Raiden Resources Limited
ABN 68 009 161 522
Annual Report - 30 June 2024
Raiden Resources Limited
Contents
30 June 2024
1
Corporate directory
2
Directors' report
3
Auditor's independence declaration
30
Consolidated statement of profit or loss and other comprehensive income
31
Consolidated statement of financial position
32
Consolidated statement of changes in equity
33
Consolidated statement of cash flows
34
Notes to the consolidated financial statements
35
Consolidated entity disclosure statement
57
Directors' declaration
58
Independent auditor's report to the members of Raiden Resources Limited
59
Corporate Governance Statement
63
Additional Shareholder Information
76
General information
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 is:
Registered Address:
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 24 September 2024.
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Corporate directory
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2
Directors
Mr Dusko Ljubojevic - Managing Director
Mr Michael Davy - Non-Executive Chairman
Mr Dale Ginn – Non-Executive Director
Chief Operating Officer
Ms Kyla Garic - Non-Executive Director
Mr Sean Halpin
Company secretary
Ms Kyla Garic
Registered office
Suite 7, 63 Shepperton Rd
Victoria Park WA 6100
Share registry
Automic Pty Ltd
Level 2, 267 St Georges Terrace
Perth WA 6000
Auditor
RSM Australia Partners
Level 32, Exchange Tower, 2 The Esplanade
Perth WA 6000
Bankers
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 / DAX code: YM4)
Website
www.raidenresources.com.au
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Directors' report
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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 2024.
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.
Name
Position
Appointed
Mr Dusko Ljubojevic
Managing Director
20 February 2018
Mr Michael Davy
Non-Executive Chairman
29 June 2017
Mr Dale Ginn
Non-Executive Director
13 May 2021
Ms Kyla Garic
Non-Executive Director
1 April 2023
Company secretary
Ms Kyla Garic held the position of Company Secretary at the end of the financial year.
Qualification
B Com, MAcc, CA, FGIA, FGIS
Experience
Ms Garic was appointed as Company Secretary on 27 June 2017. Ms Garic is a Chartered
Accountant and Director of Onyx Corporate. Onyx Corporate a company specialising in
company secretarial, corporate governance and financial reporting.
Principal activities
During the year, the principal activities of the consolidated entity was mineral exploration in the Pilbara region of Western Australia,
on the Andover North-South, Mt Sholl and Arrow Lithium projects. In addition the Company holds rights to projects in the Western
Tethyan metallogenic belt in Eastern Europe, where it has established an exploration footprint in Serbia and Bulgaria.
Review of Operations
i. Financial Review
The consolidated loss for the year amounted to $3,662,424 (30 June 2023: loss of $5,695,299).
ii. Operations Review
During the year ended 30 June 2024 the following activities occurred:
Exploration Activities in Western Australia
Andover Project
Detailed structural mapping and outcrop sampling program was undertaken throughout the reporting period on E47/4061 and
E47/4062 (Andover South Project), as the Company continued to gather data required for effective planning of the upcoming drill
program.
As part of the program, rock chip samples were collected from outcrops on the Andover South Project during the sampling program,
with the highest results being sample R21843 with 3.80% Li2O1.
Other notable high-grade results included:
o 3.64% Li2O - sample R21952
o 2.97% Li2O - sample R21923
o 2.87% Li2O - sample R21989
o 2.79% Li2O - sample R21949
o 2.77% Li2O - sample R21922
o 2.71% Li2O - sample R21918
These results supported Management’s assessment of the high-grade nature of outcropping pegmatites at Andover South, with
multiple, high-grade pegmatites assaying with significant Li2O values.
During November the Company engaged CSA Global to assist in a re-evaluation exercise of the Andover South pegmatite project
in the Pilbara2. The field program included re-mapping of the defined pegmatites and analysis of the outcropping pegmatites.
The following are the key observations on the basis of the analysis;
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•
Majority of observed pegmatites are classified as “complex zoned” pegmatites. In such pegmatites, mineralised zones are
typically distributed around the quartz core(s) and can be variable in nature along the strike and dip of the individual
pegmatite.
•
In reference to a global dataset of K-feldspar K/Rb fractionation data (provided by CSA Global), which indicates that
pegmatites globally, with a K/Rb value of <30, have the highest potential to host lithium mineralisation, it was determined
that:
o
The K-feldspar fractionation data from the Andover South pegmatites specifically indicate that the high-grade lithium
mineralisation is associated with K/Rb values of <10. Multiple pegmatites / zones of pegmatites are fractionated (K/Rb
10-20) but are not associated with positive samples.
Figure 1: Andover South Project – K-Feldspar K/Rb ratios showing fractionation trends2
(where <10 corresponds with current highest Li2O grade pegmatites and <30 shows very highly fractionated pegmatites, being
most likely to host further LCT mineralisation)
o
The most fractionated pegmatites in Raiden’s Project area have K/Rb values of <10 and have coincident anomalous Cs
and Ta. These very highly fractionated pegmatites correspond to rock chip samples with significantly elevated Li2O (up
to 3.80% Li2O1) and observed spodumene mineralisation.
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Figure 2: Andover South Project – zones of interest based on fractionation analysis of pegmatites2
The Company also undertook further semi-quantitative XRD analysis on whole rock chip samples collected during late August 2023.
Samples selected for analysis had previously returned 2.14% (sample # R21533) and 2.11% (sample #R21826) Li2O values.
The XRD analysis further confirmed previously reported results3 that Spodumene is likely the dominant lithium bearing mineral,
with a highest result of 29% Spodumene returned in sample R21160 from the Andover South project.
It should be noted that these XRD analysis results were undertaken on outcropping rock samples and not from drill core
therefore may not be representative of the entire mineralised system. On completion of the drilling program, management
will submit larger, representative samples for further analysis.
Further observations from the analysis indicate that the samples contain low content of micas, which supports the theory that
the Li2O mineralisation is predominantly derived from Spodumene mineralisation and unlikely to be associated with lithium
bearing Micas, which were not defined by the XRD analysis from the samples submitted to date.
Archaeological/ethnographic heritage surveys were completed over the Andover South and North Project areas, in conjunction
with the Ngarluma Aboriginal Corporation (“NAC”), on the 31st March and 8th April 2024 respectively4.
Following on from the completion of those surveys the Company announced that the final heritage report for the Andover South
Project had been received confirming no areas of cultural significance will hinder the planned drill program of known lithium-
bearing pegmatite mineralisation on the Andover South project (E47/4061 & E47/4062)5.
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Mt Sholl Project
The Company executed a soil sampling program over the northern tenement during October 2023. The samples were analysed
for the full suite of LCT elements, as well as other elements.
On the basis of the results to date, several distinct geochemical trends have been defined. A +30ppm lithium soil trend in the
central western part of the permit area extends along a 3.5km east-west trending corridor, with peak values of 138.5ppm lithium6.
A >50ppm lithium soil anomaly in the southern part of the license extends over a 2.5km strike extent, with a peak value of
187.5ppm lithium. This trend does not seem to be associated with any of the known anomalies/trends in the district and is a new
target area which the Company will evaluate through the upcoming programs.
A follow-up infill soil sampling program was undertaken on E47/3181 during January 2024. The sampling results defined a high-
grade nickel in soil anomaly7, extending over several kilometres along a WNW striking corridor. The peak value defined was
1,770ppm Ni with multiple anomalies, constrained by >900ppm Ni values, extending across the northern parts of the project area.
All the sampling and analysis was carried out under the memorandum of understanding (“MOU”)8 with First Quantum Minerals,
with First Quantum sole funding all the base metal related activities on the Mt Sholl project.
The source of the nickel anomalies has not been defined, but may be related to a potential Volcanogenic Massive Sulphide (“VMS”)
system. These anomalies add further district scale potential to Raiden’s base metal portfolio in the Pilbara.
Further field mapping and potential geophysical surveys may being undertaken by First Quantum over the nickel anomalies defined
by this soil program.
Figure 3: Mt Sholl project with Nickel soil sampling results7
This infill soil sampling program was also designed to follow up and define in further detail the previously identified lithium
anomalies6. The infill soil sampling produced lithium anomalies that are currently further constrained within distinct geometries,
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with peak values of up to 188 ppm Li (405 ppm Li2O) in soils9. The geometry of the defined anomalies appears to broadly reflect
the geometry of the mapped pegmatites in the south-east zone of the tenement, and the pegmatite trends on GreenTech’s (ASX:
GRE) Osbourne project10 to the east of the Mt Sholl project. To obtain further information additional mapping and evaluation of
these trends is being considered as next steps with the objective of defining further potential drill targets.
Figure 4: Mt Sholl Project with the results of Raiden’s lithium infill soil sampling program, in relation to GreenTech Metals Ltd.’s
Osbourne JV results10
As announced11, First Quantum Minerals funded and completed the geophysical Induced Polarisation (“IP”) survey over the
northern extent of the Mt Sholl B2 Ni-Cu-PGE deposit utilising a gradient array method and then following up on the defined
anomalous zone with two dipole-dipole sections. The aim of the IP survey was to trial the method over the known mineralisation
to define the potential response within the disseminated style of mineralisation.
The results from the initial 3.8km2 gradient array grid survey outlined a 1,000m x 200m chargeability anomaly which is offset to
the east of the currently drill defined B2 Ni-Cu-PGE mineral resource area (Figure 5). This chargeability response is hypothesised
to define a potential zone of disseminated mineralisation, but drill testing will be required to prove this in the future.
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Figure 5: B2 Deposit IP Survey Area - Gradient Array chargeability anomaly with historic drilling11
Following on from the definition of this anomalous zone, First Quantum used the dipole -dipole IP survey method across two
sections, Line_2000N & Line_2950N, to further define the chargeability response.
These two follow up dipole-dipole IP sections have defined chargeability responses that appear to correlate well with the
interpreted SW plunge of the B2 mineralisation. The southern dipole-dipole section identified an anomalously chargeable feature
located within 150m of the surface (Figure 6).
Following on from the definition of this anomalous zone, First Quantum used the dipole -dipole IP survey method across two
sections, Line_2000N & Line_2950N, to further define the chargeability response.
These two follow up dipole-dipole IP sections have defined chargeability responses that appear to correlate well with the
interpreted SW plunge of the B2 mineralisation. The southern dipole-dipole section identified an anomalously chargeable feature
located within 150m of the surface (Figure 5).
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Figure 6: B2 Deposit IP Survey Area – Dipole-dipole stacked sections with historic drilling and reported mineralisation shells11 in
an isometric view orientated North
It should be noted that while there is historical drilling collared over the northern part of this chargeability, it was all terminated at
very shallow depths and has not tested the shallowly plunging chargeability anomaly.
Likewise in the southern zone of the chargeability anomaly no drilling has tested this new target area.
First Quantum have planned further work over the Mt Sholl Ni-Cu-PGE deposits inclusive of a ground electromagnetic (“EM”)
survey. The objective of the EM survey is to define further potential zones of massive sulphide mineralisation, which are known to
be hosted within the lower tenor disseminated mineralisation zones on the Mt Sholl deposits.
Arrow Project
Throughout the reporting period, the Company undertook a reconnaissance mapping exercise over the Arrow project. As a result
of the program announced in October 202312, the Company reported that it has mapped outcropping pegmatites on the Arrow
project. Indication of potential Spodumene mineralisation, from samples collected from the pegmatites, was provided by the
fluorescence test of samples under Ultraviolet (“UV”) light. Spodumene mineralisation may fluoresce (usually pink), under UV light
and is a commonly used field technique to evaluate for the presence of Spodumene mineralisation.
In May 2024 the Company entered into a binding earn-in agreement with Mallina Co Pty Ltd (“Mallina”) in regard to the Arrow gold
project in the Pilbara13. Under the terms of the agreement, Raiden shall retain 100% of the rights to all Lithium-Caesium-Tantalum
(“LCT”) and associated mineralisation in the project.
Following are the key terms of the executed agreement;
•
Mallina has committed to a minimum exploration expenditure of $600k, which shall include at least 3,000 metres of AC
drilling, within 12 months of execution of the agreement (Minimum Obligation period)
o
On meeting the Minimum Obligation and electing to proceed with the Farm-In, Mallina shall pay Raiden $250k in
cash or shares in Mallina if it has listed on the Australian Stock Exchange (“ASX”)
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•
Mallina shall have the option to sole finance a further exploration campaign of 17,000 metres of diamond or RC drilling
within 24 months after the Minimum Obligation Period to earn into a 51% interest in the project
•
Mallina shall have the option to sole finance a further exploration campaign of 30,000 metres of diamond / RC drilling, or
complete a PFS over the project to earn into a 75% interest in the project
•
If Mallina earn into a 75% interest in the project, Raiden will have the option to;
o
Maintain it’s interest in the project by co-financing its portion of further exploration and development costs; or
o
Sell its interest in the project, with Mallina having the right of first offer for that interest
•
If the interest of either party dilutes 10% or less, then the party shall be deemed to have converted its interest to a 1% net
smelter return royalty
Mallina will be the operator of the project, while Raiden will operate the LCT exploration program.
