Suite 301 Level 3, 66 Hunter Street Sydney NSW 2000
GPO Box 2537, Sydney NSW 2001
T: +612 9227 8900
E: communications@rezgroup.com.au
W: www.rezgroup.com.au
1
ASX Release
30 September 2024
Annual Report 2024
Attached is the Annual Report for the year ended 30 June 2024 of Resources & Energy
Group Limited.
Authorised for release by the Board.
Warren Kember
Company Secretary
Investor enquiries:
J. Daniel Moore
Chief Executive Officer
E: jdmoore@rezgroup.com.au
P: +61 475 916 919
ANNUAL REPORT
30 June 2024
Business Objective
Contents
Corporate Directory
2
Directors' Report
3-15
Mineral Resources & Ore Reserves
16
Financial Report
Consolidated Statement of Profit or Loss and
Other Comprehensive Income
17
Consolidated Statement of Financial Position
18
Consolidated Statement of Changes in Equity
19
Consolidated Statement of Cash Flows
20
Notes to the Financial Statements
21-49
Consolidated entity disclosure statement
50
Directors' Declaration
51
Auditor's Independence Declaration
52
Independent Auditor's Report
53-56
Cover photo
Security Holders' Information
57-58
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.
Mining operations at Granny Venn in the East
Menzies Gold Project
Annual Report
June 2024
1
Corporate Directory
Directors
Registered Office
Gavin Rezos
Level 3, Suite 301
Richard Poole
66 Hunter Street
J Daniel Moore
Sydney, NSW 2000
Telephone +(612) 9227 8900
Company Secretary
Facsimile +(612) 9227 8901
Warren Kember
ABN: 12 110 005 822
Share Registry
Web site: www.rezgroup.com.au
Automic Group
Level 5, 126 Phillip St,
Sydney, NSW 2000
Solicitor
Telephone 1300 288 664/(02) 9698 5414
Steinepreis Paganin
Email: hello@automicgroup.com.au
Level 4, 16 Milligan Street
Perth, WA 6000
Auditor
Bankers
RSM Australia Partners
National Australia Bank
Level 13, 60 Castlereagh Street
255 George Street
Sydney, NSW 2000
Sydney, NSW 2000
Stock Exchange Listing
Resources & Energy Group Limited's fully paid
ordinary shares are listed on the Australian
Securities Exchange (ASX:REZ)
Annual Report
June 2024
2
Directors' Report
Directors
Mr Gavin Rezos
Appointed: 22 April 2016
Mr Richard Poole
Appointed: 12 July 2004
Mr J Daniel Moore
Appointed: 14 July 2021
Names, qualifications, experience and special responsibilities
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 2024 and the
Independent Audit Report thereon.
Bachelor of Jurisprudence , LLB, BA
Chief Executive Officer and Director, non-independent
Completed years of service: 3 years
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).
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 a non-executive director Iluka Resources Limited and of Rowing Australia. He is currently non-
exective deputy Chairman of Vulcan Energy Resources Limited, non-executive Chairman of Kuniko Limited and
principal of Viaticus Capital. Non-executive director positions held during the past 3 years: Vulcan Energy Resources
Limited and Kuniko Limited.
Chairman, non-executive director, independent
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.
Completed years of service: 8 years
Completed years of service: 20 years
Bachelor of Jurisprudence , Bachelor of Commerce, LLB, ASIA
Bachelor of Law and Economics
Non-Excutive Director, non-independent
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.
Annual Report
June 2024
3
Directors' Report
Company Secretary
Mr Warren Kember
Number of
Ordinary
Shares
Number of
Options over
Ordinary
Shares
Mr Gavin Rezos
19,425,367 10,500,000
Mr Richard Poole
76,320,635 18,000,000
20,333,333 25,000,000
Directors' meetings
Eligible to
attend
Attended
8 8
8 8
8 8
Dividends
Principal Activities
The Group had 2 employees at 30 June 2024 (2023: 2 employees).
Completed years of service: 8 years
Chief Financial Officer and Company Secretary
As at the date of this report, the interests of the directors in the shares and options of the Company were:
Interests in the shares and options of the company and related bodies corporate
Mr J Daniel Moore
Directors' meetings
Mr J Daniel Moore
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:
The principal activities of the Group are to explore and develop suitable mineral deposits, including gold and silver.
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 (2023: Nil).
Mr Gavin Rezos
Mr Richard Poole
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.
Bachelor of Commerce, MBA, Dip Applied Finance
Annual Report
June 2024
4
Directors' Report
Operating Results for the Year
Financial results
East Menzies Prospect (EMP)
The EMP currently encompasses seven operational areas, including the Gigante Grande Gold prospect on the east
side project area, which has been subdivided into three geographical domains (North, Central and South. In the
southwest, drilling investigations at Springfield have intersected magmatic Nisulphides. This is a significant and
material exploration result that has opened a large tract of prospective ground for nickel, cobalt, copper, and platinum
group elements. In the central west, the Company is investigating opportunities for mining operations in M29/189
Granny Venn, M29/141 Goodenough, and M29/427 Maranoa. In the north exploration planning is underway to
investigate the Venn Springfield corridor, from the northern end of the Granny Venn Open Pit to the Cock Robin
prospect located in E29/929.
East Menzies Project Location Plan
The loss after tax of the Group of continuing operations for the year ended 30 June 2024 was $1,246,084 (2023:
Profit $3,120,020).
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. The
package of contiguous mining, exploration, and prospecting licenses which are prospective for precious metals,
nickel, and other technology metals. The tenements are located within a significant orogenic lode gold province.
Annual Report
June 2024
5
Directors' Report
• Identified and demarcated the proposed mining, processing, camp and transport routes.
• Lodged a detailed Mining Proposal and Mine Closure Plan with DMIRS.
• Sourced and purchased long lead items required for the program.
• Established preliminary contacts with local service providers & stakeholders
• Obtained quotes and shortlisted equipment suppliers.
• Engaging locally sourced staff and establishing a local presence in the town of Menzies.
• Engagement of a Kalgoorlie-based geologist to prepare a detailed resource evaluation.
During the reporting period the company has been advancing its plans for a trial vat leach option for shallow
oxide gold resources at its Maranoa project. Maranoa has been identified as ideal shallow, higher-grade ore
to support a vat leach gold production campaign at the East Menzies Project.
The Company plans to run a trial campaign that will initially treat 5,000 tonnes of ore with a diluted head
grade of ~4.6gt/ Au to verify the recovery levels from metallurgical studies. The trial campaign is expected
to produce 821 ounces of gold which would generate revenue of $2.7m at a gold price of AUD$3,300.
On confirmation of the economics of the process, REZ will develop a larger-scale vat leach campaign to
treat additional shallow resources that have been identified at the Maranoa (8,000 Oz) and Goodenough
(43,000 Oz) gold deposits. These deposits have been thoroughly drilled out and represent low-risk
production opportunities.
Lamington Minerals Pty Ltd have been chosen as the preferred contractor for the proposed vat leach gold
processing campaign. The company has over 20 years’ experience in delivering high-quality and cost-
effective mining and processing solutions to the gold mining industry. Having Lamington as a partner will
allow REZ to fast track the company into gold production at the East Menzies Gold Project whilst ensuring
low capital and operating costs.
In parallel with the trials at Maranoa, the Goodenough gold resource is also being investigated for
opportunity to resume mining operations. The Goodnough deposit has previously been worked as an
underground resource, with historical production of approximately 21,532 t @ 15.91 g/t.
Since Lamington was engaged on the 1st of June, has exceeded expectations by completing a series of
keystone tasks in preparation for the upcoming mining program at Maranoa, including
• Registration of Lamington Resources with DMIRS as Project Managers.
• Engagement of a qualified Registered Manager to oversee the REZ tenement package in Menzies.
• Implemented a robust site-wide OH&S policy.
• Shortlisted & engaged Fremantle Metallurgy to complete metallurgical test work on the orebody.
• Engaged Digimaps to prepare exploration, tenement, geological & tenement mapping.
Annual Report
June 2024
6
Directors' Report
Mount Mackenzie
After providing the potential purchaser several extensions, discussions were then terminated in May 2024. The Board
continues to evaluate potential options for the project.
