TALISMAN MINING LIMITED
ABN 71 079 536 495
ANNUAL REPORT
FOR THE YEAR ENDED
30 June 2023
1
Corporate Directory
DIRECTORS
Mr Kerry Harmanis
Non-Executive Chairman
Mr Andrew Munckton Managing Director
Mr Jeremy Kirkwood
Non-Executive Director
Mr Brian Dawes
Non-Executive Director
Mr Peter Benjamin
Non-Executive Director
COMPANY SECRETARY
Mr Alex Neuling
REGISTERED & PRINCIPAL OFFICE
Suite 1 Ground Level – 33 Colin Street
West Perth WA 6005
Telephone +61 8 9380 4230
Facsimile +61 8 9382 8200
Website: www.talismanmining.com.au
AUDITORS
HLB Mann Judd (WA Partnership)
Level 4, 130 Stirling Street
Perth, Western Australia 6000
Telephone +61 8 9227 7500
Facsimile +61 8 9227 7533
SHARE REGISTRY
Link Market Services
Level 12, QV1 Building
250 St Georges Terrace
Perth, Western Australia 6000
Telephone +61 8 9211 6670
SECURITIES EXCHANGE LISTING
Australian Securities Exchange Limited
Level 40, Central Park
152-158 St Georges Terrace
Perth, Western Australia 6000
ASX Code: TLM
2
TABLE OF CONTENTS
Letter from the Chairman
Review of Operations
Directors’ Report
Remuneration Report
Auditor’s Independence Declaration
Independent Auditors’ Report
Financial Statements
Notes to the Consolidated Financial Statements
Directors’ Declaration
Additional Securities Exchange Information
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5
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36
40
60
61
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LETTER FROM THE CHAIRMAN
Dear Talisman Shareholder,
I am pleased to present Talisman’s 2023 Annual Report as we embark on a significantly expanded exploration
push in the last few months of this year and moving into 2024.
The past year has seen Talisman take significant steps towards making a maiden discovery at the Lachlan Lead-
Zinc-Silver and Copper-Gold Project in NSW while also expanding our portfolio with the acquisition of the highly
prospective Mabel Creek Copper-Gold Project in South Australia’s world-class Gawler Craton.
Our work in NSW has built on the significant investment we made in two regional-scale geophysical surveys last
year – a 15,456-line-kilometre Airborne Gravity Gradiometric (AGG) survey and a 6,285-line-kilometre Airborne
Electro-Magnetic (AEM) survey. These surveys revealed a multitude of strong geophysical targets that have been
integrated with our ground-based geological and structural mapping programs and geochemical soil sampling.
While initial drill testing through the year focused mainly on geophysical targets, we have since refined our approach
to focus on those targets that are also supported by strong geological and other evidence. This has allowed us to
re-prioritise our exploration efforts, with a targeted new program of Reverse Circulation and diamond drilling kicking
off in the September 2023 Quarter.
I am confident the Company is now well positioned to capitalise on this exceptional target pipeline, underpinned by
a strong balance sheet, a consistent royalty stream and a refreshed exploration focus.
At Mabel Creek, the Company has acquired 100% ownership of a significant land package approximately 30km
west of Coober Pedy. The land package covers around 1,000km2 of tenure within the Gawler Craton – a region
that is prospective for large-scale Iron Oxide Copper-Gold (IOCG) discoveries and hosts numerous world-class
deposits such as Olympic Dam, Carrapateena and Prominent Hill as well as significant recent discoveries such as
Oak Dam and Emmie Bluff. This region is fast becoming Australia’s premier copper producing area.
The Mabel Creek Project spans several significant faults and structures that elsewhere host IOCG-style
mineralisation. In recent decades the project has been held by resource majors Teck and Vale, who undertook
limited, preliminary geological investigations. Importantly, the barren surface cover is generally 50-100m thick,
significantly shallower than at other locations in the Gawler Craton where exploration under +300m of cover is not
uncommon.
Our work at Mabel Creek to date has consisted of the acquisition of geological and geophysical datasets from the
SA government database and initial discussions with Traditional Owners and pastoral leaseholders on access to
the project. We expect to be on the ground drilling some exciting initial targets early next year.
Consistent with our strong exploration DNA, the Company’s senior leadership has recently undergone significant
renewal with the appointment of experienced geologists and mining executives Andrew Munckton and Tim Sharp,
respectively as Managing Director and Exploration Manager. Both Andrew and Tim have hit the ground running to
ensure that our best projects are drilled and that our discovery program is delivered. We are delighted to have them
both on board.
I would like to take this opportunity to extend my sincere thanks and acknowledgement to CEO Shaun Vokes and
Exploration Manager Russell Gregory, who left the Company earlier in the year. Their contribution to Talisman is
greatly appreciated.
During the 2023 financial year, we continued to receive monthly royalty payments from the operator of the
Wonmunna iron Ore Project, Mineral Resources Ltd (MinRes). In the 12 months to June 2023, MinRes delivered
9.8Mt of iron ore sales for its Utah Hub operations in the Pilbara of Western Australia (of which Wonmunna was
the larger portion). Talisman received $7.6 million in royalty payments. Guidance for FY24 from MinRes is for 9.0
to 10.5 million tonnes of iron ore sales from their Utah Hub.
At year-end, we retained $9.8 million in cash which, combined with a healthy ongoing royalty income stream, puts
us in an enviable position as we ramp-up exploration in NSW and commence exploration in South Australia.
In conclusion, I would like to thank my fellow Directors and to extend a special vote of thanks to my fellow
shareholders for your support. I am excited about what the next year will bring for Talisman.
Yours faithfully,
Kerry Harmanis, Chairman
4
REVIEW OF OPERATIONS
Overview
The last 12 months has seen Talisman Mining Limited (Talisman or the Company) continue to progress
exploration activities in New South Wales at the Lachlan Lead-Zinc-Silver-Copper-Gold Project (Lachlan) and
acquire the highly prospective Mabel Creek Copper-Gold project in South Australia (Mabel Creek). In addition,
throughout the financial year Talisman has reviewed numerous new precious and base metals growth opportunities
throughout Australia, focusing on value-accretive transactions with the potential to create long-term shareholder
value.
The Company continued to receive monthly royalty payments throughout the financial year from Mineral Resources
Ltd (MinRes), the operator of the Wonmunna Mine, which forms part of MinRes’s Utah Hub Iron Ore operations in
the Pilbara region of Western Australia. MinRes commenced production from Wonmunna in March 2021 and
Talisman is entitled to an uncapped 1% gross revenue royalty on all metals produced and sold from the mine.
The Utah Hub delivered 9.8 million tonnes of iron ore sales for the 12-month period ended 30 June 2023, with
Talisman receiving $7.6 million in royalty payments from Wonmunna. The potential ongoing Wonmunna royalty
revenue stream puts the Company in a unique funding position for a junior exploration company, allowing Talisman
to pursue ongoing systematic exploration at its Lachlan and Mabel Creek Projects in combination with reviewing
additional new metalliferous growth opportunities.
Talisman continued to expand its tenement position in the highly prospective Lachlan Fold Belt region of NSW
during the year, increasing its total granted exploration licence area at the Lachlan Project to approximately
7,700km2. This has consolidated the Company’s strong tenure portfolio in this world-class mineral province.
During the financial year, Talisman completed two regional-scale geophysical surveys – a 15,456-line kilometre
Airborne Gravity Gradiometric (AGG) survey and a 6,285-line kilometre Airborne Electro-Magnetic (AEM) survey
using the VTEM™ Max helicopter-borne AEM system. These two large-scale geophysical surveys and their
subsequent data processing and interpretation represent a significant investment in Talisman’s highly prospective
tenement portfolio.
In addition to the geophysical surveys, exploration activities continued at the Lachlan Project with ongoing soil
sampling and mapping programs completed and several Reverse Circulation (RC) percussion drill programs
undertaken targeting both geophysical and soil anomalies.
At the Company’s Mabel Creek Project, land-access agreements with Traditional Owners and pastoral
leaseholders were commenced to allow ground-based exploration activities in 2024. In addition, a significant data
acquisition effort was undertaken with the South Australian Geological Survey to secure all the relevant historical
information associated with the Mabel Creek and surrounding projects.
Talisman is currently planning to complete new geophysical programs and awaiting analysis of historical drilling
information to inform the next phase of exploration work at Mabel Creek.
5
Lachlan Lead-Zinc-Silver-Copper-Gold Project, NSW
Talisman’s Lachlan Project consists of four discrete project areas – the Central Lachlan Lead-Zinc-Silver, Dandaloo
Copper, Hillston Copper-Gold and Elvis Porphyry Copper-Gold Projects, which cover a combined area of over
7,100km2 of granted exploration tenure in the highly prospective Cobar Basin Rift and Junee-Narromine Volcanic
mineral belts of NSW (Figure 1). These mineral belts are well-established mining districts with multiple operating
long-life gold and base metal mines and several recent significant exploration discoveries including Aurelia Metal’s
Federation polymetallic deposit and Peel Mining’s Mallee Bull, Wagga Tank and Southern Nights deposits.
Talisman’s exploration strategy at the Lachlan Project is focused on the regional geological architecture, principally
the north-northwest trending rift controlling structures. Proximity to the margins of major basin faults and deep-
seated regional basement lineaments are important factors for mineral deposit formation and Talisman has a
meaningful tenure position on the eastern side of the Cobar Basin Rift.
Figure 1: Talisman’s Lachlan Pb-Zn-Ag-Cu-Au Project, showing key tenements, nearby mines and prospects and underlying
geology.
6
The Company has identified multiple gold and base metal exploration targets at its Central Lachlan, Dandaloo,
Hillston and Elvis Projects and systematic exploration activities including regional reconnaissance mapping, soil
sampling, RC percussion drilling and geophysical surveys advanced during the financial year to inform target
prioritisation and test high-priority targets.
Regional Geophysical Surveys
During 2022, Talisman undertook two large-scale regional geophysical surveys to provide an efficient and cost-
effective screening mechanism for geophysical anomalism associated with Cobar and Mineral Hill-style
mineralisation analogues over large portion of its Central Lachlan Project area (refer Figure 2).
Regional Airborne Gravity Gradiometric (AGG) Survey
Talisman flew an Airborne Gravity Gradiometric (AGG) survey using the proprietary FALCON® AGG system.
FALCON is the world’s most advanced airborne gravity gradiometer technology and provides high-quality gravity
data to a resolution of 50m. The survey was flown at a 200m line spacing and covered 15,456 kilometres.
Data processing and interpretation was completed by Talisman’s geophysical consultants with over 50 gravity
anomalies identified.1 Of these anomalies, 10 have been identified as high priority for follow-up.
Airborne Electromagnetic Survey (AEM) Survey
In parallel with the regional AGG survey, Talisman undertook an Airborne Electro-Magnetic (AEM) survey using
the VTEM™ Max helicopter-borne system. Targeting for these survey areas was at a 200m line spacing and
covered 6,285 kilometres (Figure 2).
Talisman’s geophysical consultants completed data processing and interpretation and identified over 20
anomalies.2 Talisman has prioritised three of these anomalies for immediate follow-up work due to their location
near known mineral occurrences.
Baseline exploration work, including geological mapping, regolith sampling and structural mapping and analysis on
priority anomalies is ongoing to assist in target prioritisation and preparation for drill testing during the FY24 year.
1 Refer Talisman ASX announcement dated 26 July 2022 for full details.
2 Refer Talisman ASX announcement dated 5 September 2022 for full details.
7
Figure 2: Talisman's FALCON® AGG and VTEM™ Max helicopter-borne AEM survey areas highlighting priority anomalies.
8
Priority Exploration Projects
Kaolin Shaft and Durnings (EL8547)
Analysis and 3D interpretation of AEM survey data illustrated in Figure 3 enabled the interpretation of structures
associated with mineralisation at the Kaolin Shaft prospect, resulting in the interpretation of a second, concealed
target area to the north-east of previous drilling.
Geological interpretation suggests that the polymetallic mineralisation at both the Kaolin Shaft (Zn-Pb-Cu-Ag-Au)3
and Durnings (Au-Cu) prospects may represent the up-dip expression of a larger mineralisation source – located
at depth approximately 900m to the north-east. Best historical results at Durnings include:
•
•
34m @ 1.34g/t Au from 6m and 6m @ 2.1% Cu from 32m (DUR-14); and
17m @ 3.7g/t Au from 16m including 8m @ 5.3g/t Au from 22m (MD85).
The interpreted deeper target is situated at the intersection of the Bluff Fault Zone and Mineral Hill Structure (Figure
3). Both these structures have strong relationships to copper mineralisation and are interpreted to be associated
with the Mineral Hill Mine and the nearby Wilmatha copper-gold porphyry prospect, located to the north and north-
east respectively. The target area is concealed by shallow cover. No previous exploration is recorded over the
area. Drill testing of the target is scheduled for the September Quarter 2023.
Figure 3: Kaolin Shaft and Durnings prospects over processed VTEM geophysical image.
3 Refer Talisman ASX announcements dated 22 July 2019 and 6 June 2022 for full details.
4 Refer to exploration reporting for historical tenement EL2305 and exploration by Kennecott Exploration (Aust) Ltd.
5 Refer R00000081, Ninth annual exploration report, EL 2727, Murda Creek, Boona area, 1996.
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Carpina North Prospect (EL8414)
Four RC holes (CNRC0013-CNRC0016) for a total of 876 metres were drilled at the Carpina North Prospect6 during
the year to follow up on the gold results returned in drill-hole CNRC0012, which was completed as part of the 2022
drill program and returned 40m @ 0.51g/t Au from 24m down-hole7 (Figure 4). The recent drilling intersected other
significant zones of mineralisation below the original discovery hole as illustrated in Figure 5.
Figure 4: Carpina North 2023 RC drilling, holes CNRC0011 to CNRC0016. Significant intercepts are labelled.
