SILVER CITY MINERALS
ABN 68 130 933 309
ANNUAL REPORT 2019
For personal use only
Directors’ Report
CONTENTS & CORPORATE DIRECTORY
Director’s Report - Letter to Shareholders ........................................................................................................................... 3
Directors’ Report - Review of Operations ............................................................................................................................ 4
Directors’ Report .............................................................................................................................................................. 10
Consolidated Statement of Comprehensive Income ......................................................................................................... 20
Consolidated Statement of Financial Position ................................................................................................................... 21
Consolidated Statement of Cash Flows ............................................................................................................................ 22
Consolidated Statement of Changes in Equity .................................................................................................................. 23
Consolidated Notes to the Financial Statements ............................................................................................................... 24
Directors' Declaration ........................................................................................................................................................ 45
Independent Auditor’s Report ............................................................................................................................................ 46
Additional Information........................................................................................................................................................ 50
Principal and Registered Office
Suite 9, 330 Churchill Avenue
Subiaco, WA 6008
Telephone: +61 8 6489 1600
Email: reception@cicerocorporate.com.au
Website:www.silvercityminerals.com.au
Securities Exchange Listing
Australian Securities Exchange
ASX Code: SCI
Board of Directors
Josh Puckridge
Darren Wates
Tom Pickett
Company Secretary
Sonu Cheema
ASX Share Register
Boardroom Pty Limited
GPO Box 3993
Sydney, NSW 2001
Telephone: +61 2 9290 9600
www. boardroomlimited.com.au
Auditor
BDJ Partners
Level 8, 124 Walker Street
North Sydney, NSW 2060
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Directors’ Report
Letter to Shareholders
Dear Shareholders,
The year ending 30 June 2019 (“Period”) has seen many changes to Silver City Minerals Limited (“Company”) (“Silver
City”) (“SCI”), inclusive of the Company’s board being reconstituted following the resignation of the Company’s former
Managing Director.
The Company’s new board has conducted a review of the Company’s projects with a focus on capital preservation and
ensuring the Company is resourced in such a way that it can continue to progress its current Broken Hill and Copper
Blow projects while also ensuring the Company may take still take advantage of new market trends and opportunities
for shareholders.
Silver City Minerals continues to focus on its Copper Blow copper-gold (cobalt) project, located approximately 20
kilometres south of Broken Hill. Copper-gold mineralisation is associated with magnetite-bearing rocks in a shear zone
which extends for over 4 kilometers. In addition to the shear zone hosted mineralisation, geochemical and geophysical
surveys suggest widespread sulphide mineralisation in adjacent country rocks both north and south of the shear. A
number of partly coincident magnetic and gravity anomalies occur in these zones and may host significant iron oxide
copper-gold mineralization which appear to be associated with intrusive igneous rocks beneath alluvium and soil cover.
The Company also continues to assess the Razorback West project for zinc, lead and silver which is immediately to
the north of the Broken Hill orebody. Reviews suggests the possibility of an elongated lead anomaly beneath alluvial
cover corresponding to a prospective horizon known as the Hores Gneiss. It is coincident with favorable geophysical
anomalies and remains untested by drilling for which the Company will likely test in the future. The host rocks of
Razorback West are considered to be the fault-offset extension of the Broken Hill mine sequence and, as such, are
prospective for Broken Hill-type zinc-lead-silver mineralisation.
In the Cobar Mining District the Company has conducted preliminary reconnaissance surveys over the Tindery
Exploration Licence located 20 kilometres to the east of the Endeavor Zinc-Lead mine. The tenement is considered to
be prospective for both zinc-lead and copper-gold deposits and is largely covered by alluvial wash, saprolite and deep
soils. A number of electromagnetic conductors were identified in an historic exploration program and never fully
assessed.
The Company’s board, in keeping with its directors’ duties to create value for shareholders, have also spent time
assessing new opportunities for the Company’s future sources of growth during the Period. The Company will continue
to assess new opportunities for the Company to be pursued and developed in conjunction with its existing projects and
activities.
For, and on behalf of, the board of the Company,
Josh Puckridge
Non-Executive Director
Silver City Minerals Limited
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Directors’ Report
Review of Operations
During the Period the Company continued to assess its Copper Blow project south of Broken Hill (Figure 1). Copper-gold
mineralisation can be (and is) associated with magnetite (ironstone) which can be detected under cover using the results
of an existing aeromagnetic survey. Results show a magnetically anomalous zone extending over 4.5 kilometres. Copper-
gold mineralisation has been systematically tested over a strike length of 1 kilometre in the southwestern part of the
anomaly (Figure 2).
The Company completed four rounds of drilling to test the depth extent of the copper-gold mineralisation at Copper Blow
and an induced polarisation (IP) geophysical target to the southeast of Copper Blow.
Regional geophysical and geochemical surveys indicate the magnetic ironstone may be part of a much larger sulphide-
mineralised complex. While strong anomalies occur in association with ironstones, other anomalies to the northeast and
southeast of Copper Blow suggest widespread sulphide mineralisation at depth.
The current geological assumption remains that copper-gold and cobalt mineralisation is related to magmatic fluids derived
from iron-magnesium igneous intrusions at depth.
During the Period the Company was granted two new tenements - EL 8862 (Clevedale) and EL 8863 (Himalaya) – see
Table 1.
Figure 1 Silver City tenements at Broken Hill
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Figure 2 Simplified geophysical map showing background image of reduced-to-pole magnetics, gradient array contour at
8mv/v, the extent of the dipole-dipole IP survey, a horizontal slice of the IP model at 180 metres below surface (15mv/v
contour) and Falcon TM gravity anomlies. Diagram shows that the location of interpreted sulphide-bearing rock defined by
the 8mv/v contour is significantly larger than the linear magnetic anomaly which host known copper-gold mineralisation at
Copper Blow. The Southern target has been tested by hole 18CB072 and results are pending. No significant work has
been undertaken at the Northern Target zone.
OPERATIONS
Copper Blow (EL 8255, EL 8629, EL 8076; Joint venture with SCI 75%, CBH 25%)
Drilling
To date the Company has drilled approximately 8,500 metres at Copper Blow prospect (see ASX Release 4 October 2018).
Drilling has tested the mineral system over a strike length of 1 kilometre; the mineralisation demonstrates the geological
characteristics of an iron oxide copper gold deposit (IOCG), similar to those which form within an arcuate domain on the
eastern side of the Gawler Craton in South Australia.
Geochemistry
As reported and summarised in the former Period’s activities report, the previously conducted soil geochemistry (December
Quarterly Report 2018) tested the geochemical response within and adjacent to the Copper Blow shear zone.
Three zones of anomalism have been recognised to date (Figures 3 and 4)
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1. Copper Blow Geochemical Anomaly
The zone has a strike length of 1.6 kilometres and is coincident with the magnetic ironstone at the southwest end
of the belt. The soils are characterised by elevated copper (up to 2010 ppm), gold (up to 0.11 ppm), molybdenum
(up to 35.2 ppm), nickel (up to 62.6 ppm) and cobalt (up to 114 ppm). Rare earth elements cerium and lanthanum
are enriched as are yttrium and phosphorous.
2. Northern Targets
This zone extends for 1.1 kilometres. It is interpreted to extend both north and south beneath alluvial cover
coincident with IP anomalism and may be connected to the Southern IP anomaly. This suggests a total untested
strike of 2.7 kilometres.
In the central area, the outcropping rocks in the shear zone are characterised by specular hematite and magnetite.
Gossanous breccias occur at surface and host an abundant of iron oxide and sulphate minerals with quartz;
suggestive of sulphide at depth (Plate 1). The geochemical response in soils indicates anomalous molybdenum
(up to 10 ppm), cobalt (up to 33 ppm) and nickel (up to 79 ppm). Rare earths cerium and lanthanum are similarly
anomalous. Copper in this zone returned a best result of 76.3 ppm.
A rock chip sample located in the northern part of this anomaly returned elevated cobalt and gold with no
significant copper (sample 30566; 1485 ppm cobalt, 0.39 g/t gold and 13 ppm copper; ASX Release 16
November 2017).
Figure 3 Diagram summarises anomalous elements and their distribution. To date drilling has
been concentrated on the North and South Zones at Copper Blow
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Figure 4 Diagram superimposes geochemical anomalies on gradient array induced polarisation
Plate 1 Northern Targets: Gossanous quartz breccias at surface likely to host sulphide mineralisation at depth.
3. Southern IP targets
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This is a target identified using IP. Residual soils over the IP anomaly are characterised by molybdenum (up to
6.6 ppm), nickel (up to 37 ppm) and copper (up to 87.3 ppm) anomalism. Cerium and lanthanum are similarly
elevated. Of interest is a consistent zinc anomaly with a peak value of 659 ppm. Drillhole 18CB072 drilled into
this anomaly encountered anomalous zinc with copper, bismuth and molybdenum (December Quarterly Report).
The Company has obtained approval for a RAB drilling program designed to further test the surface expression of the
Copper Blow mineralisation was received from the NSW Department of Planning and Environment. The program covers
an area of approximately nine square kilometres across ELs 8255, 8629 and 8076 and comprises a total of over 630 RAB
drillholes.
To date the Company has encountered significant copper-gold mineralisation in a magnetic ironstone located in a major
crustal structure; the Copper Blow shear zone.
Geological models of IOCG deposits suggest there might also be intrusion-related mineralisation adjacent to the shear.
Work already completed suggests widespread sulphide mineralisation and strong potassic hydrothermal alteration.
In the eastern part of the tenements there are several distinctive magnetic and gravity anomalies both north and south of
the Copper Blow shear zone which have potential to host large copper-gold deposits.
Razorback West (EL 8077 100% SCI)
The Company has identified several new targets based on coincident lead geochemistry, IP chargeability and gravity.
These targets coincide with a prospective part of the rock sequence interpreted to be the Hores Gneiss. At Broken Hill,
located 15 kilometres to the south, this rock hosts, or occurs close to Broken Hill ore zones. To date the lead anomalies
at Razorback West have been untested by drilling (Figure 5).
Figure 5 Razorback West project in relation to the Broken Hill and Potosi deposits
A widely used conceptual interpretation of the nature of the Broken Hill and Potosi ore bodies at Broken Hill can be depicted
in a longitudinal section. It shows the doubly plunging nature of high-grade mineralisation and importantly the location of
the Stephens Creek shear zone and Razorback West. The model suggests that high grade Pb-Zn-Ag ore should come
close to surface within the Razorback West tenement (Figure 6).
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Figure 6 Longitudinal section oriented generally northeast-southwest shows the location of the Main Lode Target
Horizon. Razorback West is located where this Horizon would come to surface.
