ACN 139 308 973
ANNUAL REPORT 2023
CORPORATE DIRECTORY/CONTENTS PAGE
CORPORATE DIRECTORY
Board of Directors
John Prineas – Executive Chairman
John Dawson – Non-Executive Director
Sarah Shipway – Non-Executive Director
Company Secretary
Sarah Shipway
Principal Office
Level 2, Suite 2
28 Ord Street
West Perth WA 6005
Registered Office
Level 2, Suite 2
28 Ord Street
West Perth WA 6005
Tel: + 61 8 6118 2118
Website: www.stgeorgemining.com.au
Email: info@stgeorgemining.com.au
Australian Business Number
ABN 21 139 308 973
Share Register
Computershare Investor Services Pty Ltd
Level 17
221 St Georges Terrace
PERTH WA 6000
Tel: 1300 850 505
Int: +61 8 9323 2000
Fax: + 61 8 9323 2033
Stock Exchange Code
SGQ – Ordinary Shares
Auditors
Stantons
Bankers
Commonwealth Bank
CONTENTS
PAGE
Chairman’s Letter
Review of Operations
Directors’ Report
Consolidated Statement of Profit or
Loss and Other Comprehensive Income
Consolidated Statement
of Financial Position
Consolidated Statement
of Changes in Equity
Consolidated Statement
of Cash Flows
Notes to the Consolidated Financial Report
Directors’ Declaration
Auditor’s Independence Declaration
Independent Auditor’s Report
Shareholder Information
Schedule of Tenements
3
5
20
30
31
32
33
34
60
61
62
66
68
St George Mining Limited – Annual Report 2023
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CHAIRMAN’S LETTER
Dear Shareholders
On behalf of the Board of St George Mining, I am pleased to present this Annual Report for 2023.
The year in review was a transformational one for St George as we expanded the Company’s portfolio of
clean energy metals projects and welcomed globally significant lithium-ion battery players as major
shareholders. We have created a strong platform of growth for the Company, with highly prospective
projects in sought-after provinces across Western Australia and the strong support of our new strategic
investors.
Your Company’s strategy remains unchanged – to pursue sustained value for all shareholders by identifying
high-leverage, greenfields exploration opportunities in Tier 1 destinations like Western Australia and
applying disciplined, modern exploration methods to advance the potential for significant discoveries. We
know that exploration requires patience but are heartened by the progress made during the year.
The main focus in FY23 was to test the lithium prospectivity at the Mt Alexander Project, in the northern
Goldfields. Mt Alexander is our most advanced asset and already hosts several high-grade nickel-copper
sulphide discoveries. Drilling of recently identified LCT pegmatites at Mt Alexander confirmed high-grade
and anomalous lithium across a wide area. Most encouraging was the very thick 121m fractionated zone of
pegmatites intersected in hole MAD213 at the Manta Prospect. These types of pegmatites are what is
required for a large mineral deposit and provide encouragement for the potential across our large project
tenure.
The prospective pegmatite corridor at Mt Alexander extends for more than 15km, with less than 3km of
this tested by drilling. Exploration will continue in FY24 to unlock the full potential at Mt Alexander which
represents a dominant landholding in a region that has over the past 12 months become one of Western
Australia’s lithium hotspots.
Mt Alexander’s tenements adjoin Delta Lithium’s (ASX: DLI) Mt Ida project, which has attracted the
attention of Mineral Resources (ASX: MIN) as well as the Mt Bevan project being jointly explored by Legacy
Iron Ore (ASX: LCY) and its partner Hancock Prospecting. Rio Tinto (ASX: RIO) has secured a significant
tenement position in the region while to the north of Mt Alexander is Liontown Resources’ (ASX: LTR)
Kathleen Valley development, which is the subject of significant M&A activity.
We have made significant progress during the year to add to our portfolio of exciting, high-leverage
exploration assets.
We established lithium, rare earths and copper prospects at the new Woolgangie Project, in the southern
Goldfields west of Kambalda. A pipeline of lithium prospects has also been established at seven discrete
projects acquired by our subsidiary Lithium Star Pty Ltd. These lithium prospects include several that are
along strike or proximal to producing lithium mines and major lithium deposits and provide the Company
with multiple targets for a new discovery.
The Ajana and Broadview Projects are also part of this high-leverage exploration strategy and both have
potential for the discovery of a blind base metals deposit. Planning for a maiden drill programme at Ajana
was completed during the year, with drilling commencing subsequent to year’s end and delivered
encouraging base metals intercepts. The outcome of this maiden drill programme augurs well for our
exploration plans at Ajana in FY24.
St George Mining Limited – Annual Report 2023
P 3
CHAIRMAN’S LETTER
St George is fortunate to have a highly credentialled, experienced and motivated team of professionals who
lead exploration activities at our projects. I thank them on behalf of all shareholders for their dedication to
systematically progress all our work programmes during the year.
We look forward to another productive year in FY24 as we progress exploration at our projects to target
the discovery of high-demand clean energy metals. We believe these commodities will continue to see
unprecedented demand as the energy transition continues over the coming decades, providing St George
with an excellent opportunity to pursue and deliver long-term value.
On behalf of the Board of Directors, I thank shareholders for your continuing support and look forward to
catching up with many of you at our Annual General Meeting in Perth in November.
John Prineas
Executive Chairman
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
Operational activities for the year ending 30 June 2023 centred on building the Company’s portfolio of clean
energy metals projects – through both systematic exploration and the acquisition of new opportunities.
All projects are located in Western Australia – the world’s premier address for hard-rock lithium assets.
Figure 1- map of the south-east Yilgarn of Western Australia showing St George’s multiple projects in the
region as well as major lithium mines and deposits.
MT ALEXANDER PROJECT – LITHIUM
LITHIUM POTENTIAL ESTABLISHED
St George’s Mt Alexander Project is emerging as a key landholding in an underexplored lithium province
first identified by Delta Lithium (ASX: DLI, previously Red Dirt Metals) – see ASX Release by Delta Lithium
dated 28 September 2021 Mt Ida – A New Lithium Province.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
The geological setting of the pegmatites mapped at Mt Alexander is interpreted to be similar to the
significant pegmatite-hosted lithium discovery made by Delta Lithium at its Mt Ida Project, approximately
15km south of Mt Alexander.
Figure 2 – photos of pegmatite outcrop at Mt Alexander. Rock chip sampling has confirmed a
geochemistry favourable for the presence of lithium pegmatite mineralisation.
Field mapping of pegmatites at Mt Alexander has identified numerous pegmatites along a north-south
corridor adjacent to the Copperfield Granite. The geochemsitry of rock chip samples from these pegmatites
indicates fertility for lithium, caesium and tanatalum pegmatites. Assays for these samples include many
results with high-grade lithium values of more than 1% Li2O and a peak value of 3.25% Li2O, 225ppm
Cs2O, 53ppm Ta2O5 and 1.24% Rb. For further details of these rock chip samples see our ASX Release
dated 7 November 2022 Drilling Intersects Pegmatites with Visible Lithium.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
St George increased its landholding across the highly prospective pegmatite corridor parallel to the
Copperfield Granite with the 100% acquisition of Exploration Licence E29/1143 and application for
Prospecting Licence P29/2680.
The additional ground is contiguous with St George’s existing Mt Alexander tenure providing near-
continuous coverage over 15km of the pegmatite corridor, plus the critical contact with the Copperfield
Granite – the interpreted source of the mineralised pegmatites.
Figure 3 – map showing the interpreted prospective LCT pegmatite corridor at Mt Alexander as well as
the lithium projects along strike from St George’s Mt Alexander.
MINERALISED PEGMATITES IDENTIFIED OVER A WIDE AREA AT JAILBREAK
St George completed its first-ever lithium drilling during the December 2022 quarter. Drilling was focused
on testing several lithium-bearing pegmatite outcrops and confirmed that the fertile pegmatites extend
from surface up to depths of 200m.
A second drill programme was completed in the first half of calendar year 2023 with 84 reverse-circulation
(RC) drill holes for 10,020m and 4 diamond drill holes for 877.30m. In total, 74 drill holes were completed
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
on exploration licence E29/962 (100% St George) and 14 drill holes on E29/638 (75% St George: 25% IGO)
– mostly focused on the Jailbreak Prospect in the south-east of the Mt Alexander tenure.
Assay results for the 2023 drill programme demonstrated the presence of lithium mineralised pegmatites
that commence from or near surface and continue to depths of up to 300m below surface. High grades –
up to 1.77% Li2O – were returned in the assays, highlighting the potential of the pegmatite system to host
high-grade mineralisation.
The widespread presence of anomalous lithium at Jailbreak is indicative of this area being part of a
fractionated pegmatite system with potential for stronger mineralisation along strike and down dip from
current drilling. As other recent drilling in the region has shown1, thick mineralised parts of the system
commonly occur at depths of +200m below surface. There is only very limited drilling at this depth so far
at Mt Alexander.
Only 2km of the 15km-long prospective pegmatite corridor within St George’s tenements has been tested
by drilling to date. The southern extension of the corridor, towards the Mt Bevan Project of the Hancock,
Hawthorn and Legacy joint venture, continues for at least another 1.5km and will be a priority focus of
further drilling.
Figure 4 – photo of drill core from MAD214 completed in December 2022 which intersected 5m of
pegmatites from 49.5m downhole.
EARLY INDICATIONS OF LARGE-SCALE PEGMATITE INTRUSION MODEL
Diamond drill hole MAD213 intersected a 120.8m continuous interval of pegmatite which occurs within a
225m zone comprising multiple pegmatites (the Manta pegmatite zone).
1 Delta Lithium Limited (ASX: DLI) – ASX Release dated 12 April 2023 Further Excellent Results from Mt Ida Drilling.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
Assays from the pegmatites intersected in MAD213 provide indications of a wide, multi-phase and locally
fractionated pegmatite system which has potential to host lithium mineralisation.
The K:Rb (potassium to rubidium) ratio derived from the assays for the Manta pegmatite zone in MAD213
highlights the prospectivity of this area. The ratio is an indicator of a fractionated pegmatite, where the
pegmatite melt has evolved as it moves further form its source granite. A K:Rb ratio of less than 150 is a
favourable indicator of fractionated pegmatites. The lower the K:Rb ratio, the more fractionated and
prospective the pegmatites are interpreted to be.
The K:Rb ratio for the Manta pegmatite zone had a mean value of 117. All but one of the metre assays
within the 120m Manta pegmatite zone produced a favourable K:Rb ratio of less than 150.
The Manta pegmatites appear to have intruded along a relatively flat, regional-scale structure. Major
structures can create wide extensional/dilational openings for pegmatites to intrude and enable
fractionation to occur to form large volume lithium deposits.
The exceptional thickness of the Manta pegmatites and the association with an interpreted regional-scale
structure shows some important similarities with other major lithium deposits in Western Australia.
LCT pegmatites have already been intersected at Mt Alexander over a widespread area, giving further
support for the potential of the thick pegmatites intersected at Manta representing a distal part of a larger
lithium mineral system.
MT ALEXANDER PROJECT – NICKEL-COPPER-PGEs
All four shallow, high-grade nickel-copper sulphide discoveries in the Cathedrals Belt – Stricklands,
Cathedrals, Investigators and Radar – remain open with potential for additional high-grade nickel-copper-
PGE mineralisation to be delineated by further drilling.
Three RC drill holes and two diamond drill holes were completed in the December 2022 quarter to test
nickel targets. These drill holes intersected intervals of thick massive and semi-massive sulphides but no
nickel sulphide mineralisation.
Further geophysical surveys, including seismic surveys, are planned for Mt Alexander to assist in
designing further drill targets for potential nickel-copper sulphide mineralisation.
About the Mt Alexander Project:
The Mt Alexander Project is located 120km south-west of the Agnew-Wiluna Belt, which hosts numerous
world-class nickel deposits. The Project comprises seven granted exploration licences – E29/638, E29/548,
E29/962, E29/954, E29/972, E29/1041 and E29/1143 – which are a contiguous package. An additional two
exploration licences – E29/1093 and E29/1126 – are located to the south-west of the core tenement
package.
The Cathedrals, Stricklands, Investigators and Radar nickel-copper-cobalt-PGE discoveries are located on
E29/638, which is held in joint venture by St George (75%) and IGO Limited (25%). St George is the Manager
of the Project, with IGO retaining a 25% non-contributing interest (in E29/638 only) until there is a decision
to mine. The Jailbreak Lithium Prospect is on E29/638 and E29/962. The Manta Lithium Prospect is on
E29/638. With the exception of E29/638, all Project tenements are owned 100% by St George.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
LITHIUM STAR – Lithium Projects in WA
St George’s wholly owned subsidiary, Lithium Star Pty Ltd (Lithium Star), entered into an acquisition
agreement with Chariot Corporation Limited and Stallion Lithium Pty Ltd (together, the Seller) on 21
March 2023 to acquire 100% of a package of tenements in Western Australia (Acquisition Agreement).
Completion of the acquisition occurred on 8 August 2023.
The tenement package consists of 14 exploration licences – 13 granted and 1 in application – which
comprise 7 distinct projects. Figure 5 shows the location of the 7 new projects – Split Rock Project,
Buningonia Project, Buningonia North Project, Myuna Rocks Project, Ten Mile West Project, Carnamah
Project and Lindville Project.
The 14 exploration licences cover a total area of 653 sq km, and include land packages located along
strike from high-grade lithium deposits and established spodumene producing lithium mines – as
illustrated in Figure 5.
Figure 5 – map of the southern Yilgarn region showing St George’s recently acquired lithium projects as
well as major lithium mines and deposits.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
The following new lithium projects will be prioritised for exploration:
◆
◆
◆
the Split Rock Project, located ~25km north-west of the Earl Grey lithium deposit, which has a
resource of 189Mt @ 1.50% Li2O2 and is owned by Covalent Lithium – a joint venture between
Wesfarmers (ASX: WES) and SQM (NYSE: SQM)
the Buningonia and Buningonia North Projects, located in the same lithium province as Global
Lithium’s (ASX: GL1) Manna Project and the Bald Hill Mine
the Myuna Rocks Project, located near Allkem’s (ASX: AKE) operating Mt Cattlin Mine
Figure 6 – map showing the regional location of the Spilt Rock Project, to the north of the large
Earl Grey Lithium deposit.
2 Wesfarmers Proposal to acquire Kidman Resources - Briefing presentation 02 May 2019
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
Figure 7 – map showing the location of the Myuna Rocks tenements, highlighting the nearby Mt Cattlin
lithium mine and the large landholding of Fortescue Metals Group (ASX: FMG).