Significant gold results were returned in drill-hole CNRC0014, with several mineralised zones above 1g/t Au
encountered down the hole. Intercepts include:
•
•
•
•
8m @ 0.71g/t Au from 16m down-hole including 2m @ 1.42g/t Au from 22m down-hole;
2m @ 2.77g/t Au from 134m down-hole;
14m @ 0.51g/t Au from 146m down-hole including 4m @ 1.35g/t Au from 156m down-hole; and
2m @ 1.04g/t Au from 210m down-hole.
6 Refer Talisman ASX announcement dated 20 July 2023 for full details including JORC tables.
7 Refer Talisman ASX announcement dated 26 July 2022 for full details including JORC tables.
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Figure 5: Interpreted Carpina North Section A-A', along 6423500mN. Holes oblique to section are not projected to section.
All of the drill-holes completed at Carpina North intersected a sequence of massive, fine-grained phyllites with
occasional psammite interbeds, and the mineralisation appears to be visually associated with intermittent quartz
veining hosting polymetallic (galena-chalcopyrite-arsenopyrite) sulphides and silica flooding (Figure 6).
Figure 6 – RC chip samples from CNRC0014, 206-212m down-hole, displaying quartz veining and silica flooding.
The gold mineralisation has geochemical associations with arsenic (As) and antimony (Sb). These element
associations, together with the visual quartz textures, suggest that Talisman’s drilling has intersected the “mixing”
zones of a low-sulphidation epithermal gold mineral system.
Interpretation of the drill results is ongoing, with further drilling planned to be undertaken in the second half of 2023.
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Rip & Tear (EL8615)
The Rip & Tear Prospect is located on a major north-east to south-west structural lineament. The area is dominated
by sandstones and conglomerates of the Girilambone Group and shallow-water Kopyje Shelf and has seen
previous shallow exploration focused on a historical working and three outcropping base metal gossans in the area.
Extensive historical surface geochemistry and auger drilling delineated strong lead anomalies8, similar to those
associated with the Federation and Dominion discoveries. Despite significant surface work identifying these lead
anomalies, limited historical drilling has been conducted with only three percussion holes drilled to 60 metres depth
in the prospect area.
Two grids of Moving Loop Transient Electro-Magnetic (MLTEM) surveying covering the anomalous soil
geochemistry, followed by a single 3.3km long line of Induced Polarisation (IP) survey. The exploration model used
a Dominion/Federation analogue which has similar conductive anomalies to investigate disseminated base metal
sulphide potential.
Rip & Tear
IP Chargeability Anomaly
N
Rip & Tear
EM Plate 1
EM Plate 1
Rip & Tear
EM Plate 2
Interpreted Faults
GSNSW Seamless Geology
Figure 7: Rip & Tear Anomaly Area (EL8615) with interpreted faults (GSNSW Seamless Geology) and geophysical anomaly
locations.
The MLTEM surveys identified two discrete conductive anomalies which were modelled into plates as the best fit
for a conductive source. Both plates appear to be associated with mapped structures, suggesting that the
conductive anomalies are linked to structurally controlled mineralisation using these structures as conduits and
depositional sites for sulphides.
Plate 1 is a steeply-dipping, 1,200m long plate model with a moderate conductive value of 50 Siemens (S) oriented
along the ENE-WSW major structure running through the prospect area (Figure 7). As a second order structure to
the regionally significant Mineral Hill Fault, this structure may be associated with localised base metal
mineralisation. The conductivity value may be indicative of net-textured or brecciated sulphides lacking complete
connectivity.
Plate 2 is a NE-SW striking, moderately SE dipping plate model extending over a length of 1,300m with a moderate
conductance value of 50S, aligned with a third order structure which also intersects the Mineral Hill Fault (Figure
7). This structure also trends towards the Yellow Mountain workings, where historical Au-Cu-Pb-Zn-Ag
mineralisation has been encountered9.
Additionally, the IP line surveyed across the Plate 2 MLTEM area identified a discrete moderately chargeable
anomaly at shallow depth. This anomaly is immediately adjacent to EM Plate 2, coincident with a topographic high,
suggesting an area of basement with silicification possibly related to hydrothermal fluids and sulphide deposition
(Figure 7)10.
8 Refer NSW DIGS Report R00022366, Exploration Report, Mineral Hill-Bobadah area.
9 Refer to NSW DIGS Open file reports R0009421, RE0003757, R00024525 and R00024537.
12
Talisman will drill test both chargeable anomalies and the conductive anomaly to determine the potential source of
each. Further ground geophysics will be conducted across the prospect to acquire magnetic and gravity data to aid
drill-hole targeting. Drilling is expected to commence in Q3 2023.
Acquisition – Mabel Creek IOCG Project, South Australia
During the March 2023 Quarter, Talisman entered into a Sale and Purchase Agreement (SPA) with First Au Limited
(ASX: FAU) for the purchase of the Mabel Creek IOCG Project in the Gawler Craton of South Australia10. Under
the SPA, Talisman has acquired a 100% interest in Exploration Licence EL6619, EL6620 and EL6627, covering a
combined contiguous area of 1,048km2 in the under-explored northern Gawler Craton (Figure 8).
Figure 8: Location map of Mabel Creek Project, South Australia.
The Mabel Creek Project is located 130km to the north-west of the Prominent Hill Mine operated by BHP (ASX:
BHP) and 40km west of Coober Pedy, making this a straightforward area to explore using existing infrastructure at
Coober Pedy as a base.
The project area was initially identified as part of the South Australian Government’s “Gawler Challenge” in 2020
and was identified by both the winner and runner-up of the competition as one of the most significantly prospective
yet under-explored areas in South Australia for IOCG and Gawler Craton-style gold mineralisation.
No on-ground exploration activities have been undertaken on the area since 2014, with only desktop studies
undertaken by FAU since the Mabel Creek Project tenements were granted in mid-2021.
The Project tenements span a major deep-seated, east-west trending fault system which is interpreted to host
multiple intrusive bodies, including the Hiltaba Granite Suite, which is instrumental in the genesis of mineralisation
at Olympic Dam (Figure 9).
Demagnetised areas evident on recently acquired aeromagnetic data from the Geological Survey of South Australia
suggest the presence of extensive alteration associated with the fault system, indicating that it has been a fluid
conduit potentially hosting mineralisation.
Post-mineral cover is relatively shallow across the Mabel Creek Project compared to other areas of the Gawler
Craton, with the cover sequence varying from 30m to 150m. This is expected to make exploration using geophysics
and drill testing far more cost-effective than most Gawler Craton exploration.
10 Refer Talisman ASX announcement dated 30 January 2023 for full details.
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Figure 9: Talisman’s Mabel Creek Project Area, SA Major Mineral Projects and nearby major mining company mineral licences.
The Project is surrounded by exploration licences held by other major mineral companies, including recent
tenements granted to FMG and Rio Tinto Exploration, as well as the exploration ground held by Oz Minerals (now
BHP Group) and their existing Tier-1 mining and development projects (Figure 9).
The regional presence of these major mining companies highlights the exploration opportunity for additional
significant copper-gold discoveries in the Gawler Craton.
Copper-gold bearing IOCG deposits and recent exploration discoveries by major mining houses are located along
an arcuate “Prospective IOCG Corridor”. Talisman’s Mabel Creek Project is located centrally within an under-
explored area of this corridor, making it highly prospective for a new IOCG discovery.
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Competent Persons’ Statement
Information in this report that relates to Exploration Results and Exploration Targets is based on information
completed by Mr Alex Mangl, who is a member of the Australasian Institute of Geoscientists. Mr Mangl is a full-
time employee of Talisman Mining Limited and has sufficient experience which is relevant to the style of
mineralisation and types of deposits under consideration and to the activities undertaken to qualify as a Competent
Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves”. Mr Mangl consents to the inclusion in this report of the matters based on information
in the form and context in which it appears.
No new information that is considered material is included in this document. All information relating to exploration
results has been previously released to the market and is appropriately referenced in this document. JORC tables
are not considered necessary to accompany this document.
Forward-Looking Statements
This report may include forward-looking statements. These forward-looking statements are not historical facts but
rather are based on Talisman Mining Limited’s current expectations, estimates and assumptions about the industry
in which Talisman Mining Limited operates, and beliefs and assumptions regarding Talisman Mining Limited’s
future performance. Words such as “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”,
“potential” and similar expressions are intended to identify forward-looking statements. Forward-looking statements
are only predictions and are not guaranteed, and they are subject to known and unknown risks, uncertainties and
assumptions, some of which are outside the control of Talisman Mining Limited. Past performance is not
necessarily a guide to future performance and no representation or warranty is made as to the likelihood of
achievement or reasonableness of any forward-looking statements or other forecast. Actual values, results or
events may be materially different to those expressed or implied in this presentation. Given these uncertainties,
recipients are cautioned not to place reliance on forward looking statements. Any forward-looking statements in
this report speak only at the date of issue of this report. Subject to any continuing obligations under applicable law
and the ASX Listing Rules, Talisman Mining Limited does not undertake any obligation to update or revise any
information or any of the forward looking statements in this report or any changes in events, conditions or
circumstances on which any such forward looking statement is based.
TENEMENT SCHEDULE
As at date of report
Project /
Tenement
CENTRAL LACHLAN
PROJECT
Location
and Blocks
(Area)
New South Wales
EL8615
EL8659
EL8677
EL8414
EL8547
EL8571
EL8658
EL8680
EL8719
EL9298
EL9299
EL9302
EL9306
EL9315
EL9379
EL9462
EL9585
(726km2)
(373km2)
(193km2)
(174km2)
(205km2)
(258km2)
(256km2)
(20km2)
(191km2)
(440km2)
(199km2)
(108km2)
(327km2)
(103km2)
(878km2)
(6km2)
(990 km2)
ELVIS PROJECT
New South Wales
EL8977
EL9395
EL9396
(463km2)
(75km2)
(229km2)
15
Tenement
Status
Talisman
Equity (%)
Expiry
Date
Joint Venture Partner
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
100%
100%
100%
89%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
07-07-23
18-10-23
08-12-23
02-12-24
03-04-28
23-05-25
13-10-22
08-12-22
27-03-24
30-09-27
30-09-27
13-10-27
30-09-27
27-10-27
28-03-28
14-09-28
19-07-25
11-05-23
21-04-25
21-04-25
N/A
Peel Mining Ltd
N/A
N/A
Project /
Tenement
CENTRAL LACHLAN
PROJECT
Location
and Blocks
(Area)
New South Wales
HILLSTON PROJECT
New South Wales
Tenement
Status
Talisman
Equity (%)
Expiry
Date
Joint Venture Partner
EL8907
EL9394
(1,043km2)
(399km2)
Granted
Granted
100%
100%
31-10-22
21-04-28
DANDALOO PROJECT New South Wales
EL9324
(474km2)
Granted
100%
12-11-27
LUCKNOW PROJECT
New South Wales
N/A
N/A
EL6455
OTHER
EL8451
MABEL CREEK
PROJECT
EL6619
EL6620
EL6627
(29km2)
Granted
51%
10-08-26
Lucknow Gold Ltd
New South Wales
(276km2)
Granted
89%
16-07-25
N/A
South Australia
(519 km2)
(319 km2)
(210 km2)
Granted
Granted
Granted
100%
100%
100%
18-07-27
18-07-27
13-08-27
N/A
16
OPERATING AND FINANCIAL RISK
The Group’s activities have inherent risk and the Board is unable to provide certainly of the expected results of
activities, or that any or all of the activities will be achieved. Material business risks that could influence the Group’s
future activities and prospects and how the Group manages these risks, are detailed below
Operational risks
The Company may be affected by various operational factors. In the event that any of these potential risks
eventuate, the Company’s operational and financial performance may be adversely affected. No assurances can
be given that the Company will achieve commercial viability through the successful exploration and/or mining of its
tenement interests. Until the Company is able to realise value from its projects, it is likely to incur ongoing operating
losses.
The operations of the Company may be affected by various factors, including failure to locate or identify mineral
deposits, failure to achieve predicted grades in exploration and mining, operational and technical difficulties
encountered in mining, insufficient or unreliable infrastructure such as power, water and transport, difficulties in
commissioning and operating plant and equipment, unanticipated metallurgical problems which may affect
extraction costs, adverse weather conditions, industrial and environmental accidents, industrial disputes and
unexpected shortages or increases in the costs of consumables, spare parts, plant and equipment.
The tenements are at various stages of exploration, and potential investors should understand that mineral
exploration and development are speculative and high-risk undertakings that may be impeded by circumstances
and factors beyond the control of the Company.
There can be no assurance that exploration of the Tenements, or any other exploration properties that may be
acquired in the future, will result in the discovery of an economic mineral resource. Even if an apparently viable
deposit is identified, there is no guarantee that it can be economically exploited.
There is no assurance that exploration or project studies by the Company will result in the definition of an
economically viable mineral deposit or that the exploration tonnage estimates, and conceptual project
developments discussed in this Prospectus are able to be achieved. In the event the Company successfully
delineates economic deposits on any Tenement, it will need to apply for a mining lease to undertake development
and mining on the relevant Tenement. There is no guarantee that the Company will be granted a mining lease if
one is applied for and if a mining lease is granted, it will also be subject to conditions which must be met.
Further capital requirements
The Company’s projects may require additional funding in order to progress activities. There can be no assurance
that additional capital or other types of financing will be available if needed to further exploration or possible
development activities and operations or that, if available, the terms of such financing will be favourable to the
Company.
Native title and Aboriginal Heritage
There are areas of the Company’s projects over which legitimate common law and/or statutory Native Title rights
of Aboriginal Australians exist. Where Native Title rights do exist, the Company must obtain consent of the relevant
landowner to progress the exploration, development and mining phases of operations. Where there is an Aboriginal
Site for the purposes of the Aboriginal Heritage legislation, the Company must obtain consents in accordance with
the legislation.
The Company’s activities are subject to Government regulations and approvals
The Company is subject to certain Government regulations and approvals. Any material adverse change in
government policies or legislation in Western Australian and Australia that affect mining, processing, development
and mineral exploration activities, export activities, income tax laws, royalty regulations, government subsidiaries
and environmental issues may affect the viability and profitability of any planned exploration or possible
development of the Company’s portfolio of projects.