Tenement Schedule
Table 1: Tenement Schedule
EL =
Exploration Licence
Els 8075, 8078, 8236 are subject to agreements with Variscan Mines Limited and Eaglehawk Geological Consulting Pty
Ltd whereby Variscan and Eaglehawk hold an NSR (Net Smelter Return) interest in parts of these tenements.
Silver City has an agreement with Impact Minerals on the lead-zinc-silver metal rights for EL 7390. Silver City’s interest
is free-carried to a Decision to Mine.
Eaglehawk has an 8% interest carried to the completion of a BFS in EL 8695 and in 45 of the 50 units that are now EL
8078. On completion of a BFS, Eaglehawk can contribute to retain the 8% interest or revert to a 0.2% NSR. The
percentages for ELs 8076, 8074, 8255 and 8629 should be 0% in 2019. These licences were cancelled and
consolidated into ELs 8862 and 8863.
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Directors’ Report
ASX Listing Rules Compliance
In preparing the Annual Report for the period ended 30 June 2019, the Company has relied on the following ASX announcements
ASX Announcement
6 July 18
Copper-Gold intersections at Copper Blow
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
ASX Announcement
23 July 18
30 July 18
New Large Copper-Gold Target at Copper Blow
Quarterly Activities Report
3 September 18
Drilling Commences at Copper Blow
17 September 18
New Copper-Cobalt projects at Broken Hill
4 October 18
17 October 18
25 October 18
30 October 18
Extensive Sulphide Zone at Southern Anomaly
Presentation for Brisbane Resources Round-Up
Quarterly Activities Report
Soil Survey Confirms Extensive Mineral System at Copper Blow
9 November 18
Copper Blow Drill Results
21 November 18
Copper Blow Exploration Update
24 January 19
Quarterly Activities Report
30 April 19
1 August 19
Quarterly Activities Report and Appendix 5B
Quarterly Activities Report and Appendix 5B
report contains
Compliance Statement
This
the website
www.silvercityminerals.com.au. In relying on the above ASX announcements and pursuant to ASX Listing Rule 5.23.2, the Company
confirms that it is not aware of any new information or data that materially affects the information included in the abovementioned
announcements or this Annual Report for the period ended 30 June 2019.
reports cited herein. These are available
information extracted
to view on
from
Directors
The names and details of the Company’s directors in office during the financial year and until the date of this report are as
follows. Directors were in office for this entire period unless otherwise stated.
Josh Puckridge
Non-Executive Director
Director since 3 February 2017
Josh is a Corporate Finance Executive formerly working as a specialist Equity Capital Markets Advisor for Fleming
Australia, a Corporate Advisory and Funds Management firm. He has significant experience within funds management,
capital raising, mergers, acquisitions and divestments of projects by companies listed on the Australian Securities
Exchange.
Formerly Executive Director and Chief Executive of Discovery Resources Limited, Mr Puckridge structured the acquisition
of the Canberra Casino and the relisting of the Company as Aquis Entertainment Limited. He was a founding Director of
Windward Resources Limited, seeding and listing the Company and raising more than $11m. Mr Puckridge coordinated
the change of Board of TopTung Ltd (then, Krucible Metals Limited), returning $5m to its shareholders in 2015;
subsequently, the Company acquired a NSW based tungsten project. Mr Puckridge also holds various positions on private
company boards.
During the past three years Josh has also served as a director of the following other listed companies:
(cid:102)
(cid:102)
(cid:102)
(cid:102)
Blaze International Ltd – appointed 4 December 2015
MCS Services Ltd – appointed 27 May 2015, resigned 14 July 2017
Fraser Range Metals Group Ltd – appointed 20 January 2016
Alcidion Group Ltd – appointed 9 March 2015, resigned 29 November 2016
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Darren Wates
Non-Executive Director
Director since 28 February 2019
Darren is a corporate lawyer with over 20 years’ experience in equity capital markets, merger and acquisitions, resources,
project acquisitions and corporate governance gained through private practice and in-house roles in Western Australia.
Darren holds Bachelor degrees in Law and Commerce and a Graduate Diploma in Applied Finance and Investment.
Tom Pickett
Non-Executive Director
Director since 28 February 2019
Tom has experience in a range of sectors including mining, exploration, law, tourism and hotels, having held executive
appointments in these areas for both ASX listed and private companies. Tom is currently the Executive Chairman of
Cannindah Resources and has held numerous board positions on other ASX listed companies over the past 15 years. His
experience in the management of exploration activity across a number of projects in North Queensland for both gold and
copper is a valuable asset to Cannindah Resources Limited. Tom holds a Law Degree from Bond University, along with a
Graduate Certificate in Applied Finance and Investment.
Bob Besley, BSc (Hons), MAusIMM, MAIG
Chairman
Director since 5 March 2010 - Resigned 28 February 2019
Bob is a geologist with more than 40 years’ experience in the minerals industry in Asia, the Middle East, North and South
America, Australia and the Pacific Rim. He spent 13 years with Unocal, seven of those as Manager of Minerals for Australia
and the Pacific and was General Manager of Australmin Holdings Limited when that company developed a minerals sands
project in eastern Australia and a gold mine in Western Australia. Bob founded and was Managing Director of CBH
Resources Limited from its initial ASX listing as a junior to when it was an important Australian zinc/lead/silver producer.
He was a founding Director of Kimberley Metals Ltd, that became KBL Mining Limited. He is a Director and Chairman of
the listed company Image Resources that is building a new mineral sands mine in Western Australia. Bob has served on
a number of Government and Industry advisory boards.
During the past three years Bob has served as a director of the following listed companies:
(cid:102)
(cid:102)
KBL Mining Limited - appointed 29 February 2008, resigned November 2016
Image Resources NL- appointed 9th June 2016
Christopher Torrey, BSc, MSc, RPGeo, MAIG, FSEG
Managing Director
Director since 23 August 2010 – Resigned 28 February 2019
Chris is a geologist with over 35 years international exploration experience. He started his career with large north American
mining companies, notable Noranda and Cyprus Amax where he attained senior management positions in Australia, New
Zealand, Indonesia, United States and Central America. He joined ASX-listed Golden Cross Resources as Exploration
Manager in 1996 and was appointed to that Board in 2003, ultimately holding the Chairman’s position.
Prior to joining Silver City Minerals in April 2010 he managed a Sydney-based geological consulting business and was the
Chief Consulting Geologist to Golden Minerals Company, a North American-based silver explorer and Manager of Silex
Exploration Pty Limited.
During the past three years Chris has not served as a director of any other listed companies.
Gregory Jones, BSc (Hons), MAusIMM, MAIG
Non-Executive Director
Director since 30 April 2009 – Resigned 28 February 2019
Greg is a geologist with over 30 years of exploration and operational experience gained in a broad range of metalliferous
commodities within Australia and overseas. Greg has held senior positions in a number of resource companies including
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Western Mining Corporation and Sino Gold Mining Limited. His experience spans the spectrum of exploration activity from
grass-roots exploration through to resource definition and new project generation, as well as mine geology, ore
resource/reserve generation and new mine development.
Greg was awarded the Institute Medal for academic excellence whilst at university and is credited with several economic
discoveries including the Blair nickel and the Orion gold deposits in Western Australia.
During the past three years Greg has also served as a director of the following other listed companies:
(cid:102)
(cid:102)
(cid:102)
(cid:102)
Variscan Mines Limited - appointed 20 April 2009
Eastern Iron Limited – appointed 24 April 2009, resigned 27 November 2017
Thomson Resources Ltd – appointed 17 July 2009
Moly Mines Limited – appointed August 2014, resigned 17 April 2018
Directors' interests in shares and options
As at the date of this report, the interests of the Directors in the shares and options of Silver City Minerals Limited were:
Directors
B Besley
C Torrey
G Jones
J Puckridge
D Wates
T Pickett
Shares directly and indirectly held
Options directly and indirectly held
3,157,044
1,430,889
-
-
-
-
1,500,000
4,000,000
1,000,000
-
-
-
Company Secretaries
Sonu Cheema, BCA, CPA
Sonu Cheema was appointed Company Secretary of the Company on 28 February 2019. Sonu has over 10 years’
experience working with public and private companies in Australia and internationally. Sonu has completed a Bachelor of
Commerce majoring in Accounting and is a CPA member.
Sonu is currently also Company Secretary for Corizon Limited, Comet Resources Limited, Yojee Limited, Technology
Metals Australia Limited, Reffind Limited, Avira Resources Limited and Lone Star Energy Limited.
Ivo Polovineo, FIPA – Resigned 28 February 2019
Ivo has over 30 years’ experience in corporate accounting, finance and company secretarial work for a diverse range of
companies. He has spent the past 20 years in senior management roles in the resources sector including seven years as
Company Secretary (and five years as CFO) of Sino Gold Mining Limited (a former ASX 100 company) until December
2009.
Ivo is currently also Company Secretary of Thomson Resources Ltd and Lynas Corporation Ltd.
Principal activities
The principal activity of the Company is exploration for the discovery and delineation of high grade base and precious
metal deposits and the development of those resources into economic, cash flow generating businesses.
Results
The net result of operations of the consolidated entity after applicable income tax expense was a loss of $1,531,863 (2018:
profit of $43,520).
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Directors’ Report
Dividends
No dividends were paid or proposed during the period.
Review of operations
A review of the operations commences on page 4 of this Annual Financial Report. This, together with the Director’s Letter
and the sections headed “Significant changes in the state of affairs” and “Significant events after the balance date” in this
report, provides a review of operations of the Company during the year and subsequent to reporting date.
Significant changes in the state of affairs
The Directors are not aware of any significant changes in the state of affairs of the Group occurring during the financial
period, other than as disclosed in this report.
Significant events after the balance date
There were, at the date of this report, no matters or circumstances which have arisen since 30 June 2019 that have
significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of
affairs of the Group, in future financial years.
Likely developments and expected results
As the Company’s areas of interest are at an early stage of exploration, it is not possible to postulate likely developments
and any expected results. The Company is hoping to establish resources from some of its current prospects and to identify
further base and precious metal targets.
Shares under option or issued on exercise of options
Details of unissued shares or interests under option for Silver City Minerals Limited as at the date of this report are:
Number of shares
under option
Class of share
Exercise price
of option
Expiry date of options
8,500,000
3,000,000
4,000,000
2,000,000
26,750,000
44,250,000
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
$0.06
$0.03
$0.06
$0.05
$0.03
24 November 2019
16 January 2021
5 June 2022
29 November 2019
27 February 2022
The holders of these options do not have the right, by virtue of the option, to participate in any share issue of the Company
or of any other body corporate or registered scheme.