East Menzies Project Major Tenement Plan
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, with an indicated and inferred resource of 129,000 ounces of gold at
an average grade of 1.1g/tonne (refer Mineral Resources and Ore Reserves) .
In 2023, the REZ Board undertook an evaluation of the benefits of continuing to hold and fund the development of the
Mount Mackenzie prospect. The results of this review determined that for the current level of financial resources, the
Company could be expected to obtain greater value from its interests in its East Menzies tenement package. The
Board then began a process of discussion with possible parties for either a joint venture or outright sale. This
cummulated in an offer being made which the Board accepted for the outright sale of the Mount Mackenzie tenement
package.
Annual Report
June 2024
7
Directors' Report
Tenements
Tenements held by the Group as of 30 June 2024 were as follows.
State
Project
Number
Status
REZ
beneficial
ownership
Expiry
Queensland
Mt Mackenzie
E29/0979
Live
100%
23 Feb 2027
Queensland
Mt Mackenzie
L29/0061
Live
100%
31 Mar 2041
Western Australia
Menzies
M29/0141
Live
100%
31/07/2033
Western Australia
Menzies
M29/0189
Live
100%
15/10/2040
Western Australia
Menzies
M29/0427
Live
100%
11/02/2040
Western Australia
Menzies
M29/0434
Pending
100%
Pending
Western Australia
Menzies
M29/0437
Pending
100%
Pending
Western Australia
Menzies
P29/2225
Live
100%
4/09/2020
Western Australia
Menzies
P29/2270
Live
100%
22/04/2021
Western Australia
Menzies
P29/2391
Live
100%
2/04/2025
Western Australia
Menzies
P29/2395
Live
100%
19/04/2025
Western Australia
Menzies
P29/2408
Live
100%
2/07/2025
Western Australia
Menzies
P29/2409
Live
100%
28/09/2025
Western Australia
Menzies
P29/2455
Live
100%
31/01/2027
Western Australia
Menzies
P29/2456
Live
100%
31/01/2027
Western Australia
Menzies
P29/2457
Live
100%
31/01/2027
Western Australia
Menzies
P29/2458
Live
100%
31/01/2027
Western Australia
Menzies
P29/2459
Live
100%
31/01/2027
Western Australia
Menzies
P29/2460
Live
100%
31/01/2027
Western Australia
Menzies
P29/2461
Live
100%
31/01/2027
Western Australia
Menzies
P29/2469
Live
100%
24/03/2028
Western Australia
Menzies
P29/2470
Live
100%
16/07/2027
Western Australia
Menzies
P29/2471
Live
100%
14/06/2024
Western Australia
Menzies
P29/2472
Live
100%
25/03/2024
Western Australia
Menzies
P29/2473
Live
100%
25/03/2024
Western Australia
Menzies
P29/2474
Live
100%
12/03/2028
Western Australia
Menzies
P29/2492
Live
100%
14/06/2024
Western Australia
Menzies
P29/2494
Live
100%
14/06/2024
Western Australia
Menzies
P29/2496
Live
100%
25/03/2024
Western Australia
Menzies
P29/2497
Live
100%
25/03/2024
Western Australia
Menzies
P29/2500
Live
100%
25/03/2024
Western Australia
Menzies
P29/2528
Live
100%
24/10/2027
Western Australia
Menzies
P29/2553
Live
100%
15/11/2024
Western Australia
Menzies
P29/2554
Live
100%
15/11/2024
Western Australia
Menzies
P29/2555
Live
100%
15/11/2024
Western Australia
Menzies
P29/2556
Live
100%
15/11/2024
Western Australia
Menzies
P29/2557
Live
100%
15/11/2024
Western Australia
Menzies
P29/2558
Live
100%
15/11/2024
Western Australia
Menzies
P29/2563
Live
100%
17/11/2024
Annual Report
June 2024
8
Directors' Report
State
Project
Number
Status
REZ
beneficial
ownership
Expiry
Western Australia
Menzies
P29/2564
Live
100%
16/11/2024
Western Australia
Menzies
P29/2565
Live
100%
16/11/2024
Western Australia
Menzies
P29/2566
Live
100%
16/11/2024
Western Australia
Menzies
P29/2567
Live
100%
16/11/2024
Western Australia
Menzies
P29/2568
Live
100%
16/11/2024
Western Australia
Menzies
P29/2595
Live
100%
3/11/2025
Western Australia
Menzies
P29/2596
Live
100%
3/11/2025
Western Australia
Menzies
P29/2597
Live
100%
10/05/2025
Western Australia
Menzies
P29/2598
Live
100%
10/05/2025
Western Australia
Menzies
P29/2599
Live
100%
15/11/2025
Western Australia
Menzies
P29/2600
Live
100%
18/05/2025
Western Australia
Menzies
P29/2601
Live
100%
18/05/2025
Western Australia
Menzies
P29/2602
Live
100%
18/05/2025
Western Australia
Menzies
P29/2603
Pending
100%
Pending
Western Australia
Menzies
P29/2604
Live
100%
18/05/2025
Western Australia
Menzies
P29/2619
Live
100%
4/11/2025
Western Australia
Menzies
P29/2620
Live
100%
4/11/2025
Western Australia
Menzies
P29/2621
Live
100%
4/11/2025
Western Australia
Menzies
P29/2622
Live
100%
4/11/2025
Western Australia
Menzies
P29/2623
Live
100%
4/11/2025
Western Australia
Menzies
P29/2624
Live
100%
4/11/2025
Western Australia
Menzies
P29/2625
Live
100%
4/11/2025
Western Australia
Menzies
P29/2673
Live
100%
9/11/2026
Significant Changes in State of Affairs
Going Concern
During the financial year there were no significant changes to the Group's activities.
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 $1,246,084 from continuing operations and had
net cash outflows from operating activities of $534,436 for the year ended 30 June 2024.
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 2024
9
Directors' Report
· The Group has a net deficency of current assets and liabilities of $64,492 and net assets of $10,334,350
at balance date;
· The Group has a cash balance of $1,059,716 as at the end of current financial year;
· The Group raised $1,434,977 net of costs in during the year (per Note 14);
· The Group raised $470,000 net of costs in post the end of the financial year;
· The ability for the directors to scale back activities in order to preserve cash when required; and
· If required, the Group has the ability to reduce discretionary spending in its consultancy expenditures.
Significant Events After Balance Date
Likely Development and Expected Results
Environmental Regulation and Performance
Other than as set out below 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.
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.
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.
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:
Accordingly, the Directors believe that the consolidated entity will be able to continue as a going concern and that it is
appropriate to adopt the going concern basis in the preparation of the financial report.
The financial report does not include any adjustments relating to the amounts or classification of recorded assets or
liabilities that might be necessary if the Group does not continue as a going concern.
In August 2024 the Company completed a placement of 25,000,000 ordinary shares at an issue price of 2 cents each
to raise $500,000. Subscribers were also issued attaching options on a 1 for 1 basis for a total of 25,000,000 with an
exercise price of 4 cents and an expiry date of 15 June 2027.
Annual Report
June 2024
10
Directors' Report
Unissued Shares Under Securities
Option class
Vesting conditions
Grant date
Expiry date
Exercise
price
Number of
share options
Class P
Vested
14/10/2020
30/09/2025
$0.050
15,000,000
Class R
Vested
15/07/2021
31/08/2026
$0.080 8,000,000
Class S
Vested
14/09/2021
31/08/2026
$0.080
21,000,000
Class T
Vested
15/09/2021
31/08/2026
$0.080
11,000,000
Class U
Vested
27/10/2021
31/08/2026
$0.080 8,000,000
Class V
Subject to
conditions
24/11/2022
24/11/2027
$0.080
20,000,000
Class W
Vested
19/03/2024
1/11/2027
$0.012
12,500,000
Class X
Vested
25/06/2024
25/06/2027
$0.040
31,500,000
Class Y
Vested
25/06/2024
25/06/2027
$0.025 6,000,000
133,000,000
Indemnification and Insurance of Officers and Directors
• 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.