Tabba Tabba
Throughout the reporting period the Company undertook a review and compilation of historical exploration and geophysical data
over the project. On the basis of this interpretation and analysis, management have defined potential for Lithium bearing pegmatite
host geology at the Tabba Tabba Project (~80km2). As reported by the Company in October 202314, the analysis of available
magnetic data sets indicates the presence of relict mafic rocks immediately adjacent to Split Rock Supersuite granite, which is
interpreted to be the source of lithium-bearing pegmatite mineralisation in the district. Shallow transported material at Tabba
Tabba Project obscures underlying geology and management believes that alternative exploration techniques, such as the
application of Ultrafine soil sampling may assist in defining potential targets.
Other Australian Projects
Management continued to engage with potential partners regarding the divestment and partnerships regarding non-core assets in
Australia.
Exploration Activities in Bulgaria
Vuzel
During the reporting period, the Company undertook planning activities in regard to a limited drilling program on the Vuzel gold
project. The objective of the program was to provide further structural and orientational information for further targeting and
drilling, which is planned for later stages. Drilling completed to date amounts to approximately 250m of diamond drilling. Further
work may be undertaken in the future and will be based on the results of the work completed. The Company will update the market
with regard to future activities on the project..
Zlatusha
Throughout the reporting period, target generation work has been undertaken on the project by Velocity Minerals, as per the
option/earn-in agreement, as announced by the Company on the 24th of January 202315 As part of this program, Velocity has spent
approximately $516,572 and executed on the following works:
-
Completion and processing of a property-wide 2,400 line-km drone magnetic survey
-
Completion of a 4,500-station ground radiometric survey
-
Collection and analysis of 660 rock samples
-
Collection and analysis of 1,800 soil samples and;
-
Detailed mapping of key target areas
Under the terms of the agreement executed between the parties, Velocity Minerals have the option to earn into a 75% project
level interest by sole funding and completing a Preliminary Economic Assessment (PEA), which will be based on a minimum of
40,000 metres of exploration drilling, as well as making cash and stock payments of C$1m to Raiden over the term of the agreement.
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To date, Velocity has made the first stage payment of C$220k to Raiden in the form of Velocity stock and has also undertaken the
maintenance of all Zlatusha project work program and environmental bank guarantees.
The Company and Velocity Minerals subsequently amended the Agreement which was executed and announced by the Company
on the 24th of January 202315. Under the terms of the Amendment, an application will be made to extend the term of the Zlatusha
PL by an additional two years. Velocity is not required to incur any additional exploration expenditure on the Zlatusha PL or make
any cash or share payments to Raiden until such time as the term of the Zlatusha PL has been extended and the work program
related to the extension has been approved by the Bulgarian authorities (the “Approvals”). Once all Approvals have been received,
and if Raiden and the Company agree that a social license is in place to support the resumption of exploration activities, the
Standstill Period will conclude and Velocity's obligations under the option will resume (the “Restart”).
Kalabak
Further target generation work was undertaken on the project by Velocity Minerals under an option agreement announced by the
Company on the 9th of August 202316. Due to lack of defined targets Velocity Minerals have informed the Company that it will
terminate the Option Agreement over the project in 2024, the Company received subsequent to the half year. The Company does
not intend to continue with further exploration activities on the Kalabak project and has undertaken the required steps to relinquish
the project to the Ministry of Energy in Bulgaria.
BG1 project
No activities were undertaken on the project during the reporting period. Management continues to engage with potential strategic
partners regarding the BG1 project.
Exploration Activities in Serbia
Donje Nevlje
No field activities were undertaken during the reporting period. Management continues to engage with potential strategic partners
regarding the Donje Nevlje project.
Acquisitions
Mt Sholl Project
The Company secured a 100% interest of Ni-Cu-PGE and LCT mineral rights over the Mt Sholl project when it acquired the remaining
20% interest held by Welcome Exploration Ltd. (“Welcome”) in the project17.
Under the terms of the agreement, Raiden will acquire the remaining 20% interest of tenement holding from Welcome and after
the transaction will have 100% of the mineral rights in the 12 tenements subject to the agreement.
The transaction not only provides Raiden with 100% exposure to the asset, but it allowed the company to consider alterative models
(e.g. strategic partnerships), for future financing of exploration and development costs of the Mt Sholl project, while retaining a
significant upside exposure to the asset.
On completion of consolidation of the Mt Sholl project mineral rights, the Company announced that it entered into an MOU over
the Mt Sholl Ni-Cu-PGE project rights with First Quantum Minerals Australia Ltd8 (“FQMA"). Raiden retained 100% of the LCT
rights.
Under the terms of the non-binding Memorandum of Understanding (“MOU”), FQMA has the option to earn into a 70% position in
the Mt Sholl Ni-Cu-PGE project through staged project investments, by achieving defined technical milestones, as well as making
milestone payments to Raiden. The parties will aim to execute a binding letter agreement in the following months, which will be
consistent with the terms of the MOU.
Arrow Project
During the reporting period the company entered into an agreement with Arrow Minerals Limited (ASX:AMD) to earn-in to an 100%
position on the Arrow Project (E47/3476 and E47/3478) Lithium-Caesium-Tantalum rights which included an option to purchase
100% of those rights18.
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The Company owns 100% of the two tenements, but the Li-Cs-Ta rights were owned by Arrow Minerals Limited (ASX:AMD). Historic
exploration in the area has identified fertile and fractionated granitic intrusions, which are known to be related to mineralised Li-
Cs-Ta bearing (LCT) pegmatites. Historical rock sampling and analysis, along with field observations confirmed that the Satirist
Granite was a potential source rock for LCT bearing pegmatites following which Raiden subsequently exercised its rights to acquire
100% of the LCT rights on the Arrow Project.
ASX Announcements referenced in this report
1ASX:RDN 09 November 2023 Exceptional lithium results & additional spodumene XRD
2ASX:RDN 22 December 2023 Independent analysis confirms five new zones at Andover
3ASX:RDN 17 October 2023 XRD confirms high Spodumene content at Andover South
4ASX:RDN 16 April 2024 Heritage surveys over Andover North & South Projects completed
5ASX:RDN 15 May 2024 Final Heritage Report confirms Clearance at Andover South
6ASX:RDN 5 December 2023 Multiple lithium soil samples defined at Mt Sholl Project
7ASX:RDN 22 March 2024 New Ni & Cu prospects defined at Mt Sholl Amendment
8ASX:RDN 13 December 2023 Raiden enters into Memorandum of Understanding over Mt Sholl Ni-Cu-PGE Project
9ASX:RDN 22 March 2024 Infill sampling confirms high priority lithium anomalies
10ASX:GRE 29 November 2023 Maiden diamond Hole completed Osborne Joint Venture
11ASX:RDN 21 February 2024 IP Survey at B2 Ni-Cu-PGE deposit indicates significant upside potential at Mt Sholl Project
12ASX:RDN 30 October 2023 Pegmatites and Spodumene Mapped at Arrow Project
13ASX:RDN 09 May 2024 Raiden enters into option agreement over Arrow Gold Project
14ASX:RDN 02 October 2023 Tabba Tabba Project Lithium Prospectivity review
15 ASX:RDN 24 January 2023 Sale of up to 75% in Zlatusha through minimum earn-in & c$1m
16ASX:RDN 09 August 3023 RDN options Kalabak project in Bulgaria to Velocity Minerals
17ASX:RDN 12 December 2023 Raiden Acquires 100% of LCT & Ni-Cu-PGE Mineral Rights
18ASX:RDN 06 November 2023 Raiden acquires 100% of Lithium rights at Arrow Project
Competent Person’s Statement and Previously Reported Information
The Company confirms that it is not aware of any information or data that materially affects the information included in the market
announcements referenced in footnotes 1 – 9 and 11 and 18 and that all material assumptions and technical parameters continue
to apply. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been
materially modified from the original market announcements.
iii. Corporate
During the reporting period the Company successfully raised $6,000,000 by issuing 272,727,272 ordinary fully paid shares at issue
price of $0.022 to sophisticated and professional investors (“Placement”). The Company issued 7,828,966 ordinary fully paid shares
at $0.022 to partly settle Joint Lead Manager fees and issued 120,000,000 broker options as approved by Shareholders at
September 2023 General Meeting at issue price of $0.00001 (relates to Placement April 2023 and September 2023), exercisable
at $0.015 expiring on 30 November 2024.
The Company raised approximately $3,141,216 on exercise of 192,433,240 listed options with various exercise prices and a further
$914,687 under the ATM Agreement with 8 Equity Pty Ltd at $0.075 per share.
On 31 December 2023, 39,787,310 listed options exercisable at $0.04 expired without exercise.
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iv. Business Risks
The Board seeks to ensure that the process of risk identification, assessment and management is embedded in all aspects of the
Group’s operations, and it monitors whether the level of compliance and governance within the Group is appropriate, with a
particular focus on the risk culture and risk reporting. There are a number of material risks to which the Group is exposed, and the
key material business risks are, in summary:
Future capital requirements
The Company has no operating revenue and is unlikely to generate any operating revenue unless and until the Company’s
projects are successfully explored, evaluated, developed and production commences. The future capital requirements of the
Company will depend on many factors including its business development activities.
In order to successfully evaluate and develop the projects and for production to commence, the Company will require further
financing in the future. Any additional equity financing may be dilutive to Shareholders, may be undertaken at lower prices than
the then market price or may involve restrictive covenants which limit the Company's operations and business strategy. Debt
financing, if available, may involve restrictions on financing and operating activities.
Although the Directors believe that additional capital can be obtained, no assurances can be made that appropriate capital or
funding, if and when needed, will be available on terms favourable to the Company or at all. If the Company is unable to obtain
additional financing as needed, it may be required to reduce the scope of its activities and this could have a material adverse
effect on the Company's activities including resulting in the tenements being subject to forfeiture and could affect the Company's
ability to continue as a going concern.
Operations risks
The operations of the Company may be affected by various factors, including:
(i) failure to locate or identify mineral deposits;
(ii) failure to achieve economic grades in exploration and forecast modelled grades, quantities and recoveries during
mining;
(iii) operational and technical difficulties encountered in mining;
(iv) insufficient or unreliable infrastructure (such as power, water and transport);
(v) difficulties in commissioning and operating plant and equipment;
(vi) mechanical failure or plant breakdown;
(vii) unanticipated metallurgical problems which may affect extraction costs;
(viii) adverse weather conditions; and
(ix) community and non-governmental organisation activities hindering operations.
In the event that any of these potential risks eventuate, the Company's operational and financial performance may be adversely
affected.
Government regulation and political risk in the mining industry
The Company’s operating activities are subject to laws and regulations governing expropriation of property, health and worker
safety, employment standards, waste disposal, protection of the environment, mine development, land and water use,
prospecting, mineral production, exports, taxes, labour standards, occupational health standards, toxic wastes, the protection of
endangered and protected species and other matters.
While the Company believes that its local and foreign incorporated subsidiaries are in substantial compliance with all material
current laws and regulations affecting its activities, future changes in applicable laws, regulations, agreements or changes in their
enforcement or regulatory interpretation could result in changes in legal requirements or in the terms of existing permits and
agreements applicable to the Group or its properties, which could have a material adverse impact on the Company's current
operations or planned development projects.
Failure to comply strictly with applicable laws, regulations and local practices relating to mineral right application and tenure,
could result in loss, reduction or expropriation of entitlements, or the imposition of additional local or foreign parties as joint
venture partners with carried or other interests. The occurrence of these various factors and uncertainties cannot be accurately
predicted and could have an adverse effect on the Company's operations or profitability.
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Where required, obtaining necessary permits and licenses can be a complex, time consuming process and the Company cannot
be sure whether any necessary permits will be obtainable on acceptable terms, in a timely manner or at all. The costs and delays
associated with obtaining necessary permits and complying with these permits and applicable laws and regulations could stop or
materially delay or restrict the Group from proceeding with any future exploration or development of its properties. Any failure
to comply with applicable laws and regulations or permits, even if inadvertent, could result in interruption or closure of
exploration, development or mining operations or material fines, penalties or other liabilities.
Tenure, access and grant of applications
The Group's operations are subject to receiving and maintaining licenses and permits from appropriate governmental authorities.
Prior to any development on any of its properties, the Group’s must receive licenses/permits from appropriate governmental
authorities. There is no certainty that the Group will continue to hold all licenses/permits necessary to develop or continue
operating at any particular property.
