RAIDEN RESOURCES LIMITED
ABN 68 009 161 522
ANNUAL REPORT - 30 JUNE 2022
Raiden Resources Limited
Contents
30 June 2022
Corporate directory
Directors' report
Auditor's independence declaration
Consolidated statement of profit or loss and other comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
Consolidated statement of cash flows
Notes to the consolidated financial statements
Directors' declaration
Independent auditor's report to the members of Raiden Resources Limited
Corporate governance statement
Additional shareholder information
General information
2
3
16
17
18
19
20
21
44
45
49
60
The financial statements cover Raiden Resources Limited as a consolidated entity consisting of Raiden Resources Limited and the
entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Raiden
Resources Limited's functional and presentation currency.
Raiden Resources Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered
office and principal place of business are:
Registered office
Suite 7, 63 Shepperton Rd
Victoria Park WA 6100
Principal place of business
Suite 7, 63 Shepperton Rd
Victoria Park WA 6100
A description of the nature of the consolidated entity's operations and its principal activities are included in the directors' report,
which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 30 September 2022. The
directors have the power to amend and reissue the financial statements.
1
Raiden Resources Limited
Corporate directory
30 June 2022
Directors
Mr Dusko Ljubojevic - Managing Director
Mr Michael Davy - Non-Executive Chairman
Mr Martin Pawlitschek – Non-Executive Director
Mr Dale Ginn – Non-Executive Director
Company secretary
Ms Kyla Garic
Registered office
Share registry
Auditor
Bankers
Suite 7, 63 Shepperton Rd
Victoria Park WA 6100
Automic Pty Ltd
Level 2, 267 St Georges Terrace
Perth WA 6000
RSM Australia Partners
Level 32, Exchange Tower, 2 The Esplanade
Perth WA 6000
NAB
197 St Georges Terrace
Perth WA 6000
Stock exchange listing
Raiden Resources Limited shares are listed on the Australian Securities Exchange
ASX code: RDN
Website
www.raidenresources.com.au
2
Raiden Resources Limited
Directors' report
30 June 2022
Your Directors present their report together with the financial statements of Raiden Resources Limited (“the Company” or “RDN”)
and its subsidiaries (“the Group” or "Consolidated Entity") for the financial year ended 30 June 2022.
Directors
The names and the particulars of the Directors who held office during or since the end of the year and until the date of this report
are disclosed below. The Directors were in office for this entire period unless otherwise stated.
Mr Dusko Ljubojevic
Mr Michael Davy
Mr Martin Pawlitschek
Mr Dale Ginn
Company Secretary
Ms Kyla Garic held the position of Company Secretary at the end of the financial year.
Qualifications
Experience
B Com, MAcc, CA, FGIA, FGIS
Ms Garic was appointed as Company Secretary on 27 June 2017. Ms Garic is a Chartered Accountant
and Director of Onyx Corporate. Onyx Corporate provides financial reporting, accounting, company
secretarial and other services primarily to ASX listed companies. Ms Garic has acted as a Non-
Executive Director and Company Secretary for a number of ASX listed companies.
Principal activities
During the year the principal activities of the Group were mineral exploration in the Republic of Serbia, Republic of Bulgaria and
Pilbara Region of Western Australia.
Operating and financial review
The consolidated loss for the year amounted to $4,785,771 (30 June 2021: loss of $1,977,513).
Dividends
There were no dividends paid, recommended or declared during the current or previous financial year (30 June 2021: Nil)
Review of operations
Mt Sholl, Western Australia
The Company acquired an 80% interest in the Welcome Exploration Pty Ltd (“Welcome”) tenements adjourning the Mt Sholl
project and through this acquisition significantly increased its landholding and geological potential of the Mt Sholl district where
Raiden controls majority of the prospective geology.
During the year Raiden announced that it defined a significant Nickel and Copper Sulphide Exploration Target defined across Mt
Sholl A1, B1 and B2 deposits, reported under JORC Code (2012). Following this the Company commenced planning the maiden
drill program over the Exploration target.
In March 2022, the Company received approval from the West Australian Department of Mines, Industry Regulation, and Safety
(DMIRS) for the Company’s proposed drill Program of Work (“PoW”) at Mt Sholl Ni-Cu-Co-PGE Project.
The Company’s planned diamond drill program will focus on confirming the exploration target, as well as, those areas where the
recent remodeling of historical geophysical airborne and ground electro-magnetic (EM) data has defined further potential for
massive and disseminated nickel sulphide mineralisation at depth.
To date the Company has executed the necessary access agreement including completing the following:
3
Raiden Resources Limited
Directors' report
30 June 2022
●
●
●
●
Native Title and Heritage Exploration Agreement (“NTA”) signed with the Ngarluma Aboriginal Corporation across Raiden’s
Mt Sholl Ni-Cu-Co-PGE Project
Heritage Survey covering Raiden’s planned drilling targets to be conducted in September 2022
Desktop technical evaluation of historical data and metallurgical data parameters
Extensive drilling programme planned with objective of:
o Converting JORC Exploration Target across the 3 known deposits to JORC 2012 compliant resources
o Evaluation of PGE and Cobalt mineralisation distribution throughout the deposits
o Testing direct extensions of mineralisation
o Define a mineral resource on the Kudos prospect
o Drill testing historically defined geophysical targets across the project area to define new mineralised bodies
The maiden drilling program is expected to commence as soon as the heritage survey is completed.
Arrow Project, Western Australia
During the year Raiden successfully completed the maiden reverse circulation drill program over the Arrow North Project
(E47/3476).
The assay results received supported Raiden’s geological interpretation that the modelled magnetic intrusive bodies on the Arrow
North tenement (E47/3476), represent intrusions and host shear structures, which are associated with products of hydrothermal
alteration.
The drilling program identified zones of shearing and alteration within the intrusive, which appear to act as direct controls on
mineralisation within the dioritic intrusive rocks. It is interpreted that these shear zones act as conduits for hydrothermal
mineralisation and follow up work will focus on further defining structural and lithological complexities which are normally
associated with significant gold deposits.
Raiden plans to integrate the results of the drilling campaign with the existing geophysical modelling and geochemical data to
refine its targeting work on the project, with the aim of identifying further drill targets in the near term.
Zelenrok (Zlatusha and Kalabak), Bulgaria
The Company completed the acquisition of 100% issued capital of Zelenrok EOOD, a Bulgarian registered company holding the
rights to the Zlatusha and Kalabak projects, as well as, an additional mineral application, “Draka”, in Bulgaria.
During the year the Exploration Agreement and the Work Program for Zlatusha project was approved by the Minister of Energy
in Bulgaria.
The Company entered into a contract with the Bulgarian national archaeological agency which surveyed some of the key target
areas on the Zlatusha property. The objective of the survey was to define zones of archaeological interest and how these areas
relate to the planned work activities by the Company.
As a result of the survey, the Company is aware of the potentially sensitive areas and has defined a procedural framework with
the Bulgarian archaeological survey regarding the planned ground disturbing activities (drilling).
4
Raiden Resources Limited
Directors' report
30 June 2022
Vuzel, Bulgaria
During the year the Company successfully completed the maiden drilling program over the Vuzel gold project in south-eastern
Bulgaria.
This was the first drilling campaign to target the core of the target area, which extends over several kilometers and is characterised
by broad gold mineralisation, including high grade sections defined through historical channel/rock chip sampling. Previous
explorers had not drill tested the central segment of the target area and this was the first campaign with permitted access into,
what the Company believes to be, the most prospective zones. In total the Company drilled 1,594.8 meters over 11 drill holes.
After the end of the reporting period the Company reported that all 11 drill holes intersected significant near-surface gold
mineralisation. Follow-up drill program to define extends of the mineralisation are in the planning stages.
Exploration Activities in Serbia
The Company had completed and received the processed data from the aeromagnetic/ZTEM survey executed over the Donje
Nevlje project in Serbia. This was the first modern, permit wide geophysical survey undertaken over Donje Nevlje project and
management anticipates that it will be a critical data set to advance targeting on this project.
The Company continued to advance discussions with strategic partners in regard to the Western Tethyan portfolio, with the
objective of ensuring that an aggressive drilling campaign is carried out over the entire portfolio of projects, providing
shareholders with upside to a potential world-class mineral discovery, while limiting any further dilution.
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the consolidated entity during the financial year.
Matters subsequent to the end of the financial year
Subsequent to balance date the following events occurred:
●
●
●
Raiden had received firm commitment to raise $1.83m via a share placement and underwritten loyalty option placement.
The Placement will comprise of 215,000,000 new fully paid ordinary shares issued at $0.007 under two tranches. Tranche 1
of the Placement, comprising 67,109,783 ordinary fully paid shares is not subject to shareholder approval and was issued
under the Company’s placement capacity under ASX Listing Rule 7.1. Tranche 2 of the Placement, comprising of 147,890,262
will be issued subject to shareholder approval.
Raiden entered into a binding term sheet with Askari Metals Ltd (ASX:AS2) for the sale of its Myrnas Hill Project (E45/4907)
located in the Pilbara region of Western Australia. The consideration comprised of $125,000 in Askari shares (Share
Consideration) and $75,000 (Cash Consideration). The transaction is settled and completed at the date of signing the report.
The Heritage Survey covering Raiden’s planned drilling targets at Mt Sholl was completed, diamond drilling contractor
Topdrill was engaged with drilling also commencing in September 2022.
No other matter or circumstance has arisen since 30 June 2022 that has significantly affected, or may significantly affect the
consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial
years.
Likely developments and expected results of operations
Information on likely developments in the operations of the consolidated entity and the expected results of operations have not
been included in this report because the directors believe it would be likely to result in unreasonable prejudice to the consolidated
entity.
5
Raiden Resources Limited
Directors' report
30 June 2022
Information on directors
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in performance shares:
Interests in rights:
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in rights:
Dusko Ljubojevic
Managing Director (Appointed 20-Feb-18)
B. Science - Geology (Honours)
Mr Ljubojevic is a geologist and resource industry entrepreneur with 17 years of industry
experience, which has spanned throughout Africa, Asia, North America and Europe. Mr
Ljubojevic has previously worked with several ASX listed companies throughout Africa;
consulted to clients throughout the resource industry spectrum, ranging from private
development companies in Asia and Africa, publicly listed junior and mid-tier exploration
companies, global ‘majors’, such as Barrick Gold and private equity funds.
Mr Ljubojevic has broad experience within the resource sector, which includes not only
exploration and mining technical aspects, but also has experience in corporate structuring,
negotiations and business development.
Nil
Nil
Nil
27,430,494 Ordinary Shares
9,375,000 C Class Performance Shares
7,500,000 Tranche 1 Performance Rights
2,500,000 Tranche 2 Performance Rights
8,750,000 Tranche 3 Performance Rights
6,250,000 Tranche 4 Performance Rights
Michael Davy
Non-Executive Chairman (Appointed 29-Jun-17)
BCom (Acc)
Mr Davy is an Australian executive and Accountant with over 16 years’ experience across
a range of industries. His last major role was Financial Controller of Songa Offshore (listed
Norwegian Oil and Gas drilling company acquired by Transocean Ltd [NYSE: RIG] in January
2018), where Mr Davy managed the finance function and team for the Australian
operations. Prior to that Mr Davy had worked in London for other large organisations in
the finance department. Mr Davy is currently a director and owner of a number of
successful private businesses, which are currently all run under one management. During
the past five years Mr Davy has held directorships in several ASX listed companies.
Arcadia Minerals Limited (appointed 6 October 2020)
Vanadium Resources Limited (appointed 1 December 2019)
Haranga Resources Limited (appointed 11 April 2022)
Riversgold Limited (resigned 24 June 2020)
Nil
13,818,572 Ordinary Shares
5,100,000 Tranche 1 Performance Rights
1,700,000 Tranche 2 Performance Rights
5,950,000 Tranche 3 Performance Rights
4,250,000 Tranche 4 Performance Rights
6
Raiden Resources Limited
Directors' report
30 June 2022
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in performance shares:
Interests in rights:
Martin Pawlitschek
Non-Executive Director (Appointed 20-Feb-18)
M Science, B. Science - Applied Geology (Honours), Dip. Applied Chemistry
Mr Pawlitschek currently serves as Senior Vice President of Geology for a mining focused
Private Equity fund. Mr Pawlitschek is based in Europe and is responsible for undertaking
technical due diligence on mining projects, principally from a geology and resource risk
perspective, but also to evaluate exploration upside. He has part taken in over forty
detailed due diligence reviews and site visits over the last three years and was a key
member in the selection of the fund’s projects to date.
Mr Pawlitschek has over 21 years of experience primarily in exploration and resource
drilling with some exposure to underground and open pit mines. During his 11-year tenure
with BHP Billiton, he oversaw numerous exploration programs in Australia, Laos and
several countries in Southern and Central Africa. Later in his career with BHPB he was
responsible for the technical aspects setting up several new business opportunities in the
diamond sector in Botswana, South Africa, Angola and DRC. The Angolan projects resulted
in the discovery of several large, diamond-bearing kimberlites.
Mr Pawlitschek later joined one of the junior companies set up by BHP Billiton and moved
forward an ambitious diamond exploration program in the DRC. From there he continued
his career in the junior sector with a move to Senegal where he managed a large portfolio
of exploration permits for gold in Eastern Senegal, which resulted in the development of
what is now the 10MOz Sabodala gold camp with an annual output in excess of 200KOz of
gold. He also had early in put in the evaluation of the Grand Cote Mineral sands project on
the coast of Senegal; this is now the world’s largest mineral sands dredging operation. Mr
Pawlitschek is a Fellow of the Australasian Institute of Geoscientists.
