AND ITS CONTROLLED ENTITIES
_____________________________________________________________________________________
ANNUAL REPORT
ENDED 30 JUNE 2022
_____________________________________________________________________________________
WWW.SUREFIRERESOURCES.COM.AU • ASX: SRN•ABN 48 083 274 024
AND ITS CONTROLLED ENTITIES
CONTENTS
Page No.
Corporate Directory
Chairman’s Letter
Review of Operations
Directors’ Report
Auditor’s Independence Declaration
Corporate Governance Statement
Consolidated Statement of Financial Performance
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to and forming part of the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Tenement Details
Other Information
- Page 2 -
3
4
5
13
20
21
22
23
24
25
26
40
41
44
45
CORPORATE DIRECTORY
DIRECTORS
FOR INFORMATION ON THE COMPANY CONTACT
VLADIMIR NIKOLAENKO
Executive Chairman and Managing Director
MICHAEL POVEY
Non-Executive Technical Director
ROGER SMITH
Non-Executive Director
COMPANY SECRETARY
Rudolf Tieleman
REGISTERED OFFICE
Ground Floor
45 Ventnor Avenue, West Perth WA 6005
Telephone (08) 9429 8846
Facsimile (08) 9429 8800
PRINCIPAL OFFICE
Unit 10, 100 Mill Point Road, South Perth WA 6151
Telephone (08) 6331 6330
Facsimile (08) 9429 4400
BANKERS
National Australia Bank Limited
Commonwealth Bank Limited
AUDITORS
Elderton Audit Pty Ltd
Chartered Accountants
Level 2, 267 St George’s Terrace, Perth WA 6000
STOCK EXCHANGE
Australian Securities Exchange (ASX)
WEBSITE
www.surefireresources.com.au
ASX COMPANY CODES
SRN (Fully paid shares)
FOR SHAREHOLDER INFORMATION CONTACT
SHARE REGISTRY
Advanced Share Registry Limited
110 Stirling Highway, Nedlands WA 6009
Telephone (08) 9389 8033
Facsimile (08) 9262 3723
ISSUED CAPITAL
1,581,363,477 fully paid ordinary shares
188,785,323 partly paid ordinary shares, unpaid as to $0.027
each
140,000,000 partly paid ordinary shares, unpaid as to $0.0059
each
- Page 3 -
CHAIRMAN’S LETTER
Dear Shareholder,
It is my pleasure to present Surefire Resources NL’s Annual Report for the year ended 30 June 2022.
Surefire has forged ahead at its premier projects, all located in Western Australia, as the industry laboured through COVID-19 restrictions and then
recovered from the malaise.
While commodity prices have fluctuated through the year, the diversity and quality of our projects ensures the Company is well placed to create value
through economic cycles. The commodities we aim to produce are increasingly relevant in the global trend towards decarbonisation. We see
increasing demand for vanadium in large-scale vanadium redox flow batteries (VRFB’s), demand for nickel and copper in electric vehicles is strong
of course, and premium-quality low-carbon magnetite iron is coveted to supply the next generation of environmentally friendly steel mills.
It has been an exciting year, with exploration success at our greenfields Yidby Gold discovery, and work programmes have progressed at our key
Victory Bore- Unaly Hill Vanadium and Perenjori Iron development projects.
I would like to walk you through the exciting advances at those projects in the past twelve months:
At Yidby Gold Project, several drilling campaigns returned intercepts of exceptional grades and widths. Importantly, with each drilling campaign, the
Company’s understanding of the geological setting of Yidby has become better understood and additional discoveries have been made along strike.
Yidby now has a strike length of over 800m and remains open in several directions. It is anticipated that drilling over the next year will advance this
deposit to the point of declaring a maiden resource.
Victory Bore - Unaly Hill Vanadium Project has been elevated to a prefeasibility study footing, due to a strengthening in the vanadium demand from
large capacity storage battery manufacturers and increased activity in the traditional vanadium sectors of specialty steel alloys for aeronautical,
military, and space applications. The Company’s beneficiation Scoping Study was updated during the year which confirmed the technical and
economic viability of the project. Diamond drilling was undertaken to advance metallurgical studies and provide geotechnical data, and an RC drilling
programme commenced to lift the Inferred Resource to a higher resource category. In addition, Surefire has submitted a mining licence application
(M57/656) in preparation for a Mining Proposal submission.
A Concept Study over the Perenjori Iron Project, completed in June 2021, indicated a premium-quality magnetite concentrate can be produced from
the Perenjori resource at a competitive cost and a very healthy Net present Value. A Prefeasibility Study is anticipated to commence in the year
ahead as we anticipate growing desire for magnetite as the iron ore feed that will help decarbonize the steel industry.
The Kadji Ni-Cu-PGE Project is an exciting greenfields exploration target situated within the emerging “West Yilgarn Ni-Cu-PGE” province, which
hosts the world-class Julimar discoveries.
In the year ahead, we look forward to reporting on the next phase of studies at Victory Bore- Unaly Hill and Perenjori, and further exploration success
at our greenfields exploration projects.
I thank all Surefire shareholders for their ongoing support as we advance our key exploration and development projects. Thank you to my fellow
Directors and the entire Surefire team for their efforts in making these past twelve months a success.
Vladimir Nikolaenko
Chairman and Managing Director
- Page 4 -
REVIEW OF OPERATIONS
General
Shareholders should review the Quarterly Reports which are lodged with ASX each quarter as these reports contain detailed information in relation
to the Company’s ongoing exploration activities.
Review of Operations
During the year, the Company was focussed on advancing each of our greenfields gold and base metals exploration projects at Yidby (gold), Kadji
(nickel-copper-PGE’s) and Kooline (lead-silver), and progressing studies at the Victory Bore – Unaly Hill Vanadium and Perenjori Iron Ore projects.
Yidby Gold Project
The Yidby Gold Project is shaping up to be an exciting gold discovery in the Midwest mining district of Western Australia. Yidby is surrounded by four
major gold mining operations, with multiple gold processing plants within trucking distance (Figure 1).
Figure 1 Yidby Gold Project location with major neighbouring gold deposits.
- Page 5 -
REVIEW OF OPERATIONS
Since the Project’s acquisition in August 2020, the Company has undertaken surface MMI geochemical surveys, gravity surveys, aeromagnetic
surveys, and multiple drilling campaigns to build on the mineralisation model and to predict further discoveries. Importantly, with each drilling
campaign, the Company’s understanding of the geological setting became better understood, and the discovery footprint has now expanded
significantly (ASX releases 25 October 2021, 19 January 2022, 21 March 2022, 12 May 2022, 2 June 2022).
Drilling has returned numerous thick zones of mineralisation with associated high grades, such as:
52m @ 1.40g/t including 19m @ 2.93g/t and 1m @ 39.1g/t
13m @ 1.33g/t including 2m @ 3.88g/t
19m @ 0.98g/t including 1m @ 10.63g/t
MMI sampling has proven particularly effective in identifying blind gold mineralisation beneath transported alluvial cover, with the result that a new
“Northwest Discovery Zone” returned 56m @ 0.60g/t including 16m @ 1.39g/t, 400m from the main discovery zone (ASX release 21 March 2022).
Mineralisation occurs in a thick structure with a shallow supergene zone on top of the interpreted lodes (Figure 2).
Yidby now encapsulates a strike length over 800m and is still open along strike and down dip (Figure 3). It is anticipated that drilling over the next
year will advance this deposit to the point of enabling a maiden Mineral Resource Estimate to be done.
Figure 2 Yidby Gold Project: Cross-section of holes YBRC018, 024, and 027 in the “Northwest Discovery Zone”.
- Page 6 -
REVIEW OF OPERATIONS
Victory Bore – Unaly Hill Vanadium Project
Figure 3 Plan view of drilling locations and assay results.
The Victory Bore – Unaly Hill Vanadium Project is located 50 km south of Sandstone in Western Australia (Figure 4). The project is favourably located
within the Midwest mining district where the Geraldton Port and proposed Oakajee Port will service the region’s export facility needs.
The Project comprises one of the largest contained V2O5 resources in Western Australia and carries additional exploration upside with only 8km of
the 24km of prospective strike drilled to date. The Project has an Inferred Mineral Resource1 of:
237Mt @ 0.43% vanadium pentoxide (V2O5), 24.9% Fe, and 5.9% TiO2
During the year, the vanadium price rose in response to increased demand from large capacity storage battery developments and increased activity
in the traditional vanadium sectors of specialty steel alloys for aeronautical, military, and space applications, as well as industrial chemical and nuclear
reactor applications. Supply has been squeezed as two thirds of the world’s supply comes from China and Russia – sources that have been
constrained due to the current geopolitical circumstances.
- Page 7 -
REVIEW OF OPERATIONS
Figure 4 Victory Bore - Unaly Hill Vanadium Project location.
A beneficiation scoping study was completed during the year (ASX release 3 May 2022) which confirmed the technical and economic viability of the
project. Initial testwork shows the Victory Bore vanadium Deposit has excellent beneficiation characteristics using industry-standard beneficiation
equipment and processes:
Up to a 367% vanadium upgrade with grind to 106µm and magnetic separation
First-stage concentration of 1.43% V2O5 achieved with 93.7% recovery of vanadium, not sensitive to primary ore grade
Deleterious elements (silica, alumina, and calcium) 99% rejected at first magnetic separator stage
Final beneficiation by sodium salt roast and water leach recovers 89.2% of vanadium
Final product is a high grade, premium vanadium flake V2O5
Titanium and iron by-products contribute credits to the value of the ore
Low bond index and abrasion index means moderate power and lower maintenance costs
- Page 8 -
REVIEW OF OPERATIONS
Figure 5 Scoping Study notional flowsheet for the Victory Bore-Unaly Hill Vanadium Project.
During the reporting period, two diamond core holes were drilled to advance metallurgical studies and provide host rock geotechnical data.
In addition, Surefire has submitted a mining licence application (M57/656) over the entire Victory Bore exploration licence area (E57/1036) in
preparation for a Mining Proposal Application. The proposal will be developed in parallel with the vanadium Prefeasibility Study (PFS).
Following the reporting period, the Company commenced its vanadium PFS, which aims to define a low-risk, low-cost operation to produce vanadium
pentoxide (V2O5) for use in vanadium redox flow batteries, and ferrovanadium for use in steel making. Potentially valuable co-products will be
explored, including titanium products, pig iron, magnetite iron concentrate, and nickel-copper-cobalt sulphides.
