ACN 153 868 789
ANNUAL REPORT 2024
CONTENTS
Taruga Minerals Limited
Page 2
Company Information
3
Review of Operations
4
Directors’ Report
13
Corporate Governance Statement
22
Auditor’s Independence Declaration
23
Consolidated Statement of Profit or Loss and Other Comprehensive Income
24
Consolidated Statement of Financial Position
25
Consolidated Statement of Changes in Equity
26
Consolidated Statement of Cash Flows
27
Notes to Financial Statements
28
Consolidated Entity Disclosure Statement
46
Directors’ Declaration
47
Independent Auditor’s Report
48
ASX Additional Information
52
COMPANY INFORMATION
Taruga Minerals Limited
Page 3
ACN
153 868 789
Directors
Gary Steinepreis
Non-Executive Director
Paul Cronin
Non-Executive Director
Eric de Mori
Non-Executive Director
David Chapman
Non-Executive Director
Company Secretary
Daniel Smith
Registered Office
Level 8, 99 St Georges Terrace
Perth, WA 6000
Telephone:
+61 8 9486 4036
Facsimile:
+61 8 9486 4799
Share Registry
Automic Group
Level 2, 267 St Georges Terrace
Perth, WA 6000
Telephone:
1300 288 664
Facsimile:
+61 2 8583 3040
Auditor
HLB Mann Judd
Level 4, 130 Stirling Street
Perth, WA 6000
Telephone:
+61 8 9227 7500
Facsimile:
+61 8 9227 7533
Bankers
Westpac Banking Corporation
116 James Street
Northbridge
Perth, WA 6000
Securities Exchange Listing
Taruga Minerals Limited Shares are listed on the Australian Securities Exchange.
The home exchange is Perth, Western Australia.
ASX Code: TAR
Website
www.tarugaminerals.com.au
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 4
REVIEW OF OPERATIONS
Company Overview
Taruga Minerals Limited (Taruga or the Company) is a greenfields exploration and resource development
company with a large portfolio of copper and rare earth elements (REE) focussed exploration projects in
South Australia’s mineral rich Gawler Craton and Adelaide Fold Belt, and Western Australia’s Yilgarn
Craton.
Board and Management
Paul Cronin | Non-Executive Director
Mr Cronin is a co-founder and former Managing Director of Balkans polymetallic developer Adriatic Metals
Ltd (ASX:ADT, LSE:ADT1), which was the best performing IPO of 2018. Mr Cronin has over 20 years of
experience in corporate finance, investment banking, funds management, and commodity trading.
Eric de Mori | Non-Executive Director
Mr de Mori has over 20 years’ experience in ASX listed corporate finance specialising in natural resources.
He has held Directorships with numerous ASX listed companies including as a co-founder and former
Director of Balkans polymetallic developer Adriatic Metals (ASX:ADT, LSE:ADT1), which was the best
performing IPO of 2018.
Gary Steinepreis | Non-Executive Director
Chartered Accountant with over 20 years’ experience with ASX-listing rules, corporate governance and
equity capital raisings. Gary provides corporate, management and accounting advice to a number of
companies involved in the resource, technology and leisure industries.
David Chapman I Non-Executive Director
Geologist and senior executive with over 40 years of international resource industry experience in diverse
roles and commodities covering all aspects of the mining industry from exploration, operations and business
development, through to feasibility studies, financing and construction.
Daniel Smith | Company Secretary
Director of Minerva Corporate, a boutique corporate advisory firm. Has advised on and been involved in
over two dozen IPOs, RTOs and capital raisings on the ASX and AIM. Director and/or company secretary
of numerous ASX and AIM listed companies.
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 5
Figure 1. Tenement Map showing Taruga’s South Australian projects and the regional and structural
setting including the Gawler Craton outline as published by the Geological Survey of South Australia in
purple.
Mt Craig Copper Project (MCCP), South Australia (100% TAR)
The Mt Craig Copper Project (MCCP) spans more than 850km2 centred around a major structure – the
Worumba Anticline (Figure 1). The Project is considered prospective for copper and rare earth elements
(REE’s).
Morgan Creek REE Exploration
Morgan’s Creek (Morgan’s) sits at the southern end of the MCCP. The Morgan Creek geology includes
large exposures of highly reactive trap rocks such as the Skillogalee Dolomite and the Yednalue Quartzite.
Taruga’s exploration has been investigating the scope and characteristics of the REE occurrences
intercepted in earlier Taruga RC and Aircore drilling programs. Metallurgical testwork that has been
progressing indicates no material change to results and recoveries previously reported (ASX release
15/12/2022).
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 6
Taruga continues to evaluate the broader MCCP for potential REE mineralisation to add to the Morgan
Creek REE occurrence.
Mt Craig – Wyacca Copper Exploration
The Wyacca prospect sits on the western limb within the northern section of the Worumba Anticline.
Mapping and drill results coupled with geophysical data was incorporated into advanced mapping and
structural interpretations to define the potential and targeting of copper mineralisation.
The stratigraphy in the Wyacca Prospect area consists of the Tapley Hill formation overlying the Wilyerpa
formation, with the Tapley Hill formations Tindelpina Shale member at the base of the Tapley Hill Formation.
The various structural features including radial faults cross cutting stratigraphy and stratigraphic shears
combine to provide potential zones of brecciated permeable stratigraphy and pathways for fluid movement
which is reflected in the known copper mineralisation exposed at surface. This generation work has
highlighted targets for copper mineralisation, being the subsurface intersection of radial faulting,
stratigraphic shearing and the stratigraphic contact of the Tindelpina shale and the Wilyerpa sandstone.
During the reporting period, the Company provided updates regarding ongoing exploration at Wyacca.
Updates included the announced engagement of structural (Jun Cowan), geochemical (Eric Grunsky) and
exploration (Richard Lilly) experts providing valuable inputs into the geological and mineral model of the
Wyacca Project. Subsequent updates advised that Taruga had implemented an expanded field mapping
and soil sampling program. The focus of the mapping and soil sampling program was to understand the
relative Cu and Pb-Zn enrichment in relation to stratigraphy, which meant stepping away from known
mineral occurrences into areas previously unmapped or sampled. In conjunction with the Jun Cowan
structural analysis which highlighted the importance of the North-East fold axial trace, field observations
included a North-East trend in the mineralization which remains a focus for exploration.
During May 2024, a total of 1,056 new soil samples were taken and analysed by pXRF, bringing the total
number of soils collected across the Wyacca project to 3,000. Sample lines radiating across the Tapley Hill
formation perpendicular to stratigraphy gave a broader view of mineral distribution associated with
stratigraphy and the cross-cutting structures. The wider soil sampling program supported the negative
association between Cu and Zn enrichment, highlighting the possibility of a larger mineralisation event at
Wyacca than initially considered. Geochemical analysis by pXRF should be considered as a trend indicator
only and the accuracy subject to confirmation by laboratory assay.
The additional soil samples also support the NE trend to the mineralisation, with the Cu soil anomaly around
the Worrumba 21 prospect being extended by 600m (Figure 2). This area was not an initial focus for
Taruga, with maiden drilling occurring at the Powder Hill and Worrumba 19 prospects which lie on the
Western Tindelpina stratigraphic horizon and feature numerous historic workings and outcrop.
The mineralised vein system also follows a NE trend, and has been mapped to extend a further 300m than
previously recorded and has not been tested by drilling. The potential variations in vein geometry and extent
of the mineralized vein system along this strike from and below the central copper anomaly is currently
unknown.
During the year, an independent review was performed on the structural geology and further independent
geological review of the work to date and potential targets has been undertaken. During August/September,
a small program using a shallow portable auger drilling work was undertaken. Whilst the areas of interest
remain prospective a number of the impairment factors remain:
•
future expenditure plans are contingent on further positive results; and
•
the independent geological review has reduced the overall potential for an economic discovery.
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 7
Given the above factors, the Company has impaired capitalised expenditure in relation to the Mt Craig
Copper Project of $4,328,055.
Figure 2. Cu pXRF trend in soils – the kidney bean shape of the central Worrumba 21 Prospect area
measures 1.5km by 750m.
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 8
Figure 3. Location of analysed rock samples at the Wyacca Project.
Flinders Project, South Australia
On 15 January 2024, Taruga provided an update in relation to authorisations sought pursuant to sections
21 and 23 of the Aboriginal Heritage Act 1988 (SA) (Act) with respect to the Flinders Project, South
Australia.