WOOLGANGIE PROJECT
The Woolgangie Project is another example of St George’s corporate strategy to identify high-leverage
greenfields critical minerals projects in Tier 1 jurisdictions. A pipeline of high priority targets – including
lithium, rare earths and copper – has already been identified at Woolgangie and provide an opportunity
for St George to use advanced, modern exploration techniques to explore for economic mineralisation.
The Project area encompasses 3,350 sq km, representing a rare, district-scale opportunity in a historically
fertile mineral field. St George acquired an option over 9 tenements – 7 granted Exploration Licences and
2 in application as announced in the ASX Release dated 2 February 2023 Acquisition of Critical Metals
Project. In addition, St George has applied for a further 13 Exploration Licences – many of which are
contiguous. St George owns 100% of the Project.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
Figure 8 – map showing the regional location of the Woolgangie Project.
The Project tenements cover three strategic areas – the Central Tenements, the Eastern Tenements and
the Western Tenements.
The Central Tenements encompass approximately 90km of strike along the highly prospective Ida Fault – a
major crustal boundary that controls multiple major mineral deposits within Western Australia.
Significant lithium deposits along the Ida Fault include the Mt Ida Project (MRE: 12.7 Mt @ 1.2% Li2O)3 of
Delta Lithium (ASX: DLI) and the Kathleen Valley Project (MRE: 156Mt at 1.4% Li2O and 130ppm Ta2O5)4 of
Liontown Resources (ASX: LTR).
The Eastern Tenements are proximal to an established lithium region that hosts several significant lithium
deposits and operating mines.
3 Red Dirt Metals ASX release dated 19 October 2022 “Maiden Lithium Mineral Resource Estimate at Mt Ida”
4 Liontown Resources Limited release dated 11 November 2021 “Kathleen Valley DFS confirms Tier-1 global lithium
project”
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
These include the Mt Marion mine (71.3Mt @ 1.37% Li2O) of Mineral Resources (ASX: MIN)5, the Buldania
deposit (15Mt @ 1.0% Li2O)6 of Liontown (ASX: LTR), the Bald Hill mine (26Mt @ 1% Li2O)7, the Pioneer
Dome deposit (11.2Mt @ 1.21% Li2O)8 being acquired by Develop (ASX: DVP) and the Kangaroo Hills Lithium
project of Future Battery Minerals (ASX: FBM).
The Western Tenements cover ground with a geological se�ng interpteted to be favourable for REE
mineralisa�on. Given the positive historical results in the area, the large land acquisition by St George
presents a ‘first-mover’ strategy for REE in the region.
AJANA PROJECT
St George generated 2 priority drill targets following detailed airborne magnetic and ground gravity surveys
over two areas of interest at the 100%-owned Ajana Project. Two large-scale targets were identified and
prioritised for testing in the maiden drill programme that was carried out in 2023; see Figure 9.
Figure 9 – map of the Ajana
priority exploration licences
with airborne magnetics data
acquired by St George set
against regional magnetics.
The two prospect areas tested
in the maiden drill
programme are shown.
5 Mineral Resources (MIN) Mt Marion Mineral Resource Update - ASX Release 31 Oct 2018
6 Liontown Resources (LTR) Potential new drill targets defined at Buldania - ASX Release 15 Jul 2021
7 Bald Hill Mine - Lithium Ore Reserve Increase of 105% at Bald Hill, Tawana - ASX Release 6 June 2018
8 Essential Metals (ESS) Dome North Resource upgrade - ASX Release 20 Dec 2022
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
The targets are located adjacent to major regional-scale structures and present as co-incident magnetic and
gravity anomalies interpreted to have potential to be associated with significant mineralisation.
Target 1 is a 25km-long magnetic feature and has been named the Perseverant Prospect.
Target 2 is a 2km-long ‘plug-like’ magnetic anomaly which is interpreted to be an intrusion and has been
named the Catalina Prospect.
St George’s first ever drill programme at Ajana comprised 12 RC holes with assays confirming that 8 of these
intersected either high-grade or anomalous zinc and lead mineralisation using a cut-off of 0.5% Zn + Pb. The
assays for the 4 diamond holes completed were pending at the time of publication of this Annual Report.
The Ajana Project is located 500km north of Perth in the Northampton Mineral Field and near the western
margin of the Yilgarn Craton. The Project comprises three granted Exploration Licences (E70/5521,
E70/5522 and E70/6142) and four applications for Exploration Licences (E70/6260, E70/6259, E66/127 and
E70/6199) which form a contiguous landholding covering 1,750 sq km. All tenements are 100% owned by
St George Mining Ltd.
A large number of vein-hosted base metal deposits dominated by high-grade lead, zinc and copper
sulphides were mined over a broad area at Northampton between 1850 to 1973. A major reason for the
lack of historical exploration in the Ajana area is the absence of exposure at surface of the Proterozoic base
metal host sequence, with a thin layer of the Tumblagooda Formation sandstone (‘cover sequence’)
unconformably overlying the Proterozoic host sequence. St George is deploying modern geophysics to see
beneath the cover and investigate the potential for blind mineral deposits.
A further drill programme at Ajana will be designed once all assays for the maiden drill programme are
received and assessed.
PATERSON PROJECT
St George’s maiden diamond drilling campaign at the 100%-owned Paterson Project, in WA's north-
eastern Pilbara region, provided strong encouragement for the potential of significant copper-gold
mineralisation at the Project.
Drill results confirmed evidence of hydrothermal/mineralising processes with strong alteration
associated with
intrusions prospective for orogenic style gold mineralisation.
Accumulations of stratiform-hosted sulphides were also observed throughout the Project area in
proximity to structures and intrusions providing support for the potential of the Project to host copper
and potentially gold mineralisation.
late-stage felsic
Figure 10 – core from 236m depth
within PDD002 completed at the
Paterson Project showing disseminated
and semi-massive sulphide as void infill
within strongly altered breccia.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
Further exploration is planned for the Paterson Project to assist in identifying further targets for drilling.
An IP survey over the priority prospect areas is planned in the second half of 2023 with the aim of
identifying chargeable bodies that may represent mineral deposits.
Figure 11 – map showing the location and regional geology of the Paterson Project and
surrounding areas which are known to host significant mineral deposits.
BROADVIEW PROJECT
Stakeholder engagement is continuing with private landowners at the Broadview Project.
The Project is located in the Wheatbelt 120km south-east of Perth, near the town of Brookton. The granted
exploration licences cover two, approximately parallel 25km long north-east trending strongly magnetic
features. These are interpreted to potentially represent two large mafic/ultramafic intrusions that may be
prospective for Ni-Cu-PGEs.
These unusual magnetic features cross-cut the regional north-west trending geology and appear to be
linked to the craton-scale domain boundary interpreted at the eastern end of the licences (Figure 12).
Other tenement holders in the region include global mining major Anglo American plc (LSE: AAL), which has
more than 10,000 sq km of ground, and Impact Minerals (ASX: IPT) which has established its Arkun Project
with five tenements.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
Figure 12 – map of the Broadview Project tenements overlaying magnetic data and highlighting
interpreted greenstones.
St George completed widely spaced auger soil sampling along existing roads within the licences. This
preliminary soil survey identified locally elevated Ni and Cu results.
CORPORATE DEVELOPMENTS
Successful capital raising:
November 2022: On 29 November 2022, the Company announced that commitments to raise $7.2 million
had been received from investors for a placement of new shares at $0.068 per share (“November
Placement”).
These commitments included a $2,040,000 cornerstone investment by global battery minerals company,
Shanghai Jayson New Energy Materials Co., Ltd (“Jayson”).
A total of 105,941,190 ordinary shares were issued on 7 December 2022 under the November Placement.
Subscribers under the November Placement were also offered one (1) free-attaching option for every
five (5) shares subscribed for and issued under the November Placement, with the options having an
exercise price of $0.10 and an expiry date of three years from their date of issue (“Options”). An Options
Prospectus was issued on 8 December 2022 and the new Options, having an expiry of 13 December 2025,
were issued on 13 December 2022. The Options are quoted on the ASX under code SGQO.
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
December 2022: On 21 December 2022, the Company announced that Hongkong Xinwei Electronic Co.,
Limited, a wholly-owned subsidiary of Sunwoda Electronic Co., Ltd (“Sunwoda”) – a leading global
lithium-ion battery maker – had agreed to invest $2 million in St George by way of a placement of new
shares at $0.086 per share (“December Placement”).
A total of 23,255,814 ordinary shares were issued under the December Placement on 5 January 2023.
COMPETENT PERSON STATEMENT:
The information in this report that relates to Exploration Targets, Exploration Results, Mineral Resources or
Ore Reserves for the Mt Alexander Project is based on information compiled by Mr Dave Mahon, a Competent
Person who is a Member of The Australasian Institute of Geoscientists. Mr Mahon is employed by St George
Mining Limited to provide technical advice on mineral projects, and he holds performance rights issued by the
Company.
Mr Mahon 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 ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’.
Mr Mahon consents to the inclusion in the report of the matters based on his information in the form and
context in which it appears.
This ASX announcement contains information extracted from the following reports which are available on the
Company’s website at www.stgm.com.au:
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3 May 2022 Step Up in Exploration for St George
25 May 2022 St George Commences Drilling at the Paterson
23 June 2022 Exploration Update for St George Mining
13 July 2022 Drilling Update for Paterson Project
1 September 2022 New Nickel Targets at Mt Alexander
7 September 2022 Significant Lithium Potential at Mt Alexander
20 September 2022 Significant Expansion of Lithium Potential
5 October 2022 Nickel Targets Confirmed at Mt Alexander
12 October 2022 High-Grade Lithium Confirmed at Mt Alexander
25 October 2022 Lithium Drilling Underway at Mt Alexander
4 November 2022 Drilling Intersects Pegmatites with Visible Lithium
7 November 2022 St George Increases Lithium Landholding
30 November 2022 St George Signs MoU with Global battery Investor
8 December 2022 St George Signs MoU with Global Battery Giant - SVOLT
21 December 2022 More Positive Lithium Results at Mt Alexander
21 December 2022 Strategic Investment in St George
6 February 2023 Lithium Exploration Commences at Mt Alexander
21 February 2023 Lithium Drilling Underway at Mt Alexander
29 March 2023 121 Metre Pegmatite Intersected at Mt Alexander
29 May 2023 Mt Alexander Lithium Exploration Update
3 July 2023 Maiden Drilling of Ni-Cu-PGE targets at Ajana
5 July 2023 Lithium Results for Mt Alexander
8 August 2023 Acquisition of Strategic Lithium Projects
5 September 2023 Base Metals Discovered at Ajana
11 September 2023 Exploration Commences at Woolgangie
St George Mining Limited – Annual Report 2023
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REVIEW OF OPERATIONS
The Company confirms that it is not aware of any new information or data that materially affects the
exploration results included in any original market announcements referred to in this report and that no
material change in the results has occurred. The Company confirms that the form and context in which the
Competent Person’s findings are presented have not been materially modified from the original market
announcements.
FORWARD LOOKING STATEMENTS:
This report includes forward-looking statements that are only predictions and are subject to known and
unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control
of St George, the directors and the Company’s management. Such forward-looking statements are not
guarantees of future performance.
Examples of forward-looking statements used in this report includes use of the words ‘may’, ‘could’, ‘believes’,
‘estimates’, ‘targets’, ‘expects’, or ‘intends’ and other similar words that involve risks and uncertainties. These
statements are based on an assessment of present economic and operating conditions, and on a number of
assumptions regarding future events and actions that, as at the date of report, are expected to take place.
Actual values, results, interpretations or events may be materially different to those expressed or implied in
this report. Given these uncertainties, recipients are cautioned not to place reliance on forward-looking
statements in the report as they speak only at the date of issue of this report. Subject to any continuing
obligations under applicable law and the ASX Listing Rules, St George does not undertake any obligation to
update or revise any information or any of the forward-looking statements in this report or any changes in
events, conditions or circumstances on which any such forward-looking statement is based.
This report has been prepared by St George Mining Limited. The document contains background Information
about St George Mining Limited current at the date of this report.
The report is in summary form and does not purport to be all inclusive or complete. Recipients should conduct
their own investigations and perform their own analysis in order to satisfy themselves as to the accuracy and
completeness of the information, statements and opinions contained in this report.
The report is for information purposes only. Neither this report nor the information contained in it constitutes
an offer, invitation, solicitation or recommendation in relation to the purchase or sale of shares in any
jurisdiction. The report may not be distributed in any jurisdiction except in accordance with the legal
requirements applicable in such jurisdiction. Recipients should inform themselves of the restrictions that
apply to their own jurisdiction as a failure to do so may result in a violation of securities laws in such
jurisdiction.
This report does not constitute investment advice and has been prepared without taking into account the
recipient’s investment objectives, financial circumstances or particular needs and the opinions and
recommendations in this report are not intended to represent recommendations of particular investments to
particular persons.
Recipients should seek professional advice when deciding if an investment is appropriate. All securities
transactions involve risks, which include (among others) the risk of adverse or unanticipated market,
financial or political developments. To the fullest extent of the law, St George Mining Limited, its officers,
employees, agents and advisers do not make any representation or warranty, express or implied, as to
the currency, accuracy, reliability or completeness of any information, statements, opinion, estimates,
forecasts or other representations contained in this report. No responsibility for any errors or omissions
from the report arising out of negligence or otherwise is accepted.
St George Mining Limited – Annual Report 2023
P 19
DIRECTORS’ REPORT
The Directors of St George Mining Limited submit the annual financial report of St George Mining Limited from
1 July 2022 to 30 June 2023. In accordance with the provisions of the Corporations Act 2001, the Directors
report as follows:
DIRECTORS
The names and particulars of the directors of the Company during the financial year ended 30 June 2023, and at
the date of this report, are as follows. Directors were in office for the entire period unless otherwise stated.
John Prineas B.EC LL.B F FIN
Appointed
Experience
Executive Chairman
19 October 2009
John is a founding shareholder and director of St George Mining Limited. His
involvement in the mining sector spans over 25 years with experience in
commercial, legal and finance roles.
Prior to establishing St George Mining, John was Chief Operating Officer and
Country Head of Dresdner Bank in Sydney with a focus on project and
acquisition finance for resources and infrastructure projects. John has
Economics and Law degrees from the University of Sydney and commenced
his career as a lawyer in Sydney with Allen, Allen & Hemsley.
BMG Resources Limited (ASX:BMG) from October 2020 and American West
Metals Limited (ASX: AW1) from December 2021.
