ANNUAL REPORT
30 June 2021
Business Objective
Contents
Corporate Directory
Directors' Report
Mineral Resources & Ore Reserves
Financial Report
Consolidated Statement of Profit or Loss and
Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Cash Flows
Consolidated Statement of Changes in Equity
Notes to the Financial Statements
Directors' Declaration
Auditor's Independence Declaration
Independent Auditor's Report
Security Holders' Information
2
3-14
15
16
17
18
19
20-48
49
50
51-53
54-55
Resources and Energy Group Limited (ASX:REZ) is
an independent, ASX-listed mineral resources
explorer, developer and producer, holding mining
leases in Western Australia and Queensland. REZ
aims to develop a portfolio of mining tenements
through to production. REZ is currently focused on
the development of the flagship East Menzies Gold
Project (EMGP) 130km north of Kalgoorlie in
Western Australia. EMGP represents a +100km2
package of contiguous mining,
exploration, and prospecting licenses, which are
located within a significant orogenic lode gold
province.
In Queensland, the company has a 12km2 Mineral
Development Licence over the Mount Mackenzie
Mineral Resource and retains a further 15km2 as an
Exploration Permit. These Development and
Exploration Licences are in the Connors-Auburn Arc
and are prospective for high, intermediate, and
low sulphidation gold and base metals mineralisation.
Cover photo
Mining operations at Granny Venn in the East
Menzies Gold Project
Annual Report
June 2021
1
Corporate Directory
Directors
Gavin Rezos
Richard Poole
Daniel Moore
Secretary
Warren Kember
Share Registry
Automic Group
Level 5, 126 Phillip St,
Sydney, NSW 2000
Telephone 1300 288 664/(02) 9698 5414
Email: hello@automicgroup.com.au
Auditor
RSM Australia Partners
Level 13, 60 Castlereagh Street
Sydney, NSW 2000
Stock exchange listing
Resources & Energy Group Limited's fully paid
ordinary shares are listed on the Australian
Securities Exchange (ASX:REZ)
Registered Office
Level 33 Colonial Centre
52 Martin Place
Sydney, NSW 2000
Telephone +(612) 9227 8900
Facsimile +(612) 9227 8901
ABN: 12 110 005 822
Web site: www.rezgroup.com.au
Solicitor
Steinepreis Paganin
Level 4, 16 Milligan Street
Perth, WA 6000
Bankers
National Australia Bank
255 George Street
Sydney, NSW 2000
Annual Report
June 2021
2
Directors' Report
The directors present their report together with the annual Financial Report of Resources & Energy Group Limited
(Company) and its controlled entities (the Group or consolidated entity) for the year ended 30 June 2021 and the
Independent Audit Report thereon.
Directors
The details of directors of the Company at any time during or since the end of the financial year to the date of this
report are set out below.
Names, qualifications, experience and special responsibilities
Mr Gavin Rezos
Bachelor of Laws, LLB, BA
Chairman, non-executive director, independent
Appointed: 22 April 2016
Completed years of service: 5 years
Mr Rezos has extensive Australian and international investment banking experience and is a former investment
banking Director of HSBC Group with regional roles during his career in London, Sydney and Dubai. Mr Rezos has
held CEO or directorship roles of companies in the technology and resources sectors in Australia, the UK and the US
and was formerly Chairman of Alexium International Group Limited, a non-executive director Iluka Resources Limited
and of Rowing Australia. He is currently Chairman of Vulcan Energy Resources Limited and principal of Viaticus
Capital.
Non-executive director positions held during the past 3 years: Vulcan Energy Resources Limited.
Mr Richard Poole
Bachelor of Laws, Bachelor of Commerce, LLB, ASIA
Director and Chief Executive Officer, non-independent
Appointed: 12 July 2004
Completed years of service: 17 years
Mr Poole commenced his career as a lawyer specialising in mergers and acquisitions. He left the law in 1990 to build a
research and development operation with operations in Japan, USA and Australia and added a manufacturing
company in China in 1994. He successfully built the R&D company from its early stages to a public listed vehicle
raising the necessary capital up to his departure in 1999. Since 1999 he has continued his involvement in fund raising
and the development of companies. He is a principal of Arthur Phillip Pty Limited a corporate advisory firm providing
investment services and he is an experienced corporate advisor and entrepreneur.
Mr Daniel Moore
Director, independent
Appointed: 14 July 2021
Completed years of service: Less than 1 year
Mr Moore has extensive experience working with emerging companies in natural resources. He has been involved with
Resource & Energy Group’s East Menzies Goldfields since 2013 when it was first listed on the ASX. Daniel is currently
a Director of Marquee Resources (ASX: MQR) and a founder of Koch Metals and Centenario Lithium. Previously he
held Non-Executive Director roles at iCollege (ASX: ICT), Coronado Resources now Race Oncology (ASX: RAC) and
Stratum Metals now Locality Planning Energy (ASX: LPE).
Annual Report
June 2021
3
Directors' Report
Ms Virginia Bruce
Non-executive director, independent
Appointed: 6 December 2004,
Completed years of service: 16 years
Passed away: 23 June 2021
Ms Bruce’s international reputation was developed through her key role in developing International brand and business
strategies for many Fortune 500 brands including Warner Bros, Mattel, Avon, Disney, Kelloggs, Audi, Volkswagen,
Coca Cola, Network 7 including four back to back Olympics starting with the Sydney Olympic Games. She has worked
extensively in the USA, Australia, Asia, China, Middle East and Europe, establishing business operations in all of these
markets. Ms Bruce was the CEO of The REAL Group, which focuses on social development and mentoring programs.
Company Secretary
Mr Warren Kember
Bachelor of Commerce, MBA, Dip Applied Finance
Chief Financial Officer and Company Secretary
Completed years of service: 5 years
Mr Kember is the Chief Financial Officer and Company Secretary of the Group and is responsible for directing all
financial, legal and risk management. Mr Kember has significant experience in executive finance having served as
Chief Financial Officer for a number of ASX listed companies in the construction, mining and technology sectors.
Interests in the shares and options of the company and related bodies corporate
As at the date of this report, the interests of the directors in the shares and options of the Company were:
Mr Gavin Rezos
Mr Richard Poole
Mr Daniel Moore
Ms Virginia Bruce
Number of
Ordinary
Shares
Number of
Options over
Ordinary
Shares
14,603,700 -
67,987,302 -
12,000,000 -
550,000 -
Directors' meetings
The number of meetings of directors (including meetings of committees of directors) held during the financial year and
the number of meetings attended by each director were as follows:
Mr Gavin Rezos
Mr Richard Poole
Ms Virginia Bruce
Dividends
Directors' meetings
Eligible to
attend
Attended
6 6
6 6
6 6
No dividends have been paid or declared since the end of the previous financial year, nor do the directors recommend
the declaration of a dividend (2020: Nil).
Annual Report
June 2021
4
Directors' Report
Principal Activities
The principal activities of the Group are to explore and develop suitable mineral deposits, including gold and silver.
The Group had 3 employees at 30 June 2021 (2020: 4 employees).
Operating Results for the Year
Financial results
The loss after tax of the Group for the year ended 30 June 2021 was $1,472,288 (2020: $3,128,112).
Capital Issues
During the reporting period the Company raised additional capital via an issue of ordinary shares of 44,000,019
ordinary shares at 7.5 cents each to raise $3,300,000.
Mount Mackenzie
The Mount Mackenzie Gold Project is located 150km north west of Rockhampton, Queensland. The project includes a
28.4km2 tenement package held by the Group.
Located within the Connors Magmatic Arc of the New England Fold Belt region, the broader area has produced over 50
million ounces of gold and large amounts of copper and silver. The region is acknowledged as the largest high
sulphuration epithermal systems in Eastern Australia, comparable with those associated with major gold-copper
porphyry systems around the world.
During the financial year further exploration work resulted in the upgrading and expanding the JORC Resource to
3.42Mt at 1.18gpt gold and 9.0gpt silver for a total of 129 oz gold and 862 oz silver. The Group released an updated
scoping study confirming a potential low-cost gold project, generating 43,000 ounces of gold with a possible $54 million
in earnings before interest, tax, depreciation and amortisation from a $13 million capital investment.
The scoping study investigated a range of production and processing options and identifies a 300,000 tonnes per
annum open cut development with an onsite gold plant as the most appropriate case for the progression of the project
to Feasibility Study. The processing plant is proposed to be a low-cost modular crushing, grinding and CIL circuit.
An evaluation of MMGP indicates it would be a technically low risk operation supported by strong economic
performance. The scoping study has also identified opportunity for a staged increase in plant capacity to 500,000
tonnes per annum, and introducing a flotation circuit for recovery of a gold concentrate from the treatment of primary
ore. This option requires further investigation but has potential to recover a larger part of the primary resource than
currently envisaged.
A mineral development licence has been formally granted over the entire MMGP area, which encompasses the current
project area and all land required for its development.
Planning work associated with a program of diamond and reverse circulation drilling at Mount Mackenzie has also been
prepared to test weathering limits and the extent of primary mineralisation beneath the North Knoll and SW Slopes
prospects. Exploration planning associated with testing mineralisation associated with the Clive Creek prospects
(Quinine Gully and Sphinx) has also been completed.
Annual Report
June 2021
5
Directors' Report
East Menzies
The East Menzies Gold Project is located 130km north of Kalgoorlie, with a collective surface area of 103km2 and
consists of over 50 tenements, a mixture of mining leases, mining lease applications, prospecting leases and
prospecting lease applications. These mining and exploration instruments are host to a 20km continuous strike of a
mineralised Greenstone Belt, including the Springfield Venn Gold Corridor, and the Goodenough Syncline.
Since acquisition, a total of 194 soil samples have been collected from a number of tenements for mobile metal ion
analysis which were subject to assay analysis. Work on compiling and evaluating historical exploration data has
commenced, and the Company is in the process of assembling a complete data base representing all historical and
recent exploration data. The database includes data from 13,895 holes, 17,090 geochemical samples and 97,502
assay intervals.
An analysis of the drilling data acquired has highlighted the overall shallow tenor of previous exploration. This historical
approach to drilling shallow drill holes has highlighted areas of near surface mineralisation, however, there still remains
significant exploration potential for further discoveries at depth and within areas that have yet to be drill tested. A review
of the open file multi element geochemical data as well as information contained within the project databases, has
revealed large coincident gold, arsenic, lead and sulphur anomalies within the Menzies tenement package. Many of
these have never been followed up by modern drilling. The geochemical samples when incorporated into the database
show areas that have known gold deposits, such as Granny Venn-Caesar which has a very consistent and focused
gold-in-soil response.
All historical projects within the Menzies region were imported into a 3D geology program and their data validated to
identify missing data and data errors. The projects include Granny Venn, Caesar, Jenny Venn, Goodenough, Maranoa
and Gigante Grande as well as many other smaller prospects. Each of the projects have had drilling planned to extend
the known mineralisation down dip and or along strike.