Through its 100% owned subsidiary Strikeline Resources Pty Ltd, the Group sought approval to continue
exploration in two prospect areas in the north of the Flinders Project (EL 6362) called Jenkins and
Woolshed. Taruga made the applications for authorisations in March 2021 and were advised of an
estimated timeframe to receive a determination of 6-9 months.
On 12 January 2024, a determination period of nearly three years, Taruga received a letter from the Minister
for Aboriginal Affairs (SA), the Hon Kyam Maher MLC, advising that he has decided not to grant the
authorisations requested under sections 21 and 23 of the Act.
The Group believes that the decision not to grant the authorisations has a material impact on the Flinders
Project potential for economic discovery and has recognised a full impairment at 30 June 2024. The Flinders
Project remains prospective.
Torrens Project, South Australia (100%)
The Torrens Iron-Oxide-Copper-Gold (IOCG) Project (EL6437) borders the Flinders Project to the north
(Figure 1) and is situated within the G2 Structural corridor which hosts the nearby Olympic Dam and
Carrapateena IOCGs. Work was limited to further desktop review of historical datasets for the Torrens
Project for the period.
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 9
Curnamona Project, South Australia (100%)
The Curnamona Project includes exploration licences EL6828 and EL6836. Taruga carried out an extensive
review of available reports and applicable data including drilling, geophysical and geological mapping
evaluating the risk vs reward of potential targets within the licence areas. The findings of the review did not
identify any targets of interest or of a scale worthy of Taruga following up with on the ground activities. The
Company relinquished the Curnamona project in the September 2023 quarter.
Martins Well Project, South Australia (100%)
On 31 August 2022, the Company advised that it has lodged a successful bid for the Martins Well Project
under the competitive release process. Taruga competed with other South Australian companies for the
project, which Taruga considers may be prospective for clay hosted rare earth elements (REEs), copper-
gold-silver, and zinc-lead. Work during the period was limited to further desktop review of historical datasets
for the Martins Well Project for the period.
Western Australian projects
Manjimup Project (100% TAR)
Taruga holds 3 exploration licence applications in the Greenbushes area of Western Australia (the
Manjimup Project). The Manjimup Project tenements have potential for Thor and Odin type Ni-PGE
mineralisation, Volcanic Hosted Massive Sulphide (VHMS) polymetallic mineralisation, and Greenbushes
tin-tantalum-lithium style of mineralisation.
On 17 January 2024, the Group provided an update on the Manjimup Project. Taruga has undertaken a
detailed review of available historical data, with a focus on the lithium potential and occurrences of
pegmatites and LCT pegmatite pathfinder minerals in the project area.
Taruga’s previous historic data review had focused on base metals and the potential for sulphide
mineralisation, largely due to the close proximity of the Eastern licence to the “Thor” and “Odin” prospects
currently being explored by Chalice Mining (JV with Venture Minerals).
However, recent exploration activities in the area have also been targeting pegmatite occurrences with a
focus on the Greenbushes-style tin-tantalum lithium potential. Upon completion of its extended evaluation
of historic data, Taruga has identified several areas of interest for hosting pegmatites and potential lithium
mineralisation.
Meekatharra, Western Australia
The Meekatharra Project (Exploration licence E51/1832) is located 30km southeast of the regional centre
of Meekatharra in the Murchison region of Western Australia. Peak Minerals Ltd (ASX: PUA) holds an 80%
interest in E51/1832.
Community and ESG
Taruga is committed to developing sustainable exploration projects which benefit local communities in the
areas in which we operate. The Group aims to deliver value to local communities via local employment and
utilising local businesses.
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 10
Competent Person’s Statement – Exploration Results
The information in this report that relates to exploration results is based on, and fairly represents information
and supporting documentation prepared by Mr Brent Laws, a Competent Person who is a Member of The
Australasian Institute of Mining and Metallurgy. Mr Laws is the Exploration Manager of Taruga Minerals
Limited. Mr Laws has sufficient experience that is relevant to the style of mineralisation and type of deposit
under consideration and to the activity being undertaken to qualify as a Competent Person as defined in
the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resource and Ore
Reserves”. Mr Laws consents to the inclusion in this report of the matters based on their information in the
form and context in which it appears.
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 11
RISK MANAGEMENT
The Board of Directors review the key risks associated with conducting exploration and evaluation activities
in Australia and steps to manage those risks. The key material risks faced by the Company include:
Exploration and development
The future value of the Company will depend on its ability to find and develop resources that are
economically recoverable. Mineral exploration and development is a speculative undertaking that may be
impeded by circumstances and factors beyond the control of the Company. Success in this process
involves, among other things; discovery and proving-up an economically recoverable resource or reserve,
access to adequate capital throughout the project development phases, securing and maintaining title to
mineral exploration projects, obtaining required development consents and approvals and accessing the
necessary experienced operational staff, the financial management, skilled contractors, consultants and
employees.
The Company is entirely dependent upon its projects, which are the sole potential source of future revenue,
and any adverse development affecting these projects would have a material adverse effect on the
Company, its business, prospects, results of operations and financial condition.
Economic Conditions
Factors such as (but not limited to) political movements, stock market fluctuations, interest rates, inflation
levels, commodity prices, industrial disruption, taxation changes and legislative or regulatory changes, may
all have an adverse impact on operating costs, the value of the Company’s projects, the profit margins from
any potential development and the Company’s share price.
Reliance on key personnel
The Company’s success is to a large extent dependent upon the retention of key personnel and the
competencies of its directors, senior management, and personnel. The loss of one or more of the directors
or senior management could have an adverse effect on the Company’s. There is no assurance that
engagement contracts for members of the senior management team personnel will not be terminated or will
be renewed on their expiry. If such contracts were terminated, or if members of the senior management
team were otherwise no longer able to continue in their role, the Company would need to replace them
which may not be possible if suitable candidates are not available.
Future funding risk
Continued exploration and evaluation is dependent on the Company being able to secure future funding
from equity markets. The successful development of a mining project will depend on the capacity to raise
funds from equity and debt markets. The Company will need to undertake equity/debt raisings for continued
exploration and evaluation. There can be no assurance that such funding will be available on satisfactory
terms or at all at the relevant time. Any inability to obtain sufficient financing for the Company’s activities
and future projects may result in the delay or cancellation of certain activities or projects, which would likely
adversely affect the potential growth of the Company.
Unforeseen expenditure risk
Exploration and evaluation expenditures and development expenditures may increase significantly above
existing projected costs. Although the Company is not currently aware of any such additional expenditure
requirements, if such expenditure is subsequently incurred, this may adversely affect the expenditure
proposals of the Company and its proposed business plans.
Environmental, weather & climate change
The highest priority climate related risks include reduced water availability, extreme weather events,
changes to legislation and regulation, reputational risk, and technological and market changes. Mining and
exploration activities have inherent risks and liabilities associated with safety and damage to the
environment, including the disposal of waste products occurring as a result of mineral exploration and
production, giving rise to potentially substantial costs for environmental rehabilitation, damage control and
REVIEW OF OPERATIONS
Taruga Minerals Limited
Page 12
losses. Delays in obtaining approvals of additional remediation costs could affect profitable development of
resources.
Cyber Security and IT
The Company relies on IT infrastructure and systems and the efficient and uninterrupted operation of core
technologies. Systems and operations could be exposed to damage or interruption from system failures,
computer viruses, cyber-attacks, power or telecommunication provider’s failure or human error.
CORPORATE
Shareholder Meetings
The Company held its 2023 Annual General Meeting on 29 November 2023. All resolutions were passed
by way of a poll.
Securities
In February 2024, 26,250,000 unlisted options exercisable at $0.025 each expired in accordance with their
terms.
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 13
DIRECTORS’ REPORT
Your Directors submit their report on the Group consisting of Taruga Minerals Limited and its controlled
entities (Taruga) for the year ended 30 June 2024.
DIRECTORS
The following persons were Directors of Taruga Minerals Limited during the year and up to the date of this
report unless otherwise stated:
In office from
In office to
Gary Steinepreis
Non-executive Director
15 July 2016
present
Paul Cronin
Non-executive Director
27 July 2020
present
Eric De Mori
Non-executive Director
27 July 2020
present
David Chapman
Non-executive Director
1 October 2021
present
PARTICULARS OF DIRECTORS
Gary Steinepreis
Non-Executive Director
B.Com, CA
Qualifications and experience
Mr Steinepreis has in excess of 20 years’ experience with ASX-listing rules, corporate governance and
equity capital raisings. Mr Steinepreis is a Chartered Accountant and holds a Bachelor of Commerce from
University of Western Australia. Mr Steinepreis is currently a Non-Executive Director of CFOAM Limited
and Lachlan Star Limited.