Not applicable.
listed company
Other current
directorships
Former listed directorships in the
last three years
John Dawson B.Com MBA INSEAD Non-Executive Director
Appointed
Experience
2 January 2019
Mr Dawson has over 30 years’ experience in the finance and mining sectors
where he occupied very senior roles with global investment banks including
Goldman Sachs and Dresdner Kleinwort Wasserstein.
listed company
Other current
directorships
Former listed directorships in the
last three years
Sarah Shipway CA, B.Com
Appointed
Experience
At Goldman Sachs, Mr Dawson was a Managing Director of FICC (Fixed
Income, Currency and Commodities) for Australia. At Dresdner Kleinwort
Wasserstein, Mr Dawson was Global Head of Commodities as well as the
Country Head for Australia.
BMG Resources Limited (ASX:BMG) from October 2020.
Not applicable.
Non-Executive Director
11 June 2015
Sarah Shipway was appointed Non-Executive Director on 11 June 2015 and
was appointed Company Secretary of St George Mining on 22 March 2012.
Ms Shipway is Non-Executive Director/Company Secretary for Beacon
Minerals Limited (ASX: BCN), Company Secretary for American West Metals
Limited (ASX: AW1) and was previously Company Secretary for Cardinal
Resources Limited (previously ASX/TSX: CDV).
Ms Shipway has a Bachelor of Commerce from the Murdoch University and
is a member of the Chartered Accountants Australia and New Zealand.
St George Mining Limited – Annual Report 2023
P 20
DIRECTORS’ REPORT
listed company
Other current
directorships
Former listed directorships in the
last three years
COMPANY SECRETARY
Beacon Minerals Limited (ASX: BCN) from June 2015.
Not applicable.
Sarah Shipway was appointed Company Secretary on 22 March 2012. For details relating to Sarah Shipway,
please refer to the details on directors above.
DIRECTORS’ INTERESTS
At the date of this report the Directors held the following interests in St George Mining.
Name
Ordinary Shares
John Prineas
John Dawson
Sarah Shipway
17,011,255
14,895,242
1,226,402
The Directors have no interest, whether directly or indirectly, in a contract or proposed contract with St George
Mining Limited during the financial year.
PRINCIPAL ACTIVITIES
The principal activity of the Group is mineral exploration in Australia.
RESULTS AND REVIEW OF OPERATIONS
The results of the consolidated entity for the financial year from 1 July 2022 to 30 June 2023 after income tax
was a loss of $10,727,765 (2022: $8,180,317).
A review of operations of the consolidated entity during the year ended 30 June 2023 is provided in the “Review
of the Operations” immediately preceding this Directors’ Report.
LIKELY DEVELOPMENTS
The Group will continue its mineral exploration and development activities over the next financial year with a
focus on the Mt Alexander Project and the Paterson Project. Further commentary on planned activities over the
forthcoming year is provided in the “Review of Operations”.
The Board will continue to focus on creating value from the Group’s existing resource assets, as well as
considering new opportunities in the resources sector to complement the Group’s current projects.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
There has not been any significant change in the state of affairs of the Group during the financial year, other
than as noted in this financial report.
ENVIRONMENTAL ISSUES
The Group is aware of its environmental obligations with regards to its exploration activities and ensures that it
complies with all applicable regulations when carrying out exploration work.
St George Mining Limited – Annual Report 2023
P 21
DIRECTORS’ REPORT
MATERIAL BUSINESS RISKS
The Company’s activities are subject to numerous risks, mostly outside the Board’s and management’s control.
These risks can be specific to the Company, common to the mining industry and common to the stock market.
The key risks affecting the Company and potentially its future performance include, but are not limited to the
below:
Exploration Risk
Future Funding Risk
•
•
• Regulatory Risk
• Availability of Equipment and Contractors
• Key Personnel Risk
• Macro-Economic Risk
This is not an exhaustive list of risks faced by the Company or an investment in it. A discussion on each of these
named risk factors is outlined below:
Exploration Risk
The success of the Company depends on the delineation of economically mineable reserves and resources,
access to required development capital, movement in the price of commodities, securing and maintaining title
to the Company’s exploration and mining tenements and obtaining all consents and approvals necessary for the
conduct of its exploration activities. Exploration on the Company’s existing tenements may by unsuccessful,
resulting in a reduction in the value of those tenements, diminution in the cash resources of the Company and
possible relinquishment of the tenements. The exploration costs of the Company are based on certain
assumptions with respect to the method and timing of exploration. By their nature, these estimates and
assumptions are subject to significant uncertainties and, accordingly, the actual costs may materially differ from
these estimates and assumptions. Accordingly, no assurance can be given that the cost estimates and the
underlying assumptions will be realised in practice, which may materially and adversely affect the Company’s
viability. If the level of operating expenditure required is higher than expected, the financial position of the
Company may be adversely affected. The Company may also experience unexpected shortages or increases in
the costs of consumables, spare parts and plant and equipment.
Future Funding Risk
The Company’s ongoing activities are expected to require further funding in the future. Any additional equity
funding may be dilutive to shareholders and may be undertaken at lower prices than the current market price.
Although the Directors believe that additional capital can be obtained, no assurances can be that appropriate
capital or funding, if and when needed, will be available on the terms favourable to the Company or at all. If the
Company is unable to obtain additional financing as needed, it may be required to reduce, delay or suspend its
exploration activities and this could have a material adverse effect on the Group’s activities and could affect the
Group’s ability to continue as a going concern.
Regulatory Risk
The Company’s operations are subject to various Commonwealth, State and local laws and plans, including those
relating to mining, prospecting, development permit and
industrial relations,
environmental, land use, royalties, water, native title and cultural heritage, mine safety and occupational health.
Approvals, licences and permits required to comply with such rules are subject to the discretion of the applicable
government officials. No assurance can be given that the Company will be successful in maintaining such
authorisations in full force and effect without modification or revocation. To the extent such approvals are
required and not retained or obtained in a timely manner or at all, the Company may be curtailed or prohibited
from continuing or proceeding with exploration. The Company’s business and results of operations could be
adversely affected if applications lodged for exploration licences are not granted. Mining and exploration
licence requirements,
St George Mining Limited – Annual Report 2023
P 22
DIRECTORS’ REPORT
tenements are subject to periodic renewal. The renewal of the term of a granted tenement is also subject to the
discretion of the relevant Minister. Renewal conditions may include increased expenditure and work
commitments or compulsory relinquishment of areas of the tenements comprising the Company’s projects. The
imposition of new conditions or the inability to meet those conditions may adversely affect the operations,
financial position and/or performance of the Company. It is also possible that, in relation to tenements which
the Company has an interest in or will in the future acquire such an interest in, there may be areas over which
legitimate common law native title rights of Aboriginal Australians exist. If native title rights do exist, the ability
of the Company to gain access to tenements (through obtaining consent of any relevant landowner), or to
progress from the exploration phase to the development and mining phases of operations may be affected. The
Company may also be unable to obtain land access from landowners due to an inability to negotiate an
agreement.
Availability of Equipment and Contractors
In the past few years various equipment and consumables, including drill rigs and drill bits, have been in short
supply. There was also high demand for contractors providing other services to the mining industry.
Consequently, there is a risk that the Company may not be able to source all the equipment and contractors
required to fulfil its proposed activities. There is also a risk that hired contractors may underperform or that
equipment may malfunction, either of which may affect the progress of the Company’s activities.
Key Personnel Risk
In formulating its exploration programs and business development strategies, the Company relies to a significant
extent upon the experience and expertise of the Directors and management. A number of key personnel are
important to attaining the business goals of the Company. One or more of these key employees could leave their
employment, and this may adversely affect the ability of the Company to conduct its business and, accordingly,
affect the financial performance of the Company and its share price. Recruiting and retaining qualified personnel
are important to the Company’s success. The number of persons skilled in the exploration and development of
mining properties is limited and competition for such persons is strong.
Macro-Economic Risk
At the present time global supply chains, labour and equipment shortages are ongoing. Inflationary pressures
for appropriately skilled labour and capital items are being seen across many industries, including mining.
DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way
of a dividend to the date of this report.
DIRECTORS’ MEETINGS
The following table sets out the number of meetings held during the year ended 30 June 2023 and the number
of meetings attended by each director.
J Prineas
J Dawson
S Shipway
Directors Meetings
Eligible to Attend
5
5
5
Attended
5
5
5
St George Mining Limited – Annual Report 2023
P 23
DIRECTORS’ REPORT
REMUNERATION REPORT – AUDITED
Remuneration policy
The remuneration policy of St George Mining Limited has been designed to align directors’ objectives with
shareholder and business objectives by providing a fixed remuneration component, which is assessed on an
annual basis in line with market rates. The Board of St George Mining Limited believes the remuneration policy
to be appropriate and effective in its ability to attract and retain the best directors to run and manage the
Company.
The Board’s policy for determining the nature and amount of remuneration for Board members is as follows:
•
The remuneration policy and setting the terms and conditions for the Executive directors and other senior
staff members is developed and approved by the Board based on local and international trends among
comparative companies and industry generally. It examines terms and conditions for employee incentive
schemes, benefit plans and share plans. Independent advice is obtained when considered necessary to
confirm that executive remuneration is in line with market practice and is reasonable within Australian
executive reward practices.
• All executives receive a base salary (which is based on factors such as length of service and experience) and
superannuation.
•
•
•
•
The Group is an exploration entity, and therefore speculative in terms of performance. Consistent with
attracting and retaining talented executives, directors and senior executives are paid market rates
associated with individuals in similar positions within the same industry. Options and performance
incentives may be issued particularly as the entity moves from an exploration to a producing entity and key
performance indicators such as profit and production and reserves growth can be used as measurements
for assessing executive performance.
The Board policy is to remunerate non-executive directors at market rates for comparable companies for
time, commitment and responsibilities. The Executive Directors, in consultation with independent advisors,
determine payments to the non-executives and review their remuneration annually, based on market
practice, duties and accountability. The maximum aggregate amount of fees that can be paid to non-
executive directors is subject to approval by shareholders at the Annual General Meeting and is currently
$500,000 per annum. Fees for independent non-executive directors are not linked to the performance of
the Group. To align Directors’ interests with shareholder interests, the directors are encouraged to hold
shares in the Company.
The remuneration policy has been tailored to increase goal congruence between shareholders, directors and
executives. The method applied to achieve this aim has been the issue of performance rights to directors
and executives to encourage the alignment of personal and shareholder interests. The Company believes
this policy was effective in increasing shareholder wealth in the past.
The Company has issued performance-based remuneration to directors and executives of the Company. The
measures are specifically tailored to align personal and shareholder interest. The KPI’s are reviewed regularly
to assess them in relation to the Company’s goals and shareholder wealth.
St George Mining Limited – Annual Report 2023
P 24
DIRECTORS’ REPORT
Company Performance
A summary of St George Mining’s business performance as measured by a range of financial and other
indicators, including disclosure required by the Corporations Act 2001, is outlined below.
Total Comprehensive Loss Attributable to
Member of the Company ($)
Cash and cash equivalents at year end ($)
Basic Loss Per Share (cents)
ASX share price at the end of the year ($)
Increase/(decrease) in share price (%)
2023
2022
2021
2020
2019
10,727,765
8,180,317
8,322,413
8,584,901
9,594,528
3,337,581
1.38
0.040
29
4,103,089
1.33
0.031
(54)
6,370,756
1.61
0.067
(42)
8,310,582
2.12
0.115
5
3,357,486
3.21
0.110
(18)
Remuneration Consultants
No remuneration consultant was engaged in the current financial year.
Details of directors and executives
Directors
J Prineas
J Dawson
S Shipway
Title
Executive Chairman
Non-Executive Director
Non-Executive Director
Date of Appointment
19 October 2009
2 January 2019
11 June 2015
Date of Retirement
Not Applicable
Not Applicable
Not Applicable
The Company does not have any executives that are not Directors.
Executive Directors’ remuneration and other terms of employment are reviewed annually by the non-executive
director(s) having regard to performance against goals set at the start of the year, relative comparable
information and independent expert advice.
Except as detailed in the Director’s Report, no director has received or become entitled to receive, during or
since the financial year end, 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 an entity in which a director has a substantial financial
interest. This statement excludes a benefit included in the aggregate amount of emoluments received or due
and receivable by directors and shown in the Remuneration Report, prepared in accordance with the
Corporations Regulations, or the fixed salary of a full time employee of the Group.
Director Remuneration Tables
The actual remuneration earned by Directors in FY2023 is set out below. The information is considered relevant
as it provides shareholders with a view of the remuneration actually paid to Directors for performance in FY2023.
The value of remuneration includes equity grants where the Directors received control of the shares in FY2023
and different from the remuneration disclosures in the below table, which disclosures the value of LTI grants
which may or may not vest in future years.
St George Mining Limited – Annual Report 2023
P 25
DIRECTORS’ REPORT
Director Actual Remuneration Earned in FY2023
Short-
Term
Incentive
$
-
-
-
Salary and
Fees 1
Termination
Payment
LTI Plan
Rights
Total Actual
Remuneration
Name
J Prineas
J Dawson
S Shipway
1. Salary and fees comprise base salary, superannuation and leave entitlements. It reflects the total of “salary
$
386,750
69,018
157,417
$
386,750
69,018
157,417
$
-
-
-
$
-
-
-
and fees” and “superannuation” in the statutory remuneration table.
Remuneration of directors and executives
Remuneration for the financial year ended 30 June 2023.
Short-Term Benefits
Post
Employment
Benefits
Salary
and
Fees
$
350,000
350,000
62,460
62,460
157,417
156,705
569,877
569,165
Directors
J Prineas
2023
2022
J Dawson
2023
2022
S Shipway
2023
2022
Total
2023
2022
Termination
Payment
Superann-
uation
$
-
-
-
-
-
-
-
-
$
36,750
35,000
6,558
6,245
-
-
43,308
41,245
Employee
Benefits
Long Service
and Annual
Leave
$
Equity Settled
Share-Based
Payments
Shares/Option/
Performance
Rights
$
Total
Performance
Related
$
%
7,369
20,908
-
-
3,283
23,232
10,652
44,140
56,147
(33,870)
14,037
(19,662)
14,037
(25,040)
84,221
(78,572)
450,266
372,038
83,055
49,043
174,737
154,897
708,058
575,978
-
-
-
-
-
-
-
-
Employment contracts of directors and executives
The terms and conditions under which key management personnel and executives are engaged by the Company
are formalised in contracts between the Company and those individuals.
The Company has entered into an executive services agreement with Mr John Prineas whereby Mr Prineas
receives remuneration of $350,000 per annum plus statutory superannuation. Mr Prineas or the Company may
terminate the agreement by giving 12 months’ notice. The executive services agreement has no fixed period and
continues until terminated.
The Company has entered into a services agreement with Mr John Dawson, whereby Mr Dawson receives
remuneration of $62,460 per annuum plus statutory superannuation. Mr Dawson or the Company may
terminate the agreement by giving notice. The services agreement has no fixed period and continues until
terminated.