Rounding
Proceedings on Behalf of the Company
Share options on issue at 30 June 2024
The amounts contained in this report and in the financial report have been rounded to the nearest $1 (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.
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.
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.
REZ’s constitution indemnifies, to the extent permitted by law, officers of the Group when acting in their capacity in
respect of:
There were 133,000,000 share options on issue as at 30 June 2024 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.
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.
No shares were issued during the financial year as a result of the exercise of options
Annual Report
June 2024
11
Directors' Report
Auditor Independence
Non-audit services
No non-audit services were provided during the current year by the auditor.
Remuneration Report (Audited)
During the financial year ended 30 June 2024, KMP consisted of:
Mr Gavin Rezos
Non-executive director and Chairman
Mr Richard Poole
Non-executive director
Mr J Daniel Moore
Executive director and CEO
Mr Warren Kember
Chief Financial Officer and Company Secretary
Principles used to determine the nature and amount of remuneration
Short-term incentives and long-term incentives
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.
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 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.
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.
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.
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.
Annual Report
June 2024
12
Directors' Report
Details of remuneration
Amounts paid or owing to KMP during the financial year ended 30 June 2024 are set out below.
Year ended 30 June 2024
Short-term
benefits
Post
employment
Share-based
payments
Total
Salary & fees Superannuation
Equity settled
$
$
$
$
%
Directors
Mr Gavin Rezos
40,533
7,380
-
47,913
0%
Mr Richard Poole
33,000
-
-
33,000
0%
Mr J Daniel Moore
254,100
89,486
343,586
26%
Management
Mr Warren Kember (i)
-
-
-
-
0%
327,633
7,380
89,486
424,499
21%
Amounts paid or owing to KMP during the financial year ended 30 June 2023 are set out below.
Year ended 30 June 2023
Short-term
benefits
Post
employment
Share-based
payments
Total
Salary & fees Superannuation
Equity settled
$
$
$
$
%
Directors
Mr Gavin Rezos
42,375
2,100
-
44,475
0%
Mr Richard Poole
33,000
-
-
33,000
0%
Mr J Daniel Moore
234,850
53,300
288,150
18%
Management
Mr Warren Kember (i)
-
-
-
-
0%
310,225
2,100
53,300
365,625
15%
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.
(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.
Percentage of
renumeration
in form of
share based
payments
Percentage of
renumeration
in form of
share based
payments
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.
(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.
Annual Report
June 2024
13
Directors' Report
2024
2023
$
$
Directors fees (as shown above under Details of Renumeration)
33,000
33,000
Share-based payment
67,961
-
Office rent
1,650
5,500
Accounting and company secretarial services
99,000
122,420
Management services
132,000
132,000
333,611
292,920
Share options
Option class/Holder
Number of share
options
Grant date
Expiry date
Exercise
price
Fair value per
option at grant
date
Class S Mr Gavin Rezos
8,000,000
14/09/2021
31/08/2026
$0.08
$0.02
Class S Mr Richard Poole
8,000,000
14/09/2021
31/08/2026
$0.08
$0.02
Class S Mr J Daniel Moore
5,000,000
14/09/2021
31/08/2026
$0.08
$0.02
Class T Mr Warren Kember
4,000,000
15/09/2021
31/08/2026
$0.08
$0.02
Class V Mr J Daniel Moore
20,000,000
24/11/2022
24/11/2027
$0.08
$0.01
45,000,000
Movements in Shares held by Key Management Personnel
2024
Balance at the
start of the year
Granted as
compensation
Net other
change
Balance at
the end of the
year
Mr Gavin Rezos
15,258,700
-
4,166,667
19,425,367
Mr Richard Poole
67,987,302
-
8,333,333
76,320,635
Mr J Daniel Moore
12,000,000
-
8,333,333
20,333,333
Mr Warren Kember
625,000
-
-
625,000
Arthur Phillip invoiced fees and expenses for the provision of management, accounting, office administration,
consulting and company secretarial services to the Company, amounting to $333,611 (2023: $292,920), consisting of:
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 in the financial statements.
The terms and conditions of each grant of options over ordinary shares affecting remuneration of KMP in the prior,
current or future financial years are as follows:
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.
Annual Report
June 2024
14
Directors' Report
Movements in Share Options held by Key Management Personnel
2024
Balance at the
start of the year
Granted as
compensation
Net other
change
Balance at
the end of the
year
Mr Gavin Rezos
8,000,000 - 2,500,000
10,500,000
Mr Richard Poole
8,000,000 - 10,000,000
18,000,000
Mr J Daniel Moore
25,000,000 - -
25,000,000
Mr Warren Kember
4,000,000 - -
4,000,000
End of remuneration report
Mr Gavin Rezos, Chairman
Sydney, 30 September 2024
Signed in accordance with a resolution of the directors.
Annual Report
June 2024
15
Mineral Resources and Ore Reserves
Mineral Resources
Project
Type
Cut off
(g/t)
Tonnes
(kt)
Gold
grade
(g/t)
Gold
metal
(koz)
Silver
grade
(g/t)
Silver
metal
(koz)
Tonnes
(kt)
Gold
grade
(g/t)
Gold
metal
(koz)
Silver
grade
(g/t)
Silver
metal
(koz)
Tonnes
(kt)
Gold
grade
(g/t)
Gold
metal
(koz)
Silver
grade
(g/t)
Silver
metal
(koz)
30 June 2024
Mount Mackenzie
Open Cut
Oxide
0.35
500
1.09
18.0
8.0
136
700
0.96
21.0
4.0
87
1,200
1.01
39.0
6.0
223
Primary
0.55
1,200
1.25
48.0
13.0
482
1,030
1.28
42.0
5.0
157
2,230
1.26
90.0
9.0
639
Menzies
Goodenough
Open Cut
1.00
634
1.84
38.0
82
1.99
5.2
716
1.86
43.0
Granny Venn
Open Cut
1.00
41
2.14
2.9
41
2.14
2.9
Maranoa
Open Cut
1.00
46
5.70
8.0
46
5.70
8.0
2,334
1.38
104.0
7.4
618
1,899
1.32
79.1
3.7
244
4,233
1.35
182.9
5.7
862
30 June 2023
Mount Mackenzie
Open Cut
Oxide
0.35
500
1.09
18.0
8.0
136
700
0.96
21.0
4.0
87
1,200
1.01
39.0
6.0
223
Primary
0.55
1,200
1.25
48.0
13.0
482
1,030
1.28
42.0
5.0
157
2,230
1.26
90.0
9.0
639
Menzies
Goodenough
Open Cut
1.00
634
1.84
38.0
82.0
1.99
5.2
716
1.86
43.0
Granny Venn
Open Cut
1.00
41.0
2.14
2.9
41
2.14
2.9
Maranoa
Open Cut
1.00
46.0
5.7
8.0
46
5.70
8.0
2,334
1.38
104.0
7.4
618
1,899
1.32
79.1
3.7
244
4,233
1.35
182.9
5.7
862
Competent Persons Statement and Consent
This presentation contains information provided in releases made by the Company to the ASX on 26 February 2016, 21 June 2016 and 19 May 2020 concerning the Mt Mackenzie Resource and 11 June 2020, 3 November 2020, 14 January 2021, 22
March 2021 and 4 May 2021 concerning Menzies. The Company is not aware of any new information or data that materially affects the information included in previous ASX announcements and that all material assumptions and technical parameters
underpinning the estimates in the announcement continue to apply and have not materially changed.
The information in this release that relates to mineral resources is based on and fairly represents information compiled by Mr. Michael Johnstone and Mr Todd Axford and who are members of the Australasian Institute of Mining and Metallurgy, and
Principal Consultants for Minerva Geological Services (MGS) and Geko
‐
Co (GKC) respectively. MGS and GKC have been contracted by Resources & Energy Group Limited (the Company) to provide exploration management, advice and guidance to
the company. Both Mr. Axford and Mr Johnstone have sufficient technical experience that is relevant to the reporting of exploration results to qualify as a competent person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves’. Mr. Axford and Mr Johnstone consent to the inclusion in this release of the matters based on their information in the form and context in which it appears.
