the end of this financial report.
Non-Audit Services
The Company may decide to employ the auditor on assignments additional to their statutory audit duties
where the auditor’s expertise and experience with the Company are important. The Board has considered
the position and is satisfied that the provision of the non-audit services is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001. No non-audit services were
provided during the year.
This report is made in accordance with a resolution of the board of directors and signed for on behalf of the
Board by:
James Simpson
CEO & Managing Director
Perth, Western Australia
27th September 2023
Page 41
Consolidated statement of profit or loss & other
comprehensive income for the year ended 30 June
2023
Revenues and other income
Interest income
Net gain or loss on disposal of assets
Revenue and other income
Share-based remuneration to directors & employees
Depreciation expense
Employee and directors’ benefit expenses
Administration expenses
Write-off of exploration expenditure
Profit (loss) before income tax
Income tax benefit (expense)
Profit (loss) from continuing operations after
income tax
Items that will not be classified to profit or loss
Changes in the fair value of equity assets at fair value
through other comprehensive income
Note
12 (i)
12 (ii)
12 (iii)
20
7
13
13
5
14
Consolidated
2023
$
2022
$
8,100
448,638
5,364
462,102
263,136
(150,148)
(836,130)
(1,019,380)
(138,970)
(1,419,390)
42
39,780
(358)
39,464
(1,846,627)
(146,416)
(914,259)
(1,045,003)
(60,211)
(3,973,052)
(64,595)
551,128
(1,483,985)
(3,421,924)
8
245,950
(1,100,000)
Total comprehensive (loss)/ income for the year
attributable to the members of Peel Mining Limited
(1,238,035)
(4,521,924)
Basic (loss)/earnings per share for the year attributable
to the members of Peel Mining Limited
Diluted (loss)/earnings per share for the year
attributable to the members of Peel Mining Limited
22
22
(0.003)
(0.007)
(0.003)
(0.007)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying
notes.
Page 42
Consolidated statement of financial position as at
30 June 2023
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Security deposits
Property
Plant & equipment
Investments in listed securities
Exploration assets
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Total Current Liabilities
Non-Current Liabilities
Deferred tax liability
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Contributed equity
Accumulated losses
Share based payment reserve
Fair value reserve of financial assets at FVOCI
Total Equity
Consolidated
Note
2023
$
2022
$
4
6
6
7
7
2
5
9
12,058,120
22,556,938
141,436
297,374
12,199,556
22,854,312
556,927
2,757,249
657,591
-
97,749,214
101,720,981
597,990
2,757,249
707,627
650,000
89,717,191
94,430,057
113,920,537
117,284,369
824,264
824,264
2,751,520
2,751,520
14
1,618,090
1,618,090
1,553,495
1,553,495
2,442,354
4,305,015
111,478,183
112,979,354
10
11(i)
11(ii)
11(iii)
113,304,683
113,304,683
(8,020,785)
6,194,285
-
(5,682,750)
6,457,421
(1,100,000)
111,478,183
112,979,354
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
Page 43
Consolidated statement of changes in equity for the
year ended 30 June 2023
Fair value
reserve of
Share
based
Contributed
Accumulated
financial
payment
equity
losses
assets at
reserve
Total
equity
$
$
84,917,005
(2,260,826)
-
-
29,280,665
(1,008,008)
115,021
-
-
(3,421,924)
-
-
-
-
-
-
FVOCI
$
-
-
(1,100,000)
-
-
-
-
-
$
$
4,336,831
86,993,010
-
-
-
-
-
(3,421,924)
(1,100,000)
29,280,665
(1,008,008)
115,021
1,846,627
1,846,627
273,963
273,963
113,304,683
(5,682,750)
(1,100,000)
6,457,421
112,979,354
(1,483,985)
-
-
245,950
(854,050)
854,050
-
-
-
(1,483,985)
245,950
-
-
-
-
-
Consolidated
Balance at
30 June 2021
(Loss)/ Profit for the year
11
Other comprehensive
income – revaluation
Issue of share capital
Share issue expenses
Deferred tax charge to
equity
Share based payments –
employees
Share based payments –
11
10
10
14
20
other
Balance at
30 June 2022
(Loss)/ Profit for the year
11
Other comprehensive
income – revaluation
11
Transfer of fair value
reserve to accumulated
loss
11
Share based payments –
directors & employees
20
Balance at 30 June 2023
113,304,683
(8,020,785)
-
-
-
(263,136)
(263,136)
6,194,285
111,478,183
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Page 44
Consolidated statement of cashflows for the year
ended 30 June 2023
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Net cash outflow from operating activities
Cash flows from investing activities
Payments for exploration expenditure
Transfer to security deposits
Consolidated
Note
2023
$
2022
$
(1,872,973)
(2,108,948)
436,133
22,992
(1,436,840)
(2,085,956)
(10,145,482)
(18,414,582)
41,000
(10,000)
Payments for purchases of property, plant and equipment
(103,446)
(2,275,292)
Proceeds from sale of financial asset
Critical Minerals & High-Tech Metals Activation Fund Grant
895,950
250,000
-
-
- E&E Asset
Net cash outflow from investing activities
(9,061,978)
(20,699,874)
Cash flows from financing activities
Proceeds from issue of shares
Transaction costs of issue of shares
Net cash inflow from financing activities
10
10
-
-
-
Net (decrease) / increase in cash and cash equivalents
Cash and cash equivalents at the start of year
Cash and cash equivalents at the end of year
4
(10,498,818)
22,556,938
12,058,120
The above consolidated statement of cashflows should be read in conjunction with the accompanying notes.
29,006,702
(460,083)
28,546,619
5,760,789
16,796,149
22,556,938
Page 45
Notes to the Consolidated Financial Statements
1. Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following
subsidiaries in accordance with the accounting policy described in note 24(b):
Name
Country of
Class of
Equity holding
Equity holding
Incorporation
Shares
Peel Environmental Services Ltd
Apollo Mining Pty Ltd
Peel (CSP) Pty Ltd
Peel Far West Pty Ltd
Australia
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
Ordinary
2023
%
100.00
100.00
100.00
100.00
2022
%
100.00
100.00
100.00
100.00
On the 3rd July 2023 the company applied to deregister Peel Environmental Services Ltd and Apollo Mining
Pty Ltd as they are no longer required by Peel Mining due to inactivity. At the reporting date both companies
had been deregistered with ASIC.
2. Investment in listed securities
During the year the company sold its shares in Odin Metals Limited, realising a net gain of $245,950, which
was included in other comprehensive income. The shares were sold to realise cash. On disposal of the listed
securities the related balance within the fair value reserve of financial assets at FVOCI of $854,050 was
reclassified to accumulated losses. The company did not acquire or dispose of any other investments in listed
securities during the year ended 30 June 2023.
Listed securities – beginning of the period
Revaluation through other comprehensive income
Sale of listed securities
Listed securities – end of the period
Note
8
8
Consolidated
2023
$
650,000
245,950
(895,950)
-
2022
$
1,750,000
(1,100,000)
-
650,000
For more information on investments in listed securities, including the Group’s policies for estimating fair
value, see note 8.
3. Segment information
Management has determined that the Group has only one reportable segment, being mineral exploration
and development in New South Wales.
The Group is focused on mineral exploration and development of the South Cobar Project, and the Board
monitors the Group based on actual versus budgeted expenditure incurred. This internal reporting
framework is the most relevant to assist the Board with making decisions regarding the Group and its
ongoing exploration and development activities, while also taking into consideration the results of
exploration work that has been performed. The Board will review its position on the Company’s reportable
segments as it progresses towards development.
Page 46
4. Cash and cash equivalents
Cash at bank and on hand
Term deposits with financial institutions1
Refer to Note 16 for the policy on financial risk management
Term deposits have an original maturity date of 90-days or less.
1.
Consolidated
Consolidated
2023
$
1,558,120
10,500,000
12,058,120
2022
$
3,553,931
19,003,007
22,556,938
5. Exploration assets
All exploration and evaluation expenditure is capitalised under AASB 6 Exploration for and Evaluation of
Mineral Resources. Mineral interest acquisition costs and exploration and evaluation expenditure incurred is
accumulated and capitalised in relation to each identifiable area of interest.
These costs are only carried forward to the extent that the Group’s right to tenure to that area of interest are
current and either the costs are expected to be recouped through successful development and exploitation
of the area of interest (alternatively by sale) or where areas of interest have not at reporting date reached a
stage which permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves, and active, and significant operations are undertaken in relation to the area of interest.
Amortisation is not charged on costs carried forward in respect of areas of interest in the exploration and
evaluation phase or development phase until production commences.
Peel accounts for grant funding received from the Department of Regional NSW under the Critical Minerals
& High-Tech Metals Activation Fund (CMAF) as an offset to the Exploration and Evaluation asset, where the
initial expenses to which it relates were capitalised. Claims made under the CMAF in the year ended 30 June
2023 totalled $250,000 (2022: Nil).
At cost
Opening balance
Exploration expenditure
Critical Minerals & High-Tech Metals Activation Fund Grant
Write-off of exploration expenditure
Closing balance
Consolidated
Consolidated
Note
2023
$
2022
$
97,749,214
89,717,191
89,717,191
8,420,993
(250,000)
(138,970)
70,409,634
19,367,768
-
(60,211)
97,749,214
89,717,191
Impairment assessment
The carrying value of capitalised exploration and evaluation expenditure is regularly assessed for impairment
indicators and if after expenditure is capitalised, information becomes available suggesting that the recovery
of expenditure is unlikely or that the Group no longer holds tenure, the relevant capitalised amount is written
off to the Consolidated Statement of Profit or Loss and Other Comprehensive Income in the period when the
new information becomes available.
Page 47
Mineral exploration and evaluation expenditure are also assessed for impairment prior to the reclassification
as mine properties and development costs.
During the period, the Company has written off $138,970 (2022: $60,211) of exploration assets.
6. Trade and other receivables
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary
course of business. They are generally due for settlement within 30 days and therefore are all classified as
current. Trade receivables are recognised initially at the amount of consideration that is unconditional unless
they contain significant financing components, when they are recognised at fair value. The Group holds the
trade receivables with the objective to collect the contractual cash flows and therefore measures them
subsequently at amortised cost using the effective interest method.
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all trade receivables. Other current receivables and prepayments are presented
together with trade receivables at amortised cost.
In determining the recoverability of a trade and other receivable using the expected credit loss model, the
Group performs a risk analysis considering the type and age of the outstanding receivables, the
creditworthiness of the counterparty, contract provisions, letter of credit and timing of payment.
No material provision for credit losses was required to be recognised in the current period ending 30 June
2023 (2022: Nil).
Non-current receivables relate to environmental security deposits in relation to exploration tenements held
with financial institutions and government agencies.
Receivables (Current)
GST recoverable from taxation authority
Accrued income
Prepayments
Refer to Note 16 for the policy on financial risk management
Receivables (Non-current)
Security deposits in relation to exploration tenements
Refer to Note 16 for the policy on financial risk management.