Radio Gold
During the prior reporting period the Company received an offer from Summit Resource Holdings Pty Limited, a
subsidiary of Nu Fortune Gold Limited, to acquire the Group's remaining 93.75% interest in Radio Gold for $1,500,000.
This offer was declared unconditional and a total of $1,100,000 was received prior to 30 June 2020. The balance of
$400,000 owing was received on 15 July 2020.
Annual Report
June 2021
6
Directors' Report
Tenements
Tenements held by the Group as of 30 June 2021 were as follows.
State
Project
Number
Status
Queensland
Queensland
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Mt Mackenzie
Mt Mackenzie
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
MDL2008
EPM10006
P29/2225
P29/2391
P29/2395
P29/2270
P29/2408
P29/2409
E29/0979
P29/2456
P29/2457
P29/2458
P29/2459
P29/2460
P29/2461
P29/2455
P29/2470
P29/2528
P29/2474
P29/2469
P29/2472
P29/2473
P29/2496
P29/2497
P29/2500
P29/2471
P29/2492
P29/2494
P29/2558
P29/2553
P29/2554
P29/2555
P29/2556
P29/2557
P29/2567
P29/2564
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
REZ
beneficial
ownership
Expiry
31 Oct 2024
100.00%
28 Mar 2023
100.00%
4 Sep 2020
100.00%
100.00%
2 April 2025
100.00% 19 April 2025
22 Apr 2021
100.00%
2 July 2025
100.00%
28 Sep 2021
100.00%
23 Feb 2022
100.00%
31 Jan 2023
100.00%
31 Jan 2023
100.00%
31 Jan 2023
100.00%
31 Jan 2023
100.00%
31 Jan 2023
100.00%
31 Jan 2023
100.00%
31 Jan 2023
100.00%
16 Jul 2023
100.00%
24 Oct 2023
100.00%
12 Mar 2024
100.00%
24 Mar 2024
100.00%
25 Mar 2024
100.00%
25 Mar 2024
100.00%
25 Mar 2024
100.00%
25 Mar 2024
100.00%
25 Mar 2024
100.00%
14 Jun 2024
100.00%
14 Jun 2024
100.00%
14 Jun 2024
100.00%
15 Nov 2024
100.00%
15 Nov 2024
100.00%
15 Nov 2024
100.00%
15 Nov 2024
100.00%
15 Nov 2024
100.00%
15 Nov 2024
100.00%
16 Nov 2024
100.00%
16 Nov 2024
100.00%
Annual Report
June 2021
7
Directors' Report
State
Project
Number
Status
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
Menzies
P29/2568
P29/2565
P29/2566
P29/2563
M29/0141
M29/0427
M29/0189
L29/0061
Live
Live
Live
Live
Live
Live
Live
Live
Significant Changes in State of Affairs
During the financial year the following significant changes occurred.
REZ
beneficial
ownership
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
Expiry
16 Nov 2024
16 Nov 2024
16 Nov 2024
17 Nov 2024
31 Jul 2033
11 Feb 2040
15 Oct 2040
31 Mar 2041
The Company raised $3,300,000 (before costs) via the placement of 44,000,019 ordinary shares at 7.5 cents each
cash consideration.
Going Concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of normal
business activities and the realisation of assets and the discharge of liabilities in the normal course of business.
As disclosed in the financial statements, the Group incurred a loss of $1,472,288 and had net cash outflows from
operating activities of $1,480,690 for the year ended 30 June 2021. The ability to continue as a going concern and
realise its exploration assets is dependent on a number of factors, the most significant of which is to source additional
funding via share placement to continue its operations.
These factors indicate a material uncertainty which may cast significant doubt as to whether the Group will continue as
a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of
business and at the amounts stated in the financial report.
The directors believe that there are reasonable grounds to believe that the Group will be able to continue as a going
concern, after consideration of the following factors:
(i) the Group's current assets of $1,100,829 (2020: $1,798,018) were more than current liabilities of $347,696 (2020:
$454,476) at balance date;
(ii) The Group had net current assets of $753,133 and net assets of $9,204,153 at balance date;
(iii) the group has a cash balance of $1,016,448 at balance date;
(iv) the availability of equity and financing facilities to fund working capital requirements. The group raised
$3,061,688 net of costs during the year (per note 1 ) and is in the process of initiating a further capital raise; and;
(v) the ability for the directors to scale back activities in order to preserve cash when required.
Annual Report
June 2021
8
Directors' Report
The Directors believe that is reasonably foreseeable that the Group will be able to continue as a going concern and that
it is appropriate to adopt the going concern basis in the preparation of the financial report.
The financial statements do not include adjustments relating to the recoverability and classification of recorded asset
amounts or to the amounts and classification of liabilities that might be necessary should the Group not continue as a
going concern.
Significant Events After Balance Date
There have been no significant events occurring after the balance date which may affect either the Group's operations,
results of those operations or the Group's state of affairs, other than a proposed issue of 42 million options with an
exercise price of 8 cents per ption and an expiry date of 31 August 2026 which the Company is in the process of
issuing.
Likely Development and Expected Results
Apart from the matters referred to above in the Operating Results for the year, other likely developments in the
operations of the Group and the expected results of those operations in subsequent financials years have not been
included in this report because the directors believe this could result in unreasonable prejudice to the Group.
Environmental Regulation and Performance
Exploration and development activities are subject to State and Federal laws and regulations. The Group has a policy
of complying with its environmental performance obligations as a minimum, and during the reporting period, there has
been no known breach of the environment regulations. The Group is committed to ensuring the activities of its
business are conducted in a way so as to minimise adverse impacts on the environment and local communities.
Unissued Shares Under Securities
There were 44,117,556 share options on issue as at 30 June 2021 that can convert to ordinary shares in the ratio of
one fully paid ordinary share for each share option. No share options have been issued subsequent to the end of the
financial year to the date of this report.
Option class
Class L
Vesting conditions
Vested
Grant date
18/12/2017
Expiry date
15/12/2022
Exercise
price
Number of
share options
$0.140 1,000,000
Class M
Class N
Class O
Class P
Class P
Class Q
Vested
Vested
Vested
Engaged for 12
months
Engaged for 24
months (i)
Vested
18/12/2017
15/12/2022
$0.140 1,000,000
11/10/2019
11/10/2022
$0.080 15,000,000
11/10/2019
28/06/2022
$0.075 1,117,500
14/10/2020
30/09/2025
$0.050 7,500,000
14/10/2020
30/09/2025
$0.050 7,500,000
2/11/2020
31/10/2022
$0.200 11,000,056
Share options on issue at 30 June 2021
44,117,556
Annual Report
June 2021
9
Directors' Report
(i) Class D options were valued at nil due to uncertainty as to whether vesting condition will be met
(ii) No shares were issued during the financial year as a result of the exercise of options
There were no performance rights on issue as at 30 June 2021 that can convert to ordinary shares. No performance
rights have been issued or cancelled subsequent to the end of the financial year to the date of this report. During the
financial year 12,000,000 performance rights were cancelled upon the resignation of an employee.
Indemnification and Insurance of Officers and Directors
REZ’s constitution indemnifies, to the extent permitted by law, officers of the Group when acting in their capacity in
respect of:
• liability to third parties (other than related entities) when acting in good faith; and
• costs and expenses of successfully defending legal proceedings and ancillary matters.
The Directors and the Company Secretary named earlier in this report have the benefit of the indemnity together with
any other person in or who takes part in the management of the Group.
During the year REZ did not pay any premiums of insurance in respect of contracts insuring Directors, Company
Secretary or other members of management against liabilities incurred in their capacity as Director or officers of the
Group.
Rounding
The amounts contained in this report and in the financial report have been rounded to the nearest $1,000 (where
rounding is applicable) under the option available to the company under ASIC Class Order 98/0100. The company is
an entity to which the Class Order applies.
Proceedings on Behalf of the Company
No person has applied for leave of court to bring proceedings on behalf of the company or intervene in any
proceedings to which the company is party for the purpose of taking responsibility for the company for all or any part of
those proceedings. The Company and Group were not party to any such proceedings during the financial year.
Auditor Independence
A copy of the external auditor's declaration under Section 370C of the Corporations Act in relation to the audit for the
financial year is attached to the Financial Statements.
Non-audit services
No non-audit services were provided during the current year by the auditor.
Annual Report
June 2021
10
Directors' Report
Remuneration Report (Audited)
The remuneration report, which has been audited, outlines the key management personnel remuneration
arrangements for the consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its
Regulations. For the purposes of this report Key Management Personnel (KMP) of the Group are defined as those
persons having authority and responsibility for planning, directing and controlling the major activities of the Group,
including executive and non-executive directors.
During the financial year ended 30 June 2021, KMP consisted of:
Mr Gavin Rezos
Mr Richard Poole
Ms Virginia Bruce
Mr Warren Kember
Non-executive director and Chairman
Executive Director
Non-executive director
Chief Financial Officer and Company Secretary
Principles used to determine the nature and amount of remuneration
In order for the Company and Group to prosper and enhance shareholder value, the Group must be able to attract and
retain the highest calibre of executives. At this stage of the Group's development, a framework has not been
developed that links performance and KMP remuneration. The responsibilities of the Remuneration Committee, which
have been assumed by the full Board, include reviewing the remuneration of KMP and determining the nature and
amount of emoluments of KMP on an annual basis. In conducting this review reference is made to market and industry
conditions. Remuneration packages, can consist of base salary, fringe benefits, incentive schemes (including
performance related bonuses), superannuation, and entitlements upon retirement or termination, are reviewed with due
regard to performance and other relevant factors.
Where appropriate, share-based remuneration is provided to encourage KMP to focus on improving shareholder value
and also to reduce cash costs during the Group's development phase.
The aggregate amount of non-executive director fees is limited to $200,000 per annum as per a resolution of
shareholders. For further information, please refer to our corporate governance plan and annual governance
statement on our web site at www.rezgroup.com.au.
Short-term incentives and long-term incentives
Due to the current size of the Group and the extent of its operations limited short-term incentives, such as performance
based bonuses or longer term incentives, were provided to KMP other than as shown below.
Annual Report
June 2021
11
Directors' Report
Details of remuneration
Amounts paid or owing to KMP during the financial year ended 30 June 2021 are set out below.
Year ended 30 June 2021
Short-term
benefits
Post
employment
Salary & fees Superannuation
$
$
Directors
Mr Gavin Rezos
Mr Richard Poole (i)
Ms Virginia Bruce
Management
48,000
33,000
33,000
Mr Warren Kember (i)
-
114,000
-
-
-
-
-
Share-based
payments
Equity settled
$
-
-
-
-
-
Total
$
48,000
33,000
33,000
-
114,000
(i) Remuneration forms part of the fees charged by a director related entity. Details of the nature of the engagement
and the amount of fees charged are provided in Note 21 of the financial statements.