Tenements are subject to the applicable mining acts and regulations in Western Australia, Serbia and Bulgaria. The Company is
required to comply with land access laws, water rights acts, and environmental, and cultural laws among others. Compliance with
these requirements appear manageable with consultation with the respective parties and government officials however, there is
a risk that for an unforeseen reason, the Company may not be granted the required licence or permits to carry out the proposed
works, which could lead to unforeseen delays or changes to proposed work programs, thus having the ability to materially impact
upon the Company's operations and financial circumstances.
Under mining law within the various jurisdictions that the Company operates within, an exploration licence can be revoked upon
the occurrence of specified events that are not remedied within prescribed periods. Such events include but are not limited to
not conducting exploration activities in accordance with the approved programme, conducting exploration activities outside of
the permit area, failing to submit annual reports, failing to undertake adequate rehabilitation works and failing to comply with
occupational health and safety laws.
Drilling and exploration programs
There are operational risks associated with the Group's drilling and exploration programs. The Group’s exploration programs may
be affected by a range of factors, including (but not limited to): geological and ground access conditions; unanticipated
operational and technical difficulties encountered in sampling and drilling activities; adverse weather conditions, environmental
accidents, and unexpected shortages or increases in the costs of consumables, spare parts, and labour; mechanical failure of
operating plant and equipment; prevention of access by reason of political or civil unrest, outbreak of hostilities, outbreak of
disease or inability to obtain regulatory consents or approvals; terms imposed by government on development of mining projects
including conditions such as equity participation, royalty rates and taxes; and risks of default or non-performance by third parties
providing essential services.
Exploration success
Mineral exploration and project development are high risk undertakings. There can be no assurance that further exploration on
the Group's projects will result in the discovery of an economic ore deposit. Even if an apparently viable deposit is identified,
there is no guarantee that it can be economically exploited. Until the Group is able to realise value from its mineral projects, it is
likely to incur ongoing operating losses.
Environmental and cultural
The operations of the Group are subject to laws and regulations concerning the environment. As with most exploration projects
and mining operations, the Group's activities are expected to have an impact on the environment, particularly if advanced
exploration or mine development proceeds. The Group intention to conduct its activities to the highest standard of
environmental obligation, including compliance with all environmental laws and regulations.
Mining operations have inherent risks and liabilities associated with safety and damage to the environment and the disposal of
waste products occurring as a result of mineral exploration and production. The occurrence of any such safety or environmental
incident could delay production or increase production costs. Events, such as unpredictable rainfall or bushfires may impact on
the Company's ongoing compliance with environmental legislation, regulations and licences. Significant liabilities could be
imposed on the Company for damages, clean-up costs or penalties in the event of certain discharges into the environment,
environmental damage caused by previous operations or noncompliance with environmental laws or regulations. The disposal of
Raiden Resources Limited
Directors' report
30 June 2024
15
mining and process waste and mine water discharge are under constant legislative scrutiny and regulation. There is a risk that
environmental laws and regulations become more onerous making the Company's operations more expensive. Approvals are
required for land clearing and for ground disturbing activities. Delays in obtaining such approvals can result in the delay to
anticipated exploration programmes or mining activities.
Metallurgy
Metal and/or mineral recoveries are dependent upon the metallurgical process, and by its nature contain elements of significant
risk such as:
(i) identifying a metallurgical process through test work to produce a saleable metal and/or concentrate;
(ii) developing an economic process route to produce a metal and/or concentrate; and
(iii) changes in mineralogy in the ore deposit can result in inconsistent metal recovery, affecting the economic viability of the
project.
Insurance risk
There are significant exploration and operating risks associated with exploring for minerals, including adverse weather conditions,
environmental risks and fire, all of which can result in injury to persons as well as damage to or destruction of the extraction plant,
equipment, production facilities and other property. In addition, the Company's subsidiaries will be subject to liability for
environmental risks such as pollution and abuse of the environment.
The Company intends to insure its operations in accordance with industry practice. However, in certain circumstances, such
insurance may not be of a nature or level to provide adequate insurance cover. The occurrence of an event that is not covered or
fully covered by insurance could have a material adverse effect on the business, financial condition and results of the Company
effected. In addition, in the future some or all of the Company's insurance coverage may become unavailable or prohibitively
expensive.
Commodity price volatility and exchange rate risk
The Company's ability to proceed with the development of its mineral projects and benefit from any future mining operations will
depend on market factors, some of which may be beyond its control. Consequently, any future earnings are likely to be closely
related to the price of copper and gold commodities and the terms of any off-take agreements that the Company enters into. The
world market for minerals is subject to many variables and may fluctuate markedly. These variables include world demand for gold
that may be mined commercially in the future from the Company's project areas, forward selling by producers and production cost
levels in major mineral-producing regions. Minerals prices are also affected by macroeconomic factors such as general global
economic conditions and expectations regarding inflation and interest rates. These factors may have an adverse effect on the
Company's exploration, development and production activities, as well as on its ability to fund those activities.
Metals are principally sold throughout the world in US dollars. The Company's cost base will be payable in various currencies. As a
result, any significant and/or sustained fluctuations in the exchange rate between the Serbian Dinar, Bulgarian Lev and the US dollar
could have a materially adverse effect on the Company's operations, financial position (including revenue and profitability) and
performance. The Company may undertake measures, where deemed necessary by the Board, to mitigate such risks.
Significant changes in the state of affairs
Refer below to the review of operations for significant changes in the state of affairs of the consolidated entity during the financial
year.
Dividends
There were no dividends paid, recommended or declared during the current or previous financial year (30 June 2023: Nil)
Likely developments and expected results of operations
The consolidated entity anticipates maintaining the present level of exploration activities; however, these activities may potentially
increase or decrease in scope and scale, dependent on ongoing exploration results. At this time future exploration results cannot
be reasonably estimated or predicted.
Further 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.
Raiden Resources Limited
Directors' report
30 June 2024
16
Events subsequent to reporting date
Subsequent to balance date, Mr Sean Halpin was appointed as Chief Operating Officer, following resignation of Mr Warrick Clent.
No other matter or circumstance has arisen since 30 June 2024 that has significantly affected, or may significantly affect the
consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial
years.
Annual Mineral Resource and Ore Reserve Statement as at 30 June 2024
In accordance with ASX Listing Rule 5.21, Raiden Resources reports its Mineral Resources and Reserves at least annually. The date
of reporting is 30 June each year, to coincide with the Company’s end of financial year end and closing. If there are any material
changes to its Mineral Resources or Ore Reserves over the course of the year, the Company is required to publish these changes
promptly
Mineral Resources
The Company’s maiden Mineral Resource for the Mt Sholl Ni-Cu-Co-PGE Project was previously reported on 3 April 2023. The Mt
Sholl Mineral Resource is currently the Company’s only reportable Mineral Resource and there were no material changes to the
previously reported statement
The Mineral Resource has been classified in the Indicated and Inferred categories, in accordance with the 2012 Australasian Code
for Reporting of Mineral Resources and Ore Reserves (JORC Code). A range of criteria has been considered in determining this
classification including geological continuity, data quality, drill hole spacing, modelling technique, estimation properties including
search strategy, number of informing data and average distance of data from blocks. The total Mineral Resource Estimate is shown
in Table 1.
Table 1: Mt Sholl Mineral Resource as at 30 June 2024 (rounded to nearest 0.1Mt; 0.1kt; 0.01%; 0.01g/t)
Raiden Resources Limited
Directors' report
30 June 2024
17
Governance Arrangements and Internal Controls
Raiden has ensured that the Mineral Resource quoted is subject to good governance arrangements and internal controls. The
Mineral Resource reported has been generated by a consultant external to the Company who is experienced in best practice
modelling and estimation methods. The competent person has also undertaken reviews of the quality and suitability of the
underlying information used to generate the resource estimation. In addition, Raiden’ management carry out regular reviews and
audits of internal processes and of the external contractor that has been engaged by the Company.
Competent Person's Statement
Mineral Resource
The Company confirms it is not aware of any new information or data that materially affects the information included in the 3 April
2023 (Maiden Mineral Resource Estimate and JORC Exploration Target) and that information that relates to the Mt Sholl Mineral
Resource estimate and all material assumptions and technical parameters underpinning the estimate continue to apply and have
not materially changed from previously reported information. The Company confirms that the form and context in which the
Competent Person’s findings are presented have not been materially modified from the original market announcements.
Compliance Statement
The information in this report that relates to Exploration Results, including Mineral Resources and Exploration Targets has
previously been released to the ASX. The Company confirms that it is not aware of any new information or data that materially
affects the information included in the original market announcements and that, and all material assumptions and technical
parameters underpinning the previously reported information continue to apply. The Company confirms that the form and context
in which the Competent Person’s findings are presented have not been materially modified from the original market
announcements as referenced in this report.
Raiden Resources Limited
Directors' report
30 June 2024
18
Schedule of Tenements
Tenement reference and location
Location
Nature
Status
Interest
Donje Nevlje 310-02-1547/2015-02
Serbia
Direct
Granted
100%
Zapadni Majdanpek 310-02-1096/2016-02
Serbia
Direct
Granted
100%
Majdanpek Pojas - 310-02-1999 /2020-02
Serbia
Direct
Application - pending 100%
Zlatusha (Bulgaria) – Licence No. 486
Bulgaria
Direct
Granted
100%
BG1 (Bulgaria) – Permit No.527
Bulgaria
Direct
Granted
100%
Mt Sholl (E47/4309)
Western Australia Direct
Granted
100%
Mt Sholl (E47/3468)
Western Australia Direct
Granted
100%
Mt Sholl (P47/2024)
Western Australia Direct
Granted
100%
Mt Sholl (E47/3181)
Western Australia Direct
Granted
100%
Mt Sholl (E47/3339)
Western Australia Direct
Granted
100%
Mt Sholl (MLA/1651)
Western Australia Direct
Application – pending 100%
Mt Sholl (P47/1787)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1788)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1789)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1790)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1791)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1792)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1793)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1794)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1795)
Western Australia Direct
Granted
100%
Yandicoogina (M45/115)*
Western Australia Direct
Granted
100%
Yandicoogina (M45/987)*
Western Australia Direct
Granted
100%
Arrow (E47/3476)
Western Australia Direct
Granted
100%
Arrow (E47/3478)
Western Australia Direct
Granted
100%
Pyramid (E47/4300)
Western Australia Direct
Granted
100%
Welcome (E47/3849)
Western Australia Direct
Granted
100%
Welcome (E47/4061)
Western Australia Direct
Granted
100%
Welcome (E47/4063)
Western Australia Direct
Granted
100%
Tabba Tabba (E45/6701)
Western Australia Direct
Application - pending 100%
Pyramid (E47/4307)
Western Australia Direct
Application - pending 100%
Welcome (E47/4062)
Western Australia Direct
Granted
80%
Welcome (P47/2028)
Western Australia Direct
Application - pending 80%
Andover (E47/4603)
Western Australia Direct
Application - pending 100%
Andover (E47/5038)
Western Australia Direct
Application - pending 100%
* Tenements have been sold, in process of transferring.
Beneficial percentage interests held in farm-in or farm-out agreements:
Tenement reference and location
Location
Nature
Status
Interest
Vuzela (Bulgaria) – Licence No. 522
Bulgaria
Joint Venture
Granted
51%
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 year the Company held 51% interest in Vuzel Minerals EOOD, which holds the Vuzel licence.
Raiden Resources Limited
Directors' report
30 June 2024
19
Information on directors and company secretary
Name:
Dusko Ljubojevic
Title:
Managing Director
Qualifications:
B. Science - Geology (Honours)
Experience and expertise:
Mr Ljubojevic is a geologist and resource industry entrepreneur with 19 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.
Other current directorships:
Nil
Former directorships (last 3 years):
Nil
Special responsibilities:
Nil
Interests in shares:
52,970,617 Ordinary Shares
Interests in rights:
6,250,000 Tranche 4 Performance Rights
Interests in listed options:
5,486,098 Listed Options
Name:
Michael Davy
Title:
Non-Executive Chairman
Qualifications:
BCom (Acc)
Experience and expertise:
Mr Davy is an Australian executive and Accountant with over 19 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.
Other current directorships:
Arcadia Minerals Limited (appointed 6 October 2020)
Vanadium Resources Limited (appointed 1 December 2019)
Haranga Resources Limited (appointed 11 April 2022)
Former directorships (last 3 years):
Nil
Special responsibilities:
Nil
Interests in shares:
30,023,215 Ordinary Shares
Interests in rights:
4,250,000 Tranche 4 Performance Rights
Interests in options:
2,763,714 Listed Options
Raiden Resources Limited
Directors' report
30 June 2024
20
Name:
Dale Ginn
Title:
Non-Executive Director
Qualifications:
PGeo
Experience and expertise:
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.