The Company has entered into service agreements with Ms Sarah Shipway whereby Ms Shipway receives
remuneration of $62,460 per annum plus statutory superannuation and $80,000 plus statutory superannuation
for the roles of Non-Executive Director and Company Secretary respectively. Ms Shipway may terminate the
St George Mining Limited – Annual Report 2023
P 26
DIRECTORS’ REPORT
agreements by giving 3 months’ notice. The services agreements have no fixed period and continue until
terminated.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
In accordance with the constitution, except as may be prohibited by the Corporations Act 2001, every Officer or
agent of the Company shall be indemnified out of the property of the entity against any liability incurred by
him/her in his/her capacity as Officer or agent of the Company or any related corporation in respect of any act
or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal.
Shareholdings of key management personnel
Directors
Balance at
1 July 2022
Granted as
remuneration
Net other change
Balance at
30 June 2023
J Prineas
J Dawson
S Shipway
Total
17,011,255
14,985,242
1,226,402
33,222,899
-
-
-
-
-
-
-
-
17,011,255
14,985,242
1,226,402
33,222,899
Performance Options holdings of key management personnel
Directors
Balance at
1 July 2022
Granted as
remuneration
Net other
change
Balance at
30 June 2023
Unvested
J Prineas
J Dawson
S Shipway
Total
-
-
-
-
8,000,000
2,000,000
2,000,000
12,000,000
-
-
-
-
8,000,000
2,000,000
2,000,000
12,000,000
8,000,000
2,000,000
2,000,000
12,000,000
Value of
unvested
Rights ($)
56,147
14,037
14,037
84,221
Each performance option converts to fully paid ordinary shares on achievement of certain milestones.
Performance Rights Plan
The Group operates a Performance Rights and Options Plan, approved at the Company’s Annual General Meeting
held 9 November 2022.
During the year ended 30 June 2023 the Company issued 22,500,000 performance options (2022: Nil).
At the date of this report there were 24,500,000 performance options on issue.
There were no ordinary shares issued during the financial year from the exercise of the performance options.
END OF REMUNERATION REPORT
SHARE OPTIONS
Unissued shares
At the date of this report the Company had 39,188,238 listed options on issue.
St George Mining Limited – Annual Report 2023
P 27
DIRECTORS’ REPORT
At the date of this report the Company had on issue the below unlisted options:
Unlisted Options Class
Grant Date
Unlisted Options
Class A Performance Options*
Class B Performance Options*
Class C Performance Options*
Class D Performance Options*
Class A Performance Options*
Class B Performance Options*
Class C Performance Options*
Class D Performance Options*
Class A Performance Options*
Class B Performance Options*
Class C Performance Options*
Class D Performance Options*
24.03.2022
29.09.2022
29.09.2022
29.09.2022
29.09.2022
16.03.2023
16.03.2023
16.03.2023
16.03.2023
31.07.2023
31.07.2023
31.07.2023
31.07.2023
*Options vest on certain milestones being achieved.
Number of
Options
5,000,000
2,250,000
2,250,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
500,000
500,000
500,000
500,000
Exercise Price $
Expiry Date
$0.095
-
-
-
-
-
-
-
-
-
-
-
-
24.03.2024
31.12.2024
31.12.2025
31.12.2025
30.06.2026
31.12.2024
31.12.2025
31.12.2025
30.06.2026
31.12.2024
31.12.2025
31.12.2025
30.06.2026
During the financial year ended 30 June 2023, and at the date of this report, none of these unlisted options were
converted into fully paid ordinary shares.
Option holders do not have any rights to participate in any issues of shares or other interests in the Company or
any other entity.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company
for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
CORPORATE GOVERNANCE STATEMENT
St George Mining is committed to ensuring that its policies and practices reflect a high standard of corporate
governance. The Board has adopted a comprehensive framework of Corporate Governance Guidelines.
Throughout the 2023 financial year the Company’s governance was consistent with the Corporate Governance
Principles and Recommendations (4th edition) published by the ASX Corporate Governance Council.
The Group’s Corporate Governance Statement can be viewed at www.stgm.com.au.
EVENTS SUBSEQUENT TO BALANCE DATE
On 8 August 2023 the Company advised that it had completed the acquisition of seven lithium prospective
projects located in Western Australia that was announced previously on 22 March 2023. The Company paid
$300,000 (plus GST) in cash upon completion and $400,000 (plus GST) worth of St George shares, being
6,064,435 shares, on completion. As part of the consideration the below is payable:
1. Resource Milestone Payment: 15,000,000 fully paid ordinary shares in St George (Milestone Shares)
if St George announces a JORC 2012 compliant Inferred Mineral Resource at a Lithium Project of not
less than 10,000,000 tonnes of Li20 with a minimum grade of 1% Li20 (using a cut-off grade of no less
than 0.5%) (Milestone) prior to the date which is five years from completion of the acquisition
(Milestone End Date).
St George Mining Limited – Annual Report 2023
P 28
DIRECTORS’ REPORT
• With respect to each Lithium Project, the issue of any Milestone Shares is subject to shareholder
approval. If that shareholder approval is not obtained then St George will pay Chariot
Corporation the amount in cash which is equal to the value 15,000,000 fully paid ordinary shares
in St George multiplied the VWAP of the shares for the 15 trading days before the date that the
relevant Milestone was satisfied.
A Resource Milestone Payment is payable in regard to each Lithium Project upon the first time
the Milestone is satisfied for that Project. If the Milestone for a Lithium Project is not met prior
to the Milestone End Date, St George may elect to either make the Milestone Payment to the
Seller or otherwise St George must transfer the applicable tenements for that Lithium Project
back to the Seller for consideration of $1.
•
2. A 2% net smelter royalty will be retained by Chariot in respect of any mineral products produced and
sold from any of the Lithium Projects. St George will have the right to buy back half of the royalty in
respect of a Lithium Project by paying $5,000,000 cash to Chariot at any time prior to first commercial
production from that Lithium Project.
On 31 July 2023 the Company announced the issue of 2,000,000 performance rights to an employee of the
Company.
On 15 September 2023 the Company incorporated Lithium Blue Pty Ltd, a fully owned subsidiary company of St
George Mining Limited.
Other than the above there have been no matters or circumstances that have arisen since the end of the financial
year which significantly affected or could significantly affect the operations of the consolidated entity, the results
of those operations, or the state of affairs of the consolidated entity in future financial years.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration for the year ended 30 June 2023 has been received and can be found
on page 61 of the financial report.
Non Audit Services
The Company’s auditor, Stantons, did not provide any non-audit services to the Company during the financial
year ended 30 June 2023.
Signed in accordance with a resolution of the directors made pursuant to s 298(2) of the Corporations Act 2001.
On behalf of the directors
JOHN PRINEAS
Executive Chairman
St George Mining Limited
Dated 28 September 2023
St George Mining Limited – Annual Report 2023
P 29
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2023
Australian Dollar ($)
REVENUE
Interest
Other income
EXPENDITURE
Administration expenses
Exploration expenditure written off
Finance expenses
LOSS BEFORE INCOME TAX
Note
30 JUNE 2023
$
30 JUNE 2022
$
3
3
4
5
6
82,226
65,553
147,779
(2,445,351)
(8,410,748)
(19,445)
(10,727,765)
4,360
74,053
78,413
(1,402,299)
(6,841,630)
(14,801)
(8,180,317)
Income Tax
7(a)
-
-
NET LOSS ATTRIBUTABLE TO MEMBERS OF THE
COMPANY
(10,727,765)
(8,180,317)
Other comprehensive income
TOTAL COMPREHENSIVE INCOME (LOSS)
-
(10,727,765)
-
(8,180,317)
TOTAL COMPREHENSIVE LOSS ATTRIBUTABLE
TO MEMBERS OF THE COMPANY
(10,727,765)
(8,180,317)
LOSS PER SHARE
Basic and diluted – cents per share
16
(1.38)
(1.33)
The above consolidated statement of profit or loss and other comprehensive
income should be read in conjunction with the accompanying notes
St George Mining Limited – Annual Report 2023
P 30
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
Australian Dollar ($)
Note
30 JUNE 2023
$
30 JUNE 2022
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other assets
TOTAL CURRENT ASSETS
NON CURRENT ASSETS
Security bond
Right of use assets
Plant and equipment
TOTAL NON CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease Liabilities
Provisions for employee entitlements
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
17(a)
10(a)
10(b)
11(a)
12
13
11(b)
11(b)
3,337,581
32,306
123,060
3,492,947
71,748
310,407
30,862
413,017
4,103,089
73,236
124,434
4,300,759
71,682
333,064
40,081
444,827
3,905,964
4,745,586
1,498,083
90,704
260,034
1,848,821
237,168
237,168
1,294,595
82,070
238,555
1,615,220
261,544
261,544
2,085,989
1,876,764
1,819,975
2,868,822
14(a)
14(b)
15
71,593,685
1,321,022
(71,094,732)
1,819,975
62,739,363
496,426
(60,366,967)
2,868,822
The above consolidated statement of financial position should be
read in conjunction with the accompanying notes
St George Mining Limited – Annual Report 2023
P 31
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2023
Australian ($)
BALANCE AT 1 JULY 2022
Loss for the year
Other comprehensive income
Total comprehensive loss
Shares issued during the year
Shares based payments
Reversal of performance rights
Share issue expenses
BALANCE AT 30 JUNE 2023
BALANCE AT 1 JULY 2021
Loss for the year
Other comprehensive income
Total comprehensive loss
Shares issued during the year
Share based payments – employees/directors
Shares based payments
Options exercised during the year
BALANCE AT 30 JUNE 2022
SHARE CAPITAL
$
62,739,363
-
-
-
9,204,001
838,748
-
(1,188,427)
71,593,685
ACCUMULATED LOSSES
$
(60,366,967)
(10,727,765)
-
(10,727,765)
-
-
-
-
(71,094,732)
57,336,331
-
-
-
5,763,000
-
-
(359,968)
62,739,363
(52,186,650)
(8,180,317)
-
(8,180,317)
-
-
-
-
(60,366,967)
RESERVES
$
TOTAL EQUITY
$
496,426
-
-
-
-
824,596
-
-
1,321,022
658,425
-
-
-
-
349,501
(511,500)
-
496,426
2,868,822
(10,727,765)
-
(10,727,765)
9,204,001
1,663,344
-
(1,188,427)
1,819,975
5,808,106
(8,180,317)
-
(8,180,317)
5,763,000
349,501
(511,500)
(359,968)
2,868,822
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
St George Mining Limited – Annual Report 2023
P 32
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
Australian Dollar ($)
CASH FLOWS FROM OPERATING ACTIVITIES
Expenditure on mining interests
Payments to suppliers and employees
Interest received
Other
Net cash outflow from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Payment of bank guarantee
Purchase of plant and equipment
Acquisition of tenements
Net cash outflow from investing activities
CASH FLOW FROM FINANCING ACTIVITIES
Issue of shares net of capital raising costs
Lease payments including interest
Net cash inflows from financing activities
Note
30 JUNE 2023
$
30 JUNE 2022
$
17(b)
(5,992,893)
(2,969,292)
74,022
134,122
(8,754,041)
-
(7,152)
(560,480)
(567,632)
8,664,374
(108,209)
8,556,165
(5,004,068)
(2,485,672)
6,874
28,882
(7,453,984)
(2,022)
(27,542)
-
(29,564)
5,303,032
(87,151)
5,215,881
Net (decrease) in cash and cash equivalents
(765,508)
(2,267,667)
Cash and cash equivalents at the beginning of
the financial year
CASH AND CASH EQUIVALENTS AT THE END
OF THE FINANCIAL YEAR
4,103,089
6,370,756
17(a)
3,337,581
4,103,089
The above consolidated statement of cash flows should be
read in conjunction with the accompanying notes
St George Mining Limited – Annual Report 2023
P 33
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
1
CORPORATE INFORMATION
The financial report of St George Mining Limited (“St George Mining” or “the Company”) for the year ended 30
June 2023 was authorised for issue in accordance with a meeting of the directors on 28 September 2023.
St George Mining Limited is a company limited by shares, incorporated in Australia on 19 October 2009. The
consolidated financial statements of the Company for year ended 30 June 2023 comprise of the Company and its
subsidiaries together referred to as the Group or consolidated entity.
The nature of the operations and principal activity of the Group is mineral exploration.
2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a)
Statement of compliance
The financial report complies with Australian Accounting Standards, which include Australian equivalents to
International Financial Reporting Standards (“AIFRS”). Compliance with AIFRS ensures that the financial report,
comprising the financial statements and notes thereto, complies with International Financial Reporting Standards
(“IFRS”).
(b)
Basis of Preparation of the Financial Report
The financial report is a general-purpose financial report, which has been prepared in accordance with the
requirements of the Corporations Act 2001, Accounting Standards and Interpretations and complies with other
requirements of the law. The financial report has also been prepared on a historical cost basis.
The financial report is presented in Australian dollars. The following accounting policies have been adopted by the
consolidated entity.
Going Concern
The directors have prepared the financial statements on a going concern basis, which contemplates continuity of
normal business activities and the realisation of assets and extinguishment of liabilities in the ordinary course of
business.
The Consolidated Entity has recorded a net accounting loss of $10,727,765 and net operating cash outflows of
$8,754,041 for the year ended 30 June 2023.
The net assets of the consolidated entity have decreased from $2,868,822 at 30 June 2022 to net assets of
$1,819,975 as at 30 June 2023. Net assets and Shareholder’s equity decreased in 2023 due to an increase in
expenditure during the period of $2,547,448.
At 30 June 2023 the Group held a cash balance of $3,337,581.
Equity raisings or debt financing arrangements will be required in the future to fund the Group’s activities. The
Directors are assessing a number of options in respect of equity and debt financing arrangements, and have
reasonable expectations that further funding will be arranged to meet the Group’s objectives. There is no certainty
that new funding will be successfully completed to provide adequate working capital for the Group.
The Board is confident that the Group will have sufficient funds to finance its operations in the 2023/2024 year
following successful completion of equity raisings or debt financing arrangements.
St George Mining Limited – Annual Report 2023
P 34
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(c)
Principles of Consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent St George
Mining Limited and all of the subsidiaries. Subsidiaries are entities the parent controls. The parent controls an
entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power over the entity. A list of the subsidiaries is provided in Note 22.
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group
from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from
the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions
between Group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been
changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the
Group.
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non
controlling interests". The Group initially recognises non-controlling interests that are present ownership interests
in subsidiaries and are entitled to a proportionate share of the subsidiary's net assets on liquidation at either fair
value or at the non-controlling interests' proportionate share of the subsidiary's net assets. Subsequent to initial
recognition, non-controlling interests are attributed their share of profit or loss and each component of other
comprehensive income. Non-controlling interests are shown separately within the equity section of the statement
of financial position and statement of comprehensive income.