Amounts paid or owing to KMP during the financial year ended 30 June 2020 are set out below.
Year ended 30 June 2020
Directors
Mr Gavin Rezos
Mr Richard Poole
Ms Virginia Bruce
Management
Mr Christian Price (ii)
Mr David Frances (iii)
Mr Warren Kember (i)
Short-term
benefits
Post
employment
Salary & fees Superannuation
$
$
48,000
33,000
36,000
140,060
98,727
-
355,787
-
-
-
6,489
-
-
Share-based
payments
Equity settled
$
Total
$
170,000
-
20,000
218,000
33,000
56,000
-
-
146,549
98,727
-
552,276
6,489 190,000
(i) Remuneration forms part of the fees charged by a director related entity. Details of the nature of the engagement
and the amount of fees charged are provided in Note of the financial statements.
(ii) Left 31 October 2019
(iii) Appointed 22 October 2019 and left 31 March 2020
The percentage of total remuneration provided in the form of share-based payments for all KMP for the current
financial year was nil.
Annual Report
June 2021
12
Directors' Report
Service agreements
The non-executive directors did not enter into any service agreements with the Group. The responsibilities of the
Nomination Committee, which have been assumed by the full board, includes reviewing the appointment and
retirement of Non-Executive Directors on a case by case basis. Currently all directors are required to be re-elected at
least every three years and at least one-third of directors must retire at each Annual General Meeting.
Share options
The terms and conditions of each grant of options over ordinary shares affecting remuneration of KMP in the prior,
current financial year or future reporting years are as follows:
Option class/Holder
Class F Mr Gavin Rezos
Class G Mr Gavin Rezos
Class I Mr Christian Price
Class J Mr Christian Price
Class L Mr Christian Price
Class M Mr Christian Price
Number of share
options
5,000,000
2,500,000
250,000
250,000
1,000,000
1,000,000
10,000,000
Grant date
20/06/2016
20/06/2016
6/12/2016
6/12/2016
18/12/2017
18/12/2017
Expiry date
31/03/2021
31/03/2021
31/03/2021
31/03/2021
15/12/2022
15/12/2022
Exercise
price
$0.12
$0.12
$0.12
$0.14
$0.14
$0.14
Fair value per
option at grant
date
$0.03
$0.03
$0.03
$0.02
$0.03
$0.03
Share options carry no entitlement to dividends or right to vote. No share options were exercised, cancelled or lapsed
during the current or prior financial year. No person entitled to exercise share options had or has any right by virtue of
the options to participate in any share issue of any other body corporate.
Movements in Shares held by Key Management Personnel
2021
Mr Gavin Rezos
Mr Richard Poole
Ms Virginia Bruce
Mr Warren Kember
Balance at the start of
the year
14,603,700
67,987,302
550,000
625,000
Granted as
compensation
Net other change
-
-
-
-
-
-
-
-
Balance at the
end of the year
14,603,700
67,987,302
550,000
625,000
Annual Report
June 2021
13
Directors' Report
Movements in Share Options held by Key Management Personnel
2021
Mr Gavin Rezos
Balance at the start of
the year
7,500,000
Granted as
compensation
Net other change
Balance at the
end of the year
-
(7,500,000)
-
End of remuneration report
Signed in accordance with a resolution of the directors.
Mr Gavin Rezos, Chairman
Sydney, 30 September 2021
Annual Report
June 2021
14
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P
Consolidated Statement of Profit or Loss and
Other Comprehensive Income
For the year ended 30 June 2021
Continuing operations
Sales revenue
Cost of sales
Corporate and other administration costs
Director fees
Exploration and evaluation costs expensed
Employee benefits expense
Finance costs
Depreciation
Share-based payments expense
Insurance
Other expenses
Loss before income tax
Income tax benefit
Loss after tax from continuing operations
Discontinued operations
Loss after tax for the year from discontinued operations
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Total comprehensive loss is attributable to:
- shareholders of Resource & Energy Group Limited
- non- controlling interests
Notes
2021
$
2020
$
4(a)
4(b)
5
6
- -
- -
- -
(639,207)
(118,800)
(338,995)
(55,184)
(5,617)
(1,040)
(139,966)
(39,325)
(134,153)
(512,902)
(145,171)
(277,498)
(247,880)
5,700
(27,206)
(14,130)
(96,684)
(130,508)
(1,472,288)
-
(1,472,288)
(1,446,278)
-
(1,446,278)
-
(1,681,834)
(1,472,288)
(3,128,112)
-
-
(1,472,288)
(3,128,112)
(1,472,190)
(97)
(1,472,288)
(3,127,904)
(208)
(3,128,112)
Loss per share (cents per share) – basic and diluted
16
(0.35)
(0.86)
This consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
the notes to the financial statements.
Annual Report
June 2021
16
Consolidated Statement of Financial Position
As at 30 June 2021
Assets
Current assets
Cash and cash equivalents
Assets held for sale
Trade and other receivables
Other assets
Total current assets
Non-current Assets
Property, plant and equipment
Exploration and evaluation assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Provisions
Total current liabilities
Non-current liabilities
Interest-bearing loans and borrowings
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained earnings
Notes
2021
$
2020
$
7
6
8
1,016,448
-
64,381
20,000
1,356,267
400,000
21,751
20,000
1,100,829
1,798,018
9
10
33,889
8,933,030
30,929
6,732,509
8,966,919
6,763,438
10,067,748
8,561,456
11
13
12
13
333,565
14,131
419,597
34,879
347,696
454,476
-
515,898
116,296
515,898
515,898
632,194
863,594
1,086,670
9,204,153
7,474,786
14
15
34,388,392
763,990
(28,313,361)
31,326,704
624,023
(26,841,170)
Total equity attributable to the shareholders of
Resources & Energy Group Limited
Non-controlling interests
Total equity
6,839,020
5,109,557
2,365,132
9,204,153
2,365,229
7,474,786
This consolidated statement of financial position should be read in conjunction with the notes to the financial
statements
Annual Report
June 2021
17
Consolidated Statement of Cash Flows
For the year ended 30 June 2021
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest paid
Notes
2021
$
2020
$
- -
(2,207,947)
-
(1,480,690)
-
Net cash flows used in operating activities
7(b)
(1,480,690)
(2,207,947)
Cash flows from investing activities
Purchase of property, plant and equipment
Exploration and evaluation costs capitalised
Proceeds from sale of mining tenements
(4,000)
(2,200,521)
400,000
(929)
(1,594,188)
1,600,000
Net cash flows used in investing activities
(1,804,521)
4,883
Cash flows from financing activities
Proceeds from borrowings
Repayment of borrowings
Proceeds from borrowings - related party, net
Share placement
Transaction costs on issue of shares
-
(116,296)
-
3,300,000
(238,312)
-
(183,000)
-
3,000,000
(293,608)
Net cash flows provided by financing activities
2,945,392
2,523,392
Net decrease in cash and cash equivalents
(339,819)
320,328
Cash and cash equivalents at beginning of period
1,356,267
1,035,939
Cash and cash equivalents at end of period
7(a)
1,016,448
1,356,267
This consolidated statement of cash flow should be read in conjunction with the notes to the financial
statements
Annual Report
June 2021
18
Consolidated Statement of Changes in Equity
For the year ended 30 June 2021
Issued
capital
$
Share option
reserve
$
Retained
earnings
$
Non-
controlling
interests
$
Total
$
Balance at 1 July 2019
28,535,748
214,309
(23,713,266)
2,365,437
7,402,228
Total comprehensive income for the year
Issue of shares
Capital raising cost
Share-based payment
Cancellation of performance shares
-
3,690,148
(899,192)
-
-
395,585
42,388
(28,259)
(3,127,904)
-
-
(208)
-
-
(3,128,112)
3,690,148
(503,607)
42,388
(28,259)
Balance at 30 June 2020
31,326,704
624,023
(26,841,170)
2,365,229
7,474,786
Balance at 1 July 2020
31,326,704
624,023
(26,841,170)
2,365,229
7,474,786
Total comprehensive income for the year
Issue of shares
Capital raising cost
Share-based payment
-
3,300,000
(238,312)
-
-
-
139,967
(1,472,190)
-
-
-
(97)
-
-
-
(1,472,288)
3,300,000
(238,312)
139,967
Balance at 30 June 2021
34,388,392
763,990
(28,313,361)
2,365,132
9,204,153
This consolidated statement of changes in equity should be read in conjunction with the notes to the financial
statements
Annual Report
June 2021
19
Notes to the Financial Statements
For the year ended 30 June 2021
1
Corporate information
Resources & Energy Group Limited (the “Company”) is a listed public company incorporated and domiciled
in Australia. The consolidated financial statements for the year ended 30 June 2021 comprise the Company
and its controlled entities (together referred to as the “Group”).
The consolidated financial statements are presented in Australian dollars which is the Company's functional
and presentation currency.
The consolidated financial statements were approved by the Board of Directors on 30 September 2021.
The principal accounting policies are set out below. These policies have been consistently applied unless
otherwise noted.
2
a
Summary of significant accounting policies
Basis of preparation
These financial statements are general purpose financial statements which have been prepared in
accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and comply with
other requirements of the law.
For the purposes of preparing the consolidated financial statements, the Company is a for-profit listed public
entity.
Accounting Standards include Australian Accounting Standards. Compliance with Australian Accounting
Standards ensures that the financial statements and notes of the company and the Group comply with
International Financial Reporting Standards ('IFRS').
The consolidated financial statements have been prepared on the basis of historical cost, except where
assets or liabilities are measured at revalued amounts or fair values at the end of each reporting period, as
explained in the accounting policies below. Historical cost is generally based on the fair values of the
consideration given in exchange for goods and services. All amounts are presented in Australian dollars.
b
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting
period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not
been early adopted.
c
Going concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of
normal business activities and the realisation of assets and the discharge of liabilities in the normal course of
business.
As disclosed in the financial statements, the Group incurred a loss of $1,472,288 and had net cash outflows
from operating activities of $1,480,690 for the year ended 30 June 2021. The ability to continue as a going
concern and realise its exploration assets is dependent on a number of factors, the most significant of which
is to source additional funding via share placement to continue its operations.
These factors indicate a material uncertainty which may cast significant doubt as to whether the Group will
continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the
normal course of business and at the amounts stated in the financial report.
Annual Report
June 2021
20
Notes to the Financial Statements
For the year ended 30 June 2021
The directors believe that there are reasonable grounds to believe that the Group will be able to continue as
a going concern, after consideration of the following factors:
(i) the Group's current assets of $1,100,829 (2020: $1,798,018) were more than current liabilities of $347,696
(2020: $454,476) at balance date;
(ii) The Group had net current assets of $753,133 and net assets of $9,204,153 at balance date;
(iii) the group has a cash balance of $1,016,448 at balance date;
(iv) the availability of equity and financing facilities to fund working capital requirements. The group raised
$3,061,688 net of costs during the year (per note 1 ) and is in the process of initiating a further capital raise;
(v)d the ability for the directors to scale back activities in order to preserve cash when required.