Consolidated
Consolidated
2023
$
2022
$
30,077
29,356
82,003
141,436
556,927
556,927
204,106
16,788
76,480
297,374
597,990
597,990
Page 48
7. Property, plant and equipment
Property (land held at cost)
Property, being interests in land, is held at historical cost and is not depreciated as per AASB 116 Property,
Plant and Equipment.
During the year the Company had no change to property holdings.
Plant and equipment
All assets acquired, including plant and equipment are initially recorded at their cost of acquisition, being the
fair value of the consideration provided plus incidental costs directly attributable to the acquisition.
Depreciation on plant and equipment is calculated using the straight-line method to allocate their cost or
revalued amounts over their estimated useful lives from the time the asset is held ready for use as follows:
Plant
Vehicles
Office equipment
Intangible asset
3-10 years
3-5 years
3-5 years
3-5 years
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each
reporting period. For an asset that does not generate largely independent cash inflows, the recoverable
amount is determined for the cash-generating unit to which the asset belongs. If any such indication exists
and where the carrying values exceed the estimated recoverable amount, the assets or cash-generating units
are written down to their recoverable amount
An item of plant and equipment is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal.
Any gain or loss arising on de-recognition of the asset (calculated as the difference between net disposal
proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is
derecognised.
Impairment of assets
At each reporting date, the Group assesses whether there is any indication that an asset may be impaired.
Where an indicator of impairment exists, the Company makes a formal estimate of recoverable amount.
Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and
is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs of disposal and value in use. It is determined for
an individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less costs
of disposal and it does not generate cash inflows that are largely independent of those from other assets or
groups of assets, in which case, the recoverable amount is determined for the cash-generating unit to which
the asset belongs. The estimated future cash flows are discounted to their present value using a post-tax
discount rate reflecting current market assessments of the time value of money and the risks specific to the
asset.
No impairment loss has been recognised for the year ended 30 June 2023 (2022: $nil).
Page 49
Property
Land (at cost)
Plant and equipment
Depreciating plant and equipment
Less accumulated depreciation
Total property, plant and equipment
2023 Reconciliation
Consolidated
Consolidated
2023
$
2022
$
2,757,249
2,757,249
1,447,527
(789,936)
657,591
3,414,840
Property
Plant &
Equipment
Carrying amount at beginning of year
2,757,249
Additions
Depreciation expense
Assets written off to low value pool
Accumulated depreciation on disposals
Disposals
Closing balance
2022 Reconciliation
Carrying amount at beginning of year
Additions
Depreciation expense
Accumulated depreciation on disposals
Disposals
Closing balance
-
-
-
-
-
2,757,249
Property
840,487
1,916,762
-
-
-
2,757,249
707,627
106,951
(150,148)
(4,930)
24,788
(26,697)
657,591
Plant &
Equipment
513,609
343,792
(146,416)
27,365
(30,723)
707,627
1,367,273
(659,646)
707,627
3,464,876
Total
3,464,876
106,951
(150,148)
(4,930)
24,788
(26,697)
3,414,840
Total
1,354,096
2,260,554
(146,416)
27,365
(30,723)
3,464,876
Page 50
8. Financial assets at fair value through comprehensive income
Classification of financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income (FVOCI) held by the Group comprise of
equity securities, with companies listed on the Australian securities exchange. The group has irrevocably
elected at initial recognition to recognise category gains and losses through other comprehensive income
and accumulated in the fair value reserve of financial assets at FVOCI. These are strategic investments and
the Group considers this classification to be more relevant. On disposal of these equity investments, any
related balance within the fair value reserve is reclassified to accumulated losses. Note 24 sets out the
remaining accounting policies in relation to Financial Assets.
Listed securities at fair value through other comprehensive income
Listed securities at FVOCI comprise the following individual investments:
Non-current assets
Listed securities
Odin Metals Limited
Consolidated
Consolidated
2023
$
2022
$
-
-
650,000
650,000
During the year, the following gains (losses) were recognised in profit and loss and other comprehensive
income.
Gain/(loss) recognised in other comprehensive income
related to equity investments
245,950
(1,100,000)
Consolidated
Consolidated
2023
$
2022
$
Page 51
Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial
instruments that are recognised and measured at fair value in the financial statements. To provide an
indication about the reliability of the inputs used in determining fair value, the group has classified its
financial instruments into the three levels prescribed under the accounting standards. An explanation of each
level follows under the table.
No financial assets with a recurring fair value measurement were recorded as at 30 June 2023.
Recurring fair value measurements as at
Level 1
Level 2
Level 3
$
$
$
Total
$
30 June 2022
Financial Assets
Financial Assets at fair value through other
comprehensive income (FVOCI)
Listed securities
Total financial assets
650,000
650,000
-
-
-
-
650,000
650,000
There were no transfers between the levels for recurring fair value measurements during the year. The
group’s policy is to recognise transfers into and out of fair value hierarchy levels as at the end of the reporting
period.
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives
and equity securities) is based on quoted market prices at the end of the reporting period. The quoted
market price used for financial assets held by the group is the current bid price. These instruments are
included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-
counter derivatives) is determined using valuation techniques which maximise the use of observable market
data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an
instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is
included in level 3. This is the case for unlisted equity securities.
All of the resulting fair value estimates for the year ended 30 June 2022 are included in level 1 as the financial
instruments were securities listed on the Australian securities exchange. Therefore, the fair value estimate is
the share price of the listed securities as at balance date ($0.013 – 30 June 2022).
Page 52
9. Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the
financial year which are unpaid. The amounts are unsecured and are usually payable within 30 days of
invoice. They are recognised initially at fair value and subsequently at amortised cost.
Trade payables
Accrued expenses & other payables
10. Contributed equity
Consolidated
Consolidated
2023
$
400,691
423,573
824,264
2022
$
1,287,024
1,464,496
2,751,520
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares,
performance rights or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental
costs directly attributable to the issue of new shares, performance rights or options for the acquisition of a
business are not included in the cost of the acquisition as part of the purchase consideration.
If the entity acquires its own equity instruments, e.g. as the result of a share buy-back, those instruments are
deducted from equity and the associated shares are cancelled. No gain or loss is recognised in the profit or
loss and the consideration paid including any directly attributable incremental costs (net of income taxes) are
recognised directly in equity.
a) Share Capital
Authorised and issued,
ordinary shares fully paid
Consolidated and Parent entity
2023
2022
Number of
$
Number of
$
Shares
Shares
580,767,868
113,304,683
580,767,868
113,304,683
b) Movements in ordinary share capital
Consolidated and Parent entity
2023
2022
Number of
$
Number of
$
shares
shares
Opening balance, 1 July
580,767,868
113,304,683
418,097,757
84,917,005
Shares issued as a result of share placements
Shares issued as a result of rights entitlement
Shares issued in lieu of fees for services
Transaction costs on share issues (cash)
Transaction costs on share issues (non-cash)
Deferred tax charged to equity
Closing balance, 30 June
-
-
-
-
-
-
-
-
-
-
-
-
116,666,669
21,000,000
44,481,428
8,006,702
1,522,014
273,963
-
-
-
(460,083)
(547,925)
115,021
580,767,868
113,304,683
580,767,868
113,304,683
Page 53
c) Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company
in proportion to the number of and amounts paid on the shares held.
By a poll, every ordinary share provides an entitlement to one vote either in person at the meeting or by
proxy.
Ordinary shares have no par value, and the company does not have a limited amount of authorised capital.
d) Options
Information relating to options issued during the year is set out in note 20.
e) Performance rights
Information relating to performance rights issued during the year is set out in note 20.
f) Capital risk management
In employing its capital, the Company seeks to ensure that it will be able to continue as a going concern and
in time provide value to shareholders by way of increased market capitalisation and/or dividends. In the
current stage of its development, the Company has invested its available capital in acquiring and exploring
mining tenements. As is appropriate at this stage, the Company is funded entirely by equity. As it moves
forward to develop its tenements towards production, the Company will adjust its capital structure to support
its operational and strategic objectives, by raising additional capital or taking on debt, as is seen to be
appropriate from time to time given the overriding objective of creating shareholder value. In this regard,
the board will consider each step forward in the development of the Company on its merits and in the context
of the then capital markets, in deciding how to structure funding arrangements.
Page 54
11. Reserves and accumulated losses
(i) Accumulated losses
Opening balance
Profit (loss) for the year after tax
Transfer of other comprehensive income reserve to accumulated loss
Closing balance
(ii) Share-based payment reserve
Opening balance
Share based payment expenses
Share based payment expenses (other options)
Performance rights reversed
Closing balance
(iii) Fair value reserve of financial assets at FVOCI
Opening balance
Fair value movement on financial assets
Transfer of fair value reserve to accumulated loss
Closing balance
Consolidated
Consolidated
2023
$
2022
$
(5,682,750)
(1,483,985)
(854,050)
(2,260,826)
(3,421,924)
-
(8,020,785)
(5,682,750)
6,457,421
328,399
-
(591,535)
6,194,285
4,336,831
1,846,627
273,963
6,457,421
(1,100,000)
245,950
854,050
-
(1,100,000)
-
-
(1,100,000)
Page 55
Nature and purpose of share-based payment reserve
The share-based payment reserve represents the fair value of equity benefits provided to directors and
employees as part of their remuneration for services provided to the Company paid for by the issue of equity.
Refer note 20 for more details.
Consolidated and parent entity
2023
2022
Number
$
Number
$
Opening balance
27,998,106
6,457,421
12,712,500
4,336,831
Options issued to directors, employees &
contractors
950,000
56,865
13,000,000
1,489,873
Options issued to broker in lieu of service fees
Performance rights issued to directors &
employees
Lapsed & reversed
Closing balance
-
-
-
4,248,106
273,963
271,534
1,600,000
356,754
(7,100,000)
(591,535)
(3,562,500)
-
21,848,106
6,194,285
27,998,106
6,457,421
Options exercisable at $0.310 each on or
before 9 September 2022
Options exercisable at $0.320 each on or
before 29 November 2022
-
-
Options exercisable at $0.275 each on or before
2,050,000
12 July 2023
Performance rights expiry 26 May 2023
-
Performance rights expiry 31 December 2023
1,600,000
Options exercisable at $0.236 each on or before
4,248,106
21 February 2025
Options exercisable at $0.236 each on or before
13,000,000
21 February 2025
Options exercisable at $0.000 each on or before
950,000
3 December 2025
21,848,106
-
-
-
-
-
-
-
-
-
2,000,000
2,000,000
2,050,000
3,100,000
1,600,000
4,248,106
13,000,000
-
27,998,106
-
-
-
-
-
-
-
Page 56
12. Revenues and other income
Income recognition
Income is recognised to the extent that it is probable that the economic benefit will flow to the Group and
the income can be reliably measured. The following specific recognition criteria must also be met before
income is recognised.
(i) Other income
Supplier reimbursement1
Option subscription price fee2
Consolidated
Consolidated
Note
2023
$
2022
$
8,100
-
8,100
-
42
42
1. Reimbursement by a supplier of labour charges to repair faulty goods under warranty.
2. Option subscription price fee received from Ashanti Capital as part of the agreement to issue options in lieu of service fees for share
placement.