Group mineral resources as at 30 June 2024 were estimated at 4.4 million tonnes at 1.37g/t Au for 183,000 ounces AU and 862,000 ounces AG. Mineral resource figures have
been prepared in accordance with the requirements of 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results'.
Indicated
Inferred
Total
Annual Report
June 2024
16
Consolidated Statement of Profit or Loss and
Other Comprehensive Income
For the year ended 30 June 2024
Notes
2024
2023
$
$
Continuing operations
Other income
4(a)
275,000
-
Corporate and other administration costs
(396,171)
(371,476)
Director fees
(334,992)
(315,456)
Exploration and evaluation costs expensed
(218,917)
(442,689)
Employee benefits expense
4(b)
(89,407)
(89,149)
Finance income
4(c)
1,993
74
Depreciation
(1,767)
(1,334)
Impairment of exploration and evaluation costs
9
(62,733)
(1,571,317)
Share-based payments expense
18
(212,284)
(68,329)
Insurance
(50,047)
(49,451)
Other expenses
(156,760)
(210,893)
Loss before income tax
(1,246,084)
(3,120,020)
Income tax benefit
5
-
-
Loss after tax from continuing operations
(1,246,084)
(3,120,020)
Other comprehensive income
-
-
Total comprehensive loss for the year
(1,246,084)
(3,120,020)
Total comprehensive loss is attributable to:
Shareholders of Resource & Energy Group Limited
Continuing operations
(1,244,782)
(3,119,233)
Non- controlling interests
Continuing operations
(1,301)
(787)
(1,246,084)
(3,120,020)
Earnings per share for continuing operations
Loss per share (cents per share) – basic
16
(0.24)
(0.62)
Loss per share (cents per share) – diluted
16
(0.23)
(0.62)
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 2024
17
Consolidated Statement of Financial Position
As at 30 June 2024
Notes
2024
2023
$
$
Assets
Current assets
Cash and cash equivalents
6
1,059,716
704,982
Other assets
7
20,000
20,000
Assets held for sale
10
-
1,500,000
Total current assets
1,079,716
2,224,982
Non-current Assets
Property, plant and equipment
8
92,587
61,991
Exploration and evaluation assets
9
10,637,330
8,485,787
Total non-current assets
10,729,917
8,547,778
Total assets
11,809,633
10,772,761
Liabilities
Current liabilities
Trade and other payables
11
1,112,590
695,138
Provisions
12
31,618
14,338
Total current liabilities
1,144,208
709,476
Non-current liabilities
Provisions
12
331,075
380,110
Total non-current liabilities
331,075
380,110
Total liabilities
1,475,283
1,089,586
Net assets
10,334,350
9,683,174
Equity
Issued capital
14
38,496,219
36,811,242
Reserves
15
1,990,308
1,778,024
Accumulated losses
(32,513,586)
(31,268,804)
Total equity attributable to the shareholders of
Resources & Energy Group Limited
7,972,941
7,320,462
Non-controlling interests
2,361,410
2,362,711
Total equity
10,334,350
9,683,174
This consolidated statement of financial position should be read in conjunction with the notes to the financial
statements
Annual Report
June 2024
18
Consolidated Statement of Changes in Equity
For the year ended 30 June 2024
Issued
capital
Share option
reserve
Accumulated
losses
Non-
controlling
interests
Total
$
$
$
$
$
Balance at 1 July 2022
36,811,242
1,709,695
(28,149,571)
2,363,498
12,734,865
Total comprehensive loss for the year
-
-
(3,119,233)
(787)
(3,120,020)
Share-based payment
-
68,329
-
-
68,329
Balance at 30 June 2023
36,811,242
1,778,024
(31,268,804)
2,362,711
9,683,174
Balance at 1 July 2023
36,811,242
1,778,024
(31,268,804)
2,362,711
9,683,174
Total comprehensive loss for the year
-
-
(1,244,782)
(1,301)
(1,246,084)
Share-based payment
-
212,284
-
-
212,284
Issue of share capital
1,762,010
-
-
-
1,762,010
Transaction costs related to issue of share
capital
(77,033)
-
-
-
(77,033)
Balance at 30 June 2024
38,496,219
1,990,308
(32,513,586)
2,361,410
10,334,350
This consolidated statement of changes in equity should be read in conjunction with the notes to the financial
statements
Annual Report
June 2024
19
Consolidated Statement of Cash Flows
For the year ended 30 June 2024
Notes
2024
2023
$
$
Cash flows from operating activities
Receipts from customers
- 335,331
Payments to suppliers and employees
(534,436)
(1,445,590)
Net cash flows used in operating activities
6(b)
(534,436)
(1,110,259)
Cash flows from investing activities
Purchase of property, plant and equipment
(2,363)
(30,770)
Exploration and evaluation costs capitalised
(543,444)
(1,993,230)
Net cash flows used in investing activities
(545,807)
(2,024,000)
Cash flows from financing activities
Share placement
6(c)
1,512,010
-
Transaction costs on issue of shares
(77,033)
-
Net cash flows provided by financing activities
1,434,977
-
Net increase/(decrease) in cash and cash equivalents
354,734
(3,134,259)
Cash and cash equivalents at beginning of period
704,982
3,839,241
Cash and cash equivalents at end of period
6(a)
1,059,716
704,982
This consolidated statement of cash flow should be read in conjunction with the notes to the financial
statements
Annual Report
June 2024
20
Notes to the Financial Statements
For the year ended 30 June 2024
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 2024 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 2024.
The principal accounting policies are set out below. These policies have been consistently applied unless
otherwise noted.
2
Summary of material accounting policy information
a
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 $1,246,084 from continuing operations
and had net cash outflows from operating activities of $534,436 for the year ended 30 June 2024.
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 2024
21
Notes to the Financial Statements
For the year ended 30 June 2024
The Directors believe that there are reasonable grounds to believe that the Group will be able to continue as a
going concern, after consideration of the following factors:
· The Group has a net deficency of current assets and liabilities of $64,492 and net assets of $10,334,350
at balance date;
· The Group has a cash balance of $1,059,716 as at the end of current financial year;
· The Group raised $1,434,977 net of costs in during the year (per Note 14);
· The Group raised $470,000 net of costs in post the end of the financial year;
· The ability for the directors to scale back activities in order to preserve cash when required; and
· If required, the Group has the ability to reduce discretionary spending in its consultancy expenditures.
Accordingly, the Directors believe that the consolidated entity will be able to continue as a going concern and
that it is appropriate to adopt the going concern basis in the preparation of the financial report.
The financial report does not include any adjustments relating to the amounts or classification of recorded
assets or liabilities that might be necessary if the Group does not continue as a going concern.
d
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.
Basis of consolidation
Annual Report
June 2024
22
Notes to the Financial Statements
For the year ended 30 June 2024
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
$10,637,330 (2023: $8,485,787).
Assets held for sale
During the reporting period the Board decided to explore the sale of its interests in the tenements located in
the Mount Mackenzie (MM Asset) region of Queensland. On 31 July 2023 the Company publicly announced
the decision of its Board of Directors to sell the MM Asset. On 19 September 2023 the Group entered into a
binding, conditional heads of agreement. The conditional agreement did not proceeed and as at 30 June
2024 the MM Asset was reclassified as an Exploration and Evaluation Asset while alternatives are considered.
Annual Report
June 2024
23
Notes to the Financial Statements
For the year ended 30 June 2024
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.
Determination of rehabilitation provision
Significant estimates and assumptions are required in determining the provision for mine rehabilitation as
there are many transactions and other factors that will affect the ultimate liability payable to rehabilitate the
mine sites. Factors that will affect this liability include changes in technology, changes in regulations, price
increases, changes in timing of cash flows which are based on life of mine plan and changes in discount rates.
When these factors change or become known in the future, such differences will impact the mine rehabilitation
provision in the period in which they change or become known.
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. identifying the contract with a customer;
2. identifying the performance obligations;
3. determining the transaction price;
4. allocating the transaction price to the performance obligations; and
5. recognising revenue when/as performance obligation(s) are satisfied.
Annual Report
June 2024
24
Notes to the Financial Statements
For the year ended 30 June 2024
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
Borrowing costs
Borrowing costs are recognised as an expense when incurred.
h
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.
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.