Other current directorships:
Nil
Former directorships (last 3 years):
Aton Minerals Limited (ceased 1 May 2023)
Special responsibilities:
Nil
Interests in shares:
Nil
Interests in rights:
9,750,000 Ordinary shares
3,250,000 Tranche 4 Performance Rights
Name:
Kyla Garic
Title:
Non-Executive Director
Company Secretary
Qualifications:
B Com, MAcc, CA, FGIA, FGIS
Experience and expertise:
Ms Garic is a Chartered Accountant and Director of Onyx Corporate, a company specialising
in company secretarial, corporate governance and financial reporting. Ms Garic was
appointed as Company Secretary on 27 June 2017.
Other current directorships:
Nil
Former directorships (last 3 years):
Nil
Interests in shares:
5,964,286 Ordinary shares
Interests in options:
354,285 Options
Interests in rights:
1,250,000 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.
Raiden Resources Limited
Directors' report
30 June 2024
21
Meetings of directors
The number of meetings of the company's Board of Directors ('the Board') held during the year ended 30 June 2024, and the
number of meetings attended by each director were:
Number
attended
Number
eligible to
attend
Mr Dusko Ljubojevic
4
4
Mr Michael Davy
4
4
Mr Dale Ginn
3
4
Ms Kyla Garic
4
4
Remuneration report (audited)
The remuneration report details the key management personnel (KMP) remuneration arrangements for the consolidated entity,
in accordance with the requirements of the Corporations Act 2001, as amended (the Act) and its Regulations. This information has
been audited, as required b
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:
●
Executive remuneration arrangements
●
Details of remuneration
●
Share-based compensation
●
Additional disclosures relating to key management personnel
Details of the nature and amount of each element of the remuneration of each of the KMP of the consolidated entity for the year
ended 30 June 2024 are set out in the following tables:
Name
Position
Appointed
Resigned
Mr Dusko Ljubojevic
Managing Director
20 February 2018
-
Mr Michael Davy
Non-Executive Chairman
29 June 2017
-
Mr Dale Ginn
Non-Executive Director
13 May 2021
-
Ms Kyla Garic
Non-Executive Director/
Company Secretary
1 April 2023/
27 January 2017
-
Mr Warrick Clent
Chief Operating Officer
23 September 2021
31 August 2024
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 executives 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.
Raiden Resources Limited
Directors' report
30 June 2024
22
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of
these agreements are as follows:
Name:
Mr Dusko Ljubojevic
Title:
Managing Director
Agreement commenced:
The original service agreement for the ongoing management of the Company’s asset
portfolio commenced on 20 February 2018 representing 50% workload. The service
agreement was varied on 12 February 2021 to reflect increase to 80% workload. During the
financial year ended 30 June 2024 the service agreement was varied to increase the
workload to 100% commencing from 1 September 2024.
Term of agreement:
The agreement has no fixed terms with termination requiring three months’ written notice
to the Company or the Company providing four months’ notice to Mr Ljubojevic.
Details:
Executive salary of $265,000 per annum (inclusive of superannuation) commencing from 1
September 2024, previously $208,000 per annum (inclusive of superannuation).
Name:
Mr Warrick Clent
Title:
Chief Operating Officer
Agreement commenced:
23 September 2021
Term of agreement:
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.
Details:
Executive Salary of $210,000 per annum (exclusive of superannuation) commencing 11
November 2021.
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 (30 June 2023: $156,000) 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:
Mr Michael Davy
Title:
Non-Executive Chairman
Agreement commenced:
29 June 2017
Term of agreement:
The agreement has no set term of termination, Mr Davy can resign or be removed as a
director by way of resolution at any point. There are no termination benefits payable under
the agreement.
Details:
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.
Raiden Resources Limited
Directors' report
30 June 2024
23
Name:
Mr Dale Ginn
Title:
Non-Executive Director
Agreement commenced:
12 May 2021
Term of agreement:
The agreement has no set term of termination, Mr Ginn can resign or be removed as a
director by way of resolution at any point. There are no termination benefits payable under
the agreement.
Details:
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.
Name:
Ms Kyla Garic
Title:
Non-Executive Director
Agreement commenced:
31 March 2023
Term of agreement:
The agreement has no set term of termination, Ms Garic can resign or be removed as a
director by way of resolution at any point. There are no termination benefits payable under
the agreement.
Details:
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.
Details of remuneration
The Key Management Personnel of Raiden Resources Limited includes the Directors and Chief Executive Officer of the Company.
Other than is set out below there are no other Key Management Personnel at 30 June 2024.
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-
employment
benefits
Long-term
benefits
Share-based
payments
Cash salary
Cash
Non-
Super- Long service
Equity-
and fees
bonus
monetary
annuation
leave
settled
Total
2024
$
$
$
$
$
$
$
Directors:
D Ljubojevic
255,496
-
-
-
-
-
255,496
M Davy
60,000
-
-
-
-
-
60,000
D Ginn
48,000
-
-
-
-
-
48,000
K Garic
48,000
-
-
-
-
-
48,000
Other KMP
W Clent
210,000
-
-
23,100
-
163,747
396,847
621,496
-
-
23,100
-
163,747
808,343
Raiden Resources Limited
Directors' report
30 June 2024
24
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based
payments
Cash salary
Cash
Non-
Super- Long service
Equity-
and fees
bonus
monetary
annuation
leave
settled
Total
30 June 2023
$
$
$
$
$
$
$
Directors:
D Ljubojevic
207,996
-
-
-
-
-
207,996
M Davy
60,000
-
-
-
-
-
60,000
D Ginn
48,000
-
-
-
-
-
48,000
K Garic1
12,000
-
-
-
-
-
12,000
M Pawlitschek2
36,000
-
-
-
-
-
36,000
Other KMP
W Clent
210,000
-
5,654
22,050
-
-
237,704
573,996
-
5,654
22,050
-
-
601,700
1 Represents remuneration from 1 April 2023 to 30 June 2023.
2 Represents remuneration from 1 July 2022 to 1 April 2023.
* Represents movement in annual leave accrual.
There was no performance based remuneration payable in financial year ended 30 June 2024 (30 June 2023: Nil)
Share-based compensation
Employee Share Incentive Plan
The Group has established and maintains the Raiden Resources Limited Employee Securities Incentive Plan (Plan) to provide ongoing incentives
to Eligible Participants of the Company. Eligible Participants mean a person that is:
1.
is an ‘ESS participant’ (as that term is defined in Division 1A of Part 7.12 of the Corporations Act) in relation to the Company for an
Invitation made on or after 1 October 2022; and
2.
has been determined by the Board to be eligible to participate in the Plan from time to time.
The purpose of the Plan is to;
1.
assist in the reward, retention and motivation of Eligible Participants;
2.
link the reward of Eligible Participants shareholder value creation; and
3.
align the interests of Eligible Participants with shareholders of the Group by providing an opportunity for Eligible Participants to
receive an equity interest in the Company in the form of securities.
There were securities issued to key management personnel or their related parties under the Plan during the 30 June 2024 financial year as
noted in this report.
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 2024 (30 June 2023: $Nil).
Issue of Options
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 2024 (30 June 2023: Nil).
Raiden Resources Limited
Directors' report
30 June 2024
25
Issue of Performance rights
During the financial year ended 30 June 2024, 5,000,000 performance rights were granted and issued to the Chief Operating Officer.
The terms of the performance rights are summarised below at (a).
The Company has the following Performance Rights on issue at the date of this report.
●
5,000,000 performance rights issued to Chief Operating Officer on 14 November 2023; and
●
73,000,000 performance rights issued to Directors and Company Secretary on 27 October 2021
(a) Performance Rights - 5,000,000
●
Tranche 1: 1,000,000 Performance Rights subject to a 20-day VWAP of $0.01 or higher on or before the expiry date.
●
Tranche 2: 1,000,000 performance rights, subject to Raiden achieving a 20-day VWAP of $0.015 share price or higher on or
before the expiry date (24 months).
●
Tranche 3: 1,500,000 performance rights, subject to Raiden achieving a 20-day VWAP of $0.02 share price or higher on or
before the expiry date (24 months).
●
Tranche 4: 1,500,000 performance rights, subject to company publishing a positive PFS over Mt Sholl project with a >$200m
NPV and >20%IRR.
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:
Class of Performance
Grant date
Expiry date
Share price hurdle
Fair value per right
Rights issue
for vesting
at grant date
Tranche 1
14 November 2023
14 November 2025
$0.010
$0.047
Tranche 2
14 November 2023
14 November 2025
$0.015
$0.047
Tranche 3
14 November 2023
14 November 2025
$0.020
$0.047
Tranche 4
14 November 2023
14 November 2025
$0.100
$0.047
(b) Performance Rights - 73,000,000
●
Tranche 1: 21,900,000 Performance Rights subject to a 20-day VWAP of $0.055 or higher on or before the expiry date.
●
Tranche 2: 7,300,000 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.
●
Tranche 3: 25,550,000 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.
●
Tranche 4: 18,250,000 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 and 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:
Share price
Fair value
Class of Performance
hurdle for
per right
Rights issued
Grant date
Expiry date
vesting
at grant date
Tranche 1
6 October 2021
6 October 2024
$0.055
$0.0210
Tranche 2
6 October 2021
6 October 2024
$0.000
$0.0240
Tranche 3
6 October 2021
6 October 2024
$0.075
$0.0190
Tranche 4
6 October 2021
6 October 2024
$0.100
$0.0180
Raiden Resources Limited
Directors' report
30 June 2024
26
The Performance Rights were issued to Directors as follows:
Director
Performance
Rights
Performance
Rights
Performance
Rights
Performance
Rights
Total
Tranche 1
Tranche 2
Tranche 3
Tranche 4
Mr Mike Davy
5,100,000
1,700,000
5,950,000
4,250,000
17,000,000
Mr Dusko Ljubojevic
7,500,000
2,500,000
8,750,000
6,250,000
25,000,000
Mr Dale Ginn
3,900,000
1,300,000
4,550,000
3,250,000
13,000,000
Mr Martin Pawlitschek1
3,900,000
1,300,000
4,550,000
3,250,000
13,000,000
Total
20,400,000
6,800,000
23,800,000
17,000,000
68,000,000
1 Balance as at resignation date, 1 April 2023.
Performance rights granted carry no dividend or voting rights.
Additional disclosures relating to key management personnel
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:
Balance at
Received
Balance at
the start of
as part of
Disposals/
the end of
the year remuneration
Additions
other
the year
Ordinary shares
D Ljubojevic
34,220,617
-
-
-
34,220,617
M Davy
17,273,215
-
-
-
17,273,215
D Ginn
-
-
-
-
-
K Garic
2,214,286
-
-
-
2,214,286
M Pawlitschek*
23,778,846
-
-
(23,778,846)
-
W Clent
-
-
-
-
-
77,486,964
-
-
(23,778,846)
53,708,118
* Balance at the date of resignation, 1 April 2023.
KMP Performance Shareholdings
There were no performance shares in the company held during the financial year by directors and other members of key
management personnel.
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:
Balance at
Expired/
Balance at
the start of
forfeited/
the end of
the year
Granted
Vested
other
the year
Performance rights
D Ljubojevic
25,000,000
-
18,750,000
-
25,000,000
M Davy
17,000,000
-
12,750,000
-
17,000,000
D Ginn
13,000,000
-
9,750,000
-
13,000,000
K Garic**
5,000,000
-
3,750,000
-
5,000,000
M Pawlitschek***
13,000,000
-
-
(13,000,000)
-
W Clent
-
5,000,000
3,500,000
-
5,000,000
73,000,000
5,000,000
48,500,000
(13,000,000)
65,000,000
Raiden Resources Limited
Directors' report
30 June 2024
27
** Ms Garic was appointed as Non-Executive Director on the 1 April 2023. Performance right was granted to Ms Garic as part of
employee performance right in November 2021.
*** Balance at the date of resignation, 1 April 2023.
KMP Listed Options Holdings
The number of listed options 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:
Balance at
Expired/
Balance at
the start of
forfeited/
the end of
the year
Granted
Vested
other
the year
Listed options
D Ljubojevic
5,486,908
-
-
-
5,486,908
M Davy
2,763,714
-
-
-
2,763,714
D Ginn
-
-
-
-
-
K Garic
354,285
-
-
-
354,285
M Pawlitschek***
4,700,000
(4,700,000)
-
W Clent
-
-
-
-
-
13,604,907
-
-
-
8,604,907
*** Balance at the date of resignation, 1 April 2023.
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 (30 June 2023: 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.