Resource infill drilling was completed (ASX release 18 August 2022) with the intention to upgrade the resource confidence category as the basis for
mining studies and an anticipated maiden ore reserve, and to provide samples for the metallurgical testwork component of the PFS.
Perenjori Iron Project
The large-scale Perenjori Iron Project is well-located in the infrastructure-rich Midwest district, 150km east of Geraldton. Existing rail and power lines
are within 15km of the project, and the rail distance to the Geraldton terminus is 219km (Figure 6).
The Company’s Concept Study (ASX release 22 June 2021) completed by MinRizon Projects Pty Ltd indicated a premium-quality magnetite
concentrate can be produced from the Perenjori resource at a competitive cost and a very healthy Net Present Value (NPV).
- Page 9 -
REVIEW OF OPERATIONS
Figure 6 Perenjori Iron Project location.
The Company expects the Perenjori Iron Project will deliver premium-quality, low-carbon magnetite concentrates into the next generation of
environmentally friendly steel mills. Magnetite is increasingly being recognised as the iron ore feed that will help decarbonize the steel industry,
because it is higher-grade than traditional haematite blast furnace feeds while at the same time delivering an energy richer feed. Magnetite concentrate
grades can achieve up to 70% Fe, so that less magnetite ore needs to be smelted per tonne of steel produced.
The Perenjori Iron Project ore has one of the highest iron grades amongst its peers, with a current Inferred Resource of 191.7Mt @ 36.6% Fe1. An
additional exploration target of 870 to 1,240Mt @ 22% to 42% Fe1 has been defined (ASX release 3 February 2022). Metallurgical test work has
shown a premium magnetite concentrate can be produced grading up to 69.6% Fe, with low deleterious elements at an industry standard grind size
(ASX release 26 February 2021).
Discussions with a possible offtake partner have progressed to facilitate the planning for an expanded magnetite concentrate production profile (ASX
releases 22 June 2021, 9 February 2022). Additionally, discussions continued with a third-party infrastructure provider to build, own, and operate a
slurry pipeline and trans-shipment facility independent of Geraldton Port.
In the year ahead, the Company has scheduled heritage and environmental baseline surveys and the drill-out of a potential initial mining area with
the intention to elevate the Inferred Resource to a higher category and to provide samples for metallurgical testwork in support of a Prefeasibility
Study.
- Page 10 -
REVIEW OF OPERATIONS
Kadji Ni-Cu-PGE Project
The Kadji Ni-Cu-PGE Project is located within the Perenjori tenement group. The Kadji tenements cover an underexplored layered ultramafic complex
centrally positioned within the “West Yilgarn Ni-Cu-PGE province”, host to exciting discoveries of nickel and platinum-group elements (PGE’s) such
as Julimar (Chalice Mining Ltd). Surefire controls over 25km strike length of this under-explored area. The Kadji tenure is also prospective for gold
and lithium pegmatite mineralisation.
During the year, a high-resolution aeromagnetic survey was completed, which outlined numerous targets for follow-up geochemical sampling (Figure
7, and ASX 23 February 2022).
Geological reconnaissance of the project has verified the existence of prospective ultramafic rocks with elevated base metal signatures.
Consequently, systematic surface geochemistry surveys are being planned to optimise targets ahead of drilling.
Figure 7 Kadji Ni-Cu-PGE Project location.
During the year, Surefire’s additional tenement applications were granted in the Perenjori Project area. The new tenure covers concealed greenstones
and be explored for nickel, copper, PGE’s, gold and lithium.
Aeromagnetic interpretation has identified over 15 untested targets. Initial field reconnaissance has provided encouraging indicators of mineralisation
and systematic surface geochemistry is planned.
- Page 11 -
REVIEW OF OPERATIONS
Kooline Lead-Silver Project
The Kooline Lead-Silver Project covers almost 50km of strike of prospective Ashburton Formation and contains the historically significant Kooline
Lead-Silver Mineral Field (Figure 8).
Figure 8 Location of the Kooline Project, Ashburton Basin, WA.
During the year, previously unprocessed airborne electromagnetic (AEM) data covering the Kooline Project has been modelled and assessed for
testing by drilling. Numerous Priority 1 targets have been identified around this historically high-grade Pb-Ag mine camp (ASX release 18 October
2021).
Following the reporting period, reconnaissance of the highest priority AEM target returned rock chip samples with high grades of lead and silver (ASX
release XXX). Surefire intends to undertake a systematic geochemical survey, with the potential for further ground EM surveying to define drilling
targets.
Tenement Rationalisation
With solid advances at key projects during the year, Surefire has embarked on a rationalisation of its tenements to ensure sufficient resources are
focussed on the headline projects. This work has included an objective assessment of the prospectivity of each tenement and its ongoing role in
supporting Surefire’s short- and long-term goals. Tenement rationalisation is important to make way for new opportunities, which the Company will
vigorously pursue particularly with in-demand commodities.
1 The company confirms that it is not aware of any new information or data that materially affects the information included in the relevant market
announcement. In the case of estimates of Mineral Resources or Ore Reserves, the company confirms that all material assumptions and technical
parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company
confirms that the form and context in which the Competent Person’s findings are presented have not materially changed from the original market
announcement.
2 The potential quantity and grade of the Exploration target is conceptual in nature, there has been insufficient exploration to estimate a Mineral
Resource over the entire area of the Exploration Target, and it is uncertain if further exploration will result in the estimation of an increased Mineral
Resource.
Competent Person Statement
The information in this announcement that relates to the historical Exploration Results (unless otherwise referenced) is based on and fairly represents
information compiled by Mr Michael Povey who is a Member of the Australian Institute of Mining and Metallurgy. Mr Povey has sufficient experience
relevant to the style of mineralisation and type of deposit under consideration, and to the activity which he has undertaken, to qualify as a Competent
Person as defined in the 2012 Edition of the Joint Ore Reserve Committee (JORC) Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves. Mr Povey consents to the inclusion in this report of the matters based on this information in the form and context in
which it appears.
- Page 12 -
DIRECTORS’ REPORT
Your directors submit the financial report of Surefire Resources NL (the “Group” or “Surefire”) and its controlled entities (the “Consolidated
Entity” or “Group” – refer Note 18 for additional details) for the year 30 June 2022.
DIRECTORS
The following persons were directors of the Group during the year and up to the date of this report:
Mr Vladimir Nikolaenko
Mr Michael Povey
Mr Roger Smith
PRINCIPAL ACTIVITIES
The principal activities of the Group during the year were to explore and/or review mineral tenement holdings in Western Australia.
RESULTS FROM OPERATIONS
During the year, the Group recorded an operating loss of $2,460,691 (2021: Loss $3,239,003).
DIVIDENDS
No amounts have been paid or declared by way of dividend by the Group since the end of the previous financial year and the Directors do
not recommend the payment of any dividend.
REVIEW OF OPERATIONS
A review of operations is covered elsewhere in this Annual Report.
EARNINGS PER SHARE
Both basic loss per share and diluted loss per share for the financial period was 0.21 cents (2021: Loss 0.37 cents).
FINANCIAL POSITION
The Group’s cash position as at 30 June 2022 was $5,070,278, an increase of $1,715,190 from the 30 June 2021 cash balance which was
$3,355,088.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
During the year, the Company:
issued 251,761,419 fully paid shares pursuant to the exercise of options to acquire fully paid shares, resulting in the receipt of
$1,510,569;
issued 59,109,128 fully paid shares pursuant to the conversion of partly paid shares, resulting in the receipt of $1,595,946;
issued 60,000,000 fully paid shares pursuant to the conversion of broker held partly-paid shares, resulting in the receipt of
$354,000;
issued 10,000,000 fully paid shares pursuant to the acquisition of tenements pursuant to a sale and purchase agreement.
Other than as noted above or in the Review of Operations, there were no significant changes in the state of affairs of the Group during the
financial period.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
Subsequent to the end of the financial year, the Company announced on 7 July 2022 that all but 2,886,079 ASX:SRNOC options were
exercised on or before the 30 June 2022 expiry date.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
Likely developments in the operations of the Group and the expected results of those operations in future financial years have not been
included in this report as the directors believe, on reasonable grounds, that the inclusion of such information would be likely to result in
unreasonable prejudice to the Group.
Full current details of the Group’s operations can be located on its website, www.surefireresources.com.au
- Page 13 -
DIRECTORS’ REPORT
ENVIRONMENTAL ISSUES
The Group carries out exploration operations in Australia which are subject to environmental regulations under both Commonwealth and
State legislation. The Group’s exploration manager is responsible for ensuring compliance with those regulations. During or since the
financial period there have been no known significant breaches of these regulations.
INFORMATION ON DIRECTORS AND COMPANY SECRETARIES
Vladimir Nikolaenko
Executive Chairman and Managing Director
Mr Nikolaenko has over 30 years of commercial experience in exploration, project evaluation, development and operations, predominantly
focused in the base metals, gold and diamond sectors. He has a depth of management and corporate expertise in the operation of public
companies and has held the position of managing director of four public companies over a period of more than 20 years involved in exploration
and production, property development and technology.
He has held no directorships in public companies in the past 3 years.
Mr Nikolaenko has a relevant interest in 171,768,376 ordinary fully paid shares and 137,188,767 partly paid ordinary shares. Mr Nikolaenko
is not considered to be an independent director but possesses appropriate skill sets to be a suitably qualified key board member whose
interests are aligned with those of the shareholders.
Michael Povey
Non-Executive Technical Director
Mr Povey is a mining engineer with over 35 years worldwide experience in the resource sector. This experience has encompassed a wide
range of commodities and included senior management positions in mining operation and the explosives industry in Africa, North America
and Australia. During this time, he has been responsible for general and mine management, mine production, project evaluation, mine
feasibility studies and commercial contract negotiations.
Mr Povey has a relevant interest in 5,000,000 ordinary fully paid shares and 21,797,945 partly paid ordinary shares. Mr Povey is considered
to be an independent director.
Roger Smith
Non-Executive Director
Mr Smith has served on a number of boards of listed companies as both a Non-Executive Chairman and Non-Executive Director as well as
having held a number of proprietary company directorships. Mr Smith has been successful in the operation of wholesale/retail businesses,
property development and the hotel industry.