(d)
Significant accounting estimates and judgements
The carrying amount of certain assets and liabilities are often determined based on estimates and assumptions of
future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to
the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Share-based payment transactions
The Group measures the cost of equity-settled and cash-settled transactions by reference to the fair value of the
goods or services received in exchange if it can be reliably measured. If the fair value of the goods or services
cannot be reliably measured, the costs are measured by reference to the fair value of the equity instruments at
the date at which they are granted. The fair value is determined by using the Black-Scholes model and the
assumptions and carrying amount at the reporting date, if any, are disclosed in note 18.
Deferred taxation
The potential deferred tax asset arising from the tax losses and temporary differences have not been recognised
as an asset because recovery of the tax losses is not yet considered probable (refer note 7).
Exploration costs
The Group expenses all exploration and evaluation expenditure incurred.
Subsidiary Loans
Provision has been made for all unsecured loans with subsidiaries as it is uncertain if and when the loans will be
recovered. All inter-company loans have been eliminated on consolidation.
St George Mining Limited – Annual Report 2023
P 35
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(e)
Revenue
Under AASB 15 Revenue from contracts with customers, revenue is recognised when a performance obligation is
satisfied, being when control of the goods or services underlying the performance obligations is transferred to the
customer.
Interest
Interest revenue is recognised using the effective interest method.
(f)
Employee benefits
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to
balance date. Employee benefits expected to be settled within one year together with entitlements arising from
wages and salaries and annual leave which will be settled after one year, have been measured at the amounts
expected to be paid when the liability is settled, plus related on-costs. Other employee benefits payable later than
one year have been measured at the present value of the estimated cash outflows to be made to those benefits.
Contributions are made by the Group to employee superannuation funds and are charged as expenses when
incurred.
(g)
Share based payment transactions
The Group accounts for all equity-settled stock-based payments based on the fair value of the award on grant
date. Under the fair value-based method, compensation cost attributable to options granted is measured at fair
value at the grant date and amortised over the vesting period. The amount recognised as an expense is adjusted
to reflect any changes in the Group’s estimate of the performance rights that will eventually vest and the effect of
any non-market vesting conditions.
Share-based payment arrangements in which the Group receives goods or services as consideration are measured
at the fair value of the good or service received, unless that fair value cannot be reliably estimated.
(h)
Exploration and evaluation expenditure
Exploration and evaluation expenditure on areas of interest are expensed as incurred. Costs of acquisition will
normally be expensed but will be assessed on a case by case basis and may be capitalised to areas of interest and
carried forward where right of tenure of the area of interest is current and they are expected to be recouped
through sale or successful development and exploitation of the area of interest or, where exploration and
evaluation activities in the area of interest have not yet reached a stage that permits reasonable assessment of
the existence of economically recoverable reserves.
When an area of interest is abandoned or the directors decide that it is not commercial, any accumulated
acquisition costs in respect of that area are written off in the financial period the decision is made. Where projects
have advanced to the stage that directors have made a decision to mine, they are classified as development
properties. When further development expenditure is incurred in respect of a development property, such
expenditure is carried forward as part of the cost of that development property only when substantial future
economic benefits are established. Otherwise such expenditure is classified as part of the cost of production or
written off where production has not commenced.
St George Mining Limited – Annual Report 2023
P 36
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(i)
Income Tax
Current tax assets and liabilities for the period is measured at amounts expected to be recovered from or paid to
the taxation authorities based on current year’s taxable income. The tax rates and tax laws used for computation
are enacted or substantially enacted by the balance date.
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of
assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences:
•
•
except where the deferred income tax liability arises from the initial recognition of an asset or liability in
a transaction that is not a business combination and, at the time of the transaction, affects neither that
accounting profit nor taxable profit or loss; and,
in respect of taxable temporary differences associated with investments in subsidiaries, associates and
interests in joint ventures, except where the timing of the reversal of the temporary differences will not
reverse in the foreseeable future.
Deferred income tax assets are recognised for all the deductible temporary differences, carry-forward of unused
tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which
the deductible temporary differences, and the carry-forward of unused tax assets and unused tax losses can be
utilised:
•
•
except where the deferred income tax asset relating to the deductible temporary difference arises from
the initial recognition of an asset or liability in a transaction that is not a business combination and, at the
time of the transaction, affects neither the accounting profit nor taxable profit or loss; and,
in respect of deductible temporary differences with investments in subsidiaries, associates and interest in
joint ventures, deferred tax assets in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilised.
The carrying amount of deferred income tax is reviewed at each balance sheet date and reduced to the extent
that is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income
tax asset to be utilised.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year
when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the balance sheet date.
Income taxes relating to items recognised directly in equity are not in the income statement.
(j)
Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred
is not recoverable from the Australian Taxation Office (“ATO”). In these circumstances the GST is recognised as
part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the
consolidated Statement of Financial Position are shown inclusive of GST.
The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the
Consolidated Statement of Financial Position.
Cash Flows are included in the Consolidated Statement of Cash Flows net of GST. The GST components of cash
flows arising from investing and financial activities which are recoverable from, or payable to, the ATO are
classified as operating cash flows.
St George Mining Limited – Annual Report 2023
P 37
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(k)
Plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses.
Depreciation is calculated on a diminishing value basis over the estimated useful life of the assets as follows:
Class of Fixed Asset
Plant and Equipment
- Year 1
- Subsequent Years
Depreciation Rate
18.75%
37.50%
The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each financial year end.
(l)
Earnings per share
Basic earnings per share is calculated as net loss attributable to members of the Company, adjusted to exclude
any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted
average number of ordinary shares, adjusted for any bonus element.
(m)
Cash and cash equivalents
Cash and short-term deposits in the consolidated Statement of Financial Position comprise cash at bank and in
hand and short-term deposits with an original maturity of three months or less.
For the purposes of the consolidated Statement of Cash Flows, cash and cash equivalents consist of cash and
cash equivalents as defined above, net of outstanding bank overdrafts.
(n)
Impairment of assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any
such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate
of the asset’s recoverable amount. An asset’s recoverable amount is the higher of its fair value; less costs to sell
and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that
are largely independent of those from other assets or groups of assets and the asset’s value in use cannot be
estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the cash-
generating unit to which it belongs. When the carrying amount of an asset or cash-generating unit exceeds its
recoverable amount, the asset or cash-generating unit is considered impaired and it is written down to its
recoverable amount.
In assessing the value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. Impairment losses relating to continuing operations are recognised in those expense categories consistent
with the function of the impaired asset unless the asset is carried at revalued amount (in which case the
impairment loss is treated as a revaluation decrease).
An assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount
is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates
used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the
case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot
exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been
recognised for the asset in prior years. Such reversal is recognised in profit or loss unless the asset is carried at
revalued amount, in which case the reversal is treated as a revaluation increase. After such a reversal the
St George Mining Limited – Annual Report 2023
P 38
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual
value, on a systemic basis over its remaining useful life.
(o)
Contributed equity
Ordinary shares and options are classified as contributed equity. Incremental costs directly attributable to the
issue of new shares or options are shown in equity as a deduction, net of GST, from the proceeds.
(p)
Financial Instruments
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the financial instrument. Financial instruments (except for trade receivables) are measured initially
at fair value adjusted by transactions costs, except for those carried “at fair value through profit or loss”, in which
case transaction costs are expensed to profit or loss. Where available, quoted prices in an active market are used
to determine the fair value. In other circumstances, valuation techniques are adopted. Subsequent measurement
of financial assets and financial liabilities are described below.
Trade receivables are initially measured at the transaction price if the receivables do not contain a significant
financing component in accordance with AASB 15.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or
when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised
when it is extinguished, discharged, cancelled or expires.
Financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the
transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for
transaction costs (where applicable).
For the purpose of subsequent measurement, financial assets other than those designated and effective as
hedging instruments, are classified into the following categories upon initial recognition:
•
•
•
amortised cost;
fair value through other comprehensive income (FVOCI); and
fair value through profit or loss (FVPL).
Classifications are determined by both:
•
•
The contractual cash flow characteristics of the financial assets; and
The entities business model for managing the financial asset.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated
as FVPL):
•
•
they are held within a business model whose objective is to hold the financial assets and collect its
contractual cash flows; and
the contractual terms of the financial assets give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding.
St George Mining Limited – Annual Report 2023
P 39
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is
omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most
other receivables fall into this category of financial instruments.
Financial assets at fair value through other comprehensive income (Equity instruments)
The Group measures debt instruments at fair value through OCI if both of the following conditions are met:
•
•
The contractual terms of the financial asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding; and
The financial asset is held within a business model with the objective of both holding to collect contractual
cash flows and selling the financial asset.
For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and impairment
losses or reversals are recognised in the statement of profit or loss and computed in the same manner as for
financial assets measured at amortised cost. The remaining fair value changes are recognised in OCI.
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments
designated at fair value through OCI when they meet the definition of equity under AASB 132 Financial
Instruments: Presentation and are not held for trading.
Financial assets at fair value through profit or loss (FVPL)
Financial assets at fair value through profit or loss include financial assets held for trading, financial assets
designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to
be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of
selling or repurchasing in the near term.
Financial liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss,
loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as
appropriate.
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless
the Group designated a financial liability at fair value through profit or loss.
Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for
derivatives and financial liabilities designated at FVPL, which are carried subsequently at fair value with gains or
losses recognised in profit or loss.
All interest-related charges and, if applicable, gains and losses arising on changes in fair value are recognised in
profit or loss.
Effective interest rate method
The effective interest rate method is a method of calculating the amortised cost of a financial instrument and of
allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial instrument or, where appropriate, a
shorter period, to the net carrying amount on initial recognition.
St George Mining Limited – Annual Report 2023
P 40
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
Transaction costs
Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities
are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial
recognition.
Impairment of financial assets
The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments
carried at amortised cost and FVOCI. The impairment methodology applied depends on whether there has been
a significant increase in credit risk. For trade receivables, the Group applies the simplified approach permitted by
AASB 9, which requires expected lifetime losses to be recognised from initial recognition of the receivables.
(q)
Business combinations
Business combinations occur where an acquirer obtains control over one or more businesses and results in the
consolidation of its assets and liabilities.
A business combination is accounted for by applying the acquisition method, unless it is a combination involving
entities or businesses under common control. The acquisition method requires that for each business combination
one of the combining entities must be identified as the acquirer (i.e. parent entity). The business combination will
be accounted for as at the acquisition date, which is the date that control over the acquiree is obtained by the
parent entity. At this date, the parent shall recognise, in the consolidated accounts, and subject to certain limited
exceptions, the fair value of the identifiable assets acquired and liabilities assumed. In addition, contingent
liabilities of the acquiree will be recognised where a present obligation has been incurred and its fair value can be
reliably measured.
The acquisition may result in the recognition of goodwill or a gain from a bargain purchase. The method adopted
for the measurement of goodwill will impact on the measurement of any non-controlling interest to be recognised
in the acquiree where less than 100% ownership interest is held in the acquiree.
The acquisition date fair value of the consideration transferred for a business combination plus the acquisition
date fair value of any previously held equity interest shall form the cost of the investment in the separate financial
statements. Consideration may comprise the sum of the assets transferred by the acquirer, liabilities incurred by
the acquirer to the former owners of the acquiree and the equity interests issued by the acquirer.
Fair value uplifts in the value of pre-existing holdings are taken to the statement of comprehensive income. Where
changes in the value of such equity holdings had previously been recognised in other comprehensive income, such
amounts are recycled to profit or loss.
Included in the measurement of consideration transferred is any asset or liability resulting from a contingent
consideration arrangement. Any obligation incurred relating to contingent consideration is classified as either a
financial liability or equity instrument, depending upon the nature of the arrangement. Rights to refunds of
consideration previously paid are recognised as a receivable. Subsequent to initial recognition, contingent
consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.
Contingent consideration classified as an asset or a liability is remeasured each reporting period to fair value
through the statement of comprehensive income unless the change in value can be identified as existing at
acquisition date.
All transaction costs incurred in relation to the business combination are expensed to the consolidated statement
of comprehensive income.
St George Mining Limited – Annual Report 2023
P 41
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(r)
Trade Receivables
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course
of business. They are generally due for settlement within 30 days and therefore are all classified as current. Trade
receivables are recognised initially at the amount of consideration that is unconditional unless they contain
significant financing components, when they are recognised at fair value. The Group holds the trade receivables
with the objective to collect the contractual cash flows and therefore measures them subsequently at amortised
cost using the effective interest method. Details about the Group’s impairment policies and the calculation of the
loss allowance are provided in note 2(n).
(s)
Trade and Other Payables
Trade and other payables represent the liabilities for goods and services received by the Group that remain unpaid
at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid
within 30 days of recognition of the liability. Trade and other payables are initially measured at fair value and
subsequently measured at amortised costs using the effective interest method.
(t)
Adoption of new and revised standards
New and Amended Standards Adopted by the Group
AASB 2020-3: Amendments to Australian Accounting Standards – Annual Improvements 2018–2020 and Other
Amendments
The Entity adopted AASB 2020-3 which makes some small amendments to a number of standards including the
following: AASB 1, AASB 3, AASB 9, AASB 116, AASB 137 and AASB 141.
The adoption of the amendment did not have a material impact on the financial statements.
AASB 2021-7a: Amendments to Australian Accounting Standards – Effective Date of Amendments to AASB 10 and
AASB 128 and Editorial Corrections.
AASB 2020-7a makes various editorial corrections to a number of standards effective for reporting periods
beginning on or after 1 January 2022. The adoption of the amendment did not have a material impact on the
financial statements
AASB 2020-8: Amendments to Australian Accounting Standards – Interest Rate Benchmark Reform – Phase 2
New and Amended Accounting Policies Not Yet Adopted by the Entity
•
AASB 2020-1: Amendments to Australian Accounting Standards – Classification of Liabilities as Current or
Non-current
The amendment amends AASB 101 to clarify whether a liability should be presented as current or non-
current.
The Group plans on adopting the amendment for the reporting period ending 30 June 2024 along with the
adoption of AASB 2022-6. The amendment is not expected to have a material impact on the financial
statements once adopted.
•
AASB 2022-6: Amendments to Australian Accounting Standards – Non-current Liabilities with Covenants
AASB 2022-6 amends AASB 101 to improve the information an entity provides in its financial statements
about liabilities arising from loan arrangements for which the entity’s right to defer settlement of those
St George Mining Limited – Annual Report 2023
P 42
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
liabilities for at least 12 months after the reporting period is subject to the entity complying with conditions
specified in the loan arrangement. It also amends an example in Practice Statement 2 regarding assessing
whether information about covenants is material for disclosure.
