ANNUAL REPORT 2023
RESOURCE MINING
CORPORATION LIMITED
ABN 97 008 045 083
TABLE OF CONTENTS
Corporate Directory ...................................................................................................................................... 1
Chairman’s Letter ......................................................................................................................................... 2
Directors’ Report ........................................................................................................................................... 3
Financial Statements .................................................................................................................................. 22
Notes to the Consolidated Financial Statements ....................................................................................... 26
Directors’ Declaration ................................................................................................................................. 50
Independent Auditor’s Report to the Members........................................................................................... 51
Independent Auditor’s Independence Declaration ..................................................................................... 56
Additional Information ................................................................................................................................. 57
RMC ANNUAL REPORT 2023
CORPORATE DIRECTORY
ABN
Directors
97 008 045 083
Asimwe Kabunga (Executive Chairman and Executive Director)
Trevor Matthews (Non-Executive Director)
David Round (Non-Executive Director)
Noel O’Brien (Non-Executive Director)
Company Secretary
Kellie Davis
Registered Office
Principal Place of Business
Share Registry
Auditor
Bankers
Securities Exchange Listing
Level 5
191 St. Georges Terrace
PERTH, WESTERN AUSTRALIA 6000
Level 5
191 St. Georges Terrace
PERTH, WESTERN AUSTRALIA 6000
Telephone: +61 2 8072 1400
Website: www.resmin.com.au
Computershare Investor Services Pty Ltd
Level 17, 221 St Georges Terrace
PERTH, WESTERN AUSTRALIA 6000
Telephone
Within Australia: 1300 850 505
Outside Australia: +61 3 9415 4000
www.investorcentre.com/contact
BDO Audit (WA) Pty Ltd
Level 9
Mia Yellagonga Tower 2
5 Spring Street
PERTH, WESTERN AUSTRALIA 6000
Telephone: +61 8 6382 4600
Facsimile: +61 8 6382 4601
Westpac Bank
116 James Street
NORTHBRIDGE, WESTERN AUSTRALIA 6000
Resource Mining Corporation Limited shares
are listed on the Australian Securities Exchange
(Home Exchange – Perth)
ASX Code: Shares RMI
RMC ANNUAL REPORT 2023
1
CHAIRMAN’S LETTER
Dear Shareholders,
On behalf of the Board of Directors, it is a pleasure to present Resource Mining Corporation Limited’s Annual Report
for the year ended 30 June 2023.
This has been another transformative year for the company, with the acquisition of two large project portfolios. The first
expanding our footprint in Tanzania, the second representing a ground-breaking move into Finland. Both portfolios
contain numerous prospective tenements, each of which could become a company-maker in their own right.
The acquisition of Massive Nickel Pty Ltd (MNPL) brought a portfolio of five Nickel Projects, Kabanga North,
Kapalagulu, Liparamba, Kitai, and Mbinga, encompassing a total of 1,415km2 within the Kabanga-Musongati-
Kapalagulu trend. This strategic move opened doors to new prospects, facilitated by the Tanzanian Ministry of Minerals’
Mining Commission awarding us four exploration permits.
The Liparamba Nickel Sulphide Project was the ‘low hanging fruit’ in the MNPL portfolio. Previous groundwork laid by
Albidon and BHP revealed promising drill-ready targets overlying highly prospective geology. Audio-magnetotellurics
(AMT) delivered data that was concurred with the BHP datasets, while identifying four new targets along Liparamba’s
Southern Corridor. Initial RC drilling proved exceptionally promising, and we upgraded the program to a twelve-hole
diamond drill program which is currently underway.
Our second acquisition this year, brought us three projects in Finland: the Kola Lithium Project in Central Finland, the
Hirvikallio Lithium Project in Southern Finland, and the Ruossakero Nickel Project in Northern Finland. While not well
known to some Australian investors, Finland stands as the leading European nickel producer, prominent figure in the
lithium sector, and ranks within the top 10 mining jurisdictions in the Fraser Institute's review.
The convergence of electric vehicle-driven lithium demand and the drive for eco-friendly supply chains underscores a
golden opportunity for nations catering to the European LIB cell and car manufacturing sector. Our subsequent
invitation into the European Raw Materials Alliance (ERMA) has only bolstered our position.
At Kola, Skapto Consulting unveiled nine high-priority lithium exploration targets. Mapping and sampling yielded
numerous high-grade lithium samples. Notably, glacial transportation processes have moved boulders, and the Finnish
Geological Service suggests the source of spodumene-containing boulders is in the northern expanse of our Kola
Lithium project permit, which abuts the vast, high-grade Keliber lithium project.
We are also excited about the Hirvikallio project, which has a historical 15.5 m long hole of pegmatite that including 5m
@ 2.31% Li2O and 3m @ 2.28% Li2O. Groundwork delivered high-grade samples, and we are planning further
exploration here shortly.
As well as these two Finnish lithium projects, we have the Ruossakero nickel project. Soon after acquisition, we were
able to announce a respectable JORC nickel resource of 42.1Mt @ 0.40%Ni from Ruossakero, laying the foundations
for further exploration in the year to come.
We thank investors for their ongoing support, and look forward to progressing each of these exciting and prospective
projects to create value for investors over the coming 12 months.
Yours sincerely
Asimwe Kabunga
Executive Chairman
RMC ANNUAL REPORT 2023
2
DIRECTORS’ REPORT
Your Directors present their report for the financial year ended 30 June 2023.
DIRECTORS
The following persons were Directors of Resource Mining Corporation Limited during the whole of the financial year
and up to the date of this report, unless otherwise stated:
Asimwe Kabunga
Trevor Matthews
David Round
Noel O’Brien
Chairman and Director (Executive)
Director (Non-Executive)
Director (Non-Executive)
Technical Director (Non-Executive)
PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was mineral exploration in Tanzania and Finland.
Summary of Financial Position, Asset Transactions and Corporate Activities
A summary of key financial indicators for the Group, with prior period comparison, is set out in the following table:
Cash and cash equivalents held at year end
Net profit/(loss) for the year after tax
Included in profit/loss for the year:
Share-based payments
Finance costs – implicit interest on fair value adjustment of loans
Exploration expenditure and impairment
Basic earnings/(loss) per share (cents) from continuing operations
Net cash (used in) operating activities
Net cash (used in) investing activities
Net cash from financing activities
During the year:
Year
30 June 2023
$
857,694
(11,341,342)
Year
30 June 2022
$
1,728,598
2,913,126
(2,225,242)
-
(6,695,352)
(2.26)
(2,538,368)
(523,019)
2,271,476
-
(319,174)
(574,324)
0.82
(555,420)
(34,321)
2,282,659
•
•
•
•
On 29 September 2022, the Company obtained shareholder approval to acquire 100% of the issued capital of
Massive Nickel Pty Ltd which indirectly holds a quality portfolio of Tanzanian nickel exploration assets. MNPL
holds 99% of the issued capital of Massive Nickel Tanzania Limited (MNTL). MNTL holds a 100% interest in
prospecting licences that are granted or in application, that complement the Company’s existing Kabulanywele
Nickel Project. Consideration for the acquisition will be the issue of 75 million RMI shares and the grant of a net
smelter return royalty.
On 5 October 2022, the Company issued 10,470,742 shares and 2,094,148 options to Kabunga Holdings Pty Ltd
(KHPL) by way of repayment of an amount of $649,186 owing to KHPL, a company controlled by Executive
Chairman, Asimwe Kabunga. This was approved by shareholders at the General Meeting held on 29 September
2022.
On 6 October 2022, the Company issued 5,000,000 Performance Rights to each of the Non-Executive Directors,
and 20,000,000 Performance Rights to the Executive Chairman, as approved by shareholders at the General
Meeting held on 29 September 2022.
On 26 October 2022, the Company completed a $2.427 million capital raising, before costs, to support exploration
activities at the Company’s Massive Nickel project portfolio in Tanzania, as well as for general working capital.
The Company issued 22,063,633 fully paid ordinary shares at $0.11 per share, and 11,031,813 unlisted options
expiring on 26 October 2025 with an exercise price of $0.15, to sophisticated investors.
RMC ANNUAL REPORT 2023
3
DIRECTORS’ REPORT
REVIEW OF OPERATIONS
Kabulanywele Nickel Project
The Company started the financial year focused on the Kabulwanyele Project, located in the Mpanda District of
Tanzania, approximately 35km from the eastern shore of Lake Tanganyika, with the area forming part of the western
limb of the East African Rift systems.
Following a sampling program that delivered highly encouraging nickel and cobalt results coincident with a historically
mapped nickel laterite. A maiden RC drilling program comprised 19 holes for a total of 799m. A gravity survey was
completed to determine the size and characteristics of the deeply buried mafic-ulframafic inlier that has been weathered
to form the identified nickel laterite anomalies.
Tanzanian nickel portfolio strengthened through acquisition
During the year, the Company significantly bolstered its Tanzanian nickel portfolio, adding to its existing holding of
Kabulwanyele with of a portfolio of five Nickel Projects, Kabanga North, Kapalagulu, Liparamba, Kitai and Mbinga.
Figure 1: Location of Liparamba Nickel Project and RMC’s other Tanzanian projects
These came via the acquisition of the Massive Nickel Pty Ltd (MNPL) totaling 1,415km2 within the prolific Kabanga-
Musongati-Kapalagulu trend and presents a significant new opportunity for the Company. Tanzania’s Ministry of
Minerals’ Mining Commission subsequently awarded four exploration permits to the Company covering key prospects.
Liparamba Nickel Sulphide Project
Liparamba was prioritised as the most prospective of our Tanzanian projects, given previous work carried out by
Albidon and BHP indicated significant, high quality, drill-ready targets over very prospective geology. The Company
RMC ANNUAL REPORT 2023
4
DIRECTORS’ REPORT
used the geophysical tool of Audio-magnetotellurics (AMT), which has proven effective for nickel mineralisation. The
results show a strong correlation with the BHP dataset, with the AMT data providing more granularity.
Figure 2: A: VTEM data overlain by AMT profiles and stations; B: AMT resistivity data
The AMT results at Liparamba Nickel Project have not only confirmed the nickel sulphide exploration targets previously
identified by BHP/Albidon, but in addition have also identified 4 new targets along Liparamba’s Southern Corridor.
These results, along with supporting data such as sulphides present in chip samples, and historic BHP/Albidon soil
geochemistry survey results, were used to determine the initial location for a 12-hole Reverse Circulation (RC) program,
with average depths of 150m.
Figure 3: The Southern Corridor of the Liparamba Nickel Project
The first RC hole intersected disseminated sulphides from 38m to 120m (end of hole). All fresh gabbro and a remnant
boulder at 38m down hole contained disseminated sulphides as a trace occurrence (<1%) – the sulphides were noted
to be magnetic in form.
RMC ANNUAL REPORT 2023
5
DIRECTORS’ REPORT
This highly encouraging initial finding has led the Company to upgrade the RC program to a twelve-hole diamond drill
program along the southern corridor of the Liparamba Nickel Project.
The program is concentrating on the coincidental anomalies from the AMT and AEM data, as well as recent geological
field surveys and older soil surveys. This program commenced post year-end and has already achieved its initial
objective of identifying disseminated sulphides.
Figure 4: Diamond drillhole core showing mafic rock at Liparamba
Acquisition of Lithium and Nickel Tenements in Finland
The Company also announced a transformative deal with the acquisition of Element92 Pte Ltd, the ultimate owner of
three Finnish projects: the Ruossakero Nickel Project in Northern Finland, the Kola Lithium Project in Central Finland,
and the Hirvikallio Lithium Project in Southern Finland. These are notated in red on the map below, along with notations
for other projects, active mines, refineries, and battery factories.
The consideration for the acquisition was 40 million fully paid RMC ordinary shares to be paid to the vendor in two
tranches, being 30,000,000 RMI Shares on the conversion of the first Exploration Reservation to Exploration Licence,
and 10,000,000 RMI Shares on the date that is three months after and subject to shareholder approval. The 40,000,000
shares remain in escrow after the reporting date until such a time a license is granted in the Finnish region.
RMC ANNUAL REPORT 2023
6
DIRECTORS’ REPORT
Figure 5: Map of target projects
Finland has a strong global reputation as a mining jurisdiction and ranks among the top 10 jurisdictions as rated per
the globally regarded Fraser Institute’s latest review. The country is already the largest European producer of nickel
and is a major producer and developer in the lithium sector.
The confluence of EV-driven, fast-growing lithium demand, and the push for reliable supply chains with a low carbon
footprint, has created a vast opportunity for nations that are able to supply the European LIB cell manufacturing and
car manufacturing sector.
Resource Mining was admitted to the European Raw Materials Alliance (ERMA), which is focused on strengthening
European regional supply chains for the ultimate production of batteries, fuel cells and rare earth magnets.
Finland project 1: Kola
The Kola project area lies 40km southeast of the major industrial centre of Kokkola. The prospective Kaustinen area
is part of the Paleoproterozoic Pohjanmaa Schist belt, which is a large (350 x 70km) arc-shaped structure formed
between the Central Finland granite and the Vaasa Migmatite complexes.
RMC ANNUAL REPORT 2023
7
DIRECTORS’ REPORT
Figure 2: Generated Targets and geological and geophysical data at Kola
Desktop work by Skapto Consulting identified 9 high-priority lithium exploration target areas in the Kola Lithium project
reservation area. Six of the target areas were mapped and sampled. High-grade lithium samples (up to 2.4% Li2O1)
from pegmatite boulders were recovered from these target areas. Boulders in this region are generally moved by glacial
transportation processes. Research by the Finnish Geological Service indicates that this movement has a maximum of
1.5km to 2km in an SSE direction from the pegmatitic source.
Field work started during toward the end of the financial year focused on systematic sampling of pegmatite boulders in
the areas where Li-containing pegmatite boulders were previously identified and delivered very encouraging indications
of the presence of Lithium-bearing pegmatites in the Kola Lithium project, including Lithium-bearing pegmatite boulders.
Figure 5: Large pegmatite boulders identified during fieldwork at Kola
1 Refer to ASX announcement dated 22 May 2023
RMC ANNUAL REPORT 2023
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DIRECTORS’ REPORT
The view that the boulders were moved a short distance by glacial processes means that the source(s) of the
spodumene containing boulders is (are) likely located in the Northern part of RMC’s Kola Lithium project permit. This
opens up the potential for the presence of lithium-bearing pegmatites over a 6km corridor on trend with lithium
resources declared by Sibanye-Stillwater’s Keliber project.
GeoBlast OY of Finland has complete a Ground Penetrating Survey (GPR-survey) over the pegmatite boulder fields
in the Kola Lithium Project tenement to test this theory further.
Figure 6: New 2023 sampling location in the Kola Lithium Project area
Following these encouraging results, two exploration permits have been applied for, with drilling planned to start as
soon as the permits are granted.