Indemnification and insurance of directors and officers
Indemnification
The Company has not, during or since the end of the financial period, in respect of any person who is or has been an
officer of the Company or a related body corporate indemnified or made any relevant agreement for indemnifying against
a liability incurred as an officer, including costs and expenses in successfully defending legal proceedings.
Insurance premiums
During the financial period the Company has paid premiums to insure each of the Directors and officers against liabilities
for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the
capacity of Director or officer of the Company, other than conduct involving a wilful breach of duty in relation to the
Company.
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Directors’ Report
The premiums paid are not disclosed as such disclosure is prohibited under the terms of the contract.
Environmental performance
Silver City Minerals holds exploration titles issued by New South Wales Department of Planning and Environment –
Resources and Geoscience, which specify guidelines for environmental impacts in relation to exploration activities. The
licence conditions provide for the full rehabilitation of the areas of exploration in accordance with the Department’s
guidelines and standards. There have been no significant known breaches of the licence conditions.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on
behalf of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking
responsibility on behalf of the Company for all or part of those proceedings.
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Auditor's Independence Declaration
To the directors of Silver City Minerals Limited
As engagement partner for the audit of Silver City Minerals Limited for the year ended 30 June
2019, I declare that, to the best of my knowledge and belief, there have been:
i) no contraventions of the independence requirements of the Corporations Act 2001 in
relation to the audit; and
ii) no contraventions of any applicable code of professional conduct in relation to the
audit.
BDJ Partners
…………………………………………………
Anthony Dowell
Partner
24 September 2019
Phone
(cid:1748)(cid:1093)(cid:1088)(cid:1)(cid:1089)(cid:1)(cid:1096)(cid:1096)(cid:1092)(cid:1093)(cid:1)(cid:1095)(cid:1092)(cid:1087)(cid:1087)(cid:1)(cid:1)(cid:1)
Email
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(cid:1)
Office
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(cid:1)
Postal
(cid:17)(cid:16)(cid:1)(cid:3)(cid:42)(cid:51)(cid:1)(cid:1088)(cid:1093)(cid:1093)(cid:1091)(cid:1142)(cid:1)
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Liability limited by a
scheme approved
under Professional
Standards Legislation.
Please refer to the
website for our
standard terms of
engagement.
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Directors’ Report
Non-audit services
The Company’s auditor, BDJ Partners did not provide non-audit services to the Company during the period ended 30 June
2019 (2018: Nil). The Directors are satisfied that the provision of non-audit services is compatible with the general standard
of independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit
service provided means that auditor independence was not compromised.
Remuneration report (audited)
This remuneration report for the year ended 30 June 2019 outlines the remuneration arrangements of the Company and
the Group in accordance with the requirements of the Corporations Act 2001 (the Act) and its regulations. This information
has been audited as required by section 308(3C) of the Act.
The remuneration report details the remuneration arrangements for key management personnel (KMP) who are defined
as those persons having authority and responsibility for planning, directing and controlling the major activities of the
Company and the Group, directly or indirectly, including any director (whether executive or otherwise) of the parent
company.
Details of key management personnel
Details of KMP including the top five remunerated executives of the Parent and Group are set out below.
Directors
J Puckridge
D Wates
T Pickett
B Besley
C Torrey
G Jones
Key management personnel
S Cheema
I Polovineo
Remuneration philosophy
Non-Executive Director
Non-Executive Director - appointed 28 February 2019
Non-Executive Director - appointed 28 February 2019
Chairman, Non-Executive Director - resigned 28 February 2019
Managing Director – resigned 28 February 2019
Non-Executive Director - resigned 28 February 2019
Company Secretary – appointed 28 February 2019
Company Secretary – resigned 28 February 2019
The objective of the Company’s remuneration framework is to ensure reward for performance is competitive and
appropriate for the results delivered. The framework aligns executive reward with achievement of strategic objectives and
the creation of value for shareholders. The Board believes that executive remuneration satisfies the following key criteria:
(cid:102)
(cid:102)
(cid:102)
(cid:102)
(cid:102)
Competitiveness and reasonableness
Acceptability to shareholders
Performance linkage/alignment of executive compensation
Transparency
Capital management
These criteria result in a framework which can be used to provide a mix of fixed and variable remuneration, and a blend of
short and long-term incentives in line with the Company’s limited financial resources.
Fees and payments to the Company’s Non-Executive Directors and Senior Executives reflect the demands which are
made on, and the responsibilities of, the Directors and the senior management. Such fees and payments are reviewed
annually by the Board. The Company’s Executive and Non-Executive Directors, Senior Executives and Officers are entitled
to receive options under the Company’s Employee Share Option Scheme.
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For personal use only
Directors’ Report
Non-executive director remuneration arrangements
Directors are entitled to remuneration out of the funds of the Company but the remuneration of the Non-Executive Directors
may not exceed in any year the amount fixed by the Company in general meeting for that purpose. The aggregate
remuneration of the Non-Executive Directors has been fixed at a maximum of $200,000 per annum to be apportioned
among the Non-Executive Directors in such a manner as the Board determines. Directors are also entitled to be paid
reasonable travelling, accommodation and other expenses incurred in consequence of their attendance at Board meetings
and otherwise in the execution of their duties as Directors.
The Chairman’s fee is set at $50,000 p.a. and Non-Executive Director fees at $40,000 p.a. At present, no Committee fees
are paid to Directors.
Service agreements
Remuneration and other terms for key management personnel are formalised in contractor agreements. Details of these
agreements are set out below:
Non-Executive Director – Josh Puckridge – appointed 3 February 2017
(cid:102)
(cid:102)
(cid:102)
Director Fee. Term: As per Constitution of the Company.
Fee rate: $40,000 per annum. (2018: $40,000)
Termination payments: Nil
Non-Executive Director – Darren Wates – appointed 28 February 2019
(cid:102)
(cid:102)
(cid:102)
Director Fee. Term: As per Constitution of the Company
Fee rate: $40,000 per annum.
Termination payments: Nil
Non-Executive Director – Tom Pickett – appointed 28 February 2019
(cid:102)
(cid:102)
(cid:102)
Director Fee. Term: As per Constitution of the Company
Fee rate: $40,000 per annum.
Termination payments: Nil
Company Secretary – Sonu Cheema – appointed 28 February 2019
(cid:102)
(cid:102)
(cid:102)
12 month rolling contract. Either party may terminate the contract with 30 days’ notice.
Remuneration: $10,000 per month plus GST as at 28 February 2019.1
Termination payment: Nil
1Includes payments to Cicero Corporate, for all Financial reporting, corporate office rent and all administration services.
Sonu Cheema is a director of Cicero Corporate Services Pty Ltd and a 15% shareholder of Cicero Corporate Services
Pty Ltd.
Chairman – Bob Besley – resigned 28 February 2019
(cid:102)
(cid:102)
(cid:102)
Agreement for ad hoc consulting services. Term: Rolling forward arrangement. Either party may terminate the
agreement with 30 days’ notice.
Fee rate: $200 per hour. (2018: $200)
Termination payments: Not applicable
Managing Director – Chris Torrey – resigned 28 February 2019
(cid:102)
(cid:102)
(cid:102)
Contract term: No fixed term. Either party may terminate the letter of employment with three months’ notice.
Remuneration: $196,750 as at 28th February 2019 (2018: $281,285).
Termination payment: Nil
Company Secretary – Ivo Polovineo – resigned 28 February 2019
(cid:102)
12 month rolling contract. Either party may terminate the contract with 30 days’ notice.
17 > Silver City Minerals Limited Annual Report 2019
For personal use only
Directors’ Report
(cid:102)
(cid:102)
Remuneration: $1,500 per day plus GST (2018: $1,500 per day).
Termination payment: Nil
Director and key management personnel remuneration for the year ended 30 June
2019
Short-term benefits
Post
employment
Share-based
payments
Cash salary
and fees
$
Consulting
$
Superannuation
$
Options
$
Total
$
Consisting
of options
%
Directors
J Puckridge
D Wates (a)
T Pickett (a)
B Besley (b)
C Torrey (b)
G Jones (b)
Total Directors
S Cheema (a)
I Polovineo (b)
Total other KMP
56,163
13,333
13,665
30,581
180,481
28,148
322,371
-
-
-
Totals
322,371
-
-
-
-
-
-
-
-
2,941
16,269
2,674
21,884
Other key management personnel
40,000
27,000
67,000
67,000
-
-
-
-
-
-
-
5,200
-
5,200
-
-
-
56,163
13,333
13,665
33,522
201,950
30,822
349,455
40,000
27,000
67,000
21,884
5,200
416,455
-
-
-
-
-
-
-
-
-
-
No performance based remuneration was paid in the 2019 and 2018 financial period.
(a)
(b)
Appointed 28 February 2019
Resigned 28 February 2019
Director and key management personnel remuneration for the year ended 30 June
2018
Short-term benefits
Post
employment
Share-based
payments
Consulting
$
Superannuation
$
Options
$
Total
$
Consisting
of options
%
Cash salary
and fees
$
35,360
242,061
28,274
11,468
30,833
Directors
B Besley
C Torrey
G Jones
I Plimer (a)
J Puckridge
22,000
-
-
-
-
Total Directors
347,996
22,000
Other key management personnel
I Polovineo
Total other KMP
Totals
-
347,996
374,996
32,700
32,700
54,700
(a)
Resigned 20 November 2017.
18 > Silver City Minerals Limited Annual Report 2019
3,359
22,996
2,615
1,089
-
30,059
-
30,059
30,059
-
-
-
-
-
-
-
-
60,719
265,057
30,889
12,557
30,833
400,055
32,700
32,700
-
432,755
-
-
-
-
-
-
-
-
-
For personal use only
Directors’ Report
Share-based compensation
Employee share option plan
The Company has established the Silver City Minerals Employee Share Option Plan (Plan) to assist in the attraction,
retention and motivation of employees of the Company and its related bodies corporate (Group). At 30 June 2019 there
were 2,000,000 options on issue pursuant to the Plan. The Plan is administered by the Board in accordance with the rules
of the Plan, and the rules are subject to the ASX Listing Rules.
Compensation options: granted and vested during the year
Chris Torrey received $5,200 in a share based payment during the financial year.
There were no alterations to the terms and conditions of options granted as remuneration since their grant date. There
were no forfeitures during the period.
Meetings of directors
The following table sets out the number of Directors’ meetings (including meetings of Committees of Directors) held during
the financial year and the number of meetings attended by each director:
Directors
J Puckridge
D Wates
T Pickett
B Besley
C Torrey
G Jones
Board of directors
Audit committee
Remuneration committee
Held
Attended
Held
Attended
Held
Attended
14
2
2
12
12
12
14
2
2
12
12
12
2
-
-
2
2
2
2
-
-
2
2
2
-
-
-
1
1
1
-
-
-
1
1
1
Signed at Perth this 26th day of September 2019 in accordance with a resolution of the Directors.