17
Global conditions
General economic conditions, movements in interest and inflation rates and currency exchange rates may have an
adverse effect on the Company’s exploration, development and production activities, as well as on its ability to fund
those activities. General economic conditions, laws relating to taxation, new legislation, trade barriers, movements
in interest and inflation rates, currency exchange controls and rates, national and international political
circumstances (including outbreaks in international hostilities, wars, terrorist acts, sabotage, subversive activities,
security operations, labour unrest, civil disorder, and states of emergency), natural disasters (including fires,
earthquakes and floods), and quarantine restrictions, epidemics and pandemics, may have an adverse effect on
the Company’s operations and financial performance, including the Company’s exploration, development and
production activities, as well as on its ability to fund those activities.
General economic conditions may also affect the value of the Company and its market valuation regardless of its
actual performance.
CORPORATE GOVERNANCE STATEMENT
The Company’s Corporate Governance Statement can be
www.talismanmining.com.au/about-us/corporate-governance.html under
Governance Statement”.
found on
the Company’s website at
“Corporate
the heading marked
The following governance-related documents can also be found on the Company’s website:
Company Purpose & Values
Charters
•
•
•
•
•
Board
Audit Committee
Nomination Committee
Remuneration Committee
Risk Committee
Constitution
•
Constitution of Talisman Mining Limited
Board
•
•
•
Code of Conduct
Policy and Procedure for the Selection and (Re)Appointment of Directors
Process for Performance Evaluation
Compliance, Controls and Policies
•
•
•
•
•
•
•
Risk Management Policy
Continuous Disclosure Policy
Securities Trading Policy
Diversity Policy
Remuneration Policy
Anti-Bribery and Anti-Corruption Policy
Whistleblower Policy
Shareholder Communication
•
Shareholder Communication and Investor Relations Policy
18
DIRECTORS’ REPORT
Your Directors present their report together with the financial statements of the Group consisting of Talisman
Mining Limited and the entities it controlled for the financial year ended 30 June 2023. In order to comply with the
provisions of the Corporations Act 2001, the Directors report as follows:
Directors
The names of Directors who held office during or since the end of the year and until the date of this report are as
follows. Directors were in office for this entire period unless otherwise stated.
Name
Particulars
Kerry Harmanis
Chairman (Non-Executive/Non-Independent)
Non-Executive
Chairman
15 July 2020 -
current
Kerry Harmanis joined the Talisman board on 15 July 2020 and is one of Western
Australia’s most successful mining executives and investors. Kerry has been a major
shareholder and strong supporter of Talisman since 2007 and currently holds an 18%
stake in the Company.
With a career spanning more than 40 years in the Australian exploration and mining
industry, Kerry was the founder and Executive Chairman of Jubilee Mines NL, a highly
successful West Australian nickel miner which he established in 1987.
Through a combination of exploration success, focused project development and
operational consistency, Jubilee Mines grew to become one of the most successful mid-
tier miners on the ASX until its acquisition by Xstrata for A$3.1 billion in October 2007.
During this period, Kerry led a highly successful geological and operational team which
helped Jubilee set new benchmarks on the ASX for shareholder returns in the resource
sector.
In the three years immediately before the end of the financial year, Kerry did not serve
as a Director of any other ASX listed entities.
Andrew
Munckton
B.Sc. (Geol)
MAusIMM
AICD
Managing Director (Executive/Non-Independent)
Andrew Munckton joined Talisman as Managing Director in August 2023 and is an
experienced geologist who has held senior management roles in both ASX-listed
companies and gold operations in a career spanning more than 30 years.
Managing
Director
21 August 2023 –
current
Andrew has previously held the roles of Managing Director of Kin Mining NL (ASX: KIN),
Syndicated Metals Limited and Avalon Minerals, General Manager – Operations for
Gindalbie Metals, General Manager Strategic Development of Placer Dome Asia Pacific
and General Manager Operations of the Kanowna Belle, Paddington and Kundana Gold
Mines over a period of ten years.
Jeremy
Kirkwood
BCom ANU
Non-Executive
Director
15 July 2020 –
current
Non-Executive
Chairman
April 2016 – 15
July 2020
In the 3 years immediately before the end of the financial year, Andrew served as
Managing Director of Kin Mining Ltd (ASX: KIN) from July 2018 until his resignation on
18 August 2023.
Non-Executive Director (Independent)
Jeremy Kirkwood joined Talisman in April 2016 and has extensive experience in
corporate strategy, investment banking and global capital markets and provides
invaluable strategic input and guidance to the Company’s board and management team.
Jeremy is a principal of Pilot Advisory Group and was previously a Managing Director at
Credit Suisse, Morgan Stanley and Austock. He has primarily worked in public markets,
undertaking merger and acquisitions and capital raisings for companies principally in the
metal and mining, energy and infrastructure sectors.
In the 3 years immediately before the end of the financial year, Jeremy joined Joyce
Corporation Ltd (ASX:JYC) as a Non-Executive Director on 14 January 2020 and was
appointed Chairman on 1 December 2020. On 10 May 2023, he was appointed as a
Non-Executive Director of Hawsons Iron Limited (ASX: HIO).
Jeremy is the Chair of the Company’s Audit, Nomination and Remuneration Committees.
With extensive industry experience, Jeremy is considered qualified to hold these
responsibilities.
19
Name
Particulars
Brian Dawes
B. Sc. Mining,
MAusIMM
Non-Executive
Director
17 June 2009 –
current
Peter Benjamin
B.Sc. (Hons),
Grad Dip
(Exploration),
(Bus Admin),
GAICD,
MAusIMM, FAIM
Non-Executive
Director
24 July 2019 -
current
Non-Executive Director (Independent)
Brian is a mining engineer with extensive international mining industry experience.
Brian’s diverse expertise covers all key industry aspects from exploration and discovery,
through the feasibility, funding, approvals, project construction, commissioning,
operations, optimisation, logistics, marketing, and closure phases. This includes site
management and corporate responsibilities in a diversity of challenging and highly
successful underground and open pit operations across many commodities and
geographies. Prior to joining Talisman, Brian held senior positions with Jubilee Mines,
Western Areas, LionOre Australia, WMC, Normandy Mining, and Aberfoyle.
In the 3 years immediately before the end of the financial year, Brian served as a non-
executive director of Kin Mining Ltd (ASX: KIN) from 20 February 2018 until his
resignation on 24 November 2022.
Brian serves on the Company’s Audit, Nomination and Remuneration Committees. With
extensive industry experience and being financially literate, Brian is considered qualified
to hold these responsibilities.
Non-Executive Director (Independent)
Peter is an experienced geologist who has worked in the mining industry for more than
40 years, predominantly in senior exploration, project, operational and executive
management roles with junior and mid-tier ASX-listed companies.
These positions have included Managing Director of gold and copper explorer
Kalamazoo Resources Ltd, General Manager Exploration and Geology for Iluka
Resources Ltd and Divisional Project Manager for Newcrest Mining Ltd. These roles
have included significant experience in the development and subsequent operations for
open pit and underground precious, base metal and bulk mineral mines throughout
Australia. During his career Peter has overseen large gold and base metal exploration
programmes which have resulted in new discoveries and significant extensions to
Mineral Resources, Ore Reserves and thus mine life. During his time at Iluka Resources
Limited, the exploration team won two “Explorer of the Year” awards and awards for
environmental excellence. His New South Wales experience has also included operating
exploration and project development programmes in the Lachlan Fold Belt of NSW,
which is a key focus area for Talisman.
Peter is Member of the Australian Institute of Mining and Metallurgy, a Graduate of the
Australian Institute of Company Directors and a Fellow Graduate and Mentor at the
Australian Institute of Management (Floreat).
In the 3 years immediately before the end of the financial year, Peter did not serve as a
Director of any other ASX listed entities.
Peter is a member of the Audit, Nomination and Remuneration Committees. With his
extensive geological and senior exploration management experience, Peter is
considered qualified to hold these responsibilities.
Company Secretary
Name
Alex Neuling,
BSc, FCA
(ICAEW), FCIS
Company
Secretary
1 May 2016 -
current
Particulars
Company Secretary
Alex Neuling is a Chartered Accountant and Chartered Secretary with extensive
corporate and financial experience including as Director, Chief Financial Officer and / or
Company Secretary of various ASX-listed companies in the mining, mineral exploration,
oil & gas and other sectors.
Prior to those roles, Alex worked at Deloitte in London and Perth. Alex also holds an
honours degree in chemistry from the University of Leeds in the United Kingdom and is
principal of Erasmus Consulting which provides company secretarial and financial
management consultancy services to a variety of ASX-listed and other companies.
20
Principal activities
The principal activity of Talisman Mining Limited during the course of the financial year was exploration for base
metals and other minerals, including copper, copper-gold, gold and nickel.
Review of operations and future developments
A detailed review of operations during the financial year and commentary on future developments is set out in the
section titled “Review of Operations” in this Annual Report.
Significant changes in state of affairs
In the opinion of the Directors there were no significant changes in the state of affairs of the Group that occurred
during the financial year under review.
Dividends
The Directors resolved that no dividend be paid for the year.
Financial performance and financial position
Financial performance
During the financial year, the Group reported a profit after tax of $0.1 million (2022: loss after tax $1.1 million).
Revenue for the year of $7.7 million (2022: $6.5 million) consisted primarily of royalty income from an uncapped
1% gross revenue royalty applicable to all metals produced and sold from the Wonmunna Iron Ore Mine.
Financial position
As at 30 June 2023, the Group had net assets of $10.7 million (2022: $10.3 million) including $9.8 million of cash
and cash equivalents (2022: $8.9 million).
Subsequent events
Mr Andrew Munckton was appointed as Managing Director of the Company on 21 August 2023.
Mr Shaun Vokes’ position of Chief Executive Officer was made redundant on 17 August 2023.
There has not been any other matter or circumstances occurring subsequent to the end of the financial year that
has significantly affected, or may significantly affect the operations of the Group, the results of those operations, or
the state of affairs of the Group in future financial years.
Directors’ meetings
The following table sets out the number of Directors’ meetings (including meetings of committees of Directors) held
during the financial year and the number of meetings attended by each director (while they were a director or
committee member). During the financial year, eleven board meetings, two audit committee meetings, one
renumeration committee meeting and one nomination committee meeting were held.
Board of directors
Audit committee
Remuneration
committee
Nomination
committee
Eligible
to attend Attended
11
11
Eligible
to attend Attended
2
2
Eligible
to attend Attended
1
1
Eligible
to attend Attended
1
1
11
11
11
11
11
11
2
2
2
2
2
2
1
1
1
1
1
1
1
1
1
1
1
1
Directors
Kerry Harmanis
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Note: Executive Directors attending committee meetings during the year attended all or part of the meeting by
invitation of the relevant Committee.
21
Directors’ interests in shares and options
The following table sets out each Director’s relevant interest in shares, and options in shares of the Company or a
related body corporate as at the date of this report:
Directors
Kerry Harmanis
Andrew Munckton
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Fully paid ordinary shares
Number
34,914,450
-
419,000
353,333
277,200
Share Options
Number
600,000
-
222,600
222,600
222,600
Note that in addition to the share options quoted previously and elsewhere in this report, the following Directors
were allocated the following unissued share options in December 2022:
Directors
Kerry Harmanis
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Share Options
Number
534,500
334,100
334,100
334,100
Number of ordinary
shares under option
534,500
334,100
334,100
334,100
The issue of these options remain subject to shareholder approval and are not included in the Director’s relevant
interest at the date of this report.
Share options
Share options granted to Directors and other key management personnel
At the date of this report, share options granted to the Directors and other key management personnel of the
Company and the entities it controlled as part of their remuneration are:
Directors and senior
management
Number of options
granted
Issuing Entity
Number of ordinary
shares under option
Kerry Harmanis
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Shaun Vokes11
Russell Gregory12
600,000
Talisman Mining Limited
222,600
Talisman Mining Limited
222,600
Talisman Mining Limited
222,600
Talisman Mining Limited
3,526,300
Talisman Mining Limited
-
Talisman Mining Limited
600,000
222,600
222,600
222,600
3,526,300
-
Details of all unissued shares or interests under option as at the date of this report are:
Issuing entity
Talisman Mining Limited
Grant
Date
21-Apr-22
Expiry
date of
options
16-Dec-25
Number of
shares under
option
1,267,800
Exercise
price of
options
$0.25
Fair
Value
$0.08
Vested
Date
16-Dec-24
Talisman Mining Limited
17-Dec-21
16-Dec-25
2,871,400
$0.25
$0.07
16-Dec-24
Talisman Mining Limited
4-Jan-22
3-Jan-26
304,500
$0.25
$0.07
3-Jan-25
Talisman Mining Limited
16-Dec-22
15-Dec-26
4,858,800
$0.20
$0.08
15-Dec-25
The holders of these options do not have the right, by virtue of the option, to participate in any share issue or
interest issue of any other body corporate or registered scheme.
11 Mr Vokes ceased employment on 17 August and, as at the date of this report, the treatment of his unvested share options remains at
the discretion of the Board.
12 Mr Gregory ceased employment on 31 August and all remaining unexpired options lapsed on termination.
22
Remuneration Report
The Remuneration Report, which forms part of the Directors’ report, outlines the remuneration arrangements in
place for the Key Management Personnel of Talisman Mining Limited for the financial year ended 30 June 2023
and is included on page 24.
Environmental regulations
The Group’s environmental obligations are regulated under both State and Federal legislation. Performance with
respect to environmental obligations is monitored by the Board of Directors and subjected from time to time to
government agency audits and site inspections. No significant or material environmental breaches have been
notified by any government agency during the year ended 30 June 2023.
Indemnification and insurance of officers
The Company has agreed to indemnify all the Directors of the Company for any liabilities to another person (other
than the Company or related body corporate) that may arise from their position as Directors of the Company and
its controlled entities, except where the liability arises out of conduct involving a lack of good faith.