The Directors believe that is reasonably foreseeable that the Group will be able to continue as a going
concern and that it is appropriate to adopt the going concern basis in the preparation of the financial report.
The financial statements do not include adjustments relating to the recoverability and classification of
recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the
Group not continue as a going concern.
d
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities
controlled by the Company. Control is achieved when the Company:
• has power over the investee;
• is exposed, or has rights, to variable returns from its involvement with the investee; and
• has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that
there are changes to one or more of the three elements of control listed above.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases
when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary
acquired or disposed of during the year are included in the consolidated statement of profit or loss and other
comprehensive income from the date the Company gains control until the date when the Company ceases to
control the subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the owners of the
Company and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the
owners of the Company and to the non-controlling interests even if this results in the non-controlling interests
having a deficit balance.
All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between
members of the Group are eliminated in full on consolidation.
e
Significant accounting judgements, estimates and assumptions
The preparation of the Group's consolidated financial statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities,
and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that require a material adjustment to the carrying
amount of assets or liabilities affected in future periods.
Annual Report
June 2021
21
Notes to the Financial Statements
For the year ended 30 June 2021
The key assumptions concerning the future and other key sources of estimate uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described below. The Group based its assumptions and estimates
on parameters available when the consolidated financial statements were prepared. Existing circumstances
and assumptions about future developments, however, may change due to market changes or
circumstances arising beyond the control of the Group. Such changes are reflected in the assumptions when
they occur.
Carrying value of exploration, evaluation and development assets
The Group capitalises expenditure relating to exploration, evaluation and mine development where it is
considered likely to be recoverable or where the activities have not reached a stage which permits a
reasonable assessment of the existence of reserves. While there are certain areas of interest from which no
reserves have been extracted, the directors are of the continued belief that such expenditure should not be
written off since feasibility studies in such areas have not yet concluded.
The Group reclassifies exploration and evaluation expenditure to mine development assets when the Board
assess that the mine has reached a point where it is certain that extraction of ore will commence in the
immediate future.
Capitalised expenditure for exploration and evaluation is carried at the end of the reporting period at
$8,933,030 (2020: $6,732,509).
Determination of mineral resources and ore reserves
The Group estimates its Mineral Resources and Ore Reserves in accordance with the Australasian Code of
Reporting of Exploration Results, Mineral Resources and Ore Reserves (“the JORC Code”). The information
on mineral resources and ore reserves is prepared by or under the supervision of Competent Persons as
defined in the JORC Code. The amounts presented in the statement of Mineral Resources and Ore
Reserves are determined under the JORC Code where is information is available. When a resource or
reserve amount prepared in accordance with the JORC Code for a particular mine is not available, then no
amounts are disclosed. For the purposes of impairment testing of assets the Board applies JORC Code
verified information when it is available, or otherwise management estimates of potential resources.
There are numerous uncertainties inherent in estimating mineral resources and ore reserves and
assumptions that are valid at the time of estimation which may change significantly when new information
becomes available. Changes in the forecast prices of commodities, exchange rates, production costs or
recovery rates may change the economic status of reserves and may, ultimately, result in the reserves being
restated. Such changes in reserves could impact depreciation and amortisation rates, asset carrying values
and impairment assessments.
Going concern
The financial statements have been prepared on the basis that the Group is a going concern, refer to Note
2(c) for discussion on the basis of this assumption.
Annual Report
June 2021
22
Notes to the Financial Statements
For the year ended 30 June 2021
Share based payments
The costs of the share-based payments are calculated on the basis of the fair value of the equity instrument
at grant date. Determining the fair value assumes choosing the most suitable valuation model for these
equity instruments, by which the characteristics of the grant have a decisive influence. This assumes also the
input into the valuation model of some relevant judgments, like the estimated expected life of the share
option and the market volatility of the Company's ordinary shares. No share-based payments were issued
during the year.
The judgments made and the model used are further detailed in Note 18.
f
Revenue recognition
The core principle of AASB 15 is that revenue is recognised on a basis that reflects the transfer of promised
goods or services to customers at an amount that reflects the consideration the Group expects to receive in
exchange for those goods or services. Revenue is recognised by applying a five-step model as follows:
1.
2.
3.
4.
5.
identifying the contract with a customer;
identifying the performance obligations;
determining the transaction price;
allocating the transaction price to the performance obligations; and
recognising revenue when/as performance obligation(s) are satisfied.
Sale of goods
Revenue from sales of gold is recognised when control of the goods has transferred, being the point in time
when the goods have been shipped to the customer. Revenue is only recognised where it is highly probable
that a significant reversal of revenue will not occur and control gets completely passed on to the customers.
Costs to obtain a contract
Costs incurred that would have been incurred regardless of whether the contract was won are expensed,
unless those costs are explicitly chargeable to the customer in any case (whether or not the contract is won).
Other income
Other income is recognised on an accruals basis when the Company is entitled to it.
g
h
Borrowing costs
Borrowing costs are recognised as an expense when incurred.
Cash and short-term deposits
Cash and short-term deposits in the statement of financial position comprise cash at banks and on hand,
short-term deposits and highly liquid investments with a maturity of three months or less.
For the purposes of the consolidated statement of cash flows, cash and cash equivalents consist of cash and
short-term deposits as defined above.
Annual Report
June 2021
23
Notes to the Financial Statements
For the year ended 30 June 2021
i
Financial Instruments
Financial instruments are recognised initially on the date that the Group becomes party to the contractual
provisions of the instrument. On initial recognition, all financial instruments are measured at fair value plus
transaction costs (except for instruments measured at fair value through profit or loss where transaction
costs are expensed as incurred).
Financial assets
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair
value, depending on the classification of the financial assets.
Classification
On initial recognition, the Group classifies its financial assets at amortised cost. Financial assets are not
reclassified subsequent to their initial recognition unless the Group changes its business model for managing
financial assets. Assets measured at amortised cost are financial assets where the business model is to
hold assets to collect contractual cash flows and the contractual terms give rise on specified dates to cash
flows are solely payments of principal and interest on the principal amount outstanding. The Group's financial
assets measured at amortised cost comprise trade and other receivables and cash and cash equivalents in
the statement of financial position. Subsequent to initial recognition, these assets are carried at amortised
cost using the effective interest rate method less provision for impairment. Interest income, foreign
exchange gains or losses and impairment are recognised in profit or loss. Gain or loss on derecognition is
recognised in profit or loss.
Impairment of financial assets
Impairment of financial assets is recognised on an expected credit loss (ECL) basis for financial assets
measured at amortised cost. When determining whether the credit risk of a financial assets has increased
significant since initial recognition and when estimating ECL, the Group considers reasonable and
supportable information that is relevant and available without undue cost or effort. This includes both
quantitative and qualitative information and analysis based on the Group's historical experience and informed
credit assessment and including forward looking information.
Credit losses are measured as the present value of the difference between the cash flows due to the Group
in accordance with the contract and the cash flows expected to be received. This is applied using a
probability weighted approach.
Impairment of trade and other receivables have been determined using the simplified approach in AASB 9
which uses an estimation of lifetime expected credit losses. The Group has determined the probability of non-
payment of the receivable and contract asset and multiplied this by the amount of the expected loss arising
from default.
Financial liabilities
The Group measures all financial liabilities initially at fair value less transaction costs, subsequently financial
liabilities are measured at amortised cost using the effective interest rate method. The financial liabilities of
the Group comprise trade and other payables, borrowings and finance lease liabilities.
Annual Report
June 2021
24
Notes to the Financial Statements
For the year ended 30 June 2021
(i) Financial assets
Financial assets are classified as financial assets as fair value through profit or loss, loans and
receivables, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated
as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of
its financial assets at initial recognition based on the nature and purpose of a financial asset.
(ii) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market. After initial measurement, such financial assets are subsequently measured at
amortised cost using the effective interest rate (EIR) method, less impairment. Amortised cost is calculated
by taking into account any discount or premium on acquisition and fees or costs that are an integral part of
the EIR. The EIR amortisation is included in the income statement in finance costs for loans or other
operating expenses for receivables.
(iii) Impairment of financial assets
The Group assesses, at each reporting date, whether there is objective evidence that a financial asset or a
group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be
impaired if there is objective evidence of impairment as a result of one or more events that has occurred
since the initial recognition of the asset (an incurred "loss event") and that loss event has an impact on the
estimated future cash flows of the financial asset or the group of financial assets that can be reliably
estimated.
(iv) Financial liabilities
Financial liabilities are classified as trade and other payables, loans and borrowings. The Group
determines the classification of its financial liabilities at initial recognition.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings, net of
directly attributable transaction costs.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at
the initial date of recognition, and only if the criteria in AASB 139 are satisfied. The Group has not
designated any financial liability as, at fair value through profit or loss.
(v) Loans and borrowings
After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised
cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are
derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or
costs that are an integral part of the EIR. The EIR amortisation is included in finance costs in the income
statement.
j
Income tax
Current income tax
Current income tax assets and liabilities for the current period are measured at the amount expected to be
recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount
are those that are enacted or substantively enacted, at the reporting date in the countries where the Group
operates and generates taxable income.
Annual Report
June 2021
25
Notes to the Financial Statements
For the year ended 30 June 2021
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability
in a transaction that is not a business combination and that, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and
it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax
credits and unused tax losses. Deferred tax assets are recognised to the extent that it is probable that
taxable profit will be available against which the deductible temporary differences and the carry forward of
unused tax credits and unused tax losses can be utilised, except:
when the deferred tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; or
when the deductible temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is
probable that the temporary difference will reverse in the foreseeable future and taxable profit will be
available against which the temporary difference can be utilised.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred
tax items are recognised in correlation to the underlying transaction either in other comprehensive income or
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable
entity and the same taxation authority.
k
Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST except:
when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority,
in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense
item as applicable; and
receivables and payables, which are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the balance sheet.
Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows
arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority
are classified as operating cash flows.
Annual Report
June 2021
26
Notes to the Financial Statements
For the year ended 30 June 2021
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to,
the taxation authority.
l
Property, plant and equipment
Property, plant and equipment is stated at cost, net of accumulated depreciation and accumulated
impairment losses, if any. Such cost includes the cost of replacing part of property, plant and equipment and
borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts
of property, plant and equipment are required to be replaced at intervals, the Group recognises such parts as
individual assets with specific useful lives and depreciates them accordingly. Likewise, when a major
inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a
replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in
profit or loss as incurred.
Depreciation is calculated using a combination of straight-line and diminishing-value basis over the estimated
useful life of all assets.