Annual Report
June 2024
25
Notes to the Financial Statements
For the year ended 30 June 2024
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.
(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.
Annual Report
June 2024
26
Notes to the Financial Statements
For the year ended 30 June 2024
(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.
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.
Annual Report
June 2024
27
Notes to the Financial Statements
For the year ended 30 June 2024
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
directly in equity.
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.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the
taxation authority.
Annual Report
June 2024
28
Notes to the Financial Statements
For the year ended 30 June 2024
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 2024
29
Notes to the Financial Statements
For the year ended 30 June 2024
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.
Annual Report
June 2024
30
Notes to the Financial Statements
For the year ended 30 June 2024
p
Non-current assets held for sale and discontinued operations
The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be
recovered principally through a sale transaction rather than through continuing use. Non-current assets and
disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value
less costs to sell. Costs to sell are the incremental costs directly attributable to the disposal of an asset
(disposal group), excluding finance costs and income tax expense.
The criteria for held for sale classification is regarded as met only when the sale is highly probable, and
the asset or disposal group is available for immediate sale in its present condition. Actions required to
complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the
decision to sell will be withdrawn. Management must be committed to the plan to sell the asset and the sale
expected to be completed within one year from the date of the classification.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of
financial position. Discontinued operations are excluded from the results of continuing operations and are
presented as a single amount as profit or loss after tax from discontinued operations in the statement of profit
or loss. The Group ceased to classify the asset as held for sale and the results of operations of the
component previously presented in discontinued operations has been reclassified and included in income
from continuing operations for all periods presented. Additional disclosures are provided in Note 10. All other
notes to the financial statements include amounts for continuing operations, unless indicated otherwise.
q
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.
Further details on how the fair value of equity-settled share-based transactions has been determined can be
found in Note 18.
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.
Annual Report
June 2024
31
Notes to the Financial Statements
For the year ended 30 June 2024
r
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.
s
Contributed equity
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.
t
Comparatives
Where necessary, comparatives have been reclassified and repositioned for consistency with current year
disclosures.
u
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not
yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended
30 June 2024. The consolidated entity has not yet assessed the impact of these new or amended Accounting
Standards and Interpretations.
Annual Report
June 2024
32
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
3
Segment information
Gold
Corporate
Total
$
$
$
2024
Segment revenue
Finance income
275,000 1,993 276,993
Segment expenses
Administration and employment costs
1,183,577
- 1,183,577
Depreciation and amortisation
1,767
- 1,767
Impairment
62,733
- 62,733
1,248,077
- 1,248,077
Income tax benefit
- - -
Loss after tax from continuing operations
(973,077)
1,993
(971,084)
Segment assets
10,729,917
1,079,716
11,809,633
Segment liabilities
1,144,208
331,075
1,475,283
2023
Segment revenue
Finance income
- 74 74
Segment expenses
Administration and employment costs
1,547,444
- 1,547,444
Depreciation and amortisation
1,334
- 1,334
Impairment
1,571,317
- 1,571,317
3,120,095
- 3,120,095
Income tax benefit
-
- -
Loss after tax from continuing operations
(3,120,095)
74
(3,120,021)
Segment assets
8,547,778
2,224,982
10,772,760
Segment liabilities
709,477
380,110
1,089,587
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.
Annual Report
June 2024
33
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
Note
2024
2023
$
$
4
Other income and expenses
(a) Other Income
Other
275,000
-
(b) Employee benefits expense
Wages and salaries
76,251
71,135
Superannuation benefits
13,156
-
Total employee benefits expense
89,407
71,135
(c) Finance income
Interest expense - borrowings
-
-
Less: interest income
(1,993)
(74)
Finance income (net)
(1,993)
(74)
5
Income tax
Income tax expense - tax benefit written off
-
-
Tax returns for the Group for the year ended 30 June 2024 are in progress at the date of this report.
The Group has estimated tax losses as at the 30 June 2024 of $26,462,508 (2023: $24,704,991). The benefit
relating to these and the current year losses has not been recognised in the financial report at 30 June 2024 as
it is not probable that future taxable profit will be available against which the Group would be able to utilise these
losses.
The Company and its wholly owned entities have not formed a consolidated income tax group as of 30 June
2024.
(iii) no changes in tax legislation adversely affect the Group and the Company in realising the benefit from the
(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;
Current and prior year tax losses will only be available to offset against future profits if:
(ii) the Group and the Company continue to comply with the conditions for deductibility imposed by tax
legislation; and
Annual Report
June 2024
34
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
6
Cash and cash equivalents
(a) Cash and bank balances
1,059,716
704,982
Cash at bank earns interest at floating rates based on daily bank
deposit rates.
(b)
Loss from continuing operations after tax
(1,246,084)
(3,120,020)
Adjustments for:
Depreciation and amortisation
1,767
1,334
Share-based payments
212,284
68,329
Impairment of exploration costs
62,733
1,571,317
Other
133
(2)
Changes in operating assets and liabilities, net of effects from purchase of controlled entity
Decrease in receivables
-
335,331
Increase in payables
417,452
34,368
Increase/(decrease) in provision for annual leave
17,280
(917)
Net cash used in operating activities
(534,435)
(1,110,259)
(c) Non-cash transactions
7
Other assets
Deposits
20,000
20,000
Deposits of $20,000 (2023: $20,000) are subject to a charge refer Note 19.
8
Property, plant and equipment
Freehold
land
Plant and
equipment
Total
At 30 June 2024
Cost
91,500
19,243
110,743
Accumulated depreciation
-
(18,156)
(18,156)
Net carrying amount
91,500
1,087
92,587
Movement in property, plant and equipment
Carrying amount at the beginning of the year
60,770
1,221
61,991
Additions
730
1,633
2,363
Depreciation charge for the year
-
(1,767)
(1,767)
Asset held for sale - reversal
30,000
-
30,000
Carrying amount at the end of the year
91,500
1,087
92,587
Reconciliation from the net profit after tax to the net cash flows from operations
During the reporting period the Company issued 20,833,333 ordinary shares at 1.2 cents to directors in lieu of
payment of fees owed to directors of $250,000 (refer Note 14).
Annual Report
June 2024
35
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
Freehold
land
Plant and
equipment
Total
At 30 June 2023
Cost
60,770
17,610
78,380
Accumulated depreciation
-
(16,389)
(16,389)
Net carrying amount
60,770
1,221
61,991
Movement in property, plant and equipment
Carrying amount at the beginning of the year
30,000
2,555
32,555
Additions
60,770
-
60,770
Depreciation charge for the year
-
(1,334)
(1,334)
Assets held for sale
(30,000)
-
(30,000)
Carrying amount at the end of the year
60,770
1,221
61,991
9
Exploration and evaluation assets
Note
2024
2023
$
$
Cost
11,985,990
9,722,679
Accumulated amortisation and impairment
(1,348,660)
(1,236,892)
Net carrying amount
10,637,330
8,485,787
Movement in exploration and evaluation assets
Carrying amount at the beginning of the year
8,485,787
9,525,406
Additions - other
793,311
1,963,230
Remeasurement of rehabilitation provision
(49,035)
38,468
Impairment
(62,733)
(1,571,317)
Assets held for sale
-
(1,470,000)
Assets held for sale - reversal
1,470,000
-
Carrying amount at the end of the year
10,637,330
8,485,787
10 Asset held for sale
Expenses in the prior year of $1,786,954 shown as discontinued operations in the Consolidated Statement of
Profit or Loss and Other Comprehensive Income have been re-presented as part of costs of continuing
operations.