Josh Puckridge
Non-executive Director
19 > Silver City Minerals Limited Annual Report 2019
For personal use only
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2019
Revenue
ASX and ASIC fees
Audit fees
Computer services/licences
Contract administration services
Employee costs
Exploration expenditure written off
Insurances
Marketing and conference costs
Rent
Share based payments
Travel and accommodation
Other expenses from ordinary activities
Profit/(loss) before income tax expense
Income tax expense
Profit/(loss) after income tax expense
Other comprehensive income
Other comprehensive (loss)
Other comprehensive income/(loss) for the period
Total comprehensive income/(loss) for the period attributable
to members of silver city minerals limited
Basic earnings/(loss) per share (cents per share)
Diluted earnings/(loss) per share (cents per share)
Consolidated
2019
$
Consolidated
2018
$
252,141
(35,357)
(28,200)
(17,196)
(129,531)
(259,451)
(1,107,222)
(19,182)
(40,568)
(56,032)
(5,200)
(15,211)
(70,854)
(1,531,863)
-
(1,531,863)
-
-
645,376
(37,291)
(26,300)
(18,994)
(103,848)
(201,630)
(12,287)
(16,543)
(74,803)
(34,215)
-
(22,926)
(53,019)
43,520
-
43,520
-
-
(1,531,863)
43,520
(0.56)
(0.56)
0.02
0.02
Note
3
4
13
15
15
The Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
20 > Silver City Minerals Limited Annual Report 2019
For personal use only
Consolidated Statement of Financial Position
As at 30 June 2019
Current assets
Cash assets
Receivables
Total current assets
Non-current assets
Receivables
Tenement security deposits
Property, plant and equipment
Deferred exploration and evaluation expenditure
Total non-current assets
Total assets
Current liabilities
Payables
Provisions
Total current liabilities
Non-current liabilities
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Accumulated losses
Reserves
Total equity
Consolidated
2019
$
Consolidated
2018
$
Note
5
6
6
7
8
9
10
11
11
12
13
14
446,586
35,189
481,775
6,801
160,000
5,288
5,776,029
5,948,118
6,429,893
42,005
-
42,005
-
-
42,005
6,387,888
1,170,664
140,475
1,311,139
1,280
150,000
9,850
6,113,964
6,275,094
7,586,233
158,774
9,112
167,886
33,731
33,731
201,617
7,384,616
18,597,102
18,067,440
(12,287,206)
(10,761,763)
77,812
6,387,888
78,939
7,384,616
The Statement of Financial Position should be read in conjunction with the accompanying notes.
21 > Silver City Minerals Limited Annual Report 2019
For personal use only
Consolidated Statement of Cash Flows
For the year ended 30 June 2019
Cash flows from operating activities
Payment to suppliers and employees
R&D tax concession offset
JV and consulting income
Interest received
Consolidated
2019
$
Consolidated
2018
$
Note
(573,891)
(701,616)
37,035
185,845
8,805
120,468
449,455
17,631
Net cash flows (used in) operating activities
25
(369,206)
(114,062)
Cash flows from investing activities
Rental Bond
Purchase of fixed assets
Expenditure on mining interests (exploration)
Tenement security deposits
Net cash flows (used in) investing activities
Cash flows from financing activities
Proceeds from issue of shares
Equity raising expenses
Net cash flows from financing activities
Net increase/(decrease) in cash held
Net foreign exchange differences
Add opening cash brought forward
Closing cash carried forward
(5,531)
(5,733)
(853,543)
(10,000)
(874,807)
570,000
(50,338)
519,662
(724,351)
273
1,170,664
446,586
-
(6,856)
(2,090,102)
10,000
(2,086,958)
2,556,228
(82,469)
2,473,759
272,739
(776)
898,701
1,170,664
25
The Statement of Cash Flows should be read in conjunction with the accompanying notes.
22 > Silver City Minerals Limited Annual Report 2019
For personal use only
-
-
-
-
-
43,520
2,342,086
141,674
-
(584)
Consolidated Statement of Changes in Equity
For the year ended 30 June 2019
Consolidated
Issued
capital
$
Accumulated
losses
$
Reserves
$
Total
equity
$
Note
At 1 July 2017
Profit (loss) for the period
Other comprehensive income
Total comprehensive income for the period
15,583,680
-
-
-
-
43,520
(10,907,223)
43,520
181,463
-
4,857,920
43,520
Transactions with owners in their capacity
as owners:
Issue of share capital (net of share issue
costs)
Option issue consideration
2,342,086
141,674
-
-
Expired option value
Foreign currency translation
At 30 June 2018
At 1 July 2018
Loss for the period
Other comprehensive income
Total comprehensive income for the period
Transactions with owners in their capacity
as owners:
Issue of share capital (net of share issue
costs)
Share-based payments
Expired option value
Foreign currency translation
14
-
-
101,940
(101,940)
-
(584)
18,067,440
(10,761,763)
78,939
7,384,616
18,067,440
(10,761,763)
78,939
7,384,616
-
-
-
(1,531,863)
-
(1,531,863)
-
-
-
(1,531,863)
-
(1,531,863)
529,662
-
-
-
-
-
6,600
-
-
529,662
5,200
(6,600)
273
5,200
-
273
At 30 June 2019
18,597,102
(12,287,206)
77,812
6,387,888
The Statement of Changes in Equity should be read in conjunction with the accompanying notes.
23 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
1.
Corporate information
The financial report of Silver City Minerals Limited (the Company) for the year ended 30 June 2019 was authorised for
issue in accordance with a resolution of the Directors on 26 September 2019.
Silver City Minerals Limited is a company limited by shares, incorporated and domiciled in Australia whose shares are
publicly traded on the Australian Securities Exchange using the ASX code SCI.
The consolidated financial statements comprise the financial statements of Silver City Minerals Ltd and its subsidiaries
(the Group or Consolidated Entity).
The nature of the operations and principal activities of the Consolidated Entity are described in the Directors’ Report.
2.
Summary of significant accounting policies
Basis of preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements
of the Corporations Act 2001 and Australian Accounting Standards. The financial report has been prepared on a historical
cost basis. All amounts are presented in Australian dollars.
Statement of compliance
The financial report is a general purpose financial report which has been prepared in accordance with the Corporations
Act 2001, Accounting Standards and Interpretations, and complies with other requirements of the law. Accounting
Standards include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS
ensures that the financial statements and notes of the Group comply with International Financial Reporting Standards
(IFRS).
Basis of consolidation
The consolidated financial statements comprise the financial statements of Silver City Minerals Limited (Silver City or the
“Company”) and its subsidiaries if applicable (“the Group”) as at 30 June each year. The financial statements of subsidiaries
are prepared for the same reporting period as the parent company, using consistent accounting policies. Adjustments are
made to bring into line any dissimilar accounting policies that may exist. All inter-company balances and transactions,
including unrealised profits arising from intra-group transactions, have been eliminated in full. Subsidiaries are fully
consolidated from date on which control is transferred to the Group and cease to be consolidated from the date on which
control is transferred out of the Group.
Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any impairment in value. Depreciation is
calculated on a straight-line basis over the estimated useful life of the asset as follows:
(cid:102) Plant and equipment – 2 - 5 years
(cid:102) Motor Vehicle – 5 years
Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate
the carrying value may not be recoverable. An item of plant and equipment is derecognised upon 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 item) is included in the income statement in the period the item is derecognised.
Borrowing costs
Borrowing costs are recognised as an expense when incurred.
24 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Interest in jointly controlled operations – joint ventures
The Company has an interest in exploration joint ventures that are jointly controlled. A joint venture is a contractual
arrangement whereby two or more parties undertake an economic activity that is subject to joint control. A jointly controlled
operation involves use of assets and other resources of the venturers rather than establishment of a separate entity.
The Company recognises its interest in the jointly controlled operations by recognising the assets that it controls and the
liabilities that it incurs. The Company also recognises the expenses that it incurs and its share of any income that it earns
from the sale of goods or services by the jointly controlled operations.
Recoverable amount of assets
At each reporting date, the Company assesses whether there is any indication that an asset may be impaired. Where an
indicator of impairment exists, the Company makes a formal estimate of recoverable amount. Where the carrying amount
of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use.
Investments
All investments are initially recognised at cost, being the fair value of the consideration given and including acquisition
charges associated with the investment. After initial recognition, investments, which are classified as held-for-trading and
available-for-sale, are measured at fair value. Gains or losses on investments held-for-trading are recognised in the income
statement. Gains or losses on available-for-sale investments are recognised as a separate component of equity until the
investment is sold, collected or otherwise disposed of, or until the investment is determined to be impaired, at which time
the cumulative gain or loss previously reported in equity is included in the income statement. Non-derivative financial assets
with fixed or determinable payments and fixed maturity are classified as held-to-maturity when the Company has the
positive intention and ability to hold to maturity. Investments intended to be held for an undefined period are not included
in this classification. Other long-term investments that are intended to be held-to-maturity, such as bonds, are subsequently
measured at amortised cost using the effective interest method.
Amortised cost is calculated by taking into account any discount or premium on acquisition, over the period to maturity.
For investments carried at amortised cost, gains and losses are recognised in income when the investments are
derecognised or impaired, as well as through the amortisation process. For investments that are actively traded in
organised financial markets, fair value is determined by reference to Securities Exchange quoted market bid prices at the
close of business on the balance sheet date. For investments where there is no quoted market price, fair value is
determined by reference to the current market value of another instrument which is substantially the same or is calculated
based on the expected cash flows of the underlying net asset base of the investment.
Purchases and sales of financial assets that require delivery of assets within the time frame generally established by
regulation or convention in the market place are recognised on the trade date, being the date that the Company commits
to purchase the asset.
Exploration, evaluation, development and restoration costs
Exploration and evaluation
Exploration and evaluation expenditure incurred by or on behalf of the Company is accumulated separately for each area
of interest. Such expenditure comprises net direct costs and an appropriate portion of related overhead expenditure, but
does not include general overheads or administrative expenditure not having a specific connection with a particular area
of interest.
Exploration and evaluation costs in relation to separate areas of interest for which rights of tenure are current are brought
to account in the year in which they are incurred and carried forward provided that:
(cid:102) Such costs are expected to be recouped through successful development and exploitation of the area, or alternatively
through its sale; or
(cid:102) Exploration and/or evaluation activities in the area have not yet reached a stage which permits a reasonable
assessment of the existence or otherwise of economically recoverable reserves.
Once a development decision has been taken, all past and future exploration and evaluation expenditure in respect of the
area of interest is aggregated within costs of development.