Nil
Nil
Nil
23,778,846 Ordinary Shares
9,375,000 C Class Performance Shares
3,900,000 Tranche 1 Performance Rights
1,300,000 Tranche 2 Performance Rights
4,550,000 Tranche 3 Performance Rights
3,250,000 Tranche 4 Performance Rights
7
Raiden Resources Limited
Directors' report
30 June 2022
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in rights:
Dale Ginn
Non-Executive Director (Appointed 12-May-21)
PGeo
Mr Ginn is an experienced mining executive and geologist of over 30 years based in central
Canada. He is the founder of numerous exploration and mining companies and has led and
participated in a variety of gold and base metal discoveries, many of which have entered
production. Mr Ginn has led or was part of the discovery teams for the Gladiator, Hinge,
007, 777, Trout Lake, Photo, Edleston and Tartan Lake deposits and received the Quebec
Discovery of the Year Golden Hammer award in 2018 for the Gladiator high grade gold
deposit. His contributions have led to approximately 10 million ounces in resource
generation as well as over $500 million in capital raised for exploration and development
projects. His experience has included both senior and junior companies such as Goldcorp,
Harmony Gold, Hudbay, Westmin, San Gold, Bonterra, Gatling Exploration and others.
While specialising in complex, structurally controlled gold deposits, he also has extensive
mine-operations, development and start-up experience.
In addition to operations experience, Mr. Ginn has most recently been extremely active as
a partner with RSD Capital of Vancouver in founding and creating start-up exploration
companies such as Pacton Gold, and successful spinoffs like Gatling Exploration. Dale is a
registered professional Geologist (P.Geo.) in the provinces of Ontario and Manitoba.
Aston Minerals Limited (appointed 1 April 2020)
Nil
Nil
Nil
3,900,000 Tranche 1 Performance Rights
1,300,000 Tranche 2 Performance Rights
4,550,000 Tranche 3 Performance Rights
3,250,000 Tranche 4 Performance Rights
'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all other
types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
Meetings of directors
The number of meetings of the company's Board of Directors ('the Board') held during the year ended 30 June 2022, and the
number of meetings attended by each director were:
Mr Dusko Ljubojevic
Mr Michael Davy
Mr Martin Pawlitschek
Mr Dale Ginn
Number
attended
Number
eligible to
attend
4
4
3
3
4
4
4
4
8
Raiden Resources Limited
Directors' report
30 June 2022
Remuneration report (audited)
The remuneration report details the key management personnel remuneration arrangements for the consolidated entity, in
accordance with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the entity, directly or indirectly, including all directors.
The remuneration report is set out under the following sections:
●
●
●
●
Details of remuneration
Executive remuneration arrangements
Share-based compensation
Additional disclosures relating to key management personnel
Introduction
Key Management Personnel (KMP) has authority and responsibility for planning, directing and controlling the major activities of
the Group. KMP comprise the directors of the Company and identified key management personnel.
Compensation levels for KMP are competitively set to attract and retain appropriately qualified and experienced directors and
executives. The Board may seek independent advice on the appropriateness of compensation packages, given trends in
comparable companies both locally and internationally and the objectives of the Group’s compensation strategy.
Executive remuneration arrangements
The compensation structures are designed to attract suitably qualified candidates, reward the achievement of strategic objectives,
and achieve the broader outcome of creation of value for shareholders. Compensation packages may include a mix of fixed
compensation, equity-based compensation, as well as employer contributions to superannuation funds. Shares, options and other
equity instruments may only be issued subject to approval by shareholders in a general meeting.
At the date of this report the Company has two executive appointed, being Mr Dusko Ljubojevic as the Managing Director and Mr
Warrick Clent as the Chief Operating Officer. The terms of their Executive Employment Agreements with Raiden Resources Limited
are summarised in the following table.
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of
these agreements are as follows:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Mr Dusko Ljubojevic
Managing Director
The original service agreement commenced on 20 February 2018 (which represented 50%
of Mr Ljubojevic’s time) and was renegotiated on 12 February 2021 to reflect an increase
in time required (representing 80% of Mr Ljubojevic’s time) for the ongoing management
of the Company’s asset portfolio.
The agreement has no fixed terms with termination requiring three months’ written notice
to the Company or the Company providing 6 months’ notice to Mr Ljubojevic.
Executive salary of $147,000 per annum (inclusive of superannuation) for period 1 July
2020 to 11 February 2021 and $208,000 per annum (inclusive of superannuation)
commencing on 12 February 2021
Warrick Clent
Chief Operating Officer
The Company entered into an agreement with Mr Warrick Clent as Chief Operating Officer
on 23 September 2021.
The agreement has no set term and may be terminated with four weeks written notice by
Mr Clent or the Company and there are no termination benefits payable under the
agreement.
Executive Salary of $210,000 per annum (exclusive of superannuation) commencing 11
November 2021.
9
Raiden Resources Limited
Directors' report
30 June 2022
Non-Executive Director fee arrangements
The Board policy is to remunerate Non-Executive Directors at a level to comparable Companies for time, commitment, and
responsibilities. Directors’ fees cover all main Board activities and membership of any committee. The Board has no established
retirement or redundancy schemes in relation to Non-executive Directors.
The Non-Executive Directors have or may be provided with options that are meant to incentivise the Non-Executive Directors.
The board determines payments to the Non-Executive Directors and reviews their remuneration annually based on market
practice, duties, and accountability. Independent external advice will be sought when required.
The maximum aggregate amount of fees that can be paid to Non-Executive Directors is presently limited to an aggregate of
AU$225,000 per annum and any change is subject to approval by shareholders at the General Meeting. Fees for Non-Executive
Directors are not linked to the performance of the Company. However, to align Directors’ interests with shareholder interests,
the Directors are encouraged to hold shares in the Company.
Fees for the Non-Executive Directors for the financial year were $156,000 (2021: $105,452) and cover main Board activities only.
Non-Executive Directors may receive additional remuneration for other services provided to the Group. The key terms of the Non-
Executive Director service agreements existing at reporting date are as follows:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Mr Michael Davy
Non-Executive Chairman
The Company entered into an agreement with Mr Michael Davy as Non-Executive
Chairman on 29 June 2017.
The agreement has no set term and may be terminated with immediate effect by either
Mr Davy or the Company and there are no termination benefits payable under the
agreement.
Non-Executive fee of $60,000 per annum. Reimbursement of reasonable business
expenses incurred in ordinary course of the businesses in accordance with Group’s
remuneration policies
Mr Martin Pawlitschek
Non-Executive Director
The Company entered into an agreement with Mr Martin Pawlitschek as Non-Executive
Director on 20 February 2018.
The agreement has no set term and may be terminated with immediate effect by either
Mr Pawlitschek or the Company and there are no termination benefits payable under the
agreement.
Non-Executive fee of $48,000 per annum. Reimbursement of reasonable business
expenses incurred in ordinary course of the businesses in accordance with Group’s
remuneration policies
Mr Dale Ginn
Non-Executive Director
The Company entered into an agreement with Mr Dale Ginn as Non-Executive Director on
12 May 2021.
The agreement has no set term and may be terminated with immediate effect by either
Mr Ginn or the Company and there are no termination benefits payable under the
agreement.
Non-Executive fee of $48,000 per annum. Reimbursement of reasonable business
expenses incurred in ordinary course of the businesses in accordance with Group’s
remuneration policies
Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
10
Raiden Resources Limited
Directors' report
30 June 2022
Details of remuneration
The Key Management Personnel of Raiden Resources Limited includes the Directors and Chief Operating Officer of the Company.
Other than is set out below there are no other Key Management Personnel at 30 June 2022.
Amounts of remuneration
Details of the remuneration of key management personnel of the consolidated entity are set out in the following tables.
Short-term benefits
Post-
employmen
t benefits
Long-term
benefits
Share-based
payments
2022
Directors:
M Davy
M Pawlitschek
D Ginn
D Ljubojevic
Other KMP
W Clent**
Cash salary
and fees
$
60,000
48,000
48,000
207,996
153,417
517,413
Cash
Non-
bonus monetary
$
$
Super- Long service
leave
$
annuation
$
Equity-
settled
$
Total
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
309,927*
237,003*
237,003*
455,775*
369,927
285,003
285,003
663,771
13,417
13,417
-
-
166,834
- 1,239,708* 1,770,538
* Equity-Settled is still subject to performance conditions being met – at 30/6/22 no conditions had been met (refer conditions
below on page 12 of the annual report).
** Commenced on 11 November 2021.
Short-term benefits
Post-
employmen
t benefits
Long-term
benefits
Share-based
payments
2021
Directors:
M Davy
M Pawlitschek
D Ginn
D Ljubojevic
Cash salary
and fees
$
54,000
45,000
6,452
200,772
306,224
Cash
Non-
bonus monetary
$
$
Super- Long service
leave
$
annuation
$
Equity-
settled
$
Total
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,868
3,868
-
3,868
11,604
57,868
48,868
6,452
204,640
317,828
There was no performance based remuneration payable in financial year ended 30 June 2022 (30 June 2021: Nil)
Share-based compensation
Issue of shares
There were no shares issued to directors and other key management personnel as part of compensation during the year ended
30 June 2022 (30 June 2021: $Nil).
Options
There were no options over ordinary shares issued to directors and other key management personnel as part of compensation
that were outstanding as at 30 June 2022 (30 June 2021: Nil).
11
Raiden Resources Limited
Directors' report
30 June 2022
There were no options over ordinary shares granted to or vested by directors and other key management personnel as part of
compensation during the year ended 30 June 2022 (30 June 2021: Nil).
Performance rights
On 27 October 2021, the Company issued 73,000,000 performance rights subject to the following conditions:
●
●
●
●
21,900,000 Tranche 1 Performance Rights subject to a 20-day VWAP of $0.055 or higher on or before the expiry date
7,300,000 Tranche 2 Performance Rights upon Raiden achieving a minimum of 7,500 metre drilling, in aggregate, across any
of the projects the Company has an interest in at the issue date of the Performance Rights and on or before the expiry date.
25,550,000 Tranche 3 Performance Rights subject to a 20-day VWAP of $0.075 or a market capitalisation of A$100 million
over a period of 20 trading days on or before the expiry date
18,250,000 Tranche 4 Performance Rights subject to a 20-day VWAP of $0.100 or a market capitalisation of A$150 million
over a period of 20 trading days on or before the expiry date
Of which, 68,000,000 Performance Rights were issued to the Company’s Directors as Management Performance Rights, as part
of the Company’s long-term strategy to remunerate the Board. 5,000,000 Performance Rights were issued to the Company
Secretary under Employee Incentive Security Plan.
The terms and conditions of each grant of performance rights over ordinary shares affecting remuneration of directors and other
key management personnel in this financial year or future reporting years are as follows:
Grant date
Expiry date
6 October 2021
6 October 2021
6 October 2021
6 October 2021
6 October 2024
6 October 2024
6 October 2024
6 October 2024
Performance rights granted carry no dividend or voting rights.
Additional disclosures relating to key management personnel
Share price
hurdle for
Fair value
per right
vesting at grant date
$0.055
$0.000
$0.075
$0.100
$0.0210
$0.0240
$0.0190
$0.0180
KMP Ordinary Shareholdings
The number of shares in the company held during the financial year by each director and other members of key management
personnel of the consolidated entity, including their personally related parties, is set out below:
Ordinary shares
D Ljubojevic
M Davy
M Pawlitschek
D Ginn
W Clent*
* Commenced on 11 November 2021.
Balance at
the start of
Received
as part of
the year remuneration
Additions
Disposals/
other
Balance at
the end of
the year
27,430,494
13,818,572
23,778,846
-
-
65,027,912
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
27,430,494
13,818,572
23,778,846
-
-
65,027,912
12
Raiden Resources Limited
Directors' report
30 June 2022
KMP Performance Shareholdings
The number of performance shares in the company held during the financial year by each director and other members of key
management personnel of the consolidated entity, including their personally related parties, is set out below:
Performance shares
D Ljubojevic
M Davy
M Pawlitschek
D Ginn
W Clent*
* Commenced on 11 November 2021.
Balance at
the start of
the year
25,000,000
-
25,000,000
-
-
50,000,000
Granted
Vested
Expired/
forfeited/
other
Balance at
the end of
the year
-
-
-
-
-
-
-
-
-
-
-
-
(7,812,500)
-
(7,812,500)
-
-
(15,625,000)
17,187,500
-
17,187,500
-
-
34,375,000
KMP Performance Rights Holdings
The number of performance rights over ordinary shares in the company held during the financial year by each director and other
members of key management personnel of the consolidated entity, including their personally related parties, is set out below:
Performance rights
D Ljubojevic
M Davy
M Pawlitschek
D Ginn
W Clent*
* Commenced on 11 November 2021
Balance at
the start of
the year
Granted
Vested
Expired/
forfeited/
other
Balance at
the end of
the year
4,000,000
4,000,000
4,000,000
-
-
12,000,000
25,000,000
17,000,000
13,000,000
13,000,000
-
68,000,000
-
-
-
-
-
-
(4,000,000)
(4,000,000)
(4,000,000)
-
-
(12,000,000)
25,000,000
17,000,000
13,000,000
13,000,000
-
68,000,000
Loans to Key Management Personnel and their related parties
There were no loans to Key Management Personnel and their related parties during the financial year (2021: Nil).
Other transaction and balances with KMP and their related parties
The Group acquired services from entities that are controlled by members of the Group’s KMP. Transactions between related
parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise
stated.
Entity
Nature of
transaction
Key Management
Personnel
Martin Pawlitschek
Pacton Gold Inc
Vuzel Minerals
EOOD
Geological
Consulting
Acquisition of assets
(Pacton Gold
Tenements)
Loan receivable
Martin Pawlitschek
Dale Ginn
Dusko Ljubojevic
Total
Expenses
2022
$
Total
Expenses
2021
$
Receivable
(Payable)
Balance
2022
$
Receivable
(Payable)
Balance
2021
$
-
-
-
(10,426)
-
-
-
-
(263,189)
(708,823)
452,569
-
13
Raiden Resources Limited
Directors' report
30 June 2022
In 2021 Mr Martin Pawlitschek provided geological consulting to the Group with transactions totalling to $10,426.