During the prior reporting period the Board decided to explore the sale of its interests in the tenements located
in the Mount Mackenzie (MM Asset) region of Queensland and classified the capitalised costs as an Asset Held
for Sale as at 30 June 2023. Subsequently the Company entered into discussions with a prospective purchaser
and on 19 September 2023 entered into a conditional heads of agreement. The non-binding heads of
agreement provided time for the purchaser to conduct due diligence and arrange the necessary funding for the
acquisition, was extended by the Company on several occasions. The heads of agreement was subsequently
allowed to lapse in February 2024. Since that time the Board has been considering the alternatives in respect of
the MM Asset and subsequently resolved to retain ownership. Accordingly as at 30 June 2024 the value of the
MM Asset in the financial statements has been restated to be included as part of Exploration and Evaluation
Assets
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 2024
36
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
11 Trade and other payables
2024
2023
$
$
Amounts owed to directors
22,000
22,000
Other payables
1,090,590
673,138
1,112,590
695,138
12 Provisions
2024
2023
$
$
Current
Employee entitlements
31,618 14,338
Non-Current
Rehabilitation provision
331,075 380,110
Total provisions
362,693 394,448
Movement in provisions
Employee
benefits
Rehabilitation
Total
At 30 June 2024
Carrying amount at the beginning of the year
14,338 380,110
394,448
Remeasurement of provision
17,280
(49,035)
(31,755)
Carrying amount at the end of the year
31,618
331,075
362,693
Employee
benefits
Rehabilitation
Total
At 30 June 2023
Carrying amount at the beginning of the year
15,255
341,642
356,897
Remeasurement of provision
(917)
38,468
37,551
Carrying amount at the end of the year
14,338
380,110
394,448
Annual Report
June 2024
37
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
13 Standby Working Capital Facility
No amounts have been drawn under the facility in the reporting period.
14 Issued capital
2024
2023
$
$
38,496,219
36,811,242
Movements in fully paid ordinary shares
Date
$/share
Number
$
$/share
Number
$
499,805,789
36,811,242
499,805,789
36,811,242
6/05/2024
$0.012
124,000,833
1,488,010
-
-
-
25/06/2024
$0.012
2,000,000
24,000
-
-
-
25/06/2024
$0.012
20,833,333
250,000
-
-
-
Cost of equity issues
-
(77,033)
-
-
646,639,955
38,496,219
499,805,789
36,811,242
15 Reserves
2024
2023
$
$
Share option reserve
Balance at the beginning of the financial year
1,778,024
1,709,695
Share based payment
212,284
68,329
Balance at the end of the financial year
1,990,308
1,778,024
(i)
2023
2024
646,639,955 fully paid ordinary shares (2023: 499,805,789)
Balance at the beginning of the
financial year
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.
Placement
Balance at the end of the financial year
Placement
Placement
During the reporting period the Company entered into an agreement with director related entities, Arthur Philip Pty
Limited and Viaticus Capital Pty Limited for the provision of a standby working capital facility. The facility amount is
$600,000, with a term of 12 months from 13 February 2024. Interest is incurred on amounts drawn at the rate of
10% per annum, for a minimum period of 6 months, with amounts owing being capitalised and compounded
monthly. A line fee of 2% was capitalised at the inception of the facility. The facility is secured over the assets of
Menzies Goldfields Pty Limited. Any amounts drawn may be converted into ordinary shares of the Company at a
share price of $0.01. In consideration of the provision of the facility, a total of 12,500,000 options were issued
(10,000,000 to Arthur Phillip Pty Limited and 2,500,000 to Viaticus Capital Pty Limited), exercisable at $0.012 each
and expiry 1 November 2027 (refer Note 19). For each $1 drawn over $50,000 a further 100 options are required to
be issued.
Annual Report
June 2024
38
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
16 Asset backing and earnings per share
2024
2023
cents per
share
cents per
share
Basic and diluted Loss per share - continuing operations
(0.24)
(0.62)
Basic and diluted assets per share - continuing operations
1.99
1.94
2024
2023
per share calculations:
$
$
(1,246,084)
(3,120,020)
2024
2023
Number
Number
Weighted average number of ordinary shares for basic earnings per share
518,751,725
499,805,789
Effect of dilution of share options on issue (i)
12,500,000
-
531,251,725
499,805,789
(i)
17 Financial instruments
(a)
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 loss per share and present a misleading
result.
The Group’s financial instruments consist mainly of deposits with banks, accounts receivable and payable. 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.
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.
Weighted average number of ordinary shares adjusted for the effect of dilution
Loss attributable to shareholders of the Company used in the calculation of basic
and diluted earnings per share of continuing operations
The following reflects the income and share data used in the basic and diluted
Financial risk management objectives
Annual Report
June 2024
39
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
(b)
(c)
-
-
(d) Categories of financial instruments
Note
2024
2023
$
$
Financial assets
Cash and cash equivalents
6 1,059,716 704,982
1,059,716 704,982
Note
2024
2023
$
$
Financial liabilities
Liabilities measured at amortised cost:
Trade and other payables
1,112,590 695,138
1,112,590 695,138
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).
(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.
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
Fair value of financial instruments
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).
Details of the material 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.
Material accounting policies
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.
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.
The fair values of financial assets and financial liabilities are determined as follows:
Annual Report
June 2024
40
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
(e) Credit risk exposures
2024
Interest rates
Contractual
repayment
amount
6mths or
less
6-12 mths
1-5 years
Cash and cash equivalents
0.0%
1,059,716
1,059,716
- -
2023
Contractual
repayment
amount
6mths or
less
6-12 mths
1-5 years
Cash and cash equivalents
0.0%
704,982
704,982
- -
(f)
-
-
-
To the extent possible maturity profiles of financial assets and liabilities are matched.
Liquidity risk management
continuously monitoring forecast and actual cash flows;
having in place loan facilities structured to grow as the size of the business increases; and
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.
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.
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:
arranging issues of securities as required.
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.
Annual Report
June 2024
41
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
2024
Interest
rate
Contractual
repayment
amount
1-5 years
Trade payables
-
1,112,590
-
2023
Interest
rate
Contractual
repayment
amount
1-5 years
Trade payables
-
695,138
-
2024
2023
2024
2023
2024
2023
$
$
$
$
$
$
Group financial liabilities due for payment
Trade payables
1,112,590 695,138
- - 1,112,590 695,138
1,112,590 695,138
- - 1,112,590 695,138
Group financial assets - cash flows realisable
Cash
1,059,716 704,982
- - 1,059,716 704,982
Net inflows
52,874
(9,844)
- -
52,874
(9,844)
(g) Foreign currency risk management
(h) Commodity price risk management
(i) Sensitivity analysis of risk factors
At its current stage of development the Group is indirectly exposed to commodity price risk, in respect of the market
price for gold.
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.
Within 1 Year
1 to 5 Year
695,138
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.
Less than 1 year
Total
Total contractual and
expected outflows
Less than 1 year
1,112,590
At 30 June 2024, 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 2024
42
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
18 Share-based payments
The Company has the following share options outstanding under share based plans:
Number of
options
Weighted
average
exercise
price
Number of
options
Weighted
average
exercise
price
Balance at the beginning of the financial year
83,000,000
$0.127
91,000,056
$0.127
Granted
50,000,000
$0.040
20,000,000
$0.080
Expired
-
$0.000
(28,000,056)
$0.075
Balance at the end of the financial year
133,000,000
$0.058
83,000,000
$0.127
Exercisable at the end of the financial year
113,000,000
$0.054
83,000,000
$0.127
Share options outstanding at the end of the year have the following expiry date and exercise prices
Class
Grant date
Expiry date
Exercise
price
Number of
share options
Number of
share options
2024
2023
Class P
Vested
14/10/2020
30/09/2025
$0.050
15,000,000
15,000,000
Class R
Vested
15/07/2021
31/08/2026
$0.080
8,000,000
8,000,000
Class S
Vested
14/09/2021
31/08/2026
$0.080
21,000,000
21,000,000
Class T
Vested
14/09/2021
31/08/2026
$0.080
11,000,000
11,000,000
Class U
Vested
27/10/2021
31/08/2026
$0.080
8,000,000
8,000,000
Class V
Subject to conditions
24/11/2022
24/11/2027
$0.080
20,000,000
20,000,000
Class W
Vested
19/03/2024
1/11/2027
$0.012
12,500,000
-
Class X
Vested
25/06/2024
25/06/2027
$0.040
31,500,000
-
Class Y
Vested
25/06/2024
25/06/2027
$0.025
6,000,000
-
133,000,000
83,000,000
No options expired during the reporting period.
