Page intentionally left blank Contents Executive Chairman’s Report Chief Executive Officer’s Report Mining Exploration Entity Annual Reporting Requirements Directors’ Report Lead Auditor’s Independence Declaration Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Changes in Equity Consolidated Statement of Financial Position Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements Directors’ Declaration Independent Auditor’s Report ASX Additional Information 4 5 7 11 25 26 27 28 29 30 49 50 54 2020 Annual Report - Page | 3 Executive Chairman’s Report On behalf of the Centrex Board, I am pleased to present the Company’s Annual Report for financial year 2020. During the financial year the Company continued to make progress with its Ardmore Phosphate Rock Project near Mount Isa. The Company continues to believe in the Project’s ability to deliver attractive returns for shareholders. Under current fund raising plans, the Company is moving forward with preparations for mining at Ardmore which will establish the operation and lead to further marketing potential. While the Company’s focus is on progressing towards development of Ardmore in Queensland, the Company continues to promote its other interesting projects, including the Oxley Potassium Nitrate Project in Western Australia and the Goulburn Base Metal and Gold Project in New South Wales. While work on these projects has been inhibited by the global Covid-19 pandemic, useful progress has been made at Oxley investigating additional processing options and at Goulburn, work was carried out to target areas prospective for gold mineralisation. During the financial year the Company substantially reduced its outgoings from previous levels of expenditure and the former Chairman, Mr David Klingberg and several directors resigned. I sincerely thank David for his efforts in setting up the Company to be able to move ahead with the Ardmore Phosphate project when project funding becomes available. Former CEO Mr Simon Slesarewich, with the support of the dedicated Centrex staff, was instrumental in continuing work on the Company’s projects and in particular Ardmore and the Board thanks him and the other staff for their diligent service to the Company. This year has been a very difficult one for the Company and its personnel, as it has been for the Australian community in general. The scale and potential duration of the COVID-19 pandemic and its market consequences are such that the Board has considered it prudent to protect its valuable remaining staff and assets by taking decisive action to preserve cash to enable the Company to be able to act strongly and quickly once the Company raises sufficient finance for its projects. The Board appreciates the support of its shareholders and looks forward to being in a position to report favourably on progress to shareholders during the coming financial year. Page | 4 – 2020 Annual Report Graham Chrisp Executive Chairman Chief Executive Officer’s Report The Company has several important projects, among them its 100% owned flagship Ardmore Phosphate Rock Project near Mount Isa in Queensland. ARDMORE PHOSPHATE ROCK PROJECT, QLD Ardmore is a commercially attractive project with a relatively shallow, high grade, low impurity deposit which, with simple processing through the existing upgrading plant on site, can produce a premium phosphate rock concentrate which is suitable for a number of uses including the manufacture of superphosphate and other chemicals. The Ardmore project is serviced by existing infrastructure (such as road and rail networks) and its proximity to key markets enables a relative freight cost advantage potentially leading to attractive shareholder returns. The Company continues its work on establishing additional markets for phosphate rock production from Ardmore. The project has been designed to produce 800,000 tonnes per annum of high grade, low impurity rock phosphate predominantly for export. Marketing of the premium phosphate rock product gained good acceptance as a feed for superphosphate production and other uses. Recent work has also indicated there may be substantial potential to supply additional specialty phosphate rock products into local and overseas markets, and technical and market development work is being carried out to ascertain the size and requirements of these markets. The potential value of these additional markets has not previously been included in the profitability projections for the Ardmore project. As noted in previous announcements, the Ardmore Definitive Feasibility Study (“DFS”) delivered a robust set of numbers that have since been improved upon through optimisation work carried out in February 2019. As previously announced, Centrex proposes to carry out additional work to update the DFS to account for various changes to the DFS since its release such as product markets and marketability, projected phosphate price going forward, updating of the of production, transport and other relevant factors such as foreign exchange projections. The Company is now proceeding to implement its plan to mine 25,000 tonnes in the first quarter of 2021. The cost of this program of works is approximately $600,000, and discussions are advancing regarding an interim capital raising for this work. Following the initial mining operation, and as soon as funding becomes available, the Company intends to move as quickly as possible towards development of the full Ardmore Phosphate Project. Discussions continue with funders with the potential to provide all of the substantial capital required. If successful, Centrex would become a producer of high grade low impurity phosphate rock for sale, with additional potential for the sale of as-mined ore and tailings from the processing plant. Apart from direct uses of the Ardmore phosphate rock, the Company is investigating the potential for commercial quantities of rare earth elements (REE) which are contained in the Ardmore deposit. These rare earths, if extracted would have a value that has not previously been included in economic modelling for the Ardmore project. Ardmore location map 2020 Annual Report - Page | 5 Recently, the State Government, through the Geological Survey of Queensland has commenced investigations to improve scientific understanding of the REE association with phosphate deposits including Ardmore and supply the geoscience data needed to help locate and define deposits for future production. Oxley potash project. The Company has also had discussions with interested parties aimed at progressing the Oxley project further while it focuses on bringing the Ardmore Project into production. GOULBURN GOLD/BASE METALS PROJECT, NSW The Company continues to evaluate strategic options of the Goulburn gold/base metals project aimed to realise value for shareholders. Due to the Covid-19 pandemic no on-ground exploration was undertaken on the project during the year. Additional work aimed at better understanding the gold results from previous sampling is being carried out on Goulburn. The heightened interest in the gold prospectivity of the Goulburn region is supported by the high-grade gold results achieved by Skye Metals Ltd (ASX:SKY) at its nearby Cullarin project. 3D design of Ardmore processing plant and mine services facilities Funding Phosphate Market Traded phosphate rock benchmarks range from 27-34% P2O5, and Ardmore’s Rock Phosphate concentrate sits above the top end of this range at around 35%. It also contains very low levels of cadmium, a toxic heavy metal that occurs naturally in phosphate rock fertilisers. Cadmium is becoming a major issue for the fertiliser industry worldwide, with the European Union imposing limits on levels contained in imported phosphate rock to protect its constituents from adverse health effects. Taking into account these factors, together with geographic location and political environment, the Company believe that the rock phosphate concentrate to be produced from Ardmore will be attractive to markets in the Asia-Pacific region. Phosphate rock price forecasts sourced from market research specialist CRU indicate positive real term growth in the global phosphate market going forward, with potential for increasing premiums for high-grade product due to limited supply in the segment. OXLEY POTASH PROJECT, WA Work at the Oxley Project, is focussed on a 32km long outcropping lava flow that predominantly comprises of potassium feldspar, with the aim being the production of high value fertiliser. The process technology substantially investigated so far can convert the potassium feldspar to soluble potassium chloride (potash) through roasting with salt, for subsequent water leaching and purification. The potash then reacts with nitric acid to yield potassium nitrate, a high-value horticultural fertiliser. The Company has engaged experienced mineral processing consultants Mineral Strategies Pty Ltd to investigate refinements of processing options for the Page | 6 – 2020 Annual Report At the date of this report, although negotiations are continuing with numerous parties, additional finance has not been secured in order to substantially progress the Company's projects. We are working diligently with a number of parties to progress discussions on future funding availability in order to progress the projects in the manner warranted. As a result of the current funding uncertainty, the Company has undertaken impairment testing and taken up an impairment of its exploration projects in accordance with Accounting Standards. The Company remains focussed on securing funding to progress its projects as soon as possible with the aim of realising their full potential value for shareholders. COVID-19 Response This calendar year has been a difficult one for the Company and its personnel, as it has been for the Australian community in general. The scale and potential duration of the COVID-19 pandemic and its market consequences are such that the Board has considered it wise to take every step necessary to protect its staff and other people associated with its projects, and to take all necessary action to preserve cash to enable the Company to act strongly and decisively once this situation has abated. I am especially appreciative of the cooperation from the Company’s directors and staff in measures to reduce the Company’s operating costs until a successful capital raising can be completed and the full development of the Ardmore project is able to commence. Mr Graham Chrisp Executive Chairman Mining Exploration Entity Annual Reporting Requirements LIST OF TENEMENTS IN WHICH THE GROUP HAS AN INTEREST TENEMENT LIST AS AT 30TH JUNE 2020 Location Licence number Description Held by: ML 5542 Ardmore Phosphate Rock Project Queensland EPM 26551 Ardmore EPM 26551 EPM 26568 Ardmore EPM 26568 EPM 26841 Ardmore EPM 26841 Western Australia New South Wales E70/3777 E70/4318 EL 7388 EL 7503 Oxley A Oxley C Goulburn Archer ELA 32048 Northern Territory ELA 32048 Northern Territory EL 320825 Northern Territory EL 32082 EL 320915 Northern Territory EL 32091 Wholly owned subsidiary of Centrex Metals Limited: 1 Centrex Phosphate Pty Ltd 2 Centrex Potash Pty Ltd 3 Lachlan Metals Pty Ltd 4 Centrex QLD Exploration Pty Ltd 5 EL 32082 and EL 32091 have been relinquished post 30 June 2020 CPhos1 CPhos1 CPhos1 CPhos1 CPot2 CPot2 LM3 LM3 CQld4 CQld4 CQld4 Interest % 100 100 100 100 100 100 100 100 Application Application Application 2020 Annual Report - Page | 7 ANNUAL REVIEW OF MINERAL RESOURCES AND ORE RESERVES The information included in the tables below was prepared in accordance with the JORC Code 2012. The Company confirms that it is not aware of any new information or data that materially affects the information included in the table and that all material assumptions and technical parameters underpinning the estimates continue to apply and have not changed. POTASSIUM ORE MINERAL RESOURCES BY AREA AS AT 30TH JUNE 2020 Location Resource Classification Tonnage (Mt) Oxley Potassium Project Measured Indicated Inferred Total - - 154.7 154.7 Head Grade K2O (%) Cut-off grade K2O (%) - - 8.3 8.3 - - 6.0 6.0 PHOSPHATE ORE MINERAL RESOURCES BY AREA AS AT 30TH JUNE 2020 Location Resource Classification Tonnage (Mt) Ardmore Phosphate Rock Project Measured Indicated Inferred Total 3.3 11.1 1.7 16.2* * Totals may not add precisely due to rounding. Head Grade P2O5 (%) Cut-off grade P2O5 (%) 29.8 27.4 26.8 27.8 16.0 16.0 16.0 16.0 PHOSPHATE ORE RESERVE ESTIMATE AS AT 30TH JUNE 2020 Ore Reserve Category Probable Proven Total Ore Reserves Tonnage (Mt) 7.3 2.8 10.1 P2O5 (%) 30.2 30.3 30.2 Page | 8 – 2020 Annual Report COMPARISON OF ANNUAL MINERAL RESERVES AND RESOURCES STATEMENT TO THE PRIOR YEAR The table below summarises the changes that took place as far as the Group’s mineral resources and reserves are concerned. The information contained in this table should be read in conjunction with the detailed resource and reserve information provided above. Location Potassium Oxley Phosphate Ardmore Ardmore Resource or Reserve Tonnage (Mt) 30/6/2019 30/6/2020 Notation Resource 154.7 154.7 No change. Resource Reserve 16.2 10.1 16.2 10.1 No change. No change. SUMMARY OF GOVERNANCE ARRANGEMENTS AND INTERNAL CONTROLS IN PLACE FOR THE REPORTING OF MINERAL RESOURCES AND ORE RESERVES Mineral Resources and Ore Reserves are estimated by suitably qualified consultants in accordance with the JORC Code, using industry standard techniques and internal guidelines for the estimation and reporting of Ore Reserves and Mineral Resources. These estimates and the supporting documentation are then reviewed by suitably qualified Competent Persons from the Company. All Ore Reserve estimates are prepared in conjunction with feasibility studies which consider all material factors. The Mineral Resources and Ore Reserves Statements included in the Annual Report are reviewed by suitably qualified Competent Persons from the Company prior to its inclusion. CROSS REFERENCING OF THE RESOURCES ANNOUNCMENTS For more detail regarding the Oxley resources please see the announcement of 8th March 2016. http://www.asx.com.au/asxpdf/20160308/pdf/435nrchjm48mjx.pdf For more detail regarding the Ardmore resources please see the announcement of 1st June 2018. https://www.asx.com.au/asxpdf/20180601/pdf/43vgxdjlpsgcwb.pdf For more detail regarding the Ardmore reserves please see the announcement of 8th October 2018. https://www.asx.com.au/asxpdf/20181008/pdf/43z1q8nvm95k58.pdf 2020 Annual Report - Page | 9 COMPETENT PERSONS STATEMENT