During the financial year the Company paid a premium in respect of a contract insuring the Directors and officers
of the Company and its controlled entities against any liability incurred in the course of their duties to the extent
permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability
and the amount of the premium.
Non-Audit Services
Details of amounts paid or payable to the auditor for non-audit services provided during the year by the auditor are
outlined in Note 24 to the financial statements. The Directors are satisfied that the provision of non-audit services
is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
The Directors are of the opinion that the services do not compromise the auditor’s independence as all non-audit
services have been reviewed to ensure that they do not impact the impartiality and objectivity of the auditor and
none of the services undermine the general principles relating to auditor independence as set out in Code of
Conduct APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional & Ethical
Standards Board.
Auditor Independence
Section 307C of the Corporations Act 2001 requires our auditors, HLB Mann Judd, to provide the Directors of the
Company with an Independence Declaration in relation to the audit of the annual report. This Independence
Declaration is set out on page 30 and forms part of this Directors’ report for the year ended 30 June 2023.
Proceedings on behalf of the Company
No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for
all or any part of those proceedings.
Rounding off of amounts
The Company has applied the relief available to it in ASIC Legislative Instrument 2016/191, and accordingly certain
amounts included in this report and in the financial report have been rounded off to the nearest $1,000 (where
rounding is applicable), under the option available to the Company under ASIC Corporations (Rounding in
Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which this instrument applies.
23
REMUNERATION REPORT
This report, which forms part of the Directors’ report, outlines the remuneration arrangements in place for the Key
Management Personnel of Talisman Mining Limited for the year ended 30 June 2023. The information provided in
this remuneration report has been audited as required by Section 308(3C) of the Corporations Act 2001.
The Remuneration Report details the remuneration arrangements for Key Management Personnel who are defined
as those persons having authority and responsibility for planning, directing and controlling the major activities of
the Group, directly or indirectly, including any Director (whether executive or otherwise) of the Group.
Key Management Personnel details
The key management personnel of Talisman Mining Limited during the year were:
Directors
Kerry Harmanis
Andrew Munckton13
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Non-Executive Chairman
Managing Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
(Appointed 21 August 2023)
Other Key Management
Shaun Vokes
Russell Gregory
Interim Chief Executive Officer
Chief Executive Officer
Exploration Manager
(Ceased employment on 17 August 2023)
(Ceased employment on 31 August 2023)
Except as noted, the named persons held their current positions for the whole of the financial year and since the
financial year end.
Key Management Personnel (excluding Non-Executive Directors)
The Board is responsible for determining the remuneration policies for the Group, including those affecting
Executive Directors and other key management personnel. The Board may seek appropriate external advice to
assist in its decision making.
The Company’s remuneration policy for Executive Directors and key management personnel is designed to
promote superior performance and long-term commitment to the Group. The main principles of the policy when
considering remuneration are as follows:
•
•
•
Executive Directors and key management personnel are motivated to pursue long term growth and success
of the Group within an appropriate control framework;
interests of key leadership are aligned with the long-term interests of the Company’s shareholders; and
there is a clear correlation between performance and remuneration.
The remuneration policy for Executive Directors and other key management personnel comprises a mix of fixed
remuneration and at-risk variable remuneration consisting of short term and long term incentives.
Fixed remuneration
Fixed remuneration is reviewed annually by the Remuneration Committee. The process consists of a review of
relevant comparative remuneration in the market and internally and, where appropriate, external advice on policies
and practices. The Remuneration Committee has access to external, independent advice where necessary.
Executive Directors and other key management personnel are given the opportunity to receive their fixed (primary)
remuneration in a variety of forms including cash and fringe benefits such as motor vehicles and expense payment
plans. It is intended that the manner of payment chosen will be optimal for the recipient without creating undue
cost for the Group. The fixed remuneration component is detailed in the remuneration for key management
personnel tables for the years ended 30 June 2023 and 30 June 2022.
Short term incentives
An annual short term incentive opportunity (STIP) exists for Executive Directors and other key management
personnel. The STIP represents a cash-based incentive that provides for a meaningful proportion of the total
remuneration package for Executive Directors and other key management personnel to be at-risk.
13 Mr Munckton has no share or options holdings as at the date of this report.
24
Benefits under the STIP may only be realised on the achievement of targets linked to the Company’s annual
business objectives, prevailing economic conditions and individual commitment and performance. Potential
rewards under the STIP only become payable at the absolute discretion of the Board. For the financial year ended
30 June 2023, a total amount of $144,442 was awarded in STIP as recommended by the Remuneration Committee
and approved by the Board. The STIP awards were paid in July 2023.
Long term incentives
To align the interests of key management personnel with the long-term objectives of the Group and its
shareholders, the Group’s policy, having regard to the stage of development of its assets, is to issue share options
under the shareholder approved ‘Incentive Awards Plan’ (IAP) and at the discretion of the Board, subject to
shareholder approval for Directors. The issue of share options as remuneration represents cost effective
consideration to Directors and key management personnel for their commitment and contribution to the Group and
are used as a strategic tool to recruit and retain high calibre personnel.
Options issued under the IAP during the year vest after a fixed period during the life of the options (currently after
3 years) and value is only realised by Directors and key management personnel upon growth at a fixed premium
to the 30-day volume weighted share price of the Company’s share price from the date of the grant of the options.
Vesting conditions relating to the performance of the Group are not considered appropriate having regard to the
stage of development of the Group’s assets. Participants in the IAP are prohibited from entering into transactions
(whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme.
In addition, under the IAP, if the Board makes a determination that in its opinion an optionholder has been
dismissed or removed from office for a reason which entitles the Company to dismiss the optionholder without
notice or has committed any act of fraud, defalcation or gross misconduct in relation to the affairs of the Company
(whether or not charged with an offence) or has done any act which brings the Company and its related bodies
corporate or any one of them into disrepute, the options held by that optionholder will lapse.
Non-Executive Directors
The Group’s Non-Executive Directors receive fees (including statutory superannuation) for their services and the
reimbursement of reasonable expenses. The fees paid to the Group’s Non-Executive Directors reflect the
demands on, and responsibilities of, the Directors. They do not receive any retirement benefits (other than
compulsory superannuation). The Board decides annually the level of fees to be paid to Non-Executive Directors
with reference to market standards.
Non-Executive Directors may also receive share options where this is considered appropriate by the Board as a
whole and with regard to the stage of the Group’s development. Such options vest across the life of the option
and are primarily designed to provide an incentive to Non-Executive Directors to remain with the Group. Options
issued to Non-Executive Directors are subject to shareholder approval.
A Non-Executive Directors’ fee pool limit of $500,000 per annum was approved by the shareholders at the General
Meeting on 23 November 2022 General Meeting. For the financial year ended 30 June 2023, this pool was utilised
to a level of $266,858 (inclusive of superannuation). The fee paid for the 2023 financial year to the Chairman was
$92,820 (including statutory superannuation) whilst each Non-Executive Director was paid $58,013 per annum
(including statutory superannuation).
Key terms of employment contracts
Remuneration and other terms of employment of Directors and key management personnel are formalised in an
employment contract. The major provisions of the agreements related to the remuneration are set out below.
Term of
Agreement
Three years
(appointed 21
August 2023)
Three years
(appointed 2 July
2021)
Ongoing
employment
agreement
(appointed 2
August 2021)
Key Agreement Terms
Notice Period
Termination benefit payable on
early termination by the Group
(other than for gross misconduct)
is equal to three months’ base
salary.
Termination benefit payable on
early termination by the Group
(other than for gross misconduct)
is equal to six months’ base salary.
Termination benefit payable on
early termination by the Group
(other than for gross misconduct)
is equal to three months’ base
salary.
3 months
3 months
3 months
Key Management
Personnel
Andrew Munckton
Shaun Vokes
Russell Gregory
25
Remuneration for Executive Directors and key management personnel consists of a base salary, superannuation
and performance incentives. Long term performance incentives may include options granted at the discretion of
the Board subject to obtaining the relevant approvals. The remuneration of the Chief Executive Officer is
recommended to the Board by the Remuneration Committee. Remuneration of key management personnel
(excluding Non-Executive Directors) is recommended annually by the Remuneration Committee in consultation
with the Chief Executive Officer or equivalent.
Remuneration Philosophy
The Board recognises that the performance and continued success of the business depends upon the quality of
its people. To ensure the Group continues to innovate and grow it must attract, motivate, and retain highly skilled
directors, executives and employees. To deliver this, the philosophy of the Group in determining remuneration
levels is to set competitive remuneration packages to attract and retain high calibre employees and to link a
significant component of executive rewards to shareholder value creation. The size, nature and financial strength
of the Group is also taken into account when setting remuneration levels so as to ensure that the operations of the
Group remain sustainable.
In considering the Group’s performance and impact on shareholder returns, the Board has regard to the following
indicators of performance in respect of the current financial year and the previous four financial years:
30 June
2023
30 June
2022
30 June
2021
30 June
2020
30 June
2019
7,658
6,459
1,393
442
229
66
0.04
0.170
(1,111)
(2,167)
(4,803)
46,236
(0.60)
0.140
(1.20)
0.205
(2.60)
0.165
24.90
0.078
Revenue/Other Income ($’000)
Net profit/(loss) after tax ($’000)
Earnings/(loss) per share (cents)
Share price ($)
26
Remuneration of key management personnel
Details of the nature and amount of each element of the remuneration for key management personnel during the
year are set out in the following tables:
Short-term employee benefits
Salary
& fees(i)
$
Bonus
$
Non-
monetary
$
Post-
employment
benefits
Super-
annuation
$
Long
service
leave
accrual
$
Share-
based
payment
Options
(v)
$
Total
% of
compensation
linked to
performance
$
%
2023
Directors
Kerry
Harmanis
Jeremy
Kirkwood
Brian Dawes
Peter
Benjamin
Executives
Shaun Vokes
Russell
Gregory
2022
Directors
Kerry
Harmanis(ii)
Jeremy
Kirkwood
Brian Dawes
Peter
Benjamin
Executives
Shaun
Vokes(iii)
Russell
Gregory(iv)
84,000
55,256
37,613
58,013
-
-
-
-
321,731
38,180
260,372
816,985
5,000
43,180
40,000
51,667
50,000
52,083
329,217
201,667
724,634
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8,820
2,756
20,400
-
-
-
-
-
23,624
116,444
20.29%
10,796
10,796
68,808
68,809
15.69%
15.69%
10,796
68,809
15.69%
34,427
46,580
66,180
507,098
13.05%
25,935
92,338
-
46,580
51,064
173,256
342,371
1,172,339
14.91%
4,000
3,333
5,000
2,917
30,750
20,167
66,167
-
-
-
-
-
-
-
8,240
52,240
15.77%
3,057
3,057
58,057
58,057
3,057
58,057
5.26%
5.26%
5.26%
17,990
377,957
4.76%
40,245
75,646
262,079
866,447
15.36%
(i)
(ii)
Cash salary and fees includes movements in annual leave provision during the year.
Appointed as non-executive Chairman on 15 July 2020. Under the terms of his initial appointment, Mr Harmanis elected not to
receive a salary or be issued with any shares in his role. In December 2021 the Board resolved that Mr Harmanis be paid a salary
of $80,000 p.a. and be entitled to participate in the Company’s long-term incentive plan.
(iii) Appointed as interim Chief Executive Officer 2 September 2020 and as Chief Executive Officer on 2 July 2021.
(iv) Appointed as Exploration Manager 2 August 2021.
(v)
The value of share-based payments shown in the table are non-cash values based on an accounting valuation calculated under
the Black Scholes option pricing method. The values above represent the accounting expense recorded over the vesting period of
the options. The options were granted in the 2019, 2020, 2022 and 2023 financial years.
27
Share-based remuneration granted as compensation
Options granted to directors during the financial year are yet to be approved by shareholders at a general meeting
as at the date of this report. Options issued to other Company employees were issued under the Incentive Awards
Plan. For details of share-based payments granted during the year refer to Note 17.
During the financial year
Name
Shaun Vokes
Russell Gregory
Number
granted
2,157,300
1,616,900
Number
vested and
exercisable
-
-
% of grant
vested
% of grant
forfeited
% of
compensation
for the year
consisting of
options(i)
0%
0%
0%
0%
13.96%
14.91%
(i)
The value of options granted during the period is recognised in compensation over the vesting period of the grant, in accordance
with Australian accounting standards.
Exercised
No options granted as compensation in the current year and/or prior year were exercised.
Forfeited / lapsed / cancelled options during the year
Name
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Number
forfeited/lapsed/
cancelled during the
year
Option value at date
forfeited/lapsed/
cancelled
$
833,333
583,333
583,336
-
-
-
Financial Year
Granted
FY18/19
FY18/19
FY19/20
The value of options forfeited, lapsed or cancelled during the year at the time of forfeiture, lapsing or cancellation
was $Nil.