(ii) Interest income
Interest income is recognised as the interest accrues.
Interest income
(iii) Gain or (loss) on disposal of assets
Consolidated
Consolidated
2023
$
2022
$
448,638
39,780
Gain or (loss) on disposal of PPE
5,364
(358)
Consolidated
Consolidated
Note
2023
$
2022
$
Page 57
13. Expenses
Loss before income taxes includes the following specific expenses:
Employees and director’s benefit expenses
Employee costs
Directors’ fees
Superannuation and oncosts
Administration expenses
Corporate
Consultants
Consolidated
Consolidated
2023
$
2022
$
362,381
341,360
132,389
836,130
841,665
177,715
422,547
273,667
218,045
914,259
847,938
197,065
1,019,380
1,045,003
14. Deferred and income tax expense
The income tax expense (or benefit) for the period is the tax payable (or refundable) on the current period’s
taxable income based on the notional income tax rate for each jurisdiction adjusted by changes in deferred
tax assets and liabilities attributable to temporary differences and to unused tax losses.
Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of
assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax assets are recognised for all deductible temporary differences, carry forward of unused
tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against
which the deductible temporary differences, and the carry-forward of unused tax assets and unused tax
losses can be utilised.
A deferred income tax asset is not recognised where the deferred income tax asset relating to the deductible
temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a
business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
income or when the deductible temporary difference is associated with investments in subsidiaries,
associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent
that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will
be available against which the temporary difference can be utilised.
The carrying amount of deferred income tax assets are reviewed at each reporting date and reduced to the
extent it is no longer probable that sufficient taxable income will be available to allow all or part of the
deferred income tax asset to be utilised.
Page 58
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year
when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted
at the reporting date. Income taxes relating to items recognised directly in equity are recognised in equity
and not in profit and loss for the year.
Current tax
Deferred tax recognised through profit or loss
Income Tax Expense / (Benefit)
Consolidated
Consolidated
Note
2023
$
-
64,595
64,595
2022
$
-
(551,128)
(551,128)
Numerical reconciliation of income tax to prima facie tax payable:
Consolidated
Consolidated
2023
$
2022
$
Profit from continuing operations before income tax
(1,419,390)
(3,973,052)
At the statutory income tax rate of 30% (2022: 25.0%)
(425,817)
(993,263)
Expenditure/income not allowed for income tax purposes:
Share based payments
Sundry items
Benefit of temporary differences not previously recognised
Adjustment in respect to prior years
Effective tax rate change
Income Tax Expense / (Benefit)
(78,941)
256,548
1,755
311,050
64,595
461,657
1,531
66,890
(87,943)
(551,128)
Deferred Tax Assets
Tax Losses
Other
Total DTA
Consolidated
Consolidated
Note
2023
$
22,999,709
402,789
23,402,498
2022
$
16,482,233
508,459
16,990,692
Set-off of deferred tax liabilities pursuant to set-off provisions
(23,402,498)
(16,990,692)
Net deferred tax assets
-
-
Deferred Tax Liabilities
Exploration Assets
Other
Total DTL
24,995,987
24,601
25,020,588
18,525,067
19,120
18,544,187
Set-off of deferred tax assets pursuant to set-off provisions
(23,402,498)
(16,990,692)
Net deferred tax liabilities
1,618,090
1,553,495
Page 59
Net deferred tax liabilities at 1 July
1,553,495
2,219,644
Charged/(credited)
To profit or loss
Directly to equity
Net deferred tax liabilities at 30 June
64,595
-
1,618,090
(551,128)
(115,021)
1,553,495
2023
$
2022
$
15. Reconciliation of cash flows from operating activities to earnings after income
tax
For statement of cash flows preparation purposes, cash and cash equivalents includes cash on hand and
short-term deposits held at call (other than deposits used as cash backing for performance bonds) with
financial institutions. Any bank overdrafts are shown within borrowings in the current liabilities on the
statement of financial position.
Profit (Loss) after income tax
Adjustments for
Share-based payments
Depreciation
(Gain)/loss on disposal of assets
Write-off of exploration and evaluation asset
Assets written off to low value pool
Income tax benefit (expense) through profit and loss
Change in operating assets and liabilities
(Increase) / decrease in receivables
(Increase) / decrease in provisions
Increase / (decrease) in payables
Consolidated
Consolidated
2023
$
2022
$
(1,483,985)
(3,421,924)
(263,136)
150,148
(5,364)
138,970
4,930
64,595
75,425
(133,240)
14,817
1,846,627
146,416
(358)
60,211
(551,128)
(11,530)
(97,060)
(57,210)
Net cash outflow from operating activities
(1,436,840)
(2,085,956)
Page 60
16. Financial risk management
Overview
The Group is exposed to financial risks through the normal course of its business operations. The key risks
impacting the Group’s financial instruments are considered to be interest rate risk, liquidity risk, and credit
risk. The Group’s financial instruments exposed to these risks are cash and cash equivalents, security
deposits, trade receivables, trade payables and other payables.
Credit risk
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as
credit exposures to wholesale and retail customers, including outstanding receivables. Management
assesses the credit quality of the counterparties by taking into account its financial position, past experience
and other factors. For banks and financial institutions, management considers independent ratings and only
dealing with banks licensed to operate in Australia.
The Company applies the AASB 9 simplified approach to measuring expected credit losses which uses a
lifetime expected loss allowance for all trade receivables and contract assets. To measure the expected credit
losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics
and the days past due.
Tax receivables and prepayments do not meet the definition of financial assets.
Risk management
The Group limits its exposure to credit risk in relation to cash and cash equivalents and other financial assets
by only utilising banks and financial institutions with acceptable credit ratings.
The Group operates in the mining exploration sector and does not have trade receivables from customers. It
does however have credit risk arising from other receivables.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to
meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Group’s reputation. The Group manages liquidity by maintaining adequate
reserves by continuously monitoring forecast and actual cash flows, ensuring there are appropriate plans in
place to finance these future cash flows.
Typically, the Group ensures it has sufficient cash on hand to meet expected operational expenses, including
the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot
reasonably be predicted, such as natural disasters.
Financial obligations
Trade and other payables
Note
9
Consolidated
Carrying Amount
2023
$
824,264
2022
$
2,751,520
Page 61
Interest rate risk
Interest rate risk is the risk that the Group’s financial position will be adversely affected by movements in
interest rates, cash and cash equivalents at variable rates exposes the Group to cashflow interest rate risk.
The Group is not exposed to fair value interest rate risk as all of its financial assets and liabilities are carried
at amortised amount.
Profile
At the reporting date the interest rate profile of the consolidated entity’s interest-bearing financial
instruments was:
Variable rate instruments
Cash at bank
Fixed rate instruments
Short term cash deposits
Security deposits
Consolidated
Carrying Amount
2023
$
1,558,120
10,500,000
556,927
2022
$
3,553,931
19,003,007
597,990
Cash flow sensitivity analysis for variable rate instruments of the consolidated entity
The company’s cash at bank attracts nominal interest rates such that the company is not susceptible to
material interest rate risk. The company’s short-term term deposits as at 30 June 2023 and 30 June 2022
represent fixed rates and are not subject to any interest rate risk specifically at period end.
Capital management
The Directors’ objectives when managing capital are to ensure that the Group can fund its operations and
continue as a going concern, so that it may continue to provide returns for shareholders and benefits for
other stakeholders. Due to the nature of the Group’s activities, being mineral exploration, the Group does
not have ready access to credit facilities, with the primary source of funding being equity raisings. Therefore,
the focus of the Group’s capital risk management is the current working capital position against the
requirements of the Group to meet exploration programmes and corporate overheads.
The Group’s strategy is to ensure appropriate liquidity is maintained to meet anticipated operating
requirements, with a view to initiating appropriate capital raisings as required.
The working capital position of the Group were as follows:
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Working capital position
Note
4
6
9
Consolidated
Carrying Amount
2023
$
12,058,120
141,436
(824,264)
11,375,292
2022
$
22,556,938
297,374
(2,751,520)
20,102,792
Page 62
Fair values
The carrying values of all financial assets and financial liabilities, as disclosed in the Consolidated Statement
of Financial Position, are the same as their fair values, due to their short-term nature.
Equity security price risk
The Group’s income may be exposed to equity security price fluctuations arising from investments in equity
securities and the options available to the Group. At 30 June 2023, the Group did not hold any listed equity
securities at fair value through profit and loss (2022: Nil).
At the balance date the group had the following exposure to equity price risk:
Odin Metals Limited
Consolidated
2023
$
-
-
2022
$
650,000
650,000
At 30 June 2023, the company did not hold any investments in equities, therefore had no exposure to equity
price risk. In the prior year, if the underlying equity prices had moved by a reasonably possible 10%, as
illustrated in the table below, with all other variables held constant, other comprehensive income and equity
would have been affected as follows:
Judgement of reasonably possible movements:
Equity price +10%
Equity price -10%
Other comprehensive income
higher/(lower)
2023
$
-
-
2022
$
65,000
(65,000)
A sensitivity of +10% or -10% has been selected as this is considered reasonable given recent fluctuations in
equity.
Page 63
17. Contingencies & Commitments
The Group had no contingent assets or liabilities as at 30 June 2023 (2022: $nil).
Lease commitments – Peel Mining Limited as lessee
The Company rents its Perth office on a month-by-month basis. The Company has elected to apply the short-
term lease exemption to this agreement. The Company made payments during the year for the lease which
totalled $48,000 (2022: $48,000).
The Company has entered into an equipment rental agreement for a printer for a term of 36 months which
commenced in August 2021. Under the Company’s accounting policy, all leased assets valued at or below
$10,000 qualify for the low value lease exemption. The lease payments for the printer which were expensed
during the year total $2,868 (2022: $2,629).
The group had no other commitments within 12, before 60 or later than 60 months as at 30 June 2023 (30
June 2022: Nil).
Exploration commitments
Under the terms of mineral tenement licences held by the Group in New South Wales, there are no minimum
annual expenditure obligations required to be expended during the forthcoming financial year in order for
the tenements to maintain a status of good standing.
Work programs are submitted on application and renewal which may be subject to variation from time to
time in accordance with the relevant state department’s regulations. The Group may at any time relinquish
tenements, and avoid expenditure required on work programs, or may seek exemptions from the relevant
authority. The Groups only commitments in relation to these tenements are the payment of annual rents
which for the upcoming year total $88,160 (2022: $78,780).
18. Events after the reporting period
On the 3rd July 2023 the company applied to deregister Peel Environmental Services Ltd and Apollo Mining
Pty Ltd, both of which are subsidiary companies 100% owned by Peel Mining Limited.
On the 12th July 2023, 2,050,000 employee options with an exercise price of $0.275, issued to various
employees, lapsed unexercised.
On the 3rd July 2023 the company applied to deregister Peel Environmental Services Ltd and Apollo Mining
Pty Ltd as they are no longer required by Peel Mining due to inactivity. At the reporting date both companies
had been deregistered with ASIC.