Interest in Shares and Options
Fully Paid Shares – 12,090,719
Options – Nil
Special Responsibilities
None.
Directorships held in listed entities
Company Name
Appointed
Resigned
CFOAM Limited
30 March 2016
-
Lachlan Star Limited
18 January 2018
-
Paul Cronin
Non-Executive Director
B.Com, MBA
Qualifications and experience
Mr Cronin is a co-founder and former Managing Director of Balkans polymetallic developer Adriatic Metals
PLC (ASX:ADT, LSE:ADT1), which was the best performing IPO of 2018. Mr Cronin has over 20 years of
experience in corporate finance, investment banking, funds management, and commodity trading. Mr
Cronin was Vice President of RMB Resources, the resource investment arm of First Rand Bank, and has a
B.Com and MBA from the Queensland University of Technology. Mr Cronin is also a Non-Executive Director
of Black Dragon Gold (ASX:BDG).
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 14
Interest in Shares and Options
Fully Paid Shares – 9,471,429
Options – Nil
Special Responsibilities
None.
Directorships held in listed entities
Company Name
Appointed
Resigned
Adriatic Metals Plc
3 February 2017
7 August 2024
Black Dragon Gold Limited
10 July 2017
-
Eric de Mori
Non-Executive Director
Qualifications and experience
Mr de Mori has over 20 years’ experience in ASX listed corporate finance specialising in natural
resources. He has held Directorships with numerous ASX listed companies including as a co-founder
and former Director of Balkans polymetallic developer Adriatic Metals (ASX:ADT, LSE:ADT1), which
was the best performing IPO of 2018.
Interest in Shares and Options
Fully Paid Shares – 30,771,441
Options – Nil
Special Responsibilities
None.
Directorships held in listed entities
None.
David Chapman
Non-Executive Director
Qualifications and experience
Mr. Chapman is a Geologist and senior executive with over 40 years of international resource industry
experience in diverse roles and commodities covering all aspects of the mining industry from exploration,
operations and business development, through to feasibility studies, financing and construction. Most
recently, David spent 5 years as the Managing Director of Australia’s leading geophysical consultancy firm,
Southern Geoscience Consultants (SGC).
Interest in Shares and Options
Fully Paid Shares – 1,481,095
Options – 5,000,000
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 15
Special Responsibilities
None.
Directorships held in listed entities
Company Name
Appointed
Resigned
Tombador Iron Limited
25 September 2020
-
Information on Company Secretary
Daniel Smith
Mr Smith is a Chartered Secretary who holds a BA, is a Fellow member of the Governance Institute of
Australia, and has in excess of 17 years primary and secondary capital markets expertise. Mr Smith is
currently a Director and/or Company Secretary of several AIM-listed and ASX-listed companies.
OPERATING AND FINANCIAL REVIEW
A review of the operations of the Group during the financial year is contained in the Review of Operations
section of this Annual Report.
PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was mineral exploration in Australia.
Operating Results
The consolidated loss after tax for the financial year is $10,298,576 (2023 loss: $964,151). The increased
loss is due largely to an impairment of capitalised exploration expenditure during the year of $9,762,615.
Financial Position
At 30 June 2024 the Company had cash reserves of $2,330,422 (2023: $3,220,789).
Dividends
No dividends were paid during the year and no recommendation is made as to dividends.
SIGNIFICANT CHANGES IN THE 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 not otherwise disclosed in this report or in the consolidated
accounts.
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 16
MATTERS SUBSEQUENT TO THE END OF FINANCIAL YEAR
No matters have arisen since 30 June 2024 that in the opinion of the directors has significantly affected or
may significantly affect in future financial years (i) the Group’s operations, or (ii) the results of those
operations, or (iii) the Group’s state of affairs.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
Exploration and evaluation work on the Company’s projects continues.
The Yagahong North Project is currently subject to a farm-in agreement with Peak Resources Ltd. It is
anticipated that drill testing would be conducted during the current reporting period.
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company’s Directors held during the year ended
30 June 2024, and the number of meetings attended by each Director.
Number eligible to
attend
Number
attended
Gary Steinepreis
1
1
Paul Cronin
1
1
Eric De Mori
1
1
David Chapman
1
-
REMUNERATION REPORT
This report details the nature and amount of remuneration for each director and “Key Management
Personnel” of Taruga Minerals Limited.
The report has been subject to audit. Key Management Personnel are defined as those persons having
authority and responsibility for planning, directing and controlling the major activities of the Group, including
any director.
Remuneration policy
The Board policy is to remunerate Directors at market rates for time, commitment and responsibilities. The
Board determines benefits to the Directors and reviews their remuneration annually, based on market
practice, duties and accountability. Independent external advice is sought when required. The maximum
aggregate amount of Directors’ fees that can be paid is subject to approval by shareholders in general
meeting, from time to time. Fees for Non-Executive Directors are not linked to the performance of the Group.
However, to align Directors’ interests with shareholders’ interests, the Directors are encouraged to hold
securities in the Company.
The Company’s aim is to remunerate at a level that will attract and retain high-calibre Directors and
employees. Company officers and Directors are remunerated to a level consistent with the size of the
Company. The Company has not used external remuneration consultants during the year.
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 17
Performance-based remuneration
To ensure that the Company has appropriate mechanisms in place to continue to attract and retain the
services of suitable directors and employees, the Company has issued options and performance rights to
key personnel.
Details of remuneration for year ended 30 June 2024
Directors’ Remuneration
No salaries, commissions, bonuses or superannuation were paid or payable to Directors during the year.
Remuneration was by way of fees paid monthly in respect of invoices issued to the Company by the
Directors or companies associated with the Directors in accordance with agreements between the Company
and those entities.
Details of the agreements are set out below.
Agreements in respect of cash remuneration of Directors:
Non-executive Directors
The Company’s constitution provides that the Non-executive Directors may collectively be paid as
remuneration for their services a fixed sum not exceeding the aggregate sum determined by a general
meeting. The aggregate remuneration has been set at an amount of $300,000 per annum.
Mr Gary Steinepreis is on a contract dated 15 July 2017, which provides for a fixed fee of $3,000, increasing
to $4,000 per month from October 2020.
Mr Paul Cronin is on a contract dated 26 July 2020, which provides for a fixed fee of $3,000, increasing to
$4,000 per month from October 2020.
Mr Eric de Mori is on a contract dated 26 July 2020, which provides for a fixed fee of $3,000, increasing to
$4,000 per month from October 2020.
Mr David Chapman is on a contract dated 30 September 2021, which provides for a fixed fee of $4,000 per
month.
All Director’s fees were put on hold from February 2023 until June 2023 to conserve the Company’s cash
balance. Fees have been accrued from 1 July 2023 at $2,000 per month plus consulting fees.
A Director may be paid fees or other amounts as the Directors determine where a Director performs special
duties or otherwise performs services outside the scope of the ordinary duties of a Director.
A Director may also be reimbursed for out of pocket expenses incurred as a result of their directorship or
any special duties. Executive Directors may be paid on commercial terms as the Directors see fit.
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 18
The total remuneration paid to Key Management Personnel is summarised below:
Year ended 30 June 2024
Short-term Benefits
Post-
employment
benefits
Director
Associated Company
Fees
Cash Bonus
Share Based
Payments
Performance
Rights
Super-
annuation
Total
Performance
related
$
$
$
$
$
$
%
Gary Steinepreis
Leisurewest
Consulting Pty Ltd
24,000
-
-
-
-
24,000
-
Paul Cronin
24,000
-
-
-
-
24,000
-
Eric de Mori
39,000
-
-
-
-
39,000
-
David Chapman
Parati Pty Ltd
39,000
-
-
-
39,000
-
Total
126,000
-
-
-
-
126,000
-
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 19
Year ended 30 June 2023
Short-term Benefits
Post-
employment
benefits
Director
Associated Company
Fees
Cash Bonus
Share Based
Payments(2)
Performance
Rights (2)
Super-
annuation
Total
Performance
related
$
$
$
$
$
$
%
Gary Steinepreis
Leisurewest
Consulting Pty Ltd
28,000
-
-
-
-
28,000
-
Paul Cronin
28,000
-
-
-
-
28,000
-
Eric de Mori
25,339
-
-
-
2,661
28,000
-
David Chapman
Parati Pty Ltd
28,000
-
22,709
-
50,709
44.78%
109,339
-
22,709
-
2,661
134,709
-
Other KMP
Thomas
Line
(Chief
Executive Officer)1
236,313
-
55,614
6,865
19,902
318,694
19.60%
Total
345,652
-
78,323
6,865
22,563
453,403
-
(1)
Thomas Line resigned on 15 February 2023.