Other Information
Shares held by Key Management Personnel
Opening
balance at
1 July
Balance
on
appoint-
ment
Shares
received on
exercise of
options
Acquired
on-market
/ (sold on
market)
Balance on
resignation
Closing
balance at
30 June
Balance
held
nominally
Number
Number
Number
Number
Number
Number
Number
2023
Directors
Kerry Harmanis
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Executives
Shaun Vokes
Russell Gregory
2022
Directors
Kerry Harmanis
Jeremy Kirkwood
Brian Dawes
Peter Benjamin
Executives
Shaun Vokes
Russell Gregory
28
34,914,450
419,000
353,333
277,200
1,126,545
56,961
37,147,489
33,859,138
419,000
353,333
170,058
308,767
-
35,110,296
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
N/A 34,914,450
419,000
N/A
353,333
N/A
277,200
N/A
-
-
20,000
-
100,000
(56,961)
43,039
N/A
N/A
1,226,545
-
-
-
- 37,190,528
20,000
1,055,312
-
-
107,142
N/A 34,914,450
419,000
N/A
353,333
N/A
277,200
N/A
-
-
20,000
-
277,778
-
540,000
56,961
N/A
N/A
1,126,545
56,961
-
-
277,778
1,759,415
- 37,147,489
20,000
Options held by Key Management Personnel
Opening
balance at
1 July
Granted as
remuneration
Options
Exercised
Options
Lapsed /
Cancelled /
Forfeited
Balance on
resignation
Closing
balance at
30 June
Vested but
not
exercisable
Vested
during
the year
Vested and
exercisable
at 30 June
Number
Number
Number
Number
Number
Number
Number
Number
Number
2023
Directors
Kerry Harmanis
600,000
Jeremy Kirkwood 1,055,933
Brian Dawes
Peter Benjamin
805,933
805,936
-
-
-
-
Executives
Shaun Vokes
1,369,000
2,157,300
Russell Gregory
1,304,500
1,616,900
5,941,302
3,774,200
2022
Directors
Kerry Harmanis
-
Jeremy Kirkwood 1,666,666
Brian Dawes
1,166,666
Peter Benjamin
1,166,668
600,000
222,600
222,600
222,600
Executives
-
-
-
-
-
-
-
-
-
-
-
-
(833,333)
(583,333)
(583,336)
N/A
N/A
N/A
N/A
600,000
222,600
222,600
222,600
-
-
N/A 3,526,300
N/A 2,921,400
(2,000,002)
- 7,715,500
-
(833,333)
(583,333)
(583,332)
N/A
600,000
N/A 1,055,933
N/A
N/A
805,933
805,936
Shaun Vokes
833,333
1,369,000
(277,778)
(555,555)
Russell Gregory
-
1,304,500
-
-
N/A 1,369,000
N/A 1,304,500
4,833,333
3,941,300
(277,778)
(2,555,553)
- 5,941,302
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
325,000
325,000
325,000
325,000
-
-
-
-
-
-
-
-
833,333
583,333
583,336
-
-
2,000,002
This Directors’ report is signed in accordance with a resolution of Directors made pursuant to s.298(2) of the
Corporations Act 2001.
On behalf of the Directors
Andrew Munckton
Managing Director
Perth, 29 September 2023
29
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Talisman Mining Limited for the
year ended 30 June 2023, I declare that to the best of my knowledge and belief, there have been
no contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
29 September 2023
M R Ohm
Partner
INDEPENDENT AUDITOR’S REPORT
To the Members of Talisman Mining Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Talisman Mining Limited (“the Company”) and its controlled
entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June
2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated
statement of changes in equity and the consolidated statement of cash flows for the year then ended,
and notes to the financial statements, including a summary of significant accounting policies, and the
directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
(a) giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its financial
performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (“the Code”) that are relevant to our audit of the
financial report in Australia.
We have also fulfilled our other ethical responsibilities in accordance with the Code.
We 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.
We have determined the matters described below to be the key audit matters to be communicated in
our report.
Key Audit Matter
Accounting for joint operations
Note 19 to the financial statements
In the prior year the Group entered into two joint
joint
arrangements, Lucknow Gold Project
operation and
joint
the Mt Walton Project
operation.
These joint arrangements are classified as joint
operations under AASB 11 on the basis of the
rights and obligations of the parties to the
arrangements.
This is considered to be a key audit matter as it is
material to the users of the financial statements,
and it involved the most communication with
management.
Carrying value of exploration and evaluation
expenditure
Note 11 to the financial statements
The Group has capitalised exploration and
evaluation expenditure of $300,000 as at 30 June
2023.
Our audit procedures determined that the carrying
value of exploration and evaluation expenditure
was a key audit matter as it was an area which
required the most communication with those
charged with governance and was determined to
be of key importance to the users of the financial
statements.
How our audit addressed the key audit
matter
Our procedures included but were not
limited to:
- We obtained an understanding of the
key
associated with
management’s review of the accounting
for the joint operations;
processes
- Reviewing
the
agreements
to
understand their key terms and the
relevant rights and obligations on the
parties;
- Establishing that joint control existed
joint
type of
and considering
arrangement in existence;
the
- Ensuring that the joint arrangements
were accounted for in accordance with
AASB 11 Joint Arrangements;
- Verifying assets and liabilities in the
joint operations;
- Ensuring the change in holding during
the year has been correctly accounted
for; and
- Assessing the appropriateness of the
disclosures included in the financial
report.
Our procedures included but were not
limited to the following:
- We obtained an understanding of the
associated with
key
management’s review of the carrying
value of exploration and evaluation
expenditure;
processes
- We obtained evidence
the
Company has current rights to tenure
of its areas of interest;
that
- We substantiated a sample of
additions to exploration expenditure
during the year;
- We considered whether any indicators
of impairment were present in relation
to the Group’s areas of interest;
Key Audit Matter
How our audit addressed the key audit
matter
Carrying value of exploration and evaluation
expenditure
Note 11 to the financial statements
- We enquired with management and
reviewed ASX announcements and
minutes of Directors’ meetings
to
ensure that the Company had not
decided to discontinue exploration and
evaluation at its areas of interest; and
- We examined the disclosures made in
the financial report.
Information Other than the Financial Report and Auditor’s Report Thereon
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2023, but does not include the
financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report, or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or 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 this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
−
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 and 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, based on the audit evidence obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the Group’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial report or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of
our auditor’s report. However, future events or conditions may cause the Group to cease to
continue as a going concern.
− 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 in pages 24 to 28 of the Directors’ Report for the
year ended 30 June 2023.
In our opinion, the Remuneration Report of Talisman Mining Limited for the year ended 30 June 2023
complies with Section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express
an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
29 September 2023
M R Ohm
Partner
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
Note
30 Jun 23
$ `000
30 Jun 22
$ `000
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Total Current Assets
Non-Current Assets
Other receivables
Property, plant and equipment
Right-of-use assets
Deferred exploration and evaluation expenditure
Total Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Provisions
Lease liabilities
Total Current Liabilities
Non-Current Liabilities
Provisions
Lease liabilities
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
6
7
8
7
9
10
11
12
13
14
13
14
15
16
16
9,756
1,240
25
11,021
232
550
78
300
1,160
12,181
1,056
318
79
1,453
7
6
13
1,466
8,908
1,347
-
10,255
13
398
135
-
546
10,801
356
-
66
422
-
76
76
498
10,715
10,303
32,222
332
(21,839)
10,715
32,122
413
(22,232)
10,303
The accompanying notes form part of these financial statements.
36
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
Continuing operations
Revenue
Other income
Exploration expenditure expensed as incurred
Employee benefits expense
Legal and corporate advisory expenses
Administrative expenses
Occupancy expenses
Finance costs
Depreciation and amortisation expense
Profit / (loss) before income tax expense
Income tax expense
Profit / (loss) for the year after tax
Other comprehensive income for the year, net of tax
Total comprehensive income / (loss) for the year
Earnings / (loss) per share:
From continuing operations:
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
Note
30 Jun 23
$ `000
30 Jun 22
$ `000
2
2
11
2
2
2
3
258
7,400
(5,124)
(1,516)
(231)
(517)
(7)
(8)
(189)
66
-
66
-
66
24
6,435
(5,499)
(1,068)
(231)
(579)
(19)
(8)
(166)
(1,111)
-
(1,111)
-
(1,111)
6
6
0.04
0.04
(0.59)
(0.59)
The accompanying notes form part of these financial statements.
37
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
30 Jun 23
30 Jun 22
Note
$ `000
$ `000
inflows/(outflows)
Cash flows from operating activities
Payments to suppliers and employees
Payments for exploration and evaluation
Finance costs
Interest received
Royalty receipts
Net cash provided by/(used in) operating activities
6
Cash flows from investing activities
Payments for property, plant and equipment
Payments for exploration and evaluation assets
Proceeds from disposal of property, plant and equipment
Transfers to/from security deposits
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Repayment of lease liabilities
Net cash provided by/(used in) financing activities
14
Net increase/(decrease) in cash held
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
6
(1,697)
(4,531)
(8)
258
7,610
1,632
(271)
(200)
-
(244)
(715)
-
(69)
(69)
848
8,908
9,756
(1,545)
(5,588)
(8)
24
6,277
(840)
(283)
-
46
-
(237)
156
(71)
85
(992)
9,900
8,908
The accompanying notes form part of these financial statements.
38
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
Issued Capital
$ `000
Accumulated
Losses
$ `000
Share-based
Payments
Reserve
$ `000
Total Equity
$ `000
Balance at 1 July 2022
Profit for the year
Other comprehensive income
Total comprehensive loss for the year
Shares issued during the year
Recognition of share-based payments
Unlisted options lapsed
32,122
-
-
-
100
-
-
(22,232)
66
-
66
-
-
327
Balance at 30 June 2023
32,222
(21,839)
413
-
-
-
-
246
(327)
332
Balance at 1 July 2021
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Shares issued during the year
Recognition of share-based payments
Unlisted options lapsed
31,966
(21,450)
646
-
-
-
156
-
-
(1,111)
-
(1,111)
-
-
329
-
-
-
-
96
(329)
413
Balance at 30 June 2022
32,122
(22,232)
10,303
66
-
66
100
246
-
10,715
11,162
(1,111)
-
(1,111)
156
96
-
10,303
The accompanying notes form part of these financial statements.
39
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Note 1- Statement of Significant Accounting Policies
Talisman Mining Limited (the Company) is a public company listed on the Australian Securities Exchange (trading
under the symbol “TLM”) and incorporated and operating in Australia.
The Company’s Registered Office and its principal place of business are as follows:
Suite 1 Ground Floor / 33 Colin Street
West Perth
Western Australia 6005
The nature of the operations and principal activities of the Company are described in the Directors' Report.
SIGNIFICANT ACCOUNTING POLICIES
a. Basis of preparation
These financial statements are general purpose financial statements, which have been prepared in accordance
with the requirements of the Corporations Act 2001, Accounting Standards and Interpretations and comply with
other requirements of the law.
The financial statements comprise the consolidated financial statements for the Group. For the purposes of
preparing the consolidated financial statements, the Company is a for-profit entity.
The accounting policies detailed below have been consistently applied to all of the years presented unless
otherwise stated. The financial statements are for the Group consisting of Talisman Mining Limited and its
subsidiaries.
The financial statements have been prepared on a historical cost basis. Historical cost is based on the fair values
of the consideration given in exchange for goods and services.
The financial statements are presented in Australian dollars and all values are rounded to the nearest thousand
dollars ($’000) unless otherwise stated as permitted by the option available to the Company under ASIC
Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which
this instrument applies.
b. Adoption of new and revised standards
Standards and Interpretations applicable to 30 June 2023
In the year ended 30 June 2023, the Directors have reviewed all of the new and revised Standards and
Interpretations issued by the AASB that are relevant to the Group and effective for the current annual reporting
period. As a result of this review, the Directors have determined that there is no material impact of the new and
revised Standards and Interpretations on the Group and, therefore, no change is necessary to Group accounting
policies.
Standards and interpretations in issue not yet mandatory or early adopted
The Directors have also reviewed all of the new and revised Standards and Interpretations in issue but not yet
mandatory for the year ended 30 June 2023. As a result of this review the Directors have determined that there is
no material impact of the Standards and Interpretations in issue but not yet mandatory on the Group and, therefore,
no change is necessary to Group accounting policies.
No other new standards, amendments to standards and interpretations are expected to affect the Group's
consolidated financial statements.
c. Statement of compliance
The financial report was authorised for issue on 29 September 2023.
The financial report complies with Australian Accounting Standards, which include Australian equivalents to
International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report,
comprising the financial statements and notes thereto, complies with International Financial Reporting Standards
(IFRS).
40
d. Significant accounting estimates and judgements
The application of accounting policies requires the use of judgements, estimates and assumptions about carrying
values of assets and liabilities that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered to be relevant. Actual results
may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the
period in which the estimate is revised if it affects only that period, or in the period of the revision and future periods
if the revision affects both current and future periods.
Exploration and Evaluation
Exploration and evaluation costs have been capitalised on the basis that the consolidated entity will commence
commercial production in the future, from which time the costs will be amortised in proportion to the depletion of
the mineral resources. Key judgements are applied in considering costs to be capitalised which includes
determining expenditures directly related to these activities and allocating overheads between those that are
expensed and capitalised. In addition, costs are only capitalised that are expected to be recovered either through
successful development or sale of the relevant mining interest. Factors that could impact the future commercial
production at the mine include the level of reserves and resources, future technology changes, which could impact
the cost of mining, future legal changes, and changes in commodity prices. To the extent that capitalised costs
are determined not to be recoverable in the future, they will be written off in the period in which this determination
is made.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees and Directors by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined by utilising a
Black Scholes model, using the assumptions detailed in Note 17.
e. Going concern
The financial report has been prepared on the going concern basis, which contemplates continuity of normal
business activities and the realisation of assets and settlements of liabilities in the ordinary course of business.
f. Basis of Consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled
by the Company and its subsidiaries. Control is achieved when the Company:
•
•
•
has power over the investee;
is exposed, or has rights, to variable returns from its involvement with the investee; and
has the ability to use its power over the investee to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements listed above.
When the Company has less than a majority of the voting rights in an investee, it has the power over the investee
when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee
unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the
Company’s voting rights are sufficient to give it power, including:
•
•
•
the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other
vote holders;
potential voting rights held by the Company, other vote holders or other parties; rights arising from other
contractual arrangements; and
any additional facts and circumstances that indicate that the Company has, or does not have, the current
ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at
previous shareholder meetings.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed
of during the year are included in the consolidated statement of comprehensive income from the date the
Company gains control until the date when the Company ceases to control the subsidiary.
Note 2: Revenue, Other Income and Expenses
Interest revenue
Interest revenue from a financial asset is recognised when it is probable that the economic benefits will flow to the
Group and the amount of revenue can be reliably measured. Interest income is accrued on a time basis, by
reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly
discounts estimated future cash receipts through the expected life of the financial asset to that assets’ net carrying
amount on initial recognition.
41
Royalty income
Royalty income represents the right to receive royalties from metals produced and sold by the operator of the
mines in which the Group owns a royalty interest and are generally structured as a percentage of the gross
revenue received by the producer for metals sold. The Group records income when control of the metals sold
passes from the producer to the purchaser under the producers’ relevant sales contracts.