There were no other significant events that have occurred after balance date and prior to the date of this
report.
Page 64
19. Related parties
(a) Compensation of key management personnel
Short-term employee benefits
Post-employment benefits
Long-term benefits
Share-based payments
Consolidated
2023
$
Consolidated
2022
$
1,018,738
112,630
51,442
(292,467)
890,343
789,588
85,561
50,191
1,844,731
2,770,071
(b) Other transactions with key management personnel
Simon Hadfield is a Director of Resource Information Unit Pty Ltd (RIU) and RIU Conferences Pty Ltd. RIU
leases office space to the Company and charges rental lease fees and office utility expenditure on a monthly
basis. Mr Hadfield retired from the Peel Mining Limited Board at the Company’s Annual General Meeting
(AGM) on 24 November 2022. No transactions with RIU Pty Ltd or RIU Conferences Pty Ltd were considered
to be related party transactions after 24 November 2022. Total fees charged in the year (up to 24 November
2022) to the Company by RIU were $24,991 (2022: $61,149).
During the year the Company did not participate in conferences organised by RIU Conferences Pty Limited
(2022: $9,900). These amounts are included in the prior year consolidated statement of profit and loss and
other comprehensive income for the year within administration expenses.
Aggregate amounts of each of the above types of “other transactions” with key management personnel of
Peel Mining Limited:
Amounts recognised as expense
Rent and office management fees
Conferences
Consolidated
2023
$
Consolidated
2022
$
24,991
-
24,991
61,149
9,900
71,049
Other than the above, the Group had no other transactions with related parties.
Page 65
20. Share–based payments
Share-based compensation benefits to directors, employees and consultants are provided at the discretion
of the board. The fair value of share-based payments granted are recognised as an expense with a
corresponding increase in equity. The fair value is measured at grant date and recognised over the period
during which the recipient becomes unconditionally entitled to the share-based instrument.
Total prorated expenses arising from share-based payment transactions recognised in the profit and loss
during the year were as follows:
Employee option expense2
Director option expense1
Employee performance rights expense2
Director performance rights expense2
Performance rights reversed3
2023
$
2022
$
56,865
-
46,981
224,553
(591,535)
(263,136)
2,356
1,487,516
59,092
297,663
-
1,846,627
1. Amounts in respect to 2022 director options which were expensed upfront during the year.
2. Totals include expenses from current and prior year issues prorated over vesting periods per AASB 2.
3. Prior year share based payments expenses that relate to Performance Rights Classes A, B, D & E have been reversed through the P&L
and the remuneration report per AASB 2, due to their non-market based hurdles not being or unlikely to be met.
In addition to the above, share-based payments in the form of shares ($nil; 2022: $273,963) and options ($nil;
2022: $273,963) were made to consultants in the prior year in relation to brokerage services rendered as part
of a share capital raising. These were recorded under Contributed Equity accordingly. See note 10.
(a) OPTIONS
(i) Employee share option plan
During the year the Company granted options to employees through its employee share option plan (“ESOP”).
The fair value of options at grant date is independently determined using a Black-Scholes option pricing
model that takes into account the exercise price, term of the option, share price at grant date, expected price
volatility of the underlying share, expected dividend yield and the risk-free interest rate for the term of the
option. Total expenses arising from share-based payment transactions recognised in the profit and loss
during the year were as follows:
Consolidated
2023
Consolidated
2022
Number of options
$
Number of options
$
Options granted to employees
950,000
56,865
-
2,356
Page 66
An employee share option plan, designed to provide long-term incentives for senior employees to deliver
long-term shareholder returns, was established in June 2008.
Options or performance rights granted under the plan carry no dividend or voting rights.
Set out below are summaries of Employee options granted.
30 June 2023
Grant
Expiry
Exercise
Balance at
Granted
Exercised
Vested and
Balance at
Vested and
date
date
price
start of the
during the
during the
lapsed
end of the
exercisable
year
year
year
during the
year
at end of the
year
year
$
Number
Number
Number
Number
Number
Number
4 Nov 22 3 Dec 25
0.000
-
950,000
13 Jul 20 12 Jul 23
0.275
2,050,000
-
-
-
-
-
950,000
-
2,050,000
2,050,000
30 June 2022
Grant date
Expiry
Exercise
Balance at
Granted
Exercised
Vested and
Balance at
Vested and
date
price
start of the
during the
during
lapsed
end of the
exercisable
year
year
the year
during the
year
at end of the
year
year
$
Number
Number
Number
Number
Number
Number
13 Jul 20
12 Jul 23
0.275
2,050,000
7 Dec 18
7 Dec 21
0.570
1,562,500
-
-
-
-
-
2,050,000
2,050,000
(1,562,500)
-
-
Fair value of options granted
During the year the company granted 950,000 options to employees through its employee share option plan
(ESOP). These options were divided into three vesting periods, expiring on 3 December 2025. The assessed
fair value at grant date of options granted to employees, including the model inputs is tabled below.
Options are granted for no consideration
33.3% vest 3 November 2023
Employee Options
2023
and vest accordingly
Valuation Model
Exercise Price
Grant Date
Expiry Date
Share Price at Grant Date
Expected price volatility
Expected dividend yield
Risk-free interest rate
Fair Value at Grant Date
33.3% vest 3 November 2024
33.3% vest 3 November 2025
Black Scholes
Nil
4 November 2022
3 December 2025
15.0 cents
60%
0.00%
3.27%
15.0 cents
2022
Nil
-
-
-
-
-
-
-
-
Page 67
(ii) Director options
Total expenses arising from share-based payment transactions recognised in the profit and loss during the
year were as follows:
Consolidated
2023
2023
2022
Number of
$
Number of
options
options
2022
$
Options granted to directors
-
-
13,000,000
1,487,516
Set out below are summaries of director options granted.
30 June 2023
Grant date
Expiry date
Exercise
Balance at
Granted
Exercised
Lapsed
Balance at
Vested and
price
start of the
during the
during
during the
end of the
exercisable
year
year
the year
year
year
at end of the
year
$
Number
Number
Number
Number
Number
Number
22 Feb 221 21 Feb 25
0.236
13,000,000
28 Nov 19
29 Nov 22
0.320
2,000,000
28 Nov 19
9 Sep 22
0.310
2,000,000
-
-
-
-
-
-
-
13,000,000
13,000,000
(2,000,000)
(2,000,000)
-
-
-
-
1. The director options were issued on 22 February 2022 subject to receiving shareholder approval, which was granted at the Extraordinary
General Meeting on 13 April 2022.
30 June 2022
Grant date
Expiry date
Exercise
Balance at
Granted
Exercised
Lapsed
Balance at
Vested and
price
start of the
during the
during
during the
end of the
exercisable
year
year
the year
year
year
at end of the
year
$
Number
Number
Number
Number
Number
Number
22 Feb 221 21 Feb 25
0.236
-
13,000,000
28 Nov 19
29 Nov 22
0.320
2,000,000
28 Nov 19
9 Sep 22
0.310
2,000,000
7 Dec 18
7 Dec 21
0.641
2,000,000
-
-
-
-
-
-
-
-
-
-
13,000,000
13,000,000
2,000,000
2,000,000
2,000,000
2,000,000
(2,000,000)
-
-
1. The director options were issued on 22 February 2022 subject to receiving shareholder approval, which was granted at the Extraordinary
General Meeting on 13 April 2022.
Page 68
There were no options granted to Directors during the financial year ended 30 June 2023. The assessed fair
value at grant date of options granted to Directors during the prior financial year ended 30 June 2022 is tabled
below. The model inputs for director options granted during the financial year ended 30 June 2022 included:
Options are granted for no consideration and vest
2023
Nil
2022
100% vest immediately
Director Options
accordingly
Valuation Model
Exercise Price
Grant Date
Expiry Date
Share Price at Grant Date
Expected price volatility
Expected dividend yield
Risk-free interest rate
Fair Value at Grant Date
-
-
-
-
-
-
-
-
-
Black Scholes
$0.236
13 April 20221
21 February 2025
$0.260
60%
0.00%
2.49%
11.4 cents
1. The director options were issued on 22 February 2022 subject to receiving shareholder approval, which was granted at the
Extraordinary General Meeting on 13 April 2022 (grant and subsequent valuation date under AASB 2).
(iii) Other options
There were no other options granted during the financial year ended 30 June 2023. The assessed fair value
at grant date of other options granted during the prior financial year ended 30 June 2022 is shown below.
The other options were granted to Ashanti Capital as lead manager of the share placement in February 2022,
in lieu of fees for services.
Total expenses arising from share-based payment transactions recognised in equity during the year were as
follows:
Options granted to Ashanti Capital
-
-
4,248,106
273,963
Consolidated
2023
2023
2022
Number of
$
Number of
options
options
2022
$
Page 69
Set out below are summaries of other options granted.
30 June 2023
Grant date
Expiry date
Exercise
Balance at
Granted
Exercised
Lapsed
Balance at
Vested and
price
start of the
during the
during
during the
end of the
exercisable
year
year
the year
year
year
at end of the
year
22 Feb 22
21 Feb 25
0.236
4,248,106
-
-
-
4,248,106
4,248,106
$
Number
Number
Number
Number
Number
Number
30 June 2022
Grant date
Expiry date
Exercise
Balance at
Granted
Exercised
Lapsed
Balance at
Vested and
price
start of the
during the
during
during the
end of the
exercisable
year
year
the year
year
year
at end of the
year
22 Feb 22
21 Feb 25
0.236
-
4,248,106
-
-
4,248,106
4,248,106
$
Number
Number
Number
Number
Number
Number
The assessed fair value at grant date of the options granted to Ashanti Capital were based on the fair value
of the service provided. There are no vesting conditions. The fair value was recorded in full under Contributed
Equity as the nature of the remuneration pertained to services to assist with share capital raising.
(iv) Weighted averages – options
The weighted average exercise price $0.23 (2022: $0.25).
The weighted average fair value of the share-based payments is $0.10 (2022: $0.10).
The weighted average remaining contractual life is 1.52 years (2022: 2.10 years).
(b) PERFORMANCE RIGHTS
(i) Employee performance rights
During the financial year ended 30 June 2023 there were no performance rights granted to employees.
30 June 2023
Grant
date
Expiry
Exercise
Balance
Granted
Exercised
Lapsed
Balance
Vested and
date
price
at start of
during
during
during
at end of
exercisable
the year
the year
the year
the year
the year
at end of the
year
$
Number
Number
Number
Number
Number
Number
29 Nov 21
31 Dec 23
23 Dec 20
23 June 23
-
-
300,000
400,000
-
-
-
-
-
300,000
(400,000)
-
-
-
Page 70
30 June 2022
Grant
date
Expiry
Exercise
Balance
Granted
Exercised
Lapsed
Balance
Vested and
date
price
at start of
during
during the
during
at end of
exercisable
the year
the year
year
the year
the year
at end of the
year
$
Number
Number
Number
Number
Number
Number
29 Nov 21
31 Dec 23
23 Dec 20
23 June 23
-
-
-
300,000
400,000
-
-
-
-
-
300,000
400,000
-
-
Fair value of performance rights granted
The performance rights issued during the prior financial year were valued by an independent consultant. The
model inputs and the assessed fair value at grant date of performance rights granted to employees during
the financial year ended 30 June 2022 is tabled below.