The Group plans on adopting the amendment for the reporting period ending 30 June 2024. The amendment
is not expected to have a material impact on the financial statements once adopted.
•
AASB 2021-2: Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and
Definition of Accounting Estimates
The amendment amends AASB 7, AASB 101, AASB 108, AASB 134 and AASB Practice Statement 2. These
amendments arise from the issuance by the IASB of the following International Financial Reporting Standards:
Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2) and Definition of
Accounting Estimates (Amendments to IAS 8).
The Group plans on adopting the amendment for the reporting period ending 30 June 2024. The impact of
the initial application is not yet known.
•
AASB 2021-5: Amendments to Australian Accounting Standards – Deferred Tax related to Assets and
Liabilities arising from a Single Transaction
The amendment amends the initial recognition exemption in AASB 112: Income Taxes such that it is not
applicable to leases and decommissioning obligations – transactions for which companies recognise both an
asset and liability and that give rise to equal taxable and deductible temporary differences.
The Group plans on adopting the amendment for the reporting period ending 30 June 2024. The impact of
the initial application is not yet known.
•
AASB 2021-7b & c: Amendments to Australian Accounting Standards – Effective Date of Amendments to
AASB 10 and AASB 128 and Editorial Corrections
AASB 2021-7b makes various editorial corrections to AASB 17 Insurance Contracts which applies to annual
reporting periods beginning on or after 1 January 2023, with earlier application permitted.
AASB 2021-7c defers the mandatory effective date (application date) of amendments to AASB 10 and AASB
128 that were originally made in AASB 2014-10: Amendments to Australian Accounting Standards – Sale or
Contribution of Assets between an Investor and its Associate or Joint Venture so that the amendments are
required to be applied for annual reporting periods beginning on or after 1 January 2025 instead of 1 January
2018.
The Group plans on adopting the amendments for the reporting periods ending 30 June 2024 and 30 June
2026. The impact of initial application is not yet known.
•
AASB 2022-7: Editorial Corrections to Australian Accounting Standards and Repeal of Superseded and
Redundant Standards
AASB 2022-7 makes editorial corrections to the following standards: AASB 7, AASB 116, AASB 124, AASB 128,
AASB 134 and AASB as well as to AASB Practice Statement 2. It also formally repeals superseded and
redundant Australian Account Standards as set out in Schedules 1 and 2 to the Standard.
The Group plans on adopting the amendments for the reporting period ending 30 June 2024. The amendment
is not expected to have a material impact on the financial statements once adopted.
St George Mining Limited – Annual Report 2023
P 43
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(u)
Comparative information
Comparative information is amended where appropriate to ensure consistency in presentation with the current
year.
3
REVENUE
Interest income
Other income
4
ADMINISTRATION EXPENSES
Administration expenses include the following expenses:
Employee benefit expense
Wages and salaries
Accrued leave
Performance options
Defined contribution superannuation expense
Other administration costs
Accounting and administration fees
Legal fees
Publications and subscriptions
Presentations and seminars
Rental expenses
Share registry costs
Travel expenses
ROU depreciation
Depreciation
Other
Total administration expenses
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
82,226
65,553
147,779
4,360
74,053
78,413
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
621,914
21,478
175,795
69,695
888,882
2,592
57,359
119,062
220,081
57,190
50,371
305,289
95,679
16,371
632,475
1,556,469
2,445,351
600,215
52,103
(161,998)
44,351
534,671
1,436
24,919
32,811
102,724
57,897
41,957
43,174
76,231
15,785
470,694
867,628
1,402,299
5
EXPLORATION EXPENDITURE WRITTEN OFF
Exploration expenditure written off
Tenement acquisition costs
CONSOLIDATED
30 JUNE 2023
$
7,011,519
1,399,229
8,410,748
CONSOLIDATED
30 JUNE 2022
$
6,828,382
13,248
6,841,630
St George Mining Limited – Annual Report 2023
P 44
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
6
FINANCE EXPENSES
Interest expense
Lease interest
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
-
19,445
19,445
-
14,801
14,801
Refer to Note 11 for details in relation to the right of use asset and lease liability.
7
INCOME TAX
(a)
Prima facie income tax benefit at 25% on loss from ordinary activities is reconciled to the income tax
provided in the financial statements
Loss before income tax
Income tax calculated at 25% (2022: 25%)
Tax effect of;-
Sundry – temporary differences
Section 40-880 deduction
Future income tax benefit not brought to account
Income tax benefit
(b)
Deferred tax assets
CONSOLIDATED
30 JUNE 2023
$
(10,727,765)
(2,681,942)
CONSOLIDATED
30 JUNE 2022
$
(8,180,317)
(2,045,079)
2,254
(153,962)
2,833,650
-
20,888
(122,888)
2,147,079
-
The potential deferred tax asset arising from the tax losses and temporary differences have not been recognised
as an asset because recovery of tax losses is not yet probable.
Australian accumulated tax losses (i), (ii), (iii)
Provisions - net of prepayments
Section 40-880 deduction
Unrecognised deferred tax assets relating
to the above temporary differences
The benefits will only be obtained if:
CONSOLIDATED
30 JUNE 2023
$
13,108,175
6,275
378,926
CONSOLIDATED
30 JUNE 2022
$
10,274,525
57,707
235,781
13,493,376
10,568,013
(i)
(ii)
(iii)
The Group derives future assessable income of a nature and of an amount sufficient to enable the benefit
from the deduction for the losses to be realised;
The Group continues to comply with the conditions in deductibility imposed by the Law; and
No change in tax legislation adversely affects the Group in realising the benefits from the deductions or
the losses.
St George Mining Limited – Annual Report 2023
P 45
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
8
AUDITOR’S REMUNERATION
Auditing and review of the Group’s financial statements
9
KEY MANAGEMENT PERSONNEL
(a)
Details of key management personnel
Directors
John Prineas
John Dawson
Sarah Shipway
Executive
John Prineas – Executive Chairman
(b)
Compensation of key management personnel
Salaries and fees
Post employment benefits – superannuation
Equity settled share based payments
Long service and annual leave benefits
10
CURRENT ASSETS
(a)
Trade and Other Receivables
Current
CONSOLIDATED
30 JUNE 2023
$
58,713
58,713
CONSOLIDATED
30 JUNE 2022
$
51,201
51,201
CONSOLIDATED
30 JUNE 2023
$
569,877
43,308
84,221
10,652
708,058
CONSOLIDATED
30 JUNE 2022
$
569,165
41,245
(78,572)
44,140
575,978
CONSOLIDATED
30 JUNE 2023
$
32,306
32,306
CONSOLIDATED
30 JUNE 2022
$
73,236
73,236
Other receivables include amounts outstanding for goods and services tax (GST) of $9,860 (2022: $57,533),
interest receivable of $8,916 (2022: $779), reimbursements $13,530 (2022: $11,924) and security bond of nil
(2022: $3,000).
GST amounts are non-interest bearing and have repayment terms applicable under the relevant government
authorities. No trade and other receivables are impaired or past due.
(b)
Other Assets
Prepayments
CONSOLIDATED
30 JUNE 2023
$
123,060
123,060
CONSOLIDATED
30 JUNE 2022
$
124,434
124,434
St George Mining Limited – Annual Report 2023
P 46
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
11
(a)
RIGHT OF USE ASSET AND LEASE LIABILITY
Right of use asset
Cost
Accumulated depreciation
Carrying value at end of period
Opening net carrying value
Additions
Depreciation for the period
Carrying value at end of period
CONSOLIDATED
30 JUNE 2023
$
502,998
(192,591)
310,407
333,064
73,022
(95,679)
310,407
CONSOLIDATED
30 JUNE 2022
$
527,491
(194,427)
333,064
50,029
359,266
(76,231)
333,064
During the year the lease expired and was renewed, resulting in the reduction in the cost and depreciation.
(b)
Lease Liability
Current
Property lease liability
Non-Current
Property lease liability
Total lease liabilities
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
90,704
237,168
327,872
82,070
261,544
343,614
Property leases
The above right-of-use asset (ROU) and lease liability relate to the office lease and storage lease entered into by
the Group. The lease has been accounted in accordance with AASB 16.
The right-of-use asset is measured at the amount equal to the lease liability at initial recognition and then
amortised over the life of the lease. The lease liability and ROU asset at initial recognition is $502,998.
The right-of-use asset is being depreciated over the lease term on a straight-line basis which is approximately 60
and 24 months for the office and storage lease, respectively, in place at 30 June 2023. Depreciation expense of
$95,679 (2022: $76,231) was included in corporate administration expense in the consolidated statement of profit
or loss and other comprehensive income.
At initial recognition, the lease liability was measured as the present value of minimum lease payments using the
Group’s incremental borrowing rate of 5.4%. The incremental borrowing rate was based on the unsecured interest
rate that would apply if finance was sought for an amount and time period equivalent to the lease requirements
of the Group. Each lease payment is allocated between the liability and interest expense. The interest expense of
$19,445 (2022: $14,801) was included in finance expense in the consolidated statement of profit or loss and other
comprehensive income. Lease payments during the year was $108,209 including interest.
Option to extend or terminate
The Group uses hindsight in determining the lease term where the contract contains options to extend or
terminate the lease.
St George Mining Limited – Annual Report 2023
P 47
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
12
PLANT AND EQUIPMENT
Plant and Equipment
At Cost
Accumulated depreciation
Total plant and equipment
Plant and Equipment
Carrying amount at the beginning of the year
Additions
Disposals
Depreciation expense
Total carrying amount at end of year
13
CURRENT LIABILITIES
Trade and other payables
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
111,297
(80,435)
30,862
40,081
7,152
-
(16,371)
30,862
104,144
(64,063)
40,081
28,325
27,541
-
(15,785)
40,081
CONSOLIDATED
30 JUNE 2023
$
1,498,083
1,498,083
CONSOLIDATED
30 JUNE 2022
$
1,294,595
1,294,595
Trade payables are unsecured and are usually paid within 30 days of recognition. The carrying amounts of trade
and other payables are considered to be the same as their fair values due to their short-term nature. As at 30
June 2023 $894,851 (2022: $38,538) was past 30 days due.
14
ISSUED CAPITAL
Australian Dollar $
Issued and paid up capital
(a)
At the beginning of the reporting period
Shares issued during the prior period
December 2022: 105,941,190 shares issued at $0.068
January 2023: 23,255,814 shares issued at $0.086
March 2022: 94,230,769 shares issued at $0.052
April 2022: 12,749,948 shares issued at $0.052
June 2022: 3,846,154 shares issued at $0.052
Exercise of Options
Share based payments (i), (ii)
Transactions costs arising from issue of shares
At reporting date 840,510,549 (30 June 2022: 700,017,808)
fully paid ordinary shares
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
62,739,363
57,336,331
7,204,001
2,000,000
-
-
-
-
838,748
(1,188,427)
-
-
4,800,000
663,000
200,000
-
100,000
(359,968)
71,593,685
62,739,363
St George Mining Limited – Annual Report 2023
P 48
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
Movements in Ordinary Shares
At the beginning of the reporting period
Shares issued during the period
December 2022: 105,941,190 shares issued at $0.068
January 2023: 23,255,814 shares issued at $0.086
March 2022: 92,307,692 shares issued at $0.052
April 2022: 12,749,948 shares issued at $0.052
June 2022: 3,846,154 shares issued at $0.052
Options exercised during the year
Share based payments (i), (ii)
At reporting date
Number
700,017,808
105,941,190
23,255,814
-
-
-
-
11,295,737
840,510,549
Number
589,190,937
-
-
92,307,692
12,749,948
3,846,154
-
1,923,077
700,017,808
(i)
During the year ended 30 June 2023 the following share-based payments were made:
(a) 1,250,000 fully paid ordinary shares were issued at $0.071 per share as consideration to acquire
exploration licences.
(b) 4,225,319 fully paid ordinary shares were issued at $0.071 per share as consideration to acquire
exploration licences.
(c) 2,695,418 fully paid ordinary shares were issued at $0.074 per share as consideration to acquire
exploration licences.
(d) 3,125,000 fully paid ordinary shares were issued at $0.080 per share as consideration to acquire
exploration licences.
(ii)
During the year ended 30 June 2022 the following share-based payments were made:
(a) 1,923,077 fully paid ordinary shares were issued at $0.052 per share as consideration for services
provided to the Company.
Movements in Performance Rights
At the beginning of the reporting period
Changes to Performance Rights issued during the year
Performance Rights cancelled during the year
Issued during the year (i)
At reporting date
Number
Number
-
-
-
-
265
(265)
-
-
(i)
The Company issued no performance rights (2022: Nil) during the year. Please refer to note 18.
Movements in Performance Options
At the beginning of the reporting period
Changes to Performance Options issued during the year
Performance Options cancelled during the year
Issued during the year (i)
At reporting date
Number
Number
-
-
22,500,000
22,500,000
-
-
-
-
(i)
The Company issued 22,500,000 performance options (2022: Nil) during the year. Please refer to
note 18.
St George Mining Limited – Annual Report 2023
P 49
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(b) Reserve
Movements in reserve
At the beginning of the year
Expiry of options transferred to accumulated losses
Expiry of performance rights
Performance options expense (i)
Share based payments expense
At reporting date
(i)
Performance options expense (see note 18).
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
496,426
-
-
824,596
-
1,321,022
658,425
-
(511,500)
-
349,501
496,426
A summary of the outstanding options at 30 June 2023 in the Company is listed below:
Unlisted Options Class
Listed Options
Unlisted Options
Class A Performance Options*
Class B Performance Options*
Class C Performance Options*
Class D Performance Options*
Class A Performance Options*
Class B Performance Options*
Class C Performance Options*
Class D Performance Options*
Number of
Options
39,188,238
5,000,000
2,250,000
2,250,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
*Options vest on certain milestones being achieved.
15
ACCUMULATED LOSSES
Exercise
Price $
$0.10
$0.095
-
-
-
-
-
-
-
-
Expiry Date
31.12.2025
24.03.2024
31.12.2024
31.12.2025
31.12.2025
30.06.2026
31.12.2024
31.12.2025
31.12.2025
30.06.2026
Accumulated losses at the beginning of the year
Loss for the year
Expiry of options transferred from accumulated losses
Accumulated losses at the end of the year
16
LOSS PER SHARE
Basic loss per share after income tax attributable to
members of the Company (cents per share)
Diluted loss per share (cents per share)
CONSOLIDATED
30 JUNE 2023
$
(60,366,967)
(10,727,765)
-
(71,094,732)
CONSOLIDATED
30 JUNE 2022
$
(52,186,650)
(8,180,317)
-
(60,366,967)
CONSOLIDATED
30 JUNE 2023
$
CONSOLIDATED
30 JUNE 2022
$
(1.38)
(1.38)
(1.33)
(1.33)
St George Mining Limited – Annual Report 2023
P 50
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
Weighted average number of shares on issue during the
financial year used in the calculation of basic earnings
per share
Weighted average number of ordinary shares for
diluted earnings per share
2023
Number
2022
Number
776,198,056
617,303,308
776,198,056
617,303,308
17
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS
(a)
Reconciliation of cash and cash equivalents
For the purposes of the consolidated statement of cash flows, cash and cash equivalents consist of cash at bank
and in hand and short-term deposits with an original maturity of three months or less, net of outstanding bank
overdrafts.