The information in this report relating to Exploration Results (contained in the CEO’s report) is based on information either compiled or reviewed by Mr Alastair Watts who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Watts is the General Manager Exploration of Centrex Metals Limited. Mr Watts has sufficient experience, which is relevant to the style of mineralization and type of deposit under consideration and to the activity, which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Watts consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. The information in this report relating to the Mineral Resources of the Oxley Potassium Project is based on and accurately reflects information compiled by Ms Sharron Sylvester of OreWin Pty Ltd, who is a consultant and adviser to Centrex Metals Limited and who is a Member of the Australian Institute of Geoscientists (RPGeo). Ms Sylvester has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity she is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms Sylvester consents to the inclusion in the report of the matters based on this information in the form and context in which it appears. The information in this report relating to Mineral Resources of the Ardmore Phosphate Rock Project is based on and accurately reflects information compiled by Mr Jeremy Clark of RPM, who is a consultant and adviser to Centrex Metals Limited and who is a Member of the Australian Institute of Geoscientists and AusIMM. Mr Clark has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Clark consents to the inclusion in the report of the matters based on this information in the form and context in which it appears. The information in this report that relates to Ore Reserves is based on information compiled by Mr Ben Brown, a Competent Person who is a Member of The Australasian Institute of Mining and Metallurgy. Ben Brown is employed by Optima Consulting and Contracting Pty Ltd, an external independent consultancy. Ben Brown has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Ben Brown consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. Page | 10 – 2020 Annual Report Directors’ Report For the Year Ended 30th June 2020 The Directors present their report together with the consolidated financial report of Centrex Metals Limited (“Company”) and its controlled entities (“Group”), for the financial year ended 30th June 2020 and the auditor’s report thereon. Section Contents of Directors’ Report 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Directors and the Company Secretary Executives considered to be Key Management Personnel Directors’ Meetings Corporate Governance Statement Remuneration Report (audited) Principal Activity Operating and Financial Review Dividends Events subsequent to year end Likely Developments Directors’ Interests in Shares, Options and Rights Share Rights Indemnification and insurance of Directors and Officers Environmental Regulation and Performance Non-audit services Rounding Lead Auditor’s Independence Declaration 2020 Annual Report - Page | 11 1. Directors and the Company Secretary 1.1 Directors The directors in office at any time during or since the end of the financial year are: Name and Qualifications Position, Experience and special responsibilities Mr Graham Chrisp Executive Chairman B Tech (CE) Appointed 21/1/10 Chairman since 2/12/19 Mr Chrisp has a degree in Civil Engineering and has substantial experience in numerous aspects of business operations, including design and construction of roads and other earthworks, mineral exploration and property development. Having previously been an owner and operator of earth moving equipment for mining and civil applications, Mr Chrisp has practical experience with modest scale mining operations, including several of his own developments. He was a founding director of Centrex Metals Limited (having previously served as its Managing Director from 2003 to 2005) and has numerous private interests. Mr Chrisp is a director of Dapop Pty Ltd, trustee of the Chrisp CXM Family Trust, which is the largest shareholder in the Company. Accordingly, Mr Chrisp is not considered to be “independent” for the purposes of the Company’s corporate governance policies. Mr Chrisp is a member of the Company’s Remuneration and Nomination Committee and Audit and Risk Committee. Mr Jason Chrisp Non-executive Alternate Director to Mr Graham Chrisp BA(Acc), DBAC Appointed 23/7/19 Mr Jason Chrisp has experience based on a background in accountancy and numerous aspects of business from working in the mineral exploration and land development fields for over 10 years. He is also proficient in computing, analysis and project management. Mr Chrisp has previously served on the board of ASX-listed company Outback Metals Ltd and is also a private company director. Mr Chrisp is a director of Dapop Pty Ltd, trustee of the Chrisp CXM Family Trust which is the largest shareholder in the Company. Accordingly, Mr Chrisp is not considered to be “independent” for the purposes of the Company’s corporate governance policies. Mr Ben Chrisp Non-executive Alternate Director to Mr Graham Chrisp Appointed 22/9/20 Mr Ben Chrisp is completing a degree in accounting and finance and has worked in the mineral exploration and land development fields for over 10 years. He is experienced in finance, computing and project management. Mr Chrisp has previously served on the board of ASX-listed company Outback Metals Ltd and is also a private company director. Mr Chrisp is a director of Dapop Pty Ltd, trustee of the Chrisp CXM Family Trust, which is the largest shareholder in the Company. Accordingly, Mr Ben Chrisp is not considered to be “independent” for the purposes of the Company’s corporate governance policies. Dr A John Parker Independent Non-Executive Director BSc (Hons).PhD, DipCompSc, MAIG, MAICD Appointed 17/12/19 Dr Parker is a geologist, geophysicist and manager with extensive local and international experience and knowledge of the geology, mineral deposits and mineralizing systems in the Precambrian. He was formerly Chief Geologist with the mapping branch of the South Australian Geological Survey and responsible for the mapping and publication of geological maps throughout South Australia. In the late 1980’s he initiated the first geological mapping GIS in Australia, a system that has subsequently been developed to become the global leading GIS, SARIG. Mr Parker is a member of the Company’s Remuneration and Nomination Committee and the Audit and Risk Management Committee. Mr Peter Cox Independent Non-Executive Director Page | 12 – 2020 Annual Report FCA (retired) Appointed 28/1/20 Mr Cox has previously been Director and Secretary of ASX-listed company Lincoln Minerals Limited (2007- 2012), Chairman of Wireless Communications Pty Ltd (2004 – 2016) and Chairman of ASX-listed MIKOH Corporation Limited (2003-2005). In addition he has provided secretarial services to a number of ASX listed companies. He was a Fellow of the Institute of Chartered Accountants in Australia until his retirement in 2014 and brings to the Company extensive accounting and governance experience. Mr Cox is a member of the Company’s Audit and Risk Management Committee and the Remuneration and Nomination Committee. Mr David Klingberg AO Independent Non-Executive Chairman - (Appointed 15/1/10, Resigned 2/12/19) FTSE, D UniSA, B.Tech, FIE Aust, FAus IMM, FAICD, KGSJ Independent Non-Executive Director - (Appointed 2/12/19, Retired 17/12/19) Appointed 19/4/05 Mr Klingberg retired during the year. Chairman since 15/1/10 Resigned (Chairman) 2/12/19 Retired 17/12/19 Mr Kiat Poh Independent Non-Executive Director CDipAF, GDip MS, Dip CE Mr Poh resigned during the year. Appointed 21/5/08 Resigned 7/11/19 Mr Jim Hazel BEc, SF Fin, FAICD Appointed 12/7/10 Retired 20/9/19 Independent Non-Executive Director Mr Hazel retired during the year. Mr Chris Indermaur Independent Non-Executive Director Mr Indermaur resigned during the year BEng (Mech), GDipEng (Chem), LLB, LLM, GDLP Appointed 1/7/17 Resigned 28/1/20 1.2 Company Secretaries Company Secretaries Dr John Santich, BE, MEngSc, PhD, DipLaw, MSocSc, was appointed as Company Secretary on 31 March 2020. Dr Santich is a corporate lawyer and engineer with broad corporate legal, company director and company secretarial experience. The outgoing Company Secretary, Ms Christine Manual, was appointed Company Secretary on 10 May 2019 and ceased her engagement on 31 March 2020. 2020 Annual Report - Page | 13 2. Executives considered to be Key Management Personnel The executives considered to be Key Management Personnel in office at any time during or since the end of the financial year are: Mr Alastair Watts, General Manager, Exploration BSc(Geo), DipBs(Front Line Management), MAusIMM Mr Alastair Watts, appointed 15th March 2007, is a geologist with over 25 years’ experience in exploration, mining and project development. He has extensive gold, iron ore and phosphate mining experience as well as a successful history of mineral discovery and development. The technical expertise gained at the Phosphate Hill mine provided significant exposure to the fertiliser market to complement Centrex’s development of the Ardmore Phosphate Rock Project. A broad technical knowledge of exploration has been gained from base metal and gold projects in the Lachlan Fold Belt of New South Wales, the eastern goldfields of Western Australia, the Drummond Basin in north Queensland and nickel laterite deposits in Indonesia. He has held previous positions in both major resources houses, and mid-tier and junior operators. His roles have spanned mining, quality control and project management. Mr Gérard Bosch, Manager Approvals & Stakeholder Relations Bsc(Geol)(Hons), FAusIMM Mr Gérard Bosch was appointed to the role on 27th February 2018. Mr Bosch is a geologist with over 37 years working in Australian mineral exploration, discovery and development. He has held previous positions in BP Minerals, North Flinders Mines, Normandy Mining, Australian Zircon and Eyre Iron. Mr Bosch has particular experience in the pre- development phase of mining operations, including statutory approvals and land access, and has broad experience in the management of exploration. Mr Simon Slesarewich, Chief Executive Officer (“CEO”) Mr Slesarewich was appointed to CEO on 3rd April 2019 and ceased employment on 26th February 2020. Mr Mark Terry, Chief Financial Officer (“CFO”) Mr Terry was appointed on 27th August 2018 and ceased employment on 10th December 2019. Mr Steve Klose, General Manager, Projects Mr Steve Klose was appointed on 12th August 2016 and ceased employment on 17th January 2020. 3. Directors’ Meetings The number of directors’ meetings and number of meetings attended by each of the directors of the Group during the year ended 30th June 2020 was: Board Meetings * Audit and Risk Management Committee Meetings Remuneration and Nomination Committee Eligible to Attend Number Attended Eligible to Attend Number Attended Eligible to Attend Number Attended Mr G Chrisp 11 11 Dr John Parker Mr Peter Cox Mr D Klingberg AO Mr K Poh Mr J Hazel Mr C Indermaur 6 5 6 6 3 7 Page | 14 – 2020 Annual Report 6 5 6 6 3 7 - 1 1 1 1 1 - - 1 1 1 1 1 - 1 - - 1 1 - 1 1 - - 1 1 - 1 4. Corporate Governance Statement The Board is committed to the principles underpinning best practice in corporate governance. The Company must comply with the ASX Listing Rules which require it to report annually on the extent to which it complied with the Corporate Governance Principles and Recommendations 3rd Edition (“Principles”) as published by the ASX Corporate Governance Council. The Board believes that the Company has complied with the Principles for the current reporting period unless otherwise stated in the Appendix 4G and Corporate Governance Statement which is lodged on the Company announcements platform at the same time as the annual report. A description of the Company’s main corporate governance practices are available on the Company’s website located at: http://centrexmetals.com.au/governance/ 5. Remuneration Report - audited 5.1 Principles of compensation The remuneration report provides details of the remuneration of the Company’s directors and the senior executives identified as those who had authority for planning, directing and controlling the Company’s activities during the reporting period (“Key Management Personnel”). Total remuneration packages for the executives of the Group are competitively set to attract and retain appropriately qualified and experienced people. The Remuneration and Nomination Committee assists the Board in setting remuneration strategy. Executive and Non-Executive Directors Total compensation for all Non-Executive Directors, pursuant to the constitution must not exceed $500,000 per annum. Fees were set by incorporating significant discount with reference to standard practice by comparator companies. For the year ended 30th June 2020, (up until 16th December 2019), the Non-Executive Directors’ compensation comprised Directors’ base fees of $81,000 per annum (2019: $81,000 per annum) for the Chairman and $49,500 per annum (2019: $49,500 per annum) for the other Non-Executive Directors. In addition, $9,000 per annum (2019: $9,000 per annum) was paid for membership of the Audit and Risk Management Committee, with an additional $2,250 per annum (2019: $2,250 per annum) for the Chairman of the Audit and Risk Management Committee. From 17th December 2019, Directors’ compensation was revised and comprised $35,000 per annum for each Director, with no additional fees to be paid for Board Committee or Chairman responsibilities. Superannuation is paid on behalf of the Non-Executive Directors at the rate of 9.5% per annum as is legislated. Where the Company engages a director as a consultant the value of superannuation benefits that would otherwise have been payable are paid as additional fees. CEO and Company executives Remuneration packages for the CEO and other Company executives previously included a mix of fixed and variable compensation, the variable compensation using short and long term incentives. The remuneration packages previously took into account market practice of comparable organisations within the industry and reflect capability, role and experience of each executive. The fixed remuneration component (cash, superannuation and fringe benefits) was previously set by utilising industry surveys with particular reference to the practices of companies in the lowest quartile of the survey (i.e. those with a similar market capitalisation and with a similar sized workforce). Total remuneration (base salary packages and variable remuneration) previously provided the opportunity for executives to reach compensation levels in the next quartile as outlined within the industry surveys through the following variable awards: • • the Short Term Incentive (“STI”) Plan, which awards a cash bonus of between 0% and 20% of fixed remuneration subject to individual and Company targets being met; and the Long Term Incentive (“LTI”) Plan, under which the executive may be granted incentive rights, some of which vest after an extended period of continuous employment (Retention Rights), the others vesting after an assessment of performance (Performance Rights). For the 2020 financial year there were no awards made under the STI plan. Details of the awards of rights issued under the LTI plan are listed at the conclusion of this Remuneration Report. Mr Simon Slesarewich, CEO Mr Slesarewich was appointed CEO on 3rd April 2019. Mr Slesarewich ceased employment from the Company 26th February 2020. His total annual fixed remuneration was $350,000 and for the 2020 financial year (pro-rata) it was $240,615 (2019: $85,253). Mr Mark Terry, CFO Mr Terry was appointed CFO on 27th August 2018 and ceased employment from the Company on 10th December 2019. His total annual fixed remuneration was $300,000 and for the 2020 financial year (pro-rata) it was $133,076 (2019: $255,770). 