Mr Smith has a relevant interest in 29,575,422 ordinary fully paid shares, 31,469,178 partly paid ordinary shares and 5,190,071 options to
acquire fully paid shares. Mr Smith is considered to be an independent director.
Neville Bassett (resigned 24.9.2021)
Group Company Secretary
Rudolf Tieleman (re-appointed 24.9.2021)
Group Company Secretary
AUDIT COMMITTEE
At the date of this report the Group does not have a separately constituted Audit Committee as all matters normally considered by an audit
committee are dealt with by the full Board.
REMUNERATION COMMITTEE
At the date of this report, the Group does not have a separately constituted Remuneration Committee and as such, no separate committee
meetings were held during the year. All resolutions made in respect of remuneration matters were dealt with by the full Board.
- Page 14 -
DIRECTORS’ REPORT
MEETINGS OF DIRECTORS
During the financial year ended 30 June 2022, the following director meetings were held:
V Nikolaenko
M Povey
R Smith
Eligible to Attend
Attended
5
5
5
5
5
5
REMUNERATION REPORT (Audited)
Names of and positions held by key management personnel (defined by the Australian Accounting Standards as being “those people having
authority and responsibility for planning, directing, and controlling the activities of an entity, either directly or indirectly. This includes an
entity's directors”) in office at any time during the financial year are:
Key Management Person
Position
Vladimir Nikolaenko
Executive Managing Director
Michael Povey
Roger Smith
Neville Bassett
Rudolf Tieleman
Non-Executive Technical Director
Non-Executive Director
Group Company Secretary (Resigned 24.9.2021)
Group Company Secretary (re-appointed 24.9.2021)
The Group’s policy for determining the nature and amounts of emoluments of key management personnel is set out below:
Key Management Personnel Remuneration and Incentive Policies
At the date of this report, the Group does not have a separately constituted Remuneration Committee (“Committee”) as all matters normally
considered by such a Committee are dealt with by the full Board. When constituted, its mandate will be to make recommendations to the
Board with respect to appropriate and competitive remuneration and incentive policies (including basis for paying and the quantum of any
bonuses), for key management personnel and others as considered appropriate to be singled out for special attention, which:
motivates them to contribute to the growth and success of the Group within an appropriate control framework;
aligns the interests of key leadership with the interests of the Group’s shareholders;
are paid within any limits imposed by the Constitution and make recommendations to the Board with respect to the need for
increases to any such amount at the Group’s annual general meeting; and
in the case of directors, only permits participation in equity-based remuneration schemes after appropriate disclosure to, due
consideration by, and with the approval of the Group’s shareholders.
Non-Executive Directors
Non-executive directors are not provided with retirement benefits other than statutory superannuation entitlements, where
applicable.
To the extent that the Group adopts a remuneration structure for its non-executive directors other than in the form of cash and
superannuation, disclosure shall be made to stakeholders and approvals obtained as required by law and the ASX listing rules.
Incentive Plans and Benefits Programs
The Board, acting in its capacity as a Remuneration Committee, is to:
review and make recommendations concerning long-term incentive compensation plans, including the use of equity-based plans,
administer equity-based and employee benefit plans and discharge any responsibilities under those plans, including making and
authorising grants, in accordance with the terms of those plans;
ensure that, where practicable, incentive plans are designed around appropriate and realistic performance targets that measure
relative performance and provide remuneration when they are achieved; and
review and, if necessary, improve any existing benefit programs established for employees.
Retirement and Superannuation Payments
No prescribed benefits were provided by the Group to directors by way of superannuation contributions during the year.
- Page 15 -
DIRECTORS’ REPORT
Non-Executive Director and Executive Remuneration
The remuneration of non-executive directors may not exceed in aggregate in any financial year the amount fixed by the Group. The
Board has previously agreed to set remuneration for non-executive directors at $3,500 per month and the Chairman at $5,000 per
month once working capital and cashflow of the Group allowed.
During the year ended 30 June 2022, the non-executive directors received an annualised director’s fee of $30,000 and the Chairman
received an annualised fee of $48,000 (2021 – non-executive directors $42,000, chairman $Nil).
Relationship between Group Performance and Remuneration
There is no relationship between the financial performance of the Group for the current or previous financial year and the
remuneration of the key management personnel.
Remuneration is set having regard to market conditions and encourage the continued services of key management personnel.
Use of Remuneration Consultants
The Group did not employ the services of any remuneration consultant during the financial year ended 30 June 2022.
Consultant Agreements
The current directors and company secretary do not have employment contracts with the Group save to the extent that the Group’s
constating documents comprise the same.
Key Management Personnel Remuneration
Key Management Person
Year ended 30 June 2022
Short-term
benefits
Fees &
contractual
payments
($)
Total cash and
cash
equivalent
benefits
($)
Equity-settled
share-based
payments
($)
Vladimir Nikolaenko
Michael Povey
Roger Smith
Rudolf Tieleman (from date
of re-appointment)
348,000
348,000
30,000
30,000
55,000
30,000
30,000
55,000
Total
463,000
463,000
-
-
-
-
-
Total
($)
348,000
30,000
30,000
55,000
463,000
Key Management Person
Vladimir Nikolaenko
Michael Povey
Roger Smith
Year ended 30 June 2021
Short-term
benefits
Fees &
contractual
payments
($)
Total cash and
cash
equivalent
benefits
($)
Equity-settled
share-based
payments
($)
Total
($)
324,000
324,000
133,000
457,000
30,250
30,000
30,250
30,000
38,000
57,000
68,250
87,000
Total
384,250
384,250
228,000
612,250
Key Management Personnel are owed a total of $93,000 (including applicable GST) as at 30 June 2022 in
respect of costs accrued up to 30 June 2022:
- Page 16 -
DIRECTORS’ REPORT
INTERESTS HELD BY DIRECTORS, OTHER KEY MANAGEMENT PERSONNEL and RELATED PARTIES
The number of shares and partly paid contributing shares in the Group held at the beginning and end of the year and net movements during
the financial year by directors, other key management personnel and/or their related entities are set out below:
30 June 2022:
Name
Vladimir Nikolaenko
Fully paid ordinary shares
Partly paid ordinary shares
Michael Povey
Fully paid ordinary shares
Partly paid ordinary shares
Roger Smith
Fully paid ordinary shares
Partly paid ordinary shares
Rudolf Tieleman
Partly paid ordinary shares
*Balance as at date of re-appointment
Neville Bassett
Total ordinary shares
Total partly paid contributing shares
30 June 2021:
Name
Vladimir Nikolaenko
Fully paid ordinary shares
Partly paid ordinary shares
Michael Povey
Fully paid ordinary shares
Partly paid ordinary shares
Roger Smith
Fully paid ordinary shares
Partly paid ordinary shares
Neville Bassett
Total ordinary shares
Total partly paid contributing shares
Balance at the
Movements during
Balance at the end
start of the year
the year
of the year
117,236,417
137,188,767
54,531,959
-
171,768,376
137,188,767
7,047,945
21,797,945
19,385,351
31,469,178
-
-
143,669,713
190,455,890
(2,047,945)
-
10,190,071
-
5,000,000
21,797,945
29,575,422
31,469,178
20,000,000*
20,000,000
-
62,674,085
20,000,000
-
206,343,798
210,455,890
Balance at the
Movements during
Balance at the end
start of the year
the year
of the year
112,217,141
67,188,767
1,797,945
1,797,945
6,380,155
1,469,178
-
120,395,241
70,455,890
5,019,276
70,000,000
5,250,000
20,000,000
13,005,196
30,000,000
-
23,274,472
120,000,000
117,236,417
137,188,767
7,047,945
21,797,945
19,385,351
31,469,178
-
143,669,713
190,455,890
- Page 17 -
DIRECTORS’ REPORT
INTERESTS HELD BY DIRECTORS, OTHER KEY MANAGEMENT PERSONNEL and RELATED PARTIES (Continued)
Options held by Directors, Other Key Management Personnel and Related Parties
The number of options over fully paid ordinary shares in the Group held at the beginning and end of the year and net movements during
the financial year by key management personnel and/or their related entities are set out below:
30 June 2022:
Name
Balance at the
Granted
Purchased /
Balance at the
start of the
during the
Exercised
end of the year
year or date of
year
during the
or date of
appointment
year
appointment
Vladimir Nikolaenko
Michael Povey
Roger Smith
Total
53,461,959
898,973
10,190,071
64,551,003
-
-
-
-
(53,461,959)
(898,973)
(10,190,071)
(64,551,003)
-
-
-
-
30 June 2021:
Name
Balance at the
Granted
Purchased
Balance at the
Vested &
start of the
during the
during the
end of the year
exercisable at
year or date of
year
year
or date of
the end of the
appointment
53,461,959
898,973
5,190,071
59,551,003
-
-
-
-
-
5,000,000
5,000,000
appointment
year
53,461,959
53,461,959
898,973
10,190,071
64,551,003
898,973
10,190,071
64,551,003
Vladimir Nikolaenko
Michael Povey
Roger Smith
Total
Options held by Directors, Other Key Management Personnel and Related Parties
At the end of the financial year and at the date of this report, no other KMP held any options in the Company.
General
There were no other transactions conducted between the Group and KMP or their related parties apart from those disclosed above relating
to equity and loans, that were conducted other than in accordance with normal employee, customer or supplier relationships on terms no
more favourable than those reasonably expected under the arm’s length dealings with unrelated parties.
End of Remuneration Report.
EMPLOYEES
On 30 June 2022, aside from directors, the Group has two other employees (As at 30 June 2021 - one other employee).
CORPORATE STRUCTURE
Surefire is a no liability company incorporated and domiciled in Australia.
ACCESS TO INDEPENDENT ADVICE
Each director has the right, so long as he is acting reasonably in the interests of the Group and in the discharge of his duties as a
director, to seek independent professional advice and recover the reasonable costs thereof from the Group.
The advice shall only be sought after consultation about the matter with the chairman (where it is reasonable that the chairm an be
consulted) or, if it is the chairman that wishes to seek the advice or it is unreasonable that he be consulted, another director (if that be
reasonable).
The advice is to be made immediately available to all Board members other than to a director against whom privilege is claime d.