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 20
Shareholdings of Key Management Personnel:
Balance 30
June 2023
Balance on
Appointment
Additions/
(disposals)
Balance on
Resignation
Balance 30
June 2024
Gary
Steinepreis
12,090,719
-
-
-
12,090,719
Paul
Cronin
9,471,429
-
-
-
9,471,429
Eric
de Mori
27,771,441
-
3,000,0001
-
30,771,441
David
Chapman
1,481,093
-
-
-
1,481,093
50,814,682
-
3,000,000
-
53,814,682
1 On-market acquisitions
Option holdings of Key Management Personnel:
2024
Balance 30
June 2023
Balance on
appointment
Additions/
(disposals)
Balance on
Resignation
Balance 30
June 2024
Gary
Steinepreis
5,000,000
-
(5,000,000)1
-
-
Paul Cronin
9,000,000
-
(9,000,000)1
-
-
Eric de Mori
13,000,000
-
(13,000,000)1
-
-
David
Chapman
5,000,000
-
-
-
5,000,000
32,000,000
-
(27,000,000)
-
5,000,000
1 Expiry of options
No options were exercised during 2024 (2023: nil).
No options were issued during the year to the date of this report.
End of remuneration report
DIRECTORS’ REPORT
Taruga Minerals Limited
Page 21
ENVIRONMENTAL ISSUES
The Group has conducted exploration activities on mineral tenements. The right to conduct these activities
is granted subject to environmental conditions and requirements. The Group aims to ensure a high standard
of environmental care is achieved and, as a minimum, to comply with relevant environmental regulations.
There have been no known breaches of any of the environmental conditions.
OPTIONS
At the date of this report, there were 13,500,000 unlisted options on issue.
The names of persons who currently hold options are entered in a register pursuant to Section 170 of the
Corporations Act 2001. No person entitled to exercise any option has or had, by virtue of the option, a right
to participate in any share issue of the Company or any other corporation. Subsequent to year end no
options have been issued or exercised.
INDEMNIFICATION OF DIRECTORS
The Company has in place Deeds of Indemnity with each of the Directors.
AUDITOR
HLB Mann Judd continues in office in accordance with section 327 of the Corporations Act 2001.
NON-AUDIT SERVICES
There were no non-audit services provided during the current year by our auditors, HLB Mann Judd.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in
any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
AUDITOR’S INDEPENDENCE DECLARATION
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 review of the financial report. This
Independence Declaration is set out on page 23 and forms part of this directors’ report for the year ended
30 June 2024.
This report is signed in accordance with a resolution of the Board of Directors made pursuant to section
306(3) of the Corporations Act 2001.
Gary Steinepreis
Non-Executive Director
Dated Perth 30 September 2024
CORPORATE GOVERNANCE
STATEMENT
AND CONTROLLED ENTITIES
Taruga Minerals Limited
Page 22
The Company has adopted systems of control and accountability as the basis for the administration of
corporate governance. The Board is committed to administering the policies and procedures with openness
and integrity, pursuing the true spirit of corporate governance commensurate with the Company's needs.
To the extent they are applicable, the Company has adopted the Corporate Governance Principles and
Recommendations (4th Edition) as published by ASX Corporate Governance Council.
The following corporate governance charters, codes and policies have been implemented and are available
on the Company’s website at www.tarugaminerals.com.au:
•
Board Charter
•
Corporate Code of Conduct
•
Diversity, Nomination and Remuneration Committee Charter
•
Audit and Risk Committee Charter
•
Shareholder Communication Guidelines and Policy
•
Disclosure Policy
•
Securities Trading Policy
Taruga Minerals Limited
Page 23
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Taruga Minerals Limited for the
year ended 30 June 2024, 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
30 September 2024
N G Neill
Partner
CONSOLIDATED STATEMENT
OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE
INCOME
FOR THE YEAR ENDED 30 JUNE 2024
AND CONTROLLED ENTITIES
The accompanying notes form part of these financial statements.
Taruga Minerals Limited
Page 24
CONSOLIDATED
Year to
30 June 2024
Year to
30 June 2023
Note
$
$
Income
82,726
44,037
Fair value gain on financial assets
7
21,986
-
Depreciation
2
(57,465)
(64,370)
Consultants
(161,500)
(157,787)
Employee benefits expense
(102,000)
(154,962)
Professional fees
(96,252)
(150,287)
Travel and accommodation
(1,185)
(43,361)
Share-based payments
2
-
(111,473)
Exploration expenditure expensed
(73,817)
(89,182)
Impairment expense
8
(9,762,615)
-
Foreign exchange loss
-
(907)
Other expenses
(148,454)
(235,859)
Loss from continuing operations before income
tax
(10,298,576)
(964,151)
Income tax expense
3
-
-
Net loss for the period from continuing
operations
(10,298,576)
(964,151)
Net loss for the period
(10,298,576)
(964,151)
Other comprehensive income/(loss)
Items that may be reclassified to profit or loss
Exchange gain/(loss) on translation of foreign
subsidiaries
-
-
Total comprehensive loss for the period
(10,298,576)
(964,151)
Basic and diluted loss per share (cents per share)
19
(1.46)
(0.15)
Basic and diluted loss per share from continuing
operations (cents per share)
19
(1.46)
(0.15)
CONSOLIDATED
STATEMENT OF FINANCIAL
POSITION
AS AT 30 JUNE 2024
AND CONTROLLED ENTITIES
The accompanying notes form part of these financial statements.
Taruga Minerals Limited
Page 25
CONSOLIDATED
Note
30 June
2024
30 June
2023
$
$
CURRENT ASSETS
Cash and cash equivalents
4
2,330,422
3,220,789
Trade and other receivables
5
25,053
29,830
Financial assets
7
23,820
1,834
Total Current Assets
2,379,295
3,252,453
NON CURRENT ASSETS
Mineral exploration and evaluation
8
3,825
9,334,516
Plant and equipment
9
156,248
213,713
Other assets
10
110,000
110,000
Total Non-Current Assets
270,073
9,658,229
TOTAL ASSETS
2,649,368
12,910,682
CURRENT LIABILITIES
Trade and other payables
11
237,901
200,639
Total Current Liabilities
237,901
200,639
TOTAL LIABILITIES
237,901
200,639
NET ASSETS
2,411,467
12,710,043
EQUITY
Issued capital
12
35,136,895
35,136,895
Reserves
13
3,498,863
3,498,863
Accumulated losses
(36,224,291)
(25,925,715)
TOTAL EQUITY
2,411,467
12,710,043
CONSOLIDATED
STATEMENT OF CHANGES
IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
AND CONTROLLED ENTITIES
The accompanying notes form part of these financial statements.
Taruga Minerals Limited
Page 26
Consolidated
Issued Capital
Accumulated
Losses
Share Based
Payments Reserve
Foreign Currency
Translation Reserve
Total Equity
$
$
$
$
$
Year to 30 June 2023
As at 1 July 2022
31,876,464
(24,961,564)
3,329,174
34,850
10,278,924
Loss for the year
-
(964,151)
-
-
(964,151)
Other comprehensive loss
-
-
-
-
-
Total comprehensive loss for the year
-
(964,151)
-
-
(964,151)
Issue of shares net of costs - placement
3,176,802
-
-
-
3,176,802
Issue of shares net of costs – exercise of
options
83,629
-
-
-
83,629
Share-based payments – Performance
Rights/Options
-
-
134,839
-
134,839
As at 30 June 2023
35,136,895
(25,925,715)
3,464,013
34,850
12,710,043
Year to 30 June 2024
As at 1 July 2023
35,136,895
(25,925,715)
3,464,013
34,850
12,710,043
Loss for the year
-
(10,298,576)
-
-
(10,298,576)
Other comprehensive loss
-
-
-
-
-
Total comprehensive loss for the year
-
(10,298,576)
-
-
(10,298,576)
As at 30 June 2024
35,136,895
(36,224,291)
3,464,013
34,850
2,411,467
CONSOLIDATED
STATEMENT OF CASH
FLOWS
FOR THE YEAR ENDED 30 JUNE 2024
AND CONTROLLED ENTITIES
The accompanying notes form part of these financial statements.