Employee Performance
Employee Performance
Rights
Class D1 & E2
Rights
Class F3
Performance rights are granted for no consideration and
Refer 1 & 2
Refer 3
vest accordingly
Valuation Model
Exercise Price
Grant Date
Expiry Date
Share Price at Grant Date
Expected Price Volatility
Expected Dividend Yield
Risk-free interest rate
Fair Value at Grant Date
Black Scholes
Monte Carlo
Nil
Nil
29 November 2021
29 November 2021
31 December 2023
31 December 2023
22.5 cents
22.5 cents
70%
0.00%
0.52%
70%
0.00%
0.52%
22.5 cents
11.4 cents
1. The Class D Rights vest subject to the Company publishing a Definitive Pre-Feasibility Study (PFS) (as defined in the JORC Code) in
relation to the South Cobar Project, on or before 31 December 2023.
2. The Class E Rights vest subject to the Company commencing decline development (Exploration or Mining) at the South Cobar Project,
on or before 31 December 2023.
3. The Class F Rights vest based on the total shareholder return (‘TSR’) of Peel Mining over the period from 29 November 2021 to 31
December 2023, assessed against predetermined TSR hurdles. The TSR of Peel Mining is based on the 20-day volume weighted average
price (‘VWAP’) of the Company’s shares trading on the Australian Securities Exchange.
Share based payments expenses that relate to Performance Rights Classes A, B, D & E have been reversed
through the P&L and the remuneration report per AASB 2, due to their non-market based hurdles not being
or unlikely to be met.
(ii) Director performance rights
During the financial year ended 30 June 2023 there were no performance rights granted to executive
directors.
Page 71
30 June 2023
Grant
date
Expiry
Exercise
Balance
Granted
Exercise
Lapsed
Balance at
Vested and
date
price
at start of
during the
d during
during the
end of the
exercisable
the year
year
the year
year
year
at end of
the year
$
Number
Number
Number
Number
Number
Number
29 Nov 21
31 Dec 23
26 Nov 20
26 May 23
- 1,300,000
- 2,700,000
-
-
-
-
-
1,300,000
(2,700,000)
-
-
-
30 June 2022
Grant
date
Expiry
Exercise
Balance
Granted
Exercised
Lapsed
Balance at
Vested and
date
price
at start of
during the
during
during
end of the
exercisable
the year
year
the year
the year
year
at end of the
year
$
Number
Number
Number
Number
Number
Number
29 Nov 21
31 Dec 23
-
-
1,300,000
26 Nov 20
26 May 23
- 2,700,000
-
-
-
-
-
1,300,000
2,700,000
-
-
Fair value of performance rights granted
The performance rights issued during the prior financial year were valued by an independent consultant. The
model inputs and the assessed fair value at grant date of performance rights granted to directors during the
financial year ended 30 June 2022 is tabled below.
Director Performance
Director Performance
Performance rights are granted for no consideration and
Refer 1 & 2
Rights
Class D1 & E2
Rights
Class F3
Refer 3
vest accordingly
Valuation Model
Exercise Price
Grant Date
Expiry Date
Share Price at Grant Date
Expected Price Volatility
Expected Dividend Yield
Risk-free interest rate
Fair Value at Grant Date
Black Scholes
Monte Carlo
Nil
Nil
29 November 2021
29 November 2021
31 December 2023
31 December 2023
22.5 cents
22.5 cents
70%
0.00%
0.52%
70%
0.00%
0.52%
22.5 cents
11.4 cents
1. The Class D Rights vest subject to the Company publishing a Definitive Pre-Feasibility Study (PFS) (as defined in the JORC Code) in
relation to the South Cobar Project, on or before 31 December 2023.
2. The Class E Rights vest subject to the Company commencing decline development (Exploration or Mining) at the South Cobar Project,
on or before 31 December 2023.
3. The Class F Rights vest based on the total shareholder return (‘TSR’) of Peel Mining over the period from 29 November 2021 to 31
December 2023, assessed against predetermined TSR hurdles. The TSR of Peel Mining is based on the 20-day volume weighted average
price (‘VWAP’) of the Company’s shares trading on the Australian Securities Exchange.
Share based payments expenses that relate to Performance Rights Classes A, B, D & E have been reversed through the
P&L and the remuneration report per AASB 2, due to their non-market based hurdles not being or unlikely to be met.
Page 72
(iii) Weighted averages – performance rights
The weighted average fair value of the share-based payments is $0.17 (2022: $0.18).
The weighted average remaining contractual life is 0.50 years (2022: 1.11 years).
21. Remuneration of auditors
Amounts paid to PricewaterhouseCoopers1
Audit and review of financial reports (2021 FY)
Taxation services
Consolidated
Consolidated
2023
$
2022
$
-
-
-
-
50,205
50,205
22,067
22,067
1.
PricewaterhouseCoopers ceased to be the Company’s auditor as at 29 November 2021.
Amounts paid and due to Ernst & Young1
Audit and review of financial reports
Consolidated
Consolidated
2023
$
2022
$
47,142
47,142
42,500
42,500
1. Ernst & Young were appointed as auditor of Peel Mining Limited at the AGM on 29 November 2021.
Page 73
22. Earnings/ (Loss) per share
Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders of the
Company, excluding any costs of servicing equity other than ordinary shares, by the weighted average
number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary
shares issued during the year.
Diluted loss 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.
Consolidated
Consolidated
2023
$
2022
$
Basic earnings per share
(Loss)/profit from continuing operations
attributable to the ordinary equity holders of the
Company
(0.003)
(0.007)
Diluted earnings per share
(Loss)/profit from continuing operations
attributable to the ordinary equity holders of the
Company
(0.003)
(0.007)
Reconciliation of earnings used in calculation of
earnings per share
(Loss)/profit used in calculating basic profit per
(1,483,985)
(3,421,924)
share
Weighted average number of shares used as
the denominator
Weighted average number of shares used in
calculating basic earnings per share
Weighted average number of ordinary shares and
potential ordinary shares used as the
denominator in calculating diluted earnings per
share
Consolidated
2023
Consolidated
2022
Number of shares Number of shares
580,767,868
467,104,687
580,767,868
467,104,687
Effect of dilutive securities
Options and performance rights on issue at reporting date could potentially dilute earnings per share in the
future. The effect in the current year is to reduce the loss per share hence they are considered anti-dilutive
and as such have been excluded.
Page 74
23. Parent entity information
Statement of financial position
Current assets
Total assets
Current liabilities
Total liabilities
Net assets
Issued capital
Share-based payment reserve
Financial Assets at FVOCI Reserve
Accumulated losses
Total equity
Statement of profit or loss and other comprehensive income
Interest Revenue
Other revenue and income
Comprehensive loss for the year
Total comprehensive (loss) / gain for the year
Parent entity
2023
$
2022
$
12,332,039
23,129,913
106,588,889
108,219,467
(717,791)
(1,003,570)
(2,335,882)
(2,557,066)
104,253,007
105,662,401
113,304,683
113,304,683
6,194,285
6,457,421
-
(1,100,000)
(15,245,961)
(12,999,703)
104,253,007
105,662,401
448,638
13,464
39,779
(315)
(1,854,309)
(3,431,335)
(1,392,207)
(3,391,871)
Commitments for the parent entity are the same as those for the consolidated entity and are set out in note
17.
The parent entity has not entered into a deed of cross guarantee nor are there any contingent liabilities at
year-end.
Page 75
24. Statement of other significant accounting policies
The principal accounting policies adopted in the preparation of the financial report are set out below. These
policies have been consistently applied to all the years presented, unless otherwise stated. The financial
report includes the financial statements for the Group which comprises Peel Mining Limited and its controlled
entities at the end of, or during the financial years ended 30 June 2023 and the comparative period.
(a)
Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian Accounting
Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Australian
Accounting Interpretations and the Corporations Act 2001. Peel Mining Limited is a for-profit entity for the
purpose of preparing the financial statements. As at 30 June 2023, the Group made a net loss after tax of
$1,483,985 (2022: $3,421,924). The ongoing capital requirements of the Group are dependent on the Group’s
ability to raise funds in the future.
The Directors have prepared a cash flow forecast, which indicates that the Group will have sufficient cash
flows to meet all commitments and working capital requirements for the twelve-month period from the date
of signing this financial report. Based on the cash flow forecasts and other factors referred to above, the
directors are satisfied that the basis of preparation is appropriate.
Compliance with IFRS
The financial statements and notes of the Group comply with International Financial Reporting Standards (IFRS).
Historical cost convention
These financial statements have been prepared under the historical cost convention except for financial assets
measured at fair value.
(b)
Principles of consolidation
The consolidated financial statements are those of the consolidated entity, comprising Peel Mining Limited
(“the parent entity”) and entities controlled during the year and at reporting date (“Group”). A controlled entity
is any entity that the Group 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.
Information from the financial statements of the controlled entities is included from the date the parent
company obtains control until such time as control ceases. Where there is a loss of control of a subsidiary,
the consolidated financial statements include the results for the part of the reporting period during which
the parent company has control.
Subsidiary acquisitions are accounted for using the acquisition method of accounting.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity,
using consistent accounting policies.
All intercompany balances and transactions, including unrealised profits arising from intra-Group
transactions, have been eliminated in full. Unrealised losses are eliminated except where costs cannot be
recovered.
Investments in subsidiaries are carried at cost in the parent entity.
Page 76
Under AASB 11 Joint Arrangements investments in joint arrangements are classified as either joint operations
or joint ventures. The classification depends on the contractual rights and obligations of each investor, rather
than the legal structure of the joint arrangement.
(c)
Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement
or for disclosure purposes.
The carrying value less impairment provision of trade receivables and payables are assumed to approximate
their fair values due to their short-term nature. The fair value of financial liabilities for disclosure purposes
is estimated by discounting the future contractual cash flows at the current market interest rate that is
available to the Group for similar financial instruments.
(d)
Accounting for farmouts
The Group may enter into transactions whereby a third party (“Farmee”) may earn a right to acquire an
interest in assets owned by the Group by meeting certain obligations agreed to by both parties. As the terms
of farm-ins are not generic management assess each agreement on a transaction-by-transaction basis and
determines the appropriate accounting treatment based on the terms of the agreement.
(e)
Leases
AASB 16 Leases eliminates the classifications of operating leases and finance leases for lessees. Except for
short-term leases and leases of low-value assets, rights-of-use assets and corresponding lease liabilities are
recognised in the statement of financial position. The right-of-use asset is depreciated over the shorter of the
asset’s useful life and the lease term on a straight-line basis, while the lease liability is reduced by an allocation
of each lease payment. Payments associated with short-term leases and leases of low-value assets are
recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease
term of 12 months or less. Low-value assets comprise IT-equipment and small items of office furniture.