Total
Expenses
Total
Expenses
Receivable
(Payable)
Balance
Receivable
(Payable)
Balance
Entity
Nature of
transaction
Key Management
Personnel
2024
$
2023
$
2024
$
2023
$
Onyx Corporate Pty
Ltd
Company secretarial
and
CFO
and
accounting fees
Kyla Garic
136,000
27,750
(37,680)
(30,573)
Onyx Corporate Pty Ltd, a company of which Ms Kyla Garic is a director provided company secretarial, CFO and accounting services
to the Company. The value of these services, totalled to $136,000 (30 June 2023: $27,750).
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 21 November 2023, 98.37% of votes received supported the adoption of the remuneration report for the year
ended 30 June 2023. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.
This concludes the remuneration report, which has been audited.
Raiden Resources Limited
Directors' report
30 June 2024
28
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
Expiry date
Exercise price
Number under option or
performance rights
6 October 2021
6 October 2024
$0.001
18,250,000
22 November 2022
30 November 2024
$0.015
407,618,464
14 November 2023
14 November 2025
$0.000
1,500,000
427,368,464
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
The following ordinary shares of Raiden Resources Limited were issued during the year ended 30 June 2024 and up to the date of
this report on the exercise of options granted:
Exercise
Number of
Date options granted
price
shares issued
17 January 2022
$0.04
10,212,690
22 November 2022
$0.015
199,088,281
209,300,971
Indemnity and insurance of officers and auditor
Indemnification
The Company must use its best endeavours to insure a Director or officer against any liability, which does not arise out of conduct
constituting a wilful breach of duty or a contravention of the Corporations Act 2001. The Company must also use its best endeavours
to insure a Director or officer against liability for costs and expenses incurred in defending proceedings whether civil or criminal.
The Company indemnifies each of its Directors, Officers and Company Secretary. The Company indemnifies each Director or officer
to the maximum extent permitted by the Corporations Act 2001 from liability to third parties, except where the liability arises out
of conduct involving lack of good faith, and in defending legal and administrative proceedings and applications for such proceedings.
The Company has not entered into any agreement with its current auditors indemnifying them against any claims by third parties
arising from their provision of audit services.
Insurance premium
During the financial year the Company paid insurance premiums to insure Directors and Officers against certain liabilities arising
out of their conduct while acting as an officer of the Group. Under the terms and conditions of the insurance contract, the nature
of the liabilities insured against, and the premium paid cannot be disclosed.
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. Details of
their remuneration can be found in note 5 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 5 to the financial statements.
Raiden Resources Limited
Directors' report
30 June 2024
29
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 5 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.
Rounding
The Company is of a kind referred to in ASIC Legislative Instrument 2016/191, relating to the “rounding off” of amounts in the
financial statements. Amounts in the financial statements have been rounded off in accordance with the instrument to the nearest
dollar.
Auditor's independence declaration
A copy of the auditor’s independence declaration as required under section 207C of the Corporations Act is set out immediately
after this director's 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
24 September 2024
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
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
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 2024,
I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
The auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
Any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA
ALASDAIR WHYTE
Perth, WA
Dated: 24 September 2024
Partner
Raiden Resources Limited
Consolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2024
Note
30 June 2024
30 June 2023
$
$
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
31
Other income
359,872
506,812
Accounting and other professional fees
(224,054)
(170,238)
Administrative costs
(260,210)
(146,422)
Corporate expenses
(371,827)
(499,140)
Depreciation and amortisation
(12,059)
(4,850)
Exploration and evaluation expenditure
(2,260,288)
(2,364,488)
Legal fees
(140,004)
(134,650)
Marketing and investor relations
(182,193)
(83,086)
Share based payments
18
(288,747)
-
Impairment of exploration and evaluation expenditure
9
(282,914)
(2,799,237)
Loss before income tax expense
(3,662,424)
(5,695,299)
Income tax expense
3
-
-
Loss after income tax expense for the year
(3,662,424)
(5,695,299)
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations
17
14,014
(48,958)
Other comprehensive income for the year, net of tax
14,014
(48,958)
Total comprehensive income for the year
(3,648,410)
(5,744,257)
Loss for the year is attributable to:
Non-controlling interest
(96,147)
(11,844)
Owners of Raiden Resources Limited
(3,566,277)
(5,683,455)
(3,662,424)
(5,695,299)
Total comprehensive income for the year is attributable to:
Non-controlling interest
(96,147)
(11,844)
Owners of Raiden Resources Limited
(3,552,263)
(5,732,413)
(3,648,410)
(5,744,257)
Cents
Cents
Basic earnings per share
6
(0.14)
(0.35)
Diluted earnings per share
6
(0.14)
(0.35)
Raiden Resources Limited
Consolidated statement of financial position
As at 30 June 2024
Note
30 June 2024
30 June 2023
$
$
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
32
Assets
Current assets
Cash and cash equivalents
7
5,710,321
737,795
Trade and other receivables
8
106,061
40,309
Financial assets
10
146,335
224,475
Other current assets
44,105
39,959
Total current assets
6,006,822
1,042,538
Non-current assets
Plant and equipment
37,460
52,387
Intangibles
25,245
-
Exploration and evaluation expenditure
9
15,457,055
9,328,173
Total non-current assets
15,519,760
9,380,560
Total assets
21,526,582
10,423,098
Liabilities
Current liabilities
Trade and other payables
12
889,848
363,582
Advances from JV partner
13
6,824
-
Employee benefits
14
10,339
11,083
Other liabilities
15
-
227,404
Total current liabilities
907,011
602,069
Total liabilities
907,011
602,069
Net assets
20,619,571
9,821,029
Equity
Issued capital
16
38,328,754
26,690,549
Reserves
17
4,734,143
1,911,382
Accumulated losses
(22,335,335)
(18,769,058)
Equity attributable to the owners of Raiden Resources Limited
20,727,562
9,832,873
Non-controlling interest
(107,991)
(11,844)
Total equity
20,619,571
9,821,029
Raiden Resources Limited
Consolidated statement of changes in equity
For the year ended 30 June 2024
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
33
Issued
capital Share-based
payments
reserves
Option
reserve
Foreign
currency
reserves
Accumulate
d losses
Non-
controlling
interest
Total equity
$
$
$
$
$
$
$
Balance at 1 July 2022
23,912,859
1,377,900
163,200
92,752 (13,085,603)
-
12,461,108
Loss after income tax expense
for the year
-
-
-
-
(5,683,455)
(11,844) (5,695,299)
Other comprehensive income for
the year, net of tax
-
-
-
(48,958)
-
-
(48,958)
Total comprehensive income for
the year
-
-
-
(48,958)
(5,683,455)
(11,844) (5,744,257)
Transactions with owners in their
capacity as owners:
Issue of shares
2,777,690
-
-
-
-
-
2,777,690
Issue of options (note 17)
-
-
326,488
-
-
-
326,488
Balance at 30 June 2023
26,690,549
1,377,900
489,688
43,794 (18,769,058)
(11,844)
9,821,029
Issued
capital Share-based
payments
reserves
Option
reserve
Foreign
currency
reserves
Accumulate
d losses
Non-
controlling
interest
Total equity
$
$
$
$
$
$
$
Balance at 1 July 2023
26,690,549
1,377,900
489,688
43,794 (18,769,058)
(11,844)
9,821,029
Loss after income tax expense
for the year
-
-
-
-
(3,566,277)
(96,147) (3,662,424)
Other comprehensive income for
the year, net of tax
-
-
-
14,014
-
-
14,014
Total comprehensive income for
the year
-
-
-
14,014
(3,566,277)
(96,147) (3,648,410)
Transactions with owners in their
capacity as owners:
Issue of shares, net of
costs (note 16)
11,638,205
-
-
-
-
-
11,638,205
Share based payments (note 18)
-
163,747
2,645,000
-
-
-
2,808,747
Balance at 30 June 2024
38,328,754
1,541,647
3,134,688
57,808 (22,335,335)
(107,991) 20,619,571
Raiden Resources Limited
Consolidated statement of cash flows
For the year ended 30 June 2024
Note
2024
30 June 2023
$
$
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
34
Cash flows from operating activities
Payments to suppliers and employees
(1,431,273)
(846,953)
Payments for exploration and evaluation activity
(1,704,371)
(2,187,224)
Joint venture exploration advances received
874,694
-
Joint venture exploration advances expended
(867,870)
-
Interest received
185,417
2,074
Net cash used in operating activities
28
(2,943,403)
(3,032,103)
Cash flows from investing activities
Payments for exploration licence and acquisition
(1,860,000)
-
Cash acquired on the acquisition
-
84,158
Proceeds from sale of financial assets
-
162,763
Proceeds from sale of tenements
11,000
92,500
Net cash (used in)/ from investing activities
(1,849,000)
339,421
Cash flows from financing activities
Proceeds from issue of shares
6,639,741
2,564,087
Proceeds from issue of options
3,143,056
326,489
Net cash from financing activities
9,782,797
2,890,576
Net increase in cash and cash equivalents
4,990,394
197,894
Cash and cash equivalents at the beginning of the financial year
737,795
536,163
Effects of exchange rate changes on cash and cash equivalents
(17,868)
3,738
Cash and cash equivalents at the end of the financial year
7
5,710,321
737,795
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
35
Note 1. Material accounting policy information
The accounting policies that are material to the consolidated entity are set out either in the respective notes or below. The
accounting policies adopted are consistent with those of the previous financial year, 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 2024 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.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other
comprehensive income, statement of financial position and statement of changes in equity of the consolidated entity. Losses
incurred by the consolidated entity are attributed to the non-controlling interest in full, even if that results in a deficit balance.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 1. Material accounting policy information (continued)
36
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.
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.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 1. Material accounting policy information (continued)
37
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.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial
assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired
for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon
initial recognition where permitted. Fair value movements are recognised in profit or loss.
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.
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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 1. Material accounting policy information (continued)
38
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 2024. 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
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the
reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to
assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on
historical experience and on other various factors, including expectations of future events, management believes to be reasonable
under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The
judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities (refer to the respective notes) within the next financial year are discussed below.
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.
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.
Note 3. Income tax
The financial statements for the year ended 30 June 2024 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%.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 3. Income tax (continued)
39
30 June 2024
30 June 2023
$
$
(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
(3,662,424)
(5,695,299)
Tax at the statutory tax rate of 30%
(1,098,727)
(1,708,590)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Non-deductible expenditure
254,702
894,203
Adjustments for differences in tax rates
63,353
46,205
Benefits from tax loss not brought to account
780,672
768,182
Income tax expense
-
-
2024
30 June 2023
$
$
Tax losses not recognised
Unused tax losses for which no deferred tax asset has been recognised
11,206,922
5,342,920
Potential tax benefit @ 30%
3,362,077
1,602,876
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
10,869,174
5,237,145
Republic of Serbia
83,925
100,901
Republic of Bulgaria
253,822
4,874
11,206,921
5,342,920
Unrecognised deferred tax asset
Australia
3,324,105
1,587,254
Republic of Serbia
25,382
15,622
Republic of Bulgaria
12,589
-
3,362,076
1,602,876
Accounting policy for 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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 3. Income tax (continued)
40
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.
Note 4. 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 2024.
The total remuneration paid to KMP during the year are as follows:
30 June 2024
30 June 2023
$
$
Short-term employee benefits
621,496
573,996
Post-employment benefits
23,100
22,050
Equity settled
163,747
-
808,343
596,046
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 5. Remuneration of auditors
Remuneration of the auditor of the Group for:
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 5. Remuneration of auditors (continued)
41
30 June 2024
30 June 2023
$
$
Audit services - RSM Australia Partners
Audit or review of the financial statements - Australia
45,500
41,800
Other services - RSM Serbia d.o.o Beograd
Other services - Serbia
-
5,223
45,500
47,023
Note 6. Loss per share
30 June 2024
30 June 2023
$
$
Loss after income tax
(3,662,424)
(5,695,299)
Non-controlling interest
96,147
11,844
Loss after income tax attributable to the owners of Raiden Resources Limited
(3,566,277)
(5,683,455)
Number
Number
Weighted average number of ordinary shares used in calculating basic loss per share
2,492,552,140
1,640,519,362
Weighted average number of ordinary shares used in calculating diluted loss per share
2,492,552,140
1,640,519,362
Cents
Cents
Basic earnings per share
(0.14)
(0.35)
Diluted earnings per share
(0.14)
(0.35)
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 7. Cash and cash equivalents
30 June 2024
30 June 2023
$
$
Cash at bank
5,710,321
737,795
Accounting policy for cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
42
Note 8. Trade and other receivables
30 June 2024
30 June 2023
CURRENT
$
$
Other receivables (a)
106,061
40,309
Total other receivables
106,060
40,309
(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 2024 (30 June 2023: 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 9. Exploration and evaluation expenditure
30 June 2024
30 June 2023
$
$
(a) Non-current
Exploration expenditure capitalised:
Exploration and evaluation cost
15,457,055
9,328,173
Net carrying value
15,457,055
9,328,173
(b) Movement in carrying amount
Carrying amount at the beginning of year
9,328,173
11,737,601
Exploration and evaluation acquisition costs
6,411,796
366,330
Impairment of exploration and evaluation
(282,914)
(2,799,237)
FX Adjustment
-
23,479
Carrying amount at the end of year
15,457,055
9,328,173
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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 9. Exploration and evaluation expenditure (continued)
43
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 criterion (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 written off 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.