In 2021 the Company acquired assets from Pacton Gold Inc, of which Mr Dale Ginn is the Executive Chairman and Director. As at
30 June 2022 a total balance of $263,189 was payable relating to deferred consideration on the acquisition (2021: $708,823).
The Completion fee of $200,000 which was disclosed at 30 June 2021 as payable to Pacton Gold Inc, was paid during the financial
year.
As detailed in note 13, the Company provided a loan of $452,569 to Vuzel Minerals EOOD, of which Mr Dusko Ljubojevic is a
Director on behalf of Raiden Resources Ltd. These funds loaned relate to the Earn-in agreement between Vuzel Minerals EOOD
and Raiden Resources Ltd, specifically for the drilling program at the Vuzel Project.
There were no other related party transactions during the year.
Voting of shareholders at last year's annual general meeting
At the AGM held on 29 November 2021, 99.92% of votes received supported the adoption of the remuneration report for the
year ended 30 June 2021. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.
Shares under option or performance rights
Unissued ordinary shares of Raiden Resources Limited under option or performance rights at the date of this report are as follows:
Grant date
17 January 2022
6 October 2021
Expiry date
31 December 2023
6 October 2024
Number
under option
or
performance
rights
Exercise price
$0.040
$0.001
50,000,000
73,000,000
123,000,000
No person entitled to exercise the options or performance rights had or has any right by virtue of the option to participate in any
share issue of the company or of any other body corporate.
Shares issued on the exercise of options or performance rights
There were no ordinary shares of Raiden Resources Limited issued on the exercise of options or performance rights during the
year ended 30 June 2022 and up to the date of this report.
Indemnity and insurance of officers
The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a director or
executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of the
company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure
of the nature of the liability and the amount of the premium.
Indemnity and insurance of auditor
The company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the company
or any related entity against a liability incurred by the auditor.
During the financial year, the company has not paid a premium in respect of a contract to insure the auditor of the company or
any related entity.
14
Raiden Resources Limited
Directors' report
30 June 2022
Proceedings on behalf of the company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of
the company, or to intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf
of the company for all or part of those proceedings.
Non-audit services
During the year RSM Australia Partners, the Company’s auditor did not provide any services other than statutory audit. Other
RSM Firms, provided other non-audit services totalling to $10,529. Details of their remuneration can be found in note 6 Auditor’s
Remuneration.
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are
outlined in note 6 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or by another person
or firm on the auditor's behalf), is compatible with the general standard of independence for auditors imposed by the
Corporations Act 2001.
The directors are of the opinion that the services as disclosed in note 6 to the financial statements do not compromise the external
auditor's independence requirements of the Corporations Act 2001 for the following reasons:
●
all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of
the auditor; and
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics
for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or
auditing the auditor's own work, acting in a management or decision-making capacity for the company, acting as advocate
for the company or jointly sharing economic risks and rewards.
●
Auditor's independence declaration
The auditor’s independence declaration for the year ended 30 June 2022 can be found after the Directors’ report.
Auditor
RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the directors
___________________________
Michael Davy
Non-Executive Chairman
30 September 2022
15
RSM Australia Partners
Level 32, Exchange Tower
2 The Esplanade Perth WA 6000
GPO Box R1253 Perth WA 6844
T +61 (0) 8 9261 9100
F +61 (0) 8 9261 9111
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Raiden Resources Limited for the year ended 30 June
2022, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 30 September 2022
ALASDAIR WHYTE
Partner
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Raiden Resources Limited
Consolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2022
Other income
Accounting and other professional fees
Administrative costs
Corporate expenses
Depreciation
Exploration and evaluation expenditure
Legal fees
Marketing and investor relations
Share based payments
Loss before income tax expense
Income tax expense
Loss after income tax expense for the year attributable to the owners of Raiden
Resources Limited
Other comprehensive income
Note
11
19
4
2022
$
7,927
2021
$
461
(230,694)
(239,473)
(393,532)
(10,368)
(2,289,786)
(168,938)
(130,044)
(1,330,863)
(216,863)
(108,404)
(349,272)
(14,056)
(1,108,669)
(121,878)
(47,228)
(11,604)
(4,785,771)
(1,977,513)
-
-
(4,785,771)
(1,977,513)
Items that will not be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations
18
52,503
7,174
Other comprehensive income for the year, net of tax
52,503
7,174
Total comprehensive loss for the year attributable to the owners of Raiden Resources
Limited
(4,733,268)
(1,970,339)
Basic loss per share
Diluted loss per share
Cents
(0.36)
(0.36)
Cents
(0.24)
(0.24)
7
7
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
17
Raiden Resources Limited
Consolidated statement of financial position
As at 30 June 2022
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Other current assets
Total current assets
Non-current assets
Plant and equipment
Exploration and evaluation expenditure
Financial asset
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Other liabilities
Total current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Note
2022
$
2021
$
8
10
11
12
13
15
16
536,163
51,152
47,668
634,983
2,696,735
87,265
39,950
2,823,950
60,326
11,737,601
452,569
12,250,496
74,842
10,603,091
-
10,677,933
12,885,479
13,501,883
161,182
263,189
424,371
406,185
708,823
1,115,008
424,371
1,115,008
12,461,108
12,386,875
17
18
23,912,859
1,633,852
(13,085,603)
20,436,221
250,486
(8,299,832)
12,461,108
12,386,875
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
18
Raiden Resources Limited
Consolidated statement of changes in equity
For the year ended 30 June 2022
Share-based
payments
reserves
Foreign
currency
reserve
Accumulated
losses
Issued capital
$
$
$
Total equity
$
$
Balance at 1 July 2020
6,400,748
198,633
33,075
(6,322,319)
310,137
Loss after income tax expense for the year
Other comprehensive income for the year, net of
tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Performance rights recognised during the year
Issue of shares
Exercise of options
-
-
-
-
-
-
-
(1,977,513)
(1,977,513)
7,174
-
7,174
7,174
(1,977,513)
(1,970,339)
-
13,117,473
918,000
11,604
-
-
-
-
-
-
-
-
11,604
13,117,473
918,000
Balance at 30 June 2021
20,436,221
210,237
40,249
(8,299,832)
12,386,875
Share-based
payments
reserves
Foreign
currency
reserves
Accumulated
losses
Issued capital
$
$
$
Total equity
$
$
Balance at 1 July 2021
20,436,221
210,237
40,249
(8,299,832)
12,386,875
Loss after income tax expense for the year
Other comprehensive income for the year, net of
tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Performance rights recognised during the year
Issue of shares
-
-
-
-
-
-
-
(4,785,771)
(4,785,771)
52,503
-
52,503
52,503
(4,785,771)
(4,733,268)
-
3,476,638
1,330,863
-
-
-
-
-
1,330,863
3,476,638
Balance at 30 June 2022
23,912,859
1,541,100
92,752
(13,085,603)
12,461,108
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
19
Raiden Resources Limited
Consolidated statement of cash flows
For the year ended 30 June 2022
Cash flows from operating activities
Payments to suppliers and employees
Payments for exploration and evaluation activity
Interest received
Note
2022
$
2021
$
(1,037,685)
(2,957,529)
309
(858,039)
(1,021,775)
461
Net cash used in operating activities
9
(3,994,905)
(1,879,353)
Cash flows from investing activities
Payments for exploration licence and acquisition
Cash acquired on the transaction
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of share
Proceeds from exercise of options
Payment of capital raising costs
Net cash from financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
(671,164)
65,829
(653,394)
-
(605,335)
(653,394)
17
2,500,000
-
(75,000)
4,000,000
918,000
-
2,425,000
4,918,000
(2,175,240)
2,696,735
14,668
2,385,253
314,275
(2,793)
Cash and cash equivalents at the end of the financial year
8
536,163
2,696,735
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
20
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 1. Significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out either in the respective notes
or below. These policies have been consistently applied to all the years presented, unless otherwise stated.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian
Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for
for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board ('IASB').
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation
of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive
income, investment properties, certain classes of property, plant and equipment and derivative financial instruments.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management
to exercise its judgement in the process of applying the consolidated entity's accounting policies. The areas involving a higher
degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are
disclosed in note 2.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only.
Supplementary information about the parent entity is disclosed in note 23.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Raiden Resources Limited
('company' or 'parent entity') as at 30 June 2022 and the results of all subsidiaries for the year then ended. Raiden Resources
Limited and its subsidiaries together are referred to in these financial statements as the 'consolidated entity'.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when
the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on
which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred
and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-
controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The consolidated
entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain
or loss in profit or loss.
21
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 1. Significant accounting policies (continued)
Foreign currency translation
The financial statements are presented in Australian dollars, which is Raiden Resources Limited's functional and presentation
currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at
financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or
loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting date.
The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates, which
approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are recognised
in other comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net
carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets
are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
●
When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor
taxable profits; or
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable
future.
●
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets
recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying
amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there
are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either
the same taxable entity or different taxable entities which intend to settle simultaneously.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
22
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 1. Significant accounting policies (continued)
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the consolidated
entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after
the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for
at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle; it is
held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are
classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either
amortised cost or fair value depending on their classification. Classification is determined based on both the business model within
which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is
being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the
consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation
of recovering part or all of a financial asset, its carrying value is written off.
Financial assets at amortised cost
A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business
model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial
asset represent contractual cash flows that are solely payments of principal and interest.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at
amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the
consolidated entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk has
increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue
cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit
loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default
event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined
that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount
of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls
over the life of the instrument discounted at the original effective interest rate.
For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in
other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces
the asset's carrying value with a corresponding expense through profit or loss.
Impairment of non-financial assets
Non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its
recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present
value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating
unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating
unit.
23
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 1. Significant accounting policies (continued)
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable
from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable
from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which
are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have
not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2022. The consolidated entity
has not yet assessed the impact of these new or amended Accounting Standards and Interpretations.
Note 2. Critical accounting judgements, estimates and assumptions
Share-based payment transactions
Share-based payments are measured at the fair value of goods or services received or the fair value of the equity instruments
issued, if it is determined the fair value of the goods or services cannot be reliably measured, and are recorded at the date the
goods or services are received. The fair value of options is determined using the Black-Scholes valuation model. The number of
shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognised
for services received as consideration for the equity instruments granted is based on the number of equity instruments that
eventually vest.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on
the consolidated entity based on known information. This consideration extends to the nature of the products and services
offered, customers, supply chain, staffing and geographic regions in which the consolidated entity operates. Other than as
addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements or
any significant uncertainties with respect to events or conditions which may impact the consolidated entity unfavourably as at
the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic.
Exploration and evaluation costs
Certain exploration and evaluation costs have been capitalised on the basis that the Group will commence commercial production
in the future, from which time the costs will be amortised in proportion to the depletion of the mineral resources. Key judgements
are applied in considering costs to be capitalised which includes determining expenditures directly related to these activities and
allocating overheads between those that are expensed and capitalised. In addition, costs are only capitalised that are expected
to be recovered either through successful development or sale of the relevant mining interest. Factors that could impact the
future commercial production at the mine include the level of reserves and resources, future technology changes, which could
impact the cost of mining, future legal changes and changes in commodity prices. To the extent that capitalised costs are
determined not to be recoverable in the future, they will be written off in the period in which this determination is made.
24
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 3. Going concern
The financial statements have been prepared on a going concern basis, which contemplates continuity of normal business
activities and the realisation of assets and settlement of liabilities in the normal course of business.
The Group incurred a loss of $4,785,771 and had net cash outflows from operating activities and investing activities of
$3,994,905 and $605,335 respectively for year ended 30 June 2022.
The Directors have prepared a cash flow forecast, which indicates that the Company will be required to raise funds to provide
additional working capital and to continue to fund its activities. The ability of the Group to continue as a going concern is
dependent on securing additional funding by capital raise or other means.
These factors indicate a material uncertainty which may cast significant doubt as to whether the Group will continue as a going
concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business and at the
amounts stated in the financial report.
The Directors believe that there are reasonable grounds to believe that the Group will be able to continue as a going concern,
after consideration of the following factors:
●
●
●
The Group has the ability to reduce its expenditure to conserve cash;
The Group has historically demonstrated its ability to raise funds to satisfy its immediate cash requirements; and
The Directors of Raiden Resources Limited also have reason to believe that in addition to the cash flow currently available,
additional funds from sale of non-core assets are expected.
Accordingly, the Directors believe that the Group will be able to continue as a going concern and that it is appropriate to adopt
the going concern basis in the preparation of the financial report.
The financial report does not include any adjustments relating to the amounts or classification of recorded assets or liabilities
that might be necessary if the Group does not continue as a going concern.
25
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 4. Income tax expense
The financial statements for the year ended 30 June 2022 comprise the results of the Group. The legal parent is incorporated and
domiciled in Australia where the applicable tax rate is 30%. Two of the Group’s subsidiaries are incorporated in the Republic of
Serbia where the applicable tax rate is 15%. Two subsidiaries are incorporated in Bulgaria where the applicable tax rate is 10%.
(a) Income tax expense
Current tax
Deferred tax
Aggregate income tax expense
Numerical reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
Tax at the statutory tax rate of 30%
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Non-deductible expenditure
Adjustments for differences in tax rates
Benefits from tax loss not brought to account
Income tax expense
Tax losses not recognised
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit @ 30%
2022
$
2021
$
-
-
-
-
-
-
(4,785,771)
(1,977,513)
(1,435,731)
(593,254)
428,252
50,367
957,112
62,648
24,688
505,918
-
2022
$
-
2021
$
5,567,379
3,347,636
1,670,214
1,004,291
The Group has the following tax losses arising in entities in Australia, Republic of Serbia and Republic of Bulgaria that are available
indefinitely to be offset against the future taxable profits of the Group.