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising
on derecognition of the asset (calculated as the difference between the net disposal proceeds and the
carrying amount of the asset) is included in the income statement when the asset is derecognised.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed
at each financial year end and adjusted prospectively, if appropriate. Property, plant and equipment are
depreciated over periods of three to five years.
m
Exploration and evaluation expenditure
Exploration and evaluation activity involves the search for mineral resources, including gold and copper, and
includes assessing all available geophysical data including gravity, magnetic and seismic and collation of
additional data; exploratory drilling; determining and examining the volume and grade of the resource; and
cost of acquisition of exploration tenements.
Administration costs that are not directly attributable to a specific exploration area are charged to the profit or
loss. Licence costs paid in connection with a right to explore in an existing exploration area are capitalised
and amortised over the term of the permit. Exploration and evaluation expenditure is capitalised in respect of
each identifiable area of interest as the exploration and evaluation activity has not reached a stage which
permits a reasonable assessment of the existence of commercially recoverable gold deposits that are of
sufficient scale to support the project concept.
As the asset is not available for use, it is not depreciated. All capitalised exploration and evaluation
expenditure is monitored for indication of impairment. Where a potential impairment is indicated, assessment
is performed for each area of interest in conjunction with the group of operating assets (representing a cash
generating unit) to which the exploration is attributed. When production commences, the assets for the
relevant area of interest are amortised over the life of the area according to the rate of depletion of the
economically recoverable reserves.
Accumulated exploration and evaluation expenditure in relation to an abandoned area are written-off in full in
profit and loss in the period in which the decision of abandon the area is made.
Annual Report
June 2021
27
Notes to the Financial Statements
For the year ended 30 June 2021
n
Site restoration
Site restoration costs include the dismantling and removal of mining plant, equipment and building structures,
waste removal and rehabilitation of the site in accordance with the requirements of the mining permits. Such
costs are determined using estimates of future costs, current legal requirements and technology.
Costs of site restoration are recognised in full at present value as a non-current liability. An equivalent
amount is capitalised as part of the cost of the asset when an obligation arises to decommission or restore a
site to a certain condition after abandonment as a result of bringing the assets to its present location. In
determining the costs of site restoration there is uncertainty regarding the nature and extent of the restoration
due to community expectations and future legislation.
o
Impairment of non-financial assets
The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If
any indication exists, or when annual impairment testing for an asset is required, the Group estimates the
asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash-generating
unit's ("CGU's") fair value less costs to sell and its value-in-use. Recoverable amount is determined for an
individual asset, unless the asset does not generate cash inflows that are largely independent of those from
other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable
amount, the asset is considered impaired and is written down to its recoverable amount.
In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the risks specific
to the asset. In determining fair value less costs to sell, recent market transactions are taken into account. If
no such transactions can be identified, an appropriate valuation model is used. These calculations are
corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair
value indicators.
The Group bases its impairment calculation on detailed budgets and forecast calculations, which are
prepared separately for each of the Group's CGU's to which the individual assets are allocated. These
budgets and forecast calculations generally cover a period of five years. For longer periods, a long-term
growth rate is calculated and applied to project future cash flows after the fifth year.
Impairment losses of continuing operations are recognised in the income statement in expenses.
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is
an indication that previously recognised impairment losses no longer exist or have decreased. If such
indication exists, the Group estimates the asset's or CGU's recoverable amount. A previously recognised
impairment loss is reversed only if there has been a change in the assumptions used to determine the
asset's recoverable amount since the last impairment loss was recognised. The reversal is limited so that the
carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that
would have been determined, net of depreciation, had no impairment loss been recognised for the asset in
prior years. Such reversal is recognised in the income statement unless the asset is carried at a revalued
amount, in which case, the reversal is treated as a revaluation increase.
p
Share-based payment transactions
Equity-settled share-based payments to employees and others providing similar services are measured at
the fair value of the equity instrument at the grant date. Fair value is measured by use of either a binominal or
Black Scholes model. The expected life used in the model has been adjusted, based on management’s best
estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.
Annual Report
June 2021
28
Notes to the Financial Statements
For the year ended 30 June 2021
Further details on how the fair value of equity-settled share-based transactions has been determined can be
found in Note 18. No share-based payments were issued during the year.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the Group’s estimate of equity instruments that will
eventually vest, with a corresponding increase in equity.
Equity-settled share-based payment transactions with parties other than employees are measured at the fair
value of the goods and services received, except where the fair value cannot be estimated reliably, in which
case they are measured at the fair value of the equity instruments granted, measured at the date the entity
obtains the goods or the counterparty renders the service. For cash-settled share-based payments, a liability
equal to the portion of the goods or services received is recognised at the current fair value determined at
each reporting date, with any changes in fair value recognised in profit or loss for the year.
q
Employee benefits provision
Provision is made for employee benefits accumulated as a result of employees rendering services up to the
reporting date. These benefits include wages and salaries, annual leave, and long service leave.
Liabilities arising in respect of wages and salaries, annual leave and any other short-term employee benefits
are measured at their nominal amounts based on remuneration rates which are expected to be paid when
the liability is settled. All other employee benefit liabilities are measured at the present value of the estimated
future cash outflow to be made in respect of services provided by employees up to the reporting date. In
determining the present value of future cash outflows, the market yield as at the reporting date on national
government bonds, which have terms to maturity approximating the terms of the related liability, are used.
r
Contributed equity
s
t
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or
options are shown in equity as a deduction, net of tax, from the proceeds.
Comparatives
Where necessary, comparatives have been reclassified and repositioned for consistency with current year
disclosures.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not
yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended
30 June 2020. The consolidated entity has not yet assessed the impact of these new or amended Accounting
Standards and Interpretations.
Annual Report
June 2021
29
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
3 Segment information
As at the date of this report, the Group has two operating segments: gold mine exploration and
development and other activities (primarily corporate costs). The Group has identified its operating
segments based on internal reports that are reviewed and used by the chief operating decision maker
in assessing performance. The accounting policies and amounts reported for internal reporting are
consistent with the financial information in this financial report.
2021
Segment revenue
Revenue
Segment expenses
Administration and employment costs
Depreciation, impairment and amortisation
Finance costs (net interest income)
Gold
$
Other
$
Total
$
-
-
-
-
1,040
-
1,465,533 1,465,533
1,040
5,617
1,040 1,471,150 1,472,190
-
5,617
Income tax benefit
-
-
-
Loss after tax from continuing operations
(1,040)
(1,471,150)
(1,472,190)
Segment assets
Segment liabilities
2020
Segment revenue
Revenue
Segment expenses
Administration and employment costs
Depreciation, impairment and amortisation
Finance costs (net interest income)
8,966,919
347,696
1,100,829
515,898
10,067,748
863,594
- -
-
27,206 -
- 3,106,398 3,106,398
27,206
(5,700)
27,206 3,100,698 3,127,905
-
(5,700)
Income tax benefit
-
-
-
Loss after tax from continuing operations
(27,206)
(3,100,698)
(3,127,905)
Segment assets
Segment liabilities
6,763,438
454,476
1,798,018
632,194
8,561,456
1,086,670
Annual Report
June 2021
30
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
4 Expenses
(a) Employee benefits expense
Wages and salaries
Superannuation benefits
Total employee benefits expense
(b) Finance costs
Interest expense - Project Development Notes
Interest expense - borrowings
Less: interest income
Finance costs (net)
5
Income tax
Note
2021
$
2020
$
40,341
14,842
55,184
188,608
59,272
247,880
-
5,803
(186)
5,617
(4,831)
-
(869)
(5,700)
Income tax expense - tax benefit written off
-
-
The Group has tax losses as at the 30 June 2021 of $18,927,013 (2020: $15,254,205). The benefit relating to
these and the current year losses has not been recognised in the financial report at 30 June 2021 as it is not
probable that future taxable profit will be available against which the Group would be able to utilise these losses.
Tax returns for the Group for the year ended 30 June 2021 are in progress at the date of this report.
Current and prior year tax losses will only be available to offset against future profits if:
(i) the Group and the Company derives future assessable income of a nature and of an amount sufficient to
enable the benefit from the deductions for the losses to be realised;
(ii) the Group and the Company continue to comply with the conditions for deductibility imposed by tax
legislation; and
(iii) no changes in tax legislation adversely affect the Group and the Company in realising the benefit from the
The Company and its wholly owned entities have not formed a consolidated income tax group as of 30 June
2021.
6
Discontinued operations
On 1 August 2019 the Group publicly announced a farm-in agreement had been signed in respect of its Radio
Gold mine. Subsequently the agreement was amended to be an outright sale of 100% of the Group's interests
in Radio Gold. As at 30 June 2020 a remaining balance of $400,000 was owing in respect of the sale, which
was received on 15 July 2020, at which point title to Radio Gold's tenements was transferred to the acquirer
(subject to Ministerial Consent). Accordingly, as of 30 June 2020 Radio Gold was classified as a disposal held
for sale and a discontinued operation. The results of Radio Gold for the year are presented below:
Total sale consideration
Carrying amount of net assets disposed
Loss for year from discontinued operations
2021
$
2020
$
- 2,000,000
- (3,681,834)
- (1,681,834)
Annual Report
June 2021
31
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
7 Cash and cash equivalents
(a) Cash and bank balances
1,016,448
1,356,267
Cash at bank earns interest at floating rates based on daily bank
deposit rates.
(b)
Reconciliation from the net profit after tax to the net cash flows from operations
Loss from continuing operations after tax
(1,472,288)
(1,446,278)
Adjustments for:
Depreciation and amortisation
Share-based payments
Other
(1,040)
139,966
2,082
27,206
14,130
33,055
Changes in operating assets and liabilities, net of effects from purchase of controlled entity
Decrease/(increase) in receivables
(Decrease)/increase in payables
(Decrease)/increase in other liabilities
(42,630)
(86,032)
(20,748)
(3,516)
(831,893)
(651)
Net cash used in operating activities
(1,480,690)
(2,207,947)
8 Other assets
Deposits
Deposits of $20,000 (2020: $20,000) are subject to a charge refer Note 19.