Note 10. Financial assets
30 June 2024
30 June 2023
$
$
Investments
146,335
224,475
Refer to note 21 for further information on fair value measurement.
Note 11. Asset acquisition
The Company has an Agreement with Ridge Minerals OOD to earn-in up to 90% position in Vuzel Minerals EOOD (which holds the
Vuzel permit) and an option to purchase 100% of the project. Under the Stage 1 Earn-In, Raiden was required to expand not less
than A$350,000 of exploration expenditure on Vuzel permit.
During the prior year ended 30 June 2023, Company completed the Stage 1 Earn-In by expending $453,169 on the project. This
resulted in Raiden's holding increasing to 51% equity interest in Vuzel Minerals EOOD.
The net asset position of Vuzel Minerals EOOD at completion date was as follows:
Fair value of net assets acquired as follows:
$
Cash and cash equivalents
84,158
Exploration and evaluation expenditure
361,578
Non-controlling interest
7,433
Net liabilities acquired
453,169
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
44
Note 12. Trade and other payables
30 June 2024
30 June 2023
$
$
Trade payables
626,328
194,837
Other payables
263,520
168,745
889,848
363,582
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 13. Advances from Joint Venture
On 24 January 2023, the Company entered into a binding “Letter Agreement” with Velocity Minerals (“Velocity”) for the Zlatusha
project in Bulgaria. Under the agreement Velocity has the options to acquire up to a 75% project level interest, by making staged
cash and stock payments to the Company; executing minimum drilling programs and achieving technical milestones.
The key terms of the agreement are as follows:
●
C$1 million staged Velocity stock and cash payment to the Company;
●
Drill 28,000 metres and definition of an Inferred Mineral Resources to earn 51%;
●
Drill a further 12,000 metres (40,000 metres cumulative and publish a Preliminary Economic Assessment (“PEA”), on the
project to earn a further 24% interest (75% cumulative interest).
30 June 2024
30 June 2023
$
$
Advances from Joint Venture
6,824
-
Reconciliation
Reconciliation of the advances of joint venture at the beginning and end of the current and
previous financial year are set out below:
Opening balance of Advances from Joint Venture Partners
-
-
Joint venture exploration advances received
874,694
-
Joint venture exploration advances expended
(867,870)
-
Closing balance
6,824
-
Accounting policy for joint venture
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets
of the arrangement. Investments in joint ventures are accounted for using the equity method. Under the equity method, the share
of the profits or losses of the joint venture is recognised in profit or loss and the share of the movements in equity is recognised in
other comprehensive income. Investments in joint ventures are carried in the statement of financial position at cost plus post-
acquisition changes in the consolidated entity's share of net assets of the joint venture. Goodwill relating to the joint venture is
included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. Income earned
from joint venture entities reduce the carrying amount of the investment.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
45
Note 14. Employee benefits
30 June 2024
30 June 2023
$
$
Annual leave
10,339
11,083
Accounting policy for employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled
wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.
Note 15. Other liabilities
30 June 2024
30 June 2023
$
$
Other liabilities
-
227,404
In the prior year ended 30 June 2023, other liabilities relate to deferred consideration payable to Pacton Gold Inc. in relation to the
acquisition of Pacton Tenements.
Note 16. Issued capital
30 June 2024
30 June 2023
30 June 2024
30 June 2023
Shares
Shares
$
$
(a) Issued capital
2,713,462,477
2,055,268,930
38,328,754
26,690,549
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 16. Issued capital (continued)
46
(b) Movements in ordinary share capital of the Company during the period was as follows:
Details
Date
Shares
$
Balance
1 July 2022
1,417,442,132
23,912,859
Issue of shares under the Placement (Tranche 1)
9 August 2022
67,109,738
469,768
Issue of shares under the Placement (Tranche 1)
10 October 2022
147,890,262
1,035,232
Issue of shares to supplier
28 November 2022
22,140,325
213,604
Issue of shares under Placement
17 April 2023
200,000,000
600,000
Issue of shares under Non-Renounceable Rights Issue
8 June 2023
200,686,473
602,060
Less: capital raising costs
-
(142,974)
Balance
1 July 2023
2,055,268,930
26,690,549
Issue of shares under Placement
5 September 2023
227,272,727
5,000,000
Issue of shares to Joint Lead Managers
5 September 2023
6,818,182
150,000
Issue of shares under Placement (Oversubscription)
28 September 2023
45,454,545
1,000,000
Issue of shares to Joint Lead Managers
28 September 2023
1,010,784
22,237
Issue of shares to Welcome
10 November 2023
40,965,208
1,966,330
Issue of shares to Arrow
10 November 2023
8,238,861
395,465
Issue of shares under facility1
14 November 2023
96,000,000
-
Utilisation of facility1
11 December 2023
-
914,687
Issue of shares on conversion of Options
Various
192,433,240
3,141,216
Issue of Welcome shares at FV
15/05/2024
40,000,000
2,040,000
Less: capital raising costs
-
(2,991,730)
Balance
30 June 2024
2,713,462,477
38,328,754
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.
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.
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.
1 Shares have been issued, and are held by 8 Equity Pty Ltd under and At-the-Market Facility with the Company. The Company has
approval to raise up to $2m under the facility and raised $914,687 by utilising 12,150,000 shares under the facility during the year
ended 30 June 2024 (83,850,000 advance subscription shares are still held by 8 Equity Pty Ltd).
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
47
Note 17. Reserves
(a) Reserve
30 June 2024
30 June 2023
$
$
Options reserve
3,134,688
489,688
Performance rights reserve
1,541,647
1,377,900
Foreign currency reserve
57,808
43,794
Total reserves
4,734,143
1,911,382
(b) Option Reserve
No
$
Opening balance at 1 July 2022
01/07/2022
50,000,000
163,200
Issue of Options under Option Prospectus
22/11/2022
155,000,000
-
Issue of Options to underwriter
22/11/2022
164,719,447
164,719
Issue of Options to underwriter
22/11/2022
161,768,733
161,769
Balance at 30 June 2023
531,488,180
489,688
Opening balance at 1 July 2023
01/07/2023
531,488,180
489,688
Issue of Broker Options
28/09/2023
120,000,000
2,520,000
Issue of Options to Consultant
10/11/2023
5,000,000
125,000
Exercise of Options
(192,433,240)
-
Lapsed options
(39,787,310)
-
Balance at 30 June 2024
424,267,630
3,134,688
(c) Performance Rights Reserve
Opening balance at 1 July 2022
01/07/2022
73,000,000
1,377,900
Balance at 30 June 2023
73,000,000
1,377,900
Opening balance at 1 July 2023
01/07/2023
73,000,000
1,377,900
Issue of Performance Rights
14/11/2023
5,000,000
163,747
Balance at 30 June 2024
78,000,000
1,541,647
(d) Foreign currency reserve
Opening balance at 1 July 2022
92,752
Difference arising on translation
(48,958)
Balance at 30 June 2023
43,794
Opening balance at 1 July 2023
43,794
Difference arising on translation
14,014
Balance at 30 June 2024
57,808
(e) Non-controlling interest
Opening balance at 1 July 2023
(11,844)
Movement
(96,147)
Closing balance at 30 June 2024
(107,991)
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 17. Reserves (continued)
48
Accounting Policy for reserves
Foreign currency reserve
The reserve is used to recognise exchange differences arising from the translation of the financial statements of foreign operations
to Australian dollars. It is also used to recognise gains and losses on hedges of the net investments in foreign operations.
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration,
and other parties as part of their compensation for services.
Note 18. Share-based payments
The following share-based payment arrangement were entered into during the year ended 30 June 2024:
●
The issue of 1,000,000 Class A Performance Rights under the Employee Share Option Plan with exercise price of A$Nil and
expiry date of 14 November 2025. The options were issued to the COO on 14 November 2023 and vest subject to the Company
achieving a 20-day VWAP of $0.01 share price or higher on or before the expiry date (24 months). Also subject to continued
employment for a minimum of six months after meeting of the milestone. For the year ended 30 June 2024 a total expense
of $46,785 was recognised.
●
The issue of 1,000,000 Class B Performance Rights under the Employee Share Option Plan with exercise price of A$Nil and
expiry date of 14 November 2025. The options were issued to the COO on 14 November 2023 and vest subject to the Company
achieving a 20-day VWAP of $0.015 share price or higher on or before the expiry date (24 months). Also subject to continued
employment for a minimum of six months after meeting of the milestone. For the year ended 30 June 2024 a total expense
of $46,785 was recognised.
●
The issue of 1,500,000 Class C Performance Rights under the Employee Share Option Plan with exercise price of A$Nil and
expiry date of 14 November 2025. The options were issued to the COO on 14 November 2023 and vest subject to the Company
achieving a 20-day VWAP of $0.020 share price or higher on or before the expiry date (24 months). Also subject to continued
employment for a minimum of six months after meeting of the milestone. For the year ended 30 June 2024 a total expense
of $70,177 was recognised.
●
The issue of 1,500,000 Class D Performance Rights under the Employee Share Option Plan with exercise price of A$Nil and
expiry date of 14 November 2025. The options were issued to the COO on 14 November 2023 and vest subject to the Company
publishing a positive PFS over Mt Sholl project with a >$200m NPV and >20%IRR. Subject to continued employment for a
minimum of six months after meeting of the milestone. For the year ended 30 June 2024, no amount has been recognised
relating to Class D performance rights due to uncertainty regarding the achievement of performance milestones as described
above.
●
The issue of 5,000,000 listed options with exercise price of $0.015 and expiry date of 30 November 2024 under the Consultancy
Agreement. The options were valued using the opening market option price of $0.025 on 9 November 2023, being the date
the Consultancy Agreement was executed. Accordingly an amount of $125,000 was recognised as share based payment.
●
The issue of 120,000,000 listed options with exercise price of $0.015 and expiry date of 30 November 2024 to the Joint Lead
Manager and Broker. The options were valued using the opening market option price of $0.022 on 22 September 2023, being
the date the Shareholders approved the issue. Accordingly an amount of $2,520,000 was recognised as capital raising fees
within issued capital (note 16)
Share based payments
30 June 2024
30 June 2023
$
$
Performance rights
163,747
-
Options
125,000
-
Capital raising costs
2,520,000
326,488
Total
2,808,247
326,488
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 18. Share-based payments (continued)
49
For the options granted during the current financial year, the valuation model inputs used to determine the fair value at the grant
date, are as follows:
Share price
Exercise
Expected
Dividend
Risk-free
Fair value
Grant date
Expiry date
at grant date
price
volatility
yield
interest rate
at grant date
14/11/2023
14/11/2025
$0.047
$0.000
100.00%
-
4.35%
$0.0468
14/11/2023
14/11/2025
$0.047
$0.000
100.00%
-
4.35%
$0.0468
14/11/2023
14/11/2025
$0.047
$0.000
100.00%
-
4.35%
$0.0468
14/11/2023
14/11/2025
$0.047
$0.000
100.00%
-
4.35%
$0.0470
During the year ended 30 June 2024, no performance rights were converted or cancelled.
As at 30 June 2024, the Company held 73,000,000 performance rights issued subject to the following vesting 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) 18,250,000 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
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.
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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 18. Share-based payments (continued)
50
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 19. 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.
Note 20. 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:
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 20. Financial instruments (continued)
51
Floating
interest rate
Non-interest
bearing
30 June 2024
Floating
interest rate
Non-interest
bearing
30 June 2023
$
$
$
$
$
$
Financial assets
- Within one year
Cash and cash equivalents
5,710,321
-
5,710,321
737,795
-
737,795
Other receivables
-
106,061
106,061
-
40,309
40,309
Total financial assets
5,710,321
106,061
5,816,382
737,795
40,309
778,108
Financial liabilities
- Within one year
Trade and other Payables
-
(889,848)
(889,848)
-
(363,582)
(363,582)
Other liabilities
-
-
-
-
(227,404)
(227,404)
-
(889,848)
(889,848)
-
(590,986)
(590,986)
Net financial assets
5,710,321
(783,787)
4,926,534
737,795
(550,677)
187,118
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 2024
+/-1% in interest rates
32,241
32,241
30 June 2023
+/-1% in interest rates
6,370
6,370
(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.