Revenue
Bank interest
Other Income
Royalty income
Other income
Expenses
Loss for the year includes the following expenses:
Non-cash share based payment expense
Other employee benefits
Occupancy expenses
Legal and Corporate Advisory Expenses
Corporate advisory fees
Other legal fees
Note 3: Income tax
30 Jun 23
$ `000
30 Jun 22
$ `000
258
258
24
24
30 Jun 23
$ `000
30 Jun 22
$ `000
7,393
7
7,400
6,373
62
6,435
30 Jun 23
$ `000
30 Jun 22
$ `000
246
1,269
7
96
972
19
30 Jun 23
$ `000
30 Jun 22
$ `000
154
77
231
217
14
231
The income tax expense or benefit for the period is the tax payable on the current period’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 associates 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.
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be
recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are
those that are enacted or substantively enacted by the balance date.
Deferred income tax is provided on all temporary differences at the balance date between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
•
•
when the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and that, at the time of the transaction, affects neither the accounting
profit nor taxable profit or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests
in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable
that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax
assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which
the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be
utilised, except:
42
•
•
when the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; or
when the deductible temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable
that the temporary difference will reverse in the foreseeable future and taxable profit will be available against
which the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income
tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the extent
that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year
when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the balance date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity
and the same taxation authority.
The prima facie income tax expense on pre-tax accounting loss from
operations reconciles to the income tax benefit in the financial statements
as follows:
Accounting loss before income tax
Income tax expense / (benefit) calculated at 30% (2022: 30%)
Non-deductible expenses
Tax losses and deferred tax balances not recognised
Income tax benefit reported in the statement of profit or loss and other
comprehensive income
Unrecognised deferred tax balances
Deferred tax assets compromise of:
Tax losses carried forward
Impairment of financial assets
Provisions
Other deferred tax balances
Deferred tax liabilities compromise of:
Exploration expenditure capitalised
Other deferred tax balances
Income Tax expense not recognised directly in equity during the year
30 Jun 23
$`000
30 Jun 22
$`000
66
20
95
(115)
-
(1,111)
(333)
29
304
-
30 Jun 23
$`000
30 Jun 22
$`000
5,004
45
158
49
5,255
-
-
-
-
5,361
45
-
5
5,411
-
-
-
-
The Company’s unused tax losses arising in Australia are available indefinitely for offset against future taxable
profits, subject to the Company passing the regulatory tests for continued use of the tax losses.
Tax consolidation legislation
The Company and its 100% owned Australian resident subsidiaries have implemented the tax consolidation
legislation. Current and deferred tax amounts are accounted for in each individual entity as if each entity continued
to act as a taxpayer on its own.
The Company recognises its own current and deferred tax amounts and those current tax liabilities, current tax
assets and deferred tax assets arising from unused tax credits and unused tax losses which it has assumed from
its controlled entities within the tax consolidated Group.
43
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as
amounts payable or receivable from or payable to other entities in the Group. Any difference between the amounts
receivable or payable under the tax funding agreement are recognised as a contribution to (or distribution from)
controlled entities in the tax consolidated Group.
Other taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
•
when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority,
in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense
item as applicable; and
•
receivables and payables, which are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables
or payables in the statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows
arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are
classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the
taxation authority.
Note 4: Segment Reporting
Talisman management has determined the operating segments based on the reports reviewed by the Board for
strategic decision making. The Group operates in one geographical segment, being Australia and has identified
the following continuing operating segment: Regional Exploration.
The Group’s board and Exploration Manager are responsible for budgets and expenditures relating to the Group’s
Regional Exploration activities. Regional Exploration activities do not normally derive any income. Should a project
generated by Regional Exploration activities commence generating income or lead to the development of a mining
operation, that operation would then be disaggregated from Regional Exploration and become reportable in a
different segment.
Segment Results
30 June 2023
Segment revenues / income
Segment profit / (loss) before income tax expense
Segment assets
Segment liabilities
30 June 2022
Segment revenues / income
Segment profit / (loss) before income tax expense
Segment assets
Segment liabilities
Continuing
Operations
Regional
Exploration
Unallocated
Items
Consolidated
$ `000
$ `000
$ `000
-
(5,225)
2,126
(853)
46
(5,811)
1,274
(103)
7,658
5,291
10,055
(613)
6,413
4,700
9,527
(395)
7,658
66
12,181
(1,466)
6,459
(1,111)
10,801
(498)
44
Note 5: Earnings/Loss Per Share
Basic earnings/loss per share is calculated as net profit/loss attributable to members of the parent, adjusted to
exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the
weighted average number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit/loss attributable to members of the parent, adjusted for:
•
•
•
costs of servicing equity (other than dividends) and preference share dividends;
the after-tax effect of dividends and interest associated with dilutive potential ordinary shares that have been
recognised as expenses; and
other non-discretionary changes in revenues or expenses during the period that would result from the dilution
of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential
ordinary shares, adjusted for any bonus element.
The Group does not report diluted earnings per share on incurring a loss for the financial year, or in the event there
are no dilutive potential ordinary shares in existence.
Basic earnings / (loss) per share
Diluted earnings / (loss) per share
Basic earnings / (loss) per share from continuing operations
Diluted earnings / (loss) per share from continuing operations
Net profit / (loss) for the year
Net profit / (loss) for the year from continuing operations
Weighted average number of ordinary shares for the purpose of basic
and diluted earnings per share
Note 6: Cash and Cash Equivalents
30 Jun 23
cents
30 Jun 22
cents
0.04
0.04
0.04
0.04
66
66
$ ’000
(0.59)
(0.59)
(0.59)
(0.59)
$ ’000
(1,111)
(1,111)
Number
Number
187,768,142
187,421,384
Cash comprises cash at bank and in hand. Cash equivalents are short term, highly liquid investments that are
readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
Cash at bank and on hand
Short-term deposits
30 Jun 23
$ `000
30 Jun 22
$ `000
2,116
7,640
9,756
1,768
7,140
8,908
Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for
varying periods of between one day and three months, depending on the immediate cash requirements of the
Group, and earn interest at the respective short-term deposit rates.
Reconciliation to the Statement of Cash Flows:
For the purposes of the statement of cash flows, cash and cash equivalents comprise cash on hand and at bank
and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents as
shown in the statement of cash flows is reconciled to the related items in the statement of financial position as
follows:
Profit / (loss) for the year after tax
Adjustments for:
Depreciation and amortisation
Equity settled share-based payments
Changes in net assets and liabilities
(Increase)/decrease in assets:
Trade and other receivables
Inventory
Increase/(decrease) in liabilities:
Trade and other payables
Provisions
Net cash provided by / (used in) operating activities
45
30 Jun 23
$ `000
30 Jun 22
$ `000
66
(1,111)
189
246
135
(25)
738
283
1,632
166
96
(55)
-
64
-
(840)
Note 7: Trade and Other Receivables
Trade receivables are measured on initial recognition at fair value and are subsequently measured at amortised
cost using the effective interest rate method, less any allowance for impairment. Trade receivables are generally
due for settlement within periods ranging from 30 days to 45 days. There are no receivables at balance date that
are past-due.
Impairment of trade receivables is continually reviewed and those that are considered to be uncollectible are written
off by reducing the carrying amount directly. An allowance account is used when there is an expectation that the
Group will not be able to collect all amounts due according to the original contractual terms. Factors considered by
the Group in making this determination include known significant financial difficulties of the debtor, review of
financial information and significant delinquency in making contractual payments to the Group. The impairment
allowance is set equal to the difference between the carrying amount of the receivable and the present value of
estimated future cash flows, discounted at the original effective interest rate. Where receivables are short-term
discounting is not applied in determining the allowance.
The amount of the impairment loss is recognised in the statement of profit or loss and other comprehensive income
within other expenses. When a trade receivable for which an impairment allowance had been recognised becomes
uncollectible in a subsequent period, it is written off against the allowance account. Subsequent recoveries of
amounts previously written off are credited against other expenses in the statement of profit or loss and other
comprehensive income.
Current Assets
Goods and services tax recoverable
Other debtors
Prepayments
Non-Current Assets
Other debtors – security bonds
Note 8: Inventory
30 Jun 23
$ `000
30 Jun 22
$ `000
177
1,017
46
1,240
232
112
1,210
25
1,347
13
Consumables stores include PVC piping supplies and portable assaying device sample bags held for use in the
exploration drilling and assay sampling processes. Inventories are valued at the lower of cost and net realisable
value. At the reporting date, consumables are valued at cost (2022: nil).
Consumables are valued at weighted average cost, after appropriate provision for obsolete and slow-moving items.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of
completion and estimated costs necessary to make the sale.
Current Assets
Consumable Stores
30 Jun 23
$ `000
30 Jun 22
$ `000
25
25
-
-
Note 9: Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses.
Such cost includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing the
parts is incurred. Similarly, when each major inspection is performed, its cost is recognised in the carrying amount
of the plant and equipment as a replacement only if it is eligible for capitalisation.
Land and buildings are measured at fair value less accumulated depreciation on buildings and less any impairment
losses recognised after the date of the revaluation.
Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:
Mine site plant and equipment
Buildings and Leasehold improvements
Office furniture and equipment
Motor vehicles
Units of Production
10 years
2-6 years
5-10 years
The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at
each financial year end.
46
Impairment
The carrying values of plant and equipment are reviewed for impairment at each balance date, with recoverable
amount being estimated when events or changes in circumstances indicate that the carrying value may be
impaired.
The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in use. In
assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset.
For an asset that does not generate largely independent cash inflows, recoverable amount is determined for the
cash-generating unit to which the asset belongs, unless the asset’s value in use can be estimated to approximate
fair value.
An impairment exists when the carrying value of an asset or cash-generating unit exceeds its estimated
recoverable amount. The asset or cash-generating unit is then written down to its recoverable amount.
For plant and equipment, impairment losses are recognised in the statement of comprehensive income. However,
because land and buildings are measured at revalued amounts, impairment losses on land and buildings are
treated as a revaluation decrement.
Derecognition and disposal
An item of property, plant and equipment is derecognised upon disposal or when no further future economic
benefits are expected from its use or disposal.
Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.
Land and
buildings
$ `000
Office
furniture
and
equipment
$ `000
Consolidated
Leasehold
improve-
ments
Plant and
equipment
Motor
vehicles
Total
$ `000
$ `000
$ `000
$ `000
214
28
-
(19)
223
-
220
-
(6)
214
248
(25)
223
220
(6)
214
46
104
-
(38)
112
84
16
(11)
(43)
46
453
(341)
112
349
(303)
46
38
-
-
(19)
19
14
43
-
(19)
38
73
(54)
19
73
(35)
38
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
100
141
-
(45)
196
103
64
(47)
(20)
100
398
273
-
(121)
550
201
343
(58)
(88)
398
389
(193)
196
1,163
(613)
550
248
(148)
100
890
(492)
398
Year ended 30 June 2023
At 1 July 2022, net of
accumulated depreciation
Additions
Disposals
Depreciation charge for the year
Year ended 30 June 2022
At 1 July 2021, net of
accumulated depreciation
Additions
Disposals
Depreciation charge for the year
At 30 June 2023
Cost or fair value
Accumulated depreciation
Net carrying amount
At 30 June 2022
Cost or fair value
Accumulated depreciation
Net carrying amount
The carrying value of plant and equipment held under hire purchase contracts as at 30 June 2023 is nil (2022: nil).
47
Note 10: Right-of-use Assets
Carrying Value
Cost
Accumulated depreciation
Carrying value at end of financial year
Reconciliation
Opening balance at start of financial year
Additions
Remeasurements
Depreciation expense
Closing balance at end of financial year
30 Jun 23
$ `000
30 Jun 22
$ `000
211
(133)
78
200
(65)
135
30 Jun 23
$ `000
30 Jun 22
$ `000
135
-
11
(68)
78
-
200
-
(65)
135
Note 11: Deferred exploration and evaluation expenditure
Exploration for and evaluation of mineral resources is the search for mineral resources after the entity has obtained
legal rights to explore in a specific area, as well as the determination of the technical feasibility and commercial
viability of extracting the mineral resource.
Exploration and evaluation expenditure is expensed to profit or loss as incurred except in the following
circumstances in which case the expenditure may be capitalised:
•
•
the existence of a mineral deposit has been established however additional expenditure is required to
determine the technical feasibility and commercial viability of extraction and it is anticipated that future
economic benefits are more likely than not to be generated as a result of the expenditure; and
the exploration and evaluation activity is within an area of interest which was acquired as an asset acquisition
or in a business combination and measured at fair value on acquisition.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest. An impairment exists when the carrying value of expenditure
exceeds its estimated recoverable amount. The area of interest is then written down to its recoverable amount and
the impairment losses are recognised in the statement of comprehensive income. Where an impairment loss
subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable
amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would
have been determined had no impairment loss been recognised for the asset in previous years.
Upon approval for the commercial development of an area of interest, exploration and evaluation assets are tested
for impairment and transferred to ‘Mine properties and development’. No amortisation is charged during the
exploration and evaluation phase.
On 12 June 2023 the Company issued 580,852 shares to First Au Limited (ASX: FAU) at a market value of
$0.17216 per share, representing part of the consideration payable for the acquisition of three tenements (the
“Mabel Creek” tenements) in South Australia.
Costs carried forward in respect of areas of interest in the following phases:
30 Jun 23
$ `000
30 Jun 22
$ `000
Exploration and evaluation phase – at cost
Balance at beginning of year
Acquisition of Mabel Creek tenements
Expenditure incurred
Exploration expensed as incurred
Carrying value at end of financial year
-
300
5,124
5,424
(5,124)
300
-
-
5,499
5,499
(5,499)
-
The recoupment of costs carried forward in relation to the areas of interest in the exploration and evaluation phases
is dependent on the successful development and commercial exploitation or the sale of the respective areas.