As at 30 June 2023, the Group did not recognise any lease assets or lease liabilities on the balance sheet.
During the prior period, the Group classified the lease for its office space as a short term lease with payments
recognised as an expense as incurred. As the contract term is less than 12 months, and considered short-
term, the Group elects to recognise the lease payments directly as an expense in profit or loss.
Page 77
(f)
Investments and other financial assets
The group classifies its financial assets in the following measurement categories:
those to be measured subsequently at fair value (either through OCI or through profit or loss), and
those to be measured at amortised cost. The classification depends on the entity’s business model for
managing the financial assets and the contractual terms of the cash flows
For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For
investments in equity instruments that are not held for trading, this will depend on whether the group has
made an irrevocable election at the time of initial recognition to account for the equity investment at fair
value through other comprehensive income (FVOCI).
The group reclassifies debt investments when and only when its business model for managing those assets
changes.
Recognition and derecognition
Purchases and sales of financial assets are recognised on trade date, being the date on which the group
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 group has transferred substantially
all the risks and rewards of ownership.
Measurement
At initial recognition, the group measures a financial asset at its fair value plus, in the case of a financial asset
not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition
of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their
cash flows are solely payment of principal and interest.
Equity instruments
The group subsequently measures all equity investments at fair value. Where the group’s management has
elected to present fair value gains and losses on equity investments in OCI, there is no subsequent
reclassification of fair value gains and losses to profit or loss following the derecognition of the investment.
Dividends from such investments continue to be recognised in profit or loss as other income when the
group’s right to receive payments is established.
Changes in the fair value of financial assets at FVPL are recognised in other gains/ (losses) in the statement
of profit or loss as applicable. Impairment losses (and reversal of impairment losses) on equity investments
measured at FVOCI are not reported separately from other changes in fair value.
Page 78
(g)
Employee benefits
Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits and leave entitlements that are expected
to be settled wholly within 12 months after the end of the period in which the employees render the related
service are recognised in respect of employees’ services up to balance date and are measured at the amounts
expected to be paid when the liabilities are settled.
(h)
Goods and services tax
Revenues, expenses and assets are recognised net of goods and services tax (“GST”), except where the
amount of GST incurred is not recoverable from the taxation authority. In these circumstances the GST is
recognised as part of the cost of acquisition of the asset or as part of the expense item.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable
is included as a current asset in the statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows
arising from investing and financing activities which are recoverable from the taxation authority are classified
as operating cash flows.
(i)
New accounting standards and amendments
Certain new accounting standards and interpretations have been published that are mandatory for the 30
June 2023 reporting period and have not been early adopted by the group. These standards, set out below,
are not expected to have a material impact on the entity in the current or future reporting periods and on
foreseeable future transactions.
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or
Non‐ current – Deferral of effective date
Application date of Standard: 1 January 2022 Application date for Group: 1 July 2023
AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and
Definition of Accounting Estimates
Application date of Standard: 1 January 2023 Application date for Group: 1 July 2023
AASB 2021-5 Amendments to Australian Accounting Standards – Deferred Tax related to Assets and Liabilities
arising from a single transaction
Application date of Standard: 1 January 2023 Application date for Group: 1 July 2023
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or
Non‐ current
Application date of Standard: 1 January 2024 Application date for Group: 1 July 2024
AASB 2020-7 (a-c) Amendments to Australian Accounting Standards – Effective Date of amendments to AASB
10 and AASB 128 and Editorial Corrections
Application date of Standard: 1 January 2025 Application date for Group: 1 July 2025
Page 79
(j)
Critical accounting estimates and judgements
The directors evaluate estimates and judgements incorporated into the financial report based on historical
knowledge and best available current information.
The Company makes estimates and judgements in applying the accounting policies. Critical judgements in
respect of accounting policies relate to exploration assets, where exploration expenditure is capitalised in
certain circumstances. Recoverability of the carrying amount of any exploration assets is dependent on the
successful development and commercial exploitation or sale of the respective areas of interest.
Share-based payment transactions
The Group measures the cost of equity-settled share-based payment transactions with employees by
reference to the fair value of the equity instruments at the grant date. The fair value is determined using a
variety of financial models including Monte Carlo and Black-Scholes models. The accounting estimates and
assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts
of assets and liabilities within the next annual reporting period but may impact expenses and equity.
Impairment of capitalised exploration and evaluation expenditure
It is the Group’s policy to capitalise costs relating to exploration and evaluation activities. The future
recoverability of capitalised exploration and evaluation expenditure is dependent upon a number of factors,
including whether the Group decides to exploit the related lease itself or, if not, whether it successfully
recovers the related exploration and evaluation asset through sale.
Factors that could impact future recoverability include the level of reserves and resources, future
technological changes which could impact the cost of mining, future legal changes (including changes to
environmental restoration obligations) and changes to commodity prices.
To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in
the future, profits and net assets will be reduced in the period in which the determination is made.
Page 80
Directors’ Declaration
The board of directors of Peel Mining Limited declares that:
(a)
the financial statements, comprising the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of financial position, consolidated statement of
cash flows, consolidated statement of changes in equity and accompanying notes are in
accordance with the Corporations Act 2001 and:
(i)
comply with Accounting Standards and the Corporations Regulations 2001 and other mandatory
professional reporting requirements; and
(ii)
give a true and fair view of the consolidated financial position as at 30 June 2023 and of its
performance for the financial year ended on that date of the consolidated entity.
(b)
the financial statements and notes also comply with international financial reporting standards as
disclosed in 24(a).
(c)
In the directors’ opinion, there are reasonable grounds to believe that the Company will be able to
pay its debts as and when they become due and payable;
(d)
the board of directors have been given the declaration by the chief executive officer and chief
financial officer required by Section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the board of directors and is signed for and on
behalf of the directors by:
James Simpson
CEO & Managing Director
Perth, Western Australia
27th September 2023
Page 81
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s independence declaration to the directors of Peel Mining Limited
As lead auditor for the audit of the financial report of Peel Mining Limited for the financial year ended
30 June 2023, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of Peel Mining Limited and the entities it controlled during the financial
year.
Ernst & Young
Philip Teale
Partner
Perth
27 September 2023
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent auditor’s report to the members of Peel Mining Limited
Opinion
We have audited the financial report of Peel Mining Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated statement of financial position as at
30 June 2023, the consolidated statement of profit or loss & other comprehensive income,
consolidated statement of changes in equity and consolidated statement of cashflows for the year
then ended, notes to the financial statements, including a summary of significant accounting policies,
and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a. Giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023
and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We 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 judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For the matter below, our description of how our audit addressed
the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to this matter. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matter below, provide the basis for our audit opinion on the
accompanying financial report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
1. Exploration and evaluation assets
Why significant
How our audit addressed the key audit matter
As disclosed in Note 5 of the financial report, the
Group held exploration and evaluation asset of
$97,749,214.
The carrying value of exploration and evaluation
assets are assessed for impairment by the Group
when facts and circumstances indicate that the
exploration and evaluation assets may exceed
their recoverable amount. During the year, the
Group determined that there had been no
indicators of impairment.
This was considered a key audit matter as the
determination as to whether an exploration and
evaluation asset can be carried forward, or
alternatively should be impaired, involves a
number of judgements including whether the
Group has tenure, whether the Group will be able
to perform ongoing expenditure and whether
there is sufficient information for a decision to
be made that the area of interests is not
commercially viable.
Our audit procedures included the following:
►
►
►
►
Considered the Group’s right to explore in the
relevant exploration area, which included
obtaining and assessing supporting
documentation such as license agreements.
Considered the Group’s intention to carry out
significant exploration and evaluation activities
in the relevant areas which included assessing
whether the Group’s cash-flow forecasts
included planned exploration and evaluation
activities and enquiring with management as to
the intentions and strategy of the Group.
Considered the Group’s assessment of whether
the commercial viability of extracting mineral
resources had been demonstrated and whether
it was appropriate to continue to classify the
capitalised expenditure for the area of interests
as an exploration and evaluation asset.
Considered whether there was any other data or
information that indicated the carrying value of
the capitalised exploration and evaluation
expenditure would not be recovered in full from
successful development or by sale.
►
Assessed the adequacy of the disclosure
included in the financial report.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the annual report, but does not include the financial report and our auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
►
Identify and assess the risks of material misstatement of the financial report, 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 Group’s internal control.
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
► Conclude on the appropriateness of the directors’ 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 Group’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 report 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 Group to
cease to continue as a going concern.
► Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents 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 Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
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, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report 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 the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30
June 2023.
In our opinion, the Remuneration Report of Peel Limited for the year ended 30 June 2023, complies
with section 300A of the Corporations Act 2001.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Philip Teale
Partner
Perth
27 September 2023
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Corporate Governance Statement
ASX best practice recommendations
This statement outlines the main corporate governance practices that were formally in place from 11
September 2014 onwards and were updated 26 September 2023. These corporate governance practices
comply with the ASX Corporate Governance Council recommendations unless otherwise stated.
Company values
The Company’s culture is based on striving to achieve excellence in all we do through perseverance and teamwork.
The core values we seek our board, management, staff, and contractors to commit to are:
Safety
undertaking all activities in a safe and responsible manner
Sustainability undertaking our activities in an effort to create a better future for all stakeholders
Integrity
acting honestly and reliably in all actions and dealings
Respect
accepting others for who they are, and giving consideration to their opinions and rights
Excellence
striving to be the best that we can be and persisting when faced with challenges
Perseverance persistence in undertaking our activities despite difficulty or challenges in achieving success
Board of Directors
The Board operates in accordance with the broad principles set out in its’ Corporate Governance Plan (Plan),
which is available from the corporate governance information section of the Company website at
www.peelmining.com.au.
Role and responsibilities of the Board
The Board is responsible for ensuring that the Company is managed in a manner which protects and enhances the
interests of its shareholders and takes into account the interests of all stakeholders. This includes setting the
strategic directions for the company, establishing goals for management and monitoring the achievement of these
goals.
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A summary of the key responsibilities of the Board include:
Strategy
Providing strategic guidance to the Company, including contributing to the
development of and approving the corporate strategy.
Financial performance
Approving budgets, monitoring management and financial performance.
Financial reporting and
Monitoring financial performance including approval of the annual and half-
audits
year financial reports and liaison with the external auditors.
Leadership selection and
Appointment, performance assessment and removal of the CEO & Managing
performance
Director. Ratifying the appointment and/or removal of other senior
management, including the Company Secretary and other Board members.
Remuneration
Management of the remuneration and reward systems and structures for
Executive management and staff.
Risk management
Ensuring that appropriate risk management systems and internal controls
are in place.
Relationships with the
Ensuring that the capital markets are kept informed of all relevant and
exchanges, regulators and
material matters and ensuring effective communications with shareholders.
continuous disclosure
It also ensures the integrity of any periodic corporate reports the Company
releases to the market through review and signoff prior to release.
The Company Secretary is accountable directly to the Board, through the Chairman, on all matters to do with
the proper functioning of the board. All directors have direct access to the Company Secretary.