Tax loss carried forward
Australia
Republic of Serbia
Republic of Bulgaria
Unrecognised deferred tax asset
Australia
Republic of Serbia
Republic of Bulgaria
5,046,554
520,825
-
3,229,095
118,541
-
5,567,379
3,347,636
1,594,454
75,760
-
968,728
35,563
-
1,670,214
1,004,291
26
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 5. Key management personnel
Refer to the Remuneration Report contained in the Directors' Report for details of the remuneration paid or payable to each
member of the Group's key management personnel (KMP) for the year ended 30 June 2022.
The total remuneration paid to KMP during the year are as follows:
Short-term employee benefits
Post-employment benefits
Equity settled*
2022
$
2021
$
517,413
13,417
1,239,708
306,224
-
11,604
1,770,538
317,828
*Equity Settled is still subject to performance conditions being met – at 30/6/22 no conditions had been met (refer conditions
above on page 12 of the annual report).
Loans to Key Management Personnel
To the best of the Directors' knowledge, they are not aware of any loans to Key Management Personnel during the financial year.
Other KMP Transactions
For other KMP transactions refer to note 22.
Note 6. Remuneration of auditors
Remuneration of the auditor of the Group for:
Audit services - RSM Australia Partners
Audit or review of the financial statements - Australia
Other services - RSM Serbia
Other services - Serbia
Note 7. Loss per share
2022
$
2021
$
38,250
35,700
10,529
10,830
48,779
46,530
2022
$
2021
$
Loss after income tax attributable to the owners of Raiden Resources Limited
(4,785,771)
(1,977,513)
Weighted average number of ordinary shares used in calculating basic loss per share
1,336,240,485
825,912,003
Weighted average number of ordinary shares used in calculating diluted loss per share
1,336,240,485
825,912,003
Number
Number
Basic loss per share
Diluted loss per share
27
Cents
(0.36)
(0.36)
Cents
(0.24)
(0.24)
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 7. Loss per share (continued)
Accounting policy for earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Raiden Resources Limited, excluding any
costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the
financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after
income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average
number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
Note 8. Cash and cash equivalents
Cash at bank
Total cash and cash equivalents
2022
$
2021
$
536,163
536,163
2,696,735
2,696,735
Accounting policy for cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid
investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value.
Note 9. Reconciliation of loss after income tax to net cash used in operating activities
Loss after income tax expense for the year
Adjustments for:
Depreciation and amortisation
Share-based payments
Foreign exchange loss
Change in operating assets and liabilities:
Trade and other receivables
Prepayments
Financial assets
Payables
Net cash used in operating activities
Credit Standby Facilities
The Group does not have any credit standby facilities.
2022
$
2021
$
(4,785,771)
(1,977,513)
10,368
1,330,863
119,781
14,056
11,604
2,639
36,113
(7,717)
(452,569)
(245,973)
(3,448)
(21,541)
-
94,850
(3,994,905)
(1,879,353)
Non-Cash investing and financing activities
The non-cash investing and financing activities included the issue of shares to acquire assets and disclosed in note 17.
28
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 10. Trade and other receivables
CURRENT
Other receivables (a)
Total other receivables
2022
$
2021
$
51,152
87,265
51,152
87,265
(a) Other receivables are non-interest bearing and have payment terms between 30 and 60 days. Due to the nature of the
receivables the Group has recognised expected credit losses of nil for the year ended 30 June 2022 (2021: nil).
Accounting policy for trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest
method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days.
The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected
loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Note 11. Plant and equipment
Plant and equipment at cost
Opening balance at 1 July
(Disposal)/Additions
Closing balance at 30 June
Accumulated depreciation
Opening balance at 1 July
Depreciation expense
Closing balance at 30 June
Net book value
30 June 2022 30 June 2021
$
$
115,966
(4,148)
111,818
119,314
(3,348)
115,966
(41,124)
(10,368)
(51,492)
(27,068)
(14,056)
(41,124)
60,326
74,842
Accounting policy for property, plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment (excluding
land) over their expected useful lives as follows:
Plant and equipment and vehicles
3-15 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the assets,
whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the
consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
29
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 12. Exploration and evaluation expenditure
(a) Non-current
Exploration expenditure capitalised:
Exploration and evaluation cost
Net carrying value
(b) Movement in carrying amount
Carrying amount at the beginning of year
Addition: Exploration licence and acquisition costs
Carrying amount at the end of year
2022
$
2021
$
11,737,601
10,603,091
11,737,601
10,603,091
10,603,091
1,134,510
67,686
10,535,405
11,737,601
10,603,091
The carrying amount of the Group’s exploration and evaluation assets are reviewed at each reporting date to determine whether
there is indication of impairment or impairment reversal. Where an indication of impairment exists, a formal estimate of the
recoverable amount is made.
Accounting policy for exploration and evaluation expenditure
The Group accounts for exploration and evaluation activities by using successful efforts method of accounting. Under this method,
only those costs that lead directly to the discovery, acquisition, or development of specific discrete mineral reserves are
capitalised. Costs that are known to fail to meet this criteria (at the time of occurrence) are generally charged to the statement of
profit or loss and other comprehensive income as an expense in the period they are incurred.
Accounting for exploration and evaluation expenditure is assessed separately for each area of interest. Each area of interest is an
individual geological area which is considered to constitute a favourable environment for the presence of a mineral deposit or has
been proved to contain such deposit.
Exploration and evaluation costs are expensed in the year they are incurred, apart from exploration licence and acquisition costs.
Licence costs paid in connection with a right to explore in an existing exploration area are capitalised and reviewed at each
reporting period to confirm that there is no indication that the carrying amount exceeds the recoverable amount. This review
includes the following:
• Confirming that exploration activities are still under way or firmly planned; or
• It has been determined; or
• Work is under way to determine that the discovery is economically viable based on a range of technical consideration and
sufficient progress is being made on establishing development plans and timing.
Acquisition costs are carried forward where a right to explore in the area of interest is current and are expected to be recouped
through sale or successful development of the area of interest. Where an area of interest is abandoned or the Board decide that
there no future activity is planned or the licence has been relinquished or has expired, the carrying value of the licence and
acquisition costs are written off in the financial period the decision is made through statement of profit or loss and other
comprehensive income.
30
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 13. Financial assets
During the current financial year the Company acquired 1% interest in Vuzel Minerals EOOD ("Vuzel"), a Company registered in
Republic of Bulgaria. The Company provided a loan of $452,569 during the current financial year to fund the drilling program on
the Vuzel permit.
Under the Shareholder Agreement between the Company and the majority shareholder (Ridge Minerals EOOD), Raiden may earn
a 51% interest in the Company by expending not less than A$350,000 on exploration expenditure. As at 30 June 2022, Raiden had
expended over A$350,000 but had no yet elected to the earn-in to increase its shareholding in Vuzel.
Note 14. Asset acquisition
During the year the Company completed the acquisition of 100% of the issued share capital of Zelenrok EOOD a company
registered in Bulgaria, that has rights to the Zlatusha and Kalabak projects and exclusive rights to the Draka mineral exploration
application.
Under the terms of the agreement, the consideration for the acquisition included the following:
●
●
The payment of completion fee of $25,000; and
The issue of $250,000 equivalent of Company's ordinary and fully paid shares for the Kalabak project and $750,000
equivalent of Company's ordinary fully paid shares for the Zlatusha project issued based on Weighted Average Share Price
(VWAP) calculation.
On 29 April 2022, the Company issued 38,326,654 ordinary fully paid shares as consideration for the acquisition.
Acquisition of Zelenrok EOOD
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Exploration assets
Net assets acquired
Consideration
Cash consideration
Shares issued on completion 38,326,654 ordinary shares @ $0.014
$
65,831
2,161
(947)
494,528
561,573
25,000
536,573
561,573
31
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 15. Trade and other payables
CURRENT
Trade payables
Other payables
(a) Fair Value
2022
$
2021
$
88,988
72,194
261,311
144,874
161,182
406,185
Due to short term nature of these payables, their carrying value is assumed to approximate their fair value.
Accounting policy for trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial
year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
Note 16. Other liabilities
Other liabilities (a)
2022
$
2021
$
263,189
708,823
(a) Other liabilities relate to deferred consideration of $263,189 payable to Pacton Gold Inc. in relation to the acquisition of Pacton
Tenements. In 2021 the balance of $708,823 relates to completion fee of $200,000 plus the deferred consideration of $508,823.
Note 17. Issued capital
2022
Shares
2021
Shares
2022
$
2021
$
(a) Issued capital
1,417,442,132 1,248,641,496
23,912,859
20,436,221
32
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 17. Issued capital (continued)
(b) Movements in ordinary share capital of the Company during the period was as follows:
Details
Date
Shares
$
1 July 2020
Balance
9 September 2020
Issue of shares under placement (Sept Tranche 1)
21 October 2020
Exercise of options
26 October 2020
Exercise of options
10 December 2020
Exercise of options
10 December 2020
Vesting of Class A performance rights
10 December 2020
Issue of shares under placement (Sept Tranche 2)
10 December 2020
Issue of shares under placement (Oct)
10 December 2020
Issue of shares to lead manager (Oct)
5 January 2021
Exercise of options
15 January 2021
Exercise of options
25 January 2021
Exercise of options
2 February 2021
Exercise of options
5 February 2021
Exercise of options
8 February 2021
Exercise of options
Issue of shares for acquisition of Pilbara Gold/Pacton tenements (a) 19 February 2021
19 February 2021
Fair value adjustment on (a) in accordance with AASB 2
18 June 2021
Issue of shares for acquisition of Pacton tenement 25% (b)
18 June 2021
Fair value adjustment on (b) in accordance with AASB 2
Less: capital raising costs
431,430,796
107,142,857
12,090,000
9,750,000
2,000,000
10,000,000
35,714,143
230,769,231
13,846,154
1,250,000
3,590,000
1,000,000
5,372,000
8,058,000
2,790,000
337,500,000
-
36,338,315
-
-
Balance
Selective buy back (Acuity Capital) *
Issue of shares on acquisition of Welcome tenements
Fair value adjustment in accordance with AASB 2
Issue of shares under placement
Issue of broker shares
Issue of shares on acquisition of Zelenrok EOOD
Fair value adjustment in accordance with AASB 2
Issue of shares on acquisition of Welcome tenements
Fair value adjustment in accordance with AASB 2
Less: capital raising costs
30 June 2021
18 October 2021
25 October 2021
25 October 2021
8 November 2021
8 November 2021
29 April 2022
29 April 2022
27 May 2022
27 May 2022
1,248,641,496
(21,000,000)
18,935,808
-
125,000,000
3,750,000
38,326,654
-
3,788,174
-
-
6,400,748
750,001
241,800
195,000
40,000
-
249,999
3,000,000
180,000
25,000
71,800
20,000
107,440
161,160
55,800
3,375,000
4,725,000
1,000,000
17,473
(180,000)
20,436,221
-
500,000
(26,605)
2,500,000
75,000
1,000,000
(463,427)
50,000
(8,330)
(150,000)
Balance
30 June 2022
1,417,442,132
23,912,859
* The shares were held by Acuity Capital Pty Ltd, under the capacity to issue shares under a Controlled Placement Deed. In the
event that Acuity Capital Pty Ltd remained in possession of the collateral shares at the expiry of the Controlled Placement Deed,
these shares were to be bought back and cancelled by the Company for nil consideration. During the financial year, the shares
were bought back and cancelled by the Company.
Ordinary shares
Ordinary shareholders are entitled 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. Every ordinary shareholder present at a meeting in person or by proxy is
entitled to one vote on a show of hands or by poll. Shares have no par value.
33
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 17. Issued capital (continued)
(a) Capital Management
Due to the nature of the Group’s activities, 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 research and development programs 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. Any surplus funds are invested with major financial institutions.
(b) Performance shares
There are 137,500,000 performance shares on issue as at 30 June 2022. The performance shares will convert to ordinary shares
on 1:1 basis subject to the performance milestones being met prior to expiry date. The performance shares are summarised
below;
Class
Class B
Class C
Expiry
Milestones
8 August 2022 (54
months from
issue date)
7 February 2023
(60 months from
issue date)
62,500,000 Class B Performance Shares will convert upon the announcement by the
Company to ASX of the results of a Scoping Study and that the Board has resolved to
undertake a Pre-Feasibility Study on all or part of the Company Licences;
75,000,000 Class C Performance Shares will convert upon the announcement of a
Positive Pre-Feasibility Study in respect of a Company Project (or Company Projects).
No value has been allocated to the Performance Shares due to the significant uncertainty of meeting the performance milestones
which are based on future events. To date, none of the Milestones have been met.
Accounting policy for issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from
the proceeds.
Note 18. Reserves
(a) Reserve
Options reserve
Performance rights reserve
Foreign currency reserve
Total reserves
2022
$
2021
$
163,200
1,377,900
92,752
163,200
47,037
40,249
1,633,852
250,486
34
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 18. Reserves (continued)
(b) Option Reserve
Opening balance at 1 July 2020
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Balance at 30 June 2021
Opening balance at 1 July 2021
Issue of free attaching listed options
Balance at 30 June 2022
(c) Performance Rights Reserve
Opening balance at 1 July 2020
Expiry of performance rights
Conversion of Class A performance rights
Lapse of Class B performance rights
Amortised performance rights
Balance at 30 June 2021
Opening balance at 1 July 2021
Lapse of performance rights
Issue of performance rights (Tranche 1)
Issue of performance rights (Tranche 2)
Issue of performance rights (Tranche 3)
Issue of performance rights (Tranche 4)
Balance at 30 June 2022
(d) Foreign currency reserve
Opening balance at 1 July 2020
Difference arising on translation
Balance at 30 June 2021
Opening balance at 1 July 2021
Difference arising on translation
Balance at 30 June 2022
01/07/2020
21/10/2020
26/10/2020
10/12/2020
05/01/2021
15/01/2021
25/01/2021
02/02/2021
05/02/2021
08/02/2021
09/02/2021
01/07/2021
17/01/2022
01/07/2020
02/07/2020
10/12/2020
10/12/2020
30/06/2021
01/07/2021
02/08/2021
27/10/2021
27/10/2021
27/10/2021
27/10/2021
No
$
50,000,000
(12,090,000)
(9,750,000)
(2,000,000)
(1,250,000)
(3,590,000)
(1,000,000)
(5,372,000)
(8,058,000)
(2,790,000)
(4,100,000)
-
-
50,000,000
50,000,000
43,000,000
(10,000,000)
(10,000,000)
(10,000,000)
-
13,000,000
13,000,000
(13,000,000)
21,900,000
7,300,000
25,550,000
18,250,000
73,000,000
163,200
-
-
-
-
-
-
-
-
-
-
163,200
163,200
-
163,200
35,433
-
-
-
11,604
47,037
47,037
-
455,520
52,998
495,670
326,675
1,377,900
33,075
7,174
40,249
40,249
52,503
92,752
The foreign currency translation reserve records exchange differences arising on translation of a foreign controlled subsidiaries.