48
Life to date
project
expenditure
expensed
Project
Expenditure
expensed in
the period
Life to date
project
expenditure
expensed
Project
Expenditure
expensed in the
period
30 Jun 23
30 Jun 22
$ `000
$ `000
$ `000
$ `000
20,343
1,067
305
439
22,154
4,687
18
305
114
5,124
15,656
1,049
-
326
17,031
5,278
6
-
215
5,499
Lachlan Copper
Lucknow
Mabel Creek IOCG
Other Exploration Expenses
Note 12: Trade and Other Payables
Trade and other payables
Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services
provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes
obliged to make future payments in respect of the purchase of these goods and services. Trade and other payables
are presented as current liabilities unless payment is not due within 12 months.
Current
Trade payables
Other payables
Note 13: Provisions
30 Jun 23
$ `000
30 Jun 22
$ `000
970
86
1,056
249
107
356
Employee benefits
Wages, salaries, annual leave, sick leave, long service leave and short term incentive opportunity (“STIP”)
Liabilities accruing to employees in respect of wages and salaries, annual leave, sick leave and long service leave
expected to be settled within 12 months of the balance date are recognised in provisions in respect of employees’
services up to the balance date. They are measured at the amounts expected to be paid when the liabilities are
settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are measured at the
rates paid or payable. Liabilities for the STIP are recorded in the period in which the STIP key performance
indicators are met. For further details of the STIP, refer to the ‘short term incentives’ section of the Remuneration
report.
Liabilities accruing to employees in respect of wages and salaries, annual leave, sick leave and long service leave
not expected to be settled within 12 months of the balance date are recognised in non-current provisions in respect
of employees’ services up to the balance date. They are measured as the present value of the estimated future
outflows to be made by the Group.
Current Liabilities
Employee benefits
Non-Current Liabilities
Employee benefits
Note 14: Lease liabilities
Current liabilities
Non-current liabilities
49
30 Jun 23
$ `000
30 Jun 22
$ `000
318
7
-
-
30 Jun 23
$ `000
30 Jun 22
$ `000
78
6
84
66
76
142
Reconciliation
Opening balance
Additions
Remeasurements
Principal repayments
Closing balance
30 Jun 23
$ `000
30 Jun 22
$ `000
142
-
10
(68)
84
-
200
-
(58)
142
The Group leases office premises in West Perth, Western Australia. The lease term is 3 years, expiring in July
2024.
The total cash outflow relating to leases for the period ended 30 June 2023 was $75,397 (2022: $70,689).
Underlying assets serve as security for the related lease liabilities. A maturity analysis of future minimum lease
payments is presented below:
Lease payments
Interest
Net present values
<1 year
$ `000
Lease payments due
1-2 years
$ `000
Total
$ `000
81
(2)
79
7
(1)
6
88
(3)
85
Lease payments not recognised as a liability
Lease payments expensed during the period and thus not included in the measurement of the lease liability are as
follows:
Short term leases
30 Jun 23
$ `000
30 Jun 22
$ `000
16
19
At 30 June 2023 the Group was committed to short-term leases giving rise to total commitments of $8,400 (2022:
$3,600) at that date.
Note 15: Issued Capital
Ordinary shares
Issued and fully paid
30 Jun 23
$
30 Jun 22
$
32,222,454
32,122,454
Movements in ordinary shares on
issue
At 1 July
Issue of shares (i),(ii)
At 30 June
30 Jun 23
30 Jun 22
Number
$
Number
$
187,739,497
580,852
188,320,349
32,122,454
100,000
32,222,454
186,628,385
1,111,112
187,739,497
31,966,023
156,431
32,122,454
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
(i) On the 12th of June 2023 the Company issued 580,852 shares to First Au Limited (ASX: FAU) at a market value of
$0.17216 per share, representing part of the consideration payable for the acquisition of three tenements (the “Mabel
Creek” tenements) in South Australia.
(ii) On the 8th and 27th of October 2021 the Company issued 833,334 and 277,778 shares to former and current employees
of the Company respectively in satisfaction of conversion of employee options previously granted to executive and
employees under the Company’s long-term incentive plan.
Ordinary shares entitled the holder to participate in dividends and the proceeds on winding up of the Company in
proportion to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one
vote, and upon a poll each share is entitled to one vote.
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
50
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.
Share Options
The Company has one share-based payment option scheme under which options to subscribe for the Company’s
shares have been granted to certain Directors, other key management personnel and all employees, refer Note
17.
Note 16: Reserves and Accumulated Losses
Share-based payments reserve
This reserve is used to record the value of equity benefits provided to employees and Directors as part of their
remuneration. Refer to Note 17 for further details of these plans.
Reserves
Share-based payment reserve
Balance at end of financial year
Movement in this reserve is set out in the Statement of Changes in Equity.
Accumulated losses
Movements in accumulated losses were as follows:
Accumulated Losses
Balance at beginning financial year
Net profit / (loss) for the year
Transfer on unlisted options forfeited/exercised
Balance at end of financial year
Note 17: Share-Based Payment Plans
Incentive Award Plan (“IAP”)
30 Jun 23
$ `000
30 Jun 22
$ `000
332
332
413
413
30 Jun 23
$ `000
30 Jun 22
$ `000
(22,232)
66
327
(21,839)
(21,450)
(1,111)
329
(22,232)
The Group has an Incentive Award Plan (“IAP”) for executives and employees of the Group. In accordance with
the provisions of the IAP, as approved by shareholders at a previous Annual General Meeting, executives and
employees may be granted options at the discretion of the Directors.
Each employee share option converts into one ordinary share of Talisman Mining Limited on exercise. No amounts
are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting
rights. Options may be exercised at any time from the date of vesting to the date of their expiry.
The number of options granted is at the sole discretion of the Directors subject to the total number of outstanding
options being issued under the IAP not exceeding 5% of the Company’s issued capital at any one time.
Options issued to Directors under the IAP are subject to approval by shareholders and attach vesting conditions
as appropriate.
The contractual life of each option granted is 4 years. There are no cash settlement alternatives.
The following options lapsed during the financial year:
Grant Date
Expiry date of
options
Number of
shares under
option
Exercise
price of
options
7-May-19
31-Oct-22
7-May-19
31-Oct-22
7-May-19
31-Oct-22
27-Nov-19
31-Oct-22
27-Nov-19
31-Oct-22
27-Nov-19
31-Oct-22
2,083,335
2,083,331
2,083,334
194,444
194,444
194,448
$0.14
$0.16
$0.18
$0.14
$0.16
$0.18
Fair
Value
Vested
Date
Number
Lapsed
$0.05
31-Oct-20
(2,083,335)
$0.05
31-Oct-20
(2,083,331)
$0.04
31-Oct-20
(2,083,334)
$0.04
31-May-21
(194,444)
$0.04
31-May-21
(194,444)
$0.04
31-May-21
(194,448)
51
No share options were exercised during the financial year.
The following options were issued to Directors, executives and employees during the financial year.
Issuing entity
Talisman Mining Limited
Grant
Date
16-Dec-22
Expiry
date of
options
15-Dec-26
Number of
shares under
option
7,486,000 (i)
Exercise
price of
options
$0.20
Fair
Value
$0.08
Vested
Date
15-Dec-25
(i) The number of options issued during the financial year excludes the grant of options to Directors that remain subject to
shareholder approval as at the end of the financial year. Share based payments expense associated with these options has
been recorded during the financial year in accordance with the guidance accompanying the applicable accounting standard.
Refer to the Directors report for further details in relation to these options.
The following options were forfeited during the financial year:
Grant Date
4-Jan-22
5-Jan-22
Expiry date of
options
3-Jan-26
4-Jan-26
Number of
shares under
option
Exercise
price of
options
Fair
Value
Vested
Date
Number
Lapsed
304,500
642,900
$0.25
$0.25
$0.20
$0.08
03-Jan-25
(304,500)
$0.08
04-Jan-25
(642,900)
$0.08
15-Dec-25
(1,010,300)
16-Dec-22
15-Dec-26
1,010,300
The following share-based arrangements were in place at the end of the financial year:
Issuing entity
Talisman Mining Limited
Grant
Date
18-Aug-21
Expiry
date of
options
18-Aug-23
Number of
shares under
option
325,000
Exercise
price of
options
$0.31
Fair
Value
$0.09
Vested
Date
18-Aug-22
Talisman Mining Limited
21-Apr-22
16-Dec-25
1,267,800
$0.25
$0.08
19-Dec-24
Talisman Mining Limited
20-Dec-21
16-Dec-25
2,871,400
$0.25
$0.08
19-Dec-24
Talisman Mining Limited
4-Jan-22
3-Jan-26
304,500
$0.25
$0.08
03-Jan-25
Talisman Mining Limited
16-Dec-22
15-Dec-26
6,475,700
$0.20
$0.08
15-Dec-25
The weighted average exercise price of each share option at the end of the financial year was $0.22 (2022: $0.20).
The weighted average remaining contract life of each share option at the end of the financial year was 2.97 years
(2022: 1.71 years).
There has been no alteration of the terms and conditions of the above share-based payment arrangements since
grant date.
Movements in options over ordinary shares on issue
At 1 July
12,549,436
412,837
14,996,668
645,544
Directors’ and employees’ remuneration (i)
7,486,000
246,140
5,716,100
96,499
30 Jun 23
30 Jun 22
Number
$
Number
$
Unlisted options forfeited
Unlisted options exercised
Unlisted options lapsed
At 30 June
(1,957,700)
(10,579)
-
-
-
-
(1,111,112)
(44,520)
(6,833,336)
(316,338)
(7,052,220)
(284,686)
11,244,400
332,060
12,549,436
412,837
(ii) The number of options issued during the financial year excludes the grant of options to Directors that remain subject to
shareholder approval as at the end of the financial year. Share based payments expense associated with these options has
been recorded during the financial year in accordance with the guidance accompanying the applicable accounting standard.
Refer to the Directors report for further details in relation to these options.
The fair value of options granted during the year was $598,880 (2022: $436,571).
The fair value of the equity-settled share options granted under the incentive plan is estimated as at the date of
grant using the Black-Scholes model taking into account the terms and conditions upon which the options were
granted.
52
22/23 Options
Inputs into model(i)
Exercise price
Grant date share price
Expected volatility
Risk-free interest rate
Dividend yield (%)
Expected life of options (years)
$0.20
$0.13
96.3%
3.24%
0%
4.00
(i) The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur.
The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not
necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value.
Note 18: Financial Instruments
Introduction
(a)
The Group has exposure to the following risks arising from financial instruments:
•
•
•
•
Credit risk
Liquidity risk
Interest rate risk
Capital risk
This note presents information about the Group’s exposure to each of the above risks, their objectives, policies
and processes for measuring and managing risk and the management of capital. Further quantitative disclosures
are included throughout this note and the financial report.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management
framework. Risk management policies are established to identify and analyse risks faced by the Group, to set
appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and
systems are reviewed regularly to reflect changes in market conditions and the Group‘s activities. The Group’s
aim is to develop a disciplined and constructive control environment in which all employees understand their roles
and obligations.
(b) Categories of financial instruments
Financial assets
Cash and cash equivalents
Receivables
Financial liabilities
Trade and other payables
Provisions
Lease liabilities
30 Jun 23
$ `000
30 Jun 22
$ `000
9,756
1,472
11,228
1,056
325
85
1,466
8,908
1,347
10,255
280
76
142
498
Fair value of financial assets and liabilities
The carrying amount of financial assets and financial liabilities recorded in the financial statements represents
their respective net fair values, determined in accordance with the accounting policies disclosed in Note 1.
The Directors consider that the carrying amounts of financial assets and financial liabilities recorded in the financial
statements approximate their fair value.
(c) Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to
the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient
collateral where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group only
transacts with entities that are rated the equivalent of investment grade and above. This information is supplied by
independent rating agencies where available and, if not available, the Group uses publicly available financial
information and its own trading record to rate its major customers.
53
The Group’s exposure and the credit ratings of its counterparties are continuously monitored, and the aggregate
value of transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by
counterparty limits that are reviewed and approved by the Risk Management Committee annually.
Credit risk in other receivables is managed by the Group undertaking a regular risk assessment process including
assessing the credit quality of the counterparty, considering its financial position, past experience and other factors.
As there are a relatively small number of transactions, they are closely monitored to ensure payments are made on
time. Credit risk arising from royalty receivables is managed by a contract that stipulates payment terms and
penalties for default. The Group does not have any significant receivables which are past due or impaired at the
reporting date and it is expected that these amounts will be received when due. The Group does not hold any
collateral in relation to these receivables.
The carrying amount of financial assets recorded in the financial statements, net of any allowance for losses,
represents the Group’s maximum exposure to credit risk.
(d) Liquidity Risk Management
Ultimate responsibility for liquidity risk management rests with the board of Directors, who have built an appropriate
liquidity risk management framework for the management of the Group’s short, medium and long-term funding and
liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, banking
facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching
the maturity profiles of financial assets and liabilities.
The following table details the Company’s and the Group’s expected contractual maturity for its non-derivative
financial liabilities. These have been drawn up based on undiscounted contractual maturities of the financial asset
and liabilities based on the earliest date the Group can be required to repay. The tables include both interest and
principal cash flows.
Less
than 1
month
$ `000
1 to 3
months
$ `000
3
months
to 1 year
$ `000
1 to 5
years
5+ years No fixed
Total
term
$ `000
$ `000
$ `000
$ `000
2023
Financial Assets
Non-interest bearing
Variable interest rate
Fixed interest rate
Financial Liabilities
Non-interest bearing
Variable interest rate
Fixed interest rate
2022
Financial Assets
Non-interest bearing
Variable interest rate
Fixed interest rate
Financial Liabilities
Non-interest bearing
Fixed interest rate
598
1,695
-
2,293
1,328
46
6
1,380
899
-
-
899
299
5
304
531
7,560
-
8,091
-
-
20
20
-
7,060
-
7,060
-
16
16
48
-
80
128
-
-
53
53
483
-
80
563
57
45
102
-
-
232
232
-
7
6
13
-
-
13
13
-
76
76
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
484
-
-
484
-
-
-
-
1,720
-
-
1,720
-
-
-
1,661
9,255
312
11,228
1,328
53
85
1,466
3,102
7,060
93
10,255
356
142
498
Interest rate risk
(e)
The Group is not exposed to material interest rate risk on existing finance facilities as the Group’s borrowings are
at fixed interest rates for the respective terms of the facilities.