Current – cash at bank
CONSOLIDATED
30 JUNE 2023
$
3,337,581
3,337,581
CONSOLIDATED
30 JUNE 2022
$
4,103,089
4,103,089
(b)
Reconciliation of loss after tax to net cash flows from operations
Loss after income tax
Share based payments
Depreciation expense
Lease interest
Non-cash exploration costs and tenement acquisitions
(Increase)/decrease in assets
Trade and other receivables
Other assets
Increase/(decrease) in liabilities
Trade and other payables
Provisions
Non-cash investing and financing activities:
CONSOLIDATED
30 JUNE 2023
$
(10,727,765)
175,795
112,050
19,445
1,399,229
40,930
1,374
203,422
21,479
(8,754,041)
CONSOLIDATED
30 JUNE 2022
$
(8,180,317)
(161,998)
92,017
14,801
100,000
(19,919)
(53,971)
703,301
52,102
(7,453,984)
(i)
For details in relation to the non-cash payments for tenement acquisitions refer to note 14 (a)(i).
St George Mining Limited – Annual Report 2023
P 51
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
18
SHARE BASED PAYMENTS
During the year the Company issued 22,500,000 performances options and as at the balance date there were
22,500,000 performance options were on issue.
(a)
On 16 March 2023 at the general meeting of shareholders, the Company agreed and Shareholders approved
the issue of 12,000,000 performance options to Directors of the Company. An additional 10,500,000
performance rights were issued to employees of the Company.
The Performance Rights issued had the following milestones attached to them:
(i)
(ii)
(iii)
(iv)
Class A Performance Option: Vesting on the Company reaching a market capitalisation of at least
AUD$100m, based on a volume weighted average price of the Company’s shares over the 20 consecutive
trading days on which the Company’s shares have traded prior to the Company reaching a market
capitalisation of at least AUD$100m, on or before 31 December 2024.
Class B Performance Option: Vesting on the Company reaching a market capitalisation of AUD150m, based
on a volume weighted average price of the Company’s shares over 20 consecutive trading days on which
the Company’s shares have traded prior to the Company reaching a market capitalisation of at least
AUD$150m, on or before 31 December 2025.
Class C Performance Option: Vesting on the Company announcing a JORC compliant Inferred Mineral
Resource (as defined in the JORC Code 2012 Edition) at any of the Company’s Project of not less than:
(a) 1,000,000 ounces of Au (at a cut-off grade of 0.3%);
(b) 50,000t contained Ni (at a cut-off grade of 0.3%);
(c) 10,000t contained Co (at a cut-off grade of 0.1%);
(d) 50,000t contained Cu (at a cut-off grade of 0.2%); or
(e) 1,000,000t contained Li (at a cut-off grade of 0.5%).
On or before 31 December 2025.
Class D Performance Option: Vesting upon delineating a JORC compliant Inferred Mineral Resource (as
defined in the JORC Code 2012 Edition) of 50Mt or more at a minimum grade of 0.08% Li2O at the
Company’s Projects.
For the avoidance of doubt the resource referred to above refers to the combined lithium resources of the
Company at all of its Projects (including the Company’s proportionate share of any project owned under a
joint venture or other co-investment arrangement) and is not limited to any specific project area.
On or before 31 December 2027.
Each performance option converts to one (1) fully paid ordinary share on achievement of the milestone.
St George Mining Limited – Annual Report 2023
P 52
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
The performance options were ascribed the below value:
Class
Date of Issue
Class A
Total Class A
Class B
Total Class B
Class C
Total Class C
Class D
Total Class D
Total
29.09.22
24.03.23
-
29.09.22
24.03.23
-
15.08.18
17.12.18
-
15.08.18
17.12.18
-
-
Number of
Performance
Options (i)
2,250,000
3,000,000
5,250,000
2,250,000
3,000,000
5,250,000
3,000,000
3,000,000
6,000,000
3,000,000
3,000,000
6,000,000
22,500,000
Expiry Date
Price of
Shares ($)
Total Value ($)
(ii)
Expense for the
period ($)
31.12.24
21.12.24
31.12.25
31.12.25
31.12.25
31.12.25
31.12.27
31.12.27
-
-
0.035
0.058
-
0.035
0.058
-
0.035
0.058
-
0.035
0.058
-
-
78,750
174,000
252,750
78,750
174,000
252,750
105,000
174,000
279,000
105,000
174,000
279,000
1,063,500
26,568
29,177
55,745
18,744
19,598
38,342
24,727
19,087
43,814
21,536
16,358
37,894
175,795
(i)
(ii)
Each Performance option will convert into one fully paid ordinary share.
The value of the rights was determined as per the date the rights were issued.
It has been deemed that the milestones occurring for the performance options on issue as at reporting date will
more likely occur and therefore expenses were accounted in full over the vesting period.
Of the above performance options granted, the following were issued to key management personnel, and had not
expired as at 30 June 2023.
Key Management
Personnel
J Prineas
Class A
Class B
Class C
Class D
J Dawson
Class A
Class B
Class C
Class D
S Shipway
Class A
Class B
Class C
Class D
Grant Date
Number of
Performance Rights
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
24.03.23
2,000,000
2,000,000
2,000,000
2,000,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
St George Mining Limited – Annual Report 2023
P 53
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(b)
On 13 December 2023 the Company issued 16,000,000 Listed Options exercisable at $0.10 on or before 13
December 2025 for services rendered to the Company. The options vested upon issue.
The options were ascribed the below value using the Black-Scholes model.
Valuation Date
13.12.2022
Risk Free Rate
3.19%
Volatility
91.57%
Expiry Date
12.12.2025
Exercise Price
0.10
Value $
$0.038
(c)
On 24 March 2023 the Company issued 2,000,000 Listed Options exercisable at $0.10 on or before 13
December 2025 for services rendered to the Company. The options vested upon issue.
The options were valued at market value at a value of $0.018 per listed option.
A summary of the movements in the Company options, other than the performance options noted above, issued
is as follows:
Options outstanding as at 30 June 2021
Granted
Forfeited
Exercised
Expired
Options outstanding as at 30 June 2022
Issued
Forfeited
Exercised
Expired
Options outstanding as at 30 June 2023
Options exercisable as at 30 June 2023
Options exercisable as at 30 June 2022
Number
Weighted
Average Exercise
Price $
2,500,000
5,000,000
-
-
-
7,500,000
39,188,238
-
-
(2,500,000)
44,188,238
44,188,238
7,500,000
0.15
0.095
-
-
-
-
0.10
-
-
-
0.10
-
-
The weighted average remaining contractual life of options outstanding at the year-end was 2.3 years (2022: 1.18
years). The weighted average exercise price of outstanding options at the end of the report period was $0.10
(2022: $0.11).
19
(a)
COMMITMENTS AND CONTINGENCIES
Commitment
Mineral exploration commitments
The Group has the following minimum exploration expenditure requirements in connection with its exploration
tenements.
Not later than one year
Later than one year but not later than two years
30 June
2023
$
461,622
457,344
918,966
30 June
2022
$
265,082
207,606
472,688
St George Mining Limited – Annual Report 2023
P 54
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(b)
Contingent liabilities and commitments
The Group fully owns five subsidiaries, Desert Fox Resources Pty Ltd, Blue Thunder Resources Pty Ltd, Destiny
Lithium Pty Ltd, Dragon Lithium Pty Ltd and Lithium Star Pty Ltd the main activities of which are exploration. The
effect of these subsidiaries is to make the St George Mining owned subsidiaries contractually responsible for any
transactions undertaken by the subsidiary. The parent entity has provided certain guarantees to third parties
whereby certain liabilities of the subsidiary are guaranteed.
There are no contingent liabilities as at the date of this report.
20
EVENTS SUBSEQUENT TO BALANCE SHEET
On 8 August 2023 the Company advised that it had completed the acquisition of seven lithium prospective projects
located in Western Australia that was announced previously on 22 March 2023. The Company paid $300,000 (plus
GST) in cash upon completion and $400,000 (plus GST) worth of St George shares, being 6,064,435 shares, on
completion. As part of the consideration the below is payable:
1. Resource Milestone Payment: 15,000,000 fully paid ordinary shares in St George (Milestone Shares) if St
George announces a JORC 2012 compliant Inferred Mineral Resource at a Lithium Project of not less than
10,000,000 tonnes of Li20 with a minimum grade of 1% Li20 (using a cut-off grade of no less than 0.5%)
(Milestone) prior to the date which is five years from completion of the acquisition (Milestone End Date).
• With respect to each Lithium Project, the issue of any Milestone Shares is subject to shareholder
approval. If that shareholder approval is not obtained then St George will pay Chariot Corporation the
amount in cash which is equal to the value 15,000,000 fully paid ordinary shares in St George multiplied
the VWAP of the shares for the 15 trading days before the date that the relevant Milestone was satisfied.
A Resource Milestone Payment is payable in regard to each Lithium Project upon the first time the
Milestone is satisfied for that Project. If the Milestone for a Lithium Project is not met prior to the
Milestone End Date, St George may elect to either make the Milestone Payment to the Seller or
otherwise St George must transfer the applicable tenements for that Lithium Project back to the Seller
for consideration of $1.
•
2. A 2% net smelter royalty will be retained by Chariot in respect of any mineral products produced and sold
from any of the Lithium Projects. St George will have the right to buy back half of the royalty in respect of a
Lithium Project by paying $5,000,000 cash to Chariot at any time prior to first commercial production from
that Lithium Project.
On 31 July 2023 the Company announced the issue of 2,000,000 performance rights to an employee of the
Company.
On 15 September 2023 the Company incorporated Lithium Blue Pty Ltd, a fully owned subsidiary company of St
George Mining Limited.
Other than the above there have been no matters or circumstances that have arisen since the end of the financial
year which significantly affected or could significantly affect the operations of the consolidated entity, the results
of those operations, or the state of affairs of the consolidated entity in future financial years.
St George Mining Limited – Annual Report 2023
P 55
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
21
(a)
FINANCIAL INSTRUMENTS
Interest Rate Risk
The Group’s exposure to interest rate risk, which is the risk that the financial instrument’s value will fluctuate as a
result of changes in market interest rates and the effective weighted average interest rates on those financial
assets and financial liabilities, is as follows:
2023
Note
Financial assets
Cash and cash equivalents
Trade and other receivables
Security bond
17(a)
10(a)
-
Floating
interest
rate
$
3,327,790
-
71,748
3,399,538
Financial liabilities
Trade and other payables
Lease liability
2022
13
11(b)
Note
Financial assets
Cash and cash equivalents
Trade and other receivables
Security bond
17(a)
10(a)
-
Floating
interest
rate
$
4,097,544
-
68,682
4,166,226
Fixed
interest
rate
$
Non-
interest
bearing
$
Total
$
Weighted
average
interest rate
%
-
-
-
-
9,791
32,306
-
42,097
3,337,581
32,306
71,748
3,441,635
-
-
-
-
327,872
327,872
1,498,083
-
1,498,083
1,498,083
327,872
1,825,955
Fixed
interest
rate
$
Non-
interest
bearing
$
Total
$
Weighted
average
interest rate
%
-
-
-
-
5,545
73,236
3,000
81,781
4,103,089
73,236
71,682
4,248,007
Financial liabilities
Trade and other payables
Lease liability
13
11(b)
-
-
-
-
343,614
343,614
1,294,595
-
1,294,595
1,294,595
343,614
1,638,209
Based on the balances at 30 June 2023 a 1% movement in interest rates would increase/decrease the loss for the
year before taxation by $33,376 (2022: $38,226).
(b)
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to
recognised financial assets is the carrying amount of those assets, net of any allowance for doubtful debts, as
disclosed in the statement of financial position and notes to the financial report.
The Group does not have any material credit risk exposure to any single debtor or group of debtors under financial
instruments entered into by the Group.
St George Mining Limited – Annual Report 2023
P 56
2.36%
-
0.02%
-
-
5.40%
-
0.11%
-
0.11%
-
-
5.40%
-
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
(c)
Financial liabilities
Financial liabilities are initially recognised at the fair value of the consideration received, net of transaction costs.
They are subsequently measured at amortised costs using the effective interest method.
Where there is an unconditional right to defer settlement of the liability for at least 12 months after the reporting
date, the loans or borrowings are classified as non-current.
The contractual maturities of the Group’s financial liabilities are as follows:
Contractual maturities of
financial liabilities
As at 30 June 2023
Non-derivatives
Lease liability
Trade and other payables
Total non-derivatives
Less than 6
months
6 – 12
months
Between
1 and 2
years
Between
2 and 5
years
Over
5
years
Total
contractual
cash flows
Carrying amount
(assets)/liabilities
43,945
1,498,083
1,542,028
46,758
-
46,758
100,496
-
100,496
136,673
-
136,673
-
-
-
327,872
1,498,083
1,825,955
327,872
1,498,083
1,825,955
(d)
Net Fair Values
The carrying amount of financial assets and financial liabilities recorded in the financial statements represent their
respective net fair value and is determined in accordance with the accounting policies disclosed in note 2 to the
financial statements.
(e)
Financial Risk Management
The Group’s financial instruments consist mainly of deposits with recognised banks, investment in term deposits
up to 90 days, accounts receivable, accounts payable and borrowings. Liquidity is managed, when sufficient funds
are available, by holding sufficient funds in a current account to service current obligations and surplus funds
invested in term deposits. The directors analyse interest rate exposure and evaluate treasury management
strategies in the context of the most recent economic conditions and forecasts. The main risks the Group is
exposed to through its financial instruments are the depository banking institution itself, holding the funds, and
interest rates. The Group's credit risk is minimal as being an exploration Company, it has no significant financial
assets other than cash and term deposits.
(f)
Foreign Currency Risk
The Group is not exposed to any significant foreign currency risk as at 30 June 2023.
(g)
Market Price Risk
The Group is not exposed to market price risk as it does not have any investments other than an interest in the
subsidiaries.