35
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 19. Share-based payments
The following share-based payment arrangement existed at 30 June 2022:
●
On 27 October 2021, the Company issued 73,000,000 performance rights subject to the following conditions:
(a) 21,900,000 Tranche 1 Performance Rights subject to a 20-day VWAP of $0.055 or higher on or before the expiry date
(b) 7,300,000 Tranche 2 Performance Rights upon Raiden achieving a minimum of 7,500 metre drilling, in aggregate, across any
of the projects the Company has an interest in at the issue date of the Performance Rights and on or before the expiry date
(c) 25,550,000 Tranche 3 Performance Rights subject to a 20-day VWAP of $0.075 or a market capitalisation of A$100 million
over a period of 20 trading days on or before the expiry date
(d) 18,20,000 Tranche 4 Performance Rights subject to a 20-day VWAP of $0.100 or a market capitalisation of A$150 million
over a period of 20 trading days on or before the expiry date
Of which, 68,000,000 Performance Rights were issued to the Company’s Directors as Management Performance Rights, as part
of the Company’s long-term strategy to remunerate the Board. 5,000,000 Performance Rights were issued to the Company
Secretary under Employee Incentive Security Plan.
●
On 8 November 2021, the Company issued 3,750,000 fully paid ordinary shares at $0.02 to Broker for their services relating
to the capital raising under the Placement. The value of the services provided was $75,000.
A summary of the inputs used in the valuation of the Performance Rights is as follows:
Exercise price
Spot price
Grant date
Expected volatility
Expiry date
Expected dividends
Risk free interest rate
Performance Hurdle
Value per right
Number of rights
Probability
Number of rights expected to vest
Total value of share-based payments and
expense recognised at 30 June 2022
Tranche 1
Performance
Rights
Tranche 2
Performance
Rights
Tranche 3
Performance
Rights
Tranche 4
Performance
Rights
$0.001
$0.025
6 October 2021
116%
6 October 2024
Nil
0.32%
Refer above
$0.0208
21,900,000
N/A
21,900,000
$455,520
$0.001
$0.025
6 October 2021
116%
6 October 2024
Nil
0.32%
Refer above
$0.0242
7,300,000
30%
2,190,000
$52,998
$0.001
$0.025
6 October 2021
116%
6 October 2024
Nil
0.32%
Refer above
$0.0194
25,550,000
N/A
25,550,000
$495,670
$0.001
$0.025
6 October 2021
116%
6 October 2024
Nil
0.32%
Refer above
$0.0179
18,250,000
N/A
18,250,000
$326,675
During the year ended 30 June 2022 a total of $1,330,863 was recognised as share-based payment expense (2021: $11,604). To
date none of performance right conditions have been achieved.
Accounting policy for share-based payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the
rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is
determined by reference to the share price.
36
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 19. Share-based payments (continued)
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using
either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the
impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield
and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the
consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting
conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting
period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of
the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss
for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the
Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was
granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:
●
during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the
expired portion of the vesting period.
from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the
reporting date.
●
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle
the liability.
Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market conditions are
considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An
additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the
share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy the condition is
treated as a cancellation. If the condition is not within the control of the consolidated entity or employee and is not satisfied
during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the award
is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense is
recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award is
treated as if they were a modification.
Note 20. Operating segments
Segment Information
Identification of reportable operating segments
The Group has identified one operating segment based on the internal reports that are reviewed and used by the Board of
Directors (the chief operating decision makers) in assessing performance and in determining the allocation of resources. The
Group’s sole operating segment is consistent with the presentation of these consolidated financial statements.
Accounting policy for operating segments
Operating segments are presented using the 'management approach', where the information presented is on the same basis as
the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of
resources to operating segments and assessing their performance.
37
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 21. Financial instruments
Financial risk management policies
The Group’s financial instruments consist mainly of deposits with banks, other debtors and accounts payable. The main purpose
of non-derivative financial instruments is to raise finance for Group’s operations.
Specific Financial Risk Exposures and Management
The main risk the Group is exposed to through its financial instruments are market risk (including fair value and interest rate risk)
and cash flow interest rate risk, credit risk and liquidity risk.
(a) Interest rate risk
From time to time the Group has significant interest-bearing assets, but they are as a result of the timing of equity raising and
capital expenditure rather than a reliance on interest income. The interest rate risk arises on the rise and fall of interest rates. The
Group’s income and operating cash flows are not expected to be materially exposed to changes in market interest rates in the
future and the exposure to interest rates is limited to the cash and cash equivalents balances.
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of changes
in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is
below:
Floating
interest rate
$
Non-interest
bearing
$
Floating
interest rate
$
Non-interest
bearing
$
2022
$
2021
$
Financial assets
- Within one year
Cash and cash equivalents
Other receivables
Financial assets
Total financial assets
Financial liabilities
- Within one year
Trade and other Payables
Other liabilities
536,163
-
-
536,163
-
24,262
452,569
476,831
536,163
24,262
452,569
1,012,994
2,696,735
-
-
2,696,735
-
87,265
-
87,265
2,696,735
87,265
-
2,784,000
-
-
-
(161,182)
(263,189)
(424,371)
(161,182)
(263,189)
(424,371)
-
-
-
(406,185)
(708,823)
(1,115,008)
(406,185)
(708,823)
(1,115,008)
Net financial assets
536,163
52,460
588,623
2,696,735
(1,027,743)
1,668,992
Sensitivity Analysis
The following table illustrates sensitivities to the Group’s exposures to changes in interest rates. The table indicates the impact
on how profit and equity values reported at reporting date would have been affected by changes in the relevant risk variable that
management considers to be reasonably possible. These sensitivities assume that the movement in a particular variable is
independent of other variables.
Movement in Profit ($) Movement in Equity ($)
30 June 2022
30 June 2021
+/-1% in interest rates
+/-1% in interest rates
16,164
15,055
16,164
15,055
(b) Credit risk
The maximum exposure to credit risk is limited to the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the Statement of Financial Position and notes to the financial statements.
38
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 21. Financial instruments (continued)
Credit risk related to balances with banks and other financial institutions is managed by the Group in accordance with approved
Board policy. Such policy requires that surplus funds are only invested with counterparties with a Standard and Poor’s rating of at
least AA-. The following table provides information regarding the credit risk relating to cash and money market securities based
on Standard and Poor’s counterparty credit ratings.
Note
2022
2021
Cash and cash equivalents ($) - AA Rated
note 8
536,163
2,696,735
(c) Liquidity risk
Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its
obligations related to financial liabilities. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will
always 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 risk by maintaining adequate reserves by routinely monitoring forecast and actual cash flows. The
Group has no access to credit standby facilities or arrangements for further funding or borrowings in place. The financial liabilities
of the Group are confined to trade and other payables as disclosed in the Statement of Financial Position. All trade and other
payables are non-interest bearing and due within 12 months of the reporting date.
2022
Interest rate
%
Less than 6
months
$
6-12 months
$
1-2 years
$
2-5 years
$
Over 5 years
$
Total
contractual
cash flows
$
Carrying
amount
assets /
(liabilities)
$
Financial liabilities
at amortised cost
Trade and other
payable
Other liabilities
-
-
(161,182)
(263,189)
(424,371)
-
-
-
-
-
-
-
-
-
-
-
-
(161,182)
(263,189)
(161,182)
(263,189)
(424,371)
(424,371)
2021
Interest rate
%
Less than 6
months
$
6-12 months
$
1-2 years
$
2-5 years
$
Over 5 years
$
Total
contractual
cash flows
$
Carrying
amount
assets /
(liabilities)
$
Financial liabilities
at amortised cost
Trade and other
payables
Other liabilities
-
-
(406,185)
(200,000)
-
(508,823)
(606,185)
(508,823)
-
-
-
-
-
-
-
-
(406,185)
(708,823)
(406,185)
(708,823)
-
(1,115,008)
(1,115,008)
(d) Net fair value of financial instruments
Fair value estimation
Due to the short-term nature of the receivables and payables the carrying value approximates fair value.
39
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 21. Financial instruments (continued)
(e) Financial arrangements
The Group had no other financial arrangements in place at 30 June 2022 (2021: Nil) based on the information available to the
current board.
(f) Currency risk
The currency risk is the risk that the value of financial instruments will fluctuate due to change in foreign exchange rates. Currency
risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is not
the Group’s functional currency. The Group is exposed to foreign exchange risk arising from various currency exposures primarily
with respect to the Australian Dollar (AUD), the Group’s functional currency. The Group’s policy is not to enter into any currency
hedging transactions.
Cash and cash equivalents
Serbian Dinar (RDS)
Bulgarian Lev (BGN)
Note 22. Related party transactions
Subsidiaries
Interests in subsidiaries are set out in note 24.
Foreign
Currency
327,220
94,584
2022
Equivalent
AUD
Foreign
Currency
2021
Equivalent
AUD
4,230
73,337
2,794,560
-
37,669
-
(a) Key management personnel
Disclosures relating to key management personnel are set out in note 5 and the remuneration report included in the directors'
report.
(b) Other transactions and balance with KMP and their related parties
The Group acquired services from entities that are controlled by members of the Group’s KMP. Transactions between related
parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise
stated.
Entity
Nature of
transactions
Key Management
Personnel
Total Revenue / (Expenses)
2021
$
2022
$
Receivable/
(Payable)Bala
nce
2022
$
Receivable/
(Payable)
Balance
2021
$
Martin Pawlitschek
Pacton Gold Inc
Vuzel Minerals
EOOD
Geological
Consulting
Acquisition of assets
(Pacton Gold
Tenements)
Loan receivable
Martin Pawlitschek
Dale Ginn
Dusko Ljubojevic
-
-
-
(10,426)
-
(10,426)
-
-
(263,189)
(708,823)
452,569
-
40
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 22. Related party transactions (continued)
In 2021 Mr Martin Pawlitschek provided geological consulting to the Group with transactions totalling to $10,426.
In 2021 the Company acquired assets from Pacton Gold Inc, of which Mr Dale Ginn is the Executive Chairman and Director. As at
30 June 2022 a total balance of $263,189 was payable relating to deferred consideration on the acquisition (2021: $708,823).
The Completion fee of $200,000 which was disclosed at 30 June 2021 as payable to Pacton Gold Inc, was paid during the financial
year.
As detailed in note 13, the Company provided a loan of $452,569 to Vuzel Minerals EOOD, of which Mr Dusko Ljubojevic is a
Director on behalf of Raiden Resources Ltd. These funds loaned relate to the Earn-in agreement between Vuzel Minerals EOOD
and Raiden Resources Ltd, specifically for the drilling program at the Vuzel Project.
There were no other related party transactions during the year.
Note 23. Parent entity information
The following information has been extracted from the books and records of the legal parent Raiden Resources Limited and has
been prepared in accordance with Australian Accounting Standards and the accounting policies as outlined in note 1.
(a) Financial position of Raiden Resources Limited
Assets
Current assets
Non-Current assets
Total assets
Liabilities
Current liabilities
Total liabilities
Net assets
Shareholders Equity
Issued capital
Reserves
Accumulated losses
Shareholders Equity
(b) Financial Performance of Raiden Resources Limited
Loss for the year
Total comprehensive loss
30 June 2022 20 June 2021
$
$
524,181
11,688,905
12,213,086
2,733,876
13,342,176
16,076,052
(415,750)
(415,750)
(1,086,017)
(1,086,017)
11,797,336
14,990,035
42,082,093
1,541,099
(31,825,856)
38,605,455
210,236
(26,559,532)
11,797,336
12,256,159
30 June 2022 30 June 2021
$
$
(5,266,324)
(5,266,324)
(2,006,300)
(2,006,300)
(c) Guarantees entered into by Raiden Resources Limited for the debts of its subsidiaries
There are no known guarantees entered into by Raiden Resources Limited for the debts of its subsidiaries as at 30 June 2022
(2021: Nil).
41
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 23. Parent entity information (continued)
(d) Contingent liabilities of Raiden Resources Limited
There were no known contingent liabilities as at 30 June 2022 (2021: Nil).
(e) Commitments by Raiden Resources Limited
There were no known commitments as at 30 June 2022 (2021: Nil).
(f) Significant accounting policies
Raiden Resources Limited accounting policies do not differ from the Group as disclosed in notes to the financial statements.
Note 24. Controlled entities consolidated
Raiden Resources Limited (Parent)
Controlled entities
Timok Resources Pty Ltd
Pilbara Gold Corporation Pty Ltd
Skarnore Resources d.o.o., Belgrade
Kingstown Resources d.o.o, Belgrade
Western Tethyan Exploration Ltd
Zelenrok EOOD
Note 25. Commitments
Principal place of business /
Country of incorporation
Australia
Australia
Republic of Serbia
Republic of Serbia
Republic of Bulgaria
Republic of Bulgaria
Exploration expenditure commitments
Within one year
Longer than one year and not longer than five years
Longer than five years
Note 26. Contingent liabilities
The Group has no known contingent liabilities as at 30 June 2022 (2021: Nil).