Finland project 2: Hirvikallio
The Hirvikallio project is situated in the Somero-Tammela area, Southern Finland with the Finnish Geological Survey
GTK considering it one of the most promising lithium pegmatite provinces in Finland. The Somero-Tammela area is in
the Häme volcanic belt that comprises volcanic rocks intercalated with minor greywackes and metamorphosed clay-
rich sediments units which have been intruded by plutonic rocks and late-tectonic K-granites with associated
pegmatite dykes.
The acquired Hirvikallio data assisted the identification, during the site visit, of the location of historical drill hole M52-
TAM-58-00, which cuts 15.5 m (apparent width) of pegmatite, including 5m @ 2.31% Li2O and 3m @ 2.28%
Li2O.
RMC ANNUAL REPORT 2023
9
DIRECTORS’ REPORT
Figure 7: Drill hole M202458R1 with Li2O grades of the intersected pegmatite
Our field observations show that the non-zoned LCT-pegmatite vein at Hirvikallio contains spodumene and greyish
petalite, is roughly 5 to 25m wide, and continues along strike for at least 120m. The depth extension is not known.
Geological review and field survey of the Hirvikallio reservation notification completed by Skapto Consulting during
the financial year provided an insight into the areas of known Li mineralisation and areas of potential Li
mineralisation, through the mapping and assaying of in situ and transported pegmatite samples which outcrop in the
reservation.
In situ rock chip samples returned assays of 3.9% Li2O, replicating extraordinary Li grade noted within the historic
drilling at Hirvikallio with numerous other pegmatites within the reservation containing anomalous Li values.
RMC ANNUAL REPORT 2023
10
DIRECTORS’ REPORT
Figure 8: Anomalous high-grade Li samples within the Hirvikallio project area
Finland project 3: Ruossakero Nickel project
The most northern of the project areas, Ruossakero, is located 160km north of the resort town of Kittala and is
situated in the northwestern edge of Finland, near the Swedish border.
Figure 9: Anomalous Ni-Cu samples within the Ruossakero project area.
RMC ANNUAL REPORT 2023
11
DIRECTORS’ REPORT
Following the acquisition of the asset, we were pleased to announce that a review and re-estimation of the
Ruossakero deposit, completed by Snowden Optiro (SO), defined a MRE in accordance with the JORC Code (2012)
reporting guidelines of 42.1Mt @ 0.40% Ni (at Ni cut-off 0.30%Ni), and 0.005%Cu, 0.016%Co, 0.554%S. (Refer to
ASX announcement dated 28 February 2023 for further information).
This resource represents a significant resource and provides a strong foundation on which to grow something larger.
Its location with Finland is ideal, given the nation is Europe’s largest producer of nickel and is positioning itself as a
key provider to the European battery metals supply chain.
Figure 10: Oblique view, looking NW of the two serpentinite bodies with the Ni mineralisation wireframes
The MRE is within two distinct serpentinite bodies (see Figure 10 above), each hosting four separate nickel
mineralised zones, with an average thickness of 10 m. There are additional zones of low-grade mineralisation up to
100 m in width. Mineralisation has been drilled to a depth of 300 m.
The Finnish acquisition provides the Company with certainty that it will acquire E92 Singapore, and by extension the
Finnish Target Projects, on completion of the transaction, but will only issue the Consideration Shares to the Vendor
upon the Exploration Reservations successfully being converted into Exploration Licences.
RMC ANNUAL REPORT 2023
12
DIRECTORS’ REPORT
MATERIAL BUSINESS RISKS
The Board of Directors review the key risks associated with conducting exploration and evaluation activities in Tanzania
and Finland and the steps to manage those risks. The following is a list of risks which the Directors believe are or
potentially will be material to the consolidated entity’s business, however, this is not a complete list of all risks that
the consolidated entity is or may be subject to.
Exploration
The mineral exploration licences comprising the Projects are at various stages of exploration, and potential investors
should understand that mineral exploration and development are high-risk undertakings.
There can be no assurance that future exploration of these licences, or any other mineral licences that may be acquired
in the future, will result in the discovery of an economic resource. Even if an apparently viable resource is identified,
there is no guarantee that it can be economically exploited.
The future exploration activities of the Company may be affected by a range of factors including geological conditions,
limitations on activities due to seasonal weather patterns or adverse weather conditions, unanticipated operational and
technical difficulties, difficulties in commissioning and operating plant and equipment, mechanical failure or plant
breakdown, unanticipated metallurgical problems which may affect extraction costs, industrial and environmental
accidents, industrial disputes, unexpected shortages and increases in the costs of consumables, spare parts, plant,
equipment and staff, changing government regulations and many other factors beyond the control of the Company.
The success of the Company will also depend upon the Company being able to maintain title to the mineral exploration
licences comprising the Projects and obtaining all required approvals for their contemplated activities. In the event that
exploration programmes prove to be unsuccessful this could lead to a diminution in the value of the Projects, a reduction
in the cash reserves of the Company and possible relinquishment of one or more of the mineral exploration licences
comprising the Projects.
Tenure, Access and Grant of Applications
Mining and exploration tenements are subject to periodic renewal. The renewal of the term of granted tenements is
subject to compliance with the applicable mining legislation and regulations and the discretion of the relevant mining
authority. Renewal conditions may include increased expenditure and work commitments or compulsory relinquishment
of areas of the tenements. The imposition of new conditions or the inability to meet those conditions may adversely
affect the operations, financial position and/or performance of the Company.
The Company considers the likelihood of tenure forfeiture to be low given the laws and regulations governing
exploration in Tanzania and Finland and the ongoing expenditure budgeted for by the Company. However, the
consequence of forfeiture or involuntary surrender of a granted tenements for reasons beyond the control of the
Company could be significant.
Future Funding Risk
Continued exploration and evaluation is dependent on the Company being able to secure future funding from equity
markets. The Company will need to undertake equity/debt raisings for continued exploration and evaluation. There can
be no assurance that such funding will be available on satisfactory terms or at all at the relevant time. Any inability to
obtain sufficient financing for the Group’s activities and future projects may result in the delay or cancellation of certain
activities or projects, which would likely adversely affect the potential growth of the Group.
Unforeseen Expenditure Risks
Exploration and evaluation expenditures and development expenditures may increase significantly above existing
projected costs. Although the Group is not currently aware of any such additional expenditure requirements, if such
expenditure is subsequently incurred, this may adversely affect the expenditure proposals of the Group and its
proposed business plans.
Environmental, Weather & Climate Change
The highest priority climate related risks include reduced water availability, extreme weather events, changes to
legislation and regulation, reputational risk, and technological and market changes. Mining and exploration activities
have inherent risks and liabilities associated with safety and damage to the environment, including the disposal of waste
products occurring as a result of mineral exploration and production, giving rise to potentially substantial costs for
environmental rehabilitation, damage control and losses. Delays in obtaining approvals of additional remediation costs
could affect profitable development of resources.
Cyber Security and IT
The Group relies on IT infrastructure and systems and the efficient and uninterrupted operation of core technologies.
Systems and operations could be exposed to damage or interruption from system failures, computer viruses, cyber-
attacks, power or telecommunication provider’s failure or human error.
RMC ANNUAL REPORT 2023
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DIRECTORS’ REPORT
PARTICULARS OF DIRECTORS AND COMPANY SECRETARY
Asimwe Kabunga
Chairman and Director (Executive)
Qualifications: Bachelor of Science, Mathematics and Physics
Term: Executive Director since 9 May 2022 and Executive Chairman since 16 June 2022
Experience: Mr Kabunga is a Tanzanian-born Australian entrepreneur with extensive technical and commercial
experience in Tanzania, Australia, the United Kingdom and the United States. Mr Kabunga has extensive experience
in the mining industry, logistics, land access, tenure negotiation and acquisition, as well as a developer of technology
businesses. Mr Kabunga has been instrumental in establishing the Tanzanian Community of Western Australia Inc.,
and served as its first President. He was also a founding member of Rafiki Surgical Missions and Safina Foundation,
both NGO’s dedicated to helping children in Tanzania.
Interest in Shares, Options and Performance Rights in Resource Mining Corporation Limited: 123,932,678 ordinary
shares held directly and 15,200,000 ordinary shares held by related parties. 2,094,148 unlisted options held directly,
exercisable at $0.008 per share and expiring 20 May 2025. 20,000,000 Performance Rights held directly expiring 31
December 2024.
Special Responsibilities: Mr Kabunga is Executive Chairman and Director.
Directorships held in other listed entities current or last 3 years: Current Non-Executive Chairman of Volt Resources
Limited, Executive Chairman of Lindian Resources Limited and Executive Chairman of Auking Mining Limited.
Trevor Matthews
Director (Non-Executive)
Qualifications: Bachelor of Commerce, Post-Graduate Diploma in Applied Finance and Investment
Term: Director since 22 November 2021
Experience: Mr Matthews has an accounting and finance background with 35 years’ experience in the resources
industry including roles with North and WMC Resources in executive-level positions and most recently he was
Managing Director/CEO of ASX-listed Volt Resources Limited for a six-year term. Previously he held the role of
Managing Director at MZI Resources (2012-16), advancing the $110 million Keysbrook mineral sands project from
feasibility study stage through to production, and Murchison Metals (2005-12), developing an operating iron ore mine
and associated logistics infrastructure in WA’s Midwest as part of a larger JV with Mitsubishi Corporation to develop a
large-scale iron ore mine and the multi-user Oakajee Port and Rail infrastructure project.
Consequently, he has extensive executive management experience of
feasibility studies, project
planning/development, coordination and leveraging capital markets effectively to secure the appropriate mix of
debt/equity funding, to successfully complete a mining project.
Interest in Shares, Options and Performance Rights in Resource Mining Corporation Limited: 5,000,000 Performance
Rights held directly expiring 31 December 2024.
Special Responsibilities: Mr Matthews is an Non-Executive Director.
Directorships held in other listed entities current or last 3 years: Former Managing Director for Volt Resources Limited,
and current Executive Chairman of Victory Goldfields Limited.
David Round
Director (Non-Executive)
Qualifications: Chartered Accountant, MBA
Term: Director since 23 March 2022
Experience: Mr Round is an experienced finance professional with nickel and graphite operational experience within
Africa and internationally. He is a qualified accountant and holder of an MBA and is currently an Executive Director of
Evion Group (Formerly BlackEarth Minerals NL) and previously Head of Finance, Sales and Marketing at Australian
graphite producer, Bass Metals Ltd where he led a large team in the development of a successful mine operation with
supplies of critical minerals worldwide. Prior roles held by Mr. Round include CFO of Nickel producer, Albidon Ltd, and
Ironbark Zinc Ltd and formerly a senior executive at Ernst & Young and KPMG (London)
Interest in Shares, Options and Performance Rights in Resource Mining Corporation Limited: 5,000,000 Performance
Rights held directly expiring 31 December 2024.
RMC ANNUAL REPORT 2023
14
DIRECTORS’ REPORT
Special Responsibilities: Mr Round is a Non-Executive Director.
Directorships held in other listed entities current or last 3 years: Current Executive Director of Evion Group.
Noel O’Brien
Technical Director (Non-Executive)
Qualifications: Bachelor’s degree in Metallurgical Engineering from the University of Melbourne, an MBA from the
University of the Witwatersrand and is a Fellow of the AusIMM.
Term: Director since 20 June 2022
Experience: Mr O’Brien is a metallurgist with wide international and corporate experience. After a career spanning 40
years in Australia and Africa he established Trinol Pty Ltd, a Perth based consultancy, to provide process and project
development services over a broad range of commodities. Mr O’Brien has been actively involved with projects
containing manganese, iron ore, gold, base metals, and battery metals including lithium, graphite and cobalt.
He has served on the board of a number of ASX listed companies over the past 9 years and is currently a technical
advisor to several listed companies with early to advanced stage projects.
Interest in Shares, Options and Performance Rights in Resource Mining Corporation Limited: 700,000 ordinary
shares held directly and 5,000,000 Performance Rights held directly expiring 31 December 2024.
Special Responsibilities: Mr O’Brien is a Non-Executive Director.
Directorships held in other listed entities current or last 3 years: Current Independent Non-Executive Director of Galileo
Mining Limited. Previously Non-Executive Director of Mali Lithium from 1 December 2017 to 6 April 2020 and Metals
Tech Limited from 17 June 2019 to 6 July 2020.
Kellie Davis
Joint Company Secretary
Qualifications: B.Comm, CA
Term: Appointed 26 January 2023
Experience: Mrs Davis has over 20 years’ experience in accounting and ASX compliance, predominantly in the resource
sector. Beginning her career in Audit with Ernst &Young, she worked for as a Financial Accountant and provided
company secretarial services for a number of listed ASX companies in the exploration and resources sectors. Mrs
Davis has a Bachelor of Commerce (Accounting and Finance) Degree and is a Chartered Accountants Australia & New
Zealand member.
Deborah Ho
Joint Company Secretary
Qualifications: AGIA
Term: Appointed 21 March 2022 and resigned 31 August 2023
Experience: Ms Deborah Ho acts as Company Secretary to several other ASX listed and private companies. Ms Ho
is an Associate Member of the Governance Institute of Australia and has over eight years of experience in company
secretarial, corporate compliance and financial accounting matters.
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company’s Directors held during the year ended
30 June 2023, and the number of meetings attended by each Director.
Asimwe Kabunga
Trevor Matthews
David Round
Noel O’Brien
Board Meetings
Number
eligible to
attend
8
8
8
8
Number
attended
8
8
6
8
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
RMC ANNUAL REPORT 2023
15
DIRECTORS’ REPORT
The Group intends to continue its exploration activities with a view to the commencement of mining operations when
practical. Refer to the Subsequent Events section in this Director’s Report.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors, there were no significant changes in the state of affairs of the Group that occurred during
the financial year under review not otherwise disclosed in this report or in the consolidated accounts.
DIVIDENDS
No dividends were paid or declared during the year. The Directors do not recommend payment of a dividend.
ENVIRONMENTAL REGULATIONS
The Group has conducted exploration activities on its mineral tenement. The right to conduct these activities is granted
subject to environmental conditions and requirements. The Group aims to ensure a high standard of environmental
care is achieved and, as a minimum, to comply with relevant environmental regulations. There have been no known
breaches of any of the environmental conditions.
OPERATING AND FINANCIAL REVIEW
Review of Operations
Refer to page 4 of the Directors’ Report.
SHARE OPTIONS
As at the date of this report, the following unlisted options over unissued ordinary shares in Resource Mining
Corporation Limited have been issued:
Number of
Options
Option Exercise
Price A$
Option Expiry
2,000,000
2,094,148
8,000,000
5,000,000
11,031,813*
$0.08
$0.08
$0.10
$0.15
$0.15
20/05/2025
20/05/2025
25/05/2025
22/06/2025
26/10/2025
*11,031,813 unlisted options exercisable at $0.15 and expiring on 25 October 2025 were issued on 25 October 2022
as part of the placement completed in October 2022.