- Page 18 -
DIRECTORS’ REPORT
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Group has entered into agreements indemnifying, to the extent permitted by law, all the directors and officers of the Group against all
losses or liabilities incurred by each director and officer in their capacity as directors and officers of the Group. During the year, no amount
was incurred as insurance premiums for this purpose.
OPTIONS
As at the date of this report there are no options on issue. For details of options exercised by directors, refer to the Remuneration Report
above.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Group,
or to intervene in any proceedings to which the Group is a party, for the purpose of taking responsibility on behalf of the Group for all or part
of those proceedings.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out in this annual report.
This report has been signed in accordance with a resolution of directors.
For and on behalf of the Directors
Signature of Vladimir Nikolaenko noted as having been affixed with approval
Mr Vladimir Nikolaenko
Managing Director
30 September 2022
- Page 19 -
Auditor’s Independence Declaration
To those charged with the governance of Surefire Resources NL
As auditor for the audit of Surefire Resources NL for the year ended 30 June 2022, I declare that, to the best of my
knowledge and belief, there have been:
(i)
(ii)
no contraventions of the independence requirements of the Corporations Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.
Signature of Elderton Audit Pty Ltd noted as having been affixed with approval
Elderton Audit Pty Ltd
Signature of Rafay Nabeel noted as having been affixed with approval
Rafay Nabeel
Audit Director
30 September 2022
Perth
- Page 20 -
CORPORATE GOVERNANCE STATEMENT
This statement is provided in compliance with the ASX Corporate Governance Council’s (the Council) Corporate Governance Principles and
Recommendations Fourth Edition (“Principles and Recommendations”).
The Group has resolved that for so long as it is admitted to the official lists of the ASX, it shall abide by the Principles and Recommendations, subject
however to instances where the Board of Directors that a Council recommendation is not appropriate to its particular circumstances.
The Board encourages all key management personnel, other employees, contractors and other stakeholders to monitor compliance with this
Corporate Governance manual and periodically, by liaising with the Board, management and staff, especially in relation to observable departures
from the intent of these policies and with any ideas or suggestions for improvement. Suggestions for improvements or amendments can be made at
any time by providing a written note to the chairman.
Website Disclosures
In order to streamline the content of this Annual Report and pursuant to the disclosure options mandated by the Council, the Group has elected to
publish its Corporate Governance Statement in compliance with ASX Listing Rule 4.10.3 on its website at www.surefireresources.com.au under the
“Corporate Governance” tab.
- Page 21 -
CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE
FOR THE YEAR ENDED 30 JUNE 2022
Revenue:
Expenses:
Notes
Year Ended
30 Jun 2022
($)
Year Ended
30 Jun 2021
($)
694
267
Administrative expenses
3
(607,207)
(574,444)
Director fees and consulting charges
(408,000)
(384,250)
Exploration expenses
Interest expense
Loss on settlement of liability
Share-based payments
(1,296,178)
(1,218,244)
-
-
(2,462)
(508,875)
(150,000)
(353,000)
12
17
Tenement acquisition costs written off
-
(197,995)
Loss before income tax expense
(2,460,691)
(3,239,003)
Income tax expense
4
-
-
Loss from continuing operations
(2,460,691)
(3,239,003)
Other comprehensive income for the year
Total Comprehensive loss for the year attributable to members of the
Group
(2,460,691)
(3,239,003)
Basic (loss) per share (cents per share)
Diluted (loss) per share (cents per share)
6
6
(0.214)
(0.214)
(0.370)
(0.246)
The accompanying notes form part of these consolidated financial statements.
- Page 22 -
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
Current Assets
Cash and cash equivalents
Other receivables
Total Current Assets
Non-Current Assets
Plant, office equipment and motor vehicles
Right of use asset
Total Non-Current Assets
TOTAL ASSETS
Current Liabilities
Trade and Other payables
Lease liability
Total Current Liabilities
Non-Current Liabilities
Lease liability
Total Non-Current Liabilities
TOTAL LIABILITIES
Notes
30 Jun 2022
($)
*Restated
30 June 2021
($)
7
8
9
10
11
5,070,278
102,832
5,173,110
49,232
41,074
90,306
3,355,088
101,840
3,456,928
41,259
112,893
154,152
5,263,416
3,611,080
531,305
43,390
574,695
-
-
574,695
588,723
69,503
658,226
43,390
43,390
701,616
NET ASSETS/(LIABILITIES)
4,688,721
2,909,464
Equity
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
* See Note 1
The accompanying notes form part of these consolidated financial statements.
- Page 23 -
12
12
38,560,488
735,616
34,670,656
385,500
(34,607,383)
(32,146,692)
4,688,721
2,909,464
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022
Balance at 1.7.2020
Comprehensive Income
Operating (loss) for the year
Total comprehensive income for the year
Transactions with owners, in their capacity as owner, and
other transfers
Securities issued during the period
Securities issue costs
Loss on settlement of liability
Share-based payments
Contributed
Equity
(Net of costs)
Reserves
($)
($)
Accumulated
Losses
($)
Total
($)
28,336,435
5,500
(28,907,688)
(565,753)
-
-
6,054,765
(229,419)
508,875
-
-
-
-
-
380,000
(3,239,003)
(3,239,003)
(3,239,003)
(3,239,003)
-
-
-
-
6,054,765
(229,419)
508,875
380,000
6,714,221
Total transactions with owners and other transfers
6,334,221
380,000
Balance at 30.6.2021
34,670,656
385,500
(32,146,692)
2,909,464
Balance at 1.7.2021
Comprehensive Income
Operating (loss) for the year
Total comprehensive income for the year
Transactions with owners, in their capacity as owner, and
other transfers
Securities issued during the period
Securities issue costs
Reversal of share-based payments reserve on exercise of broker
held options on 26 February 2021
Amount received on exercise of options
34,670,656
385,500
(32,146,692)
2,909,464
-
-
-
-
(2,460,691)
(2,460,691)
(2,460,691)
(2,460,691)
4,009,332
(273,817)
(119,500)
-
-
-
(5,500)
629,433
-
-
-
-
-
3,735,515
(119,500)
(5,500)
629,433
4,239,948
Total transactions with owners and other transfers
3,889,832
350,116
Balance at 30.6.2022
38,560,488
735,616
(34,607,383)
4,688,721
The accompanying notes form part of these consolidated financial statements.
- Page 24 -
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received
Notes
Year
Ended
30 Jun 2022
($)
694
Payments to suppliers and employees
13
(1,075,545)
Year
Ended
30 Jun 2021
($)
267
(984,939)
Net cash (used in) operating activities
(1,074,851)
(984,672)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for plant, office equipment, motor vehicles
Payments for new tenement prospects
(40,032)
(30,472)
(48,403)
(69,004)
Exploration and evaluation expenditure incurred
(1,229,403)
(1,352,168)
Net cash (used in) investing activities
(1,299,907)
(1,469,575)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares during the period
Proceeds from exercise of options issued as fully paid shares after
year end
Share issue costs
Loan repayments
Net cash from financing activities
3,460,515
629,433
-
-
4,089,948
5,790,765
(115,420)
(60,000)
5,615,345
Net increase (decrease) in cash held
1,715,190
3,161,098
Cash and cash equivalents at the beginning of the financial period
3,355,088
135,800
Cash and cash equivalents at the end of the financial period
5,070,278
3,355,088
The accompanying notes form part of these consolidated financial statements.
- Page 25 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial statements are set out below. The financial statements are for the
consolidated entity consisting of Surefire Resources NL and its subsidiaries. The financial statements are presented in the Australian currency.
Surefire Resources NL is a no liability company, domiciled and incorporated in Australia. The financial statements were authorised for issue by the
directors on 30 September 2022. The directors have the power to amend and reissue the financial statements.
(a) Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by
the Australian Accounting Standards Board and the Corporations Act 2001. Surefire Resources NL is a for-profit entity for the purpose of preparing
the financial statements.
Going concern
The financial report has been prepared on the going concern basis, which contemplated the continuity of normal business activity and the realisation
of assets and settlement of liabilities in the normal course of business.
The directors have considered the funding and operational status of the business in arriving at their assessment of going concern and believe that
the going concern basis of preparation is appropriate, based upon the following:
Current cash and cash equivalents on hand;
The ability of the Company to obtain funding through various sources, including debt and equity; and
The ability to further vary cash flow depending upon the achievement of certain milestones within the business plan.
Compliance with IFRS
The consolidated financial statements of the Surefire Resources NL Group also comply with International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB).
Adoption of new and revised accounting standards
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting
Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Historical cost convention and going concern basis
These financial statements have been prepared under the historical cost convention, as modified by the revaluation of selected non-current assets,
financial assets and financial liabilities for which the fair value basis of accounting has been applied. These financial statements have been prepared
on the going concern basis.
(b) Principles of consolidation
(i) Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group 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 to direct the
activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from
the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also
eliminated unless the transaction provides evidence of the impairment of the transferred asset. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the policies adopted by the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of profit or loss and other
comprehensive income, statement of changes in equity and statement of financial position respectively.
(ii) Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A
change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their
relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or
received is recognised in a separate reserve within equity attributable to owners of Surefire Resources NL.
When the Group ceases to have control, any retained interest in the entity is remeasured to its fair value with the change in carrying amount recognised
in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate,
jointly controlled entity or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are
accounted for as if the group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss.
If the ownership interest in a jointly controlled entity or associate is reduced but joint control or significant influence is retained, only a proportionate
share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate.
(c) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating
decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the full
- Page 26 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
board of Directors.
(d) Foreign currency translation
(i) Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in
which the entity operates (‘the functional currency’). The consolidated financial statements are presented in Australian dollars, which is Surefire
Resources NL's functional and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign
exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets
and liabilities denominated in foreign currencies are recognised in profit or loss. They are deferred in equity if they are attributable to part of the net
investment in a foreign operation.
(iii) Group companies
The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional
currency different from the presentation currency are translated into the presentation currency as follows:
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial
position;
income and expenses for each statement of profit and loss and other comprehensive income are translated at average exchange rates (unless
that is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and
expenses are translated at the dates of the transactions); and
all resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrowings and other financial
instruments designated as hedges of such investments, are recognised in other comprehensive income. When a foreign operation is sold or any
borrowings forming part of the net investment are repaid, the associated exchange differences are reclassified to profit or loss, as part of the gain or
loss on sale.