2020 Annual Report - Page | 15 Other executives considered to be Key Management Personnel In addition to the Non-Executive Directors and executives listed above, the following persons are considered to be Key Management Personnel of the Group: Mr Alastair Watts General Manager Exploration Mr Steve Klose General Manager Projects Mr Gérard Bosch Manager Approvals & Stakeholder Relations Mr Steve Klose ceased employment on 17th January 2020. Service Agreements The Company has service contracts with each executive listed above. Each contract is for an unlimited term and can be terminated by either party by giving up to three months’ written notice (except for Mr Gérard Bosch, whereby either party must give four weeks written notice). The Company reserves the right to terminate the contract without notice in the event of misconduct or dishonesty. Each existing executive has agreed with the Company to be remunerated at a lesser rate due to disruption caused by the Covid-19 pandemic. The Company expresses significant gratitude to the executives for their cooperation in assisting towards the long term viability of Centrex. Page | 16 – 2020 Annual Report Remuneration of Key Management Personnel (KMP) (Consolidated) Details of the nature and amount of each major element of remuneration of each of the KMP are: Short-term Salary & fees STI cash bonus (1) Non-monetary benefits Annual leave (2) $ $ $ $ Directors Mr G Chrisp Executive Chairman Mr A J Parker (5) Non-exec Mr P Cox (6) Non-exec Mr D Klingberg (7) Non-exec Mr B Hammond Managing Director Mr J Hazel (8) & CEO Non-exec Mr K Poh (9) Non-exec Mr C Indermaur (10) Non-exec Total compensation: Directors Executives Mr A Watts GM Exploration Mr Gerard Bosch Mgr. Approvals Mr S Slesarewich (11) Mr M Terry (12) CEO CFO Mr S Klose (13) GM Projects Mr Gavin Bosch CFO Total compensation: executives Total compensation: KMP 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 45,305 49,500 18,911 - 14,866 - 43,990 98,550 - 298,171 15,188 60,750 25,979 64,058 32,715 73,052 196,954 644,081 245,608 260,500 159,088 183,600 219,740 83,792 121,531 235,749 158,524 255,307 - 52,298 904,491 1,071,246 1,101,445 1,715,327 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 4,328 (46,727) - - - - - - - - - - - - - - 4,328 (46,727) 5,068 5,068 4,880 5,194 - - - - 2.836 5,194 - - 12,784 15,456 12,784 19,784 (30,238) (23,757) 1,499 3,011 (2,760) 2,830 (21,523) 22,071 (22,895) 11.122 - (38,363) (75,917) (23,086) (75,917) (69,813) (1) STI represents the amount of the STI or bonus that will be paid to the executive for performance for the relevant financial year. (2) In accordance with the requirements of the Accounting Standards, remuneration includes the movement in accrued annual leave for the period. (3) In accordance with the requirements of the Accounting Standards, remuneration includes a proportion of the value of the equit y linked compensation determined as at the grant date and progressively expensed over the vesting period. The amount allocated as remuneration is not relative to or indicative of the actual benefit (if any) that the senior executives may ultimately realise should the e quity instruments vest. 2020 Annual Report - Page | 17 Super- annuation benefits Share-based payments (3) Termination Other long term benefits (4) Total Performance related Options / Rights related $ $ $ $ $ 4,304 4,702 1,797 - 1,412 - - - - 25,000 1,443 5,771 - - - - 8,956 35,743 20,623 24,747 15,113 17,442 20,875 1,461 11,545 20,021 15,060 24,254 - 4,968 83,216 92,893 - - - - - - - - - 34,656 - - - - - - - 34,656 11,584 16,826 11,584 16,826 47,604 17,382 29,584 42,171 7,276 16,826 - - 107,632 110,031 - - - - - - - - - - - - - - - - - - - - - - - - 57,692 - - - - - 57,692 - - - - - - - - - - 49,609 54,202 20,708 - 16,278 - 43,990 98,550 - (110,621) 204,807 - - - - - - - (110,621) (42,863) 9,397 6,449 2,935 - 296 - 871 - 8,373 - (61,108) (36,414) (39,236) 16,631 66,521 25,979 64,058 32,715 73,052 205,910 561,190 209,782 292,781 198,613 229,008 285,459 105,761 198,829 320,883 160,801 321,076 - (42,205) 1,053,484 1,227,304 92,172 107,632 57,692 (36,414) 1,259,394 % 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 % 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 16.9 0.0 0.0 0.0 0.0 0.0 0.0 5.5 5.7 5.8 7.3 16.7 16.4 14.9 13.1 4.5 5.2 0.0 0.0 128,366 (149,857) (4) Other long term benefits represents the movement in the senior executive’s long service leave entitlements measured as the present value of 1,788,494 144,687 - the estimated future cash outflows to be made in respect of the senior executive’s service between the respective reporting d ates. (5) Mr A John Parker was appointed as a director on 17th December 2019. (6) Mr Peter Cox was appointed as a director on 28th January 2020. (7) Mr David Klingberg resigned as Chairman on 2nd December 2019 and retired as a director on 17th December 2019. Page | 18 – 2020 Annual Report (8) Mr Jim Hazel retired as a director on 20th September 2019. (9) Mr Kiat Poh resigned as a director on7th November 2019. (10) Mr Chris Inermmaur resigned as a director on 28th January 2020. (11) Mr Simon Slesarewich’s employment with the Company ceased on 26th February 2020. (12) Mr Mark Terry’s employment with the Company ceased on 10th December 2019. (13) Mr Steve Klose’s employment with the Company ceased on 17th January 2020. 5. Remuneration Report – audited (continued) Consequences of performance on shareholder wealth Any variable components of the Company’s executives’ remuneration (the short and long term incentives) seek to encourage alignment of management performance and shareholders’ interests by linking remuneration to performance of the Company as a whole. Any award of any short term or long term incentive is always at the discretion of the Board which will also take into account the following indices when assessing performance, although the Board acknowledges that as an exploration company the use of such indices does not fully reflect Company performance. Profit / (loss) attributable to owners of the company Dividends paid (per share) Share price at 30 June Short Term Incentive – Cash Bonus 2020 2019 2018 2017 2016 (19,820,532) (1,384,316) (1,139,938) 488,828 (4,987,053) -- $0.03 - $0.11 - - $0.10 $0.06 - $0.06 Any STI Plan ordinarily involves the setting of key performance indicators (KPI) which must be achieved to be awarded the short term incentive (cash bonus). These relate to overall Company performance and individual performance set by the Board for the relevant period. During the period the Company set KPIs for the MD and CEO, linked to the achievement of Company performance hurdles. No performance bonus is payable for the reporting period. Long Term Incentive – Equity based Any LTI Plan is intended to reward efforts and results that promote long term growth in shareholder value. The KPI which must be achieved for the vesting of Company executives’ Performance Rights is the growth in the Company’s share price. The other component of the LTI Pan is the grant of Retention Rights. Retention Rights vest on the completion of a period of service with the Company. The purpose of granting Retention Rights is to retain executives who over the time of their employment accumulate significant intellectual property of value to the Company, and to ensure the continuity of that knowledge and in turn promote a stable and efficient executive team. Rights The Company did not issue any rights to directors and KMP during the year: 2020 Annual Report - Page | 19 6. Principal Activity The principal activity of the Group during the reporting year was exploration on the following areas: • Phosphate project development in Queensland; • Potash exploration in Western Australia; and • Base metals exploration in New South Wales. 7. Operating and Financial Review A review of the operations of the Group during the year and the results of those operations are as follows: The net profit / (loss) for the reporting year, after providing for income tax was: 2020 $ 2019 $ Net profit / (loss) after income tax (19,820,532) (1,384,316) The Group incurred expenditure of $1,352,302 (2019: $4,069,764) on mineral tenements during the year. Further details can be found in Note 6 to the financial statements. The ability of the Company to raise funds has been severely impacted by the COVID-19 situation. As a result, progress on projects and scheduling of works has been delayed. The Company has also taken other measures to conserve its cash position as a direct result of COVID-19 including reducing staff working hours and facilitating work from home arrangements. Further information on the Group’s operating activities can be found in the CEO’s Report. 8. Dividends No dividends were declared during the year. 9. Events subsequent to year end No material events occurred subsequent to the end of the financial year. Page | 20 – 2020 Annual Report 10. Likely Developments The mineral tenements with an interest held by the Group and available for mineral exploration have the following expenditure covenants to maintain exploration rights: Tenement Held by Ownership Covenant ($’000) Period Expiry New South Wales Goulburn EL7388 Archer EL7503 Western Australia Oxley A E70/3777 Oxley C E70/4318 Queensland Ardmore EPM 26551 Ardmore EPM 26568 Ardmore EPM 26841 Northern Territory EL 32082 EL 32091 (i) (ii) (iii) (iv) * LM(i) LM(i) 100% 100% 625* 50* Annual Annual 20th Aug 2023 7th Apr 2022 CPot(ii) CPot(ii) 100% 100% CPhos(iii) CPhos(iii) CPhos(iii) 100% 100% 100% CQld (iv) CQld (iv) 100% 100% 72 70 5 3 97 53 21 Annual Annual 29th Dec 2020 13th May 2022 Annual Annual Annual 24th Nov 2022 29th Jan 2023 29th Oct 2023 Annual Annual 22nd Aug 2025 22nd Aug 2025 Lachlan Metals Pty Ltd (“LM”) Centrex Potash Pty Ltd (“CPot”) Centrex Phosphate Pty Ltd (“CPhos”) Centrex QLD Exploration Pty Ltd (“CQld”) – tenements have been relinquished post 30th June 2020 The annual commitments for the New South Wales tenements are an estimate of the work program to which the Group has committed to undertake over the term of the licence. The Directors have assessed the status of all of the Group’s tenements and believe all tenements have sufficient remaining mineral potential to warrant continued exploration. It is noted however, that substantial advancement of the projects is subject to sufficient finance being raised and because sufficient funding has not yet been arranged the Company has taken up an impairment on its Ardmore, Oxley and Goulburn exploration assets on a fair value less cost to sell basis. 2020 Annual Report - Page | 21 11. Directors’ Interests in Shares, Options and Rights The relevant interest of each Director in the shares or options over such instruments issued by the Company and other related bodies corporate, as notified by the Directors to the Australian Stock Exchange in accordance with S205G(1) of the Corporations Act 2001, at the date of this report is as follows: Name Shares Retention Rights Performance Rights Number Price/Exp. Number Price/Exp. Dapop Pty Ltd(a company associated with Mr Graham Chrisp and Mr Jason Chrisp) 110,905,672 Dr A J Parker Mr Peter Cox Patna Properties Pty Ltd (a company associated with Mr David Klingberg AO)1 Mr Kiat Poh2 Candle Grove Pty Ltd (a company associated with Mr Jim Hazel)3 - - 2,042,810 2,618,880 246,985 Mr Chris Indermaur4 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1 Patna Properties Pty Ltd is a company associated with Mr David Klingberg AO who retired effective 17 December 2019. 2 Mr Kiat Poh resigned effective 7 November 2019. 3 Candle Grove Pty Ltd is a company associated with Mr Jim Hazel who retired 20 September 2019. 4 Mr Chris Indermaur resigned effective 28th January 2020. Other than transactions as detailed in Note 13 to the financial statements, no director has received or become entitled to receive, during or since the end of the reporting year, a benefit because of a contract made by the Group or a related body corporate with a director, a firm of which a director is a member or a Company in which a director has a substantial financial interest. 