PERFORMANCE RIGHTS
As at the date of this report, the following unlisted performance rights in Resource Mining Corporation Limited have
been issued:
Number of
Performance Rights
Performance
Rights Expiry
Series 1 – 17,500,000
Series 2 – 17,500,000
31/12/2024
31/12/2024
REMUNERATION REPORT (Audited)
The Directors present the 2023 Remuneration Report, outlining key aspects of Resource Mining Corporation’s
remuneration policy and framework, together with remuneration awarded this year.
The report is structured as follows:
A. Key management personnel (KMP) covered in this report
B. Remuneration policy, link to performance and elements of remuneration
C. Contractual arrangements of KMP remuneration
D. Remuneration of key management personnel
E. Equity holdings and movements during the year
F. Other transactions with key management personnel
G. Use of remuneration consultants
H. Voting of shareholders at last year’s annual general meeting
RMC ANNUAL REPORT 2023
16
DIRECTORS’ REPORT
A. KEY MANAGEMENT PERSONNEL (KMP) COVERED IN THIS REPORT
For the purposes of this report key management personnel of the Group are defined as those persons having authority
and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including
any Director (whether Executive or otherwise).
Key Management Personnel during the Year
Non-Executive Directors
Trevor Matthews
David Round
Noel O’Brien
Executive Directors
Asimwe Kabunga
Chief Executive Officer
Andrew Nesbitt
Non-Executive Director
Non-Executive Director
Non-Executive Director
Executive Director and Chairman
Appointed 16 January 2023 and resigned 28 July 2023
B. REMUNERATION POLICY, LINK TO PERFORMANCE AND ELEMENTS OF REMUNERATION
The Board’s policy is to remunerate Directors, officers and employees at market rates for companies of similar size and
industry, for time, commitment and responsibilities. The Board determines payment to the Directors and reviews their
remuneration as required, based on market practice, duties and accountability. Independent external advice is sought
when required. The maximum aggregate amount of Directors’ fees that can be paid is subject to approval by
shareholders in general meeting, from time to time. Fees for Non-Executive Directors are not linked to the performance
of the Group. However, to align Directors’ interests with shareholders’ interests, the Directors are encouraged to hold
securities in the Company.
The remuneration of Non-Executive Directors is set by reference to payments made by other companies of similar size
and industry, and by reference to the Director’s skills and experience, and for the Reporting Period included a
consideration of the financial restrictions in place on the Company.
Remuneration policy and framework
The Company's policy on remuneration clearly distinguishes the structure of Non-Executive Directors’ remuneration
from that of executive Directors and senior executives. The remuneration of Non-Executive Directors is set by reference
to payments made by other companies of similar size and industry, and by reference to the Director’s skills and
experience, and for the Reporting Period included a consideration of the financial restrictions in place on the Company.
Given the financial restrictions placed on it, the Company may consider it appropriate to issue unlisted options to Non-
Executive Directors, subject to obtaining the relevant approvals. The Remuneration Policy is subject to annual review.
The maximum aggregate amount of fees (including superannuation payments) that can be paid to Non-Executive
Directors is subject to approval by shareholders at general meeting. The maximum aggregate Directors' fees payable
to non-executive Directors is $250,000 per annum as approved by the shareholders at the 2020 AGM on 11 December
2020 (stated in section 14.8 of the constitution adopted at that meeting).
Executive pay and rewards may consist of a base salary and performance incentives. Long term performance
incentives may include options granted at the discretion of the Board and subject to obtaining the relevant approvals.
The grant of options, when made, are designed to recognise and reward efforts as well as to provide additional incentive
and may be subject to the successful completion of performance hurdles. Executives are offered a competitive level of
base pay at market rates (for comparable companies) and are reviewed to ensure market competitiveness.
There are no termination or retirement benefits for Non-Executive Directors (other than superannuation).
Relationship between remuneration and the Group’s performance
As per the Company’s Remuneration Committee Charter, the non-executive Directors are not entitled to participate in
equity-based remuneration schemes designed for executives without due consideration and appropriate disclosure to
the Company’s shareholders.
To the extent that the Company adopts a different remuneration structure for its non-executive Directors, the Board
shall document its reasons for the purpose of disclosure to stakeholders.
C. CONTRACTUAL ARRANGEMENTS OF KMP REMUNERATION
On appointment to the board, all non-executive directors enter into a service agreement with the Company in the form
of a letter of appointment. The letter summarises the board policies and terms, including compensation, relevant to the
RMC ANNUAL REPORT 2023
17
DIRECTORS’ REPORT
office of director. Remuneration and other terms of employment for the executive directors and the other key
management personnel are formalised in service agreements.
Executive Directors
Mr Asimwe Kabunga, Executive Chairman and Director, is responsible for the day-to-day operations of the Group. The
Group has an agreement with Kabunga Holdings Pty Ltd* to provide the services of Mr Kabunga to the Company in
relation to its activities on normal commercial terms and conditions, which are detailed as follows:
Terms of Agreement
Remuneration excluding GST
Termination benefit
Agreement commenced 16 June
2022
Fixed monthly fee of $20,833.33 per calendar month 3 months’ notice
*Mr Kabunga is a Director and shareholder of Kabunga Holdings Pty Ltd.
Non-Executive Directors’ Remuneration
Non-Executive Directors’ remuneration consists of base fees (inclusive of superannuation) and is currently set at
$48,000 per annum. The Directors are entitled to reimbursement of out-of-pocket expenses incurred whilst on Company
business. The Group has agreements with all Non-Executive Directors to provide services to the Company in relation
to its activities on normal commercial terms and conditions which are detailed as follows:
Non-Executive Director Terms of Agreement
Remuneration excluding GST
Termination benefit
Trevor Matthews
Agreement commenced
22 November 2021
Fixed monthly fee of $4,000
per calendar month and
consultancy services as
required at $200 per hour
1 months’ notice
David Round
Noel O’Brien
Agreement commenced
22 March 2022
Agreement commenced
20 June 2022
Fixed monthly fee of $4,000
per calendar month
Fixed monthly fee of $4,000
per calendar month
1 months’ notice
1 months’ notice
Chief Executive Officer Remuneration
The Group had an agreement with the Chief Executive Officer to provide services to the Company in relation to its
activities on normal commercial terms and conditions. This agreement commenced on 16 January 2023 and Chief
Executive Officer remuneration consisted of a gross salary of $255,000 per year with 3 month’s notice for termination
benefits.
On 28 July 2023, the Company and Chief Executive Officer, Mr Andrew Nesbitt, mutually agreed to separate and Mr
Nesbitt’s engagement as Chief Executive Officer ceased. A separation deed was executed on this date in which Mr
Nesbitt is paid his usual remuneration up to the Termination date of 28 October 2023.
D. REMUNERATION OF KEY MANAGEMENT PERSONNEL
The total remuneration paid to Key Management Personnel is summarised below:
2023
Name
A Kabunga
T Matthews
D Round
N O’Brien
A Nesbitt1
Totals
Short-term benefit
Salary and
Fees
Cash
Bonus
$
276,250
52,940
50,000
44,400
106,250
529,840
$
-
-
-
-
-
-
Non-
Monetary
Benefit
$
-
-
-
-
-
-
Post-
employment
Benefits
Super-
annuation
Share-
based
payments
Shares
Consulting/
Other
$
65,698
-
4,700
-
-
70,398
$
-
-
-
-
12,272
$
1,271,567
317,892
317,892
317,892
-
12,272
2,225,242
2,837,753
Total
$
1,613,515
370,832
372,592
362,292
118,522
1. Mr Nesbitt and the Company mutually agreed to separate and Mr Nesbitt’s engagement as Chief Executive Officer ceased
on 28 July 2023.
RMC ANNUAL REPORT 2023
18
DIRECTORS’ REPORT
2022
Name
A Kabunga1
T Matthews2
D Round3
N O’Brien
W Mackenzie4
W Davies
Zhang C
J Livingstone
Salary and
Fees
Cash
Bonus
Short-term benefit
Non-
Monetary
Benefit
$
-
-
-
-
-
-
-
-
-
Consulting/
Other
$
65,698
-
2,600
-
-
65,420
-
13,313
147,031
$
-
-
-
-
-
-
-
-
-
Post-
employment
Benefits
Super-
annuation
Share-
based
payments
Shares
$
$
-
-
-
-
3,409
-
-
-
3,409
-
-
-
-
-
-
-
-
Total
$
106,507
24,644
13,868
1,636
37,500
65,420
-
21,757
271,3335
$
40,809
24,644
11,268
1,636
34,091
-
-
8,444
Totals
120,8945
1. Mr Kabunga’s fees and consulting fees for 9 May 2022 to 30 June 2022 were unpaid as at 30 June 2022 (total $106,507)
2. Mr Matthews’ fees from 22 November 2021 to 30 June 2022 were unpaid as at 30 June 2022 (total $24,444).
3. Mr Round’s consulting fees for June 2022 were unpaid as at 30 June 2022 (total $2,600 excluding GST).
4. Mr Mackenzie’’ fees for the period January 2022 to March 2022 were unpaid as at 30 June 2022 (total $12,500).
5.
Rounding by $1
Long term benefits and termination benefits paid for the year were nil (2022: nil).
During the year, 35 million performance rights were issued to the Directors on 5 October 2022 (2022: none).
17,500,000 series 1 Performance Rights are subject to the vesting conditions including but not limited to
1. Remaining as a Director of the Company until 29 September 2023, and
2. At any time between 22 September 2022 and 22 September 2024, the VWAP of shares calculated over any 5
consecutive trading day period on which trades in shares were recorded is $0.15 or more.
17,500,000 series 2 Performance Rights are subject to the vesting conditions including but not limited to
1. Remaining as a Director of the Company until 22 September 2023, and
2. At any time between 22 September 2022 and 22 September 2024, the VWAP of shares calculated over any
5 consecutive trading day period on which trades in shares were recorded is $0.20 or more.
E. EQUITY HOLDINGS AND MOVEMENTS DURING THE YEAR
Share holdings of key management personnel (Includes shares held directly, indirectly and beneficially)
2023
Directors
A Kabunga1
T Matthews
D Round
N O’Brien
Totals
Balance
At the beginning
of the Year
Granted as
Remuneration
Other
On-market
Purchase/(Sale)
Balance
30 June 2023
56,965,053
-
-
-
70,711,936
-
-
-
-
-
66,967,625
-
-
-
53,220,742
-
-
-
700,000
700,000
123,932,678
-
-
700,000
124,632,678
1.
13,746,883 shares were acquired by Kabunga Holdings Pty Ltd (KHPL) on 14 July 2022 through an off-market transfer with a
deemed price of $0.10/share. 10,470,742 fully paid ordinary shares were issued on 5 October 2022 as part repayment for an
outstanding loan to KHPL.On 6 October 2022 42,750,000 fully paid ordinary shares were issued to KHPL, as consideration
for the Massive Nickel Transaction and were voluntarily escrowed for a period of 6 months from date of issue. This was
approved by shareholders at the General Meeting held on 29 September 2022, and were released from escrow to Asimwe
Kabunga on 5 April 2023.
Kabunga Holdings Pty Ltd is owned and controlled by Executive Chairman Asimwe Kabunga. In addition, KHPL holds 25%
of the issued capital in Resource Mining Corporation Limited’s subsidiary, Eastern Nickel Pty Ltd, and Asimwe Kabunga is a
director of that subsidiary.
RMC ANNUAL REPORT 2023
19
DIRECTORS’ REPORT
2022
Directors
W Davies
W Mackenzie1
Zhang C
J Livingstone
T Matthews
D Round
A Kabunga2
N O’Brien
Totals
Balance
At 1 July 2021
Granted as
Remuneration
On-market
Purchase/(Sale)
Balance
30 June 2022
4,335,382
2,092,847
136,793,768
-
-
-
-
-
143,221,997
-
-
-
-
-
-
-
-
-
-
1,907,153
(136,793,768)
-
-
-
56,965,053
-
4,335,382
4,000,000
-
-
-
-
56,965,053
-
(77,921,562)
65,300,435
1.
For the period July 2015 to June 2021, $300,000 of Director fees accrued to Mr Mackenzie, and in lieu of this unpaid
remuneration he agreed to receive $50,000 worth of RMI shares plus $5,000 of statutory superannuation. 2,153,995 shares
were issued to Mr Mackenzie on 3 February 2022, and this number was determined by dividing $50,000 by the volume
weighted average sale price of RMI shares sold on ASX during the 20 consecutive trading days prior to the date of the Annual
General Meeting held on 21 January 2022.
2. On 3 February 2022 the Company issued 34.375 million fully paid ordinary shares to a related party of the Executive Chairman,
Kabunga Holdings Pty Ltd, as consideration for the repayment of a $550,000 debt owing to Kabunga Holdings Pty Ltd.
Option holdings of key management personnel (Includes options held directly, indirectly and beneficially)
The option holdings of key management personnel as at year end were for Asimwe Kabunga who indirectly held
2,094,148 unlisted options, exercisable at A$0.08 and expiring on 20 May 2025. (2022: nil). These unlisted options
were issued on 5 October 2022 as part repayment for an outstanding loan to KHPL.
F. OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL
Other transactions
There were no other transactions with key management personnel during the year.
G. USE OF REMUNERATION CONSULTANTS
No remuneration consultants were engaged by the Company during the year.
H. VOTING OF SHAREHOLDERS AT LAST YEAR’S ANNUAL GENERAL MEETING
The Company received 99.65% of ‘yes’ votes for its remuneration report for the 2022 financial year and did not receive
any specific feedback at the AGM or throughout the year on its remuneration practices.
This is the end of audited remuneration report.
RMC ANNUAL REPORT 2023
20
DIRECTORS’ REPORT
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company does not have insurance for Directors and Officers of the Company.
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Resource
Mining Corporation Limited support and adhere to the principles of corporate governance. Please refer to the
for details of corporate governance policies: http://resmin.com.au/corporate/corporate-
Company’s website
governance/.
AUDITOR
BDO Audit (WA) Pty Ltd was appointed as auditor in November 2012 in accordance with section 327 of the Corporations
Act 2001.
NON-AUDIT SERVICES
The Board of Directors is satisfied that the provision of non-audit services during the year is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001. The Directors are satisfied that the
services disclosed below did not compromise the external auditor’s independence in accordance with APES 110: Code
of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board.
BDO Corporate Finance (WA) Pty Ltd were paid fees for non-audit services totalling $19,654 during the year ended 30
June 2023 (2022: $41,550).