Details of share options granted during the current year:
Class W
Class X
Class Y
Grant date
19/03/2024
25/06/2024
25/06/2024
Expiry date
1/11/2027
25/06/2027
25/06/2027
Exercisable from
1/11/2027
25/06/2027
25/06/2027
Exercise price
$0.012
$0.040
$0.025
Number of options issued
12,500,000
31,500,000
6,000,000
Fair value at grant date
$84,951
na
$37,848
Fair value at grant date per option
$0.0068
na
$0.0063
Vesting conditions
na
na
na
2024
2023
Vesting Conditions
Class W options were issued as part of a standing working capital facility and Class X as part of a share placement
completed during the reporting period.
Annual Report
June 2024
43
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
The fair values of the share options were determined using the following parameters:
Class W
Class Y
Expected volatility of ordinary shares
%
106.00%
106.00%
Risk free interest rate
%
3.76%
3.97%
Underlying share price at valuation date $/share
$0.010
$0.012
Weighted average life of option
years
3.6
3.0
Exercise price
$/share
$0.012
$0.040
Valuation method
Black
Scholes
Black
Scholes
Details of share options granted during the prior year:
Class V
Grant date
24/11/2022
Expiry date
24/11/2027
Exercisable from
24/11/2022
Exercise price
$0.08
Number of options issued
20,000,000
Fair value at grant date
$159,800
Fair value at grant date per option
$0.0094
Vesting conditions (1)
Refer below
Tranche C 6,000,000: Vest upon either
1.
2.
3.
and
The fair values of the share options were determined using the following parameters:
Class V
Expected volatility of ordinary shares
%
106.00%
Risk free interest rate
%
3.42%
Underlying share price at valuation date $/share
$0.017
Weighted average life of option
years
5.0
Exercise price
$/share
$0.08
Valuation method
Binomial
Share-based payments expense
2024
2023
$
$
Current year expense
122,799 53,300
Expense of instruments issued in prior period
89,485 15,029
212,284 68,329
(i) Options vest according to the following conditions:
Tranche A 8,000,000 Vest upon further extraction of gold from the Menzies project.
Tranche B 6,000,000: Vest upon the later of generation of $3 million of free cash flow from gold extraction from the
Menzies project; and remain engaged with REZ for a period of 2 years from date of appointment.
the inferred and indicated gold resource of the Menzies project being increased by 200,000 ounces
over the reported balance as of 30 June 2022; or
the indicated and inferred gold resource of the Mount Mackenzie project increasing by 140,000 ounces
over the reported balance as of 30 June 2022; or
the commencement or ore extraction at the Mount Mackenzie project.
remained engaged with REZ for a period of 2 years from date of appointment.
Annual Report
June 2024
44
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
19 Contingent liabilities
2024
2023
$
$
Corporate and management fees
493,364 493,364
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
There are no other contingent liabilities as at 30 June 2024 (2023: nil).
20 Tenement lease commitments
Minimum expenditure commitment on tenement leases
2024
2023
$
$
Within one year
502,509
412,673
One year or later and no later than for five years
578,148
720,799
Over 5 years
742,905
815,804
1,823,562
1,949,276
The Group held exploration mineral licences in relation to its mines located at East Menzies, Western Australia for
which minimum expenditure is required to comply with license conditions. Amounts committed but not provided for
and payable:
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 (2023: $20,000) (refer Note 7). No material losses are expected.
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:
Annual Report
June 2024
45
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
21 Key management personnel disclosures
(a) Compensation of Key Management Personnel
2024
2023
$
$
Short-term
327,633
310,225
Share-based payments
89,486
53,300
Post employment
7,380
2,100
424,499
365,625
(b) Shareholdings
2024
Balance at the
start of the year
Granted as
compensation
Net other change
Balance at the
end of the year
Mr Gavin Rezos
15,258,700
-
4,166,667
19,425,367
Mr Richard Poole
67,987,302
-
8,333,333
76,320,635
Mr J Daniel Moore
12,000,000
-
8,333,333
20,333,333
Mr Warren Kember
625,000
-
-
625,000
2023
Balance at the
start of the year
Granted as
compensation
Net other change
Balance at the
end of the year
Mr Gavin Rezos
15,258,700
-
-
15,258,700
Mr Richard Poole
67,987,302
-
-
67,987,302
Mr J Daniel Moore
12,000,000
-
-
12,000,000
Mr Warren Kember
625,000
-
-
625,000
(c) Share option holdings
Details of share options granted during the year are provided at Note 18.
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.
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.
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.
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.
(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.
Annual Report
June 2024
46
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
2024
Granted as
compensation
Net other change
Balance at the
end of the year
Mr Gavin Rezos
-
2,500,000
10,500,000
Mr Richard Poole
-
10,000,000
18,000,000
Mr J Daniel Moore
-
-
25,000,000
Mr Warren Kember
-
-
4,000,000
2023
Granted as
compensation
Net other change
Balance at the
end of the year
Mr Gavin Rezos
-
-
8,000,000
Mr Richard Poole
-
-
8,000,000
Mr J Daniel Moore
20,000,000
-
25,000,000
Mr Warren Kember
-
-
4,000,000
(d) Other transactions with key management personnel
Richard Poole
2024
2023
$
$
Directors fees
33,000
33,000
Share-based payment
67,961
-
Office rent
1,650
5,500
Accounting and company secretarial services
99,000
122,420
Management services
132,000
132,000
333,611
292,920
Balance at the start
of the year
8,000,000
8,000,000
Balance at the start
of the year
8,000,000
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 $333,611 (2023: $292,920),
consisting of:
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).
25,000,000
4,000,000
8,000,000
5,000,000
4,000,000
Annual Report
June 2024
47
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
22 Related party disclosures
Country of
Name
incorporation
2024
2023
Mount Mackenzie Pty Limited
Australia
100.00%
100.00%
Radio Gold Pty Limited
Australia
100.00%
100.00%
Resource & Energy Operations Pty Limited
Australia
100.00%
100.00%
Australia
100.00%
100.00%
Deep Energy Pty Limited
Australia
51.85%
51.85%
23 Auditors' remuneration
2024
2023
$
$
64,600
62,350
24 Parent entity financial information
(a) Summary financial information
The individual financial statements for the Company (parent entity) show the following aggregate amounts:
2024
2023
$
$
Balance Sheet
Current Assets
1,077,039
22,319
Total Assets
15,731,346
14,299,987
Current Liabilities
(508,224)
(471,869)
Total Liabilities
(508,224)
(471,869)
Net Assets
15,223,121
13,828,118
Shareholders' contributed equity
38,496,218
36,811,243
Reserves
1,990,308
1,778,024
Accumulated Losses
(25,263,404) (24,761,149)
15,223,121
13,828,118
Profit or Loss for the year
Total comprehensive loss for the year
(500,311)
(469,937)
(b) Contingent Liabilities of the Parent
The Company did not have any contingent liabilities as at 30 June 2024 or in the prior financial year.
Fees charged by the auditor of the Company for auditing or
reviewing the financial report
% Equity interest
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.
Menzies Goldfield Pty Limited
Annual Report
June 2024
48
Notes to the Financial Statements (continued)
For the year ended 30 June 2024
25 Dividend
26 Events after balance sheet date
In August 2024 the Company completed a placement of 25,000,000 ordinary shares at an issue price of 2 cents
each to raise $500,000. Subscribers were also issued attaching options on a 1 for 1 basis for a total of 25,000,000
with an exercise price of 4 cents and an expiry date of 15 June 2027.
Other than as set out below 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.
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 2024.
Annual Report
June 2024
49
Consolidated Entity Disclosure Statement
As at 30 June 2024
Country of
Entity Name
Entity Type
incorporation
Body Corporate
Australia
100.00%
Australia
Radio Gold Pty Limited
Body Corporate
Australia
100.00%
Australia
Resource & Energy Operations
Pty Limited
Body Corporate
Australia
100.00%
Australia
Menzies Goldfield Pty Limited
Body Corporate
Australia
100.00%
Australia
Deep Energy Pty Limited
Body Corporate
Australia
51.85%
Australia
Mount Mackenzie Pty Limited
Ownership
Interest %
Tax
Residency
Resources & Energy Group Limited (the "head entity") and its wholly owned Australian subsidiaries have
not formed an income tax consolidated group under the tax consolidation regime
Annual Report
June 2024
50
Directors' Declaration
(a)
(i)
giving a true and fair view of the company's financial position as at 30 June 2024 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)
(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)
(iii) the financial statements and notes for the financial year give a true and fair view.