12. Share Rights Rights granted to Directors and Executives of the Group The Company did not grant any options or rights over shares since 30 June 2020. Details of rights granted during the year, in addition to rights vested, exercised or lapsed, are detailed in Note 13 to the financial statements. Unissued shares under rights At the date of this report the unissued ordinary shares of the Company under unlisted rights are as follows: Timing Amount paid on each share No. of unissued shares under rights No. of unissued shares at 30th Jun 2019 New rights issued during the 12 months ending 30th Jun 2019 Options / rights converted to shares during the period Expired options / rights during the period No. of unissued shares under unlisted rights at 30th Jun 2020 New rights issued since 30th Jun 2020 Options / rights converted to shares since 30th Jun 2020 Expired options / rights since 30th Jun 2020 No. of unissued shares under unlisted rights at report date Page | 22 – 2020 Annual Report - - - - - - - - - 5,775,906 - - (4,465,906) 1,310,000 - - (1,310,000) - 13. Indemnification and insurance of Directors and Officers Directors’ and Officers’ Liability Insurance has been secured to insure the Directors, officers and senior executives of the Group to the extent permitted by the Corporations Act 2001. The officers of the Company and the Group covered by the insurance policy include any person acting in the course of duties for the Company or the Group who is or was a Director, secretary or senior executive. The contract of insurance prohibits the disclosure of the nature of the insurance covered and the amount of the premium. The Company’s constitution provides that the Company indemnifies every person who is or has been an officer of the Company for any liability (other than for legal costs) incurred by that person as an officer of the Company and any subsidiary of the Company. The Company has entered into deeds of access, insurance and indemnity with the current Directors of the Company. The agreements indemnify the Directors to the extent permitted by law against certain liabilities and legal costs incurred by the Directors; require the Company to maintain and pay Directors’ and Officers’ Liability Insurance in respect of the Director; and provide the Director with access to board papers and other documents. 14. Environmental Regulation and Performance The Group is aware of its responsibility to impact as little as possible on the environment, and where there is any disturbance, to rehabilitate sites. During the period under review the majority of work carried out was on Ardmore Phosphate Rock Project in NW Queensland and the Group followed procedures and pursued objectives in line with requirements published by the relevant regulators including the Department of Environment and Science, the Department of Natural Resources, Mines and Energy and the Department of Aboriginal and Torres Strait Islander Partnerships. The requirements from the relevant government departments are quite detailed and encompass the impact on owners and land users, heritage, health and safety and proper restoration practices. The Group supports this approach and is confident that it properly monitors and adheres to these objectives, and any local conditions applicable. The Group and its partner companies have individuals with detailed job responsibilities in this area. The Board is not aware of any significant environmental breaches during the period covered by this report. 15. Non-audit services During the year KPMG, the Company’s auditor, has performed certain other services in addition to their statutory duties. The Board has considered the non-audit services provided during the year by the auditor and in accordance with written advice provided by resolution of the Audit and Risk Management Committee is satisfied that the provision of those non-audit services during the year by the auditor is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001 for the following reasons: • • all non-audit services were subject to the corporate governance procedures adopted by the Company and have been reviewed by the Audit and Risk Management Committee to ensure they do not impact the integrity and objectivity of the auditor; and the non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work, acting in a management or decision making capacity for the Company, acting as an advocate for the Company or jointly sharing risks and rewards. Details of the amounts paid or accrued to the auditor of the Company, KPMG, and its related practices for audit and non-audit services provided during the year are set out below. Audit Services Other services Auditors of the company - KPMG 2020 $ 46,575 11,321 57,896 2019 $ 56,407 28,541 84,948 2020 Annual Report - Page | 23 16. Rounding The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 dated 24 March 2016 and in accordance with that Financial Instrument, amounts in the consolidated financial statements and Directors’ Report have been rounded off to the nearest thousand dollars, unless otherwise stated. All currencies are in Australian dollars unless stated otherwise. 17. Lead Auditor’s Independence Declaration The Lead auditor’s independence declaration is set out on page 25 and forms part of the Directors’ Report for the financial year ended 30th June 2020. Signed in accordance with a Resolution of the Board of Directors: Mr Graham Chrisp Executive Chairman Dated at Adelaide this 30th day of September 2020. Page | 24 – 2020 Annual Report KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001 To the Directors of Centrex Metals Limited I declare that, to the best of my knowledge and belief, in relation to the audit of Centrex Metals Limited for the financial year ended 30 June 2020 there have been: i. no contraventions of the auditor independence requirements as set out in 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. KPMG Paul Cenko Partner Adelaide 30 September 2020 Consolidated Statement of Profit or Loss and Other Comprehensive Income For the Year ended 30th June 2020 Note 2020 $’000 2019 $’000 Other income Office and administration expenses Consultants and management expenses Directors' fees Employee benefit expenses Exploration expenditure written off Depreciation expense Reversal of previous land impairment Other expenses Results from operating activities Finance income Finance costs Net finance income Loss before income tax Income tax benefit Loss for the period Other comprehensive income Total comprehensive loss for the period Loss attributable to: Owners of the Company Loss for the period Earnings per share for loss attributable to the ordinary equity holders of the company: Basic earnings / (loss) per share Diluted earnings / (loss) per share 2 2 6 7 2 5 5 59 (388) (260) (197) (550) (18,466) (14) - (53) 43 (475) (425) (347) (1,020) - (20) 724 (99) (19,869) (1,619) 50 (2) 48 235 - 235 (19,821) (1,384) - (19,821) - (19,821) (19,821) (19,821) - (1,384) - (1,384) (1,384) (1,384) Cents per share Cents per share (6.28) (6.28) (0.44) (0.44) The Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction with the notes to the consolidated financial report. Page | 26 - 2020 Annual Report Consolidated Statement of Changes in Equity For the Year ended 30th June 2020 Contributed equity Share Option reserve Profit reserve Accumulated Losses Total $’000 $’000 $’000 $’000 $’000 Current Period Balance at 30th June 2019 Loss for the period Total Comprehensive Income for the Period Contributions from/to equity owners Share-based payment transactions Balance at 30th June 2020 Prior Period Balance at 30th June 2018 Loss for the period Total Comprehensive Income for the Period Contributions from/to equity owners Share-based payment transactions Balance at 30th June 2019 41,351 2,540 1,005 (12,484) (19,821) 32,412 (19,821) (19,821) (19,821) - - - - - 41,351 108 2,648 - - - - 21 41,351 124 2,540 - - - - - - 1,005 (32,305) - 108 12,699 41,330 2,416 1,005 (11,100) (1,384) 33,651 (1,384) (1,384) (1,384) 1,005 (12,484) - 145 32,412 The Consolidated Statement of Changes in Equity is to be read in conjunction with the notes to the consolidated financial report. 2020 Annual Report - Page | 27 Consolidated Statement of Financial Position As at 30th June 2020 Note As at 30th June 2020 $’000 Restated (1) 30 June 2019 $’000 Assets Cash and cash equivalents Term deposits Receivables and other assets Total Current Assets Deposits held as security Exploration and evaluation expenditure Plant and equipment Total Non-Current Assets 8 6 7 Total assets Liabilities Trade and other payables Employee benefits Total Current Liabilities Employee benefits Provision for rehabilitation Total Non-Current Liabilities Total Liabilities Net assets Equity Contributed equity Share option reserve Profit reserve Accumulated losses Total equity 437 1,377 187 2,001 323 10,674 12 11,009 13,010 72 78 150 11 151 162 312 12,699 41,351 2,648 1,005 (32,305) 12,699 1,268 4,015 136 5,419 350 27,787 23 28,160 33,579 850 199 1,049 19 99 118 1,167 32,412 41,351 2,540 1,005 (12,484) 32,412 (1) The prior period has been restated to show the effect of Plant & Equipment reclassification as detailed in Note 6. The Consolidated Statement of Financial Position is to be read in conjunction with the notes to the consolidated financial report. Page | 28 - 2020 Annual Report Consolidated Statement of Cash Flows For the Year ended 30th June 2020 Note 2020 $’000 Restated (1) 12 months ending 30 June 2019 $’000 Cash flows from operating activities Other income received Payments to suppliers and employees Research and development tax incentive received Net cash used in operating activities 16(b) Cash flows from investing activities Expenditure on mining tenements Interest received Acquisition of property plant and equipment 7 Proceeds on disposal of assets Other Cash transferred (to) / from term deposits Cash transferred (to) / from security deposits Net cash used in / (from) investing activities Cash flows from financing activities Net cash from financing activities Net increase / (decrease) in cash Cash at the beginning of the year Cash at the end of the year 50 (2,313) - (2,263) (1,302) 63 (3) 9 - 2,638 27 1,432 - (831) 1,268 437 12 (2,186) 116 (2,058) (8,258) 297 (15) 1,350 35 6,383 (160) (368) - (2,426) 3,694 1,268 (1) The prior period has been restated to show the effect of Plant & Equipment reclassification as detailed in Note 6. The consolidated statement of cash flows is to be read in conjunction with the notes to the consolidated financial report. 2020 Annual Report - Page | 29 Notes to the Consolidated Financial Statements For the Year ended 30th June 2020 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The Company’s registered office is located at Level 6, 44 Waymouth Street Adelaide, SA 5000. The consolidated financial report of the Company for the financial year ended 30th June 2020 comprises the Company and its subsidiaries (together referred to as the ‘Group’). The Group is a for profit entity and is primarily involved in minerals exploration and development in Australia. The financial report was authorised for issue by the directors on 30th September 2020. a) Statement of Compliance The financial report is a general purpose financial report, which has been prepared in accordance with Australian Accounting Standards (‘AASBs’) adopted by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001. The consolidated financial statements of the Group complies with International Financial Reporting Standards (‘IFRSs’) and interpretations adopted by the International Accounting Standards Board (‘IASB’). b) Going Concern The Group financial statements have been prepared on a going concern basis which contemplates the continuity of normal business activity and realisation of assets and the settlement of liabilities in the normal course of business. The Group has no debt obligations. The Group incurred a loss of $19.821 million, including impairment and write- off of exploration expenditure of $18.466 million related to exploration and evaluation and net cash outflows from operating and investment activities of $0.831 million, for the year ended 30 June 2020. At 30 June 2020, the Company holds current assets of $2.001 million, which includes cash and term deposits of $1.814 million. The Group’s principal objective is to create value through the discovery and development of mineral resources and as such it does not presently have a source of operating income. To support the planned level of exploration and project development activities of the business, including the continued development of the Ardmore project, the Group is reliant on funds from external sources over the next 12 months and in the future. The Directors have prepared a cash flow estimate for the twelve month period from the date of signing this financial report and Page | 30 – 2020 Annual Report identified a requirement to raise approximately $1.0 million to meet minimum ongoing operating commitments and expenditure required on the Ardmore Phosphate project in order for the Group to meet the obligation to commence extraction of at least 25,000 tonnes of Phosphate ore by 27 June 2021. Failure to commence the commercial extraction of minerals at a rate at which total production of the minerals extracted will exceed 25,000 tonnes per annum by 27 June 2021 will crystallise a further liability of $2.0 million payable under the terms of the purchase agreement of the Ardmore Phosphate project from Southern Cross Fertilisers Pty Ltd. The Group has commenced documentation for a Rights Issue with a targeted raising of approximately $2.8 million by the end of December 2020. In addition to the rights issue, the Group is negotiating terms for a Convertible Note from Australia New Zealand Resources Corporation Pty Ltd, a director related entity, which could provide the Group with a loan of up to $1.0 million. The convertible note will be subject to shareholder approval at this year’s Annual General Meeting. The Directors of Centrex are optimistic funds will be raised under one of the above alternatives and therefore are of the opinion that the Group is able to meet its obligations as they fall due for at least twelve month from the date of signing this financial report and that the going concern basis is appropriate in the circumstances. However, at the date of this report, as the Group has not yet finalised its planned Rights Issue and has not agreed the terms of the Convertible Note, which would also be subject to approval from the Group’s shareholders, and therefore these fund raising alternatives remain uncertain at this time. Should the Group not be successful in obtaining adequate funding from the sources noted above, there is a material uncertainty as to the ability of the Group to continue as a going concern and to realise its assets and extinguish its liabilities in the ordinary course of business. c) Basis of Measurement and Presentation The financial report is presented in Australian dollars, which is the Group’s functional currency. It has been prepared on the basis of historical cost and, except where stated, does not take into account changing money values or current valuations of non-current assets. Notes to the Consolidated Financial Statements (continued) d) Accounting estimates and judgements • Centrex QLD Exploration Pty Ltd (previously named The Group’s estimates and judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. Estimates