AUDITOR’S INDEPENDENCE DECLARATION
The Auditor’s Independence Declaration is included after the Auditor’s Report in this annual report.
MATTERS SUBSEQUENT TO THE END OF FINANCIAL YEAR
Subsequent to year end, the following occurred:
• On 28 July 2023, the Company and Chief Executive Officer (CEO) Mr Andrew Nesbitt mutually agreed to separate
and Andrew’s engagement as CEO ceased.
• On 16 August 2023, the Company announced a capital raising of up to approximately $2 million (before costs)
through a placement to sophisticated and professional investors and a subsequent partially underwritten non-
renounceable entitlement offer to eligible shareholders.
• On 21 August 2023, the Company completed a placement and issued 20 million new fully paid ordinary shares at
$0.05 per share to raise $1 million (before costs).
There are no other matters or circumstances that have arisen since 30 June 2023 that have or may significantly affect
the operations, results, or state of affairs of the Group in future financial years.
Signed in accordance with a resolution of the Directors
Asimwe Kabunga
Executive Chairman and Director
Dated at Perth 29th day of September 2023
RMC ANNUAL REPORT 2023
21
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
for the year ended 30 June 2023
Other Income
Sale of subsidiary
Director Fees Forgiven
Interest income
Total other income
Expenses
Administration and corporate expenses
Share based payment expense
Exploration expenditure
Borrowing costs
Total expenses
(LOSS)/PROFIT BEFORE INCOME TAX
Note
Consolidated
2023
$
-
-
7,001
7,001
2(a)
17
2(b)
2(c)
(1,625,535)
(2,225,242)
(6,695,352)
(802,214)
2022
$
4,856,783
245,000
40
5,101,823
(713,654)
(546,400)
(574,324)
(354,320)
(11,348,343)
(2,188,697)
(11,341,342)
2,913,126
INCOME TAX BENEFIT / (EXPENSE)
4
-
-
(LOSS)/PROFIT AFTER INCOME TAX FOR THE YEAR
(11,341,342)
2,913,126
Total (loss)/profit is attributable to:
Owners of Resource Mining Corporation Limited
Non-Controlling Interests
OTHER COMPREHENSIVE (LOSS)/INCOME
Items that maybe reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
15
(11,217,831)
(123,510)
(11,341,342)
2,960,669
(47,543)
2,913,126
13,409
(185,577)
TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE
YEAR
(11,327,933)
2,775,092
Total comprehensive (loss)/income is attributable to:
Owners of Resource Mining Corporation Limited
Non-Controlling Interests
(11,204,421)
(123,510)
(11,327,932)
2,822,635
(47,543)
2,775,092
(LOSS)/PROFIT PER SHARE FOR THE YEAR
ATTRIBUTABLE TO THE MEMBERS OF RESOURCE
MINING CORPORATION LIMITED
Basic and diluted earnings/(loss) per share (cents per share)
3
(2.26)
0.82
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the
accompanying notes.
RMC ANNUAL REPORT 2023
22
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 30 June 2023
Note
Consolidated
CURRENT ASSETS
Cash and cash equivalents
Receivables and other current assets
Total Current Assets
NON CURRENT ASSETS
Plant and equipment
Exploration Expenditure
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Interest bearing liabilities
Non-interest bearing liabilities
Deferred consideration
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
Capital and reserves attributable to owners of Resource
Mining Corporation Limited
Non-controlling interests
30 June
2023
$
30 June
2022
$
857,694
74,135
1,728,598
42,589
931,829
1,771,187
369
7,161,854
7,162,223
-
-
-
8,094,052
1,771,187
334,653
-
117,185
3,080,000
559,935
1,767
649,186
-
3,531,837
1,210,888
3,531,837
1,210,888
4,562,214
560,298
79,824,046
3,092,381
(78,172,047)
4,744,380
(182,166)
66,921,753
651,415
(66,954,214)
618,954
(58,656)
5
7
9
10
11
12
19
13
14
15
TOTAL EQUITY
4,562,214
560,298
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
RMC ANNUAL REPORT 2023
23
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 30 June 2023
Group
Issued Capital
Accumulated
Losses
Reserves
$
$
$
Non-
controlling
Interests
$
Total
$
Year ended 30 June 2023
Balance at 1 July 2022
Profit/(Loss) for the year
Other comprehensive
(loss)/income for the year
Total comprehensive
profit/(loss) for the year
Transactions with owners in
their capacity as owners
Equity settlement
Shares issued
Cost of share issues
Issue of options
Vesting of performance rights
66,921,753
-
(66,954,214)
(11,217,832)
651,415
-
(58,656)
(123,510)
560,298
(11,341,342)
-
-
10,630,818
2,427,000
(155,524)
-
-
-
13,409
-
13,409
(11,217,832)
13,409
(123,510)
(11,327,933)
-
-
-
-
-
-
202,314
2,225,242
-
-
-
-
10,630,818
2,427,000
(155,524)
202,314
2,225,242
Balance at 30 June 2023
79,824,046
(78,172,047)
3,092,381
(182,166)
4,562,214
Group
Issued Capital
Accumulated
Losses
Reserves
$
$
$
Non-
controlling
Interests
$
Total
$
Year ended 30 June 2022
Balance at 1 July 2021
Profit/(Loss) for the year
Other comprehensive loss for the
year
Total comprehensive
profit/(loss) for the year
Transactions with owners in
their capacity as owners
Shares issued
Cost of share issues
Exercise of options
Options issued to Corporate
Advisor
63,768,599
-
(69,914,883)
2,960,669
262,392
-
(11,113)
(47,543)
(5,895,005)
2,913,126
-
-
(185,577)
-
(185,577)
63,768,599
(66,954,214)
76,815
(58,656)
(3,167,456)
3,291,875
(178,721)
40,000
-
-
-
-
-
-
-
-
574,600
-
-
-
-
3,291,875
(178,721)
40,000
574,600
560,298
Balance at 30 June 2022
66,921,753
(66,954,214)
651,415
(58,656)
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
RMC ANNUAL REPORT 2023
24
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 30 June 2023
Note
Consolidated
2023
$
2022
$
CASH FLOWS FROM OPERATION ACTIVITIES
Payments to suppliers and employees
Interest income received
Other income received, including GST refunds
Interest expense/finance costs paid
(2,556,975)
13,857
4,750
-
Net Cash Utilised In Operating Activities
6(a)
(2,538,368)
CASH FLOWS FROM INVESTING ACTIVITIES
Payment for property, plant & equipment
Payment for exploration & evaluation
Payment for investment on acquisition
Cash disposed on sale of subsidiary
Net Cash Utilised In Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Proceeds from borrowings and advances
Repayment of borrowings and advances
Cost of issue of shares
Net Cash From Financing Activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of the year
Effect of exchange rate changes on cash and cash
equivalents
(369)
(401,338)
(121,312)
-
(523,019)
2,427,000
-
-
(155,524)
2,271,476
(789,911)
1,728,598
(80,993)
13
13
(578,376)
40
23,687
(771)
(555,420)
-
-
-
(34,321)
(34,321)
2,360,000
145,747
(129,909)
(93,179)
2,282,659
1,692,918
43,680
(8,000)
Cash and cash equivalents at the end of the year
5
857,694
1,728,598
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
RMC ANNUAL REPORT 2023
25
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
These consolidated statements and notes represent those of Resource Mining Corporation Limited (“Company”) and
controlled entities (the “Group”). Resource Mining Corporation Limited is a listed public company, incorporated and
domiciled in Australia.
The financial report was authorised for issue on 28th September 2023 by the Board of Directors.
(a)
Basis of Preparation and Accounting Policies
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations and other authoritative pronouncements of the Australian
Accounting Standards Board and the Corporations Act 2001. The Group is a for profit entity for financial reporting
purposes under Australian Accounting Standards. The financial report has also been prepared on a historical cost basis.
Material accounting policies adopted in the preparation of this financial report are presented below and have been
consistently applied to all years presented, unless otherwise stated.
The consolidated financial statements are presented in Australian dollars. The functional currency of Resource Mining
Corporation Limited and its subsidiaries is Australian dollars, except for Eastern Nickel Tanzania Limited, Massive Nickel
Tanzania Limited whose functional currency is Tanzanian Shillings and Element 92 Pte Limited presented in Singapore
Dollar and Element 92 Suomi Oy its functional currency is in Euro.
(b)
Statement of Compliance
The financial report complies with Australian Accounting Standards as issued by the Australian Accounting Standards
Board and International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards
Board.
(c)
Going Concern
The financial statements have been prepared on the going concern basis, which contemplates the continuity of normal
business activities and the realisation of assets and settlement of liabilities in the normal course of business.
As disclosed in the financial statements, the Group incurred a loss of $11,341,342 (30 June 2022: Profit $2,913,126)
and had net cash outflows from operating activities of $2,538,368 (30 June 2022: $555,420). At 30 June 2023, the
Company had $857,694 (30 June 2022: $1,728,598) in cash and cash equivalents. For the Group to continue to carry
out its exploration activities, meet its expenditure requirements and continue as a going concern it is dependent on
securing additional funding. These conditions indicate the existence of a material uncertainty that may cast significant
doubt about the Group’s ability to continue as a going concern.
For the Group to be able to continue to carry out its exploration activity and to have sufficient working capital, it is
dependent on the financial support from its shareholders to fund its working capital requirements and/or successfully
raising capital. The Directors are satisfied they will be able to raise additional working capital as required and thus it is
appropriate to prepare the financial statements on a going concern basis. In arriving at this position, the Directors have
considered the following matters:
• Ongoing financial support from shareholders;
• Successfully raising funds through equity. The Group had successfully raised $2,141,279 on 26 October 2022
(before costs) via Placements which supports the Group’s ability to raise capital if required; and
•
The ability to reduce expenditure, where required. In the event that funding of an amount required to meet the
future budgeted operational and investing activities of the Company is unavailable, the Directors would
undertake steps to scale down its operations and reduce its discretionary expenditure in order to curtail cash
outflows.
The Directors have assessed the cash flow requirements for the 12-month period from the date of approval of the
financial statements and its impact on the Group and believe there will be sufficient funds to meet the Group’s working
capital requirements.
Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge its
liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial
statements and that the financial report does not include any adjustments relating to the recoverability and classification
of recorded asset amounts or liabilities that might be necessary should the Group not continue as a going concern.
RMC ANNUAL REPORT 2023
26
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(d)
New and Amended Accounting Standards and Interpretations
Early adoption of accounting standards
The Group has not elected to apply any pronouncements before their operative date in the annual reporting year
beginning 1 July 2022.
A number of new or amended standards became applicable for the current reporting period for which the Group has
adopted. None of these standards had a material effect on the Group.
New and amended standards not yet adopted by the Group
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
mandatory, have not been early adopted by the Group for the annual reporting period ended 30 June 2023. The Group’s
assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the
Group, are set out below.
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-current
AASB 2020-1 makes amendments to AASB 101 Presentation of Financial Statements to clarify requirements for the
presentation of liabilities in the statement of financial position as current or noncurrent. A liability is classified as current
if the entity has no right at the end of the reporting period to defer settlement for the liability for at least 12 months after
the reporting period. The AASB recently issued amendments at AASB 101 to clarify the requirements for classifying
liabilities as current. Specifically: • clarifying that the classification of a liability as either current or non-current is based
on the entity’s rights at the end of the reporting period; • stating that management’s expectations around whether they
will defer settlement or not does not impact the classification of the liability; • adding guidance about lending conditions
and how these can impact classification; and • including requirements for liabilities that can be settled using an entity’s
own instruments. This new standard is not expected to impact the Group’s reporting.
There are no other material new or amended standards not yet adopted by the Group.
(e)
Significant Accounting Estimates and Judgements
Estimates and judgements incorporated into the financial report are continually evaluated and are based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future events and are
based on current trends and economic data, obtained both externally and within the Group.
Commitments - Exploration
The Group has certain minimum exploration commitments to maintain its right of tenure to its’ exploration permits. These
commitments require estimates of the cost to perform exploration work required under this permit.
Capitalised Exploration Expenditure
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 successfully 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 the 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. For any entities that are in exploration and
evaluation that choose to not capitalised exploration expenditure no change in accounting will be applied and it will only
be for areas of new interest that will be capitalised.
Asset acquisition not Constituting a Business
When an asset acquisition does not constitute a business combination, the assets and liabilities are assigned a carrying
amount based on their relative fair values in an asset purchase transaction and no deferred tax will arise in relation to
the acquired assets and assumed liabilities as the initial recognition exemption for deferred tax under AASB 112 applies.
No goodwill will arise on the acquisition and transaction costs of the acquisition will be included in the capitalised cost
of the asset. It is the Group's judgement that the acquisition of Massive Nickel Tanzania Limited and Element 92 Pte
Limited represented asset acquisitions and as such the fair values of the assets acquired was based on the fair value
of the shares issued as consideration.
RMC ANNUAL REPORT 2023
27
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
e) Significant Accounting Estimates and Judgements (continued)
Deferred Consideration
The Group makes an accounting estimate and judgement on the asset acquisition of Element 92 Pte 92 where the final
consideration value has been estimated due to the ordinary shares not being issued and the Group has established
control over the entity.
Share based payment transactions
The Group used significant accounting estimates and judgement in relation to the performance rights issued. The
Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by an internal valuation using a Black-
Scholes option pricing model, using the assumptions detailed in Note 17.
For equity transactions with consultants and other employees, the fair value reflects the value attributable to services
where applicable. Where there is no quantifiable value of services the value of options is calculated using the Black -
Scholes option pricing model, or the quoted bid price where applicable.
(f)
Principles of Consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Resource Mining
Corporation Limited (“Company” or “Parent Entity”) as at 30 June each year and the results of all subsidiaries for the
year then ended. Resource Mining Corporation Limited and its subsidiaries together are referred to in these financial
statements as the “Group”.
Subsidiaries are all entities (including structured entities) over which the Company has control. The Company controls
an entity when the Company 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 Group. They are deconsolidated from the date that
control ceases.
All inter-group balances and transactions between entities in the Group, including any unrealised profits or losses, have
been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure
consistency with those adopted by the parent entity.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated Statement of
Profit or Loss and other Comprehensive Income, Statement of Changes in Equity and Statement of Financial Position
respectively.
(g)
Foreign Currency Transaction and Balances
Functional and presentation currency
The functional currency of each of the entities in the Group is measured using the currency of the primary economic
environment in which the entity operates. The Group’s financial statements are presented in Australian dollars which is
the parent entity’s functional and presentation currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of
the transaction. Foreign currency monetary items are translated at the year-end exchange rate.
Exchange differences arising on the transaction of monetary items are recognised in the Statement of Profit or Loss and
Other Comprehensive Income, except where deferred in equity as a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent
that the gain or loss is directly recognised in equity, otherwise the exchange differences are recognised in the Statement
of Profit or Loss and Other Comprehensive Income.