Some of the Group’s assets are subject to interest rate risk but the Group is not dependent on this income.
Interest rate sensitivity analysis
The sensitivity analysis of the Group’s exposure to interest rate risk at the reporting date has been determined
based on a change of 50 basis points in interest rates taking place at the beginning of the financial year and held
constant throughout the year.
At reporting date, if interest rates had been 50 basis points higher and all other variables were constant, the
Group’s net loss would have reduced by $48,382 (2022: net loss reduced by $44,138).
54
(f) Capital risk management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence
and to sustain future development of the business. The capital structure of the Group consists of equity only,
comprising issued capital and reserves, net of accumulated losses. The Group’s policy is to use capital market
issues and debt funding to meet the funding requirements of the Group.
There were no changes in the Group’s approach to capital management during the year.
The Group is not subject to externally imposed capital requirements.
Note 19: Joint Operations
In November 2017, Haverford Holdings Pty Ltd (“Haverford”), a 100%-owned subsidiary of Talisman, entered into
a Farm-In Agreement (“FIA”) with Peel Mining Limited (ASX:PEX, “Peel”) over Peel’s Mt Walton (EL8414) and
Michelago (EL8451) Projects (collectively the Peel Tenements) in the Cobar Basin region of New South Wales.
During the prior financial year, and in accordance with the terms of the FIA, Haverford earned a 75% interest in the
Peel Tenements and formed an unincorporated joint venture (the “Mt Walton JV”) with Peel. Haverford is the Joint
Venture Manager. Subsequent to the formation of the Mt Walton JV, Peel elected to dilute part of its participating
interest in the joint venture and both parties are now required to contribute funds to ongoing exploration activities
on the Peel Tenements based on their participating interest (Haverford 89.5% and Peel 10.5%) in order to maintain
their respective interests.
Additionally, in August 2019, Talisman B Pty Ltd (“TLMB”), a 100%-owned subsidiary of Talisman, entered into a
Farm-In Agreement (“Agreement”) with privately-owned Lucknow Gold Ltd (“LGL”) over LGL’s Lucknow Gold
Project (EL6455) (Lucknow Project) in New South Wales. During the prior financial year, and in accordance with
the terms of the Agreement, TLMB earned a 51% interest in the Lucknow Project and formed an unincorporated
joint venture (the “Lucknow Gold JV”) with LGL. TLMB acts as manager of the joint venture. Both parties are now
required to contribute funds to future activities on the Lucknow Project based on their participating interest (TLMB
51% and LGL 49%) in order to maintain their respective interests.
The Group is entitled to a proportionate share of the income received and bears a proportionate share of the
operation’s expenses for each joint venture.
The joint operation accounts, which are proportionately consolidated based on the above equity percentages in
the consolidated financial statements, are disclosed as follows:
Joint Operation
Operator
Jun 2023
Jun 2022
Mt Walton JV
Haverford Holdings Pty Ltd
Lucknow Gold JV
Talisman B Pty Ltd
89.5%
51%
87%
51%
Beneficial Interest
Beneficial Interest
The Group’s interests in the assets/liabilities employed in the above Joint Operations are detailed below. The
amounts are included in the financial statements under their respective asset categories.
30 Jun 23
30 Jun 22
$'000
$'000
329
114
443
128
128
315
315
306
27
333
1
1
332
332
Mt Walton JV
Assets
Cash and cash equivalents
Trade and other receivables
Total assets
Liabilities
Trade and other payables
Total liabilities
Net assets
Carrying amount of interest in joint venture
55
Lucknow Gold JV
Assets
Cash and cash equivalents
Trade and other receivables
Total assets
Liabilities
Trade and other payables
Total liabilities
Net assets
Carrying amount of interest in joint venture
30 Jun 23
30 Jun 22
$'000
$'000
10
-
10
-
-
10
10
18
1
19
-
-
19
19
The Joint Ventures have no contingent liabilities and capital commitments with the exception that in order to
maintain current rights of tenure to exploration tenements, the Joint Ventures are required to perform exploration
work to meet the activity obligation requirements specified by various State governments. These obligations are
not provided for in the financial report and are payable as follows:
Mt Walton JV
Exploration expenditure
Within one year
After one year but not more than five years
Greater than five years
Lucknow Gold JV
Exploration expenditure
Within one year
After one year but not more than five years
Greater than five years
30 Jun 23
30 Jun 22
$'000
$'000
76
79
200
322
-
-
155
522
30 Jun 23
30 Jun 22
$'000
$'000
59
162
76
346
-
-
221
422
Note 20: Commitments and Contingencies
Commitments
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform exploration
work to meet the minimum expenditure requirements specified by various State governments. These obligations
are not provided for in the financial report and are payable as follows:
Exploration expenditure
Within one year
After one year but not more than five years
Greater than five years
30 Jun 23
$’000
30 Jun 22
$’000
672
1,562
1
2,235
1,831
2,700
239
4,770
If the Group decides to relinquish certain exploration tenements and/or does not meet these obligations, assets
recognised in the statement of financial position may require review to determine the appropriateness of carrying
values. The sale, transfer or farm-out of exploration rights to third parties will reduce or extinguish these
obligations.
56
Contingencies
There are no material contingent liabilities or assets as at 30 June 2023 and no contingent liabilities or assets were
incurred in the interval between the period end and the date of this financial report.
Note 21: Related Party Disclosures
Other transactions with key management personnel
No member of the key management personnel appointed during the year received a payment as part of his or her
consideration for agreeing to hold the position.
Details of key management personnel
The key management personnel of Talisman Mining Limited during the year were:
Directors
Kerry Harmanis
Brian Dawes
Peter Benjamin
Jeremy Kirkwood
Executives
Shaun Vokes
Russell Gregory
Non-Executive Chairman
Non-Executive Director
Non-Executive Director
Non-Executive Director
Chief Executive Officer
Exploration Manager
(appointed 2 July 2021)
(appointed 2 August 2021)
Key management personnel compensation is disclosed in the Remuneration Report which forms part of the
Directors’ Report and has been audited.
The total remuneration paid to key management personnel of the Company and the Group during the year was
as follows:
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Share-based payments(i)
Total key management personnel compensation
30 Jun 23
$
860,165
92,338
46,580
173,256
1,172,339
30 Jun 22
$
724,634
66,167
-
75,646
866,447
(i) The value of share-based payments shown in the table above are non-cash values based on an accounting valuation
calculated under the Black Scholes option pricing method.
Note 22: Interest in Subsidiaries
The consolidated financial statements include the financial statements of Talisman Mining Limited and the
subsidiaries listed in the following table:
Name
Haverford Holdings Pty Ltd
Talisman B Pty Ltd
Country of
Incorporation
Australia
Australia
Equity Interest
2022
2023
%
%
100
100
100
100
Investment
2023
$
68,000
1
2022
$
68,000
1
Talisman Mining Limited is the ultimate parent entity and ultimate parent of the Group.
Balances and transactions between the Company and its subsidiaries, which are related parties of the Company,
have been eliminated on consolidation.
Note 23: Parent Entity Disclosures
The financial information for the parent entity, Talisman Mining Limited, has been prepared on the same basis as
the consolidated financial statements, except as set out below.
Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the parent entity’s
financial statements. Dividends received from associates are recognised in the parent entity’s profit or loss, rather
than being deducted from the carrying amount of these investments.
57
Share-based payments
The grant by the Company of options over its equity instruments to the employees of subsidiary undertakings in
the Group is treated as a capital contribution to that subsidiary undertaking. The fair value of employee services
received, measured by reference to the grant date fair value, is recognised over the vesting period as an increase
to investment in subsidiary undertakings, with a corresponding credit to equity.
Disclosures as at 30 June 2023 and for the year then ended in relation to Talisman Mining Limited as a single
entity are noted below.
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Share based payment reserve
Accumulated losses
Total equity
(Loss) for the year
Other comprehensive income
Total comprehensive (loss)
30 Jun 23
$ `000
30 Jun 22
$ `000
9,940
417
10,357
603
13
616
9,741
32,222
332
(22,813)
9,741
9,333
195
9,528
318
76
394
9,134
32,122
413
(23,401)
9,134
Year ended
30 Jun 23
$ `000
30 Jun 22
$ `000
(607)
-
(607)
(1,242)
-
(1,242)
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform exploration
work to meet the minimum expenditure requirements specified by various State governments. The parent entity
itself is responsible for the following minimum exploration expenditure commitments:
Exploration expenditure
Within one year
After one year but not more than five years
Greater than five years
30 Jun 23
$’000
30 Jun 22
$’000
130
399
-
529
-
-
-
-
Note 24: Auditor’s Remuneration
The auditor of Talisman Mining Limited is HLB Mann Judd. Remuneration received by the auditors:
Audit or review of the financial report
Other services – taxation compliance & joint venture financial statement
audits
Total Remuneration of Auditors
51,192
12,200
63,392
46,395
3,600
49,995
30 Jun 23
$
30 Jun 22
$
58
Note 25: Subsequent Events
Mr Andrew Munckton was appointed as Managing Director of the Company on 21 August 2023.
Mr Shaun Vokes’ position of Chief Executive Officer was made redundant on 17 August 2023.
There has not been any other matter or circumstance occurring subsequent to the end of the financial year that
has significantly affected, or may significantly affect the operations of the Group, the results of those operations, or
the state of affairs of the Group in future financial years.
59
DIRECTORS’ DECLARATION
Talisman Mining Limited
The Directors of the Company declare that:
1. the consolidated financial statements, comprising the Consolidated Statement of Profit or Loss and Other
Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Cash Flows,
Consolidated Statement of Changes in Equity, and accompanying notes are in accordance with the
Corporations Act 2001, and:
(a) comply with Accounting Standards and the Corporations Regulations 2001; and
(b) give a true and fair view of the financial position as at 30 June 2023 and of the performance for the year
ended on that date of the Group;
2. the Chief Executive Officer of the Group has declared as required by Section 295A that:
(a)
the financial records of the Group for the financial year have been properly maintained in accordance with
Section 286 of the Corporations Act 2001;
(b)
the financial statements and notes for the financial year comply with the Accounting Standards; and
(c)
the financial statements and notes for the financial year give a true and fair view.
3. in the Directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they become due and payable.
4. The Group has included in the notes to the 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
Andrew Munckton
Managing Director
29 September 2023
60
ADDITIONAL SECURITIES EXCHANGE INFORMATION
AS AT 26 September 2023
1. NUMBER OF HOLDERS OF EQUITY SECURITIES
(a) Distribution of holders of equity securities
Range
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and Over
Total
(b) Voting rights
No. of holders
Securities
162
482
437
871
281
2,233
73,313
1,503,426
3,631,232
32,931,394
150,180,984
188,320,349
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or
by proxy has one vote on a show of hands.
(c) Less than marketable parcel of shares
The number of shareholders holding less than a marketable parcel is 470 (holding a total of 790,902 shares) given
a share value of $0.140 cents per share.
Fully paid ordinary shares
Number
34,914,450
%
18.6%
(d) Substantial Shareholdings:
Ordinary Shareholders
Mr Kerry Kyriakos Harmanis
2. Company Secretary
The name of the company secretary is Alexander Neuling.
3. Registered office and principal administrative office
Registered and principal administrative office:
Suite 1 Ground Floor, 33 Colin Street
West Perth, Western Australia 6005
Telephone +61 8 9380 4230
Registered securities are held at the following address:
Link Market Services Limited
Level 12, QV1 Building
250 St Georges Terrace
Perth, Western Australia 6000
4. Securities exchange listing
Quotation has been granted for all the ordinary shares of the Company on all Member Exchanges of the Australian
Securities Exchange Limited
5. Restricted securities
There are no restricted securities or securities in voluntary escrow at the date of this report.
61
6.
Twenty largest holders of ordinary shares
Ordinary Shareholders
1
2
3
4
5
6
7
8
8
9
10
11
12
13
14
15
16
17
18
19
20
HARMAN NOMINEES PTY LTD
TYCHE HOLDINGS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
HARMANIS HOLDINGS PTY LTD
TYCHE HOLDINGS PTY LTD
TYCHE HOLDINGS PTY LTD
HARMANIS HOLDINGS PTY LTD
INVESTMENT HOLDINGS PTY LTD
JARHAMCHE PTY LTD
MR JOHN FORD
MR JONATHAN G BENNETT
CITICORP NOMINEES PTY LIMITED
SIREB PTY LTD
MR PETER CHARLES WIGHAM
REGENT CORPORATION 2001 PTY LTD
MR KIERAN PATRICK AYLWARD
MR BRIAN ERNEST ZUCAL & MR STEPHEN BRIAN ZUCAL
TYCHE HOLDINGS PTY LTD
P & M CASTAN PTY LTD
MR JOHN ARTHUR BREDEN
MRS JASMINE KAILIS
Number
11,111,111
6,400,001
5,767,891
5,492,887
3,850,000
3,510,000
3,080,451
2,500,000
2,500,000
2,186,768
2,123,901
2,047,845
1,904,464
1,740,500
1,628,788
1,600,000
1,550,000
1,470,000
1,462,549
1,335,330
1,315,000
%
5.90
3.40
3.06
2.92
2.04
1.86
1.64
1.33
1.33
1.16
1.13
1.09
1.01
0.92
0.86
0.85
0.82
0.78
0.78
0.71
0.70
7. Unquoted equity securities
Class
Exercise Price
$
Expiry Date
Number
Number of
holders
Unlisted options
Unlisted options
Unlisted options
0.25
0.25
0.20
14-Jan-26
15-Dec-25
03-Jan-26
2,196,400
1,267,800
4,858,800
4
4
6
Options carry no voting entitlements.
8. On-market buy back
At the date of this report the Company is not involved in an on-market buy-back.
62