and assumptions Income Tax – Note 1(j) Determination of future taxable profits requires estimates and assumptions as to future events and circumstances, in particular, whether successful development and commercial exploitation, or alternatively sale, of the respective area of interest will be achieved. At this point in time the Group has assumed there is insufficient probability of generating income and as such has not recognised a deferred tax asset in relation to the Group’s carried forward tax losses in excess of the value to offset its deferred tax liabilities. Exploration, evaluation and development expenditure – Note 1(k) Determining the recoverability of exploration, evaluation and development expenditure capitalised in accordance with the Group’s accounting policy (refer Note 1(k)), requires estimates and assumptions as to future events and circumstances in particular, whether successful development and commercial exploitation, or alternatively sale, of the respective areas of interest will be achieved. Important to this assessment are estimates and assumptions as to ore resources and reserves, the timing of expected cash flows, exchange rates, commodity prices and future capital requirements. Changes in these estimates and assumptions as new information about the presence or recoverability of an ore resource or reserve become available, may impact the assessment of the recoverable amount of exploration, evaluation and development expenditure. If, after having capitalised the expenditure under policy 1(k), a judgement is made that recovery of the expenditure is currently not able to be determined, an impairment loss is recorded in accordance with accounting policy 1(p). e) Principles of Consolidation Subsidiaries Subsidiaries are entities controlled by the Group. The consolidated financial statements of the Group include the financial statements of the Company, being the parent entity, and its wholly owned subsidiaries, from the date that control commences until the date control ceases: • DSO Development Pty Ltd • Flinders Pastoral Pty Ltd • Lachlan Metals Pty Ltd • Kimba Gap Iron Project Pty Ltd Port Spencer Holdings Pty Ltd) • South Australia Iron Ore Group Pty Ltd • Centrex Phosphate Pty Ltd (previously named Sturt Pastoral Pty Ltd) • Centrex Potash Pty Ltd • Centrex Zinc Pty Ltd f) Joint Arrangements Joint arrangements are those entities over whose activities the consolidated entity has joint control, established by contractual agreement. Jointly controlled operations and assets The interest of the consolidated entity in jointly controlled operations and jointly controlled assets are brought to account by recognising in its financial statements the assets it controls and the liabilities that it incurs, and the expenses it incurs and its share of income that it earns from the sale of goods or services produced by the joint arrangement. To the extent that the Company is being “free-carried” in the jointly controlled assets it will not reflect a share of such expenditure. The balances and effects of transactions between controlled entities included in the consolidated financial statements have been eliminated. g) Revenue Recognition Revenue and expenses are brought to account on an accrual basis. Interest income - Interest income is recognised as it accrues and is included in finance income. Gain or loss on disposal of interest in mineral tenements The Group recognises a gain or loss on disposal of interest in mineral tenements as the difference between the carrying amount of the asset at the time of the disposal and the proceeds of disposal, less any direct costs. This income is recognised when the risks and rewards of ownership have passed to the buyer. h) Government Grants Grants that compensate the Group for exploration and evaluation expenditure incurred are offset against the exploration and evaluation capitalised asset in the same period in which the capitalised expenditure is recognised. i) (i) Cash and Cash Equivalents and term deposits Cash and cash equivalents comprise cash balances and call deposits which can be readily accessed and have maturities of 90 days or less. 2020 Annual Report - Page | 31 Notes to the Consolidated Financial Statements (continued) (ii) Term deposits comprise cash deposits with maturities of more than 90 days. entity. The head entity within the tax consolidation group is Centrex Metals Limited. j) Income Tax k) Exploration, Evaluation and Development Income tax expense comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognised using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: recognition of assets or liabilities that affect neither accounting nor taxable profit, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Determination of future taxable profits requires estimates and assumptions as to future events and circumstances, in particular, whether successful development and commercial exploitation, or alternatively sale, of the respective area of interest will be achieved. This includes estimates and judgements about commodity prices, ore reserves, exchange rates, future capital requirements, future operational performance and the timing of estimated cash flows. Changes in these estimates and assumptions could impact on the amount and probability of estimated taxable profits and accordingly the recoverability of deferred tax assets. The company and its wholly owned Australian resident subsidiaries commenced being a tax consolidation group on 27th January 2005 and are therefore taxed as a single Page | 32 – 2020 Annual Report Expenditure Exploration for and evaluation of mineral resources is the search for mineral resources after the entity has obtained legal rights to explore in a specific area, as well as the determination of the technical feasibility and commercial viability of extracting the mineral resource. Accordingly, exploration and evaluation expenditures are those expenditures incurred by the Group in connection with the exploration for and evaluation of mineral resources before the technical feasibility and commercial viability of extracting mineral resources are demonstrable. Costs associated with exploration, evaluation and development expenditure will be accumulated in respect of each separate ‘area of interest’. An ‘area of interest’ is an individual geological area which is considered to constitute a favourable environment for the presence of a mineral deposit or has been proved to contain such a deposit. Expenditure incurred on activities that precede exploration and evaluation of mineral resources, including all expenditure incurred prior to securing legal rights to explore an area, is expensed as incurred. For each area of interest the expenditure is recognised as an exploration and evaluation asset where the following conditions are satisfied: (a) The rights to tenure of the area are current; and (b) At least one of the following conditions is also met: (i) The expenditure is expected to be recouped through successful development and commercial exploitation of an area of interest, or alternatively by its sale; or (ii) Exploration and evaluation activities in the area of interest have not, at reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise of ‘economically recoverable reserves’ and active and significant operations in, or in relation to, the area of interest are continuing. Economically recoverable reserves are the estimated quantity of product in an area of interest that can be expected to be profitably extracted, processed and sold under current and foreseeable conditions. Exploration and evaluation assets include: • Acquisition of rights to explore; • Topographical, geological, geochemical and geophysical studies; • Exploratory drilling, trenching, and sampling; and • Activities in relation to evaluating the technical feasibility and commercial viability of extracting the mineral resource. Notes to the Consolidated Financial Statements (continued) General and administrative costs are allocated to, and included in, the cost of exploration and evaluation assets only to the extent that those costs can be related directly to the operational activities in the area of interest to which the exploration and evaluation assets relate. In all other instances, these costs are expensed as incurred. During the time in which an area of interest qualifies for classification as an exploration and evaluation asset; any proceeds from the sale of material (derived for the purpose of evaluating its saleability) from that area of interest are offset against the expenditure incurred for that area of interest. Exploration and evaluation assets are classified as tangible or intangible according to the nature of the assets. Assets that are classified as tangible include: piping and pumps; and, vehicles and drilling equipment. Assets that are intangible include: acquired rights to explore and exploratory drilling costs. Exploration and evaluation assets are transferred to Development Assets once technical feasibility and commercial viability of an area of interest is demonstrable. Exploration and evaluation assets are assessed for impairment, and any impairment loss is recognised, prior to being reclassified. Exploration and evaluation assets are assessed for impairment annually if (i) sufficient data exists to determine technical feasibility and commercial viability, and (ii) facts and circumstances suggest that the carrying amount exceeds the recoverable amount (see impairment accounting policy). For the purposes of impairment testing, exploration and evaluation assets are allocated to cash-generating units to which the exploration activity relates. The cash generating unit shall not be larger than the area of interest. l) Provisions A provision is recognised in the consolidated statement of financial position when the Group has a present legal or constructive obligation that can be measured reliably as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. 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. m) Provisions for Restoration and Rehabilitation A provision is recognised for the estimated cost of rehabilitation, decommissioning and restoration relating to areas disturbed during the construction of the Ardmore Trial Mine up to reporting date but not yet rehabilitated. The provision is based on current cost estimates and has been determined on a discounted basis. As the provision represents the discounted value of the present obligation, using a pre-tax rate that reflects current market assessments and the risks specific to the liability, the increase in value of the provision due to the passage of time will be recognised as a borrowing cost in the profit and loss statement in future periods. The provision is recognised as a non-current liability (in line with the expected timescales for the work to be performed) with a corresponding asset taken to account and amortised over the life of the trial mine. At each reporting date the rehabilitation liability is reviewed and re-measured in line with changes in discount rates and timing and the amounts of the costs to be incurred based on the area of disturbance at reporting date. Changes in the liability relating to the re-assessment of rehabilitation estimates are added to or deducted from the related asset. n) Property, Plant and Equipment Property, plant and equipment is brought to account at cost, less where applicable any accumulated depreciation and impairment losses. The carrying amount of property, plant and equipment is reviewed annually by the Directors to ensure it is not in excess of the recoverable amount of those assets (refer Note 1(p)). The gain or loss on disposal of fixed assets is determined as the difference between the carrying amount of the asset at the time of disposal and the proceeds of disposal, and is included in operating profit before income tax in the year of disposal. The depreciable amount of all fixed assets is depreciated over their useful lives commencing from the date the assets are held ready for use. o) Depreciation With the exception of exploration, evaluation and development expenditure, depreciation is charged to profit or loss on a straight-line basis over the estimated useful lives of each part of an item of plant and equipment. Following the re-classification of Exploration and evaluation assets as development assets, they are depreciated on a unit of production basis over the life of the economically recoverable reserves, once production commences. Land is not depreciated. The estimated useful lives of plant and equipment in the current and comparative periods are as follows: Motor vehicles Fixtures and fittings Other plant and equipment Buildings 3-5 years 3-5 years 3-5 years 50 years 2020 Annual Report - Page | 33 Notes to the Consolidated Financial Statements (continued) p) Impairment The carrying amounts of the Group’s non-financial assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are charged to profit or loss, unless an asset has previously been revalued, in which case the impairment loss is recognised as a reversal to the extent of that previous revaluation with any excess recognised through profit or loss. Impairment losses recognised in respect of cash- generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units (group of units) and then, to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis. The recoverable amount of other assets is the greater of their fair value less costs to sell and value in use. 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. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Impairment losses are reversed when there is an indication that the impairment loss may no longer exist and there has been a change in the estimate used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. q) Goods and Services Tax Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to the Australian Taxation Office (ATO), is included as a current asset or liability in the consolidated statement of financial position. Cash flows are presented in the cash flow statement on a gross basis. The GST component of cash flows arising from investing and financing activities which are Page | 34 – 2020 Annual Report recoverable or payable to the ATO, are disclosed as operating cash flows. r) Payables Liabilities are recognised for amounts to be paid in the future for goods or services received. Trade accounts payable are normally settled within 60 days. s) Share capital Transaction costs of an equity transaction are accounted for as a deduction from equity, net of any related income tax benefit. t) Employee benefits Short-term employee benefits Short-term employee benefits are expensed as the related service is provided. A liability is recognised for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. Long-term service benefits The Group’s net obligation in respect of long-term service benefits, is the amount of future benefit that employees have earned in return for their service in the current and prior periods. The obligation is calculated using expected future increases in wage and salary rates including related on-costs and expected settlement dates, and is discounted using the rates attached to the corporate bonds at the balance sheet date which have maturity dates approximating to the terms of the Group’s obligations. Remeasurements are recognised in profit or loss in the period in which they arise. Defined contribution superannuation funds Obligations for contributions to defined contribution superannuation funds are recognised as an expense in the profit or loss as incurred. Wages, salaries, annual leave and non-monetary benefits Liabilities for employee benefits for wages, salaries, and annual leave that are expected to be settled within 12 months of the reporting date represent present obligations resulting from employees’ services provided to reporting date and are calculated at undiscounted amounts based on remuneration wage and salary rates that the Group expects to pay as at the reporting date including related on-costs, such as workers compensation insurance and payroll tax. Non- accumulating non-monetary benefits, such as housing and cars, are expensed based on the net marginal cost to the Group as the benefits are taken by the employees. Notes to the Consolidated Financial Statements (continued) Termination benefits w) Earnings per share Termination benefits are recognised as an expense when the Group is demonstrably committed, without realistic probability of withdrawal, to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognised as an expense if the Group has made an offer of voluntary redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shares of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise any convertible notes, share options, and rights granted to employees. u) Share and option compensation x) New standards and interpretations Where shares or share options are issued to employees or directors as remuneration for past services, the fair value of options granted is recognised as an employee expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled to the options. Unless otherwise stated, the fair value of the options granted is measured using an option- pricing model, taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is adjusted to reflect the actual number of share options that vest except for those that fail to vest due to market conditions or vesting conditions not being met. The fair value of the employee share options and rights is measured using the Black-Scholes formula. Measurement inputs include the share price on measurement date, the exercise price of the instrument, expected volatility based on the Company’s historic volatility, particularly over the period commensurate with the expected term and the risk free interest rate. Service and non-market performance conditions attached to the transactions are not taken into account in determining fair value. v) Segmental reporting The Group determines and presents operating segments based on the information that internally is provided to the Board, collectively the Group’s chief operating decision makers. The Board receives information internally based on the geographical location of the Group’s assets. It has been determined that as all of the assets are in one country (Australia) and operations relate predominantly to mining exploration, it is appropriate to have one operating segment. A number of new standards are effective for annual periods beginning after 1 July 2020 and earlier application is permitted. However, the Company has not early adopted the new or amended standards in preparing these consolidated financial statements and they are not expected to have a material effect on the Company’s financial statements. y) Impact of COVID-19 pandemic The full impact of the COVID-19 pandemic continues to evolve at the date of this report. Management is actively monitoring the global situation and its impact on the Group's financial condition, liquidity, operations, suppliers and industry. Given the daily evolution of the COVID-19 outbreak and the scale and potential duration of the pandemic and its market consequences, the Board has considered it prudent to protect its valuable staff and assets by taking action to preserve cash to enable the Company to be able to act strongly and quickly once the Company raises sufficient finance for its projects. The ability to raise finance to progress the Company’s projects has been severely hampered by the COVID-19 situation. As a result, substantive works for each project are planned only on the basis of raising additional funding. 2020 Annual Report - Page | 35 Notes to the Consolidated Financial Statements (continued) 2. PROFIT FROM CONTINUING OPERATIONS Finance Income Interest income on bank accounts including term deposits Other income Gain on asset disposals Cash flow boost Other Employee Benefit Expenses Wages and salaries Contributions to defined contribution superannuation funds Employee liability movements Equity settled share-based payment transactions Other employee costs 3. AUDITOR’S REMUNERATION Audit Services Other services – employment advice Other services – tenement expenditure audit Other services – taxation advice Auditors of the company - KPMG 2020 $’000 2019 $’000 50 50 9 50 - 59 214 94 76 108 58 550 235 235 - - 43 43 412 150 151 145 162 1,020 2020 $ 46,575 6,663 4,658 - 57,896 2019 $ 56,407 - - 28,541 84,948 Page | 36 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) 4. TAXATION The consolidated entity is not recognising a deferred tax asset to the extent that it exceeds the total of deferred tax liabilities. Details of the current and deferred income tax expense is shown below: 2020 $’000 2019 $’000 Current income tax expense / (benefit) Current period Total income tax expense / (benefit) Deferred Tax assets (DTA) and Deferred Tax liabilities (DTL) Property, plant and equipment Provisions and accrued expenses Exploration and evaluation assets Interest receivable Net DTL Tax losses recognised to the extent of the DTL Reconciliation of effective tax rate Loss for the year Total income tax benefit Loss excluding income tax Prima facie income tax benefit calculated at 27.5% (2019: 27.5%) Non-deductible expenses Tax losses not recognised Total income tax benefit Unrecognised tax losses at 27.5% (2019: 27.5%) - - (30) 69 (1,237) - (1,198) 1,198 (19,821) - (19,821) (5,451) 31 5,420 - 8,110 - - (7) 99 (4,674) (4) (4,586) 4,586 (1,384) - (1,384) (381) 41 340 - 2,674 2020 Annual Report - Page | 37 Notes to the Consolidated Financial Statements (continued) 5. EARNINGS PER SHARE Basic earnings per share The calculation of basic earnings per share at 30th June 2020 was based on the loss attributable to ordinary shareholders of $19.821 million (2019: loss of $1.384 million) and a weighted average number of ordinary shares outstanding during the financial year ended 30th June 2020 of 315,685,357 (2019: 315,656,754). Loss attributable to ordinary shareholders Loss for the period Loss attributable to ordinary shareholders 2020 $’000 2019 $’000 (19,821) (1,384) (19,821) Number of Shares (1,384) Number of Shares Weighted average number of ordinary shares Issued ordinary shares at beginning of year Weighted average number of ordinary shares at year end Earnings per share for continuing and discontinued operations Basic earnings / (loss) – cents per share Diluted earnings / (loss) – cents per share 315,685,357 315,685,357 315,505,357 315,656,754 (6.28) (6.28) (0.44) (0.44) Options or rights on issue are considered to be potential shares and are therefore excluded from the weighted average number of ordinary shares used in the calculation of basic earnings per share. The dilutive earnings per share at 30 June 2020 is the same as basic earnings per share. In accordance with AASB 133 Earnings per share, as the potential ordinary shares would result in a decrease in the earnings per share, no dilutive effect has been taken into account. For the year ended 30th June 2020 the weighted average number of ordinary shares outstanding during the financial year after adjustment for the effects of all dilutive potential ordinary shares was 315,685,357 (2019: 315,656,754). 6. EXPLORATION AND EVALUATION EXPENDITURE Tenements The exploration and evaluation expenditure assets comprise of exploration expenditure incurred since acquiring the exploration licenses. The expenditure is capitalised on a tenement by tenement (“area of interest”) basis. The recoverability of the carrying amounts of exploration and evaluation assets is dependent on the successful development and commercial exploitation or sale of the respective area of interest. The Company has assessed the exploration and evaluation assets for impairment and has decided to include an impairment loss for the period ending 30 June 2020 of $13.2m. The impairment loss is in addition to $5,252 thousand of exploration and evaluation assets written off that related to tenements relinquished. The total exploration and evaluation assets written off during the year was $18,466 thousand. Restated* Cumulative Expenditure to 30th Jun 19 Expenditure 12 months to 30th Jun 20 Tenements relinquished to 30th Jun 20 Tenements impaired to 30th Jun 20 Cumulative Expenditure to 30th Jun 20 $’000 $’000 $’000 $’000 $’000 19,113 16 2,083 6,575 27,787 1,176 5 53 119 1,353 - (7) - (5,245) (5,252) (9,629) 10,660 - (2,136) (1,449) (13,214) 14 - - 10,674 Ardmore Phosphate Northern Territory Phosphate Goulburn Zinc Oxley Potassium Nitrate Total * The company has changed the classification of the trial plant from Plant and Equipment to tangible E&E expenditure as it mo re clearly represents the direct and integral nature of this modular plant to the Ardmore project. Page | 38 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) The impact of this reclassification for the 30th June 2019 comparative balance sheet was to move $4,162 thousand of Plant and Equipment directly related to the trial plant to tangible E&E assets. In addition, in the statement of cash flows for the 12 months ending 30 June 2019, $4,063 thousand was reclassified from acquisition of plant and equipment to expenditure on mining tenements. Impairment The ability to raise finance to progress the Company’s projects has been severely hampered by the COVID-19 situation. As a result, substantive works for each project are planned only on the basis of raising additional funding. For both the Goulburn Zinc and Oxley Potassium Nitrate exploration and evaluation assets, whilst investigative works continue, unless sufficient funds are raised there are no substantive works planned nor budgeted for these tenements. On this basis, the Company has chosen to impair these assets to $0 for the year ended 30 June 2020 on a fair value less cost to sell basis. In relation to the Ardmore Phosphate exploration and evaluation asset an assessment was undertaken to estimate the recoverable amount on a fair value less costs of disposal basis. The fair value relies on level 3 inputs, utilising a market valuation approach based on the best information available to estimate an amount that could be obtained by reference to recent transactions involving similar assets within the same industry. A mid-range valuation of P2O5 per tonne was established and applied to the total measured and indicated resource. After allowance for a royalty applicable to Ardmore, the cost of tangible plant & equipment and costs to sell, a fair value of $10.660 million was determined. Cumulative Capitalised Expenditure to 30th June 2020 Ardmore Phosphate 1 Northern Territory Phosphate Cumulative capitalised expenditure 30 Jun 2020 Tangible $’000 Intangible $’000 4,074 - 4,074 6,586 14 6,600 Total $’000 10,660 14 10,674 1. Total cumulative capitalised expenditure includes an asset retirement cost of $0.15 million Cumulative Capitalised Expenditure to 30th June 2019 Ardmore Phosphate Northern Territory Phosphate Goulburn Zinc Oxley Potassium Nitrate Tangible $’000 4,162 - - - Cumulative capitalised expenditure 30 Jun 2019 4,162 Intangible $’000 Total $’000 14,951 16 2,083 6,575 23,625 19,113 16 2,083 6,575 27,787 2020 Annual Report - Page | 39 Notes to the Consolidated Financial Statements (continued) 7. LAND AND BUILDINGS, PLANT AND EQUIPMENT Land and buildings At cost Add prior period impairment reversal Less accumulated depreciation Less disposals Total land and buildings Plant and Equipment At cost Less accumulated depreciation Total plant and equipment Movements in carrying amounts 2020 $’000 Restated 2019 $’000 14 - (14) - - 420 (408) 12 628 724 (2) (1,350) - 420 (397) 23 Restated Opening carrying amount 1 Jul 2019 (1) Additions Disposals Accumulated depreciation reversal Depreciation Closing carrying amount 30 Jun 2020 Plant & Equipment Restated Total $’000 $’000 23 3 (2) 2 (14) 12 23 3 (2) 2 (14) 12 (1) The opening balances have been restated to show the effect of Plant & Equipment reclassification as detailed in Note 6. 8. FINANCIAL GUARANTEES Deposits held as security Deposits held as security Guarantee facility Guarantee facility – available Guarantee facility – undrawn Guarantee facility – drawn 2020 $’000 2019 $’000 323 350 (27) 323 350 350 - 350 The Company has a cash-backed bank guarantee facility in place up to a value of $350 thousand. At 30 June the facility was drawn to $323 thousand. The amounts drawn under the facility relate to ML5542 (QLD). Page | 40 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) 9. CAPITAL AND RESERVES Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholder meetings. In the event of winding up of the Company, ordinary shareholders rank after creditors and are fully entitled to any proceeds of liquidation. The Company does not have authorised capital or par value in respect of its issued shares. Issued ordinary shares Issued ordinary shares at the beginning of the period Ordinary shares issued during the period Issued ordinary shares at the end of the period 2020 2019 315,685,357 - 315,685,357 315,505,357 180,000 315,685,357 10. OPTIONS AND RIGHTS Options There were no options outstanding at either 30th June 2020 or 30th June 2019. Rights The following share rights were outstanding as at 30th June 2020: 2017 Performance Rights 2019 Performance Rights 2019 Performance Rights 2019 Retention Rights As at 30th June 2020 Expiry date Vesting date Share Price Required to Vest: 22/10/2019 22/09/2019 $0.15 26/09/2020 26/08/2020 $0.17 02/05/2021 02/04/2021 $0.17 02/05/2021 02/04/2021 $0.00 Rights on issue at start of year 2,685,906 1,590,000 750,000 750,000 Rights issued during the year Rights exercised during the year - - - - - - - - Rights cancelled or lapsed (2,685,906) Rights on issue at end of year - (280,000) 1,310,0001 (750,000) - (750,000) - 1. 