(e) Revenue recognition
Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial assets.
(f) Income tax
The income tax expense or revenue for the year is the tax payable on the current year’s taxable income based on the applicable income tax rate for
each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the
countries where the Company’s subsidiaries and associated operate and generate taxable income. Management periodically evaluates positions
taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate
on the basis of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and
their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition
of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable
profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the reporting date and
are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will
be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled
entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not
reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred
tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to
offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or
directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
(g) Leases
Leases where a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are classified as operating leases.
Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the
period of the lease.
(h) Impairment of assets
Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more
frequently if events or changes in circumstances indicate that they might be impaired. Other assets are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the
asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in
- Page 27 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which
are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets that suffered an
impairment are reviewed for possible reversal of the impairment at the end of each reporting period. Note that exploration and evaluation expenditures
are expensed as incurred – see note 1(l).
(i) Cash and cash equivalents
For statement of cash flows presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions,
other short-term highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to insignificant risk of changes in value.
(j) Financial instruments
Initial recognition and measurement
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions to the instrument. For financial
assets, this is the date that the Group commits itself to either the purchase or sale of the asset (i.e. trade date accounting is adopted).
Financial instruments (except for trade receivables) are initially measured at fair value plus transaction costs, except where the instrument is classified
"at fair value through profit or loss", in which case transaction costs are expensed to profit or loss immediately. Where available, quoted prices in an
active market are used to determine fair value. In other circumstances, valuation techniques are adopted.
Trade receivables are initially measured at the transaction price if the trade receivables do not contain significant financing component or if the
practical expedient was applied as specified in AASB 15.63.
Classification and subsequent measurement
Financial assets
Financial assets are subsequently measured at:
amortised cost;
fair value through other comprehensive income; or
fair value through profit or loss
On the basis of the two primary criteria:
the contractual cash flow characteristics of the financial asset; and
the business model for managing the financial assets
A financial asset is subsequently measured at amortised cost when it meets the following conditions:
the financial asset is managed solely to collect contractual cash flows; and
the contractual terms within the financial asset give rise to cash flows that are solely payments of principal and interest on the principal
amount outstanding on specified dates.
A financial asset is subsequently measured at fair value through other comprehensive income when it meets the following conditions:
the contractual terms within the financial asset give rise to cash flows that are solely payments of principal and interest on the principal
amount outstanding on specified dates; and
the business model for managing the financial asset comprises both contractual cash flows collection and the selling of the financial asset.
By default, all other financial assets that do not meet the measurement conditions of amortised cost and fair value through other comprehensive
income are subsequently measured at fair value through profit or loss.
Financial liabilities
Financial liabilities are subsequently measured at:
amortised cost; or
fair value through profit or loss
A financial liability is measured at fair value through profit and loss if the financial liability is:
a contingent consideration of an acquirer in a business combination to which AASB 3 applies
held for trading; or
initially designated as at fair value through profit or loss
All other financial liabilities are subsequently measured at amortised cost using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest expense over in profit or
loss over the relevant period.
The effective interest rate is the internal rate of return of the financial asset or liability. That is, it is the rate that exactly discounts the estimated future
cash flows through the expected life of the instrument to the net carrying amount at initial recognition.
- Page 28 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
A financial liability is held for trading if it is:
incurred for the purpose of repurchasing or repaying in the near term;
part of a portfolio where there is an actual pattern of short-term profit taking; or
a derivative financial instrument (except for a derivative that is in a financial guarantee contract or a derivative that is in an effective hedging
relationship)
Any gains or losses arising on changes in fair value are recognised in profit or loss to the extent that they are not part of a designated hedging
relationship.
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from
equity, net of any tax effects.
Derecognition
Derecognition refers to the removal of a previously recognised financial asset or financial liability from the statement of financial position.
Derecognition of financial liabilities
A liability is derecognised when it is extinguished (i.e. when the obligation in the contract is discharged, cancelled or expires). An exchange of an
existing financial liability for a new one with substantially modified terms, or a substantial modification to the terms of a financial liability is treated as
an extinguishment of the existing liability and recognition of a new financial liability.
The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable, including any non-cash
assets transferred or liabilities assumed, is recognised in profit or loss.
Derecognition of financial assets
A financial asset is derecognised when the holder's contractual rights to its cash flows expires, or the asset is transferred in such a way that all the
risks and rewards of ownership are substantially transferred.
All the following criteria need to be satisfied for derecognition of a financial asset:
the right to receive cash flows from the asset has been expired or been transferred;
all risk and rewards of ownership of the asset have been substantially transferred; and
the entity no longer controls the asset (i.e. it has no practical ability to make unilateral
decisions to sell the asset to a third party).
On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount and the sum of the consideration
received and receivable is recognised in profit or loss.
On derecognition of a debt instrument classified as at fair value through other comprehensive income, the cumulative gain or loss previously
accumulated in the investment revaluation reserve is reclassified to profit or loss.
On derecognition of an investment in equity which was elected to be classified under fair value through other comprehensive income, the cumulative
gain or loss previously accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings.
Impairment of financial assets
An impairment loss is recognised for the expected credit losses on financial assets when there is an increased probability that the counterparty will
be unable to settle an instrument’s contractual cash flows on the contractual due dates, a reduction in the amounts expected to be recovered, or both.
The probability of default and expected amounts recoverable are assessed using reasonable and supportable past and forward-looking information
that is available without undue cost or effort. The expected credit loss is a probability-weighted amount determined from a range of outcomes and
takes into account the time value of money.
For trade receivables, material expected credit losses are measured by applying an expected loss rate to the gross carrying amount. The expected
loss rate comprises the risk of a default occurring and the expected cash flows on default based on the aging of the receivable. The risk of a default
occurring always takes into consideration all possible default events over the expected life of those receivables (“the lifetime expected credit losses”).
Different provision rates and periods are used based on groupings of historic credit loss experience by product type, customer type and location.
For intercompany loans that are repayable on demand, expected credit losses are based on the assumption that repayment of the loan is demanded
at the reporting date. If the subsidiary does not have sufficient accessible highly liquid assets in order to repay the loan if demanded at the reporting
date, an expected credit loss is calculated. This is calculated based on the expected cash flows arising from the subsidiary, and weighted for probability
likelihood variations in cash flows.
(k) Plant and equipment
All plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition
of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any
component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the statement of
profit and loss and other comprehensive income during the reporting period in which they are incurred.
Depreciation of plant and equipment is calculated using the prime cost method to allocate their cost or revalued amounts, net of their residual values,
over their estimated useful lives or, in the case of leasehold improvements and certain leased plant and equipment, the shorter lease term. The rates
are 50% per annum.
Depreciation of motor vehicles are calculated using the prime cost method to allocate their cost or revalued amounts, net of their residual values,
over their estimated useful lives or, in the case of leasehold improvements and certain leased plant and equipment, the shorter lease term. The rates
are 20% per annum.
- Page 29 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated
recoverable amount (note 1(h)).
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the statement of profit and loss
and other comprehensive income.
(l) Exploration and evaluation costs
All exploration and evaluation expenditure is expensed to the statement of profit and loss and other comprehensive income as incurred. That the
carrying value of mineral assets, as a result of the operation of this policy, is zero does not necessarily reflect the board’s view as to the market value
of those assets.
(m) Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year which are unpaid. The amounts
are unsecured, non-interest bearing and are paid on normal commercial terms.
(n) Employee benefits
Wages and salaries and annual leave
Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be settled within 12 months of the reporting date
are recognised in other payables in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid
when the liabilities are settled.
(o) Share-based payments
The Group may provide benefits to employees (including directors) of the Group, and to vendors and suppliers, in the form of equity-based payment
transactions, whereby employees render services, or where vendors sell assets to the Group, in exchange for shares or rights over shares (‘equity-
settled transactions’).
The cost of equity-settled transactions with employees is measured by reference to the “fair value”, not market value. The “fair value” is determined
in accordance with Australian Accounting Standards. The Directors do not consider the resultant value as determined in accordance with Australian
Accounting Standards (such as by the application of the Black-Scholes European Option Pricing Model) represents market value. In the case of share
options issued, in the absence of a reliable measure, AASB 2 Share-based Payments prescribes the approach to be taken to determining the fair
value. Other models may be used.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance
conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (‘vesting date’).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting
period has expired and (ii) the number of options that, in the opinion of the directors of the Group, will ultimately vest. This opinion is formed based
on the best available information at balance date. No adjustment is made for the likelihood of market performance conditions being met as the effect
of these conditions is included in the determination of fair value at grant date.
No expense is recognised for options that do not ultimately vest, except for options where vesting is conditional upon a market condition.
Where an option is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the option is
recognised immediately. However, if a new option is substituted for the cancelled option, and designated as a replacement option on the date that it
is granted, the cancelled and new option are treated as a modification of the original option.
(p) Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.
(q) Earnings per share
(i) Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to owners of the company, excluding any costs of servicing equity other than
ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary
shares issued during the year.
(ii) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect
of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have
been issued for no consideration in relation to dilutive potential ordinary shares.
(r) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the taxation
authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to,
the taxation authority is included with other receivables or payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable
from, or payable to the taxation authority, are presented as operating cash flows.
- Page 30 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts
in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities,
revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors,
including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and
estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.
(s) Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on the consolidated
entity based on known information. This consideration extends to the nature of the products and services offered, customers, supply chain, staffing
and geographic regions in which the consolidated entity operates. Other than as addressed in specific notes, there does not currently appear to be
either any significant impact upon the financial statements or any significant uncertainties with respect to events or conditions which may impact the
consolidated entity unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic.
(t) Taxation
Balances disclosed in the financial statements and the notes thereto related to taxation are based on the best estimates of the directors. These
estimates take into account both the financial performance and position of the Group as they pertain to current income taxation legislation, and the
directors understanding thereof. No adjustment has been made for pending or future taxation legislation. The current income tax position represents
that directors’ best estimate, pending an assessment by the Australian Taxation Office.
(u) Environmental issues
Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or enacted environmental legislation and the
directors understanding thereof. At the current stage of the Group’s development and its current environmental impact, the directors believe such
treatment is reasonable and appropriate.
(v) Share-based payments
Share-based payment transactions, when made in the form of options to acquire ordinary shares, are valued using the Black-Scholes option or other
recognised pricing model. Models use assumptions and estimates as inputs.