Taruga Minerals Limited
Page 27
CONSOLIDATED
Year to
Year to
Note
30 June 2024
30 June 2023
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
11,500
21,030
Payments to suppliers and exployees
(459,738)
(863,086)
Interest income received
71,226
23,007
Net cash used in operating activities
16
(377,012)
(819,049)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for exploration expenditure
8
(513,355)
(1,198,621)
Payments for property, plant & equipment
9
-
(190,632)
Net cash used in investing activities
(513,355)
(1,389,253)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
-
3,500,000
Share issue transaction costs
-
(216,204)
Net cash provided by financing activities
-
3,283,796
Net (decrease)/increase in cash held
(890,367)
1,075,494
Cash and cash equivalents at the beginning of the
year
3,220,789
2,145,295
Effect of exchange rate fluctuations on cash held
-
-
Cash and cash equivalents at the end of the year
2,330,422
3,220,789
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 28
NOTE 1 – STATEMENT OF MATERIAL ACCOUNTING POLICIES
Basis of Preparation
The financial report is a general purpose financial report, which has been prepared in accordance with the
requirements of the Corporations Act 2001, Accounting Standards and Interpretations and complies with
other requirements of the law. Historical cost is based on the fair values of the consideration given in
exchange for assets.
The financial report has also been prepared on a historical cost basis. The financial report is presented in
Australian dollars.
The company is a listed public company, incorporated in Australia and operating in Australia. The entity’s
principal activity is mineral exploration.
The accounting policies detailed below have been consistently applied to all of the periods presented unless
otherwise stated. The financial statements are for the Group consisting of Taruga Minerals and its
subsidiaries. For the purposes of preparing the consolidated financial statements, the Group is a for profit
entity.
The financial report has also been prepared on an accruals basis and is based on historical costs modified
by the revaluation of selected non-current assets, and financial assets and financial liabilities for which the
fair value basis of accounting has been applied.
Statement of Compliance
The financial report was authorised for issue on 30 September 2024.
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).
Adoption of new and revised standards
Standards and Interpretations applicable to 30 June 2024
In the year ended 30 June 2024, the Directors have reviewed all of the new and revised Standards and
Interpretations issued by the AASB that are relevant to the Group’s operations and effective for annual
reporting periods beginning on or after 1 July 2023. 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.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are
not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period
ended 30 June 2024. The consolidated entity has not yet assessed the impact of these new or amended
Accounting Standards and Interpretations.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 29
Accounting Policies
(a)
Basis of Consolidation
A controlled entity is any entity controlled by Taruga Minerals Limited. Control exists where Taruga Minerals
Limited has the capacity to dominate the decision-making in relation to the financial and operating policies
of another entity so that the other entity operates with Taruga Minerals Limited to achieve the objectives of
Taruga Minerals Limited. All controlled entities have a 30 June financial year-end.
All inter-company balances and transactions between entities in the Group, including any unrealised profit
or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed
where necessary to ensure consistencies with those policies applied by the parent entity.
Where controlled entities have entered or left the Group during the year, their operating results have been
included from the date control was obtained or until the date control ceased.
When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated
as the difference between:
•
The aggregate of the fair value of the consideration received and the fair value of any retained
interest; and
•
The previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and
any non-controlling interests.
All amounts previously recognised in other comprehensive income in relation to that subsidiary are
accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e.
reclassified to profit or loss or transferred to another category of equity as specified/permitted by the
applicable AASBs). The fair value of any investment retained in the former subsidiary at the date when
control is lost is regarded as the fair value on initial recognition for subsequent accounting under AASB 139,
when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
(b)
Going Concern
The financial statements have been prepared on the going concern basis, which contemplates the continuity
of normal business activity and the realisation of assets and the settlement of liabilities in the normal course
of business.
Notwithstanding the fact that the Group incurred an operating loss of $10,298,576 for the year ended 30
June 2024 after an impairment expense of $9,762,615, and a net cash outflow from operating activities
amounting to $377,012, the Directors are of the opinion that the Company is a going concern and will have
access to sufficient cash, from equity issues or loans, as and when required to enable it to fund
administrative and other committed expenditure.
(c)
Income Tax
The charge for current income tax expenses is based on the result for the year adjusted for any non-
assessable or disallowable items. It is calculated using tax rates that have been enacted or are substantively
enacted by the balance date.
Deferred tax is accounted for using the liability method in respect of temporary differences arising between
the tax bases of assets and liabilities and their carrying amount in the financial statements. No deferred
income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised
or liability is settled. Deferred tax is credited in the statement of comprehensive income except where it
relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly
against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be
available against which deductible temporary difference can be utilised.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 30
The amount of benefits brought to account or which may be realised in the future is based on the assumption
that no adverse change will occur in income taxation legislation and the anticipation that the Group will
derive sufficient future assessable income to enable the benefit to be realised and comply with the
conditions of deductibility imposed by the law.
(d)
Plant and Equipment
Each class of plant and equipment is carried at cost less, where applicable, any accumulated depreciation.
Plant and equipment are measured on the cost basis less depreciation and impairment losses.
The carrying amount of plant and equipment is reviewed annually by Directors to ensure it is not in excess
of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the
expected net cash flows which will be received from the assets employment and subsequent disposal. The
expected net cash flows have been discounted to their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future consolidated benefits associated with the item will flow to
the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged
to the statement of comprehensive income during the financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets including capitalised lease assets, but excluding computers, is
depreciated on a reducing balance commencing from the time the asset is held ready for use. Computers
are depreciated on a straight-line basis over their useful lives to the Group commencing from the time the
asset is held ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset:
Depreciation Rate:
Plant and Equipment
15 – 50%
The assets residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These
gains and losses are included in the statement of profit or loss and other comprehensive income. When
revalued assets are sold, amounts included in the revaluation reserve relating to that asset are transferred
to retained earnings.
(e)
Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is either written off as incurred or accumulated in respect
of each identifiable area of interest. Tenement acquisition costs are initially capitalised where the
requirements under AASB 6 for so doing are satisfied. Costs are only carried forward to the extent that they
are expected to be recouped through the successful development of the areas, sale of the respective areas
of interest or where activities in the area have not yet reached a stage which permits reasonable
assessment of the existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which
the decision to abandon the areas is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves.
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.
Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities
are expensed as incurred and treated as exploration and evaluation expenditure.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 31
(f)
Impairment of Assets
At each reporting date, the Directors review the carrying values of its tangible and intangible assets to
determine whether there is any indication that those assets have been impaired. If such an indication exists,
the recoverable amount of the assets, being the higher of the asset’s fair value less costs to sell and value
in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its
recoverable amount is expensed to the statement of comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
(g)
Provisions
Provisions are recognised where there is a legal or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits will result and that outflow can be reliably
measured.
(h)
Revenue
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to
the financial assets.
(i)
Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker, who is responsible for allocating resources
and assessing performance of the operating segments, has been identified as the Board of Directors of
Taruga Minerals Limited.
Key Estimates – Impairment
The Directors assess impairment at each reporting date by evaluating conditions specific to the Group that
may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset
is determined.
An impairment provision of $764,561 (including foreign exchange movement during the year of $5,998) is
recognised in respect of prepaid acquisition consideration repayable to the Group (note 6) due to the
uncertainty surrounding the timing of the repayment to the Group.
Key Estimates – Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value
of the equity instruments at the date at which they are granted. The fair value is determined using a Black-
Scholes model.
The Group measures the cost of cash-settled share-based payments at fair value at the grant date using
the Black-Scholes model taking into account the terms and conditions upon which the instruments were
granted.
Critical 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.
(j)
Share based payments – shares and options
The fair value of shares and share options granted is recognised as an expense with a corresponding
increase in equity. Fair value is measured at grant date and recognised over the period during which the
grantees become unconditionally entitled to the shares or share options.
The fair value of share grants at grant date is determined by the share price at that time.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 32
The fair value of share options at grant date is determined using a Black-Scholes option pricing model that
takes into account the exercise price, the term of the option, any vesting and performance criteria, the share
price at grant date, the expected price volatility of the underlying share, the expected dividend yield and the
risk free rate for the term of the option.
Upon the exercise of the option, the balance of the share-based payments reserve relating to the option is
transferred to share capital.