Ownership interest
2022
2021
%
%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
-
2022
$
2021
$
910,459
2,485,889
50,500
1,035,225
221,311
11,288
3,446,848
1,267,824
42
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2022
Note 27. Events subsequent to reporting date
Subsequent to balance date the following events occurred:
●
●
●
Raiden had received firm commitment to raise $1.83m via a share placement and underwritten loyalty option placement.
The Placement will comprise of 215,000,000 new fully paid ordinary shares issued at $0.007 under two tranches. Tranche 1
of the Placement, comprising 67,109,783 ordinary fully paid shares is not subject to shareholder approval and was issued
under the Company’s placement capacity under ASX Listing Rule 7.1. Tranche 2 of the Placement, comprising of 147,890,262
will be issued subject to shareholder approval.
The Company has completed the sale of its Myrnas Hill Project (E47/4907) located in the Pilbara region of Western Australia.
The consideration comprised of $125,000 in Askari shares (Share Consideration) and $75,000 (Cash Consideration). The
transaction is settled and completed at the date of signing the report.
The Heritage Survey covering Raiden’s planned drilling targets at Mt Sholl was completed, diamond drilling contractor
Topdrill was engaged with drilling also commencing in September 2022.
No other matter or circumstance has arisen since 30 June 2022 that has significantly affected, or may significantly affect the
consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial
years.
43
Raiden Resources Limited
Directors' declaration
30 June 2022
In the directors' opinion:
●
●
●
●
the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the
Corporations Regulations 2001 and other mandatory professional reporting requirements;
the attached financial statements and notes comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 1 to the financial statements;
the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at 30
June 2022 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and
payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the directors
___________________________
Michael Davy
Non-Executive Chairman
30 September 2022
44
RSM Australia Partners
Level 32, Exchange Tower
2 The Esplanade Perth WA 6000
GPO Box R1253 Perth WA 6844
T +61 (0) 8 9261 9100
F +61 (0) 8 9261 9111
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
RAIDEN RESOURCES LIMITED
Opinion
We have audited the financial report of Raiden Resources Limited (the Company) and its subsidiaries (the Group),
which comprises the consolidated statement of financial position as at 30 June 2022, the consolidated statement
of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a
summary of significant accounting policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i)
Giving a true and fair view of the Group's financial position as at 30 June 2022 and of its financial
performance for the year then ended; and
(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 3 in the financial report, which indicates that the Group incurred a loss of $4,785,771
and had net cash outflows from operating activities and investing activities of $3,994,905 and $605,335
respectively for the year ended 30 June 2022. As stated in Note 3, these events or conditions, along with other
matters as set forth in Note 3, indicate that a material uncertainty exists that may cast significant doubt on the
Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the Material uncertainty related to going concern section of our report, we
have determined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter
Exploration and Evaluation Expenditure
Refer to Note 12 in the financial statements
The Group has capitalised exploration and
evaluation expenditure with a carrying value of
$11,737,601 as at 30 June 2022.
We considered this to be a key audit matter due to
the significant management judgments involved in
assessing the carrying value of the asset including:
• Determination of whether the expenditure can
be associated with finding specific mineral
resources, and
that
expenditure is allocated to an area of interest;
the basis on which
• Determination of whether exploration activities
have progressed to the stage at which the
existence of an economically recoverable
mineral reserve may be assessed; and
• Assessing whether
of
impairment are present, and if so, judgments
applied
to determine and quantify any
impairment loss.
indicators
any
Acquisition of Zelenrok EOOD
Refer to Note 14 in the financial statements
On 29 April 2022, Raiden Resources Limited
completed the acquisition of Zelenrok EOOD for a
consideration of 38,326,654 fully paid ordinary
shares and $25,000 cash.
it
involves management
Accounting for this acquisition is a key audit matter
in
as
determining the acquisition accounting treatment,
the acquisition date, the fair value of net assets
the purchase
acquired and the fair value of
consideration.
judgements
How our audit addressed this matter
Our audit procedures included:
• Assessing
the Group’s accounting policy
for
compliance with Australian Accounting Standards;
• Assessing whether the Group’s right to tenure of
each relevant area of interest are current;
• Agreeing on a sample basis, additions of capitalised
to
exploration and evaluation expenditure
supporting documentation,
including assessing
whether amounts are capital in nature and relate to
the relevant area of interest;
• Assessing
and
evaluating management’s
assessment that no indicators of impairment existed
at the reporting date;
• Assessing management’s determination
that
exploration and evaluation activities have not yet
reached a stage where the existence or otherwise
of economically recoverable reserves may be
reasonably determined;
• Enquiring with management and assessing budgets
and other supporting documentation to corroborate
that active and significant operations in, or relation
to, each relevant area of interest will be continued in
the future; and
• Assessing the appropriateness of the disclosures in
financial report.
Our audit procedures included:
• Reading the share sale agreement to obtain an
understanding of the transaction and the related
accounting considerations;
• Critically evaluating management's determination
that the transaction did not meet the definition of a
business;
• Evaluating the appropriateness of the acquisition
accounting treatment;
• Assessing management’s determination of
the
purchase consideration; and
• Assessing the appropriateness of the disclosures in
financial report.
Key Audit Matter
Share-based Payments
Refer to Note 19 in the financial statements
During the year, the Group entered into share-based
payment arrangements with key management
personnel and consultants. The Group’s share-
based payment expense for the year ended 30 June
2022 was $1,330,863.
We consider this to be a key audit matter due to:
• The judgement required to determine the grant
date fair value of the instruments;
• The estimates and judgements applied to inputs
of valuation models, including the likelihood of
the
vesting conditions being met, and
appropriate valuation methodology to apply; and
the variety of
• Complexity associated with
conditions associated with each instrument.
How our audit addressed this matter
Our audit procedures included:
• Assessing
the Group’s accounting policy
for
compliance with Australian Accounting Standards;
• Assessing
the
terms and conditions of
the
instruments issued;
• Assessing the appropriateness of the valuation
methodology and valuation models adopted by
management to determine the grant date fair value
of the instruments issued;
• Testing for reasonableness the inputs to the
valuation models and challenging the assumptions
and judgments made by management;
• Testing the mathematical accuracy of the valuation
models used;
• Recalculating
the amount of
the share-based
payment expense to be recognised for the year
ended; and
• Assessing the appropriateness of the disclosures in
financial report.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2022 but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporation 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 ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This
description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors' report for the year ended 30 June 2022.
In our opinion, the Remuneration Report of Raiden Resources Limited, for the year ended 30 June 2022, complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 30 September 2022
ALASDAIR WHYTE
Partner
Raiden Resources Limited
Corporate governance statement
30 June 2022
Introduction
CORPORATE GOVERNANCE STATEMENT
Raiden Resources Limited (Company) has established a corporate governance framework, the key features of which are set out in this statement.
In establishing its corporate governance framework, the Company refers to the recommended corporate governance practices for ASX listed
entities set out in the ASX Corporate Governance Council Principles and Recommendations (4th Edition) (Principles and Recommendations).
During the period 1 July 2021 to 30 June 2022 (Reporting Period), the Company's governance framework was consistent with reference to the
4th edition of the Principles and Recommendations.
This Corporate Governance Statement discloses the extent to which the Company followed the recommendations set out in the Principles and
Recommendations (Recommendations) for the Reporting Period. The Recommendations are not mandatory, however, the Recommendations
not followed have been identified and reasons have been provided for not following them along with what (if any) alternative governance
practices the Company adopted in lieu of the recommendation.
The information in the statement is current at 30 September 2022 and was approved by a resolution of the Board on the 30 September 2022.
Corporate governance policies and procedures
The Company has adopted the following suite of corporate governance policies and procedures (together, the Corporate Governance Policies):
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Statement of Values
Board Charter
Corporate Code of Conduct
Audit and Risk Committee Charter
Remuneration Committee Charter
Nomination Committee Charter
Performance evaluation Policy
Continuous Disclosure Policy
Risk Management Policy
Trading Policy
Diversity Policy
Shareholder Communications Strategy
Whistleblower Protection Policy
Anti-Bribery and Anti-Corruption Policy
Annexure A – Definition of independence
Annexure B - Procedure for the selection, appointment and rotation of external auditor
The Company’s Corporate Governance Policies are available on the Company’s website at https://raidenresources.com.au/corporate-
governance/
49
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1
A listed entity should have and disclose a charter which:
Yes
(a) sets out the respective roles and responsibilities of
the board, the chair and management; and
(b)
includes a description of those matters expressly
reserved to the board and those delegated to
management.
Recommendation 1.2
A listed entity should:
Yes
(a) undertake appropriate checks before appointing a
person, or putting forward to security holders a
candidate for election, as a director; and
(b) provide security holders with all material
information relevant to a decision on whether or
not to elect or re-elect a director.
Recommendation 1.3
A listed entity should have a written agreement with
each director and senior executive setting out the terms
of their appointment.
Yes
Recommendation 1.4
The company secretary of a listed entity should be
accountable directly to the board, through the chair, on
all matters to do with the proper functioning of the
board.
Recommendation 1.5
A listed entity should:
(a) have and disclose a diversity policy;
(b) through its board or committee of the board set
measurable objectives
for achieving gender
diversity in the composition of the board, senior
executives and workforce generally; and
Yes
No
(c) disclose in relation to each reporting period:
(i) the measurable objectives set for that period
to achieve gender diversity;
(ii) the entity’s progress towards achieving those
objectives; and
(iii) either:
The Company has established the respective roles and
responsibilities of its Board and management, and those matters
expressly reserved to the Board and those delegated to
management, and has documented this in its Board Charter, which
is disclosed on the Company’s website.
(a) The Board undertakes appropriate checks before appointing
a person, these checks were undertaken for all Directors
during the Reporting Period or putting
forward to
shareholders a candidate for election as a director and
provides shareholders with all material information in its
possession relevant to a decision on whether to elect or re-
elect a director. The checks that are undertaken are set out in
the Nomination Committee Charter.
(b) The Company provided all material
information
to
Shareholders in relation to:
-
the re-election of Director Martin Pawlitschek at the
annual general meeting on 29 November 2021.
The Nomination Committee Charter outlines the requirement to
have a written agreement with each Director and senior executive
of the Company which sets out the terms of that Director’s or
senior executive’s appointment.
The Company has a written agreement with each of its Directors,
including its Executive Directors.
The material terms of any employment, service or consultancy
agreement the Company, or any of its child entities, has entered
into with its Chief Executive Officer (or equivalent), any of its
directors, and any other person or entity who is related party of the
Chief Executive Officer or any of its directors has been disclosed in
accordance with ASX Listing Rule 3.16.4 (taking into consideration
the exclusions from disclosure outlined in that rule).
The Company Secretary was during the reporting period
accountable directly to the Board, through the Chair, on all matters
to do with the proper functioning of the Board.
The Company has a Diversity Policy, which is disclosed on the
include
Company's website. The Diversity Policy does not
requirements for the Board to set measurable objectives for
achieving gender diversity and to assess annually both the
objectives and the Company’s progress in achieving them. The
Board has not set measurable objectives for achieving gender
diversity.
Given the Company’s stage of development and the number of
employees, the Board considers it is not practical to set measurable
objectives for achieving gender diversity at this time.
The respective proportions of men and women on the Board, in
senior executive positions and across the whole organisations are
set out in the following table. Senior executives for these purposes
mean those persons who report directly to the chief executive
officer (or equivalent):
50
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
(A)
the respective proportions of men and
women on
in senior
the board,
executive positions and across the
whole workforce (including how the
entity has defined “senior executive” for
these purposes); or
if the entity is a “relevant employer”
under the Workplace Gender Equality
Act, the entity’s most recent “Gender
Equality Indicators”, as defined in and
published under the Workplace Gender
Equality Act.
(B)
Comply Explanation
Board of Raiden
Senior executives
Total
Male
4
1
5
Female
-
1
1
Total
4
2
6
Recommendation 1.6
A listed entity should:
Yes
(a) have and disclose a process for periodically
evaluating the performance of the board, its
committees and individual directors; and
(b) disclose in relation to each reporting period,
whether a performance evaluation was undertaken
in the reporting period in accordance with that
process during or in respect of that period.
(a) The Company’s Nomination Committee (or, in its absence, the
Board) is responsible for evaluating the performance of the
Board, its committees and individual Directors on an annual
basis. It may do so with the aid of an independent advisor. The
process for this is set out in the Company’s Corporate
Governance Plan which is available on the Company’s
website.
(b) The Company’s Corporate Governance Plan requires the
Board to disclose whether or not performance evaluations
were conducted during the relevant reporting period. The
Company intends to complete performance evaluations in
respect of the Board, its committees (if any) and individual
Directors for each financial year in accordance with the above
process.
Performance evaluation of the Board & individual Directors
was conducted during the Reporting Period.
Recommendation 1.7
A listed entity should:
(a) have and disclose a process for evaluating the
performance of its senior executives at least once
every reporting period; and
(b) disclose for each reporting period whether a
performance evaluation has been undertaken in
accordance with that process during or in respect of
that period.
Yes
The Company had two senior executive, Mr Dusko Ljubojevic and
Mr Warrick Clent. An executive review was completed for Mr
Ljubojevic during the Reporting Period. Mr Clent commenced in
November 2021 and has not yet completed full 12 months of
employment with the Company.
51
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Principle 2: Structure the board to add value
Recommendation 2.1
The board of a listed entity should:
Yes
(a)
(a) have a nomination committee which:
(i)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director,
(b)
(ii)
and disclose:
(iii)
(iv)
(v)
the charter of the committee;
the members of the committee; and
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a nomination committee,
disclose that fact and the processes it employs to
address board succession issues and to ensure that
the board has the appropriate balance of skills,
experience, independence and knowledge of the
entity to enable it to discharge its duties and
responsibilities effectively.
Recommendation 2.2
A listed entity should have and disclose a board skill
matrix setting out the mix of skills and diversity that the
board currently has or is looking to achieve in its
membership.
Yes
The Company did not have a separate Nomination
Committee. The Company’s Nomination Committee Charter
provides for the creation of a Nomination Committee (if it is
considered it will benefit the Company), with at least three
members, a majority of whom are independent Directors,
and which must be chaired by an independent Director.