9
Property, plant and equipment
20,000
20,000
At 30 June 2021
Cost
Accumulated depreciation
Net carrying amount
Movement in property, plant and equipment
Carrying amount at the beginning of the year
Additions - other
Depreciation charge for the year
Carrying amount at the end of the year
Freehold
land
Plant and
equipment
30,000
-
30,000
17,610
(13,721)
3,889
30,000
-
-
30,000
929
4,000
(1,040)
3,889
Total
47,610
(13,721)
33,889
30,929
4,000
(1,040)
33,889
Annual Report
June 2021
32
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
At 30 June 2020
Cost
Accumulated depreciation
Net carrying amount
Movement in property, plant and equipment
Carrying amount at the beginning of the year
Additions - other
Assets held for sale
Depreciation charge for the year
Carrying amount at the end of the year
10 Exploration and evaluation assets
At 30 June 2021
Cost
Accumulated depreciation and impairment
Net carrying amount
Movement in exploration and evaluation assets
Carrying amount at the beginning of the year
Additions - other
Carrying amount at the end of the year
At 30 June 2020
Cost
Accumulated depreciation and impairment
Net carrying amount
Movement in exploration and evaluation assets
Carrying amount at the beginning of the year
Additions - other
Carrying amount at the end of the year
Freehold
land
Plant and
equipment
30,000
-
30,000
13,610
(12,681)
929
30,000
-
-
-
30,000
375,420
929
(348,214)
(27,206)
929
Total
43,610
(12,681)
30,929
405,420
929
(348,214)
(27,206)
30,929
Total
8,933,030
-
8,933,030
6,732,509
2,200,521
8,933,030
Total
6,732,509
-
6,732,509
5,138,321
1,594,188
6,732,509
Exploration licenses are carried at cost of acquisition less impairment losses. The recoverability of the carrying
amount of the exploration and evaluation assets is dependent on successful development and commercial
exploitation, or alternatively, sale of the respective areas of interest. The recoverable amount of development
expenditure is determined as the higher of its fair value less costs to sell and its value in use.
Annual Report
June 2021
33
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
11 Trade and other payables
Amounts owed to director
Other payables
12 Interest-bearing loans and borrowings
Non-current - unsecured
Borrowings - other (i)
2021
$
2020
$
11,000
322,565
-
419,597
333,565
419,597
2021
$
2020
$
-
116,296
(i) Borrowings - Other
Other borrowings are repayable on demand and interest is payable monthly at a rate of 10% per annum.
13 Provisions
Current
Employee entitlements
Non-Current
Rehabilitation provision
Total provisions
Movement in provisions
2021
$
2020
$
14,131 34,879
515,898 515,898
530,029 550,777
At 30 June 2021
Carrying amount at the beginning of the year
Remeasurement of provision
Employee
benefits
Rehabilitation
Total
34,879
(20,748)
515,898
-
550,777
(20,748)
Carrying amount at the end of the year
14,131
515,898
530,029
Annual Report
June 2021
34
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
At 30 June 2020
Carrying amount at the beginning of the year
Remeasurement of provision
Reversal of provision on discontinued operations
Carrying amount at the end of the year
14
Issued capital
431,680,789 fully paid ordinary shares (2020: 387,680,770)
Movements in fully paid ordinary shares
Employee
benefits
Rehabilitation
Total
35,530
(651)
-
34,879
1,099,098
-
(583,200)
515,898
1,134,628
(651)
(583,200)
550,777
2021
$
2020
$
34,388,392
31,326,704
Date
$/share
Number
$
$/share
2021
2020
Number
$
Balance at the beginning of the financial
387,680,770 31,326,704
Share placement
29/08/2019
Share placement
11/10/2019
Director fees
11/10/2019
11/10/2019
11/10/2019
13/12/2019
Conversion of
project
development
notes
Settlement of
services
contracts
Settlement of
director fees and
expenses
Share placement
-
-
-
-
-
-
-
-
-
-
-
-
295,722,070
28,535,748
28,000,000
1,120,000
47,000,000
1,880,000
3,603,700
3,780,000
144,148
189,000
0.04
0.04
0.04
0.05
0.04
8,325,000
307,000
0.04
1,250,000
50,000
2/11/2020 0.075
44,000,019
3,300,000
Cost of equity issues
(238,312)
-
(899,192)
Balance at the end of the financial year
431,680,789 34,388,392
387,680,770
31,326,704
Annual Report
June 2021
35
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
15
Reserves
Share option reserve
Balance at the beginning of the financial year
Share based payment
Cancellation of performance shares
Capital raising cost
Balance at the end of the financial year
2021
$
2020
$
624,023
139,967
-
-
763,990
214,309
42,388
(28,259)
395,585
624,023
(i)
Reserve arises on the issue of options in payment for services or fees. Further information on options issued is
shown in Note 18 to the financial statements.
16
Asset backing and earnings per share
Basic and diluted earnings per share
Basic and diluted assets per share
The following reflects the income and share data used in the basic and diluted
per share calculations:
i
2021
cents per
share
2020
cents per
share
(0.35)
(0.86)
2.21
2021
$
2.05
2020
$
Loss attributable to shareholders of the Company used in the calculation of basic and
diluted earnings per share
(1,472,190)
(3,127,904)
Weighted average number of ordinary shares for basic earnings per share
Effect of dilution of share options on issue (i)
416,612,289
15,000,000
364,876,136
-
Weighted average number of ordinary shares adjusted for the effect of dilution
431,612,289
364,876,136
(i)
Share options on issue that have been assessed as being dilutive for the purpose of calculating earnings per share
have been excluded from the calculation of earnings per share as the Group has incurred a loss after tax. In that
circumstance the inclusion of share options would reduce the earnings per share (loss) and present a misleading
result.
17 Financial instruments
(a)
Financial risk management objectives
The Group’s financial instruments consist mainly of deposits with banks, accounts receivable and payable, loans,
convertible instruments and derivatives. The main purpose of non-derivative financial instruments is to raise finance
for Group operations. The directors consider that the limited risks mean there is no need to enter into risk
management strategies involving derivative instruments.
The Group is exposed to credit risk, liquidity risk and interest rate risk. There have been no substantive changes in the
types of risks the Group is exposed to, how these risks arise, or the Board’s objectives, policies and processes for
managing or measuring the risks from the previous period.
Annual Report
June 2021
36
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
The Group manages liquidity risk by a combination of maintaining cash reserves, banking facilities and continuously
monitoring forecast and actual cash flows. Ultimate responsibility for liquidity risk management rests with the board of
directors, which has built an appropriate liquidity risk management framework for the management of the Group’s
short, medium and long-term funding and liquidity management requirements. Risks are managed through sensitivity
analysis to model the impact of changes upon the Group’s profits.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date of
recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed
in the balance sheet and notes to the financial statements.
(b)
Significant accounting policies
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of
measurement and the basis on which income and expenses are recognised, in respect of each class of financial
asset, financial liability and equity instrument are disclosed in Note 2 to the financial statements.
Fair value of financial instruments
(c)
The fair values of financial assets and financial liabilities are determined as follows:
-
-
the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active
liquid markets are determined with reference to quoted market prices; and
the fair value of other financial assets and financial liabilities are determined in accordance with generally accepted
pricing models based on discounted cash flow analysis.
(d) Categories of financial instruments
The following table details the carrying amounts and fair values of the Group's financial assets and financial liabilities.
The directors consider that the carrying amounts of financial assets and liabilities recorded at amortised cost in the
financial statements approximate their fair values.
Financial assets
Cash and cash equivalents
Assets held for sale
Trade and other receivables
Financial liabilities
Liabilities measured at amortised cost:
Trade and other payables
Borrowings
Note
2021
$
2020
$
7 1,016,448 1,356,267
- 400,000
64,381 21,751
1,080,829 1,378,018
Note
2021
$
2020
$
333,565 419,597
- 116,296
333,565 535,893
Annual Report
June 2021
37
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
(i) Financial instruments that are measured subsequent to initial recognition at fair value, are grouped into Levels 1 to
3 based on the degree to which the fair value is observable.
Level 1 - fair value measurements are those derived from quoted sources (unadjusted) in active markets for
identical assets or liabilities.
Level 2 - fair value measurements are those derived from inputs other than quoted prices included within Level 1
that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset of
liability that are not based on observable market data (unobservable inputs).
The fair value of derivative instruments is significantly affected by movements in interest rates. Sensitivity of the
valuation of the derivative liabilities to changes in these factors is shown below at item (j).
(e) Credit risk exposures
Credit risk arises principally from the Group’s receivables and cash and bank balances. Credit risk is kept continually
under review and managed to reduce the incidence of material losses being incurred by the non-receipt of monies
due. The Group’s financial assets include trade and other receivables and loans to related entities.
The maximum exposure to credit risk on financial assets of the Group which has been recognised on the balance
sheets is generally the carrying amount, net of any provisions for doubtful debts. The Group has no significant
concentrations of credit risk with any single counterparty or group of counterparties. The Group's financial assets are
limited to credit risk exposures to Australia on a geographical basis. Trade and other receivables that are neither past
due nor impaired are limited to a few counterparties which are considered credit worthy.
2021
Cash and
cash
equivalents
Receivables
2020
Cash and
cash
equivalents
Contractual
repayment
amount
6mths or
less
Interest rates
6-12 mths
1-5 years
2.0%
1,016,448
1,016,448
-
-
na
64,381
64,381
-
-
Contractual
repayment
amount
6mths or
less
6-12 mths
1-5 years
2.0%
1,356,267
1,356,267
-
-
Assets held for sale
Receivables
na
400,000
21,751
400,000
21,751
-
-
Annual Report
June 2021
38
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
(f)
Liquidity risk management
The board has put in place liquidity risk management policies for the management of the Group’s short, medium and
long-term funding and liquidity management requirements. The Group manages liquidity risk by having a combination
of:
-
-
-
continuously monitoring forecast and actual cash flows;
having in place loan facilities structured to grow as the size of the business increases; and
arranging issues of securities as required.
To the extent possible maturity profiles of financial assets and liabilities are matched.
The board reviews the capital structure on a regular basis. The board does not have a set debt level target however
the level of borrowings is in line with expectations.
The following tables detail the Group’s remaining contractual maturity for its non-derivative financial liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on
which the Group could be required to pay. The table includes principal and interest cash flows at the face value of the
amount owing and therefore the figures differ from those shown in the financial statements.
2021
Trade payables
2020
Trade payables
Borrowings - other
(fixed rate)
Interest
rate
-
Contractual
repayment
amount
333,565
Less than 1 year
1-5 years
333,565
-
333,565
333,565
-
Interest
rate
Contractual
repayment
amount
10%
419,597
116,296
Less than 1 year
1-5 years
419,597
-
-
116,296
535,893
419,597
116,296
The table below reflects an undiscounted view of the contractual maturity for financial liabilities and cash flows
expected to be realised from financial assets. Actual timing may differ from that disclosed. The timing of the cash
flows presented in the table to settle financial liabilities reflects the earliest contractual settlement dates.
Annual Report
June 2021
39
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
Within 1 Year
2020
$
2021
$
1 to 5 Year
2020
$
2021
$
Total
2021
$
2020
$
Group financial liabilities due for payment
Trade payables
Borrowings - fixed rate
333,565 419,597
-
-
-
-
- 333,565 419,597
- 116,296
116,296
Total contractual and
expected outflows
333,565 419,597
-
116,296 333,565 535,893
Group financial assets - cash flows realisable
Cash and
Assets held for sale
Receivables
1,016,448 1,356,267
400,000
64,381 21,751
-
-
-
-
- 1,016,448 1,356,267
- 400,000
-
64,381 21,751
-
Total
1,080,829 1,778,018
-
- 1,080,829 1,778,018
Net outflow/(inflows)
(747,264)
(1,358,421)
-
116,296
(747,264)
(1,242,125)
(g Interest rate
The Group has borrowed funds at fixed rate of interest and therefore currently has limited exposure to movements in
interest rates.