Controlled entities
The financial results and position of foreign operations whose functional currency is different from the presentation
currency are translated as follows:
•
•
assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
income and expenses are translated at average exchange rates for the period; and
RMC ANNUAL REPORT 2023
28
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
g) Foreign Currency Transaction and Balances (continued)
•
retained earnings are translated at the exchange rates prevailing at the date of transaction.
Exchange differences arising on translation of foreign operations are transferred directly to the foreign currency
translation reserve in the Statement of Financial Position. These differences are recognised in the Statement of Profit
or Loss and Other Comprehensive Income in the period in which the operation is disposed of.
(h)
Areas of interest
It is the group policy for areas of new interest that all exploration and evaluation expenditure is capitalised per the
accounting standard for Companies acquiring new areas of interest.
Eastern Nickel Tanzania Limited
Kabulwanyele Nickel Project is the project of ENTL. This is an existing project in the group and exploration and
evaluation expenditure is not capitalised.
Massive Nickel Tanzania Limited
The Group acquired new areas of interest from the acquisition of MNTL. All expenditure relating to Exploration and
evaluation expenditure will be capitalised. The new areas of interest are Kabanga North Project, Kapalagulu Project,
Mbinbga Project, Liparamba Project, Kitai Project.
Element 92 Suomi Oy
The Group acquired new areas of interest from the acquisition of Element 92 Pte Limited. All expenditure relating to
Exploration and evaluation expenditure will be capitalised. The new areas of interest are Ruossakero Nickel Project,
Kola Lithium Project, HirikalIo Lithium Project.
Acquisition costs are capitalised to the balance sheet as and when it is incurred and included as part of cash flows from
investing activities.
Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are capitalised
as incurred and treated as exploration and evaluation asset. The Group has seventeen tenements in Tanzania and
three tenements in Finland.
(i)
Asset acquisition
When an asset acquisition does not constitute a business combination, the assets and liabilities are assigned a carrying
amount based on their relative fair values in an assets purchases transactions and no deferred tax will arise in relation
to the acquired assets and assumed labilities as the initial recognition example for deferred tax under AASB 112 applies.
No goodwill will arrives on the acquisition and transaction costs of the acquisition will be included in the capitalised costs
of the assets. Assets acquired during the period were exploration expenditure.
The Group recognises the acquisition date is the date on which the Company obtains control of the acquiree. Judgement
is required to determine the acquisition date when the Company starts running the business of the acquiree before the
closing date.
The consideration transferred by the Group is measured at fair value at the date control passes. Consideration
comprises the sum of the acquisition date fair value of the Group.
Where there is contingent consideration there is an estimated uncertainty because future payments may or may not
be made, depending on whether certain key performance indicators are met.
RMC ANNUAL REPORT 2023
29
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
2.
EXPENSES
(a) Administration and Corporate Expenses
Compliance and regulatory expenses
Salaries and wages
Consultants
Non-Executive Directors’ fees
Legal fees
Realised foreign exchange loss
Travel and accommodation
Executive Directors’ fees
Other expenses
Occupancy
Insurance
Superannuation
(b) Exploration Expenditure
Other exploration and project costs
Provision for impairment on acquisition – refer to note 23
(c) Borrowing costs
Finance costs - implicit interest on fair value adjustments of Sinom
loans – refer note 12(b)
Finance costs – implicit interest on fair value adjustments of Corcel
loans – refer note 12(c)
Refer to the accounting policy notes under Interest Bearing Liabilities
and Non-Interest Bearing Liabilities note 11 and note 12
Interest paid
Loss on settlement of debt
Finance charges on insurance funding
Consolidated
2023
$
235,241
308
429,475
147,316
53,142
94,400
69,970
382,500
180,805
4,353
15,753
12,272
1,625,535
995,352
5,700,000
6,695,352
-
-
-
(6,856)
808,946
124
802,214
2022
$
132,715
-
269,770
80,932
100,278
-
41,876
40,809
18,039
14,573
12,389
2,273
713,654
574,324
-
574,324
68,777
250,397
319,174
34,375
771
354,320
3.
(LOSS)/EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders of the Company,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares
outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. Diluted
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 additional ordinary shares that would have been outstanding assuming the conversion of
all dilutive potential ordinary shares.
(Loss)/earnings used in the calculation of weighted average basic
and diluted loss per share
2023
2022
(11,217,831)
2,913,126
Basic earnings per share – cents
Diluted earnings per share - cents
RMC ANNUAL REPORT 2023
(2.26)
(2.26)
0.82
0.82
30
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
3.
(LOSS)/EARNINGS PER SHARE (Continued)
Weighted average number of ordinary shares used in Calculating
basic earnings per share
495,889,096
357,164,321
Weighted average number of ordinary shares used in calculating
diluted earnings per share
495,889,096
357,164,321
2023
•
•
•
•
•
2022
•
•
•
2,000,000 options (convertible to 2,000,000 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
2,094,118 options (convertible to 2,094,118 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
8,000,000 options (convertible to 8,000,000 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
5,000,000 options (convertible to 5,000,000 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
11,031,813 options (convertible to 11,031,813 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
2,000,000 options (convertible to 2,000,000 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
8,000,000 options (convertible to 8,000,000 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
5,000,000 options (convertible to 5,000,000 ordinary shares) were not include in the calculation of diluted
earnings per share because they are antidilutive for the period presented.
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 Resource Mining Corporation
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.
4.
INCOME TAX
The charge for current income tax expenses is based on the profit for the year adjusted for any non-assessable or
disallowable items. It is calculated using tax rates that have been enacted or are substantively enacted by the reporting
date.
Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising
between the tax bases of assets and liabilities and their carrying amount in the financial statements. No deferred income
tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there
is no effect on accounting or taxable profit or loss. Deferred tax is calculated at the tax rates that are expected to apply
to the period when the asset is realised or liability is settled. Deferred tax is credited in the Statement of Profit or Loss
and Other Comprehensive Income except where it relates to items that may be credited directly to equity, in which case
the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against
which deductible temporary difference can be utilised.
RMC ANNUAL REPORT 2023
31
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
4.
INCOME TAX (Continued)
The amount of benefits brought to account or which may be realised in the future is based on the assumption that no
adverse change will occur in income taxation legislation and the anticipation that the Group will derive sufficient future
assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the
law.
(a) Income Tax Expense
A reconciliation of income tax (benefit) / expense applicable to
accounting profit before income tax at the statutory income tax rate to
income tax expense at the Company’s effective income tax rate is as
follows:
Profit/(loss) before tax
Prima facie income tax (benefit) @ 30%
Add:
Non deductible expenses
International tax rate differential
Temporary differences and losses not recognised
Non-assessable income
Tax differential
Income tax (benefit) / expense attributable to operating loss
Consolidated
2023
$
2022
$
(11,341,342)
(3,042,402)
1,315,232
695
2,189,737
-
-
-
2,913,126
873,938
309,494
259,773
(1,443,205)
-
-
Tax Consolidation
The Company and its 100% owned subsidiaries have formed a tax consolidated group. Under the tax consolidation
regime, all members of a tax consolidated group are jointly and severally liable for the tax consolidated group’s income
tax liabilities. The head entity of the tax consolidated group is Resource Mining Corporation Limited.
(b) Net Deferred Tax Assets Not Recognised Relate to the Following:
Unrecognised deferred tax assets / (liabilities):
Deferred Tax Assets/(Liabilities) – Other Timing Differences, net
Deferred Tax Assets – Business related costs – P&L
Deferred Tax Assets - Capital losses
Deferred Tax Assets - Tax losses – Australia*
Deferred Tax Assets - Tax losses –Tanzania *
Consolidated
2023
$
8,700
16,674
4,989,341
6,840,496
212,062
2022
$
7,725
9,545
4,955,390
6,620,512
67,234
12,067,273
11,660,406
* The tax losses do not expire under current legislation. Deferred tax assets have not been recognised in respect of
these items because it is not probable that future taxable profit will be available against which the Company can utilise
the benefits.
5. CASH AND CASH EQUIVALENTS
Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short-term highly liquid
investments with original maturities of three months or less and less bank overdraft, if any.
Cash at bank and on hand
RMC ANNUAL REPORT 2023
Note
Consolidated
2023
$
857,694
2022
$
1,728,598
32
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
6.
NOTES TO THE STATEMENT OF CASH FLOWS
(a) Reconciliation from net profit/(loss) after tax to the net cash
flow from operating activities
(Loss)/profit after income tax
Adjustment for:
Exploration expenditure/impairment
Sale of subsidiary
Share based payment expense
Finance costs – implicit interest on fair value adjustment of
loans
Other expenses
Loss on settlement of debt
Foreign exchange
Change in operating assets and liabilities:
(Increase)/decrease in trade and other receivables
(Decrease)/increase in trade and other payables
Decrease in interest bearing liabilities
Net cash used in operating activities
Note
Consolidated
2023
$
2022
$
(11,341,342)
2,913,126
5,700,000
-
2,225,242
-
231,214
808,946
94,400
(31,546)
(225,282)
-
(2,538,368)
-
(4,859,481)
574,600
319,174
-
34,375
2,698
(35,775)
496,950
(1,087)
(555,420)
Non-cash financing and investing activities:
Shareholders, on 29th September 2022, approved the Company’s acquisition of Massive Nickel Tanzania Limited from
Kaunga Holdings Pty Limited (a company controlled by Executive Chairman, Asimwe Kabunga) and 75,000,000 fully
paid ordinary shares were issued to Kabunga Holdings Pty Limited, as consideration, on 6 October 2022. The
consideration shares were converted from the escrow 6 months from the date of issue.
On 6 October 2022, the Company issued 10,470,742 shares and 2,094,148 options to Kabunga Holdings Pty Ltd (KHPL)
by way of repayment of an amount of $649,186 owing to KHPL, a company controlled by Executive Chairman, Asimwe
Kabunga. This was approved by shareholders at the General Meeting held on 29 September 2022. The fair value of the
equity instruments granted was $1,511,157, which resulted in a loss on settlement of $861,971 being recognised in the
profit and loss.
On the 19 January 2023, the Company acquired Element 92 Pte Limited and Element 92 Suomi Oy from Ropa
Investments Gibraltar Limited via issue of 40,000,000 fully paid ordinary shares which are in escrow until the condition
is satisfied to issue the shares. The ordinary shares will remain in escrow until a licence is granted to Element 92 Suomi
Oy.
The below chart highlights the repayment about of financing:
Net borrowings and advances at 1 July
Cash flows:
Sale of subsidiary
Proceeds from borrowings and advances
Repayment of borrowings and advances
Loan assigned from trade and other payables*
Repayment via share issue
Finance costs – implicit interest on fair value adjustments
of loans
Note
12
Consolidated
2023
$
649,186
-
-
-
117,185
(649,186)
-
Net borrowings and advances as at 30 June
12
117,185
*Leticia Kabunga loan payable by the company, refer to note 12 for details.
RMC ANNUAL REPORT 2023
2022
$
4,901,075
(4,761,087)
145,747
(129,909)
724,186
(550,000)
319,174
649,186
33
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
7. RECEIVABLES AND OTHER CURRENT ASSETS
Receivables are initially recognised at fair value and subsequently measured at amortised cost, less provision for
doubtful debts. Current receivables for GST are due for settlement within 30 days (Australian GST) and other current
receivables within 12 months. Cash on deposit is not due for settlement until rights of tenure are forfeited or performance
obligations are met.
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred
is not recoverable from the Australian Tax Office in Australia. In these circumstances the GST is recognised as part of
the cost of acquisition of the asset or as part of an item of the expenses.
Receivables and payables are shown inclusive of GST. The net amount of GST recoverable from, or payable to, the
taxation authority is included with other receivables or payables.
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 taxation authority, are presented as operating cash flows.
Current
Prepayments
GST receivables
Trade Receivables
Other current assets
Fair Value and Risk Exposures:
Consolidated
2023
$
27,022
37,839
6,272
3,002
74,135
2022
$
-
42,589
-
-
42,589
(i) Due to the short term nature of these receivables, their carrying value is assumed to approximate their fair value.
(ii) The maximum exposure to credit risk is the fair value of receivables. Collateral is not held as security.
(iii) Other receivables generally have repayments between 30 and 90 days.
Receivables do not contain past due or impaired assets as at year end (2022: none).
8. PLANT AND EQUIPMENT
Each class of plant and equipment is carried at cost, less where applicable, any accumulated depreciation and
impairment losses.
Plant and equipment:
Plant and equipment are measured on historical cost basis less depreciation and impairment losses. Historical cost
includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future consolidated benefits associated with the item will flow to the Group and the cost of the
item can be measured reliably. All other repairs and maintenance are charged to the Statement of Profit or Loss and
Other Comprehensive Income during the financial period in which they are incurred.
Depreciation:
The depreciable amount of all fixed assets is depreciated on a reducing balance commencing from the time the asset
is held ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset Depreciation Rate
Plant and Equipment 10 – 50%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting
period.
RMC ANNUAL REPORT 2023
34
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
8. PLANT AND EQUIPMENT (Continued)
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses
are included in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.
Cost
Accumulated depreciation
Movement in carrying amounts:
Opening balance
Disposals
Depreciation expense
Computer equipment
Currency translation differences
Closing balance
Consolidated
2023
$
3,421
(3,052)
369
-
-
-
369
-
369
2022
$
3,052
(3,052)
-
75,014
(75,014)
-
-
-
-
During the period, Massive Nickel purchased computer equipment for the amount $369. The 2022 property, plant and
equipment at cost opening balances of $75,014 related to the 100% owned subsidiary Niugini Nickel Ltd. This
subsidiary was sold on 15 October 2021 as part of the divestment of the Wowo Gap Project.
9. EXPLORATION AND EVALUATION ASSETS
Exploration and evaluation expenditure is accumulated on an area of interest basis. Exploration and evaluation assets
include the costs of acquiring licenses, costs associated with exploration and evaluation activity, and the fair value (at
acquisition date) of exploration and evaluation assets acquired in a business combination. Expenditure is carried forward
when incurred in areas for which the Company has rights of tenure and where economic mineralisation is indicated, but
activities have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of
economically recoverable reserves and active and significant operations in, or in relation to, the area of interest are
continuing. Costs incurred before the Company has obtained the legal rights to explore an area are recognised in the
statement of comprehensive income.
Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are
demonstratable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and
then reclassified to mine properties under development. No amortisation is charged during the exploration and
evaluation phase.
During the year ended 30 June 2023, the Company capitalised $401,337 of exploration and evaluation expenditure in
relation to the Massive Nickel project in Tanzania (2022: nil). The company did capitalise inherited capitalised
expenditure on acquisition on 6 October 2022 during the acquisition for the amount $115,795. The Group impaired the
acquisition cost due to timing of issue of shares resulting in an impairment for $5,700,000.