The Company does not have a Nomination Committee as the
Board considers the Company will not currently benefit from
its establishment. In accordance with the Company’s Board
Charter, the Board carries out the duties that would
ordinarily be carried out by the Nomination Committee
under the Nomination Committee Charter, including the
following processes to address succession issues and to
ensure the Board has the appropriate balance of skills,
experience, independence and knowledge of the entity to
enable
its duties and responsibilities
effectively:
it to discharge
(i) devoting time at least annually to discuss Board
succession matters and updating the Company’s
Board skills matrix; and
(ii) all Board members being involved in the Company’s
nomination process to the maximum extent permitted
under the Corporations Act and ASX Listing Rules
Details of director attendance at meetings of the full Board, during
the reporting period, are set out in a table in the Directors’ Report
in the Company’s 2022 Annual Report.
Under the Nomination Committee Charter (in the Company’s
Corporate Governance Plan), the Nomination Committee (or, in its
absence, the Board) is required to prepare a Board skill matrix
setting out the mix of skills and diversity that the Board currently
has (or is looking to achieve) and to review this at least annually
against the Company’s Board skills matrix to ensure the
appropriate mix of skills and expertise is present to facilitate
successful strategic direction.
The Board has identified the appropriate mix of skills and diversity
required of its members to operate efficiently and effectively.
The Company’s Board Skills Matrix can be found at Appendix 1.
52
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Recommendation 2.3
A listed entity should disclose:
(a)
the names of the directors considered by the board
to be independent directors;
(b)
if a director has an interest, position, association or
relationship of the type described in Box 2.3 of the
ASX Corporate Governance Principles and
Recommendation (4th Edition), but the board is of
the opinion that it does not compromise the
independence of the director, the nature of the
interest, position, association or relationship in
question and an explanation of why the board is of
that opinion; and
(c)
the length of service of each director
Recommendation 2.4
A majority of the board of a listed entity should be
independent directors.
No
Recommendation 2.5
The chair of the board of a listed entity should be an
independent director and, in particular, should not be
the same person as the CEO of the entity.
Recommendation 2.6
A listed entity should have a program for inducting new
directors and providing appropriate professional
development opportunities for continuing directors to
develop and maintain the skills and knowledge needed
to perform their role as a director effectively.
Yes
Yes
Comply Explanation
Yes
The board considered the independence of Directors with regards
in Box 2.3 of the ASX Principle and
to factors set out
Recommendations. During the Reporting Period the Company had
one independent director Mr Michael Davy.
Names of Directors during the Reporting Period and their length
of service up to the date of this statement, or their resignation
date is noted below:
Name
Mr Michael Davy
Non-Exec Chairman
Mr Dusko Ljubojevic
Managing Director
Mr Martin Pawlitschek
Non-Exec Director
Mr Dale Ginn
Non-Exec Director
Length of Service
5 years, 3 months1
4 years, 6 months2
4 years, 6 months3
1 year, 4 months4
The Company’s Board Charter requires that, where practical, the
majority of the Board should be independent.
The Board recognises the importance of the appropriate balance
between independent and non-independent representation on
the Board. However, the Board considered that a Board weighted
towards industry and technical experience is appropriate at the
stage of the Company’s development.
As the Company's operations progress, the Board will review the
composition of the Board, including independence of its Directors.
The Board Charter provides that, where practical, the Chair of the
Board should be an independent Director and should not be the
CEO/Managing Director.
The Non-executive Chair of the Board is Mr Michael Davy. Mr Davy
is considered to be an independent Director and he is not the
CEO/Managing Director.
In accordance with the Company’s Board Charter, the Nominations
Committee (or, in its absence, the Board) is responsible for the
approval and review of induction and continuing professional
development programs and procedures for Directors to ensure
that they can effectively discharge their responsibilities. The
Company Secretary is responsible for facilitating inductions and
professional development.
1 At the date of this statement
2 At the date of this statement
3 At the date of this statement
4 At the date of this statement
53
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Principle 3: Instil a culture of acting lawfully, ethically and responsibly
Recommendation 3.1
(a) A listed entity should articulate and disclose its
Yes
Raiden’s mission is to drive shareholder value by making world-
class discoveries, through ethical and safe exploration.
values.
Recommendation 3.2
A listed entity should:
(a) have a code of conduct for its directors, senior
Yes
executives and employees; and
(b) ensure that the board or a committee of the Board
is informed of any material breaches of that code
Recommendation 3.3
A listed entity should:
(a) have and disclose a whistleblower policy; and
(b) ensure that the board or a committee of the Board
is informed of any material incidents reported
under that policy.
Recommendation 3.4
A listed entity should:
(a) have and disclose an anti-bribery and corruption
policy; and
(b) ensure that the board or a committee of the Board
is informed of any material breaches reported
under that policy.
Yes
Yes
Core Values are as follows:
-
-
-
-
-
-
Integrity
Respect
Care
Responsibility
Invested
Trust
The Company’s Statement of Values are disclosed with the
published Corporate Governance Plan on the Company’s website.
The Company’s Corporate Code of Conduct applies to the
Company’s Directors, senior executives and employees.
The Company’s Corporate Code of Conduct (which forms part of
the Company’s Corporate Governance Plan) is available on the
Company’s website. During the reporting period the Company
adopted an Anti-Bribery and Corruption policy and Whistle-blower
policy, which are available on the Company’s website.
The Company’s Whistleblower Policy (which forms part of the
Company’s Corporate Governance Plan) is available on the
Company’s website.
The Company’s Anti-bribery and Corruption Policy (which forms
part of the Company’s Corporate Governance Plan) is available on
the Company’s website.
54
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Yes
The Company did not have an Audit and Risk Committee.
Given the current size and composition of the Board, the Board
believes that there would be no efficiencies gained by establishing
a separate Audit and Risk Committee. Accordingly, the Board
performs the role of the Audit and Risk Committee.
Although the Board does not have a separate Audit and Risk
Committee, it had adopted an Audit and Risk Committee Charter,
which is disclosed on the Company’s website.
During the Reporting Period, items that are usually required to be
discussed by an Audit and Risk Committee are marked as separate
agenda items at Board meetings when required, and when the
Board convened to address matters as the Audit and Risk
Committee it carried out the functions which are delegated to it in
the Company’s Audit and Risk Committee Charter. The Board deals
with any conflicts of interest that occur when it performs the
functions of an Audit and Risk, Committee by ensuring that any
Director with a conflicting interest is not party to the relevant
discussions.
During the Reporting Period, the Board was responsible for the
initial appointment of the external auditor and the appointment of
a new external auditor when any vacancy arises. Candidates for the
position of external auditor must demonstrate complete
independence from the Company through the engagement period.
The Board may otherwise select an external auditor based on
criteria relevant to the Company's business and circumstances. The
performance of the external auditor was reviewed on an annual
basis by the Board.
The Company has an established Procedure for the Selection,
Appointment and Rotation of its External Auditor, which is an
annexure to the Corporate Governance Plan.
Details of director attendance at meetings of the full Board, during
the reporting period, are set out in a table in the Directors’ Report
within the Company 2022 Annual Report.
Yes
The Board received a signed declaration from the CFO and CEO in
accordance with Recommendation 4.2 and Section 295A of the
Corporations Act 2001 prior to the approval of the Company’s
financial statements.
Principle 4: Safeguard integrity in financial reporting
Recommendation 4.1
The board of a listed entity should:
(a) have an audit committee which:
(i)
(ii)
has at least three members, all of whom are
non-executive directors and a majority of
whom are independent directors; and
is chaired by an independent director, who
is not the chair of the board,
and disclose:
(iii)
(iv)
(v)
the charter of the committee;
the relevant qualifications and experience of
the members of the committee; and
in relation to each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
it employs
the processes
if it does not have an audit committee, disclose that
fact and
that
independently verify and safeguard the integrity of
its financial reporting, including the processes for
the appointment and removal of the external
auditor and the rotation of the audit engagement
partner.
Recommendation 4.2
The board of a listed entity should, before it approves the
entity’s financial statements for a financial period,
receive from its CEO and CFO a declaration that, in their
opinion, the financial records of the entity have been
properly maintained and that the financial statements
comply with the appropriate accounting standards and
give a true and fair view of the financial position and
performance of the entity and that the opinion has been
formed on the basis of a sound system of risk
management and internal control which is operating
effectively.
Recommendation 4.3
A listed entity should disclose its process to verify the
integrity of any periodic corporate report it releases to
the market that is not audited or reviewed by an external
auditor.
Yes
The Company is committed to providing clear, concise and
accurate reports so investors can make informed decisions. Prior
to lodgement with ASX quarterly cash flow reports are subject to
robust preparation and review. A declaration is then provided by
the CFO and CEO to the Board noting compliance with section 286
of the Corporations Act 2001, the appropriate accounting
standards and with listing Rule 19.11A.
55
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Principle 5: Make timely and balanced disclosure
Recommendation 5.1
A listed entity should have and disclose a written policy
for complying with its continuous disclosure obligations
under the Listing Rules 3.1.
Recommendation 5.2
A listed entity should ensure that its board receives
copies of all material market announcements promptly
after they have been made.
Recommendation 5.3
A listed entity that gives a new and substantive investor
or analyst presentation should release a copy of the
presentation materials
the ASX Market
Announcements Platform ahead of the presentation.
on
Principle 6: Respect the rights of security holders
Recommendation 6.1
A listed entity should provide information about itself
and its governance to investors via its website.
Recommendation 6.2
A listed entity should design and implement an investor
relations program to facilitate effective two-way
communication with investors.
Recommendation 6.3
A listed entity should disclose the policies and processes
it has in place to facilitate and encourage participation at
meetings of security holders.
Yes
Yes
Yes
Yes
Yes
Yes
The Company has adopted a Continuous Disclosure Policy which
sets out the processes the Company follows to comply with its
continuous disclosure obligations under the ASX Listing Rules and
other relevant legislation.
The Company’s Continuous Disclosure Policy (which forms part of
the Company’s Corporate Governance Plan) is available on the
Company’s website.
The Board receives copies of all material market announcements
after they have been released on the ASX.
The Company announces all investor and analyst presentations on
the ASX Market Announcements Platform ahead of the
presentation date.
Information about the Company and its governance practices are
available on its website:
https://raidenresources.com.au/corporate-governance/
The Company has adopted a Shareholder Communications
Strategy which aims to promote and facilitate effective two-way
communication with investors. The Strategy outlines a range of
ways in which information is communicated to shareholders and is
available on the Company’s website as part of the Company’s
Corporate Governance Plan.
Shareholders are encouraged to participate at all general meetings
and AGMs of the Company. Upon the despatch of any notice of
meeting to Shareholders, the Notice material states that all
Shareholders are encouraged to participate at the meeting.
Recommendation 6.4
A listed entity should ensure that all substantive
resolutions at a meeting of security holders are decided
by a poll rather than by a show of hands.
Recommendation 6.5
A listed entity should give security holders the option to
receive
send
communications to, the entity and its security registry
electronically.
communications
from,
and
Yes
The Company ensures that all resolutions posed during
shareholder meetings are decided upon by poll.
Yes
The Shareholder Communication Strategy provides that security
holders can register with the Company to receive email
notifications when an announcement is made by the Company to
the ASX, including the release of the Annual Report, half yearly
reports and quarterly reports. Links are made available to the
Company’s website on which all information provided to the ASX is
immediately posted.
56
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Principle 7: Recognise and manage risk
Recommendation 7.1
The board of a listed entity should:
(a) have a committee or committees to oversee risk,
Yes
The Company did not have a separate Risk Committee.
Please refer to disclosure in relation to Recommendation 4.1
above.
each of which:
(i)
(ii)
and disclose:
(iii)
(iv)
(v)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director,
the charter of the committee;
the members of the committee; and
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a risk committee or committees
that satisfy (a) above, disclose that fact and the
process it employs for overseeing the entity’s risk
management framework.
Recommendation 7.2
The board or a committee of the board should:
Yes
(a)
review the entity’s risk management framework
with management at least annually to satisfy itself
that it continues to be sound, to determine
whether there have been any changes in the
material business risks the entity faces and to
ensure that they remain within the risk appetite set
by the board; and
(b) disclose in relation to each reporting period,
whether such a review has taken place.
Recommendation 7.3
A listed entity should disclose:
Yes
(a)
(b)
if it has an internal audit function, how the function
is structured and what role it performs; or
if it does not have an internal audit function, that
fact and the processes it employs for evaluating and
continually improving the effectiveness of its risk
management and internal control processes.
The Audit and Risk Committee Charter requires that the Audit and
Risk Committee (or, in its absence, the Board) should, at least
annually, satisfy itself that the Company’s risk management
framework continues to be sound.
The Board continues to review the risk profile of the Company and
monitors risk throughout the reporting period.
The Company does not have an internal audit function. The Audit
and Risk Committee Charter provides for the Audit and Risk
Committee to monitor the need for an internal audit function.
As set out in Recommendation 7.1, the Board is responsible for
overseeing the establishment and implementation of effective risk
management and
internal control systems to manage the
Company’s material business risks and for reviewing and
monitoring the Company’s application of those systems.
The Board devotes time formally at Board meetings and informally
through regular communication to fulfilling the roles and
responsibilities associated with overseeing risk and maintaining the
entity’s risk management framework and associated internal
compliance and control procedures.
57
Raiden Resources Limited
Corporate governance statement
30 June 2022
Recommendations
Comply Explanation
Yes
Yes
Yes
The Audit and Risk Committee Charter requires the Audit and Risk
Committee (or, in its absence, the Board) to assist management
determine whether the Company has any material exposure to
economic, environmental and social sustainability risks and, if it
does, how it manages or intends to manage those risks.
The Company is currently exposed to minimal environmental and
social risks due to its present size and magnitude of operations.