Whilst the Directors do not consider the result derived by the application of, say, the Black-Scholes European Option Pricing Model is in anyway
representative of the market value of the share options issued, in the absence of reliable measure for the same, AASB 2 Share-based Payments
prescribes the fair value be determined by applying a generally accepted valuation methodology. Other recognised models may be used.
Restatement
The balance sheet as of 30 June 2021 has been restated to reflect the right-of-use asset and related lease liabilities in relation to the office lease at
10/100 Mill Point Road South Perth WA which were not recognised in the financial statement for the year ended 30 June 2021. There was no material
impact on the statement of financial performance.
NOTE 2 OPERATING SEGMENTS
Segment Information
Identification of reportable segments
The Group has identified that it operates in only one segment based on the internal reports that are reviewed and used by the board of directors (chief
operating decision makers) in assessing performance and determining the allocation of resources. The Group's principal activity is mineral exploration.
Revenue and assets by geographical region
The Group's revenue is received from sources and assets located wholly within Australia.
Major customers
Due to the nature of its current operations, the Group has not generated or provided any products and services during the year.
NOTE 3
ADMINISTRATIVE EXPENDITURES
Other Expenses
Audit fees
Occupancy and serviced office costs
Filing and ASX fees
Legal fees
Other expenses from continuing operations
2022
($)
29,314
79,476
68,440
25,643
404,334
607,207
2021
($)
32,050
30,000
88,876
18,179
405,339
574,444
- Page 31 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 4
INCOME TAX EXPENSE
The components of tax expense comprise:
Current tax
Deferred tax asset/liability
2022
($)
-
-
-
2021
($)
-
-
-
The prima facie tax on loss from ordinary activities before income tax is reconciled to
income tax as follows:
Loss from continuing operations before income tax
2,460,691
3,239,003
Prima facie tax benefit attributable to loss from continuing operations before income tax
at 30%)
738,207
971,701
Tax effect of Non-allowable items
End of year accruals
Brought forward accruals
Deferred tax benefit on tax losses not brought to account
Income tax attributable to operating loss
Unrecognised deferred tax assets
6,667
(55,009)
(689,865)
-
55,009
(57,651)
(969,059)
-
The Group has accumulated tax losses of $27,374,867 (2021: $24,741,958).
The potential deferred tax benefit of these losses at the current corporate tax rate ($8,212,460) will only be recognised if:
(i)
the Group derives future assessable income of a nature and of an amount sufficient to enable the benefit from the losses and deductions to be
released;
(ii)
(iii)
the Group continues to comply with the conditions for deductibility imposed by the law; and
no changes in tax legislation adversely affect the Group in realising the benefit from the deductions for the losses.
NOTE 5
AUDITORS REMUNERATION
Amounts received or due and receivable by the auditors of the Group for:
Auditing and reviewing the financial report
NOTE 6
EARNINGS PER SHARE
The following reflects the earnings and share data used in the calculation of basic
and diluted earnings per share
Loss for the year
Earnings used in calculating basic and diluted earnings per share
Weighted average number of ordinary shares used in calculating basic earnings per
share
Weighted average number of ordinary shares used in calculating diluted earnings per
share
2022
($)
32,050
32,050
2022
($)
2021
($)
32,050
32,050
2021
($)
(2,460,691)
(2,460,691)
(3,239,003)
(3,239,003)
1,151,040,059
874,126,724
1,151,040,059
1,315,611,915
The Group had no options (2021 – 360,830,019) over fully paid ordinary shares on issue at balance date. Options are considered to be potential
ordinary shares and have been included in the determination of diluted earnings per share.
NOTE 7
CASH AND CASH EQUIVALENTS
Cash at bank
2022
($)
5,070,278
5,070,278
2021
($)
3,355,088
3,355,088
- Page 32 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 8
OTHER RECEIVABLES
Tenement receivables
Net tax receivables
Prepayments
NOTE 9
PLANT AND OFFICE EQUIPMENT
Cost
Accumulated depreciation
Net book amount
Opening net book amount
Additions
Depreciation charge
Closing net book amount
NOTE 10
TRADE AND OTHER PAYABLES *
Trade payables (Includes disputed payables amounting to $301,591 – see Note 20)
Other payables and accrued expenses
* All Trade and Other Payables are non-interest bearing
NOTE 11 LEASE LIABILITY
Lease liability in relation to right-of-use of leased offices at 10/100 Mill Point Road South
Perth WA
Current Liability
Non-Current Liability
*The balance sheet as of 30 June 2021 has been restated to reflect the right-of-use asset
and related lease liabilities in relation to the office lease at 10/100 Mill Point Road South
Perth WA which were not recognised in the financial statement for the year ended 30 June
2021. There was no material impact on the statement of financial performance.
2022
($)
1,991
78,448
22,393
102,832
2022
($)
88,435
(39,203)
49,232
41,259
40,032
(32,059)
49,232
2022
($)
496,439
34,866
531,305
2022
($)
43,390
-
2021
($)
-
90,522
11,318
101,840
2021
($)
48,403
(7,144)
41,259
-
48,403
(7,144)
41,259
2021
($)
405,359
183,364
588,723
2021
($)
*69,503
*43,390
- Page 33 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 12
ISSUED CAPITAL
2022
2021
No.
$
No.
$
Contributed Equity – Ordinary Shares
At the beginning of the period
Conversion of partly paid shares into fully paid shares at
$0.027 each
Options exercised at $0.006 each
Options exercised at $0.018 each
Shares placement at $0.0155 each
Share-based payments to directors as approved by
shareholders at the AGM held 23 November 2020
Share-based payment to drilling contractor
Adjustment on settlement of liability – directors’ services – see
Note 1 below
Share-based payment per tenement sale agreement
Conversion of partly paid shares into fully paid shares at
$0.0059 each
Cost of capital raising (including reversal of share-based
payments upon exercise of options and conversion of partly-
paid shares to fully-paid shares)
Closing balance:
Contributed Equity – Partly paid Shares
At the beginning of the year
Conversion into fully paid shares at $0.027 each
Issue of partly paid shares at $0.0001 each as approved by
shareholders at AGM – see note 2 below
Conversion into fully paid shares at $0.0059 each
Closing balance:
1,094,310,409
59,109,128
34,037,502
1,595,946
628,153,640
52,358,149
28,336,435
1,413,670
251,761,419
2,283,540
-
-
10,000,000
60,000,000
150,000
354,000
-
119,500
252,323,620
55,000,000
80,000,000
22,125,000
4,350,000
-
-
-
-
2,127,096
990,000
1,240,000
177,000
87,000
508,875
-
-
(229,419)
1,475,180,956
38,540,488
1,094,310,409
34,650,656
447,894,451
(59,109,128)
-
(60,000,000)
328,785,323
20,000
-
-
-
20,000
300,252,600
(52,358,149)
200,000,000
-
447,894,451
-
-
20,000
-
20,000
TOTAL CONTRIBUTED EQUITY
38,560,488
34,670,656
Options
The movement of the options on issue during the financial year is set out below:
Exercise price
(cents)
Expiry date
Balance at
beginning of
year
Issued
Exercised
Lapsed
Balance at the
end of year
$0.006
30.6.2022
360,830,019
-
(357,943,940)*
(2,886,079)
-
(*) 106,182,521 options were exercised between 27.6.2022 and 30.6.2022 but shares were issued in July 2022.
- Page 34 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 12
ISSUED CAPITAL (Continued)
2022
2021
No.
$
No.
$
Reserves
Share-based payments reserve (i)
Share-based payments – value of partly paid shares issued to
directors, consultants and broker as approved by shareholders at
the AGM held 23 November 2020 – see Note 2 below
Reversal of share-based payments reserve on exercise of broker
held options on 26 February 2021
Reversal of share-based payments reserve on conversion of
broker held partly-paid shares to fully paid shares on 12 May
2022
Exercise of options
Amount received on exercise of options
Closing balance
(i) The reserve is used to recognise the fair value of options issued.
385,500
-
(5,500)
(114,000)
(159,817)
629,433
735,616
5,500
380,000
-
-
385,500
Note 1 - A resolution was approved by shareholders at the Annual General Meeting (‘AGM’) of the Company held on 23 November 2020 (‘the Grant
date’) to issue 22,125,500 shares to Company's Directors in lieu of accrued Directors' fees of $177,000. The issue price of the shares was set at
$0.008 being the price at which the Company's shares were trading when management decided to settle the liability by issuing shares (‘the decision
date’), the date of which is different from the Grant date. The closing price of $0.031 on the date of AGM was the grant date fair value of the shares
issued for a total fair value of $685,875. The settlement of the liability of $177,000 by the issuance of the shares thus resulted in a net loss of $508,875,
resulting from the increase in the value of the Company’s shares between the decision date and the grant date. This net loss has been recognised in
the Consolidated Statement of Financial Performance.
Note 2 -Share-based payment transactions, in the form of partly paid ordinary shares to directors, a broker and a contractor, were independently
valued by Scott Hill of Provisio Corporate. A fair and reasonable valuation of $0.0020 per Contributing Share, less $0.0001 payable upon conversion,
was adopted for accounting purposes.
Terms and condition of contributed equity
Ordinary Fully Paid Shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up of the Group, to participate in the proceeds from the
sale of all surplus assets in proportion to the number of shares held, regardless of the amount paid up thereon.
On a show of hands, every holder of fully paid ordinary shares present at a meeting in person or by proxy, is entitled to one vote and upon a poll,
each member present in person or by proxy or by attorney or duly authorised representative shall have one vote for each fully paid ordinary share.
Contributing Shares – Issued 21 May 2018
This tranche of contributing shares was issued at a price of $0.00 with no amount paid up upon issue.
A total amount of $0.027 per share remains payable. The Company has advised that it intends to provide notice of a call to the holders of the
Contributing Shares but at the date of this report, no call has yet been made.
Contributing Shares – Issued 27 November 2020
This tranche of contributing shares was issued at a price of $0.0001 which was paid upon issue.
A total amount of $0.0059 per share remains payable. At the date of this report, the Company has not made a call.