The Board has delegated to management responsibility for the day-to-day operation and administration of
the Company is delegated by the board to the Managing Director. The Board ensures that the Managing
Director and the management team is appropriately qualified and experienced to discharge their
responsibilities and has in place procedures to assess the performance of the Managing Director and
Executive Directors.
The roles of Chairman and Managing Director are not combined. The Managing Director is accountable to
the Board for all authority delegated to the position.
Whilst there is a clear division between the responsibilities of the Board and management, the Board is
responsible for ensuring that management’s objectives and activities are aligned with the expectations and
risks identified by the Board. The Board has a number of mechanisms in place to ensure this is achieved
including:
Board approval and monitoring of a strategic plan;
approval of annual and semi-annual budgets and monitoring actual performance against budget; and
procedures are in place to incorporate presentations to each Board Meeting by financial and
operations management.
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Composition of the Board
The names, skills, experiences and period of office of the Directors of the Company in office at the date of
this Statement are set out in the Director’s Report. A summary of these skills and experiences are provided
in table 1.
The composition of the Board is determined using the following principles.
Persons nominated as Non-executive Directors shall be expected to have qualifications, experience
and expertise of benefit to the Company and to bring an independent view to the Board’s
deliberations. Persons nominated as Executive Directors must be of sufficient stature and security of
employment to express independent views on any matter;
The Chairperson should ideally be independent, but in any case be Non-executive and be elected by
the Board based on his/her suitability for the position;
The roles of Chairperson and Managing Director should not be held by the same individual;
All Non-executive Directors are expected voluntarily to review their membership of the Board from
time-to-time taking into account length of service, age, qualifications and expertise relevant to the
Company’s then current policy and programme, together with the other criteria considered desirable
for composition of a balanced board and the overall interests of the Company;
The Company considers that the Board should have at least three Directors (minimum required
under the Company's Constitution) and to have a majority of independent Directors but
acknowledges that this may not be possible at all times due to the size of the Company. Currently the
Board has four Directors, with Mr Okeby and Mr Hardie as independent. The number of Directors is
maintained at a level which will enable effective spreading of workload and efficient decision making.
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The Board has accepted the following definition of an independent Director:
An independent Director is a Director who is not a member of management (a Non-executive Director) and
who:
does not hold more than 5% of the voting shares of the Company and is not an officer of, or
otherwise associated directly or indirectly with, a shareholder of more than 5% of the voting shares of
the Company;
is not, or has not been, employed in an executive capacity by the Company or any of its child entities
and there has not been a period of at least three years between ceasing such employment and
serving on the board;
is not, or has not within the last three years been, a partner, director or senior employee of a provider
of material professional services or a material consultant to the Company or any of its child entities is
not, or has not been within the last three years, in a material business relationship (e.g. as a supplier
or customer) with the Company or any of its child entities, or an officer of, or otherwise associated
with, someone with such a relationship;
is not a substantial security holder of the Company or an officer of, or otherwise associated with, a
substantial security holder of the Company;
does not have a material contractual relationship with the Company or its child entities other than as
a Director;
does not have close family ties with any person who falls within any of the categories described
above; or
has not been a Director of the Company for such a period that his or her independence may have
been compromised.
The materiality thresholds are assessed on a case-by-case basis, taking into account the relevant Director’s
specific circumstances, rather than referring to a general materiality threshold.
All Board Members receive performance-based remuneration as outlined in the Remuneration Report.
However, the Board are of the opinion that these incentives are aligned with the Company’s objectives and
the quantum received do not compromise the independence of the individual director.
The Board recognises that it has 50% independent directors and not a majority. This is mainly due to the size
of the Board and the composition of executive and non-executive directors. When the Board decides to
appoint additional members, it will ensure that the majority of directors are independent.
Table 1: Skills and experience matrix of Peel Mining Limited’s Directors
Area
Competence
Business and Finance
Accounting, Tax, Business Strategy, Corporate Financing, Financial Literacy,
Agreements/Fiscal Terms and Risk Management, Marketing
Leadership
Business Leadership, Executive Management and Mentoring, Public Listed Company
Experience
Sustainability and
Community Relations, Corporate Governance, Environmental Issues, Government
Stakeholder
Affairs, Health & Safety, Human Resources, Industrial Relations and Remuneration
Industry Specific
Precious Metals – Geology Exploration & Production, Base Metals – Geology
(Australia)
Exploration & Production, Precious Metals – Mining Engineering, Base Metals –
Mining Engineering, Mineral Economics
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The directors on the Board collectively have a combination of skills and experience in the competencies set
out in the table above. These competencies are set out in the skills matrix that the Board uses to assess the
skills and experience of each director and the combined capabilities of the Board. Where an existing or
projected competency gap is identified, the Board will address those gaps. The Board does not currently
consider that there are any existing or projected competency gaps.
Independent professional advice and access to company information
Each Director has the right to seek independent external professional advice as they considered necessary
at the expense of the Company, subject to prior consultation with the Chairman. A copy of any such advice
received is made available to all members of the Board.
Nomination committee / appointment of new Directors
Because of the size of the Group and the size of the Board, the Directors do not believe it is appropriate to
establish a separate Nomination Committee. The board has adopted a Nomination Committee Charter and
will act in accordance with the Charter and hold special meetings or sessions as required. The Board are
confident that this process for selection and review is stringent and full details of all Directors are provided
to shareholders in the annual report and on the internet. The composition of the Board is reviewed on an
annual basis to ensure the Board has the appropriate mix of expertise and experience. Where a vacancy
exists, through whatever cause, or where it is considered that the Board would benefit from the services of
a new Director with particular skills, the Board determines the selection criteria for the position based on the
skills deemed necessary for the Board to best carry out its responsibilities and then appoints the most
suitable candidate who must stand for election at the next general meeting of shareholders.
Non-executive Directors (except for the Chairman) do not have written agreements setting out the key terms
and conditions of their appointment because the Company’s constitution and the ASX Listing Rules govern
the term of each director’s appointment. Directors are required to retire by rotation. Common law and the
Corporations Act govern the duties of directors and members are required to approve the maximum fees
paid to Non-executive Directors. Executive directors enter into an employment agreement which governs
the terms of their appointment.
The Board undertakes appropriate checks prior to nominating a director for election by shareholders. These
checks include a police and reference checks. Shareholders are provided with all material information in its
possession concerning a director standing for election or re-election in the relevant notice of meeting.
An informal induction is provided to all new directors, which includes meeting with technical and financial
personnel to understand Peel Mining Limited’s business, including strategies, risks, company policies and
health and safety.
All Directors are required to maintain professional development necessary to maintain their skills and
knowledge needed to perform their duties. In addition to training provided by relevant professional
affiliations of the Directors, additional development is provided through attendance at seminars and
provision of technical papers on industry related matters and developments offered by various professional
organisations, such as accounting firms and legal advisors. The Board will approve and review continuing
professional development programs and procedures for Directors to ensure that they can effectively
discharge their responsibilities.
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Term of office
Under the Company's Constitution, the minimum number of Directors is three. At each Annual General
Meeting, one third of the Directors (excluding the Managing Director) must resign, with Directors resigning
by rotation based on the date of their appointment. Directors resigning by rotation may offer themselves for
re-election. Where standing for re-election as a Director, the term of office served by the Director and a
statement of whether the Board considers the candidate to be independent and if the Board supports the
re-election of the candidate will be provided to shareholders.
Performance of Directors and Managing Director
The performance of all Directors, the Board as a whole and the Managing Director and Company Secretary
is reviewed annually.
The Board meets once a year with the specific purpose of conducting a review of its composition and
performance. This review includes:
comparison of the performance of the Board against the requirements of the Corporate Governance
Plan;
assessment of the performance of the Board over the previous twelve months having regard to the
corporate strategies, operating plans and the annual budget;
review the Board’s interaction with management;
identification of any particular goals and objectives of the Board for the next year;
review the type and timing of information provided to the directors; and
identification of any necessary or desirable improvements to Board or committee charters.
A review was undertaken during the reporting period.
Performance of senior executives
The Managing Director is responsible for assessing the performance of the key executives within the
Company. This is to be performed through a formal process involving a formal meeting with each senior
executive. The basis of evaluation of senior executives will be on agreed performance measures.
A review of senior executives was undertaken during the reporting period.
Conflict of interest
In accordance with the Corporations Act 2001 and the Company’s constitution, Directors must keep the Board
advised, on an ongoing basis, of any interest that could potentially conflict with those of the Company. Where
the Board believes a significant conflict exists, the Director concerned does not receive the relevant Board
papers and is not present at the Board meeting whilst the item is considered. Details of Directors related
entity transactions with the Company are set out in the related parties note in the financial statements.
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Diversity
Peel Mining Limited recognises the benefits arising from employee and Board diversity, including a broader
pool of high-quality employees, improving employee retention, accessing different perspectives and ideas
and benefiting from all available talent. Diversity includes, but is not limited to, gender, age, ethnicity and
cultural background.
The Diversity Policy defines the initiatives which assist Peel Mining Limited with maintaining and improving
the diversity of its workforce. A copy of the Diversity Policy can be found in the company’s Corporate
Governance Framework on the Company’s website. The Company currently has a naturally diverse workplace
in terms of gender, age, ethnicity and cultural background, and believes that currently meets the objectives
of its policy. As such no formal measurable objectives have been required or set for achieving diversity. This
will be monitored by the Board on an annual basis.
The policy was formally adopted by the Company on the 23 September 2015 and updated as at 1st September
2020.
The respective proportions of men and women on the Board, in senior executive positions and across the
whole organisation employed throughout the year are set out in the table below:
Proportion of Women
Organisation as a whole
Executive management team
Board
Remuneration
Proportion of women
8 out of 37 (22%)
0 out of 2 (0%)
0 out of 5 (0%)
The performance of the Company depends upon the quality of its Directors and Executives. To prosper, the
Company must attract, motivate and retain highly skilled Directors and Executives.
To this end, the Company embodies the following principles in its remuneration framework:
Provide competitive rewards to attract high quality Executives and Management;
Design executive remuneration to attract, retain and motivate high quality senior executives;
Link Executive rewards to shareholder value; and
Establish appropriate performance hurdles in relation to variable Executive and Management
remuneration.
A full discussion of the Company’s remuneration philosophy and framework and the remuneration received
by Directors and Executives in the current year is included in the remuneration report, which is contained
within the Report of the Directors.
There are no schemes for retirement benefits for Non-executive Directors, other than superannuation.
Page 94
Board remuneration committee
Once the Board is of a sufficient size and structure, and the Company’s operations are of a sufficient magnitude, to
assist the Board in fulfilling its duties, the Board will establish a Remuneration Committee. Until that time, the Board
has adopted a Remuneration Committee Charter and will act in accordance with the Charter. The full Board will
hold special meetings or sessions as required to review any matters of significance affecting the remuneration of
the Board and employees of the Company. The Board are confident that this process is stringent and full details of
remuneration policies and payments are provided to shareholders in the annual report and on the web.