(h Foreign currency risk management
At its current stage of development the Group is indirectly exposed to foreign currency risk, in respect of the market
price for gold which is based in US dollars.
(i) Commodity price risk management
At its current stage of development the Group is indirectly exposed to commodity price risk, in respect of the market
price for gold.
(j) Sensitivity analysis of risk factors
At 30 June 2021, the effect on profit and equity as a result of changes in interest rates, with all other
variables remaining constant, would not have a material impact.
Annual Report
June 2021
40
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
18 Share-based payments
The Company has the following share options outstanding under share based plans:
2021
2020
Weighted
average
exercise
price
Number of
options
Weighted
average
exercise
price
Number of
options
Balance at the beginning of the financial year
Granted
Expired
Cancelled
26,117,500
26,000,056
(8,000,000)
-
$0.127
-
$0.050
$0.000
14,100,000
16,117,500 -
(1,000,000)
(3,100,000)
$0.127
$0.050
$0.000
Balance at the end of the financial year
44,117,556
$0.126
26,117,500
$0.127
Exercisable at the end of the financial year
44,117,556
$0.126
26,117,500
$0.127
Share options outstanding at the end of the year have the following expiry date and exercise prices
Class
Vesting Conditions
Grant date Expiry date
Class F
Class G
Class I
Class J
Class L
Class M
Class N
Class O
Class P
Class Q
na
20/06/2016
Vested
20/06/2016
Vested
6/12/2016
Vested
6/12/2016
Vested
18/12/2017
Vested
18/12/2017
Vested
11/10/2019
Vested
11/10/2019
14/10/2020
Engaged for 12 months
Engaged for 24 months (i) 14/10/2020
2/11/2020
Vested
31/03/2021
31/03/2021
31/03/2021
31/03/2021
15/12/2022
15/12/2022
11/10/2022
28/06/2022
30/09/2025
30/09/2025
31/10/2022
Exercise
price
Number of
share
options
Number of
share options
2021
2020
$0.120
$0.120
$0.120
$0.140
$0.140
$0.140
$0.080
$0.075
$0.050
$0.050
$0.200
-
-
-
-
1,000,000
1,000,000
15,000,000
1,117,500
7,500,000
7,500,000
11,000,056
5,000,000
2,500,000
250,000
250,000
1,000,000
1,000,000
15,000,000
1,117,500
-
-
-
44,117,556
26,117,500
Details of share options granted during the prior year:
Grant date
Expiry date
Exercisable from
Exercise price
Number of options issued
Fair value at grant date
Fair value at grant date per option
Vesting conditions
Class P
14/10/2020
30/09/2025
14/10/2021
$0.05
7,500,000
$249,000
$0.033
Engaged for
12 months
Class P
14/10/2020
30/09/2025
14/10/2021
$0.05
7,500,000
$249,000
$0.033
Engaged for
24 months(i)
Class Q
2/11/2020
31/10/2022
2/11/2020
$0.20
11,000,056
na
na
na
Annual Report
June 2021
41
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
(i) Options vest either upon being engaged for 24 months or if the Company's ordinary shares have a volume weight
average price above 15 cents over a 30 day during the period 12 months form the date of issue.
The fair values of the share options were determined using the following parameters:
Class P
109.67%
0.29%
$0.030
5.0 5.0
$0.05
Binomial
Expected volatility of ordinary shares
Risk free interest rate
Underlying share price at valuation date
Weighted average life of option
Exercise price
Valuation method
%
%
$/share
years
$/share
Class P
109.67%
0.29%
$0.030
$0.05
Binomial
Details of share options granted during the prior year:
Grant date
Expiry date
Exercisable from
Exercise price
Number of options issued
Fair value at grant date
Fair value at grant date per option
Vesting conditions
Class N
11/10/2019
11/10/2022
11/10/2022
$0.08
15,000,000
$369,000
$0.025
na
Class O
11/10/2019
28/06/2022
28/06/2022
$0.08
1,117,500
$26,584
$0.024
na
The fair values of the share options were determined using the following parameters:
Class O
113%
Class N
113%
%
Expected volatility of ordinary shares
Risk free interest
rate
Underlying share price at valuation date
Weighted average life of option
Exercise price
Valuation method
%
$/share
years
$/share
0.69%
$0.043
0.69%
$0.043
3.0 2.7
$0.08
Black-
scholes
$0.08
Black-
scholes
The movement of performance rights outstanding under share based plan during the financial year were:
2021
Number of
performanc
e rights
Weighted
average
exercise
price
2020
Number of
performance
rights
Weighted
average
exercise
price
Balance at the beginning of the financial year
Granted
Cancelled1
12,000,000
-
$0.000
$0.000
-
34,500,000
(12,000,000)
$0.000
(22,500,000)
$0.000
$0.000
$0.000
Balance at the end of the financial year
-
$0.000
12,000,000
$0.000
Exercisable at the end of the financial year
Note 1: 12,000,000 performance rights were cancelled upon resignation.
-
$0.000
-
$0.000
Annual Report
June 2021
42
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
Performance rights outstanding at the end of the year have the following expiry date and exercise prices
Issue
Vesting Conditions
Grant date Expiry date
Tranche A
Tranche B
Tranche C
Ordinary shares achieving 30-day
volume weighted average price of
more than 8 cents within 3 years from
date of issue
Ordinary shares achieving 30-day
volume weighted average price of
more than 16 cents within 4 years
from date of issue
Ordinary shares achieving 30-day
volume weighted average price of
more than 32 cents within 5 years
from date of issue
17/12/2019
17/12/2022
17/12/2019
17/12/2023
17/12/2019
17/12/2024
Number of
performance
rights
2021
Number of
performance
rights
2020
-
-
-
-
2,000,000
4,000,000
6,000,000
12,000,000
Details of performance rights granted during the prior year:
Grant date
Expiry date
Number of performance rights issued
Fair value at grant date
Fair value at grant date per right
Vesting condition: Ordinary shares achieving 30-day
volume weighted average price within 3 years from date
of issue of more than
Tranche A
17/12/2019
17/12/2022
7,000,000
$84,000
$0.0120
$0.08
Tranche B
17/12/2019
17/12/2023
11,500,000
$109,250
$0.0095
$0.16
Tranche C
17/12/2019
17/12/2024
16,000,000
$113,600
$0.0071
$0.32
The fair values of the performance rights were determined using the following parameters:
Volatility
Risk free interest
rate
Underlying share price at valuation date
Trinomial steps
Valuation method
%
%
$/share
Tranche A
103.98%
Tranche B
103.98%
Tranche C
103.98%
0.77%
$0.026
1,000
0.80%
$0.026
1,000
Monte Carlo
simulation
Monte Carlo
simulation
0.85%
$0.026
1,000
Monte Carlo
simulation
Annual Report
June 2021
43
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
19
Contingent liabilities
2021
$
2020
$
Corporate and management fees
493,364 493,364
Amounts invoiced by a director related entity (refer Note 21) in prior years are not payable unless and until the Group
has a proven mineral resources of gold or the equivalent value of another mineral as follows:
a) $246,682 when the Company has announced a resource of 400,000 ounces of gold; and
b) $246,682 when the Company has announced a resource of 600,000 ounces of gold.
Bank guarantees
20,000
20,000
Bank guarantees are issued on behalf of the Group by its bankers. The guarantees provide that the financier will
honour the Group's obligations under specific agreements and are secured against monies held on deposit of
$20,000 (2020: $20,000) (refer Note 8). No material losses are expected.
There are no other contingent liabilities as at 30 June 2021 (2020: nil).
20 Tenement lease commitments
Minimum expenditure commitment on tenement leases
The Group held exploration mineral licences in relation to its mines located at Mount Mackenzie, Queensland and
East Menzies, Western Australia for which minimum expenditure is required to comply with license conditions.
Amounts committed but not provided for and payable:
2021
$
2020
$
Within one year
One year or later and no later than for five years
777,598
1,576,995
784,603
2,579,886
2,354,593
3,364,489
Annual Report
June 2021
44
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
21
Key management personnel disclosures
Key management personnel are those having authority and responsibility for planning, directing and controlling
the activities of the Group. Key management personnel consists of the directors of the Company and senior
management of the Group as defined in the Remuneration Report section of the Directors' Report.
(a) Compensation of Key Management Personnel
The aggregate compensation made to key management personnel of the Group is set out below (i). The
remuneration shown includes all amounts incurred for the year. Further details of the compensation of key
management personnel is contained in the Directors' Report in the Remuneration Report section.
(i) Mr Kember was appointed on 8 August 2016 and his remuneration forms part of the fees charged by a
director related entity. Details of the nature of the engagement and the amount of fees charged are provided
below.
Short-term
Post employment
(b) Shareholdings
2021
$
2020
$
114,000
-
114,000
352,787
6,489
359,276
The number of ordinary shares in the Company held during the financial year by a director of the Company or
senior management of the Group, including their personally related parties, are set out below.
2021
Mr Gavin Rezos
Mr Richard Poole
Ms Virginia Bruce
Mr Warren Kember
2020
Mr Gavin Rezos
Mr Richard Poole
Ms Virginia Bruce
Mr Warren Kember
Balance at the
start of the year
14,603,700
67,987,302
550,000
625,000
Balance at the
start of the year
10,250,000
67,987,302
50,000
-
Granted as
compensation
Net other change
-
-
-
-
-
-
-
-
Granted as
compensation
Net other change
4,353,700
Balance at the
end of the year
14,603,700
67,987,302
550,000
625,000
Balance at the
end of the year
14,603,700
-
-
-
-
-
67,987,302
500,000
625,000
550,000
625,000
Annual Report
June 2021
45
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
(c) Share option holdings
The number of share options in the Company held during the financial year by a director of the Company or
senior management of the Group, including their personally related parties, are set out below.
Details of share options granted during the year are provided at Note 18.
2021
Balance at the start
of the year
Granted as
compensation
Net other change
Balance at the
end of the year
Mr Gavin Rezos
7,500,000
-
(7,500,000)
-
2020
Mr Gavin Rezos
Mr Christian Price
Balance at the start
of the year
Granted as
compensation
Net other change
Balance at the
end of the year
7,500,000
2,500,000
-
-
-
-
7,500,000
2,500,000
(d) Other transactions with key management personnel
Richard Poole
Transactions with, or with persons or entities associated with, Mr Richard Poole, a director and the chief
executive officer of the Company, during the financial year were as follows:
The Company has entered into a Corporate Advisory and Business Development Mandate (Agreement) with
entities ultimately controlled by interests associated with Mr Richard Poole (Arthur Phillip). The Agreement
provides for the payment of fees for the raising of debt or equity capital and the charging of costs associated
with the administration of the Group.