25 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Exploration and evaluation – impairment
The Directors assess at each reporting date whether there is an indication that an asset has been impaired and for
exploration and evaluation cost whether the above carry-forward criteria are met.
Accumulated costs in respect of areas of interest are written off or a provision made in the Income Statement when the
above criteria do not apply or when the Directors assess that the carrying value may exceed the recoverable amount. The
costs of productive areas are amortised over the life of the area of interest to which such costs relate on the production
output basis, provisions would be reviewed and if appropriate, written back.
Development
Development expenditure incurred by or on behalf of the Company is accumulated separately for each area of interest in
which economically recoverable reserves have been identified to the satisfaction of the directors. Such expenditure
comprises net direct costs and, in the same manner as for exploration and evaluation expenditure, an appropriate portion
of related overhead expenditure having a specific connection with the development property.
All expenditure incurred prior to the commencement of commercial levels of production from each development property
is carried forward to the extent to which recoupment out of revenue to be derived from the sale of production from the
relevant development property, or from the sale of that property, is reasonably assured.
No amortisation is provided in respect of development properties until a decision has been made to commence mining.
After this decision, the costs are amortised over the life of the area of interest to which such costs relate on a production
output basis.
Restoration
Provisions for restoration costs are recognised when the Company has a present obligation (legal or constructive) as a
result of a past event, and it is probable that an outflow of resources embodying economic benefits will be required to settle
the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money
is material, provisions are determined by discounting the expected cash flows at a pre-tax rate that reflects current market
assessments of the time value of money and, where appropriate, the risks specific to the liability. When discounting is
used, the increase in the provision due to the passage of time is recognised as a finance cost.
Remaining mine life
In estimating the remaining life of the mine at each mine property for the purpose of amortisation and depreciation
calculations, due regard is given not only to the volume of remaining economically recoverable reserves but also to
limitations which could arise from the potential for changes in technology, demand, product substitution and other issues
that are inherently difficult to estimate over a lengthy time frame.
Mine property held for sale
Where the carrying amount of mine property and related assets will be recovered principally through a sale transaction
rather than through continuing use, the assets are reclassified as Mine Property Held for Sale and carried at the lower of
the assets’ carrying amount and fair value less costs to sell – where such fair value can be reasonably determined, and
otherwise at its carrying amount. Liabilities and provisions related to mine property held for sale are similarly reclassified
as Liabilities – Mine Property Held for Sale and, Provisions – Mine Property Held for sale, as applicable, and carried at the
value at which the liability or provisions expected to be settled.
Trade and other receivables
Trade receivables, which generally have 7-30 day terms, are recognised and carried at original invoice amount less an
allowance for any uncollectible amounts. An estimate for doubtful debts is made when collection of the full amount is no
longer probable. Bad debts are written off when identified.
Cash and cash equivalents
Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short-term deposits with an
original maturity of one year or less. For the purposes of the Statement of Cash Flows, cash and cash equivalents consist
of cash and cash equivalents as defined above, net of any outstanding bank overdrafts, if any.
26 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Trade and other payables and provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation.
Where the Company expects some or all of a provision to be reimbursed, for example under an insurance contract, the
reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense
relating to any provision is presented in the income statement net of any reimbursement.
If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows
at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks
specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as
a finance cost.
Employee entitlements
Liabilities for wages and salaries are recognised and are measured as an amount unpaid at the reporting date at current
pay rates in respect of an employee’s services up to that date. A liability in respect of superannuation at the current
superannuation guarantee rate has been accrued at the reporting date.
Share-based payments
In addition to salaries, the Company provides benefits to certain employees (including Directors and Key Management
personnel) of the Company in the form of share-based payment transactions, whereby employees render services in
exchange for shares or rights over shares (“equity-settled transactions”).
The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at which
they are granted. The fair value of the options is determined by using the Binomial option pricing model. In valuing
transactions settled by way of issue of options, no account is taken of any vesting limits or hurdles, or the fact that the
options are not transferable. The cost of equity-settled transactions is recognised, together with a corresponding increase
in equity, over the period in which the vesting conditions are fulfilled, ending on the date on which the relevant employees
become fully entitled to the award (the vesting period).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the
extent to which the vesting period has expired and (ii) the Company’s best estimate of the number of equity instruments
that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect
of these conditions is included in the determination of fair value at grant date. The income statement charge or credit for a
period represents the movement in cumulative expense recognised as at the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon
a market condition.
If the terms of an equity-settled award are modified, at a minimum an expense is recognised as if the terms had not been
modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based
payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification. If an equity-
settled award is cancelled, it is treated as if it had vested on the date of the cancellation, and any expense not yet
recognised is recognised immediately. However, if a new award is substituted for the cancelled award and designated a
replacement award on the date it is granted, the cancelled and the new award are treated as if there was a modification of
the original award, as described in the previous paragraph. The dilutive effect, if any, of outstanding options is reflected as
additional share dilution in the computation of earnings per share except where such dilution would serve to reduce a loss
per share.
Leases
Finance leases, which transfer to the Company substantially all the risks and benefits incidental to ownership of the leased
item, are capitalised at the inception of the lease at the fair value of the leased property or, if lower, at the present value of
the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease
liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged
directly against income. Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset
or the lease term.
27 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating
leases. Initial direct costs incurred in negotiating an operating lease are added to the carrying amount of the leased asset
and recognised over the lease term on the same bases as the lease income. Operating lease payments are recognised
as an expense in the income statement on a straight-line basis over the lease term.
Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue
can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:
Sale of goods
Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer and
can be measured reliably. Risks and rewards are considered passed to the buyer at the time of delivery of the goods to
the customer.
Interest
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial instrument) to the net carrying amount of the
financial asset.
Dividends
Revenue is recognised when the shareholders’ right to receive the payment is established.
Income tax
Current tax assets and liabilities for the current and prior periods 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 balance sheet date.
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences:
(cid:102) Except where the deferred income tax liability 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; and
(cid:102)
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in
joint ventures, except where the timing of the reversal of the temporary differences can be controlled and it is probable
that the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, 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 assets and unused tax losses can be utilised:
(cid:102) Except where the deferred income 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; and
(cid:102)
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests
in joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can
be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that
it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to
be utilised.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to 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 balance sheet date. Income taxes relating to items recognised directly in equity are recognised in equity and not in
the income statement.
28 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Other taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
(cid:102) Where 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
(cid:102) Receivables and payables 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.
Currency
Functional currency translation
The functional and presentation currency for the parent company is Australian dollars ($). The functional currency of
overseas subsidiaries is the local currency.
Transactions and balances
Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates ruling at
the date of the translation. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of
exchange at the reporting date.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange
rate as at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated
using the exchange rates at the date when the fair value was determined.
Translation of Group Companies’ functional currency to presentation currency
The results of the New Zealand subsidiary are translated into Australian Dollars (presentation currency) as at the date of
each transaction. Assets and liabilities are translated at exchange rates prevailing at reporting date.
Investment in controlled entities
The Company’s investment in its controlled entities is accounted for under the equity method of accounting in the
Company’s financial statements.
Impairment of assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any such
indication exists, or when annual impairment testing for an asset is required, the Company makes an estimate of the asset’s
recoverable amount. An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and
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 and the asset’s value in use cannot be estimated to be close to its fair value. In such
cases the asset is tested for impairment as part of the cash-generating unit to which it belongs. When the carrying amount
of an asset or cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit 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. Impairment
losses relating to continuing operations are recognised in those expense categories consistent with the function of the
impaired asset unless the asset is carried at revalued amount (in which case the impairment loss is treated as a revaluation
decrease).
An assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is
29 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to
determine the asset’s recoverable amount since the last impairment loss was recognised.
If that is the case the carrying amount of the asset is increased to its recoverable amount. The increased amount cannot
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 profit or loss unless the asset is carried at revalued
amount, in which case the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is
adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis
over its remaining useful life.
Significant accounting judgements, estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future
events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of certain assets and liabilities within the next annual reporting period are:
Share-based payment transactions
The Company measures the cost of cash-settled share-based payments at fair value at the grant date using the Binomial
formula taking into account the terms and conditions upon which the instruments were granted, as detailed in Notes 14
and 16.
Capitalisation and write-off of capitalised exploration costs
The determination of when to capitalise and write-off exploration expenditure requires the exercise of judgement based on
various assumptions and other factors such as historical experience, current and expected economic conditions.
Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of tax, from the proceeds.
Earnings per share
Basic earnings per share is calculated as net profit attributable to members of the Company, adjusted to exclude any costs
of servicing equity divided by the weighted average number of ordinary shares.
Diluted earnings per share is calculated as net profit attributable to members of the Company, adjusted for:
(cid:102) Costs of servicing equity;
(cid:102) The after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been
recognised as expenses; and
(cid:102) Other non-discretionary changes in revenues or expenses during the period that would result from the dilution of
potential ordinary shares;
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus
element.
Going Concern
The financial report is prepared on the going concern basis which contemplates continuity of normal business activities
and realisation of assets and settlement of liabilities in the ordinary course of business. The going concern of the Company
is dependent upon it maintaining sufficient funds for its operations and commitments. The Company has a high level of
confidence in its ability to successfully complete another share placement before the end of the calendar year which will
supplement existing funds. This is supported by the Company’s strong track record in successfully raising capital, to which
the Company had raised $0.57 million via a share placement in January 2019. The Directors are confident that projected
funds are sufficient in the near term to enable the Company to continue as a going concern and as such are of the opinion
that the financial report has been appropriately prepared on a going concern basis. The Directors continue to monitor the
ongoing funding requirements of the Company and as stated, have the ability to raise monies via a share placement in the
near term.
30 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Accounting standards issued but not yet effective
Australian Accounting Standards and interpretations that have been issued or amended but are not yet effective have not
been adopted by the Consolidated Entity for the year ended 30 June 2019. The Consolidated Entity plans to adopt these
standards at their application dates as detailed below.
AASB 16 Leases (effective for annual periods commencing on or after 1 January 2019)
AASB 16 removes the classification of leases as either operating leases or finance leases for the lessee effectively treating
all leases as finance leases. Short term leases (less than 12 months) and leases of a low value are exempt from the lease
accounting requirements. Lessor accounting remains similar to current practice. The Directors are yet to assess the full
impact of AASB 16 and will apply the new standard from 1 July 2019.
The Director’s assessment of the impact of all other new standards and interpretations is that they will not have a material
impact on the financial report of the Company.
3.
Revenue from ordinary activities
Joint venture and consulting income
Rent
R&D tax concession
Interest received – other financial institutions
4.