The Company does not have a Remuneration Committee. The
Company’s Corporate Governance Plan contains a Remuneration
Committee Charter that provides for the creation of a
Remuneration Committee (if it is considered it will benefit the
Company), with at least three members, a majority of whom must
be independent Directors, and which must be chaired by an
independent Director.
The Company does not have a Remuneration Committee as the
Board considers the Company will not currently benefit from its
establishment. In accordance with the Company’s Board Charter,
the Board carries out the duties that would ordinarily be carried out
by the Remuneration Committee under the Remuneration
Committee Charter including the following processes to set the
level and composition of remuneration for Directors and senior
executives and ensuring that such remuneration is appropriate and
not excessive:
The Board devotes time at Board meetings to assess the level and
composition of remuneration for Directors and senior executives
as necessary when there are changes to Company, Director or
executives’ circumstances which
level and/or
composition of remuneration may require amendment to achieve
consistency with the revised circumstance.
indicate the
The Company’s Corporate Governance Plan requires the Board to
disclose its policies and practices regarding the remuneration of
Directors and senior executives. This information is disclosed in the
Company’s Remuneration Report within this Annual Report.
N/A
The Company does not have an equity based remuneration
scheme
Recommendation 7.4
A listed entity should disclose whether, and if so how, it
has regard to economic, environmental and social
sustainability risks and, if it does, how it manages or
intends to manage those risks.
Principle 8: Remunerate fairly and responsibly
Recommendation 8.1
The board of a listed entity should:
(a) have a remuneration committee which:
(i)
(ii)
has at least three members, a majority of
whom are independent directors; and
is chaired by an independent director,
and disclose:
(iii)
(iv)
(v)
the charter of the committee;
the members of the committee; and
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a remuneration committee,
disclose that fact and the processes it employs for
setting the level and composition of remuneration
for directors and senior executives and ensuring
that such remuneration is appropriate and not
excessive.
Recommendation 8.2
A listed entity should separately disclose its policies and
practices regarding the remuneration of non-executive
directors and the remuneration of executive directors
and other senior executives and ensure that the different
roles and responsibilities of non-executive directors
compared to executive directors and other senior
executives are reflected in the level and composition of
their remuneration.
Recommendation 8.3
A listed entity which has an equity-based remuneration
scheme should:
(a) have a policy on whether participants are
permitted to enter into transactions (whether
through the use of derivatives or otherwise) which
limit the economic risk of participating in the
scheme; and
(b) disclose that policy or a summary of it.
58
Raiden Resources Limited
Corporate governance statement
30 June 2022
CORPORATE GOVERNANCE STATEMENT – APPENDIX 1
BOARD SKILLS MATRIX
The Board has identified that the appropriate mix of skills and diversity required of its members to operate effectively and efficiently is achieved
by personnel having substantial skills and experience in the following Industry Skills: Health and Safety; Operations and Technical; Mineral
Exploration and Mining Skills; Capital Management; and Commercial Negotiation Skills.
The skills and experience of the Board in each of these areas is summarised as follows:
INDUSTRY SKILLS
a
e
r
A
l
l
i
k
S
Health and Safety
Operations and Technical
Mineral Exploration and Mining Skills
Capital Management
Commercial Negotiation Skills
75%
100%
Percentage of Board Competent in Skill Area
In addition, directors of the Company are expected to be knowledgeable and experienced in the following areas: Legal; Accounting and finance;
Information technology; Corporate governance; Risk and compliance oversight; Director duties and responsibilities; Strategic expertise;
Commercial experience; and Executive management.
The skills and experience of the Board in each of these areas is summarised as follows:
PROFESSIONAL DIRECTOR SKILLS
a
e
r
A
l
l
i
k
S
Legal
Accounting and finance
Information technology
Corporate governance
Risk and compliance oversight
Director duties and responsibilities
Strategic expertise
Commercial experience
Executive management
0%
25%
50%
75%
100%
Percentage of Board Competent in Skill Area
Gaps in the collective skills of the Board are considered regularly by the full Board in its capacity as the Nomination and Remuneration Committee.
59
Raiden Resources Limited
Additional shareholder information
30 June 2022
Additional Shareholder Information
Additional information required by the ASX Listing Rules and not disclosed elsewhere in this report is set out below. The information is effective
as at 8 September 2022.
Ordinary Share Capital
1,484,551,870 fully paid ordinary shares are held by 1,402 individual holders.
Voting Rights
The voting rights attached to each class of equity security are as follows:
• Ordinary Shares: Each ordinary share is entitled to vote when a poll is called, otherwise each member present at a meeting or by proxy
has one vote on a show of hands.
•
Listed Options, Performance Shares and Performance Rights: Listed Options, Performance Shares and Performance Rights do not carry
any voting rights.
Twenty Largest Shareholders
Rank Name
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
Kitara Investments Pty Ltd
GEONOMICS AUSTRALIA PTY LTD
DC & PC HOLDINGS PTY LTD
0955767 BC LTD
BNP PARIBAS NOMINEES PTY LTD
PROFESSIONAL PAYMENT SERVICES PTY LTD
MR PETER ROMEO GIANNI
MARTIN PAWLITSCHEK
ALITIME NOMINEES PTY LTD
DONALD KIMBERLEY NORTH
ROMFAL SIFAT PTY LTD
1
2
3
4
5
6
7
8
9
10
11
12
13 MR ROBERT ANDREW JEWSON
14 MR SUFIAN AHMAD
15
16
17
18
19
20
ARKALYA PTY LTD
34 SOUTH ADVISORY LIMITED
KOJIN PTY LTD
BENEFICO PTY LTD
CITICORP NOMINEES PTY LIMITED
DISCOVERY SERVICES PTY LTD
Total
Substantial Shareholders
Holding
204,495,969
107,509,078
40,309,078
39,282,075
38,326,654
33,038,715
32,165,677
26,420,440
23,528,846
23,021,741
22,723,982
20,875,000
20,846,154
20,000,000
18,960,330
17,805,494
17,584,515
17,000,000
16,761,121
15,000,000
755,654,869
%
13.77%
7.24%
2.72%
2.65%
2.58%
2.23%
2.17%
1.78%
1.58%
1.55%
1.53%
1.41%
1.40%
1.35%
1.28%
1.20%
1.18%
1.15%
1.13%
1.01%
50.91%
The names of the substantial shareholders as at 8 September 2022 are set out below.
Name
Pacton Gold Inc (HSBC Custody Nominees)
Kitara Investments Pty Ltd
Holding
166,059,565
107,509,078
%
11.18%
7.24%
60
Raiden Resources Limited
Additional shareholder information
30 June 2022
Distribution of shares
A distribution schedule of the number of holders of shares is set out below.
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Total
Restricted Securities
Fully Paid Ordinary Shares
Total Units
15,327
63,298
84,909
28,256,300
1,456,132,036
1,484,551,870
No. Holders
76
28
11
565
722
1,402
%
0.00%
0.00%
0.01%
1.90%
98.09%
100.00%
As at 8 September 2022 there are no restricted securities.
Listed Options
As at 8 September 2022 there were 50,000,000 Listed options on issue.
Twenty Largest Option Holders
Rank Name
CELTIC CAPITAL PTE LTD
KITARA INVESTMENTS PTY LTD
MR SUFIAN AHMAD
UNIVERSAL SPLENDOUR INVESTMENTS PTY LTD
KONKERA PTY LTD
CICERO INTERNATIONAL PTE LTD
VALUE ADDING RESOURCES PTY LTD
BENEFICO PTY LTD
ARKALYA PTY LTD
1
2
3
4
5
6
7
8
9
10 MR BENJAMIN JOHN HIPKIN
11
12
13
14
15
16
17
18
19
20
RIMOYNE PTY LTD
DR JUSTIN BRIAN VIVIAN
SUNSET CAPITAL MANAGEMENT PTY LTD
TRIZ CORPORATE PTY LTD
CHAMPAGNE CAPITAL PTY LTD
DANTEEN PTY LTD
NYSHA INVESTMENTS PTY LTD
KOJIN PTY LTD
ROMFAL SIFAT PTY LTD
SALVADOR CONSULTING PTY LTD
Total
Substantial Shareholders
Holding
6,000,000
5,400,000
3,000,000
1,800,000
1,500,000
1,400,000
1,115,000
1,076,260
1,110,000
1,000,000
960,000
900,000
900,000
800,000
800,000
800,000
800,000
761,240
750,000
750,000
31,622,500
%
12.00%
10.80%
6.00%
3.60%
3.00%
2.80%
2.23%
2.15%
2.22%
2.00%
1.92%
1.80%
1.80%
1.60%
1.60%
1.60%
1.60%
1.52%
1.50%
1.50%
63.24%
The names of the substantial shareholders as at 8 September 2022 are set out below.
Name
CELTIC CAPITAL PTE LTD
KITARA INVESTMENTS PTY LTD
MR SUFIAN AHMAD
Holding
6,000,000
5,400,000
3,000,000
%
12.00%
10.80%
6.00%
Distribution of listed options
A distribution schedule of the number of holders of listed options is set out below.
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Total
No. Holders
0
0
0
7
84
91
61
Listed Options
Total Units
0
0
0
660,000
49,340,000
50,000,000
%
0.00
0.00
0.00
1.32
98.68
100.00
Raiden Resources Limited
Additional shareholder information
30 June 2022
Unmarketable Parcels
Holdings of less than a marketable parcel of ordinary shares: 503 holders
On-market Buy Back
There is currently no on-market buy-back program.
Unquoted Securities
As at 8 September 2022 there were 75,000,000 Performance Shares on issue.
75,000,000 Performance Shares – 13 holders
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Class C Performance Shares
No. Holders
0
0
0
0
13
13
Total Units
0
0
0
0
75,000,000
75,000,000
%
0.00
0.00
0.00
0.00
100.00
100.00
Discovery Services Pty Ltd holds 15,000,000 Class C performance shares comprising of 20% of this class.
As at 8 September 2022 there were 73,000.000 Performance Rights on issue.
21,900,000 Tranche 1 Performance Rights – 5 holders
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Tranche 1 Performance Rights
No. Holders
0
0
0
0
5
5
Total Units
0
0
0
0
21,900,000
21,900,000
%
0.00
0.00
0.00
0.00
100.00
100.00
34 South Advisory Limited holds 7,500,000 performance rights comprising of 34.25% of this class.
Davy Corp Pty Ltd holds 5,100,000 performance rights comprising of 23.29% of this class.
7,300,000 Tranche 2 Performance Rights – 5 holders
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Tranche 2 Performance Rights
No. Holders
0
0
0
0
5
5
Total Units
0
0
0
0
7,300,000
7,300,000
%
0.00
0.00
0.00
0.00
100.00
100.00
34 South Advisory Limited holds 2,500,000 performance rights comprising of 34.25% of this class.
Davy Corp Pty Ltd holds 1,700,000 performance rights comprising of 23.29% of this class.
25,550,000 Tranche 3 Performance Rights – 5 holders
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Tranche 3 Performance Rights
No. Holders
0
0
0
0
5
5
Total Units
0
0
0
0
25,550,000
25,550,000
%
0.00
0.00
0.00
0.00
100.00
100.00
34 South Advisory Limited holds 8,750,000 performance rights comprising of 34.25% of this class.
Davy Corp Pty Ltd holds 5,950,000 performance rights comprising of 23.29% of this class.
62
Raiden Resources Limited
Additional shareholder information
30 June 2022
25,550,000 Tranche 4 Performance Rights – 5 holders
Range
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Tranche 4 Performance Rights
No. Holders
0
0
0
0
5
5
Total Units
0
0
0
0
25,550,000
25,550,000
%
0.00
0.00
0.00
0.00
100.00
100.00
34 South Advisory Limited holds 6,250,000 performance rights comprising of 34.25% of this class.
Davy Corp Pty Ltd holds 4,250,000 performance rights comprising of 23.29% of this class.
Schedule of Tenements
Mining tenement interests held
Tenement reference and location
Donje Nevlje 310-02-1547/2015-02
Zapadni Majdanpek 310-02-1096/2016-02
Pirot 310-02-1696/2016-02
Kalabak (Bulgaria) – Licence No. 405
Zlatusha (Bulgaria) – Licence No. 486
Mt Sholl (E47/4309)
Mt Sholl (E47/3468)
Miralga Creek (E45/4920)
Surprise (E45/4803)
North Shaw (E45/4988)
Yandicoogina (E45/3571)
Yandicoogina (E45/3474)
Yandicoogina (M45/115)
Yandicoogina (M45/987)
Boodalyerrie (E45/3586)
Arrow (E47/3476)
Arrow (E47/3478)
Pyramid (E47/4300)
Welcome (E47/3339)
Welcome (E47/3181)
Welcome (P47/1762)
Welcome (P47/1787)
Welcome (P47/1788)
Welcome (P47/1789)
Welcome (P47/1790)
Welcome (P47/1791)
Welcome (P47/1792)
Welcome (P47/1793)
Welcome (P47/1794)
Welcome (P47/1795)
Pyramid (E47/4307)
Roebourne (E47/4603)
Eastern Creek (E46/1294)
Status
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Application - pending
Application - pending
Application - pending
Interest
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
80%
80%
80%
80%
80%
80%
80%
80%
80%
80%
80%
80%
100%
100%
100%
Location
Nature
Serbia
Serbia
Serbia
Bulgaria
Bulgaria
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
Direct
63
Raiden Resources Limited
Additional shareholder information
30 June 2022
Beneficial percentage interests held in farm-in or farm-out agreements
Tenement reference and location
Location
Nature
Vuzela (Bulgaria) – Licence No. 522
Bulgaria
Joint Venture
Tolisnica and Stancab (Serbia) - Licence No.
310-02-496/2019-02
Serbia
Option
Agreement
Status
Granted
Granted
Interest
1%
-
a The Company has an agreement to earn-in up to 90% position within the project and an option to purchase 100% of the project. At the end of the quarter the Company held 1%
interest in Vuzel Minerals EOOD, which holds the Vuzel licence.
b The Company has an agreement option to purchase 100% of the project
64