Arthur Phillip invoiced fees and expenses for the provision of management, accounting, office administration,
consulting and company secretarial services to the Company, amounting to $276,136 (2020: $245,000),
consisting of:
Directors fees
Office rent
Accounting and company secretarial services
Management services
2021
$
2020
$
33,000
33,000
78,136
132,000
276,136
33,000
33,000
65,000
132,000
263,000
At the end of the financial year an amount of $493,364 for fees owing in prior years, which is subject to
performance conditions, is included as a contingent liability (refer Note 19).
Annual Report
June 2021
46
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
22
Related party disclosures
The consolidated financial statements include the financial statements of the Company and its controlled entities
listed in the following table. The Company is the ultimate Australian parent entity and the ultimate parent of the
Group.
Name
Mount Mackenzie Pty Limited
Radio Gold Pty Limited (formerly Brightsun Enterprises Pty Limited)
Resource & Energy Operations Pty Limited
Menzies Goldfield Pty Limited
(previously Menzies Goldfield Limited)
Country of
incorporation
Australia
Australia
Australia
Australia
% Equity interest
2021
100.00%
100.00%
100.00%
100.00%
2020
100.00%
100.00%
100.00%
100.00%
Deep Energy Pty Limited
Australia
51.85%
51.85%
23
Auditors' remuneration
Fees charged by the auditor of the Company for auditing or
reviewing the financial report
24 Parent entity financial information
2021
$
2020
$
55,000
55,000
(a) Summary financial information
The individual financial statements for the Company (parent entity) show the following aggregate amounts:
Balance Sheet
Current Assets
Total Assets
Current Liabilities
Total Liabilities
Net Assets
Shareholders' contributed equity
Reserves
Accumulated Losses
Profit or Loss for the year
2021
$
2020
$
1,033,420
10,250,134
(76,297)
(76,297)
10,326,432
1,366,883
8,621,042
(192,080)
(308,376)
8,929,419
34,388,393
763,990
(23,637,766)
11,514,616
31,326,705
826,274
(19,033,733)
13,119,246
Total comprehensive income/(loss) for the year
(1,340,779)
(4,806,579)
(b) Contingent Liabilities of the Parent
The Company did not have any contingent liabilities as at 30 June 2021 or in the prior financial year.
Annual Report
June 2021
47
Notes to the Financial Statements (continued)
For the year ended 30 June 2021
25 Dividend
No dividend has been declared or paid during the financial year or the prior period. The directors do not
recommend the payment of a dividend for the year ended 30 June 2021.
26
Events after balance sheet date
There have been no significant events occurring after the balance date which may affect either the Group's
operations, results of those operations or the Group's state of affairs, other than a proposed issue of 42 million
options with an exercise price of 8 cents per ption and an expiry date of 31 August 2026 which the Company is in
the process of issuing.
Annual Report
June 2021
48
Directors' Declaration
In accordance with a resolution of the directors of Resources & Energy Group Limited, the directors declare that:
(a)
The financial statements and notes of the company are in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the company's financial position as at 30 June 2021 and of its performance for
the year ended on that date; and
(ii) complying with Accounting Standards and Corporations Regulations 2001, including compliance with
International Financial Reporting Statements as issued by the International Accounting Standards Board
as stated in Note 2 of the financial statements.
(b)
The Chief Executive Officer has declared that:
(i)
the financial records of the Company for the financial year have been properly maintained in accordance
with Section 286 of the Corporations Act 2001;
(ii)
the financial statements and notes for the financial year comply with the Accounting Standards; and
(iii) the financial statements and notes for the financial year give a true and fair view.
(c)
There are reasonable grounds to believe that the company will be able to pay its debts as and when they
become due and payable.
On behalf of the Board,
Mr Gavin Rezos
Chairman
Sydney, 30 September 2021
Annual Report
June 2021
49
RSM Australia Partners
Level 13, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 (0) 2 8226 4500
F +61 (0) 2 8226 4501
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Resources & Energy Group Limited for the year ended 30
June 2021, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
C J Hume
Partner
Sydney, NSW
Dated: 30 September 2021
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
50
INDEPENDENT AUDITOR’S REPORT
To the Members of Resources & Energy Group
Limited and its controlled subsidiaries
RSM Australia Partners
Level 13, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 (0) 2 8226 4500
F +61 (0) 2 8226 4501
www.rsm.com.au
Opinion
We have audited the financial report of Resources & Energy Group Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2021, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes
in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the Group's financial position as at 30 June 2021 and of its financial
performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2(c) in the financial report, which indicates that the Group incurred a net loss of
$1,472,288 and had net cash outflows from operating activities of $1,480,690 during the year ended 30 June
2021. As stated in Note 2(c), these events or conditions, along with other matters as set forth in Note 2(c), indicate
that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going
concern. 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.
51
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Key Audit Matter
How our audit addressed this matter
Carrying value of capitalised exploration and evaluation
Refer to Note 10 in the financial statements
As disclosed in note 10, the Group held capitalized
exploration and evaluation expenditure of $8,933,030
as at 30 June 2021 which represents a significant asset
of the Group.
The carrying value of exploration and evaluation assets
is subjective based on Group’s ability, and intention, to
continue to explore the asset. The carrying value may
the mineral reserves and
also be
resources may not be commercially viable
for
extraction. This creates a risk that the amounts stated
in the financial statements may not be recoverable.
impacted by
Provision for site restoration obligations
Refer to Note 14 in the financial statements
The Consolidated Statement of Financial Position of
the Group includes a provision for site restoration of
$515,898 as at 30 June 2021. The group has
obligations to restore the land on which it has
conducted drilling activities. The provision is for future
costs associated with the rehabilitation activities and
requires significant judgement in respect of asset lives,
timing of
restoration being undertaken and
environmental legislation requirements.
This is considered as a key audit matter due to the
significant judgement involved and the materiality of the
balance.
Our audit procedures included the following:
Considering the Group’s right to explore in the
relevant exploration area which included obtaining
and assessing supporting documentation such as
obtaining independent searches of the company’s
tenement holdings
Considering the Group’s intention to carry out
significant exploration and evaluation activity in the
included an
relevant exploration area which
assessment of
flow
forecasts and enquired of management and the
Board of Directors as to the intentions and strategy
of the Group
the Group's
future cash
Assessing recent exploration activity in a given
exploration license area to determine if there are
any negative indicators that would suggest a
potential impairment of the capitalized exploration
and evaluation expenditure
Assessing the commercial viability of results relating
to exploration and evaluation activities carried out in
the relevant license area
Assessing the ability to finance any planned future
exploration and evaluation activity.
Our audit procedures in relation to provision for site
restoration obligations included:
Understanding management’s process to determine
the provision for restoration and ensuring it was
consistent with our understanding of the activities
associated with those tenements
Reviewing the cost elements used in the estimation
of rehabilitation of related tenements and ensuring
that appropriate supporting documents were
available to support the cost estimates
Assessing the adequacy of the Group’s disclosures
in respect of this area
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2021, but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
52
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 have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar2_2020.pdf
This description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 11 to 14 of the directors' report for the year ended
30 June 2021.
In our opinion, the Remuneration Report of Resources & Energy Group Limited, for the year ended 30 June 2021,
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.
C J Hume
Partner
RSM Australia Partners
Sydney, NSW
30 September 2021
53
Security Holders' Information
Additional information included in accordance with the Listing Rules of the Australian Securities Exchange Ltd. The
information provided is current as of 28 September 2021.
1. Ordinary share holders
(a) Top 20 shareholders
The names of the 20 largest holders of ordinary shares as shown in the Company's share register are listed below.
Name
Number of
Shares
% of Issued
Shares
HSBC Custody Nominees (Australia) Limited
Arthur Phillip Nominees Pty Ltd
Fontelina Pty Limited
CS Third Nominees Pty Limited
Vivien Enterprises Limited
BNP Paribas Nominees Pty Limited
Vanavo Pty Limited
Mrs Emma Bacci
Mrs Natalie Risinger
Hestian Pty Limited
Sanjur Pty Limited
Minerva Geological Services Pty Limited
Mr Lincoln James Topham & Mrs Pauline Margery Topham
Elton Holdings Pty Limited
Mr Paul Healey
Vie Luminex Pty Limited
Citicorp Nominees Pty Limited
Macdrill Pty Limited
Kohen Enterprises Pty Limited
Total top 20 holders
Other holders
Total ordinary shares on issue
(b) Shareholder analysis
68,641,954
46,578,583
39,920,000
15,575,343
14,353,700
9,598,201
9,171,905
6,497,150
6,497,150
5,400,000
4,019,981
3,995,385
3,005,700
3,000,000
3,000,000
3,000,000
2,793,917
2,500,000
2,250,000
15.9%
10.8%
9.2%
3.6%
3.3%
2.2%
2.1%
1.5%
1.5%
1.3%
0.9%
0.9%
0.7%
0.7%
0.7%
0.7%
0.6%
0.6%
0.5%
249,798,969
181,881,820
431,680,789
57.9%
42.1%
100.0%
An analysis of the numbers of ordinary share holders by size of holding is shown below
Size of holding range
1
1,001
5,001
10,001
100,001 and
1,000
5,000
10,000
100,000
Over
-
-
-
-
Number of
holders
36
162
179
804
370
1,551
Percentage of
holders
2.3%
10.4%
11.5%
51.8%
23.9%
100.0%
Units held
7,564
492,514
1,572,823
33,171,688
396,436,200
431,680,789
There were 437 shareholders that held less than a marketable parcel of ordinary shares.
Annual Report
June 2021
54
Security Holders' Information
(c) Substantial shareholders
Holders of more than 5% of the ordinary shares who have lodged substantial shareholder notices are listed below.
Name of shareholder
Richard Poole and family
Gaffwick Pty Limited
Ordinary
shares held
Percentage of total
ordinary shares on issue
67,987,302
68,213,334
15.7%
15.8%
(d) Voting rights
There are no restrictions on voting rights attached to the ordinary shares. On a show of hands every member
present in person shall have one vote and upon a poll, every member present or by proxy shall have one vote
every share held.
(e) Share buyback
There were no share buybacks during or subsequent to the end of the financial year.
2 Share options
The names of holders of more than 20% of each class of unlisted share options are shown below. Share options
do not have voting rights until converted into ordinary shares.
Class
Name of holder
L
M
N
O
P
Q
Employee options
Employee options
3VL Pty Ltd
Mr Mark Sandford
Others less than 20%
Nascent Capital Partners Pty Ltd
Holders less than 20%
Employee options
Total share options on issue
Number of holders
Share
options
issued
Percentage
held of each
class
1
1
1
1
7
1
75
1
1,000,000
1,000,000
4,862,464
4,097,421
6,040,115
1,117,500
11,000,056
15,000,000
44,117,556
100.0%
100.0%
32.4%
27.3%
40.3%
100.0%
100.0%
100.0%
Annual Report
June 2021
55