(k)
Foreign currency translation
Both the functional and presentation currency of Taruga Minerals Limited is Australian dollars. Each entity
in the Group determines its own functional currency and items included in the financial statements of each
entity are measured using that functional currency.
Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange
rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies
are retranslated at the rate of exchange ruling at the balance date.
All exchange differences in the consolidated financial report are taken to profit or loss with the exception of
differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity.
These are taken directly to equity until the disposal of the net investment, at which time they are recognised
in profit or loss.
Tax charges and credits attributable to exchange differences on those borrowings are also recognised in
equity.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using
the exchange rate as at the date of the initial transaction.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates
at the date when the fair value was determined. Translation differences on assets and liabilities carried at
fair value are reported as part of the fair value gain or loss.
The functional currency of the subsidiary MGS Ghana is CFA Francs. The functional currency of the
subsidiary Taruga Congo SARLU was Congalese Franc.
As at the balance date the assets and liabilities of these subsidiaries are translated into the presentation
currency of Taruga Minerals Limited at the rate of exchange ruling at the balance date and income and
expense items are translated at the average exchange rate for the period, unless exchange rates fluctuated
significantly during that period, in which case the exchange rates at the dates of the transactions are used.
The exchange differences arising on the translation are taken directly to a separate component of equity,
being recognised in the foreign currency translation reserve.
On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that
particular foreign operation is recognised in profit or loss.
In addition, in relation to the partial disposal of a subsidiary that does not result in the Group losing control
over the subsidiary, the proportionate share of accumulated exchange differences are re-attributed to non-
controlling interests and are not recognised in profit or loss. For all other partial disposals (i.e. partial
disposals of associates or jointly controlled entities that do not result in the Group losing significant influence
or joint control), the proportionate share of the accumulated exchange differences is reclassified to profit or
loss.
(l)
Parent entity financial information
The financial information for the parent entity, Taruga Minerals Limited, disclosed in Note 22 has been
prepared on the same basis as the consolidated financial statements, except for Investments in subsidiaries
which 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.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 33
NOTE 2 – LOSS FROM CONTINUING ACTIVITIES BEFORE INCOME
TAX
Consolidated
2024
2023
$
$
Expenses
Depreciation of non-current assets continuing operations (Note 9):
Plant and Equipment
51,657
58,270
Office furniture and equipment
4,829
4,796
Motor vehicles
979
1,304
Total depreciation of non-current assets
57,465
64,370
Share-based payments:
Share-based payments to directors and consultants/employees
-
111,473
NOTE 3 – INCOME TAX
The prima facie tax expense at 30% on loss from continuing activities is reconciled to the income tax
expense in the financial statements as follows:
Consolidated
2024
2023
$
$
Loss from continuing operations
(10,298,576)
(964,151)
Prima facie income tax expense at 30% (2023: 30%)
(3,089,573)
(289,245)
Tax effect of permanent differences
Share-based payments
-
33,442
Impairment expense
1,242,000
-
Income tax expense adjusted for permanent differences
(1,847,573)
(255,803)
Deferred tax asset not brought to account
1,847,573
255,803
Income tax expense
-
-
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 34
NOTE 3 – INCOME TAX (CONTINUED)
Income tax benefit
The directors estimate the cumulative unrecognised deferred tax asset
attributable to the company and its controlled entity at 30% is as follows:
Consolidated
Deferred tax assets
2024
2023
$
$
Revenue losses after permanent differences
3,856,902
3,539,159
Capital losses
800,113
800,113
Capital raising costs yet to be claimed
73,413
146,150
Accruals
7,800
7,200
Exploration
(1,148)
(1,558,355)
Other
230
6,299
Deferred tax asset
4,737,310
2,940,566
The potential deferred tax asset has not been brought to account in the financial report at 30 June 2024
as the Directors do not believe it is appropriate to regard the realisation of the asset as probable. This
asset will only be obtained if:
(a)
The company and its controlled entity derive future assessable income of an amount and type
sufficient to enable the benefit from the deductions for the tax losses and the unrecouped
exploration expenditure to be realised;
(b)
The company and its controlled entity continue to comply with the conditions for deductibility
imposed by tax legislation; and
(c)
No changes in tax legislation adversely affect the company and its controlled entity in realising
the benefit from the deductions for the tax losses and unrecouped exploration expenditure.
Franking Credits
No franking credits are available at balance date for the subsequent financial year.
Consolidated
NOTE 4 – CASH AND CASH EQUIVALENTS
2024
2023
$
$
Cash at bank and on hand
2,330,422
3,220,789
Cash at bank earns interest at floating rates based on daily deposit rates.
Consolidated
NOTE 5 – TRADE AND OTHER RECEIVABLES
2024
2023
$
$
Current
GST receivable
5,299
-
Other receivables
19,754
29,830
25,053
29,830
No credit losses are expected at balance date.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 35
Consolidated
NOTE 6 – OTHER ASSETS
2024
2023
$
$
Share subscription receivable
Prepaid acquisition consideration at 1 July 2019
764,561
770,559
Impairment 1
(764,561)
(770,559)
-
-
1 Prepaid acquisition consideration totalling US$510,000 towards due diligence costs, and the acquisition
of the Kamilombe Project and adjacent tenure in the DRC. During 2020, management decided not to
pursue completing the acquisition and sought repayment of these advances. Due to concerns on the
timing of the repayment, which raises doubts about recoverability, management impaired the balance in
full in previous financial periods. Management continues to work on a repayment plan for these advances
with the unrelated third party.
Consolidated
NOTE 7 – FINANCIAL ASSETS
2024
2023
$
$
Kodal Minerals plc
Opening balance
1,834
1,834
Fair value gain
21,986
-
23,820
1,834
The Group’s equity investments in listed companies are grouped into level 1 of the fair value hierarchy.
These equity investments are valued using quoted prices in an active market.
There were no other financial assets or liabilities at 30 June 2024 requiring fair value estimation and
disclosure as their carrying values approximate fair value.
NOTE 8: MINERAL EXPLORATION AND EVALUATION
Consolidated
Note
2024
$
2023
$
Exploration and evaluation phase – at cost
Opening balance
9,334,516
8,200,267
Capitalised exploration expenditure
(i)
431,924
1,134,249
Impairment
(9,762,615)
-
Acquisition costs in respect of areas of
interest in the exploration phase
3,825
9,334,516
(i) During the year the Company carried out a review of the carrying value of exploration expenditure.
Although the areas of interest remain prospective there are some factors that would indicate an impairment
is necessary, including;
Flinders Project
•
Access restriction issues due to the determination under sections 21 and 23 of the Aboriginal
Heritage Act 1988 (SA) (Act) not to grant authorisation;
•
Unable to confirm future exploration expenditure plans.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 36
NOTE 8: MINERAL EXPLORATION AND EVALUATION (CONTINUED)
Mt Craig Project
•
Future expenditure plans are not known and depend on further positive results.
Due to the above the Company is unable to determine the recoverable amount of these exploration assets
in accordance with AASB 136 Impairment of Assets and has therefore recognised the following impairment
during the year:
Total
expenditure
Impairment
Carrying value
30 June 2024
Flinders Project
5,348,594
(5,348,594)
-
Mt Craig Project
4,328,055
(4,328,055)
-
Other projects
85,966
(85,966)
-
The recoverability of the carrying amounts of exploration and evaluation assets is dependent on the
successful development and commercial exploitation or sale of the respective area of interest as well
as maintaining rights of tenure.
NOTE 9 – PLANT AND EQUIPMENT
Consolidated
Cost
Motor Vehicles
Computer
Equipment
Plant
&
Equipment
Total
$
$
$
$
2024
Balance Brought Forward
14,033
21,378
287,186
322,597
Balance Carried Forward
14,033
21,378
287,186
322,597
Accumulated Depreciation
Balance Brought Forward
10,119
11,969
86,796
108,884
Charge
979
4,829
51,657
57,465
Balance Carried Forward
11,098
16,798
138,453
166,349
Net Book Value 30 June 2024
2,935
4,580
148,733
156,248
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 37
NOTE 9 – PLANT AND EQUIPMENT (CONTINUED)
Consolidated
NOTE 10 – OTHER ASSETS
2024
2023
$
$
Environmental bonds
110,000
110,000
110,000
110,000
Consolidated
NOTE 11 – TRADE AND OTHER PAYABLES
2024
2023
$
$
Trade creditors
60,840
45,241
GST Payable
-
61,681
Other payables
177,061
93,717
237,901
200,639
Trade payables are non-interest bearing and are normally settled on 30 day terms.