No exploration and evaluation expenditure has been incurred for the Finnish projects (2022: nil). The company did
capitalise inherited capitalised expenditure on acquisition on 19 January 2023 during the acquisition for the amount
$5,517.
RMC ANNUAL REPORT 2023
35
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
9. EXPLORATION AND EVALUATION ASSETS (Continued)
Consolidated
2023
$
12,861,854
(5,700,000)
7,161,854
MNTL
MNTL
MNTL
Element 92
Element 92
Element 92
-
9,375,000
401,337
9,776,337
(5,700,000)
4,076,337
-
3,080,000
5,517
3,085,517
-
3,085,517
2022
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Cost
Impairment
Carrying value
Massive Nickel Tanzania Limited
Movement in carrying amounts:
Opening balance
Capitalised acquisition cost
Capitalise exploration cost
Total cost
Impairment Acquisition Cost
Closing balance
Element 92 Pte Limited
Movement in carrying amounts:
Opening balance
Capitalised Acquisition Cost
Incurred Capitalised Acquisition Cost
Total cost
Impairment Acquisition Cost
Closing balance
10. TRADE AND OTHER PAYABLES
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which
are unpaid. The amounts are unsecured and are usually paid within 60 days of recognition. Trade and other payables
are presented as current liabilities unless payment is not due within 12 months from the reporting date.
Trade payables
Other payables and accruals
Fair Value and Risk Exposures
Consolidated
2023
$
238,183
96,470
334,653
2022
$
559,935
-
559,935
(i) Due to the short term nature of these payables, their carrying value is assumed to approximate their fair value.
(ii) Trade and other payables are unsecured, non-interest bearing and usually paid within 60 days of recognition,
except for payables to Directors and their related entities for remuneration.
RMC ANNUAL REPORT 2023
36
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
11. INTEREST BEARING LIABILITIES
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised costs. Any difference between the proceeds (net of transaction costs) and the redemption
amount is recognised in profit of loss over the period of the borrowings using the effective interest method. Fees paid
on the establishment of loan facilities are recognised as transaction costs of the loan, capitalised as a prepayment and
amortised over the period of the facility to which it relates.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the
liability for at least 12 months after the reporting period.
Current
Insurance premium funding
12. NON-INTEREST BEARING LIABILITIES
Current
Unsecured loans and advances – Kabunga Holdings
(undiscounted)
Other loan
(a)
Unsecured loans due to Kabunga Holdings Pty Ltd
Consolidated
2023
$
-
2022
$
1,767
Note
12(a)
12(b)
Consolidated
2023
$
2022
$
-
649,186
117,185
117,185
-
649,186
Kabunga Holdings Pty Ltd is owned and controlled by Executive Chairman Asimwe Kabunga. In addition, Kabunga
holds 25% of the issued capital in Resource Mining Corporation Limited’s subsidiary, Eastern Nickel Pty Ltd, and
Asimwe Kabunga is a director of that subsidiary.
On 3 February 2022, the Company issued 34,375,000 shares to Kabunga to repay $550,000 of debt. The balance
owing as at 30 June 2022 was $649,186. The Company issued 10,470,742 Shares and 2,094,118 Options with an
expiry date of 20 May 2025 and an exercise price of $0.08 to Kabunga by way of repayment of the $649,186 debt on 6
October 2022. This was approved by shareholders at the General Meeting held on 29 September 2022. The fair value
of the equity instruments granted was $1,511,157, which resulted in a loss on settlement of $861,971 being recognised
in the profit and loss.
(b)
Other loan
The other loan is a facility of AUD117,185 provided by Leticia Kabunga (the 1% shareholder of Eastern Nikel Tanzania
Limited and Massive Nickel Tanzania Limited). The loan was unsecured and interest free with a maturity date in
September 2023. The Company repaid this loan in full on 18 September 2023.
13. CONTRIBUTED EQUITY
Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Any transaction
costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds
received.
Issued and fully paid
2023
Number
525,707,452
2022
Number
418,173,077
2023
$
79,824,046
2022
$
66,921,753
RMC ANNUAL REPORT 2023
37
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
13. CONTRIBUTED EQUITY (Continued)
Movement in ordinary share capital of the Company:
Opening balance
Issued - placements
Issued – settlement of debt
Issued – equity settlement
Issued – Director fees
Issued - option conversion
Issued – Finnish due diligence
Cost of issues
Closing balance
Note
(a)
(b)
(c)
Year ended 30 June 2023
Number of
Shares
$
418,173,077
22,063,633
10,470,742
75,000,000
-
-
-
-
525,707,452
66,921,753
2,427,000
1,255,818
9,375,000
-
-
-
(155,524)
79,824,046
$
Year ended 30 June 2022
Number of
Shares
325,894,082
51,250,000
34,375,000
63,768,599
2,320,000
584,375
2,153,995
2,000,000
2,500,000
-
418,173,077
50,000
40,000
337,500
(178,721)
66,921,753
(a) On 26 October 2022 22,063,633 shares were issued at $0.11 per share.
(b) On 6 October 2022 10,470,742 shares were issued as consideration for repayment of $649,186 of debt owing
to Kabunga Holdings Pty Ltd. Refer to notes 12a.
(c) On 6 October 2022 75,000,000 shares were issued for the acquisition of Massive Nickel Pty Ltd. Refer to note
23.
Deferred consideration
40,000,000 shares were valued and considered deferred consideration and are in escrow following the acquisition of
Element 92 Pte Limited. Refer to note 23 for details.
Options
As at 30 June 2023, the following unlisted options were on issue:
2023
Number of
Options
Option Exercise
Price A$
Option Expiry
2,000,000
2,094,118
8,000,000
5,000,000
11,031,813*
$0.08
$0.08
$0.10
$0.15
$0.15
20/05/2025
20/05/2025
25/05/2025
22/06/2025
26/10/2025
*11,031,813 unlisted options exercisable at $0.15 and expiring on 25 October 2025 were issued on 25 October 2022
as part of the placement completed in October 2022.
2022
Number of
Options
Option Exercise
Price A$
Option Expiry
2,000,000
8,000,000
5,000,000
$0.08
$0.10
$0.15
20/05/2025
25/05/2025
22/06/2025
RMC ANNUAL REPORT 2023
38
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
13. CONTRIBUTED EQUITY (Continued)
Performance Rights
As at 30 June 2023, the following unlisted performance rights were on issue (30 June 2022: nil):
Number of
Performance
Rights
Performance
Rights
Expiry
Series
1
17,500,000
Series
2
17,500,000
–
–
31/12/2024
31/12/2024
Series 1 Performance Rights are subject to the vesting conditions including but not limited to
1. Remaining as a Director of the Company until 29 September 2023, and
2. At any time between 22 September 2022 and 22 September 2024, the VWAP of shares calculated over any 5
consecutive trading day period on which trades in shares were recorded is $0.15 or more.
Series 2 Performance Rights are subject to the vesting conditions including but not limited to
3. Remaining as a Director of the Company until 22 September 2023, and
4. At any time between 22 September 2022 and 22 September 2024, the VWAP of shares calculated over any 5
consecutive trading day period on which trades in shares were recorded is $0.20 or more.
Voting and dividend rights
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number
of shares held. At shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise
each shareholder has one vote on a show of hands.
Capital management
When managing capital, management's objective is to ensure the entity continues as a going concern as well as
maintains optimal returns to shareholders and benefits for other stakeholders. Management also aims to maintain a
capital structure that ensures the lowest cost of capital available to the entity.
Management may in the future adjust the capital structure to take advantage of favourable costs of capital and issue
further shares in the market. There are no plans to distribute dividends in the next year.
Dividends
The Group did not pay nor declare dividends in the last financial year (2022: nil).
14. RESERVES
Foreign currency reserve
Capital contributions reserve
Share based payment reserve
(a) Foreign currency reserve
Balance at the beginning of the year
Currency translation differences arising during the year
Balance at the end of the year
Note
(a)
(b)
(c)
Consolidated
2023
$
1,292
88,933
3,002,156
3,092,381
(12,118)
13,410
1,292
2022
$
(12,118)
88,933
574,600
651,415
173,459
(185,577)
(12,118)
The foreign currency translation reserve is used to record exchange differences arising on translation of the Group
entities that do not have a functional currency of Australian dollars and have been translated into Australian dollars
for presentation purposes.
RMC ANNUAL REPORT 2023
39
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
14. RESERVES (Continued)
(b) Capital contributions reserve
Balance at the beginning of the year
Balance at the end of the year
88,933
88,933
88,933
88,933
The capital contributions reserve is used to record the fair value adjustments of loans from shareholders who have
provided the Company interest free loans and advances.
(c) Share based payments reserve
Balance at the beginning of the year
Issue of options to corporate advisors
Issue of options
Issue of performance rights
Balance at the end of the year
15. NON-CONTROLLING INTERESTS
Non-controlling interests
Movement during the year:
Balance at the beginning of the year
*Share of profit/(loss) for the year
Balance at the end of the year
Non-controlling interests represent:
Consolidated
2023
$
574,600
-
202,314
2,225,242
3,002,156
Consolidated
2023
$
(182,166)
(58,657)
(123,510)
(182,166)
2022
$
-
574,600
-
-
574,600
2022
$
(58,657)
(11,113)
(47,543)
(58,657)
•
•
•
a 1% interest in Eastern Nickel Limited held by Leticia Herman Kabunga.
A 25% interest in Eastern Nickel Pty Ltd held by Kabunga Holdings Pty Ltd .
A 1% interest in Massive Nickel Tanzania Limited held by Leticia Herman Kabunga.
16. RELATED PARTY TRANSACTIONS
Subsidiaries
The consolidated financial statements include the financial statements of Resource Mining Corporation Limited and the
subsidiaries listed in the following table:
Name
Class of
shares
Country of
incorporation
% Interest
Resource Exploration Pty Ltd
Eastern Nickel Pty Ltd
Ordinary
Ordinary
Australia
Australia
Eastern Nickel Tanzania Limited
Ordinary
Tanzania
Massive Nickel Pty Ltd
Massive Nickel Tanzania Limited
Element92 Pte Ltd
Element92 Suomi Oy
*
*
**
**
Ordinary
Australia
Ordinary
Tanzania
Ordinary
Ordinary
Singapore
Finland
2023
100%
75%
99%, held by Eastern
Nickel Pty Ltd
100%
99% held by Massive
Nickel Pty Ltd
100%
100%
RMC ANNUAL REPORT 2023
2022
100%
75%
99%, held by Eastern
Nickel Pty Ltd
-
-
-
-
40
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
16. RELATED PARTY TRANSACTIONS (Continued)
* The Company’s acquisition of Massive Nickel Pty Ltd from Kabunga Holdings Pty Ltd (a company controlled
by Executive Chairman, Asimwe Kabunga) was approved by Shareholders on 29 September 2022. The
Company issued 75,000,000 fully paid ordinary shares to Kabunga Holdings Pty Ltd, as consideration, on 6
October 2022. The consideration shares are voluntarily escrowed for 6 months from the date of issue.
** The Company executed a Share Swap Agreement (SSA) in January 2023 to acquire all the issued shares in
Element92 Pte Ltd, which via Finland domiciled subsidiary, Element92 Suomi Oy, holds the exploration reservations
for three Finland projects, Kola, Hirvikallio and Ruossakero projects.
Ultimate Parent
Resource Mining Corporation Limited is the ultimate Australian parent entity and the ultimate parent of the Group.
Compensation of Key Management Personnel
Short term benefits
Post-employment benefits
Share-based payment
Consolidated
2023
$
600,238
12,272
2,225,242
2,837,753
2022
$
267,924
3,409
-
271,333
No remuneration remains unpaid at 30 June 2023 (30 June 2022: nil).
Transactions with Related Parties
Transactions between related parties are on normal commercial terms and conditions no more favourable than those
available to other parties unless otherwise stated. The following transactions occurred with related parties:
a) Loans and Advances from related parties
Advances (unsecured and interest free) from related parties
Warwick Davies(i)
Balance at the beginning of the year
Loans/Advances advanced
Repaid
Balance at the end of the year
Consolidated
2023
$
-
-
-
-
2022
$
66,059
11,001
(77,059)
-
(i)
Warwick Davies was the previous Managing Director of the Company who resigned on 23 March 2022.
Loans (unsecured and interest free) from related parties
Sinom (Hong Kong) Limited (i)
Balance at the beginning of the year - undiscounted
Advances during the year
New loan to repay convertible notes
Balance at the end of the year – undiscounted
Note
Consolidated
2023
$
-
-
-
-
2022
$
365,000
110,000
(475,000)
(i) Previous Non-Executive Director, Mr Zhang Chi, is the Managing Director and Shareholder of Sinom (Hong
Kong) Limited. Mr Zhang Chi resigned as a Director on 22 November 2021.
RMC ANNUAL REPORT 2023
-
41
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
16. RELATED PARTY TRANSACTIONS (continued)
Kabunga Holdings Pty Ltd
Balance at the beginning of the year
Assignment of loans from Sinom
Assignment of loans from William Mackenzie
Repayment via share issue
Balance at the end of the year
Consolidated
2023
$
649,186
-
-
(649,186)
-
2022
$
-
475,000
724,186
(550,000)
649,186
6 October 2022 42,750,000 fully paid ordinary shares were issued to KHPL, as consideration for the Massive Nickel
Transaction and were voluntarily escrowed for a period of 6 months from date of issue. This was approved by
shareholders at the General Meeting held on 29 September 2022, and were released from escrow to Asimwe Kabunga
on 5 April 2023.
Leticia Kabunga
Loan acquired on acquisition
Balance at the end of the year
Consolidated
2023
$
117,185
117,185
2022
$
-
-
Outstanding balances relate to amounts owed to Massive Nickel Tanzania Limited Director, Leticia Kabunga, as part
of the Massive Nickel acquisition which occurred in October 2022.
17.
SHARE BASED PAYMENTS
Total costs and share issue costs arising from share-based payment transactions recognised during the year were as
follows:
Recognised share-based payments costs
Director performance rights
Consultant options
Lead manager options
Total expense and issue costs arising from share-based
payment transactions
Performance Rights
Consolidated
2023
$
2,225,242
-
-
2,225,242
2022
$
-
546,400
28,200
574,600
On 6 October 2022, 35 million performance rights were issued to the Directors of the Company as approved by
shareholders at the General Meeting held on 29 September 2022. The performance rights have been issued for nil cash
consideration. The options cannot be transferred and will not be quoted on the ASX. Therefore, no voting rights are
attached to the performance rights unless converted into ordinary shares. Each performance right represents a right to
acquire one fully paid ordinary share in the capital of the Company, subject to the satisfaction of the applicable vesting
conditions.