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
30 June 2024
30 June 2023
Cash and cash equivalents ($) - AA Rated
note 7
5,710,321
737,795
(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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 20. Financial instruments (continued)
52
30 June 2024
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
-
(889,848)
-
-
-
-
(889,848)
(889,848)
Other liabilities
-
-
-
-
-
-
-
-
(889,848)
-
-
-
-
(889,848)
(889,848)
30 June 2023
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
-
(363,582)
-
-
-
-
(363,582)
(363,582)
Other liabilities
-
(227,404)
-
-
-
-
(227,404)
(227,404)
(590,986)
-
-
-
-
(590,986)
(590,986)
(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.
(e) Financial arrangements
The Group had no other financial arrangements in place at 30 June 2024 (30 June 2023: 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.
30 June 2024
30 June 2023
Cash and cash equivalents
Foreign
Currency
Equivalent
AUD
Foreign
Currency
Equivalent
AUD
Serbian Dinar (RDS)
660,120
9,083
447,301
6,164
Bulgarian Lev (BGN)
173,110
142,212
145,866
120,352
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
53
Note 21. Fair value measurement
Accounting policy for fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value
is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the
absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they
act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use.
Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value,
are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
Note 22. Related party transactions
Subsidiaries
Interests in subsidiaries are set out in note 24.
(a) Key management personnel
Disclosures relating to key management personnel are set out in note 4 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 Expenses
Receivable/
(Payable)Bala
nce
Receivable/
(Payable)
Balance
30 June 2024
30 June 2023
30 June 2024
30 June 2023
$
$
$
$
Onyx Corporate Pty
Ltd
Company secretarial,
CFO and accounting
fees
Kyla Garic
136,000
27,750
(37,680)
(30,573)
Onyx Corporate Pty Ltd, a company of which Ms Kyla Garic is a director provided company secretarial, CFO and accounting services
to the Company. The value of these services, totalled to $136,000 (30 June 2023: $27,750).
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.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 23. Parent entity information (continued)
54
(a) Financial position of Raiden Resources Limited
30 June 2024
30 June 2023
$
$
Assets
Current assets
5,780,108
909,547
Non-Current assets
15,134,993
9,511,382
Total assets
20,915,101
10,420,929
Liabilities
Current liabilities
(1,595,300)
(586,197)
Total liabilities
(1,595,300)
(586,197)
Net assets
19,319,801
9,834,732
Shareholders Equity
Issued capital
56,497,987
45,186,271
Reserves
4,676,335
1,541,100
Accumulated losses
(41,854,521)
(36,892,639)
Shareholders Equity
19,319,801
9,834,732
(b) Financial Performance of Raiden Resources Limited
30 June 2024
30 June 2023
$
$
Loss for the year
(4,961,882)
(5,066,783)
Total comprehensive loss
(4,961,882)
(5,066,783)
(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 2024 (30
June 2023: Nil).
(d) Contingent assets and liabilities of Raiden Resources Limited
There were no known contingent assets and liabilities as at 30 June 2024 (30 June 2023: Nil).
(e) Commitments by Raiden Resources Limited
There were no known commitments as at 30 June 2024 (30 June 2023: 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
The subsidiaries listed below have share capital consisting solely of ordinary shares held directly by the Company. The proportion
of ownership interests held equals the voting rights held by the Company. Each subsidiary’s principal place of business is also its
country of incorporation. The subsidiaries management accounts used in the preparation of these financial statements have also
been prepared as at the same reporting date as the Group’s financial statements.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
Note 24. Controlled entities consolidated (continued)
55
Ownership interest
Principal place of business /
30 June 2024
30 June 2023
Controlled entities
Country of incorporation
%
%
Timok Resources Pty Ltd
Australia
100%
100%
Pilbara Gold Corporation Pty Ltd
Australia
100%
100%
Skarnore Resources d.o.o., Belgrade
Republic of Serbia
100%
100%
Kingstown Resources d.o.o, Belgrade
Republic of Serbia
100%
100%
Western Tethyan EOOD
Republic of Bulgaria
100%
100%
Zelenrok EOOD
Republic of Bulgaria
100%
100%
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiary with non-controlling
interests in accordance with the accounting policy described in note 1:
Parent
Non-controlling interest
Principal place of
business /
Ownership
interest
Ownership
interest
Ownership
interest
Ownership
interest
Country of
30 June 2024
30 June 2023
30 June 2024
30 June 2023
Name
incorporation
Principal activities
%
%
%
%
Vuzel Minerals EOOD Republic of Bulgaria Exploration
51%
51%
49%
49%
Note 25. Commitments
30 June 2024
30 June 2023
$
$
Exploration expenditure commitments
Within one year
655,446
980,053
Longer than one year and not longer than five years
1,025,680
1,348,600
Longer than five years
-
160,000
1,681,126
2,488,653
Note 26. Contingent liabilities
The Group has no known contingent liabilities as at 30 June 2024 (30 June 2023: Nil).
Note 27. Events subsequent to reporting date
Subsequent to balance date, Mr Sean Halpin was appointed as Chief Operating Officer, following resignation of Mr Warrick Clent.
No other matter or circumstance has arisen since 30 June 2024 that has significantly affected, or may significantly affect the
consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial
years.
Raiden Resources Limited
Notes to the consolidated financial statements
30 June 2024
56
Note 28. Cash flow information
Reconciliation of loss after income tax to net cash used in operating activities
30 June 2024
30 June 2023
$
$
Loss after income tax expense for the year
(3,662,424)
(5,695,299)
Adjustments for:
Depreciation and amortisation
12,058
4,849
Impairment of exploration and evaluation expenditure
282,914
2,799,237
Net fair value gain on other financial assets
-
(224,475)
Share-based payments
288,747
-
Foreign exchange loss
50,488
76,025
Change in operating assets and liabilities:
Decrease/ (increase) in trade and other receivables
(65,751)
10,842
Decrease/ (increase) in prepayments
4,146
7,708
Decrease/ (increase) in financial assets
-
(224,475)
(Decrease) increase in payables
367,743
202,402
(Decrease)/ increase in other liabilities
(227,404)
-
(Decrease)/ increase in advances from joint venture partners
6,824
-
(Decrease)/ increase in other provisions
(744)
11,083
Net cash used in operating activities
(2,943,403)
(3,032,103)
Credit Standby Facilities
The Group does not have any credit standby facilities.
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 16.
Raiden Resources Limited
Consolidated entity disclosure statement
30 June 2024
57
Place formed /
Ownership
interest
Entity name
Entity type
Country of incorporation
% Tax residency
Timok Resources Pty Ltd
Proprietary Limited
Australia
100.00% Australia
Pilbara Gold Corporation
Pty Ltd
Proprietary Limited
Australia
100.00% Australia
Skarnore Resources d.o.o.,
Belgrade
Limited Liability
Republic of Serbia
100.00% Republic of Serbia
Kingstown Resources d.o.o,
Belgrade
Limited Liability
Republic of Serbia
100.00% Republic of Serbia
Western Tethyan EOOD
Limited Liability
Republic of Bulgaria
100.00% Republic of Bulgaria
Zelenrok EOOD
Limited Liability
Republic of Bulgaria
100.00% Republic of Bulgaria
Vuzel Minerals EOOD
Limited Liability
Republic of Bulgaria
51.00% Republic of Bulgaria
Raiden Resources Limited
Directors' declaration
30 June 2024
58
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 2024 and of its performance for the financial year ended on that date;
●
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and
payable; and
●
the information disclosed in the attached consolidated entity disclosure statement is true and correct.
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
24 September 2024
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
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
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 2024, 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
material accounting policy information, the consolidated entity disclosure statement 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 2024 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 (including independence standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
We 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.
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.
Key Audit Matter
How our audit addressed this matter
Exploration and Evaluation Expenditure
Refer to Note 9 in the financial statements
The Group has capitalised exploration and
evaluation expenditure with a carrying value of
$15,457,055 as at 30 June 2024.
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 the basis on which that
expenditure is allocated to an area of interest;
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
any
indicators
of
impairment are present, and if so, judgments
applied
to
determine
and
quantify
any
impairment loss.
Our audit procedures included:
Assessing the Group’s accounting policy for
compliance with Australian Accounting Standards;
Assessing the Group’s right to tenure of each
relevant area of interest;
Agreeing on a sample basis, additions of capitalised
exploration
and
evaluation
expenditure
to
supporting documentation, including assessing
whether amounts are capital in nature and relate to
the relevant area of interest;
Assessing the amount of capitalised exploration and
evaluation expenditure written off during the year;
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.
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 2024 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:
a. the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
b. the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i.
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
ii.
the consolidated entity disclosure statement that is true and correct and is free of 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/admin/file/content102/c3/ar2_2020.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 2024.
In our opinion, the Remuneration Report of Raiden Resources Limited, for the year ended 30 June 2024, 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
ALASDAIR WHYTE
Perth, WA
Dated: 24 September 2024
Partner
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
63
CORPORATE GOVERNANCE STATEMENT
Introduction
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 2023 to 30 June 2024 (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 24 September 2024 and was approved by a resolution of the Board on the 24 September 2024.
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/
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
64
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:
(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.
Yes
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.
Recommendation 1.2
A listed entity should:
(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.
Yes
(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 Dale Ginn at the annual
general meeting on 21 November 2023.
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
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).
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.
Yes
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.
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
(c) disclose in relation to each reporting period:
(i) the measurable objectives set for that period
to achieve gender diversity;
No
The Company has a Diversity Policy, which is disclosed on the
Company's website. The Diversity Policy does not include
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.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
65
Recommendations
Comply Explanation
(ii) the entity’s progress towards achieving those
objectives; and
(iii) either:
(A)
the respective proportions of men and
women on the board, in senior
executive positions and across the
whole workforce (including how the
entity has defined “senior executive” for
these purposes); or
(B)
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.
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):
Male
Female
Total
Board of Raiden
3
1
4
Senior executives
1
-
1
Total
4
1
6
Recommendation 1.6
A listed entity should:
(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.
Yes
(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 or individual
Directors were completed 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 executives, Mr Dusko Ljubojevic and
Mr Warrick Clent. An executive review was completed for Mr
Ljubojevic and Mr Warrick Clent during the Reporting Period.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
66
Recommendations
Comply Explanation
Principle 2: Structure the board to add value
Recommendation 2.1
The board of a listed entity should:
(a) have a nomination committee which:
(i)
has at least three members, a majority of
whom are independent directors; and
(ii)
is chaired by an independent director,
and disclose:
(iii)
the charter of the committee;
(iv)
the members of the committee; and
(v)
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.
Yes
(a)
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.
(b)
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 it to discharge its duties and responsibilities
effectively:
(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 2024 Annual Report.
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
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.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
67
Recommendations
Comply Explanation
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
Yes
The board considered the independence of Directors with regards
to factors set out in Box 2.3 of the ASX Principle and
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
Length of Service
Mr Michael Davy
Non-Exec Chairman
7 years, 3 months2
Mr Dusko Ljubojevic
Managing Director
7 years, 6 months3
Mr Dale Ginn
Non-Exec Director
3 years, 4 months4
Ms Kyla Garic
Non-Executive Director
1 year, 6 months5
Recommendation 2.4
A majority of the board of a listed entity should be
independent directors.
No
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.
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.
Yes
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.
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
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.
2 At the date of this statement
3 At the date of this statement
4 At the date of this statement
5 At the date of this statement
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
68
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
values.
Yes
Raiden’s mission is to drive shareholder value by making world-
class discoveries, through ethical and safe exploration.
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.
Recommendation 3.2
A listed entity should:
(a) have a code of conduct for its directors, senior
executives and employees; and
(b) ensure that the board or a committee of the Board
is informed of any material breaches of that code
Yes
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.
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.
Yes
The Company’s Whistleblower Policy (which forms part of the
Company’s Corporate Governance Plan) is available on the
Company’s website.
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
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.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
69
Recommendations
Comply Explanation
Principle 4: Safeguard integrity in financial reporting
Recommendation 4.1
The board of a listed entity should:
(a) have an audit committee which:
(i)
has at least three members, all of whom are
non-executive directors and a majority of
whom are independent directors; and
(ii)
is chaired by an independent director, who
is not the chair of the board,
and disclose:
(iii)
the charter of the committee;
(iv)
the relevant qualifications and experience of
the members of the committee; and
(v)
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) if it does not have an audit committee, disclose that
fact
and
the
processes
it
employs
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.
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.
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
of the Company 2024 Annual Report.
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.
Yes
During the Reporting Period, 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.