St George Mining Limited – Annual Report 2023
P 57
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
22
RELATED PARTIES
The Group has 100% owned subsidiaries Blue Thunder Resources Pty Ltd, Desert Fox Resources Pty Ltd, Destiny
Lithium Pty Ltd, Dragon Lithium Pty Ltd and Lithium Star Pty Ltd. St George Mining is required to make all the
financial and operating decisions of these subsidiaries.
Subsidiaries of St George Mining
Limited
Desert Fox Resources Pty Ltd
Blue Thunder Resources Pty Ltd
Destiny Lithium Pty Ltd
Dragon Lithium Pty Ltd
Lithium Star Pty Ltd
Country of Incorporation
Percentage Owned %
Australia
Australia
Australia
Australia
Australia
30 June 2023
100%
100%
100%
100%
100%
30 June 2022
100%
100%
100%
0%
0%
At 30 June 2023 balances due from the subsidiaries were:
Blue Thunder Resources Pty Ltd
Desert Fox Resources Pty Ltd
Destiny Nickel Pty Ltd
Dragon Lithium Pty Ltd
Lithium Star Pty Ltd
30 JUNE 2023
$
31,100,168
23,365,254
719,237
156,694
55,925
55,397,278
30 JUNE 2022
$
26,645,431
23,364,118
-
-
-
50,009,549
These amounts comprise of funds provided by the parent company for exploration activities. The amounts were
fully provided for as at 30 June 2023 and have been eliminated on consolidation.
During the year, the Company paid $63,546 (2022: $51,500) on behalf of American West Metals Limited (American
West Metals), of which John Prineas is a director. American West Metals fully reimbursed the company $63,546
(2022: 51,500) for these expenses during the year.
23
SEGMENT REPORTING
For management purposes, the Group is organised into one main operating segment, which involves the
exploration of minerals in Australia. All of the Group’s activities are interrelated, and discrete financial information
is reported to the Board as a single segment. Accordingly, all significant operating decisions are based upon
analysis of the Group as one segment.
The financial results from this segment are equivalent to the financial statements of the Group as a whole.
The accounting policies applied for internal reporting purposes are consistent with those applied in the
preparation of these financial statements.
24
JOINT VENTURES
The Group recognises that joint ventures are a key mechanism for sharing of risk on individual exploration projects.
Where appropriate for a particular project, the Group will consider a joint venture with a suitable party in order
to share the exploration risk. Those funds otherwise set aside for the project will be employed to advance another
project.
There were no joint ventures in place during and at the end of the financial year.
St George Mining Limited – Annual Report 2023
P 58
NOTES TO THE CONSOLIDATED FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023
25
(a)
PARENT COMPANY DISCLOSURE
Financial Position
Australian Dollar ($)
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
(b)
Financial Performance
Australian Dollar $
Profit (loss) for the year
Other comprehensive income
Total comprehensive income (loss)
30 JUNE 2023
$
30 JUNE 2022
$
3,509,626
341,273
3,850,899
1,834,644
237,168
2,071,812
1,779,087
4,685,936
40,080
4,726,016
1,615,213
261,544
1,876,757
2,849,259
71,593,684
1,321,022
(71,135,619)
1,779,087
62,739,362
496,427
(60,386,530)
2,849,259
30 JUNE 2023
$
(10,749,087)
-
(10,749,087)
30 JUNE 2022
$
(8,137,851)
-
(8,137,851)
(c)
Guarantees entered into by the Parent Entity
Other than as disclosed in Note 19 (b) the parent entity has not provided guarantees to third parties as at 30 June
2023.
St George Mining Limited – Annual Report 2023
P 59
DIRECTOR’S DECLARATION
In the opinion of the Directors of St George Mining Limited (“the Company”)
(a)
The financial statements and the notes and the additional disclosures included in the directors’ report
designated as audited of the Group are in accordance with the Corporations Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its
performance for the year ended that date; and
(ii)
Complying with Accounting Standards and Corporations Regulations 2001, and:
(b)
(c)
There are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
The financial statements and notes comply with International Financial Reporting Standards as disclosed
in note 2.
This declaration has been made after receiving the declarations required to be made to the directors in
accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2023.
Signed in accordance with a resolution of the Directors made pursuant to section 295(5) of the Corporations Act
2001.
On behalf of the Board
John Prineas
Executive Chairman
Dated: 28 September 2023
Perth, Western Australia
St George Mining Limited – Annual Report 2023
P 60
PO Box 1908
West Perth WA 6872
Australia
40, Kings Park Road
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
28 September 2023
Board of Directors
St George Mining Limited
Suite 2, 28 Ord Street
West Perth WA 6005
Dear Directors
RE: ST GEORGE MINING LIMITED
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the directors of St George Mining Limited.
As the Audit Director for the audit of the financial statements of St George Mining Limited for the year ended
30 June 2023, I declare that to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
Yours sincerely
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
Martin Michalik
Director
Liability limited by a scheme approved under Professional Standards Legislation.
Stantons Is a member of the Russell
Bedford International network of firms
P 61
PO Box 1908
West Perth WA 6872
Australia
Level 2, 40 Kings Park Road
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ST GEORGE MINING LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of St George Mining Limited (“the Company”), and its subsidiaries (“the
Group”), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated
statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and
the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including
a summary of significant accounting policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our
report. We are independent of the Company in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110: Code of Ethics for Professional Accountants (Including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of the Company, would be in the same terms if given to the directors as at the time of this report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
We have defined the matters described below to be the key audit matter to be communicated in our report.
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 this matter.
Liability limited by a scheme approved under Professional Standards Legislation
Stantons Is a member of the Russell
Bedford International network of firms
P 62
How the matter was addressed in the audit
Inter alia, our audit procedures
following:
included
the
i.
ii.
iii.
iv.
v.
vi.
Obtaining an understanding of the underlying
transactions;
Verifying all issued capital movements to the
relevant ASX announcements;
Vouching proceeds from capital raisings to
bank statements and other relevant supporting
documentation;
Verifying underlying capital raising costs and
ensuring
these costs were appropriately
recorded;
Ensuring consideration
for acquisition of
mineral interests or for services provided are
measured in accordance with AASB 2 Share-
Based Payments and agreed the related costs
to relevant supporting documentation; and
Ensuring the requirements of the relevant
accounting standards and disclosures achieve
fair presentation and reviewing the financial
statements to ensure appropriate disclosures
are made.
Inter alia, our audit procedures included the following:
i.
ii.
iii.
iv.
the
inputs and examining
the
Verifying
assumptions used in the Group’s valuation of
share options and performance rights, being
the share price of the underlying equity, time
to maturity (expected life), share price volatility
and grant date;
Challenging management’s assumptions in
relation to the likelihood of achieving the
performance conditions;
Assessing the fair value of the calculation
through re-performance using appropriate
inputs; and
Assessing the accuracy of the share-based
payments expense and the adequacy of
disclosures made by the Group in the financial
report.
Key Audit Matters
Issued Capital
(refer to Note 14(a))
Issued Capital amounted
to
The Group’s
$71,593,685. During the reporting year, 140,492,741
ordinary shares were issued through placements and
for consideration for mineral interests or services,
resulting
Issued Capital of
$8,854,322 net of capital raising costs (refer to Note
14(a) to the financial report).
increase
in an
in
Contributed Equity is a key audit matter due to:
•
•
the quantum of share capital issued during the
year; and
the varied nature of the movements during the
year.
We have spent significant audit effort on ensuring
the Issued Capital was appropriately accounted for
and disclosed.
Share based payments - Performance rights and
share options
(refer to Notes 18 and 14)
During the year, the Company issued 39,188,238
share options to brokers and consultants. In addition,
22,500,000 performance rights were granted to
directors.
The Group valued the share options using the Black-
Scholes methodology and the performance rights
based on the share price at grant date and estimated
likelihood of performance conditions being achieved
over the vesting period for each tranche of awards.
The Group has performed calculations to record the
related share-based payment expense of $824,596,
of which $175,795 has been recognised in the profit
or
to 18,000,000
options, is recognised directly in equity as it related
to capital raising activities.
loss and $648,801, relating
In addition, a further $838,748 of expenses was
settled by issuing 11,295,737 shares.
Share based payments are considered to be a key
audit matter due to:
-
-
the value of the transactions;
the complexities involved in the recognition and
measurement of these instruments under AASB
2 Share-based Payment; and
judgement involved in determining the inputs
used in the valuations.
-
P 63 Going Concern
(refer to Note 2(b))
The financial statements have been prepared on a
going concern basis.
Inter alia, our audit procedures included the following:
At 30 June 2023, the Company had cash and cash
equivalents of $3,337,581 and incurred a loss after
income tax of $10,727,765. The Company had net
operating outflows totaling $8,754,041.
As directors’ assessment of the group’s ability to
continue as a going concern is subject to significant
judgement, we
identified going concern as a
significant risk requiring special audit consideration.
i.
ii.
Evaluating and challenging management’s
assessment of future cash flows up to and
beyond 12 months from the date of this report
including the management’s strategy and
ability to manage its working capital;
Reviewing plans by management to defer
certain payments and/or secure additional
funding through either the issue of further
shares and/or debt funding or a combination
thereof; and
iii. Reviewing the disclosure in the financial
to ensure appropriateness of
statements
disclosure.
Other Information
The directors are responsible for the other information. The other information comprises the information included in
the Group’s annual report for the year ended 30 June 2023 but does not include the financial report and our auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance opinion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true and
fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the
Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the financial report.
The procedures selected depend on the auditor's judgement, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the entity's preparation of the financial report that gives a true and fair view in
order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the entity's internal control.
P 64 The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.
We conclude on the appropriateness of the Directors' use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained
up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue
as a going concern.
We evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
We obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the financial report. We are responsible for the direction,
supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in Internal control that we identify during our audit.
The Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Directors, we determine those matters that were of most significance in
the audit of the financial report of the current period and are therefore key audit matters. We describe these matters
in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 24 to 27 of the directors’ report for the year ended 30
June 2023.
In our opinion, the Remuneration Report of St George Mining Limited for the year ended 30 June 2023 complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(An Authorised Audit Company)
Martin Michalik
Director
West Perth, Western Australia
28 September 2023
P 65
SHAREHOLDER INFORMATION
1
Distribution of holders
As at 28 September 2023 the distribution of shareholders was as follows:
Ordinary shares
Size of holding
1 – 1,000
1,001 –5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
2
Voting rights
Number of holders
269
341
562
1,985
1,004
4,161
There are no restrictions to voting rights attached to the ordinary shares. On a show of hands every member present
in person will have one vote and upon a poll, every member present or by proxy will have one vote each share held.
3
Substantial shareholders
The company has no substantial shareholders who have notified the Company in accordance with Section 671B of the
Corporation Act 2001.
4
Top 20 shareholders
The names of the 20 largest shareholders on the share register as at 28 September 2023, who hold 35.22% of the
ordinary shares of the Company, were as follows;
Shareholder
BNP Paribas Nominees Pty Ltd
Citicorp Nominees Pty Limited
Hongkong Xinwei Electronic Co Limited
Mr Jiumin Yan
HSBC Custody Nominees (Australia) Limited
Mr Lee Ramon Cunnington + Mrs Nancy Lynne Cunnington
Mr Xiaodong Ma
Mr John Prineas
Impulzive Pty Ltd
Xueqing Yang
Ms Yi Chen
Heping Pty Ltd
BNP Paribas Noms Pty Ltd
Zeus Super Pty Ltd
Mrs Xiaojin Li
Allcap Pty Ltd
Ms Betty Frilingos
Chariot Corporation Ltd
DDH 1 Drilling Pty Ltd
Luxe Life Sydney Pty Ltd
Number
68,425,520
54,803,285
23,255,814
21,632,496
16,066,618
13,860,341
10,505,718
9,504,501
8,504,641
8,403,496
7,800,000
7,584,323
7,210,800
7,095,554
6,428,589
6,029,567
5,818,182
5,397,348
5,029,137
4,780,896
St George Mining Limited – Annual Report 2023
P 66
SHAREHOLDER INFORMATION
5
Top 20 optionholders
The names of the 20 largest optionholders on the register as at 28 September 2023, who hold 86.53% of the listed
options of the Company, were as follows;
Shareholder
Cong Ming Limited
Citicorp Nominees Pty Limited
Zenix Nominees Pty Ltd
Cong Ming Limited
Intrepid Concepts Pty Ltd
Ms Pei Zhen Zhang
Mr Jiumin Yan
Alliance Professional Pty Ltd
BNP Paribas Nominees Pty Ltd
Ian & Jon Investment Pty Ltd
King Development Corporation Pty Ltd
Riya Investments Pty Ltd
Longridge Partners Pty Ltd
Ms Yi Chen
Mr John Arthur Jarvis
Mila Investment Co Pty Ltd
Munrose Investments Pty Ltd
Ajava Holdings Pty Ltd
Mishtalem Pty Ltd
Mr Matthew Peter Selby
6
Consistency with business objectives
Number
7,650,000
6,000,002
6,000,000
3,000,000
2,000,000
1,885,294
1,400,001
800,001
600,000
500,001
500,000
452,611
420,000
400,001
400,000
400,000
397,701
389,707
371,975
340,588
The Company has used its cash and assets in a form readily convertible to cash that it had at the time of listing in a
way the consistent with its stated objectives.
St George Mining Limited – Annual Report 2023
P 67
TENEMENT INFORMATION
St George Mining Limited mineral interests as at 28 September 2023
MT ALEXANDER:
Tenement
ID
E29/638
E29/548
E29/954
E29/962
E29/972
E29/1041
E29/1093
E29/1126
E29/1143
P29/2680
Registered Holder
Location
Mt Alexander
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd
Blue Thunder Resources Pty Ltd
Mt Alexander
Blue Thunder Resources Pty Ltd Mt Alexander
Blue Thunder Resources Pty Ltd Mt Alexander
PATERSON:
Tenement
ID
E45/5226
BROADVIEW:
A JANA:
Tenement
ID
E70/5525
E70/5526
Tenement
ID
E70/5521
E70/5522
E70/6142
REGIONAL TENEMENTS:
Tenement
ID
Registered Holder
Location
St George Mining Limited
Paterson
Registered Holder
Location
St George Mining Limited
St George Mining Limited
Broadview
Broadview
Registered Holder
Location
St George Mining Limited
St George Mining Limited
St George Mining Limited
Ajana
Ajana
Ajana
Registered Holder
Location
E70/5626
E37/1382
St George Mining Limited
St George Mining Limited
Boddington East
Stuart Meadows
Ownership
(%)
75
100
100
100
100
100
100
100
100
100
Ownership
(%)
100
Ownership
(%)
100
100
Ownership
(%)
100
100
100
Ownership
(%)
100
100
St George Mining Limited – Annual Report 2023
P 68
St George Mining Limited ACN 139 308 973
www.stgeorgemining.com.au
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