The vesting conditions of the performance rights on issue at 30 June 2023 are as follows:
50% of the performance rights will be subject to the condition that:
-
-
A person remains as a Director as at the date that is 12 months after the General Meeting where shareholders
approved the issue of the performance rights, and
At any time between the General Meeting and the date that is 24 months are the General Meeting date, the
VWAP of shares calculated over any 5 consecutive trading day period on which trades in shares were recorded
is $0.15 or more.
RMC ANNUAL REPORT 2023
42
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
17. SHARE BASED PAYMENTS (continued)
The vesting conditions for the other 50% of the performance rights will be subject to:
-
-
A person remains as a Director as at the date that is 12 months after the General Meeting where shareholders
approved the issue of the performance rights, and
At any time between the General Meeting and the date that is 24 months are the General Meeting date, the
VWAP of shares calculated over any 5 consecutive trading day period on which trades in shares were recorded
is $0.20 or more.
An independent valuation using the Up-and-In trinomial model was used to calculate the fair value of the performance
rights granted on 6 October 2022, giving a fair value of $2,225,242. The share price was $0.12 with an expected volatility
rate of 140%, risk-free interest rate 3.48%. The fair value of the share price at the time was $0.1144.
There have been no alterations of the terms and conditions of the above share-based payment arrangements since
grant date.
Options
On 6 October 2022, the Company issued 10,470,742 ordinary fully paid shares and 2,094,148 options with an expiry
date of 20 May 2025 and an exercise price of $0.08 to Kabunga Holdings Pty Ltd (KHPL) (a company controlled by
Executive Chairman, Asimwe Kabunga) as part repayment of $649,186 owing to KHPL, as approved by shareholders
on 29 September 2022. The options over ordinary shares have been issued for nil cash consideration. The 2,094,148
options cannot be transferred and will not be quoted on ASX. Therefore, no voting rights are attached to the options
unless converted into ordinary shares. The Black-Scholes valuation method was used to value the options using a
volatility of 140.9% and a share price of $0.125 on issue date and an exercise price of $0.08. The 10,470,742 ordinary
fully paid shares were valued at grant date of 6 October 2022 at $0.125 per share.
Outstanding as at 1 July
Granted during the year
Exercised during the year(i)
Outstanding at end of the year
Exercisable as at 30 June
2023
Number of
Options
15,000,000
13,125,961
-
28,125,961
28,125,961
2022
Number of
Options
-
17,000,000
(2,000,000)
15,000,000
15,000,000
The Weighted Average Exercise Price (“WAEP”) for the year ended 30 June 2023 is $0.13 (30 June 2022: $0.11). All
options refer to options over ordinary shares of Resource Mining Corporation Limited which are exercisable on a one
for one basis.
(i)
11,031,813 unlisted options exercisable at $0.15 and expiring on 25 October 2025 were issued on 25
October 2022 as part of the placement completed in October 2022.
RMC ANNUAL REPORT 2023
43
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
18. PARENT ENTITY DISCLOSURES
Current assets
Non-current assets
Total assets
Current liabilities
Total liabilities
Net assets
Issued capital
Reserves
Accumulated losses
Total equity
Parent Entity
2023
$
850,584
7,037,172
7,887,756
3,325,542
3,325,542
4,562,214
2022
$
1,742,823
228,960
1,971,783
1,173,274
1,173,274
798,508
79,824,064
3,091,089
(78,352,939)
66,921,753
663,533
(66,786,777)
4,562,214
798,508
Profit/(loss) for the year
Total comprehensive profit/(loss) for the year
(11,401,098)
(11,401,098))
2,987,131
2,987,131
i) Guarantees: No guarantees have been entered into by the parent entity on behalf of the subsidiaries.
ii) Contingent liabilities: No contingent liabilities exist.
19. CONTINGENCIES AND DEFERRED CONSIDERATION
Contingencies
Resource Mining Corporation Limited and its controlled entities do not have any known material contingent assets
however a contingent liability arose in the year.
Deferred consideration
Resource Mining Corporation Limited from the acquisition of Element 92 Pte Limited recognised $3,080,000 of a
deferred consideration for the value of the 40,000,000 ordinary shares as equity settlement. The value was based on
the fair value as at 19 January 2023. The shares have not been issued as at 30 September 2023 due to the tenement
licenses for the Element 92 Suomi Oy not yet being granted. However, control has been established over the entity
and its subsidiaries. A value for the amount AUD $ 3,080,000 has been estimated on the what the issue of shares will
be. (30 June 2022: nil).
Element 92 Pte Limited
The Company is committed to issuing 40,000,000 ordinary shares the vendor when at least one license is issued to
Element 92 Suomi Oy, a subsidiary of Element 92 Pte Limited.
20. REMUNERATION OF AUDITORS
Amount received, or due and receivable, by the auditors for:
Auditing and reviewing of financial reports
Other services – corporate finance
RMC ANNUAL REPORT 2023
Consolidated
2023
$
51,000
14,000
65,000
2022
$
54,550
41,550
96,100
44
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
21. COMMITMENTS
Mineral Tenement Commitments
Tanzania
In order to maintain current rights of tenure to mining tenements, the Group has exploration and evaluation expenditure
obligations up until the expiry of those licences. The following stated obligations are not provided for in the financial
statements and represent a commitment of the Group for Tanzania.
Within 1 Year
Later than 1 year but not later than five years
Total
Consolidated
2023
$
83,812
65,013
148,825
2022
$
12,756
38,268
51,024
Finland
In order to maintain current rights of tenure to mining tenements, the Group has exploration and evaluation expenditure
obligations up until the expiry of those licences. The following stated obligations are not provided for in the financial
statements and represent a commitment of the Group for Finland.
Within 1 Year
Later than 1 year but not later than five years
Total
Consolidated
2023
$
11,213
-
11,213
2022
$
-
-
-
Massive Nickel Tanzania Limited
As part of the Massive Nickel Tanzania Limited (MNTL) acquisition approved by shareholders on 29 September 2022,
the Company will enter into a net smelter return royalty deed with KHPL, whereby a 1.5% net smelter return will be
paid to KHPL for any future production arising form MNTL’s Nickel exploration assets.
22.
FINANCIAL RISK MANAGEMENT
The Group’s activities expose it to a variety of financial risks, including market risk (including currency risk), credit risk
and liquidity risks. The Group’s overall risk management program focuses on the unpredictability of financial markets
and seeks to minimise potential adverse effects on the financial performance of the business. To date, the Group has
not used derivative financial instruments. The Group uses different methods to measure different types of risk to which
it is exposed.
Risk Management
Risk management is carried out by the Board under policies approved by the Group’s Board of Directors and includes
evaluation of financial risks. The Board provides principles for overall risk management and the finance function provides
policies with regard to financial risk management that are defined and consistently applied.
(a) Credit Risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or contract, leading to
a financial loss. The maximum exposure to credit risk, excluding the value of any collateral or other security, at reporting
date, is the carrying amount net of any provisions for impairment of debts, as disclosed in the Statement of Financial
Position and notes to the financial statement. In the case of material cash deposited, credit risk is minimised by
depositing with recognised financial intermediaries such as banks, subject to Australian Prudential Regulation Authority
Supervision. For banks and financial institutions, only independently rated parties with a minimum rating of AA are
accepted.
The Group does not have any material risk exposure to any single debtor or Group of debtors under financial instruments
entered into by it.
RMC ANNUAL REPORT 2023
45
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
(b) Liquidity and Capital Risk
The Group has appropriate procedures in place to manage cash flows including continuous monitoring of forecast and
actual cash flows to ensure funds are available to meet commitments. The objectives when managing the Group’s
capital is to safeguard the business as a going concern, to maximise returns to shareholders and to maintain an optimal
capital structure in order to reduce the cost of capital. The table below analyses the Group’s financial liabilities into
relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date.
Financial liabilities
2023
Trade and other payables
Interest bearing liabilities
Non-interest bearing liabilities*
2022
Trade and other payables
Interest bearing liabilities
Non-interest bearing liabilities
Less
than 6
months
334,652
-
117,185
451,837
559,935
1,767
649,186
1,210,887
6 to 12
months
1 to 5
years
Over 5
years
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
Cash
Flows
Carrying
Value
334,652
334,652
-
-
117,185
117,185
451,837
451,837
559,935
559,935
1,767
1,767
649,186
649,186
1,210,887
1,210,887
* The fair value of non-interest bearing liabilities is considered the same as the carrying value as the time value of
money from the date the debt was assigned to the date it will be repaid via issue of shares will not be material.
(c)
Interest Rate Risk
The Group’s exposure to market risk for changes in interest rates relates primarily to interest on deposits with banking
institutions. The sensitivities of a movement in interest rates have no material impact on the Group due to the small
balances that are interest bearing.
(d) Foreign Exchange Risk
As a result of operations in Tanzania in both United States dollars and Tanzanian shillings, and operations in Finland in
Euros, the Group’s Statement of Financial Position can be affected by movements in exchange rates. The Group does
not hedge this exposure.
The Group manages its foreign exchange risk by constantly reviewing its exposure to commitments payable in foreign
currency and ensuring appropriate cash balances are maintained in Tanzanian shillings, to meet current operational
commitments.
The Group’s exposure to foreign exchange risk for changes in exchange rates relates has no material impact on the
Group due to the small balances of cash, receivables and payables.
Management believes the balance date risk exposures are representative of the risk exposure inherent in financial
instruments.
(e) Net Fair Values
Disclosure of fair value measurements by level are as follows:
• Level 1 – the fair value is calculated using quoted prices in active markets
• Level 2 – the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for
the asset or liability, either directly (as prices) or indirectly (derived from prices)
• Level 3 – the fair value is estimated using inputs for the asset or liability that are not based on observable market
data
Fair values of other financial instruments
The carrying value of assets and liabilities, due to their short term nature, are assumed to approximate their fair value
other than the following non-interest bearing liabilities. These borrowings are on interest-free terms, and accordingly
present value calculations have been performed on the basis of an implied 14% discount rate as determined by the
Directors.
RMC ANNUAL REPORT 2023
46
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
23. ASSET ACQUSITION AND FAIR VALUE ASSESSMENT
Massive Nickel Tanzania Limited
On 6 October 2022, the Company acquired 99% of Massive Nickel Tanzania Limited (MNTL) from Kabunga Holdings
Pty Ltd, a company controlled by the Company’s Executive Chairman, Mr. Asimwe Kabunga.
Fair value of consideration
Equity Instruments – 75,000,000 RMI Shares ($0.0125/share)
Total consideration
Assets and liabilities acquired
Net value of assets/(liabilities) of subsidiaries acquired
Exploration and evaluation assets
Total carrying value
Impairment
Adjusted carrying value
MNTL
MNTL
2023
$
9,375,000
9,375,000
(115,733)
9,490,733
9,375,000
(5,700,000)
3,675,000
The Massive Nickel projects are at an early stage of development, and there are a number of tenements included in the
projects where exploration activities are taking place.
The Company’s share price when the acquisition of MNTL was announced was $0.051. The shares issued as
consideration for the acquisition were approved by shareholders at the General Meeting held on 6th October 2022, and
the share price had risen to $0.125. No other material activities of the Company had occurred over this period.
Under accounting standards, where the value of a transaction is measured by the value of the consideration paid, the
value of the shares must be determined by the share price on the date they were issued rather than when the proposed
transaction was announced. The Company’s share price when the initial acquisition of its interest in the Massive Nickel
projects was announced was $0.051 and increased to $0.125 when the shares were issued on 6th October 2022,
resulting in a significant variance in the fair value of the equity instruments issued.
Furthermore, in connection with the transaction the Company obtained an Independent Expert Valuation Report which
provided a fair value estimate of the acquired tenements. This valuation was within a reasonable range of the Company’s
share price when the initial acquisition of its interest in the Massive Nickel projects was announced.
As a result, whilst the value of the consideration paid was measured using a share price on issue date of $0.125, the
value of the Group’s interest in MNTL was subsequently reassessed based on the above factors, resulting in an
impairment recognised in the period of $5,700,000.
Element 92 Pte Limited
On 19 January 2023 the Company acquired 100% of Element 92 Pte Limited from Ropa Investments (Gibraltar)
Limited. As the fair value of the project cannot be reliably determined, the asset acquisition has been recorded based
on the fair value of consideration.
RMC ANNUAL REPORT 2023
47
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
23. ASSET ACQUSITION AND FAIR VALUE ASSESSMENT (Continued)
The carrying amount of the interest is made up of the amounts set out below:
Fair value of consideration
Equity Instruments – 40,000,000 RMI Shares ($0.077/share)
Element 92
Total consideration
Assets and liabilities acquired
Net value of assets/(liabilities) of subsidiaries acquired
Exploration and evaluation assets
Element 92
Total carrying value
Impairment
Adjusted carrying value
2023
$
3,080,000
3,080,000
5,517
3,085,517
3,085,517
-
3,085,517
The purpose of the Element 92 Pte Limited acquisition was to acquire the Finnish subsidiary, Element 92 Suomi Oy,
which has a number of tenements in application in Finland, where exploration activities will begin to take place once a
license is issued.
The Company has agreed with the Vendor to acquire Element 92 Pte Ltd in consideration for 40,000,000 RMI shares
to be paid to the Vendor in two traches, being:
(a) 30,000,000 RMI Shares on the conversion of the first "Exploration reservation' to "Exploration Licence'; and
(b) 10,000,000 RMI Shares on the date that is three months after the date of issue of the TRMI shares subject to
shareholders' approval.
At 30th June 2023 the shares have not been issued due no license yet being issued and is still in the application phase.
If no exploration reservation is converted to exploration licence by 9 October 2023, RMI has the ability to reverse the
contractual arrangement.
The valued share price was $0.077 per share on 19 January 2023 being the completion date of acquisition. This gives
a total consideration value of $3,080,000.
Exploration and evaluation costs are carried forward where right of tenure of the area of interest is current and they are
expected to be recouped through sale or successful development and exploitation of the area of interest, or, where
exploration and evaluation activities in the area of interest have not yet reached a stage that permits reasonable
assessment of the existence of economically recoverable reserves.
When an area of interest is abandoned or the Directors decide that it is not commercial, any accumulated expenditures
in respect of that area are impaired in the financial period the decision is made.