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. The Company
ensure that all periodic corporate reports (quarterly cash flow
reports) are subject to robust preparation and review from
management and full board sign off prior to lodgement with ASX.
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.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
70
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.
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.
Recommendation 5.2
A listed entity should ensure that its board receives
copies of all material market announcements promptly
after they have been made.
Yes
The Board receives copies of all material market announcements
promptly after they have been released on the ASX.
Recommendation 5.3
A listed entity that gives a new and substantive investor
or analyst presentation should release a copy of the
presentation
materials
on
the
ASX
Market
Announcements Platform ahead of the presentation.
Yes
The Company announces all investor and analyst presentations on
the ASX Market Announcements Platform ahead of the
presentation date.
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.
Yes
Information about the Company and its governance practices are
available on its website:
https://raidenresources.com.au/corporate-governance/
Recommendation 6.2
A listed entity should design and implement an investor
relations program to facilitate effective two-way
communication with investors.
Yes
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.
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
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.
Communication to Shareholders is facilitated by the production of
the annual report, half-yearly report and announcement which all
are made available on the Company’s website. In addition, all
shareholders are encouraged to attend and participate in the
Annual General Meeting and use the opportunity to ask questions
during the meeting. The external auditor also attends the AGM and
is available to answer shareholder questions about the conduct of
the audit and the preparation and content of the auditor’s report.
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.
Yes
The Company ensures that all resolutions posed during
shareholder meetings are decided by poll rather than a show of
hands.
Recommendation 6.5
A listed entity should give security holders the option to
receive
communications
from,
and
send
communications to, the entity and its security registry
electronically.
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.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
71
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,
each of which:
(i)
has at least three members, a majority of
whom are independent directors; and
(ii)
is chaired by an independent director,
and disclose:
(iii)
the charter of the committee;
(iv)
the members of the committee; and
(v)
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.
Yes
The Company did not have a separate Risk Committee.
Refer to disclosure in relation to Recommendation 4.1 above.
Recommendation 7.2
The board or a committee of the board should:
(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.
Yes
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.
Recommendation 7.3
A listed entity should disclose:
(a) if it has an internal audit function, how the function
is structured and what role it performs; or
(b) 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.
Yes
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.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
72
Recommendations
Comply Explanation
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.
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.
Principle 8: Remunerate fairly and responsibly
Recommendation 8.1
The board of a listed entity should:
(a) have a remuneration committee which:
(i)
has at least three members, a majority of
whom are independent directors; and
(ii)
is chaired by an independent director,
and disclose:
(iii)
the charter of the committee;
(iv)
the members of the committee; and
(v)
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.
Yes
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 indicate the level and/or
composition of remuneration may require amendment to achieve
consistency with the revised circumstance.
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.
Yes
The Company’s Corporate Governance Plan requires the Board to
disclose its policies and practices regarding the remuneration of
Directors and senior executives. Details of the Company’s policies
and practices regarding the remuneration of non-executive
directors and the remuneration of executive directors and other
senior executives for the Reporting Period are set out in the
Company’s Remuneration Report of the Annual Report.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
73
Recommendations
Comply Explanation
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.
N/A
The Company does not have an equity-based remuneration policy
in place.
Raiden Resources Limited
Corporate Governance Statement
30 June 2024
74
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:
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:
Gaps in the collective skills of the Board are considered regularly by the full Board in its capacity as the Nomination and Remuneration Committee.
0%
25%
50%
75%
100%
Commercial Negotiation Skills
Capital Management
Mineral exploration and Mining Skills
Operations and Technical
Health and Safety
Percentage of Board Competent in Skill Area
Skill Area
INDUSTRY SKILLS
0%
25%
50%
75%
100%
Strategic expertise
Director duties and responsibilities
Risk and compliance oversight
Corporate Governance
Executive management
Commercial experience
Accounting and finance
Information technology strategy and governance
Legal
Percentage of Board Competent in Skill Area
Skill Area
PROFESSIONAL DIRECTOR SKILLS
Raiden Resources Limited
Additional Shareholder Information
As at 30 June 2024
75
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 18 September 2024.
Ordinary Share Capital
2,783,243,912 fully paid ordinary shares are held by 6,138 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: Listed Options do not carry any voting rights.
•
Performance Rights: Performance Rights do not carry any voting rights.
Twenty Largest Shareholders
Rank
Name
Holding
%
1
8 EQUITY PTY LTD
83,850,000
3.01%
2
MR DONALD KIMBERLEY NORTH
62,723,982
2.25%
3
CITICORP NOMINEES PTY LIMITED
53,159,438
1.91%
4
BNP PARIBAS NOMS PTY LTD
51,855,594
1.86%
5
KITARA INVESTMENTS PTY LTD
50,200,000
1.80%
6
MR NEIL JAMES WADDINGTON
50,000,000
1.80%
7
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
48,145,547
1.73%
8
34 SOUTH ADVISORY LIMITED
41,006,867
1.47%
9
WELCOME EXPLORATION PTY LTD
40,965,208
1.47%
10
BNP PARIBAS NOMINEES PTY LTD
33,825,422
1.22%
11
DAVY CORP PTY LTD
30,023,215
1.07%
12
MR KEVIN GRANT CECIL HART
25,840,000
0.93%
13
MR MARTIN JOACHIM PAWLITSCHEK
22,978,846
0.83%
14
MR CAMERON COOPER
20,971,469
0.75%
15
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
18,678,854
0.67%
16
MR RODNEY WILLIAM PRIMROSE
18,070,010
0.65%
17
MR SERGEY FOMINYKH
15,000,000
0.54%
18
FINCLEAR SERVICES PTY LTD
14,113,365
0.51%
19
DC & PC HOLDINGS PTY LTD
13,800,000
0.50%
20
SHARESIES AUSTRALIA NOMINEE PTY LIMITED
13,788,001
0.50%
Total top 20
708,995,818
25.46%
Others
2,074,248,094
74.54%
Total Ordinary Shares on Issue
2,289,359,839
100.00%
Substantial Shareholders
There are no substantial shareholders as at 18 September 2024 are set out below.
Distribution of shares
A distribution schedule of the number of holders of shares is set out below.
Fully Paid Ordinary Shares
Range
No. Holders
Total Units
%
1 - 1,000
107
24,447
0.00%
1,001 - 5,000
35
85,579
0.00%
5,001 - 10,000
150
1,273,471
0.05%
10,001 - 100,000
2,755
130,510,654
4.69%
100,001 and over
2,610
2,651,349,761
95.26%
Raiden Resources Limited
Additional Shareholder Information
As at 30 June 2024
76
Total
5,657
2,783,243,912
100.00%
Restricted Securities
As at 18 September 2024 there 40,000,000 ordinary fully paid shares escrowed until 15 November 2024.
Listed Options
As at 18 September 2024 there were 412,736,195 listed options expiring on 30 November 2024 @ $0.015.
Twenty Largest Option Holders
Rank
Name
Holding
%
1
KITARA INVESTMENTS PTY LTD
34,801,815
8.43%
2
DC & PC HOLDINGS PTY LTD
12,756,500
3.09%
3
MR AARON HOLT
11,852,500
2.87%
4
FRAZEL PTY LIMITED
11,000,000
2.67%
4
MR DAVID RICHARD HORN
11,000,000
2.67%
5
MR BENJAMIN JOHN HIPKIN
8,650,000
2.10%
6
MR PAUL ANTONY STONEHAM
8,500,000
2.06%
7
MR RAYMOND CHARLES MASSING
8,000,000
1.94%
8
FINEPOINT HOLDINGS PTY LTD
7,328,572
1.78%
9
THE SUHR ESTATE SMSF PTY LTD
7,124,416
1.73%
10
MR TONI SINOZIC & MRS ANKA SINOZIC
7,000,000
1.70%
11
MR DENTON PULMANO & MRS VIOLETA PULMANO
6,947,500
1.68%
12
MR CAMERON COOPER
6,827,536
1.65%
13
MR DARRIN TREVOR JOHNSON
6,100,000
1.48%
14
GEEAI INVESTMENTS PTY LIMITED
6,000,000
1.45%
15
MR CAMPBELL COLQUHOUN
5,353,564
1.30%
16
MR ANTHONY SEAN JONES & MRS MELONA JONES
5,280,000
1.28%
17
MR JASON ERIC CARTMELL
5,201,269
1.26%
18
GEONOMICS AUSTRALIA PTY LTD
5,000,000
1.21%
19
MR MARTIN JOACHIM PAWLITSCHEK
4,700,000
1.14%
Total
183,424,036
44.44%
Others
229,312,159
55.56%
Total Listed Options on Issue
412,736,195
100.00%
Distribution of listed options
A distribution schedule of the number of holders of listed options expiring 30 November 2024 @ $0.015 is set out below.
Listed Options
Range
No. Holders
Total Units
%
1 - 1,000
7
1,559
0.00%
1,001 - 5,000
13
45,702
0.01%
5,001 - 10,000
12
90,750
0.02%
10,001 - 100,000
128
7,187,819
1.74%
100,001 and over
315
405,410,365
98.23%
Total
475
412,736,195
100.00%
Unmarketable Parcels
There were 590 shareholders with less than marketable parcels totalling 5,307,513 shares based on the share price of $0.033 as at close of
business 18 September 2024.
On-market Buy Back
There is currently no on-market buy-back program.
Raiden Resources Limited
Additional Shareholder Information
As at 30 June 2024
77
Unquoted Securities
As at 18 September 2024 the following unquoted securities are on issue:
Number on Issue
Number of holders
Tranche 4 Performance Rights
18,250,000
5
Holders with more than 20%
Holder Name
Holding
% IC
34 SOUTH ADVISORY LIMITED
6,250,000
34.25%
DAVY CORP PTY LTD
4,250,000
23.29%
Number on Issue
Number of holders
Performance Rights, expiring on 14 November 2025
1,500,000
1
Holders with more than 20%
Holder Name
Holding
% IC
MR WARRICK JAMES CLENT
1,500,000
100%
Raiden Resources Limited
Additional Shareholder Information
As at 30 June 2024
78
Schedule of Tenements
Mining tenement interests held:
Tenement reference and location
Location
Nature
Status
Interest
Donje Nevlje 310-02-1547/2015-02
Serbia
Direct
Granted
100%
Zapadni Majdanpek 310-02-1096/2016-02
Serbia
Direct
Granted
100%
Majdanpek Pojas - 310-02-1999 /2020-02
Serbia
Direct
Application - pending 100%
Zlatusha (Bulgaria) – Licence No. 486
Bulgaria
Direct
Granted
100%
BG1 (Bulgaria) – Permit No.527
Bulgaria
Direct
Granted
100%
Mt Sholl (E47/4309)
Western Australia Direct
Granted
100%
Mt Sholl (E47/3468)
Western Australia Direct
Granted
100%
Mt Sholl (P47/2024)
Western Australia Direct
Granted
100%
Mt Sholl (E47/3181)
Western Australia Direct
Granted
100%
Mt Sholl (E47/3339)
Western Australia Direct
Granted
100%
Mt Sholl (MLA/1651)
Western Australia Direct
Application – pending 100%
Mt Sholl (P47/1787)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1788)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1789)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1790)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1791)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1792)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1793)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1794)
Western Australia Direct
Granted
100%
Mt Sholl (P47/1795)
Western Australia Direct
Granted
100%
Yandicoogina (M45/115)*
Western Australia Direct
Granted
100%
Yandicoogina (M45/987)*
Western Australia Direct
Granted
100%
Arrow (E47/3476)
Western Australia Direct
Granted
100%
Arrow (E47/3478)
Western Australia Direct
Granted
100%
Pyramid (E47/4300)
Western Australia Direct
Granted
100%
Welcome (E47/3849)
Western Australia Direct
Granted
100%
Welcome (E47/4061)
Western Australia Direct
Granted
100%
Welcome (E47/4063)
Western Australia Direct
Granted
100%
Tabba Tabba (E45/6701)
Western Australia Direct
Application - pending 100%
Pyramid (E47/4307)
Western Australia Direct
Application - pending 100%
Welcome (E47/4062)
Western Australia Direct
Granted
80%
Welcome (P47/2028)
Western Australia Direct
Application - pending 80%
Andover (E47/4603)
Western Australia Direct
Application - pending 100%
Andover (E47/5038)
Western Australia Direct
Application - pending 100%
* Tenements have been sold, in process of transferring.
Beneficial percentage interests held in farm-in or farm-out agreements:
Tenement reference and location
Location
Nature
Status
Interest
Vuzela (Bulgaria) – Licence No. 522
Bulgaria
Joint Venture
Granted
51%
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 year the Company held 51% interest in Vuzel Minerals EOOD, which holds the Vuzel licence.