Consolidated
Cost
Motor Vehicles
Computer
Equipment
Plant
&
Equipment
Total
$
$
$
$
2023
Balance Brought Forward
14,033
19,827
98,105
131,965
Additions
-
1,551
189,081
190,632
Balance Carried Forward
14,033
21,378
287,186
322,597
Accumulated Depreciation
Balance Brought Forward
8,815
7,173
28,526
44,514
Charge
1,304
4,796
58,270
64,370
Balance Carried Forward
10,119
11,969
86,796
108,884
Net Book Value 30 June 2023
3,914
9,409
200,390
213,713
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 38
Consolidated
2024
2023
NOTE 12 – ISSUED CAPITAL
$
$
(a)
Issued capital
Shares fully paid
35,136,895
35,136,895
Movements in ordinary share capital of the Company were as follows:
Number
$
Opening balance at 1 July 2022
578,048,240
31,876,464
Placement
125,000,000
3,500,000
Issue of shares – performance rights
154,000
1,717
Issue of shares – in lieu of employee bonus’
2,824,545
81,912
Issue costs - cash
-
(323,198)
Closing balance at 30 June 2023
706,026,785
35,136,895
Number
$
Opening balance at 30 June 2023
706,026,785
35,136,895
Closing balance at 30 June 2024
706,026,785
35,136,895
Movements in options were as follows:
Number
Opening balance at 1 July 2022
51,750,000
11-Nov-22 Options issued to broker
6,000,000
Closing balance at 30 June 2023
57,750,000
1-Dec-23 Options expired
(18,000,000)
18-Feb-24 Options expired
(26,250,000)
Closing balance at 30 June 2024
13,500,000
Options on issue at 30 June 2024:
Options Expiring 8-Dec-24
5,000,000
Options Expiring 22-Feb-25
2,500,000
Options expiring 11-Nov-25
6,000,000
13,500,000
(b)
Voting and dividend rights
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion
to the number of shares held.
At shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each
shareholder has one vote on a show of hands.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 39
Consolidated
2024
2023
$
$
NOTE 13 – RESERVES
Share-based Payments Reserve
3,464,013
3,464,013
Foreign Currency Translation Reserve
34,850
34,850
3,498,863
3,498,863
Share-based Payment Reserve
2024
2023
$
$
Balance at beginning of the year
3,464,013
3,329,174
Reserve arising on share-based payments (expensed)
-
27,845
Reserve arising on share-based payments (included in equity)
-
106,994
Balance at end of the year
3,464,013
3,464,013
Foreign Currency Translation Reserve
2024
2023
$
$
Balance at beginning of the year
34,850
34,850
Reserve arising on translation of foreign subsidiaries
-
-
Balance at end of the year
34,850
34,850
Nature and purpose of Reserves
The foreign currency translation reserve is used to record exchange differences arising from the translation
of the financial statements of foreign subsidiaries. It is also used to record the effect of hedging net
investments in foreign operations.
This share-based payments reserve is used to record the value of equity benefits provided to employees,
Directors and consultants as part of their remuneration.
NOTE 14 – INVESTMENT IN CONTROLLED ENTITIES
Registered
Number
Country of
Incorporation
Interest Held
Value of investment
2024
2023
2024
2023
Parent
$
$
Taruga Minerals Limited
153 868 789
Australia
Subsidiaries
Taruga Congo SARLU
01-122-
N31711L
DRC
100%
100%
-
-
MGS Ghana Limited
CA-80, 601
Ghana
100%
100%
-
-
Strikeline Resources Pty
Ltd (Note 8)
631 241 355
Australia
100%
100%
-
4,140,000
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 40
NOTE 15 – SEGMENT INFORMATION
AASB 8 Operating Segments requires operating segments to be identified on the basis of internal reports
about components of the Group that are regularly reviewed by the Chief Operating Decision Maker in order
to allocate resources to the segment and to assess its performance.
The Group’s operating segments have been determined with reference to the monthly management
accounts used by the Chief Operating Decision maker to make decisions regarding the Group’s operations
and allocation of working capital. Due to the size and nature of the Group, the Board as a whole has been
determined as the Chief Operating Decision Maker.
The accounting policies of the reportable segments are the same as Group accounting policies.
During the period there was only one reportable segment, being the exploration of minerals in Australia.
NOTE 16 – NOTES TO THE STATEMENT OF CASH FLOWS
Consolidated
2024
2023
$
$
Reconciliation of loss after income tax to net operating cash flows
Loss from ordinary activities
10,298,576
964,151
Depreciation
(57,465)
(64,370)
Gain on financial assets held at FVTPL
21,986
-
Exploration expenditure expensed
28,183
(89,182)
Impairment expense
(9,762,615)
-
Exchange loss
-
(907)
Share-based payments
-
(111,473)
Movement in assets and liabilities
Receivables
(6,611)
(24,830)
Payables
(145,042)
145,660
Net cash used in operating activities
377,012
819,049
The cashflows for exploration expenditure have been reclassified as investing activity cashflows in the
annual report, these cashflows were previously classified as operating activity cashflows in the Appendix
5B quarterly cashflows.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 41
NOTE 17 – RELATED PARTY INFORMATION
a)
Transactions with Key Management Personnel
The transactions with key management personnel have been entered into under terms and conditions no
more favourable than those the Company would have adopted if dealing at arm's length.
b)
Directors and Executives Disclosures
The aggregate compensation made to directors and other key management personnel of the Group is set
out below:
Consolidated
2024
$
2023
$
Short-term employee benefits
126,000
345,652
Share based payments
-
78,323
Performance rights
-
6,865
Post-employment benefits
-
22,563
126,000
453,403
NOTE 18 – REMUNERATION OF AUDITORS
Consolidated
2024
2023
$
$
Auditing and reviewing of the financial statements of Taruga Minerals
Limited and of its controlled entities.
40,173
33,662
40,173
33,662
NOTE 19 – LOSS PER SHARE
The loss and weighted average number of ordinary shares used in the calculation of basic loss per share
is as follows:
Consolidated
2024
2023
$
$
Loss for the year
10,298,576
964,151
Number
Number
Weighted average number of ordinary shares outstanding during the
year used in the calculation of basic loss per share
706,026,784
658,265,186
There are no potential ordinary shares on issue at the date of this report.
NOTE 20 – FINANCIAL INSTRUMENTS
Financial Risk Management Policies
The Group’s financial instruments consist mainly of deposits with banks, accounts receivable, accounts
payable and hire purchase liabilities.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 42
NOTE 20 – FINANCIAL INSTRUMENTS (CONTINUED)
The Board’s overall risk management strategy seeks to assist the Group in meeting its financial targets,
whilst maintaining potential adverse effects on financial performance. The Group has developed a
framework for a risk management policy and internal compliance and control systems that covers the
organisational, financial and operational aspects of the group’s affairs. The Chairman is responsible for
ensuring the maintenance of, and compliance with, appropriate systems.
Financial Risk Exposures and Management
The main risks the group is exposed to through its financial instruments are interest rate risk, foreign
currency risk and liquidity risk.
Interest Rate Risk
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate
as a result of change in the market, interest rate and the effective weighted average interest rate on these
financial assets, is as follows:
Weighted Average Effective
Interest Rate
Floating Interest Rate
Consolidated
2024
2023
2024
2023
Financial Assets
$
$
Cash at Bank
1.326%
1.499%
2,330,422
3,220,789
Total Financial Assets
2,330,422
3,220,789
There are no financial liabilities subject to interest rate fluctuations.
The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed
in the statement of financial position and in the notes to and forming part of the financial statements.
Interest Rate Sensitivity Analysis
The Group has performed a sensitivity analysis relating to its exposure to interest rate risk. This sensitivity
analysis demonstrates the effect on the current year results and equity which could result in a change in
these risks.
At 30 June 2024 the effect on the loss and equity as a result of changes in the interest rate with all other
variables remaining constant is as follows:
Consolidated
2024
2023
$
$
Change in Loss
•
Increase in interest by 1%
23,304
32,207
•
Decrease in interest by 1%
(23,304)
(32,207)
Change in Equity
•
Increase in interest by 1%
23,304
32,207
•
Decrease in interest by 1%
(23,304)
(32,207)
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 43
NOTE 20 – FINANCIAL INSTRUMENTS (CONTINUED)
Liquidity Risk
The group manages liquidity risk by monitoring forecast cash flows. All liabilities are expected to be settled
in 3 to 6 months.