1,310,000 performance rights expired subsequent to reporting date. 2020 Annual Report - Page | 41 Notes to the Consolidated Financial Statements (continued) The following share rights were outstanding as at 30th June 2019: Expiry date Vesting date Share Price Required to Vest: Rights on issue at start of year Rights issued during the year Rights exercised during the year 2017 Retention Rights 2017 Performance Rights As at 30th June 2019 2019 2019 Performance Sign-on Rights Rights 2019 Performance Rights 2019 Retention Rights 22/10/2019 22/10/2019 27/08/2018 26/09/2020 02/05/2021 02/05/2021 22/09/2017 22/09/2017 27/08/2018 26/08/2020 02/04/2021 02/04/2021 $0.00 $0.15 $0.00 $0.17 $0.17 $0.00 357,143 3,805,034 - - - - - - - - 180,0001 2,247,0701 750,0002 750,0002 (180,000) - (657,070) - - - - 1,590,000 750,000 750,000 Rights cancelled or lapsed (357,143) (1,119,128) Rights on issue at end of year - 2,685,906 - - 11. FINANCIAL INSTRUMENTS AND RISK EXPOSURES (a) Financial risk management objectives The Group does not enter into or trade financial instruments, for speculative purposes. As at 30th June 2020 the Group has no exposure to exchange rate risk and has no derivative exposures to commodity prices. (b) Interest rate risk exposure The Group has exposure to future interest rates on investments in fixed and variable-rate deposits. As at 30th June 2020 the Group had $2.137 million invested in such deposits (2019: $5.633 million). The Group does not use derivatives to mitigate these exposures. Sensitivity Analysis The Group does not account for any financial assets and liabilities at fair value through profit and loss and does not use interest rate derivatives. For the year ending 30th June 2020, a 1 percent increase in the effective interest rate would have resulted in an increase in profit of $0.032 million (2019: $0.093 million). (c) Credit risk exposures The Group has no significant concentrations of credit risk. As at 30th June 2020 the Group had receivables of $0.048 million (2019: $0.069 million). The Group does not have significant credit exposure to outstanding receivables or investments due to the present nature of its operations. There have been no historical impairment losses. Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less. (d) Capital management The Board seeks to maintain a strong capital base sufficient to maintain the future development of the Group’s business. The Board closely monitors the Group’s level of capital so as to ensure it is appropriate for the Group’s planned level of activities. There were no changes to the Group’s approach to capital management during the year. Neither the Company nor its wholly owned subsidiaries are exposed to any externally imposed capital requirements. Page | 42 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) (e) Liquidity Risk Management The Group manages liquidity risk by maintaining adequate cash reserves and by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. The following are both the expected payments and contractual maturities, including estimated interest payments: Carrying amount – trade and other payables Contractual cash flows 12 months or less (f) Net fair values of financial assets and liabilities 2020 $’000 72 (72) (72) 2019 $’000 850 (850) (850) Net fair values of financial assets and liabilities not readily traded in an organised financial market are determined by valuing them at the present value of contractual future cash flows on amounts due from customers (reduced for expected credit losses) or due to suppliers. Cash flows are discounted using standard valuation techniques at the applicable market yield having regard to the timing of the cash flows. The carrying amounts of bank term deposits, trade debtors, other debtors and accounts payable approximate net fair value. The financial assets and financial liabilities included in assets and liabilities approximate their net fair values. Cash assets are readily traded on organised markets in a standardised form. All other financial assets and liabilities are not readily traded on organised markets in a standardised form. 12. LEASES Operating lease rentals are payable/receivable as follows: Payable to third parties Less than one year Between one and five years More than five years Expensed during the year 2020 $’000 2019 $’000 - - - 57 92 - - 76 Operating lease rentals relate to corporate and site offices and accommodation. At the end of the reporting period, the Company had an operating lease relating to its Corporate office. The lease terminated at the end of February 2020. From March 2020, the lease reverted to a rolling monthly arrangement which may be terminated by either the Company or the lessor by giving 30 days’ notice. The lease amount payable per month is $2.5 thousand. 13. RELATED PARTIES The key management personnel compensation is as follows: Short-term employee benefits Other long-term benefits Termination benefits Executive share options benefits Employee benefits 2020 $’000 2019 $’000 1,038 55 58 108 1,259 1,665 (22) - 145 1,788 2020 Annual Report - Page | 43 Notes to the Consolidated Financial Statements (continued) Individual director and executive compensation disclosures Information regarding key management personnel compensation is provided in the Remuneration Report in section 5 of the Directors’ Report. No director has entered into a material contract with the company since the end of the previous financial year and there were no material contracts involving Directors’ interests existing at year-end. Key Management Personnel Holding of Shares: The movement during the reporting period in the number of ordinary shares in Centrex Metals Limited held, directly, indirectly or beneficially, by each key management person, including their related parties, is as follows: Opening Balance Number Purchased Issued on Vesting Ceased as KMP Number Sold Closing Balance Dapop Pty Ltd Dr A J Parker Mr Peter Cox Patna Properties Pty Ltd Mr Kiat Poh (ii) (iii) Candle Grove Pty Ltd (iv) Mr Chris Indermaur (v) Mr Alastair Watts Mr Gerard Bosch Mr Simon Slesarewich (vi) Mr Mark Terry (vii) Mr Steve Klose (viii) Mr Ben Hammond (ix) Mr Gavin Bosch (x) 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019 110,905,672 110,905,672 - - - - 2,042,810 2,042,810 2,618,880 2,618,880 866,155 866,155 - - 487,711 487,711 - - - - 180,000 - - - N/A 481,316 N/A 1,150,526 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 180,000 - - - - - - - - - - - - (2,042,810) - (2,618,880) - (866,155) - - - - - - - - - (180,000) - - - (481,316) - (1,150,526) - - - - - - - - - - - - - - 487,711 - - - - - - - - - - - - - 110,905,672 110,905,672 - - - - N/A 2,042,810 N/A 2,618,880 N/A 866,155 N/A - - 487,711 - - N/A - N/A 180,000 N/A - N/A N/A N/A N/A Dapop Pty Ltd is an entity associated with Mr Graham Chrisp, Mr Jason Chrisp and Mr Ben Chrisp. Patna Properties Pty Ltd is a company associated with Mr David Klingberg AO who retired effective 17 December 2019. Candle Grove Pty Ltd is a company associated with Mr Jim Hazel who retired 20 September 2019. Mr Chris Indermaur resigned effective 28th January 2020. (i) (ii) (iii) Mr Kiat Poh resigned effective 7 November 2019. (iv) (v) (vi) Mr Simon Slesarewich ceased employment with the Company effective 26 February 2020. (vii) Mr Mark Terry ceased employment with the Company effective 10 December 2019. (viii) Mr Steve Klose resigned from the Company effective 17 January 2020. (ix) Mr Ben Hammond resigned from the Company effective 30 April 2019. (x) Mr Gavin Bosch resigned from the Company effective 30 September 2018. Page | 44 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) Key Management Personnel Holding of Options & Rights: The movement during the reporting period in the number of options and rights over ordinary shares in the Company held, directly, indirectly or beneficially, by each key management person, including their related parties, is as follows: 30th June 2020 Holding at 30th Jun 19 Issued Exercised (E) or Lapsed (L) Holding at 30th Jun 20 2017 Performance Rights Expiring: 22/10/19; Share hurdle: $0.15 Mr Alastair Watts Mr Steve Klose Mr Gerard Bosch 2019 Performance Rights Expiring: 26/09/20; Share hurdle: $0.17 Mr Mark Terry * Mr Alastair Watts Mr Steve Klose Mr Gerard Bosch Expiring: 02/05/21; Share hurdle: $0.17 Mr Simon Slesarewich 2019 Retention Rights Expiring: 02/05/21; Share hurdle: $0.00 Mr Simon Slesarewich Total 895,302 895,302 895,302 750,000 280,000 280,000 280,000 750,000 750,000 5,775,906 - - - - - - - - - - (895,302) L (895,302) L (895,302) L - - (280,000) L - - - 750,000 280,000 - - 280,000 (750,000) L (750,000) L (4,465,906) - - 1,310,000 * Mr Terry was made redundant during the period and under the terms upon which the 2019 performance rights were issued, the rights did not lapse upon termination of employment. 30th June 2019 Holding at 30th Jun 18 Issued Exercised (E) or Lapsed (L) Holding at 30th Jun 19 2017 Retention Rights Expiring: 22/10/19; Share hurdle: Mr Ben Hammond1 $0.00 2017 Performance Rights Expiring: 22/10/19; Share hurdle: $0.15 Mr Ben Hammond Mr Alastair Watts Mr Steve Klose Mr Gerard Bosch 2019 Sign-On Rights Expiring: 27/08/18; Share hurdle: $0.00 Mr Mark Terry 2019 Performance Rights Expiring: 26/09/20; Share hurdle: Mr Ben Hammond1 $0.17 Mr Mark Terry Mr Alastair Watts Mr Steve Klose 357,143 1,119,128 895,302 895,302 895,302 - - - - - (357,143) L (1,119,128) L - - - - - - - - 180,000 (180,000) E 657,070 750,000 280,000 280,000 (657,070) L - - - - - 895,302 895,302 895,302 - - 750,000 280,000 280,000 2020 Annual Report - Page | 45 Notes to the Consolidated Financial Statements (continued) Mr Gerard Bosch Expiring: 02/05/21; Share hurdle: $0.17 Mr Simon Slesarewich 2019 Retention Rights Expiring: 02/05/21; Share hurdle: $0.00 Mr Simon Slesarewich Total - - - 4,162,177 280,000 750,000 750,000 3,927,070 - - - (2,313,341) 280,000 750,000 750,000 5,775,906 No other options or rights were granted to key personnel during the reporting period as compensation. 14. CONTINGENT ASSETS On 22nd March 2018 the Group executed agreements to sell the Wilgerup iron ore project and Kimba Gap iron ore project to SIMEC Mining (formerly Arrium Mining) which is a business of OneSteel Manufacturing Pty Ltd (“OMPL”). OMPL will pay royalty streams to Centrex upon commencement of mining at each project. The royalties are capped to a value of A$ 5 million for each project. The per tonne royalty rates and the royalty caps are both indexed annually to CPI (from 2018). If OMPL has not committed to mining either of the projects by the 10th anniversary of the executed agreement the relevant project will be returned at Centrex’s election. 15. COMMITMENTS AND CONTINGENT LIABILITIES Minimum exploration tenement expenditures In order to maintain its right of renewal of tenements (reviewed on a regular basis), the Group is required to meet exploration expenditures as defined at the time of the granting of the tenements. The tenement commitments are listed in detail in Section 10 of the Directors’ Report. A summary of these commitments is as follows: Ardmore (QLD) - Phosphate Tenements with annual commitments Goulburn (NSW) – Zinc Tenements with annual commitments Oxley (WA) – Potassium Nitrate Tenements with annual commitments 2020 $’000 2019 $’000 105 675* 142 247 645* 469 * The annual commitments for the New South Wales tenements are an estimate of the work program to which the Group has committed to undertake over the term of the licence. Other commitments At 30th June 2020 the Group had no other commitments (2019: 0.061 million relating to construction of the Ardmore Phosphate Rock processing facility for the start-up phase of the project) payable within one year. Contingent Liability On 2nd February 2017 the Group executed agreements to purchase the Ardmore phosphate rock project from Southern Cross Fertilisers Pty Ltd (“SCF”), a wholly owned subsidiary of Incitec Pivot Limited. Under the terms of the agreements SCF retain an interest in the project via a 3% gross revenue royalty secured by a registered mortgage over the mining lease (ML 5542). The first ranking security over ML 5542 also secures other monetary and non- monetary obligations associated with the agreements including: • SCF is entitled to receive 50% of the residual profit of a sale of in excess of a 70% interest in ML 5542 if the transaction takes place within four years from completion (27th June 2017). In such case SCF will forego its 3% gross revenue royalty. Page | 46 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) • The Group must pay to SCF a $2 million annual agreement extension fee at the beginning of each year from 27th June 2021 if it has not commenced Mining as defined in the agreements. • SCF have the right to require ML 5542 be returned to them under certain Breach Events as defined in the transaction agreements with consideration payable to the Group being the lesser of tenement costs incurred by the Group, including acquisition costs, and market value. 