- Page 35 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 13 CASH FLOW INFORMATION
Reconciliation of operating loss after income tax with funds used in operating
activities:
Operating (loss) after income tax
Non-cash Items
Depreciation of non-current assets
Right of use adjustment
Exploration tenement expenses shown in Investing Activities
Share-based payments
Loss on settlement of liability
Changes in operating assets and liabilities:
(Increase) / Decrease in trade and other receivables relating to operating activities
Increase / (Decrease) in trade and other payables in relation to operating activities
Cash (outflow) from operations
2022
($)
2021
($)
(2,460,691)
(3,239,003)
35,089
(715)
1,259,877
150,000
-
(993)
(57,418)
(1,074,851)
7,144
-
1,421,172
530,000
508,875
(14,354)
(198,506)
(984,672)
TENEMENT EXPENDITURES CONDITIONS AND OTHER COMMITTMENTS
NOTE 14
The Group has certain obligations to perform minimum exploration work on the tenements in which it has an interest. These obligations may in some
circumstances, be varied or deferred. Tenement rentals and minimum expenditure obligations which may be varied or deferred on application are
expected to be met in the normal course of business.
The minimum statutory expenditure commitments required to be spent on the granted tenements for the next twelve months amounts to $560,000.
NOTE 15
TENEMENT ACCESS
Native Title and Freehold
All or some of the tenements in which the Group has an interest are or may be affected by native title.
The Group is not in a position to assess the likely effect of any native title impacting the Group.
The existence of native title and heritage issues represent, as a general proposition, a serious threat to explorers and miners, not only in terms of
delaying the grant of tenements and the progression of exploration development and mining operations, but also in terms of costs arising consequent
upon dealing with aboriginal interest groups, claims for native title and the like.
As a general proposition, a tenement holder must obtain the consent of the owner of freehold before conducting operations on the freehold land.
Unless it already has secured such rights, there can be no assurance that the Group will secure rights to access those portions (if any) of the
Tenements encroaching freehold land but, importantly, native title is extinguished by the grant of freehold so if and whenever the Tenements encroach
freehold the Group is in the position of not having to abide by the Native Title Act in respect of the area of encroachment albeit aboriginal heritage
matters still be of concern.
NOTE 16 EVENTS SUBSEQUENT TO REPORTING DATE
Subsequent to the end of the financial year, the Company announced on 7 July 2022 that all but 2,886,079 ASX:SRNOC options were exercised on
or before the 30 June 2022 expiry date.
Other than noted above or reported to ASX there have been no matters or circumstances that have arisen since 30 June 2022 which have significantly
affected or may significantly affect:
(a)
(b)
(c)
the Group’s operations in future years; or
the results of those operations in future years; or
the Group’s state of affairs in future years.
NOTE 17 EQUITY-SETTLED SHARE-BASED PAYMENTS
During the year, the Company issued 10,000,000 fully paid ordinary shares to Beau Resources Pty Ltd at $0.015 each as part settlement for the
acquisition of selected mineral exploration tenements in Western Australia. This share issue was subsequently approved at the Company AGM held
29 November 2021.
- Page 36 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 18 CONTROLLED ENTITIES
Subsidiaries of Surefire Resources NL
Country of
2022
2021
Incorporation
Percentage Owned
Percentage Owned
Unaly Hill Pty Ltd
Argus Mining Pty Ltd (Incorporated on 3.12.2020)
Kadji Mining Pty Ltd (Incorporated on 3.12.2020)
Associate of Surefire Resources NL
Oil & Gas SE Pty Ltd
Australia
Australia
Australia
Australia
All of these companies are dormant and have not operated during the year.
(%)
100%
100%
100%
49%
(%)
100%
0%
0%
49%
NOTE 19 RELATED PARTY AND RELATED ENTITY TRANSACTIONS
During the year, the following related party transactions were entered into by the company:
Name of the related entity
Total amount invoiced
Description of services
Corporate Admin Services Pty Ltd
$348,000 (2021: $324,000)
(Excl GST)
Minman Pty Ltd
$30,000 (2021: $30,250)
Executive managing consultant’s services and managing
director board fees
Non-executive technical directorial services and geological
consultancy
Halith Pty Ltd
$30,000 (2021: $30,000)
Non-executive directorial services
Particulars of contractual arrangements and financial benefits provided to the key management personnel are detailed in the directors’ report.
The total amount owing to both current and past directors and/or director-related parties (including GST) on 30 June 2022 was $304,824
(2021: $301,992). Of this amount, $265,093 is being disputed and/or subject to legal processes.
NOTE 20 CONTINGENT LIABILITIES AND ASSETS
The directors have disputed various invoices included in the Group’s financial records which were raised by previous directors in relation to services
rendered. The total amount of those charges equates to $265,093 and have been included in expenses incurred prior to 30 June 2018.
Contingent Liability on Acquisition of Victory Bore Tenement
In an Amendment to the Heads of Agreement for Sale of Tenement executed on 16 August 2018 between High Grade Metals Limited, Acacia Mining
Pty Ltd, Mutual Holdings Pty Ltd and Surefire Resources NL, it was agreed (among other terms) that:
1. Within 60 days of Surefire announcing to the ASX that it has obtained a pre-feasibility study that confirms that the subject tenement,
namely Victory Bore, if developed as a mine, has an internal rate of return of not less than 20%, Surefire will pay an additional sum of
$650,000; and
2. Within 60 days of Surefire announcing to the ASX that it has made a decision to mine within the Tenement area, Surefire will pay an
additional sum of $650,000.
Both of these contingencies have NOT been included as an expense in the Financial Report and are subject to the respective conditions being met
in due course.
Native Title
Tenements are commonly (but not invariably) affected by native title.
The Group is not in a position to assess the likely effect of any native title impacting the Group.
The existence of native title and heritage issues represent, as a general proposition, a serious threat to explorers and miners, not only in terms of
delaying the grant of tenements and the progression of exploration development and mining operations, but also in terms of costs arising consequent
upon dealing with aboriginal interest groups, claims for native title and the like.
- Page 37 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 21
FINANCIAL INSTRUMENTS DISCLOSURE
(a)
Financial Risk Management Policies
The Group’s financial instruments consist of deposits with banks, receivables, financial assets and payables.
Risk management policies are approved and reviewed by the Board. The use of hedging derivative instruments is not contemplated at this
stage of the Group’s development.
Specific Financial Risk Exposure and Management
The main risks the Group is exposed to through its financial instruments, are interest rate and liquidity risks.
Interest Rate Risk
Exposure to interest rate risk arises on financial assets and financial liabilities recognised at reporting date whereby a future change in interest
rates will affect future cash flows or the fair value of fixed rate financial instruments.
Liquidity Risk
The Group manages liquidity risk by monitoring forecast cash flows, cash reserves, liquid investments, receivables and payables.
Capital Risk
The Group’s objectives when managing capital are to safeguard their ability to continue as a going concern so that they may continue to provide
returns for shareholders and benefits for other stakeholders.
Due to the nature of the Group’s activities being mineral exploration, the Group does not have ready access to credit facilities, with the primary
source of funding being equity raisings. Therefore, the focus of the Group’s capital risk management is the current working capital position
against the requirements of the Group to meet exploration programmes and corporate overheads. The Group’s strategy is to ensure appropriate
liquidity is maintained to meet anticipated operating requirements, with a view to initiating appropriate capital raising as required.
The working capital position of the Group at 30 June 2022 and 30 June 2021 was as follows:
Cash and cash equivalents
Other receivables
Trade and other payables
Lease liability
Working capital position
*Restated – See Note 1
Credit Risk
2022
($)
5,070,278
102,832
(531,305)
(43,390)
4,598,415
2021
($)
3,355,088
101,840
(588,723)
*(69,503)
2,798,702
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is
the carrying amount, net of any provisions for impairment of those assets, as disclosed in the Statement of Financial Position and notes to the
consolidated financial statements.
There are no material amounts of collateral held as security at balance date.
The following table provides information regarding the credit risk relating to cash and cash equivalents based on credit ratings:
AAA rated
AA rated
A rated
2022
($)
5,070,278
-
-
The credit risk for counterparties included in trade and other receivables at balance date is detailed below.
Other receivables
Other receivables
2022
($)
102,832
102,832
2021
($)
3,355,088
-
-
2021
($)
101,840
101,840
- Page 38 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
(b)
Financial Instruments
The Group holds no derivative instruments, forward exchange contracts or interest rate swaps.
Financial Instrument composition and maturity analysis
The table below reflects the undiscounted contractual settlement terms for financial instruments.
Weighted
Average
Effective
Interest Rate %
Floating Interest
Rate
($)
Fixed Interest
Rate
($)
Non-Interest
Bearing
($)
Total
($)
2022
Financial Assets:
Cash and cash equivalents
Trade and other receivables
Total Financial Assets
Financial Liabilities:
Trade and other payables
Equity subscriptions
Lease liability
Net Financial Assets
4,211,657
-
4,211,657
0%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
858,621
102,832
961,453
(531,305)
(629,433)
(43,390)
(1,204,128)
5,070,278
102,832
5,173,110
(531,305)
(629,433)
(43,390)
(1,204,128)
2022
($)
(574,695)
Non-Interest
Bearing
($)
Total
($)
56,401
101,840
158,241
3,355,088
101,840
3,456,928
(588,723)
(588,723)
(835,910)
(835,910)
2021
($)
(588,723)
Trade and other payables are expected to be paid as follows:
Less than 6 months
2021
Financial Assets:
Cash and cash equivalents
Trade and other receivables
Total Financial Assets
Financial Liabilities:
Trade and other payables
including $60,000 (Note 11)
interest at 14%
Net Financial Assets
Weighted
Average
Effective
Interest Rate %
Floating Interest
Rate
($)
Fixed Interest
Rate
($)
3,298,687
-
3,298,687
0%
-
-
Trade and other payables are expected to be paid as follows:
Less than 6 months
(c)
Sensitivity Analysis – Interest rate risk
At 30 June 2022, as interest rates have been historically low, if interest rates had changed by -/+ 100 basis points from the weighted average
rate for the year with all other variables held constant, post-tax loss for the Group would have been insignificant (2021: Insignificantly lower or
higher) as a result of lower/higher interest income from cash and cash equivalents.