Audit and risk committee
Due to the increased activity undertaken by the Company and growth of its operations and financial affairs,
the Board establish a separate Audit and Risk committee during the year. At the current time all Board
members will sit on the committee, with Mr Graham Hardie appointed Chair. Their qualifications and
experience can be found in the Remuneration Report. The Committee will assure the integrity of the financial
statements by:
i.
reviewing the Company’s statutory financial statements to ensure the reliability of the financial
information presented and compliance with current laws, relevant regulations and accounting standard;
monitoring compliance of the accounting records and procedures in conjunction with the Company’s
auditor, on matters overseen by the Australian Securities and Investments Commission, ASX and
Australian Taxation Office;
ii.
reviewing the Company’s statutory financial statements to ensure the reliability of the financial
information presented and compliance with current laws, relevant regulations and accounting
standards;
iii. monitoring compliance of the accounting records and procedures in conjunction with the Company’s
auditor, on matters overseen by the Australian Securities and Investments Commission, ASX and
Australian Taxation Office;
iv.
ensuring that management reporting procedures, and the system of internal control, are of a
sufficient standard to provide timely, accurate and relevant information as a sound basis for
management of the Group’s business;
v.
vi.
reviewing audit reports and management letters to ensure prompt action is taken;
when required, nominating the external auditor and at least annually review the external auditor in
terms of their independence and performance in relation to the adequacy of the scope and quality
of the annual statutory audit and half-year review and the fees charged.
During the year the Audit and Risk Committee met twice.
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Risk oversight and management
The Audit and Risk Committee has been established to make recommendations to the Board in relation to
determining the Company’s ‘risk profile’ and for overseeing and implementing risk management strategy and
policies, internal compliance and internal control systems. In summary, the Committee will ensure the
Company policies are designed to ensure strategic, operational, legal, reputation and financial risks are
identified, assessed, effectively and efficiently managed and monitored to enable achievement of the
Company’s business objectives.
The Company has exposure to economic risks, including general economy wide economic risks and risks
associated with the economic cycle which impact on the price and demand for minerals which affects the
sentiment for investment in exploration companies.
There will be a requirement in the future for the Company to raise additional funding to pursue its business
objectives. The Company’s ability to raise capital may be affected by these economic risks.
The Company has in place risk management procedures and processes to identify, manage and minimise its
exposure to these economic risks where appropriate.
The operations and proposed activities of the Company are subject to State and Federal laws and regulations
concerning the environment. As with most exploration projects and mining operations, the Company’s
activities are expected to have an impact on the environment, particularly if advanced exploration or mine
development proceed. It is the Company’s intention to conduct its activities to the highest standard of
environmental obligation, including compliance with all environmental laws. In this respect the Company has
established an environmental risk register to ensure these standards are adhered to.
The Audit and Risk Committee currently considers that the Company does not have any material exposure
to social sustainability risk.
The Company’s Corporate Code of Conduct outlines the Company’s commitment to integrity and fair dealing
in its business affairs and to a duty of care to all employees, clients and stakeholders. The code sets out the
principles covering appropriate conduct in a variety of contexts and outlines the minimum standard of
behaviour expected from employees when dealing with stakeholders.
The Committee reviewed the Risk Management Framework, including the policies, procedures and the
Company’s Risks during the reporting period.
A summary of Peel Mining Limited’s Risk Management review procedures can be found in the corporate
governance information section of the Company website at www.peelmining.com.au.
Considerable importance is placed on maintaining a strong control environment. The Board actively
promotes a culture of quality and integrity. Control procedures cover management accounting, financial
reporting, compliance and other risk management issues.
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No internal audit function is currently in place due to the size of the Company; however the Committee and
the Board regularly assesses the need for an internal audit function. The Board encourages management
accountability for the Company’s financial reports by ensuring ongoing financial reporting during the year to
the Board. Half yearly, the Chief Financial Officer (or equivalent) and the Managing Director are required to
state in writing to the Board that in all material respects:
Declaration required under s295A of the Corporations Act 2001 –
the financial records of the Company for the financial period have been properly maintained;
the financial statements and notes comply with the accounting standards;
the financial statements and notes for the financial year give a true and fair view; and
any other matters that are prescribed by the Corporations Act regulations as they relate to the
financial statements and notes for the financial year are satisfied.
Additional declaration required as part of corporate governance –
the risk management and internal compliance and control systems in relation to financial risks are
sound, appropriate and operating efficiently and effectively.
These declarations were received for the June 2023 financial year.
Code of conduct
The Company has developed a Code of Conduct (the Code) which has been fully endorsed by the Board and
applies to all directors and employees. The Code is regularly reviewed and updated as necessary to ensure it
reflects the highest standards of behaviour and professionalism and the practices necessary to maintain
confidence in the Company’s integrity.
The Code of Conduct embraces the values of:
Integrity & Objectivity
Excellence
Commercial Discipline
The Board encourages all stakeholders to report unlawful/unethical behaviour and actively promotes ethical
behaviour and protection for those who report potential violations in good faith.
Trading in Peel Mining Limited securities by Directors, Officers and Employees
The Board has adopted a specific policy in relation to Directors and officers, employees and other potential
insiders buying and selling shares.
Directors, officers, consultants, management and other employees are prohibited from trading in the
Company’s shares, options and other securities if they are in possession of price-sensitive information.
The Company's Security Trading Policy is provided to each new employee as part of their induction training.
The Directors are satisfied that the Company has complied with its policies on ethical standards, including
trading in securities.
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Continuous disclosure
The Board has a Market Disclosure Policy to ensure the compliance of the Company with the various laws
and ASX Listing Rule obligations in relation to disclosure of information to the market. The Managing Director
is responsible for ensuring that all employees are familiar with and comply with the policy.
The Company is committed to:
a)
complying with the general and continuous disclosure principles contained in the Corporations Act and
the ASX Listing rules;
b) preventing the selective or inadvertent disclosure of material price sensitive information;
c) ensuring shareholders and the market are provided with full and timely information about the Company’s
activities; and
d) ensuring that all market participants have equal opportunity to receive externally available information
issued by the Company.
Shareholder communications strategy
The Company recognises the value of providing current and relevant information to its shareholders. The
Company has adopted a Shareholder Communications Strategy which can be found in the Company’s
Corporate Governance
Plan,
and
accessed
from
Peel Mining
Limited’s website
at
http://www.peelmining.com.au.
Information is communicated to shareholders through the annual and half yearly financial reports, quarterly
reports on activities, announcements through the Australian Stock Exchange and the media, on the
Company’s web site and through the Chairman’s address at the annual general meeting. After the Annual
General Meeting, the Managing Director provides shareholders with a presentation. Afterwards, all directors
are available to meet with any shareholders and answer questions.
Shareholders are encouraged to contact the Company through the Contact Us section on Peel Mining
Limited’s website, to submit any questions via email, or call.
The Company’s website provides communication details for its Share Registry, including an email address for
shareholder enquiries direct to the Share Registry.
In addition, news announcements and other information are sent by email to all persons who have requested
their name to be added to the email list. If requested, the Company will provide general information by email.
The Company will, wherever practicable, take advantage of new technologies that provide greater
opportunities for more effective communications with shareholders.
The Company ensures that its external auditor is present at all Annual General Meetings to enable
shareholders to ask questions relevant to the audit directly to the auditor.
All resolutions at shareholder meetings will be decided by a poll.
Company website
Peel Mining Limited has made available details of all its corporate governance principles, which can be found
in the corporate governance information section of the Company website at www.peelmining.com.au
Page 98
Shareholder Information
Information relating to shareholders at 21 September 2023.
Distribution of shareholders
Range
1-1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 – 999,999,999
Number of
Number of ordinary
holders
103
327
245
844
486
shares
19,336
1,042,285
2,006,049
34,579,683
543,120,515
Total
2,005
580,767,868
%
0.00
0.18
0.35
5.95
93.52
100
At the prevailing market price of $0.13 per share there were 314 shareholders with less than a marketable
parcel of shares at 21 September 2023.
At 21 September 2023 there were 2,005 holders of ordinary shares in the Company.
At the date of this report there were no shares or options restricted by the ASX.
Unquoted securities
At the date of this report the Company had 15,550,000 unlisted securities on issue comprising of 13,950,000
share options on issue and 1,600,000 performance rights.
Voting Rights
The voting rights attaching to the ordinary shares, set out in Clause 12.11 of the Company’s Constitution are:
“Subject to any rights or restrictions for the time being attached to any class or classes of Shares, at meetings
of Shareholders or classes of Shareholders:
1. each Shareholder entitled to vote may vote in person or by proxy, attorney or Representative;
2. on a show of hands, every person present who is a Shareholder or a proxy, attorney or Representative
of a Shareholder has one vote; and
3. on a poll, every person present who is a Shareholder or a proxy, attorney or Representative of a
Shareholder shall, in respect of each fully paid Share held by him, or in respect of which he is appointed
a proxy, attorney or Representative, have one vote for the Share, but in respect of partly paid Shares,
shall have such number of votes being equivalent to the proportion which the amount paid (not
credited) is of the total amounts paid and payable in respect of those Shares (excluding amounts
credited)”
Page 99
Twenty largest shareholders
Range
Number of holders
shares
%
Number of ordinary
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
PERTH CAPITAL PTY LTD
60,000,000
10.33
ST BARBARA LTD
41,537,109
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
39,365,672
PERTH CAPITAL PTY LTD
25,896,475
BELGRAVIA STRATEGIC EQUITIES PTY LTD
20,222,221
TREASURY SERVICES GROUP PTY LTD
POINT NOMINEES PTY LTD
19,802,758
18,300,751
WINCHESTER INVESTMENTS GROUP PTY LIMITED
18,166,666
LIBERTY MANAGEMENT PTY LTD
UBS NOMINEES PTY LTD
HAMPTON HILL MINING NL
WYTHENSHAWE PTY LTD
JAYLEAF HOLDINGS PTY LTD
CITICORP NOMINEES PTY LIMITED
KERONGA DEVELOPMENTS PTY LTD
SANDINI PTY LTD
BERNE NO 132 NOMINEES PTY LTD
WYTHENSHAWE PTY LTD
PONDEROSA INVESTMENTS WA PTY LTD
ASHANTI INVESTMENT FUND PTY LTD
12,222,222
11,702,005
10,800,000
9,450,000
8,178,739
8,122,548
7,117,102
6,025,556
5,555,555
5,078,750
4,754,681
4,444,444
7.15
6.78
4.46
3.48
3.41
3.15
3.13
2.10
2.01
1.86
1.63
1.41
1.40
1.23
1.04
0.96
0.87
0.82
0.77
336,743,254
57.98
Substantial shareholders
1. Perth Capital (previously Hampton Hill NL) and associates
2. St Barbara Limited
Number of ordinary
%
shares
118,643,537
41,537,109
20.43
7.15
Page 100
PEEL MINING LIMITED
ASX: PEX
Unit 1, 34 Kings Park Road
WEST PERTH WA 6005
T: +61 (0)8 9382 3955
E: info@peelmining.com.au
www.peelmining.com.au