16. NOTES TO THE STATEMENT OF CASH FLOWS (a) Reconciliation of Cash For the purpose of the Consolidated Statement of Cash Flows, cash includes cash on hand and at bank, net of outstanding bank overdrafts. Cash at the end of the financial year, as shown in the Consolidated Statement of Cash Flows, is reconciled to the related items in the Consolidated Statement of Financial Position as follows: NOTE 2020 $’000 2019 $’000 Cash and cash equivalents 437 1,268 (b) Reconciliation of cash flows from operating activities Loss after income tax Interest income Depreciation Reversal of previous year land impairment Share options valuation Exploration expenditure written off and other JV asset impairments Profit on disposal of plant and equipment Other (Increase) in debtors Increase / (decrease) in provisions (Increase) / decrease in tax refund Increase / (decrease) in payables Net cash used in operating activities 2020 $’000 2019 $’000 (19,821) (1,384) (50) 14 - 108 18,466 (9) 1 (48) (119) - (805) (2,263) (235) 20 (724) 145 - - (42) (45) - 116 91 (2,058) 17. PARTICULARS IN RELATION TO CONTROLLED ENTITIES The Company holds 100% interest in the following controlled subsidiaries: • • South Australian Iron Ore Group Pty Ltd; • DSO Development Pty Ltd; Flinders Pastoral Pty Ltd; • Lachlan Metals Pty Ltd; • Centrex Phosphate Pty Ltd (previously named • Kimba Gap Iron Project Pty Ltd; Sturt Pastoral Pty Ltd); • Centrex QLD Exploration Pty Ltd (previously named Port Spencer Holdings Pty Ltd); • Centrex Potash Pty Ltd; and • Centrex Zinc Pty Ltd. 2020 Annual Report - Page | 47 Notes to the Consolidated Financial Statements (continued) 18. SEGMENT REPORTING The Group operates in one business segment; mineral exploration and one geographical segment; Australia. 19. PARENT ENTITY DISCLOSURES As at, and throughout the year the parent company of the Group was Centrex Metals Limited. Result of the parent entity Profit / (Loss) for the period Other comprehensive income Total comprehensive income / (loss) for the period Financial position of the parent entity Current assets Total assets Current liabilities Total liabilities Net assets Equity of the parent entity Contributed equity Share options issues Accumulated losses Total equity Company 2020 $’000 2019 $’000 (1,355) - (1,355) 2,324 2,336 301 312 2,024 41,351 2,647 (41,974) 2,024 (1,428) - (1,428) 5,768 13,395 1,148 1,167 12,228 41,351 2,540 (31,663) 12,228 Commitments and contingent liabilities of the parent entity The commitments and contingent liabilities of the parent entity are the same as those identified at note 15. 20. EVENTS SUBSEQUENT TO BALANCE DATE There were no material events that occurred subsequent to the end of the financial year. Page | 48 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) Directors’ Declaration In the opinion of the Directors of Centrex Metals Limited (‘the Company’): 1 (a) the consolidated financial statements and notes set out on pages 26 to 48, and the Remuneration report in the Directors' Report, are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group’s financial position as at 30th June 2020 and of its performance, for the financial year ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. The Directors have been given the declarations by the Executive Chairman for the financial year ended 30th June 2020 pursuant to Section 295A of the Corporations Act 2001. The Directors draw attention to Note 1(a) of the financial statements, which includes a statement of compliance with International Financial Reporting Standards. 2 3 Signed in accordance with a Resolution of the Board of Directors: Mr Graham Chrisp Dated at Adelaide this 30th day of September 2020 2020 Annual Report - Page | 49 KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. Independent Auditor’s Report To the Shareholders of Centrex Metals Limited Report on the audit of the Financial Report Opinion We have audited the Financial Report of Centrex Metals Limited (the Company). In our opinion, the accompanying Financial Report of the Company is in accordance with the Corporations Act 2001, including: • giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its financial performance for the year ended on that date; and • complying with Australian Accounting Standards and the Corporations Regulations 2001. The Financial Report comprises: • Consolidated statement of financial position as at 30 June 2020; • Consolidated statement of profit or loss and other comprehensive income, Consolidated statement of changes in equity, and Consolidated statement of cash flows for the year then ended; • Notes including a summary of significant accounting policies; and • Directors’ Declaration. The Group consists of the Centrex Metals Limited (the Company) and the entities it controlled at the year-end or from time to time during the financial year. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We have fulfilled our other ethical responsibilities in accordance with the Code. Page | 50 – 2020 Annual Report Material uncertainty related to going concern We draw your attention to Note 1 (b), Going Concern in the financial report. The conditions disclosed in Note 1 (b) indicate a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern and, therefore, whether it will realise its assets and discharge its liabilities in the normal course of business, and at the amounts stated in the financial report. Our opinion is not modified in respect of this mater. In concluding there is a material uncertainty related to going concern we evaluated the extent of uncertainty regarding events or conditions casting significant doubt in the Group’s assessment of going concern. Our approach to this involved: • Evaluating the feasibility, quantum and timing of the Group’s plans to raise additional shareholder funds to address going concern; • Assessing the Group’s cash flow forecasts for incorporation of the Group’s operations and plans to address going concern, in particular in light of the requirement to commence the commercial extraction of minerals in relation to the Ardmore Phosphate project; and • Determining the completeness of the Group’s going concern disclosures for the principle matters casting significant doubt on the Group’s ability to continue as a going concern, the Group’s plans to address these matters and the material uncertainty. Key Audit Matters Key Audit Matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Report of the current period. These matters were addressed in the context of our audit of the Financial Report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matter described below to be the Key Audit Matter. 2020 Annual Report - Page | 51 Exploration and evaluation expenditure asset – $10.674 million Refer to Note 6 to the financial report The key audit matter How the matter was addressed in our audit A key audit matter for us was the carrying value of the Group’s exploration and evaluation expenditure, given the size of the balance (being 82% of total assets). In addition to the above: • The Group recorded an impairment charge of $13.214 million against capitalised exploration and evaluation expenditure recorded for Ardmore Phosphate, Goulburn Zinc and Oxley Potassium Nitrate projects and an additional $5.252 million exploration and evaluation expenditure was written-off against tenements surrendered during the year ended 30 June 2020. • The carrying amount of the net assets of the Group, post impairment, exceeded the Group’s market capitalisation at year end, increasing the possibility of further exploration and evaluation expenditure being impaired. This further increased our audit effort in this key audit area. We focussed on the comparability of transactions utilised by the Group to estimate fair value less costs of disposal of the Ardmore Phosphate project. Using comparable transactions to estimate fair value less costs of disposal tends to be prone to greater risk for potential bias, error and inconsistent application due to the difficulty in identifying projects and transactions which are directly comparable. These conditions necessitated additional scrutiny by us. We involved valuation specialists to supplement our senior audit team members in assessing this key audit matter. Our procedures included: • We, along with our valuation specialists, considered the appropriateness of the fair value less costs of disposal method applied by the Group to perform the impairment assessment against the requirements of the accounting standards. • We compared the characteristics of the Ardmore Phosphate project to the projects and transactions utilised by the Group in estimating the fair value less costs of disposal. • We checked the consistency of the fair value less costs of disposal assessment against the Group’s stated plans and strategy and our experience regarding the feasibility of these in the industry and economic environment in which they operate. • We recalculated the impairment charge against the recorded amount disclosed. • We, along with our valuation specialists, assessed the Group’s reconciliation of the difference between the year-end market capitalisation and the carrying amount of the net assets by comparing to accepted market control premiums. • We assessed the competence and objectivity of the internal expert engaged to assess the fair value less costs of disposal for the Ardmore project. • We assessed the disclosures in the financial report using our understanding of the issue obtained from our testing and against the requirements of the accounting standards. Other Information Other Information is financial and non-financial information in Centrex Metals Limited’s annual reporting which is provided in addition to the Financial Report and the Auditor’s Report. The Directors are responsible for the Other Information. Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not express an audit opinion or any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion. In connection with our audit of the Financial Report, our responsibility is to read the Other Information. In doing so, we 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. We are required to report if we conclude that there is a material misstatement of this Other Information and based on the work we have performed on the Other Information that we obtained prior to the date of this Auditor’s Report we have nothing to report. Page | 52 – 2020 Annual Report Responsibilities of the Directors for the Financial Report The Directors are responsible for: • preparing the Financial Report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; • implementing necessary internal control to enable the preparation of a Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and • assessing the Group and Company’s ability to continue as a going concern and whether the use of the going concern basis of accounting is appropriate. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Group and Company or to cease operations or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the Financial Report Our objective is: • 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 Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. They 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 the Financial Report. A further description of our responsibilities for the audit of the Financial Report is located at the Auditing an Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our Auditor’s Report. Report on the Remuneration Report Opinion In our opinion, the Remuneration Report of Centrex Metals Limited for the year ended 30 June 2020, complies with Section 300A of the Corporations Act 2001. Directors’ 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 responsibilities We have audited the Remuneration Report included in pages 15 to 19 of the Directors’ report for the year ended 30 June 2020. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. KPMG Paul Cenko Partner Adelaide 30 September 2020 2020 Annual Report - Page | 53 ASX Additional Information (unaudited) Additional information required by the Australian Securities Exchange Limited Listing Rules and not disclosed elsewhere in this report is set out below. Substantial Shareholders of Ordinary and Escrow shares Rank Name 27th September 2020 Units % of Issued Capital 1 2 3 4 5 DAPOP PTY LTD 110,905,672 35.13% WISCO INTERNATIONAL RESOURCES DEVELOPMENT & INVESTMENT LIMITED BAOTOU IRON & STEEL (GROUP) COMPANY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED MISS LAY HONG GOH 40,399,599 12.80% 21,900,000 14,685,245 10,845,101 6.94% 4.65% 3.44% Distribution of equity holders Name 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over 27th September 2020 Fully paid ordinary and escrow shares Employee options / rights plan 72 112 321 508 158 1,171 - - - - - - At 27 September 2020 there were 1,171 holders of a total of 315,685,357 fully paid ordinary shares and there were 608 shareholders holding less than a marketable parcel. The issued capital of the Company is fully paid ordinary shares (entitling the holders to participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held). On a show of hands every holder of the shares present at a meeting in person or by proxy is entitled to one vote and upon poll each share counts as one vote. Page | 54 – 2020 Annual Report Notes to the Consolidated Financial Statements (continued) Top 20 Holders of Ordinary and Escrow shares Rank Name 27th September 2020 Units % of Issued Capital 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 DAPOP PTY LTD 110,905,672 35.13% WISCO INTERNATIONAL RESOURCES DEVELOPMENT & INVESTMENT LIMITED 40,399,599 12.80% BAOTOU IRON & STEEL (GROUP) COMPANY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED MISS LAY HONG GOH MR MELVIN BOON KHER POH KNT INTERNATIONAL CO LTD GERARD ANDERSON SUPER PTY LTD MR EWE GHEE LIM & MISS CHARLENE YULING LIM CITICORP NOMINEES PTY LIMITED BNP PARIBAS NOMINEES PTY LTD MR DIETER URMERSBACH & MRS ROSMARIE URMERSBACH MR KIAT POH & MISS JU-LYNN POH AMALGAMATED DAIRIES LIMITED MR YAM POEY CHEW MR DIETER URMERSBACH & MRS ROSMARIE URMERSBACH JP MORGAN NOMINEES AUSTRALIA PTY LIMITED MR KA FAI MARTIN WONG PATNA PROPERTIES P/L MR PETER HOWELLS 21,900,000 14,685,245 10,845,101 5,782,404 5,535,000 3,990,000 3,750,000 3,573,826 3,319,258 2,668,270 2,618,880 2,617,327 2,500,000 2,276,676 2,150,028 2,126,455 2,042,810 2,000,000 6.94% 4.65% 3.44% 1.83% 1.75% 1.26% 1.19% 1.13% 1.05% 0.85% 0.83% 0.83% 0.79% 0.72% 0.68% 0.67% 0.65% 0.63% 245,686,551 77.82% 2020 Annual Report - Page | 55 Company Directory Company Secretaries Australian Securities Exchange Dr John Santich, appointed 31st March 2020 The Company listed on the Australian Securities Exchange on 17 July 2006. The Home exchange is Adelaide. ASX Codes Shares: CXM Auditors KPMG Chartered Accountants 151 Pirie Street Adelaide SA 5000 Principal Registered Office Centrex Metals Limited Level 6, 44 Waymouth Street Adelaide SA 5000 08 8213 3100 08 8231 4014 www.centrexmetals.com.au Locations of Share Registries Boardroom Pty Limited Level 7, 207 Kent Street Sydney NSW 2000 GPO Box 3993 Sydney NSW 2001 Telephone: (02) 9290 9600 Fax: Email: Web: (02) 9279 0664 enquiries@boardroomlimited.com.au www.boardroomlimited.com.au Page | 56 – 2020 Annual Report