- Page 39 -
DIRECTORS' DECLARATION
The directors of the Group declare that:
1.
the accompanying consolidated financial statements and notes are in accordance with the Corporations Act 2001 and:
(a)
(b)
(c)
comply with Australian Accounting Standards and the Corporations Act 2001;
give a true and fair view of the financial position as at 30 June 2022 and performance for the year ended on that date of the
Group; and
the audited remuneration disclosures set out in the Remuneration Report section of the Directors’ Report for the year ended
30 June 2022 complies with section 300A of the Corporations Act 2001;
2.
the Chief Executive Officer has declared pursuant to section 295A(2) of the Corporations Act 2001 that:
(a)
(b)
(c)
the financial records of the company for the financial year have been properly maintained in accordance with section 286 of the
Corporations Act 2001;
the consolidated financial statements and the notes for the financial year comply with Australian Accounting Standards; and
the consolidated financial statements and notes for the financial year give a true and fair view;
3.
4.
in the directors’ opinion, there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become
due and payable;
the directors have included in the notes to the consolidated financial statements an explicit and unreserved statement of compliance
with International Financial Reporting Standards.
This declaration is made in accordance with a resolution of the Board of Directors.
Signature of Vladimir Nikolaenko noted as having been affixed with approval
Mr Vladimir Nikolaenko
Managing Director
Dated 30 September 2022
- Page 40 -
Independent Audit Report to the members of Surefire Resources NL
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Surefire Resources NL (‘the Company’) and its subsidiaries (collectively referred to as
‘the Group’), which comprises the consolidated statement of financial position as at 30 June 2022, 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 consolidated 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 2022 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 as in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of
the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements
of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the code)
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of
the Company, would be in the same terms if given to the directors as at the time of this auditor's report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
- Page 41 -
Expenditure ($2,460,691)
Refer to Consolidated Statement of Financial Performance.
Key Audit Matter
Expenditure is a substantial figure in the
financial
the Group,
representing the majority of shareholder
funds spent during the financial year.
statements
of
Given this represents a significant volume of
transactions, we considered it necessary to
assess whether the Group’s expenses had
been accurately
the
services provided had been delivered in the
appropriate period, and whether all expenses
related to activities undertaken by Surefire
Resources NL.
recorded, whether
How our audit addressed the matter
Our audit work included, but was not restricted to, the following:
We examined the Group’s approval processes in relation
to making payments to its suppliers and employees.
We selected a systematic sample of expenses using
different sampling methods, and vouched each item
selected to invoices and other supporting documentation.
We reviewed post year end payments and invoices to
ensure that all goods and services provided during the
financial year were recognised in expenses for the same
period.
For exploration expenses, we assessed which tenements
the spending related to, to ensure funds were expended
in relation to the Group’s ongoing projects.
From those charged with governance of the Group we
requested confirmations from all directors and other key
management personnel of the Group during the financial
year of their remuneration and any other transactions
between them, their related parties and the Group.
Other Information
The directors are responsible for the other information. The other information comprises the Review of Operations and Directors
Report and other information included in the Group’s annual report for the year ended 30 June 2022 but does not include the
financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or
otherwise appears to be materially misstated.
If, based on the work we have performed on the other information obtained prior to the date of this auditor's report, 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 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 Group’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors
either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is
a high level of assurance, but is not a guarantee that an audit conducted in accordance with 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 the financial report.
- Page 42 -
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide
a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used in the reasonableness of accounting estimates and related
disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, 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 going concern.
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 communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence,
and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence,
and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the
financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report
unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included on page 15 to page 18 in the directors' report for the year ended 30 June
2022.
In our opinion, the Remuneration Report of Surefire Resources NL, for the year ended 30 June 2022, 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.
Signature of Elderton Audit Pty Ltd noted as having been affixed with approval
Elderton Audit Pty Ltd
Signature of Rafay Nabeel noted as having been affixed with approval
Rafay Nabeel
Audit Director
30 September 2022
Perth
- Page 43 -
TENEMENT DETAILS
Tenement
Kooline:
E08/2373
E08/2956
Perenjori:
E70/5311
E59/2446
E70/5572
E70/5573
E70/5575
Unaly Hill:
E57/1068
E57/1112
Victory Bore:
E57/1036
E57/1139
Yidby Hill:
E59/2444
E59/2390
E59/2426
Nature of Interest
Project
Equity (%)
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Kooline-Wyloo Group - Ashburton Region
Kooline - Ashburton Region
Feral Southwest – Yalgoo Mineral Field
Perenjori 2 – Yalgoo Mineral Field
Fitzroy – Southwest Mineral Field
Pinjarrah Hill – Southwest Mineral Field
Kadji – Southwest Mineral Field
Unaly Hill - Sandstone Region
Unaly Hill - Sandstone Region
Victory Bore - Sandstone Region
Victory Bore - Sandstone Region
Yidby Hill – Yalgoo Mineral Field
Yalgoo-Yidby – Yalgoo Mineral Field
Nyngan-Yidby – Yalgoo Mineral Field
100
100
100
100
100
100
100
100
100
100
100
100
100
100
ANNUAL ASX REPORTING REQUIREMENTS
In compliance with Chapter 5 of the ASX Listing Rules, the directors consider that the Group does not have any ore reserves
and mineral resources on which to conduct a review.
- Page 44 -
The following information was applicable as at 14 September 2022.
Share and Option holdings:
Category (Size of
Holding)
Fully Paid
Ordinary Shares
Partly paid
Ordinary Shares
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
Total
66
36
36
1,299
1,344
2,781
4
11
3
43
94
155
The number of shareholdings held in less than marketable parcels is 605 holders of fully paid ordinary shares.
Substantial shareholders:
The names of the substantial shareholders listed in the Group's register as at 14 September 2022.
Shareholder Name
Vladimir Nikolaenko
Total
Twenty largest shareholders – Quoted fully paid ordinary shares (ASX:SRN):
Shareholder Name
Plato Mining Pty Ltd
Admark Investments Pty Ltd
CPS Capital No.4 Pty Ltd
Michael Giuliano
Sunset Capital Management Pty Ltd
Mercury Investments Pty Ltd
Ardglen Holdings Pty Ltd
Kaliara Nominees Pty Ltd
Acuity Capital Investment Management Pty Ltd
Adam Andrew MacDougall
Kenneth Chandran John
Prescorp Pty Ltd
Phoenix Ash Pty Ltd
Halith Pty Ltd
Daniel Barnao
Gavin Jeremy Dunhill
Corporate Admin Services Pty Ltd
Serec Pty Ltd
Pyro Holdings Pty Ltd
Sarodan Pty Ltd
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
Number of Fully
Paid Shares
% of Issued Fully
Paid Share Capital
156,918,376
156,918,376
9.92
9.92
Number of Shares
% of Issued Share
Capital
121,769,412
61,038,637
58,000,000
23,404,435
23,215,028
23,117,714
22,247,505
22,245,000
20,000,000
19,000,000
17,633,368
15,000,000
15,000,000
13,442,689
12,382,612
12,000,000
10,312,500
10,000,000
10,000,000
9,567,362
7.70
3.86
3.67
1.48
1.47
1.46
1.41
1.41
1.26
1.20
1.12
0.95
0.95
0.85
0.78
.076
0.65
0.63
0.63
0.61
Total
519,376,262
32.84
- Page 45 -
Twenty largest shareholders – Unquoted partly paid ordinary shares (ASX:SRNAK):
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
Shareholder Name
Plato Mining Pty Ltd
First Investment Partners Pty Ltd
Mercury Investments Pty Ltd
Celtic Capital Pty Ltd
Mungala Investments Pty Ltd
Citicorp Nominees Pty Ltd
Group Seventy Three Pty Ltd
Social Investments Pty Ltd
Agens Pty Ltd < The Mark Collins S/F A/c>
Stevsand Holdings Pty Ltd
Vulture Fish Pty Ltd
John Ceccon and Maria Lynn McLean (MCCM Super Fund A/c>
AJ Loo Investments Pty Ltd
George Monty Armstrong
White Trading Pty Ltd
Inverness Investments Pty Ltd
Roncio Nominees Pty Ltd
Tom and Angela Kouloukakis
Minman Pty Ltd
Kieran George Barratt
Total
Twenty largest shareholders – Unquoted partly paid ordinary shares (ASX:SRNAN):
1.
2.
3.
4.
Shareholder Name
Vargas Holdings Pty Ltd
Halith Pty Ltd
Minman Pty Ltd
RABMB Pty Ltd
Total
Number of Shares
55,942,832
14,875,000
11,008,435
11,000,000
10,000,000
5,005,000
4,000,000
4,000,000
4,000,000
4,000,000
3,000,000
3,000,000
2,500,000
2,250,000
2,083,333
2,000,000
2,000,000
1,875,000
1,797,945
1,785,749
% of Issued Share
Capital
29.63
7.88
5.83
5.83
5.30
2.65
2.12
2.12
2.12
2.12
1.59
1.59
1.32
1.19
1.10
1.06
1.06
0.99
0.95
0.95
146,123,294
77.40
Number of Shares
% of Issued Share
Capital
70,000,000
30,000,000
20,000,000
20,000,000
140,000,000
50.00
21.42
14.29
14.29
100.00
Summary of Issued Securities:
There are 1,581,363,477 quoted fully paid ordinary shares (ASX:SRN), 188,785,323 unquoted partly paid ordinary shares
(ASX:SRNAK) and 140,000,000 unquoted partly paid ordinary shares (ASX:SRNAN).
The partly paid ordinary shares are not listed on Australian Securities Exchange.
Buy-Back Plans
The Group does not have any current on-market buy-back plans.
Voting Rights
The voting rights attaching to ordinary shares are governed by the Constitution. On a show of hands every person present who
is a Member or representative of a member shall have one vote and on a poll, every member present in person or by proxy or
by attorney or duly authorised representative shall have one vote for each fully paid ordinary share held.
Each contributing share has a voting entitlement proportionate to the amount paid up thereon relative to the entire amount
payable (including the amount paid but ignoring amounts credited as paid).
None of the options have any voting rights.
ASX Listing Rule 3.13.1
The Company advises, in accordance with ASX Listing Rule 3.13.1, that its Annual General Meeting (AGM; an item of business
which will include the election of directors) is proposed to be held on 15 November 2022 and based on this proposed AGM
date, in accordance with the Company’s constitution, the closing date for receipt of valid nominations from persons wishing to
be considered for election as a director at the AGM will be 1 October 2022.
- Page 46 -