Income tax
Prima facie income tax (credit) on operating profit/(loss) at 27.5% (2018:
27.5%)
Deferred income tax liability in respect of carried forward tax losses – not
recognised
Income tax expense
Consolidated
2019
$
Consolidated
2018
$
180,222
27,078
37,035
7,806
252,141
507,837
-
120,468
17,071
645,376
Consolidated
2019
$
Consolidated
2018
$
(421,262)
11,968
421,262
(11,968)
-
-
No provision for income tax is considered necessary in respect of the Company for the period 30 June 2019.
The Group has a deferred income tax liability of Nil (2018: Nil) associated with exploration costs deferred for accounting
purposes but expensed for tax purposes. This liability has been brought to account and offset by deferred tax assets
attributed to available tax losses. No recognition has been given to any deferred income tax asset which may arise from
available tax losses, except to the extent offset against deferred tax liabilities. The Company has estimated its losses at
$17,227,753 (2018: $15,695,890) as at 30 June 2019.
A benefit of 27.5% (2018: 27.5%) of approximately $4,737,632 (2018: $4,316,370) associated with the tax losses carried
forward will only be obtained if:
(cid:102) 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;
(cid:102) The Company continues to comply with the conditions for deductibility imposed by the law; and
(cid:102) No changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the losses.
(cid:102) Silver City and its 100% owned subsidiary (MEPL) formed a tax consolidated group of which Silver City is the head
entity.
31 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
5.
Cash and cash equivalents
Cash at bank
Money market securities – bank deposits
Consolidated
2019
$
Consolidated
2018
$
186,523
260,063
446,586
83,601
1,087,063
1,170,664
Bank negotiable certificates of deposit, which are normally invested between 7 and 120 days were used during the period
and are used as part of the cash management function.
6.
Receivables
Current
GST receivables
Interest receivable
Prepayments
Trade and other debtors
Non - current
Rental bonds
7.
Tenement security deposits
Cash at bank – bank deposits
Consolidated
2019
$
Consolidated
2018
$
2,779
-
24,123
8,287
35,189
30,159
999
33,347
75,970
140,475
6,801
1,280
Consolidated
2019
$
Consolidated
2018
$
160,000
160,000
150,000
150,000
These deposits are restricted so that they are available for any rehabilitation that may be required on exploration tenements
(refer to Note 21). The bank deposits are interest bearing.
8.
Property, plant and equipment
Year ended 30 June 2018 (Consolidated)
Opening net book amount
Additions
Depreciation expense
Closing net book amount
At 30 June 2018
Cost
Accumulated depreciation
Net book amount
Year ended 30 June 2019 (Consolidated)
32 > Silver City Minerals Limited Annual Report 2019
Motor vehicle
Plant and
equipment
-
-
-
-
93,101
(93,101)
-
11,798
6,856
(8,804)
9,850
119,699*
(109,849) *
9,850
Total
11,798
6,856
(8,804)
9,850
212,800
(202,950)
9,850
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Opening net book amount
Additions
Depreciation expense
Closing net book amount
At 30 June 2019
Cost
Accumulated depreciation
Net book amount
-
-
-
-
93,101
(93,101)
-
9,850
5,733
(10,295)
5,288
125,431
(120,143)
5,288
9,850
5,733
(10,295)
5,288
218,532
(213,244)
5,288
*Note: An amount of $37,411 was written off for obsolete plant and equipment with a written down value of Nil at 30 June
2018.
9.
Deferred exploration and evaluation expenditure
Costs brought forward
Costs incurred during the period
Expenditure written off during period
Costs carried forward
Exploration expenditure costs carried forward are made up of:
(cid:102) Expenditure on joint venture areas
(cid:102) Expenditure on non joint venture areas
Costs carried forward
Consolidated
2019
$
Consolidated
2018
$
6,113,964
769,287
(1,107,222)
5,776,029
3,892,787
2,233,464
(12,287)
6,113,964
4,678,552
4,660,725
1,097,477
5,776,029
1,453,239
6,113,964
The above amounts represent costs of areas of interest carried forward as an asset in accordance with the accounting
policy set out in Note 2. The ultimate recoupment of deferred exploration and evaluation expenditure in respect of an area
of interest carried forward is dependent upon the discovery of commercially viable reserves and the successful
development and exploitation of the respective areas or alternatively sale of the underlying areas of interest for at least
their carrying value. Amortisation, in respect of the relevant area of interest, is not charged until a mining operation has
commenced.
33 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
10. Current liabilities – payables
Trade creditors
Accrued expenses
GST payable
PAYG payable
11. Liabilities – provisions
Current
Annual leave
Non-current
Long Service Leave
12. Contributed equity
Share capital
293,710,253 fully paid ordinary shares (2018: 245,839,883)
Fully paid ordinary shares carry one vote per share and carry the
right to dividends.
Share issue costs
Option issue consideration reserve
11,722,540 unlisted options on issue (2018: 18,722,540)
(a) Movements in ordinary shares on issue
At 30 June 2017
Shares issued
Shares issued
Shares issued
Shares issued
Shares issued
At 30 June 2018
Shares issued
Shares issued
Consolidated
2019
$
Consolidated
2018
$
27,580
14,000
-
425
96,992
45,378
6,832
9,572
42,005
158,774
Consolidated
2019
$
Consolidated
2018
$
-
-
9,112
33,731
Consolidated
2019
$
Consolidated
2018
$
(a)
19,702,464
19,122,464
(1,419,357)
(1,369,019)
313,995
313,995
18,597,102
18,067,440
Number
$
(i)
(ii)
(ii)
(iv)
(v)
(vi)
(vii)
158,578,962
16,461,005
23,785,844
13,916,632
49,070,350
250,000
238,095
428,145
250,500
1,962,814
10,000
10,000
245,839,883
19,122,464
370,370
47,500,000
10,000
570,000
293,710,253
19,702,464
(i)
In July 2017, 23,785,844 shares were issued at $0.018 per share under a share placement.
(ii)
In August 2017, 13,916,632 shares were issued at $0.018 per share under a Share Purchase Plan.
34 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
(iii) In March 2018, 49,070,350 shares were issued at $0.04 per share under a share placement.
(iv) In March 2018, 250,000 shares were issued on exercise of $0.04 options expiring 24 November 2018.
(v) In May 2018, 238,095 shares were issued at $0.042 per share as approved at the Company’s General Meeting on 24
May 2018 in lieu of a creditor payment.
(vi) In September 2018, 370,370 shares were issued at $0.027 per share in consideration of a land access agreement.
(vii) In December 2018, 47,500,000 shares were issued at $0.012 per share under a share placement.
Terms and conditions of contributed equity
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate
in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
Options
(cid:102) Options do not carry voting rights or rights to dividend until options are exercised.
13. Accumulated losses
Balance at 1 July
Operating loss/(profit) after income tax expense
Expired option value transferred to Accumulated Losses
Balance at 30 June
14. Reserves/share-based payments
Reserves
Balance at 1 July
Share-based payment expensed during the financial year
Expired option value transferred to Accumulated Losses
Foreign currency translation reserve
Balance at 30 June
Share-based compensation
Employee share option plan
Consolidated
2019
$
Consolidated
2018
$
10,761,763
1,531,863
(6,600)
10,907,223
(43,520)
(101,940)
12,287,206
10,761,763
Consolidated
2019
$
Consolidated
2018
$
78,939
5,200
(6,600)
273
77,812
181,463
-
(101,940)
(584)
78,939
The Company has established the Silver City Minerals Employee Share Option Plan (Plan) to assist in the attraction,
retention and motivation of employees of the Company and its related bodies corporate (Group). Subsequent to 30 June
2019 there were no options granted under the Plan. The Plan will be administered by the Board in accordance with the
rules of the Plan, and the rules are subject to the ASX Listing Rules. There have been no cancellations or modifications to
any of the plans during 2019 and 2018.
Summary of options granted
Outstanding at the beginning of the year
35 > Silver City Minerals Limited Annual Report 2019
Consolidated
2019
no.
Consolidated
2018
no.
9,250,000
18,000,000
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at the end of the year
The outstanding balance as at 30 June 2019 is represented by:
(cid:102) 8,500,000 options exercisable at $0.06, expiry 24 November 2019
(cid:102) 2,000,000 options exercisable at $0.06, expiry 9 October 2021
2,000,000
-
-
-
-
(250,000)
(750,000)
(8,500,000)
10,500,000
9,250,000
Option pricing model and terms of options
The following table lists the inputs to the options model and the terms of options granted:
Number of
options
issued
Issue date
Director and KMP options
Exercise
price
Expiry
date
Expected
volatility
Risk-
free
rate
Expected
life
Estimated
fair value
Model
used
Nov 16
Oct 18
8,500,000
2,000,000
10,500,000
$0.06
$0.05
24 Nov 19
73.60%
1.89%
3.0 years
$0.0094
Binomial
9 Oct 21
70.00%
2.00%
3.0 years
$0.0026
Binomial
(a)
(b)
(a)
(b)
8,500,000 options were granted to Directors and employees of the Company which were approved by shareholders
at the AGM in November 2016. The options vested immediately.
2,000,000 options were granted to Directors and employees of the Company which were approved by shareholders
at the AGM in November 2018. The options vested immediately.
Weighted average disclosures on options
Weighted average exercise price of options at 1 July
Weighted average exercise price of options granted during period
Weighted average exercise price of options outstanding at 30 June
Weighted average exercise price of options exercisable at 30 June
Weighted average contractual life
Range of exercise price
2019
$0.06
$0.03
$0.05
$0.05
1.56 years
2018
$0.08
-
$0.06
$0.06
1.32 years
$0.03 - $0.06
$0.04 - $0.06
36 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
15. Earnings per share
Net profit/(loss) used in calculating basic and diluted gain/(loss) per share
Weighted average number of ordinary shares outstanding during the period
used in calculation of basic EPS
Basic earnings (loss) per share
Diluted earnings (loss) per share
2019
2018
(1,531,863)
Number
43,520
Number
271,960,481
208,521,531
Cents per share Cents per share
(0.56)
(0.56)
0.02
0.02
16. Key management personnel
Key management personnel compensation
The aggregate compensation made to key management personnel of the Company is set out below:
Short term employee benefits
Post-employment benefits
Other long term benefits
Termination benefits
Share-based payments
Consolidated
2019
$
389,371
21,884
Consolidated
2018
$
402,696
30,059
-
-
5,200
416,455
-
-
-
432,755
Shareholdings of key management personnel
Fully paid ordinary shares held in Silver City Minerals Limited
Balance at
1 July
no.
Granted as
compensation
no.
Received on
exercise of
options
no.
Net change
other *
no.
Balance at
30 June
no.
Balance held
nominally
no.