(c)
(d)
On behalf of the Board,
Chairman
Sydney, 30 September 2024
Mr Gavin Rezos
The financial statements and notes of the company are in accordance with the Corporations Act 2001,
including:
There are reasonable grounds to believe that the company will be able to pay its debts as and when they
become due and payable.
In accordance with a resolution of the directors of Resources & Energy Group Limited, the directors declare that:
The Chief Executive Officer has declared that:
the financial statements and notes for the financial year comply with the Accounting Standards; and
The information disclosed in the consolidated entity disclosure statement is true and correct.
Annual Report
June 2024
51
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the
members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm
which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
RSM Australia Partners
Level 13, 60 Castlereagh Street
Sydney
NSW 2000
Australia
T +61 (02) 8226 4500
F +61 (02) 8226 4501
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 2024, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
C J Hume
Partner
Sydney, NSW
30 September 2024
52
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the
members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm
which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
RSM Australia Partners
Level 13, 60 Castlereagh Street
Sydney
NSW 2000
Australia
T +61 (02) 8226 4500
F +61 (02) 8226 4501
rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of Resources & Energy Group Limited and its controlled subsidiaries
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 2024, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes
in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial
statements, including a summary of material accounting policy information, the consolidated entity disclosures
statement and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the Group's financial position as at 30 June 2024 and of its financial
performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (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
$1,246,084 from continuing operations and had net cash outflows from operating activities of $534,436 during the
year ended 30 June 2024. As stated in Note 2(c), these events or conditions, along with other matters as set forth
53
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.
Key Audit Matter
How our audit addressed this matter
Carrying value of capitalised exploration and evaluation
Refer to Note 9 in the financial statements
As disclosed in note 9, the Group held capitalized
exploration and evaluation expenditure of $10,637,330
as at 30 June 2024 which represents a significant asset
of the Group.
We consider the carrying amount of these assets
under AASB 6 Exploration for and Evaluation of
Mineral Resources to be a key audit matter due to the
significant
management
judgments
involved,
including:
•
whether the exploration and evaluation
spend can be associated with finding specific
mineral resources, and the basis on which
that expenditure is allocated to an area of
interest
•
the Group's ability and intention to continue
to explore the area
•
which costs should be capitalised
•
the existence of any impairment indicators
(such as the potential that mineral reserves
and resources may not be commercially
viable for extraction, or that the carrying
value of the assets may not be recovered
through sale or successful development) -
and if so, those applied to determine and
quantify any impairment loss
•
whether exploration activities have reached
the stage at which the existence of an
economically recoverable reserve may be
determined
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
relevant exploration area which included an
assessment of the Group's future cash flow
forecasts and enquired of management and the
Board of Directors as to the intentions and strategy
of the Group;
•
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; and
•
Assessing the ability to finance any planned future
exploration and evaluation activity.
Provision for site restoration obligations
Refer to Note 12 in the financial statements
The Consolidated Statement of Financial Position of
the Group includes a provision for site restoration of
$331,075 as at 30 June 2024. The group has
obligations to restore the land on which it has
conducted drilling activities. The provision is for future
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
54
Key Audit Matter
How our audit addressed this matter
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.
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 these were supported by independent third-
party reports;
•
Checking the mathematical accuracy of the model
used to calculate the provision;
•
Reviewing the reasonableness of the inflation rate,
discount rate and timing of the rehabilitation
cashflows assumptions used in the model;
•
Ensuring the movement in the provision has been
accounted for in accordance with Australian
Accounting Standards; and
•
Assessing the appropriateness of the disclosures in
the financial report.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2024, but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
a.
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view
in accordance with Australian Accounting Standards and the Corporations Act 2001; and
b.
the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i.
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view
and is free from material misstatement, whether due to fraud or error; and
ii.
the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
55
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 12 to 15 of the directors' report for the year ended
30 June 2024.
In our opinion, the Remuneration Report of Resources & Energy Group Limited, for the year ended 30 June 2024,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
C J Hume
Partner
RSM Australia Partners
Sydney, NSW
30 September 2024
56
Security Holders' Information
1. Ordinary share holders
(a) Top 20 shareholders
Name
Number of
Shares
% of Issued
Shares
Citicorp Nominees Pty Limited
79,685,196
11.9%
Arthur Phillip Nominees Pty Ltd
48,251,270
7.2%
Fontelina Pty Limited
39,920,000
6.0%
Kyriaco Barber Pty Limited
26,896,454
4.0%
Vivien Enterprises Limited
19,400,367
2.9%
Arthur Phillip Nominees Pty Ltd (Larraakeyah Pty Ltd)
15,958,333
2.4%
Smita Pty Limited
11,802,000
1.8%
Parkmond Ventures Pty Limited
10,317,700
1.5%
Matt Corp WA Pty Limited
9,500,000
1.4%
Vanavo Pty Limited
9,171,905
1.4%
BNP Paribas Nominees Pty Ltd
9,018,903
1.3%
Girdis Superannuation Pty Limited
8,500,000
1.3%
Mr Sean Robert Muffet
8,084,719
1.2%
Mr John Hancock
7,250,000
1.1%
Mr Paul James Madden
7,000,000
1.0%
Mrs Emma Bacci
6,497,150
1.0%
Mrs Natalie Risinger
6,497,150
1.0%
Sanjur Pty Limited
6,096,747
0.9%
Sharky Holdings Limited
6,000,000
0.9%
Jackill Pty Limited
5,580,658
0.8%
Total top 20 holders
341,428,552
51.0%
Other holders
327,710,570
49.0%
Total ordinary shares on issue
669,139,122
100.0%
(b) Shareholder analysis
An analysis of the numbers of ordinary share holders by size of holding is shown below
Number of
holders
Percentage of
holders
Units held
1
-
1,000
50
3.0%
8,578
1,001
-
5,000
149
8.9%
449,664
5,001
-
10,000
145
8.7%
1,301,286
10,001
-
100,000
842
50.5%
35,899,287
100,001
and
Over
481
28.9%
631,480,307
1,667
100.0%
669,139,122
There were 883 shareholders that held less than a marketable parcel of ordinary shares.
The names of the 20 largest holders of ordinary shares as shown in the Company's share register are listed below.
Additional information included in accordance with the Listing Rules of the Australian Securities Exchange Ltd. The
information provided is current as of 13 September 2024.
Size of holding range
Annual Report
June 2024
57
Security Holders' Information
(c) Substantial shareholders
Ordinary
shares held
76,320,635
11.4%
Gaffwick Pty Limited
68,213,334
10.2%
(d) Voting rights
(e) Share buyback
2 Share options
Class
Name of holder
Number of holders
Share options
issued
Percentage
held of each
class
Q
Employee options
1
15,000,000
100.0%
R
Barclay Pearce Capital Pty Ltd
1
8,000,000
100.0%
S
Employee & director options
3
21,000,000
100.0%
T
Employee & director options
3
11,000,000
100.0%
U
Guildfords Funds Management Pty
1
4,000,000
50.0%
Karantzias Investments Pty Ltd
1
2,000,000
25.0%
Spark Plus Pte Ltd
1
2,000,000
25.0%
V
Employee options
1
20,000,000
100.0%
W
Arthur Phillip Nominees Pty Ltd
1
10,000,000
80.0%
Vivien Enterprises Limited
1
2,500,000
20.0%
X
Placement holders
56
31,500,000
100.0%
Y
Canary Capital Pty Limited
1
6,000,000
100.0%
Z
Placement holders
21
22,500,000
100.0%
AA
Canary Capital Pty Limited
1
12,000,000
100.0%
Total share options on issue
167,500,000
Holders of more than 5% of the ordinary shares who have lodged substantial shareholder notices are listed below.
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.
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.
Name of shareholder
Richard Poole and family
Percentage of total
ordinary shares on issue
There were no share buybacks during or subsequent to the end of the financial year.
Annual Report
June 2024
58