RMC ANNUAL REPORT 2023
48
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 30 June 2023
_____________________________________________________________________________
24. SEGMENT INFORMATION
The Group operates within two geographical segments within mineral exploration and extraction, being Tanzania and
Finland. The segment information provided to the chief operating decision maker is as follows:
2023
Exploration
activities
Tanzania
Exploration
activities
Finland
Corporate
activities
Australia
Consolidated
Segment Revenue
Total Revenue
-
-
-
-
7,001
7,001
7,001
7,001
(7,176,904)
(11,570)
(4,152,868)
(11,341,342)
result before
Segment
income tax
Profit before income tax
Segment assets
Segment liabilities
4,116,608
(206,295)
3,083,506
(21,187)
893,938
(3,304,355)
(11,341,342)
8,094,052
(3,531,837)
2022
Exploration
activities
Tanzania
Exploration
activities
Finland
Corporate
activities
Australia
Consolidated
Segment Revenue
Total Revenue
result before
Segment
income tax
Profit before income tax
-
-
(574,324)
Segment assets
Segment liabilities
28,364
(268,383)
-
-
-
-
-
5,101,823
5,101,823
3,487,450
5,101,823
5,101,823
2,913,126
2,913,126
1,742,823
(942,505)
1,771,187
(1,210,888)
25. MATTERS SUBSEQUENT TO THE REPORTING PERIOD
Subsequent to year end, the following occurred:
• On 28 July 2023, the Company and Chief Executive Officer (CEO) Mr Andrew Nesbitt mutually agreed to separate
and Andrew’s engagement as CEO ceased.
• On 16 August 2023, the Company announced a capital raising of up to approximately $2 million (before costs)
through a placement to sophisticated and professional investors and a subsequent partially underwrites non-
renounceable entitlement offer to eligible shareholders.
• On 21 August 2023, the Company completed a placement and issued 20 million new fully paid ordinary shares at
$0.05 per share to raise $1 million (before costs).
• On 18 September 2023, the Company completed a partially underwritten non-renounceable entitlement offer and
issued 6,640,355 new fully paid ordinary shares at $0.05 per share to raise $332k (before costs). A further issue of
10 million shares and an additional $500k is planned to be raised on 2 October 2023 when the underwritten shares
are issued.
There are no other matters or circumstances that have arisen since 30 June 2023 that have or may significantly affect
the operations, results, or state of affairs of the Group in future financial years.
RMC ANNUAL REPORT 2023
49
DIRECTOR’S DECLARATION
for the year ended 30 June 2023
1.
In the opinion of the Directors:
a) The financial statements and notes are in accordance with the Corporations Act 2001, including:
i)
ii)
giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its performance
for the year then ended; and
complying with Australian Accounting Standards (including the Australian Accounting Interpretations),
the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
iii) complying with International Financial Reporting Standards (IFRS) as stated in note 1 of the financial
statements; and
b)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
2.
This declaration has been made after receiving the declarations required to be made to the Directors in
accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2023.
This declaration is signed in accordance with a resolution of the Board of Directors.
Asimwe Kabunga
Executive Chairman and Director
Dated this 29th day of September 2023
RMC ANNUAL REPORT 2023
50
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Level 9
Mia Yellagonga Tower 2
5 Spring Street
Perth, WA 6000
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Resource Mining Corporation Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Resource Mining Corporation Limited (the Company) and its
subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30
June 2023, 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 report, including a summary of significant accounting policies
and the directors’ declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its
financial performance for the year ended on that date; 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 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.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia
Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO
International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability
limited by a scheme approved under Professional Standards Legislation.
51
Material uncertainty related to going concern
We draw attention to Note 1(c) in the financial report which describes the events and/or conditions
which give rise to the existence of a material uncertainty that may cast significant doubt about the
group’s ability to continue as a going concern and therefore the group may be unable to realise its
assets and discharge its liabilities in the normal course of business. Our opinion is not modified in
respect of this matter.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. In addition to the matter described in the Material uncertainty
related to going concern section, we have determined the matters described below to be the key audit
matters to be communicated in our report
Accounting for asset acquisitions
Key audit matter
How the matter was addressed in our audit
During the year, the Group acquired all the
Our procedures included, but were not limited to the
issued capital in Massive Nickel Pty Ltd (a
following:
related party entity) and Element92 Pte Ltd as
disclosed in Note 23.
•
Assessing the Group’s determination that the
acquisitions represented asset acquisitions in
The Group accounted for the above transactions
applying the criteria of AASB 3 to each acquisition;
as asset acquisitions, after consideration and
assessment of the details of each acquisition
and the requirements of AASB 3 Business
Combinations (‘AASB 3’).
Accounting for an asset acquisition is a complex
accounting area due to the judgment applied in
determining the treatment. In particular:
•
Determination of the fair value of
purchase consideration; and
•
Identification and measurement of the
fair value of assets acquired and
liabilities assumed.
We therefore considered the asset acquisitions
to be a Key Audit Matter.
•
Confirming the appropriate acquisition dates with
reference to supporting acquisition agreements;
•
Reviewing the relevant agreements to obtain an
understanding of the contractual terms and
conditions of the transactions;
•
Assessing management’s determination of the fair
value of consideration paid and agreeing to
supporting documentation;
•
Reviewed the basis for management’s impairment
calculation for Massive Nickel and the supporting
independent valuation report;
•
Agreeing the assets acquired and liabilities assumed
to underlying data; and
•
Assessing the adequacy of the related disclosures in
Notes 1 and 23 to the Financial Report.
52
Accounting for share-based payments
Key audit matter
How the matter was addressed in our audit
During the year, the Company issued equity
Our procedures included, but were not limited to the
instruments. These instruments included issue
following:
of 35 million performance rights to directors, as
well as 2,094,148 options issued to Kabunga
Holdings Pty Ltd (‘KHPL’) as part repayment of
$649,186 owing to KHPL as approved by
shareholders at the Company’s General Meeting
on 29 September 2022 as disclosed in Note 17.
These instruments constitute share-based
payments and accordingly are required to be
recognised at their fair value and expensed over
the respective vesting (performance) period.
Such arrangements embed complexities and
significant judgements under the applicable
accounting standard, particularly in respect to
valuation and accounting.
•
Reviewing the relevant agreements to obtain an
understanding of the contractual nature and terms
and conditions of the share-based payment
arrangements;
•
Holding discussions with management to understand
the share-based payment transactions in place;
•
Reviewing management’s determination of the fair
value of the share-based payments granted,
considering the appropriateness of the valuation
models used and assess the valuation inputs;
•
Engaging our valuation specialists to assess the
reasonableness of management’s valuation inputs;
•
Verifying the share-based payment expense has
been recognised appropriately over the relevant
vesting period; and
•
Assessing the adequacy of related disclosures in
Note 1, 16 and 17 to the Financial Report.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2023, 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 we do not express any
form of assurance conclusion thereon.
53
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the 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 has 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 (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
54
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 16 to 20 of the directors’ report for the
year ended 30 June 2023.
In our opinion, the Remuneration Report of Resource Mining Corporation Limited, for the year ended 30
June 2023, 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.
BDO Audit (WA) Pty Ltd
Neil Smith
Director
Perth, 29 September 2023
55
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Level 9
Mia Yellagonga Tower 2
5 Spring Street
Perth, WA 6000
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY NEIL SMITH TO THE DIRECTORS OF RESOURCE MINING
CORPORATION LIMITED
As lead auditor of Resource Mining Corporation Limited for the year ended 30 June 2023, I declare
that, to the best of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Resource Mining Corporation Limited and the entities it controlled
during the period.
Neil Smith
Director
BDO Audit (WA) Pty Ltd
Perth
29 September 2023
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia
Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO
International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability
limited by a scheme approved under Professional Standards Legislation.
56
ADDITIONAL SHAREHOLDER INFORMATION
Additional information required by the Australian Securities Exchange Listing Rules and not disclosed elsewhere in
this report is set out below. The information is current as at 20 September 2023.
ANALYSIS OF SHAREHOLDING - Ordinary Shares
Size of Holding
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – or more
Number of
Holders
Number of Shares
% of Shares
488
515
228
520
214
174,583
1,433,008
1,806,249
18,782,493
530,151,474
0.03
0.26
0.33
3.40
95.98
100%
TOTAL
1,965
552,347,807
SUBSTANTIAL SHAREHOLDERS
The following substantial shareholders have notified the Company in accordance with the Corporations Act 2001:
Shareholder Name
Kabunga Holdings Pty Ltd
Topwei Two Pty Ltd
Number of Shares
128,474,001
33,567,818
% of Shares
23.26%
6.08%
TOP 20 SHAREHOLDERS
The top 20 largest shareholders are listed below:
Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
KABUNGA HOLDINGS PTY LTD
TOPWEI TWO PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BNP PARIBAS NOMINEES PTY LTD
MS LETICIA HERMAN KABUNGA
MR ROHAN PATNAIK
AFRIKA KAZI LIMITED
MS JOVITHA CHARLES JOSEPH
MR XIAODONG MA
MR YULONG GU
ROPA INVESTMENTS (GIBRALTAR) LIMITED
BNP PARIBAS NOMS PTY LTD
MR HASHIMU MUSEDEM MILLANGA
MR WALEED KH S A A ESBAITAH
MR JIUMIN YAN
IGNITE EQUITY PTY LTD
KEEN MERIT LIMITED
BEST VENTURE DEVELOPMENT LIMITED
VEN CAPITAL PTY LTD
CITICORP NOMINEES PTY LIMITED
Number of
Shares
% of
Shares
128,474,001
33,567,818
17,997,929
23.26
6.08
3.26
17,763,128
17,622,939
16,353,754
15,200,000
15,200,000
13,970,000
13,085,275
13,000,000
11,741,056
11,444,801
10,664,773
10,426,063
9,130,000
8,503,171
8,469,895
8,256,815
7,571,261
3.22
3.19
2.96
2.75
2.75
2.53
2.37
2.35
2.13
2.07
1.93
1.89
1.65
1.54
1.53
1.49
1.37
TOTAL TOP 20 HOLDERS
388,442,679
70.33
TOTAL REMAINING HOLDERS BALANCE
163,905,128
29.67
TOTAL
552,347,807
100%
The Company had unmarketable parcels for 1,259 shareholders holding 3,723,501 units at 20 September 2023.
RMC ANNUAL REPORT 2023
57
ADDITIONAL SHAREHOLDER INFORMATION
VOTING RIGHTS
Article 13.13 of the Constitution specifies that on a show of hands every member present in person, by attorney or by
proxy shall have:
a)
b)
for every fully paid share held by him one vote
for every share which is not fully paid a fraction of the vote equal to the amount paid on the share over the
nominal value of the shares.
OPTION HOLDINGS AT 20 SEPTEMBER 2023
Terms
Number of Options
Class
Unlisted options
Unlisted options
Unlisted options
Unlisted options
OP2
OP3
OP4
OP5
TOTAL
Expiry 20/05/25 Exercise
Price $0.08
Expiry 25/05/25 Exercise
Price $0.10
Expiry 22/06/25 Exercise
Price $0.15
Expiry 26/10/25 Exercise
Price $0.15
ANALYSIS OF UNLISTED OPTION HOLDINGS AT 20 SEPTEMBER 2023
Size of Holding
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – or more
TOTAL
Number of
Holders
-
-
-
5
28
33
Number of
Options
-
-
-
395,454
27,730,507
28,125,961
100%
4,094,148
8,000,000
5,000,000
11,031,813
28,125,961
% of
Options
-
-
-
1.14
98.59
The following Option holders hold more than 20% of a particular class of the Company’s Unlisted Options:
Holder
Kabunga Holdings Pty Ltd
Topwei Two Pty Ltd
Cong Ming Limited
New Street Capital Pty Ltd
Mr Ying Wang
Mr Zuliang Park Wei + Ms
Bao Hong Zhang
Mr Bin Zhou
Heping Pty Ltd
OP2
Number of Options held
OP3
OP4
OP5
2,094,148
2,000,000
4,000,000
3,000,000
1,000,000
1,500,000
1,000,000
2,500,000
RMC ANNUAL REPORT 2023
58
ADDITIONAL SHAREHOLDER INFORMATION
PERFORMANCE RIGHTS
ANALYSIS OF UNLISTED PERFORMANCE RIGHTS HOLDINGS AT 20 SEPTEMBER 2023
Size of Holding
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – or more
TOTAL
Number of
Holders
-
-
-
-
4
4
Number of
Performance
Rights
-
% of
Performance
Rights
-
-
-
-
-
-
-
35,000,000
100.00
35,000,000
100%
The following Performance Rights holders hold more than 20% of the Company’s Unlisted Performance Rights on
issue:
Holder
Kabunga Holdings Pty Ltd
INTEREST IN MINING TENEMENTS
Performance
Rights held
20,000,000
Company
Project
Location
Tenement No.
RMC Interest
Eastern Nickel
Tanzania Limited
Eastern Nickel
Tanzania Limited
Eastern Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Kabulwanyele
Tanzania
PL/11534/2021
Kabulwanyele
Tanzania
PL/11535/2021
74.25%
74.25%
Kabulwanyele
Tanzania
PL/17691/2021*
74.25%*
Liparamba
Mbinga
Tanzania
Tanzania
PL 11725/2021 (previously
PL/16943/2021
PL 11726/2021
99.00%
99.00%
Kapalagulu
Tanzania
PL 11724/2021
99.00%
Mbinga
Tanzania
PL/16944/2021*
99.00%*
Kapalagulu
Tanzania
PL/17155/2021*
99.00%*
Kapalagulu
Tanzania
PL 12196/2023 (previously
PL/17041/2021)**
99.00%**
Liparamba
Tanzania
PL/16942/2021*
99.00%*
Massive Nickel
Tanzania Limited
Kitai
Tanzania
PL 12195/2023 (previously
PL/17015/2021**
99.00%**
Massive Nickel
Tanzania Limited
Kapalagulu
Tanzania
PL/17503/2021*
99.00%*
RMC ANNUAL REPORT 2023
59
ADDITIONAL SHAREHOLDER INFORMATION
Company
Project
Location
Tenement No.
RMC Interest
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Massive Nickel
Tanzania Limited
Element92 Suomi
Oy
Kapalagulu
Tanzania
PL/17505/2021*
99.00%*
Kapalagulu
Tanzania
PL 12197/2023 (previously
PL/17687/2021)**
99.00%**
Kapalagulu
Tanzania
PL/17757/2021*
99.00%*
Kabanga
Tanzania
PL 12198/2023 (previously
PL/17511/2021)**
99.00%**
Kapalagulu
Tanzania
PL/17504/2021*
99.00%*
Hirvikallio
Finland
VA2022:0012
100.00%
Element92 Suomi
Oy
Kola
Finland
VA2022:0013
100.00%
Element92 Suomi
Oy
Element92 Suomi
Oy
Element92 Suomi
Oy
Element92 Suomi
Oy
Ruossakero
Finland
VA2022:0014
100.00%
Pikkukkalio
Finland
Submitted
100.00%*
Köyhäjoki
Finland
Submitted
100.00%*
Neverbacka
Finland
Submitted
100.00%*
* Tenement applied for but not yet granted.
** Tenements acquired during the quarter.
RMC ANNUAL REPORT 2023
60