2019
B Besley (a)
C Torrey (b)
D Wates
T Pickett
J Puckridge
Total
2018
B Besley
C Torrey
I Plimer (c)
Total
2,657,044
1,430,889
-
-
-
4,087,933
1,407,044
1,097,556
1,554,600
4,059,200
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
250,000
-
-
-
-
-
-
-
1,250,000
83,333
-
2,657,044
1,430,889
-
-
-
4,087,933
2,657,044
1,430,889
1,554,600
250,000
1,333,333
5,642,533
-
-
-
-
-
-
-
-
-
-
*2018 Net change other consists of shares purchased under the Company’s SPP and on market trades.
(a)
(b)
Resigned 28 February 2019
Resigned 28 February 2019
(c) Resigned 20 November 2017
37 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Option holdings of key management personnel
Share options held in Silver City Minerals Limited
Balanc
e at
1 July
no.
Granted
as
compen-
sation
no.
Net
other
change
no.
Balance
at
30 June
no.
Balance
vested at
30 June
no.
Exercised
no.
Vested
but not
exercis-
able
no.
Vested
and
exercis-
able
no.
Options
vested
during
year
no.
2019
B Besley (a)
1,500,000
-
C Torrey (b)
2,750,000 2,000,000
G Jones (c)
1,000,000
I Polovineo (d)
1,000,000
-
-
6,250,000 2,000,000
-
-
-
-
-
-
1,500,000
1,500,000
(750,000)
4,000,000
4,000,000
-
-
1,000,000
1,000,000
1,000,000
1,000,000
(750,000)
7,500,000
7,500,000
Total
2018
B Besley
C Torrey
G Jones
I Plimer (e)
I Polovineo
Total
2,500,000
5,000,000
2,000,000
2,000,000
2,000,000
13,500,000
-
-
-
-
-
-
-
(1,000,000)
1,500,000
1,500,000
( 2 5 0 , 0 0 0 )
(2,000,000)
2,750,000
2,750,000
-
-
-
(1,000,000)
1,000,000
1,000,000
(1,000,000)
1,000,000
1,000,000
(1,000,000)
1,000,000
1,000,000
( 2 5 0 , 0 0 0 )
(6,000,000)
7,250,000
7,250,000
-
-
-
-
-
-
-
-
-
-
-
1,500,000
4,000,000
1,000,000
1,000,000
7,500,000
1,500,000
2,750,000
1,000,000
1,000,000
1,000,000
7,250,000
-
-
-
-
-
-
-
-
-
-
-
(a)
(b)
(c)
(d)
(e)
Resigned 28 February 2019.
Resigned 28 February 2019.
Resigned 28 February 2019.
Resigned 28 February 2019.
Resigned 20 November 2017
17. Related party disclosures
Subsidiaries
The consolidated financial statements include the financial statements of Silver City Minerals Limited (the Parent Entity)
and the following subsidiaries:
Name
Mining Exploration Pty Ltd (MEPL)
Country of incorporation
Australia
Silver City NZ PTY Limited
New Zealand
2019
100
100
2018
100
100
% Equity interest
18. Auditors’ remuneration
Total amounts receivable by the current auditors of the Company for:
Audit of the Company’s accounts
Other services
Consolidated
2019
$
Consolidated
2018
$
28,200
-
28,200
26,300
-
26,300
38 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
19.
Joint ventures
The Company is a party to a number of exploration joint venture agreements to explore for copper, gold, zinc and lead.
Under the terms of the agreements the Company will be required to contribute towards the exploration and other costs if it
wishes to maintain or increase its percentage holdings. The joint ventures are not separate legal entities. There are
contractual arrangements between the participants for sharing costs and future revenues in the event of exploration
success. There are no assets and liabilities attributable to the Company at the balance date resulting from these joint
ventures other than exploration expenditure costs carried forward as detailed in Note 9. Costs are accounted for in
accordance with the terms of joint venture agreements and in accordance with Note 2(i). Percentage equity interests in
joint ventures at 30 June 2019 were as follows:
Joint Venture
Silver City Farm In and Joint Venture Agreement
EL 7300
EL 8075
Silver City Broken Hill Project Sale Agreement – Variscan Mines
Limited
Percentage
interest 2019
Percentage
interest 2018
85%
75%
85%
75%
ELs 8236 and 8075
75%
75%
Agreement relating to EL 8078 (Yalcowinna – formerly Ziggys EL 6036
and Euriowie 7319) with Eaglehawk Geological Consulting Pty Ltd
EL 8078 (Eaglehawk has an 8% interest in this EL)
Broken Hill Base Metals Project with Impact Minerals Limited*
EL 7390
Silver City JV with CBH
ELs 8076, 8074 and 8255
EL 8629
EL 8495
EL 8236
EL 8075
EL 8862
EL 8863
92%
20%
75%
75%
75%
75%
75%
75%
75%
92%
20%
75%
75%
75%
75%
-
-
-
* Silver City’s interest is free-carried to a decision to mine.
* The percentages for ELs 8076, 8074, 8255 and 8629 should be 0% in 2019. These licences were cancelled and
consolidated into ELs 8862 and 8863.
20. Segment information
The operating segments identified by management are as follows:
Exploration projects funded directly by Silver City Minerals Limited (“Exploration”)
Regarding the Exploration segment, the Chief Operating Decision Maker (the Board of directors) receives information on
the exploration expenditure incurred. This information is disclosed in Note 9 of this financial report. No segment revenues
are disclosed as each exploration tenement is not at a stage where revenues have been earned. Furthermore, no segment
costs are disclosed as all segment expenditure is capitalised, with the exception of expenditure written off which is
disclosed in Note 9. Financial information about each of these tenements is reported to the Board on an ongoing basis.
Corporate office activities are not allocated to operating segments as they are not considered part of the core operations
of any segment and comprise of the following:
(cid:102)
Interest revenue.
(cid:102) Corporate costs.
(cid:102) Depreciation and amortisation of non-project specific property, plant and equipment.
39 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
21. Contingent liabilities
The Group has provided guarantees totalling $160,000 (2018: $150,000) in respect of exploration tenements in NSW.
These guarantees in respect of exploration tenements are secured against deposits with a banking institution. The
Company does not expect to incur any material liability in respect of the guarantees.
22. Financial instruments
The Board as a whole is responsible for reviewing the Company’s policies on risk oversight and management and satisfying
itself that Senior Management have developed and implemented a sound system of risk management and internal control.
The Company’s risk management policy has been designed to identify, assess, monitor and manage material business
risks to ensure effective management of risk. These policies are reviewed regularly to reflect material changes in market
conditions and the Company’s risk profile.
The main risks identified in the Company’s financial instruments are capital risk, credit risk, liquidity risk, interest rate risk
and commodity price risk. Summarised below is information about the Company’s exposure to each of these risk, their
objectives, policies and processes for measuring and managing risk, the management of capital and financial instruments.
Capital risk management
The Company manages its capital to ensure that it will be able to continue as a going concern. The Board’s policy is to
maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development
of the Company. In order to achieve this objective, the Company seeks to maintain a sufficient funding base to enable the
Company to meet its working capital and strategic investment needs.
The Board ensures costs are not incurred in excess of available funds and will seek to raise additional funding through the
issue of shares for the continuation of the Company’s operations when required.
The Company considers its capital to comprise of its ordinary share capital, option reserve and accumulated losses. There
were no changes in the Company’s approach to capital management during the period. The Company is not subject to
externally imposed capital requirements.
Financial risk management objectives
In common with all other businesses, the Company is exposed to risks that arise from its use of financial instruments. This
note describes the Company’s objectives, policies and processes for managing those risks and the methods used to
measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.
During the period there have been no substantive changes in the Company’s exposure to financial instrument risks, its
objectives, policies and processes for managing those risks or the methods used to measure them from previous periods
unless otherwise stated in this note.
The Board has overall responsibility for the determination of the Company’s risk management objectives and policies and,
whilst retaining ultimate responsibility for them it has delegated the authority for designing and operating processes that
ensure the effective implementation of the objectives and policies to the Company’s finance function. The Company’s risk
management policies and objectives are designed to minimise the potential impacts of these risks on the results of the
Company where such impacts may be material. The Board receives regular reports from the Financial Controller through
which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it
sets. These risks include credit risk, liquidity risk, interest rate risk and commodity price risk. The Company does not use
derivative financial instruments to hedge these risk exposures.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the
Company’s competitiveness and flexibility. Further details regarding these risks are set out below.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
Company.
The Company mitigates credit risk on cash and cash equivalents by dealing with banks that have high credit-ratings
assigned by Standard and Poors. There are two counterparties for Cash and Cash equivalents which are Commonwealth
40 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Bank of Australia and Bank of Western Australia Limited. Credit risk of receivables is low as it consists predominantly of
GST recoverable from the Australian Taxation Office and interest receivable from deposits held with regulated banks.
The maximum exposure to credit risk at balance date is as follows:
Cash and cash equivalents
Receivables
Deposits with banks and Joint Venture Partner
Liquidity risk
Consolidated
2019
$
Consolidated
2018
$
446,586
8,287
160,000
614,873
1,170,664
141,755
150,000
1,462,419
Liquidity risk is the risk that the Company will not be able to meet its financial obligation as they fall due. The Company’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due.
Ultimate responsibility for liquidity risk rests with the Board of Directors, who have built an appropriate risk management
framework for the management of the Company’s short, medium and long-term funding and liquidity requirements. The
Company manages liquidity by maintaining adequate cash reserves by continuously monitoring forecast and actual cash
flows and matching the maturity profiles of financial assets and liabilities.
The following table details the Company’s contractual maturities of financial liabilities:
Financial liabilities
2019
Payables
2018
Payables
Carrying
amount
$
< 12 months
$
1-3 years
$
>3 years
$
39,226
39,226
39,226
39,226
158,774
158,774
158,774
158,774
-
-
-
-
-
-
-
-
The following table details the Company’s expected maturity for financial assets:
< 12 months
$
1-3 years
$
>3 years
$
Carrying
amount
$
446,586
8,287
160,000
614,873
446,586
8,287
-
454,873
1,170,664
1,170,664
141,755
150,000
140,475
-
1,462,419
1,311,139
-
-
160,000
160,000
-
1,280
-
1,280
-
-
-
-
-
-
150,000
150,000
Financial assets
2019
Cash at bank and term deposits
Receivables
Deposits with banks and Joint Venture Partner
2018
Cash at bank and term deposits
Receivables
Deposits with banks and Joint Venture Partner
41 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
Interest rate risk
The Company’s exposure to the risks of changes in market interest rates relates primarily to the Company’s cash holdings
and short term deposits. These financial assets with variable rates expose the Company to cash flow interest rate risk. All
other financial assets and liabilities in the form of receivables and payables are non-interest bearing. The Company does
not engage in any hedging or derivative transactions to manage interest rate risk.
At balance date, the Company was exposed to floating weighted average interest rates as follows:
Weighted average rate of cash balances
Cash balances
Weighted average rate of term deposits
Term deposits
Consolidated
2019
Consolidated
2018
0.03%
$186,523
1.64%
$260,063
0.03%
$83,601
1.94%
$1,087,063
The Company invests surplus cash in interest-bearing term deposits with financial institutions and in doing so it exposes
itself to the fluctuations in interest rates that are inherent in such a market. Term deposits are normally invested between
7 to 90 days and other cash at bank balances are at call.
The Company’s exposure to interest rate risk is set out in the table below:
Sensitivity analysis
2019
Cash and cash equivalents
Tax charge of 27.5%
Carrying
amount
$
446,586
-
After tax profit increase/(decrease)
446,586
2018
Cash and cash equivalents
1,170,664
Tax charge of 30%
-
After tax profit increase/(decrease)
1,170,664
+1.0% of AUD IR
-1.0% of AUD IR
Profit
$
4,466
(1,228)
3,238
11,707
(3,512)
8,195
Other
equity
$
-
-
-
-
-
-
Profit
$
(4,466)
1,228
(3,238)
(11,707)
3,512
(8,195)
Other
equity
$
-
-
-
-
-
-
The above analysis assumes all other variables remain constant.
Commodity price risk
The Company is exposed to commodity price risk. This risk arises from its activities directed at exploration and
development of mineral commodities. If commodity prices fall, the market for companies exploring for these commodities
is affected. The Company does not hedge its exposures.
Net fair value of financial assets and liabilities
The carrying amounts of financial assets and liabilities of the Company approximate their net fair values, given the short
time frames to maturity and or variable interest rates.
42 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
23. Commitments
In order to maintain the Company’s tenements in good standing with the New South Wales Department of Planning and
Environment – Resources and Geoscience, the Company may be required to incur exploration expenditure under the
terms of each licence. Exploration licences renewed or granted in NSW after 1 July 2016 have no exploration expenditure
commitment. These commitments are not binding as exploration tenements can be reduced or relinquished at any time.
Payable not later than one year
Payable later than one year but not later than two years
Consolidated
2019
$
Consolidated
2018
$
-
-
-
-
-
-
It is likely that the granting of new licences and changes in licence areas at renewal or expiry will change the expenditure
commitment to the Company from time to time.
24. Events after the balance sheet date
There were, at the date of this report, no matters or circumstances which have arisen since 30 June 2019 that have
significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of
affairs of the Group, in future financial years.
25. Statement of cash flows
Reconciliation of net cash outflow from operating activities to operating loss
after income tax
(a)
Operating profit/(loss) after income tax
Depreciation
Share based payments
Exploration costs in opening and closing creditors
Annual and long service leave written back (expensed)
Exploration expenditure written off
Other
Change in assets and liabilities:
(Increase)/decrease in receivables
(Decrease)/increase in trade and other creditors
(Decrease)/increase in provisions
Net cash outflow from operating activities
Consolidated
2019
$
Consolidated
2018
$
(1,531,863)
10,295
(5,200)
-
-
1,107,222
-
105,296
(22,513)
(42,843)
(369,206)
43,520
8,804
-
69,033
(29,861)
12,287
25,922
(87,896)
72,253
-
(114,062)
(b)
For the purpose of the Statement of Cash Flows, cash includes cash on hand, at bank, deposits and bank bills
used as part of the cash management function. The Company does not have any unused credit facilities.
The balance at 30 June 2019 comprised:
Cash assets
Bank deposits (Note 5)
Cash on hand
186,523
260,063
446,586
83,601
1,087,063
1,170,664
43 > Silver City Minerals Limited Annual Report 2019
For personal use only
Notes to the Consolidated Financial Statements
For the year ended 30 June 2019
26. Parent entity information
Current assets
Total assets
Current liabilities
Total liabilities
Issued capital
Accumulated losses
Reserves
Total shareholders’ equity
2019
$
477,098
6,698,765
39,226
39,226
2018
$
1,306,000
7,856,877
167,032
200,763
18,597,102
18,067,440
(12,021,013)
(10,496,176)
83,450
6,659,539
84,850
7,656,114
Profit/(loss) of the parent entity
Total comprehensive income/(loss) of the parent entity
(1,531,437)
(1,531,437)
44,915
44,915
44 > Silver City Minerals Limited Annual Report 2019
For personal use only
Directors’ Declaration
In accordance with a resolution of the directors of Silver City Minerals Limited, I state that:
In the opinion of the directors:
(a)
The financial statements and notes of the Group are in accordance with the Corporations Act 2001, including:
(i)
(ii)
Giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its performance for
the year ended on that date; and
Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and
the Corporations Regulations 2001;
The financial statements and notes also comply with International Financial Reporting Standards as disclosed in
note 2; and
There are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due
and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance
with section 295A of the Corporations Act 2001 for the financial year ending 30 June 2019.
(b)
(c)
(d)
On behalf of the Board
Josh Puckridge
Non-executive Director
Perth, 26 September 2019
45 > Silver City Minerals Limited Annual Report 2019
For personal use only
Independent Auditor’s Report
To the members of Silver City Minerals Limited,
Report on the Financial Report
Opinion
We have audited the accompanying financial report of Silver City Minerals Limited (the
company and its subsidiaries) (“the Group”), which comprises the consolidated statements of
financial position as at 30 June 2019, the consolidated statements of profit or loss and other
comprehensive income, the consolidated statements of changes in equity and the consolidated
statements of cash flows for the year then ended, notes comprising a summary of significant
accounting policies and other explanatory information, 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 2019 and of its
performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations
2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of
the Financial Report section of our report. We are independent of the Group in accordance with
the 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.
Phone
(cid:1748)(cid:1093)(cid:1088)(cid:1)(cid:1089)(cid:1)(cid:1096)(cid:1096)(cid:1092)(cid:1093)(cid:1)(cid:1095)(cid:1092)(cid:1087)(cid:1087)(cid:1)(cid:1)(cid:1)
Email
(cid:29)(cid:31)(cid:37)(cid:1213)(cid:29)(cid:31)(cid:37)(cid:1141)(cid:30)(cid:42)(cid:40)(cid:1141)(cid:28)(cid:48)(cid:1)
(cid:1)
Office
(cid:13)(cid:32)(cid:49)(cid:32)(cid:39)(cid:1)(cid:1095)(cid:1142)(cid:1)(cid:1088)(cid:1089)(cid:1091)(cid:1)(cid:1)
(cid:24)(cid:28)(cid:39)(cid:38)(cid:32)(cid:45)(cid:1)(cid:20)(cid:47)(cid:45)(cid:32)(cid:32)(cid:47)(cid:1)(cid:1)
(cid:15)(cid:42)(cid:45)(cid:47)(cid:35)(cid:1)(cid:20)(cid:52)(cid:31)(cid:41)(cid:32)(cid:52)(cid:1)(cid:1)
(cid:15)(cid:20)(cid:24)(cid:1)(cid:1089)(cid:1087)(cid:1093)(cid:1087)(cid:1)
(cid:1)
Postal
(cid:17)(cid:16)(cid:1)(cid:3)(cid:42)(cid:51)(cid:1)(cid:1088)(cid:1093)(cid:1093)(cid:1091)(cid:1142)(cid:1)
(cid:15)(cid:42)(cid:45)(cid:47)(cid:35)(cid:1)(cid:20)(cid:52)(cid:31)(cid:41)(cid:32)(cid:52)(cid:1)
(cid:15)(cid:20)(cid:24)(cid:1)(cid:1089)(cid:1087)(cid:1092)(cid:1096)(cid:1)
Liability limited by a
scheme approved
under Professional
Standards Legislation.
Please refer to the
website for our
standard terms of
engagement.
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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 the key audit
matter
Capitalised Deferred Exploration and Evaluation Expenditure
$5.8 million
Refer to Note 9
The consolidated entity owns the rights
to several exploration licenses in New
South Wales and Queensland.
Expenditure relating to these areas is
capitalised and carried forward to the
extent they are expected to be recovered
through the successful development of
the respective area or where activities in
the area have not yet reached a stage
that permits reasonable assessment of
the existence of economically
recoverable reserves.
This area is a key audit matter due to:
(cid:120) The significance of the balance;
(cid:120) The inherent uncertainty of the
recoverability of the amount
involved; and
(cid:120) The substantial amount of audit work
performed.
Our audit procedures included amongst
others:
(cid:120) Assessing whether any facts or
circumstances exist that may
indicate impairment of the
capitalised assets;
(cid:120) Performing detailed testing of
source documents to ensure
capitalised expenditure was
allocated to the correct area of
interest;
(cid:120) Performing detailed testing of
source documents to ensure
expenditure was capitalised in
accordance with Australian
Accounting Standards;
(cid:120) Obtaining external confirmations to
ensure the exploration licences are
current and accurate; and
(cid:120) Assessing the reasonableness of the
capitalisation of employee’s salaries.
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 2019 but does
not include the financial report and our 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.
For personal use only
Directors' Responsibility for the Financial Report
The directors of the company are responsible for the preparation of the financial report that
gives a true and fair view in accordance with Australian Accounting Standards and the
Corporations Act 2001 and for such internal control as the directors determine is necessary to
enable the preparation of the financial report that gives a true and fair view and is free from
material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the
Group to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibility 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.
As part of an audit in accordance with the Australian Auditing Standards, we exercise
professional judgement and maintain professional scepticism throughout the audit. We also:
(cid:120)
Identify and assess the risks of material misstatement of the financial report, whether
due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
(cid:120) Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control.
(cid:120) Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
(cid:120) Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s
ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditor’s report to the related disclosures in
the financial report or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group to cease to continue
as a going concern.
(cid:120) Evaluate the overall presentation, structure and content of the financial report,
including the disclosures, and whether the financial report represents the underlying
transactions and events in a manner that achieves fair presentation.
For personal use only
We communicate with the directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of
most significance in the audit of the financial report of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on the Remuneration Report
Opinion
We have audited the Remuneration Report included in the directors' report for the year ended
30 June 2019.
In our opinion, the Remuneration Report of Silver City Minerals Limited for the year ended 30
June 2019 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.
BDJ Partners
................................................
Anthony Dowell
Partner
26 September 2019
For personal use only
Additional Information
Information relating to shareholders
Information relating to shareholders at 25 September 2019 (per ASX Listing Rule 4.10)
Ordinary fully paid shares
There was a total of 293,710,253 fully paid ordinary shares on issue.
Options
There was a total of 44,250,000 unlisted options on issue.
Substantial shareholders
UPSKY EQUITY PTY LTD
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