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance
date, is the carrying amount net of any provisions for doubtful debts, as disclosed in the statement of
financial position and notes to the financial statement.
In the case of cash deposited, credit risk is minimised by depositing with recognised financial intermediaries
such as banks, subject to Australian Prudential Regulation Authority Supervision.
The Group does not have any material risk exposure to any single debtor or group of debtors under financial
instruments entered into by it.
Capital Management Risk
Management controls the capital of the Group in order to maximise the return to shareholders and ensure
that the group can fund its operations and continue as a going concern.
Management effectively manages the Group’s capital by assessing the Group’s financial risks and adjusting
its capital structure in response to changes in these risks and in the market. These responses include the
management of expenditure and debt levels and share and option issues.
There have been no changes in the strategy adopted by management to control capital of the Group since
the prior year.
Net Fair Values
For financial assets and liabilities, the net fair value approximates their carrying value. The Group has no
financial assets or liabilities that are readily traded on organised markets at balance date and has no
financial assets where the carrying amount exceeds net fair values at balance date.
NOTE 21 - MATTERS SUBSEQUENT TO THE END OF FINANCIAL YEAR
No matters have arisen since 30 June 2024 that in the opinion of the directors has significantly affected or
may significantly affect in future financial years (i) the Group’s operations, or (ii) the results of those
operations, or (iii) the Group’s state of affairs.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 44
NOTE 22 - PARENT ENTITY DISCLOSURES
Financial Position
2024
2023
$
$
Total Current Assets
2,360,116
3,182,019
Total Non-current assets
270,073
9,346,784
TOTAL ASSETS
2,630,189
12,528,803
Total Current Liabilities
237,000
141,953
TOTAL LIABILITIES
237,000
141,953
NET ASSETS
2,393,189
12,386,850
EQUITY
Issued capital
35,136,895
35,136,895
Reserves
3,464,913
3,464,913
Accumulated losses
(36,208,619)
(26,214,958)
TOTAL EQUITY
2,393,189
12,386,850
Financial Performance
Loss for the year
9,993,661
963,245
Total comprehensive loss
9,993,661
963,245
The parent entity has not entered into any guarantees in relation to debts of its subsidiaries, has no
contingent liabilities, and has no commitments for acquisition of plant and equipment.
NOTE 23 – COMMITMENTS
Exploration expenditure commitments
In order to maintain rights of tenure to its Australian located mineral tenements, the Group is required to
outlay certain amounts in respect of rent and minimum expenditure requirements. The Group’s annual
commitments to meet this minimum level of expenditure is approximately $458,161 (2023: $836,500)
annually.
NOTES TO THE FINANCIAL
STATEMENTS
Taruga Minerals Limited
Page 45
NOTE 24 – CONTINGENT LIABILITIES
In addition to the acquisition consideration the Group will also make the following milestone payments to
the sellers of Strikeline Resources Pty Ltd. The probability and timing of these milestones cannot be reliably
estimated and have not been included in the acquisition consideration.
Performance Milestone 1: Following Taruga delineating a JORC Indicated Resource (as defined in JORC
2012) of 150,000t Cu Equivalent (Cu, Au, Ag) at the Project, Taruga will make a milestone payment to the
sellers of A$400,000 which may at the election of Taruga be paid in cash or Ordinary Fully Paid Shares at
the 14-day VWAP of Taruga’s Share price as traded on the ASX;
Performance Milestone 2: Following Taruga completing a positive Bankable Feasibility Study (as defined
in JORC 2012) in relation to the Project, Taruga will make a milestone payment to the sellers of A$500,000
which may at the election of Taruga be paid in cash or Ordinary Fully Paid Shares at the 14-day VWAP of
Taruga’s Share price as traded on the ASX; and
Performance Milestone 3: Following Taruga commencing commercial production (being first concentrate
sales) at the Project, the Company will make a payment to the sellers of A$500,000 which may at the
election of Taruga be paid in cash or Ordinary Fully Paid Shares at the 14-day VWAP of Taruga’s Share
price as traded on the ASX.
In accordance with the NSR agreement the Company will grant to the Vendors a 1% NSR in respect of all
precious, industrial minerals and base metals produced, sold and proceeds received from the Project.
Taruga will have the right to buy back the NSR from the sellers for total consideration of A$500,000 which
may at the election of Taruga be paid in cash or Ordinary Fully Paid Shares at the 30-day VWAP of Taruga’s
Share price as traded on the ASX.
The Company had no other contingent liabilities at 30 June 2024 or 30 June 2023.
CONSOLIDATED ENTITY
DISCLOSURE STATEMENT
Taruga Minerals Limited
Page 46
Name
Type of entity
% of
share
Country of
Incorporation
Australian
resident or
foreign
resident
Foreign
jurisdiction (s)
of foreign
residents
Parent
Taruga Minerals Limited
Body Corporate
-
Australia
Australian
n/a
Subsidiaries
Taruga Congo SARLU
Body Corporate
100
DRC
Foreign
DRC/Australia
MGS Ghana Limited
Body Corporate
100
Ghana
Foreign
Ghana/Australia
Strikeline Resources Pty
Ltd
Body Corporate
100
Australia
Australia
n/a
Basis of preparation
This consolidated entity disclosure statement (CEDS) has been prepared in accordance with the
Corporations Act 2001 and includes information for each entity that was part of the consolidated entity as
at the end of the financial year in accordance with AASB 10 Consolidated Financial Statements.
Determination of tax residency
Section 295 (3A)(vi) of the Corporation Act 2001 defines tax residency as having the meaning in the Income
Tax Assessment Act 1997. The determination of tax residency involves judgement as there are different
interpretations that could be adopted, and which could give rise to a different conclusion on residency.
In determining tax residency, the consolidated entity has applied the following interpretations:
• Australian tax residency
The consolidated entity has applied current legislation and judicial precedent, including having
regard to the Tax Commissioner's public guidance in Tax Ruling TR 2018/5
• Foreign tax residency
Where necessary, the consolidated entity has used independent tax advisers in foreign jurisdictions
to assist in its determination of tax residency to ensure applicable foreign tax legislation has been
complied with (see section 295(3A)(vii) of the Corporations Act 2001).
DIRECTORS’ DECLARATION
Taruga Minerals Limited
Page 47
In the opinion of the directors of Taruga Minerals Limited (“the Company”):
1)
The attached financial statements and notes thereto are in accordance with the Corporations Act
2001 including:
(a)
complying with Australian Accounting Standards, the Corporations Regulations 2001,
professional reporting requirements and other mandatory requirements; and
(b)
giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its
performance for the period then ended; and
2)
There are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
3)
The financial statements and notes thereto are in accordance with International Financial Reporting
Standards issued by the International Accounting Standards Board.
4)
This declaration has been made after reviewing the declarations required to be made to the
Directors in accordance with section 295A of the Corporations Act 2001 for the financial period
ended 30 June 2024.
5)
The consolidated entity disclosure statement on page 46 is true and correct as at 30 June 2024
This declaration is signed in accordance with a resolution of the Board of Directors made pursuant to
s.303(5) of the Corporations Act 2001.
Gary Steinepreis
Non-Executive Director
Dated Perth 30 September 2024
Taruga Minerals Limited
Page 48
INDEPENDENT AUDITOR’S REPORT
To the Members of Taruga Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Taruga Minerals Limited (“the Company”) and its controlled entities
(“the Group”), which comprises the consolidated statement of financial position as at 30 June 2024, 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, notes to the financial
statements, including material accounting policy information, the consolidated entity disclosure statement
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 2024 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.
Taruga Minerals Limited
Page 49
Key Audit Matter
How our audit addressed the key audit matter
Deferred mineral exploration and evaluation
Refer to Note 7
The
Group
has
capitalised
mineral
exploration and evaluation expenditure of
$3,825 as at 30 June 2024.
The
Group
also
made
a
significant
impairment
to
mineral
exploration
and
evaluation expenditure during the year.
Our audit procedures determined that the
accounting for capitalised mineral exploration
and evaluation expenditure was a key audit
matter as it was an area which required a
significant amount of audit effort and
communication with those charged with
governance and was determined to be of key
importance to the users of the financial
statements.
Our procedures included but were not limited to
the following:
-
We obtained an understanding of the key
processes associated with management’s
review of the carrying value of the
capitalised mineral exploration and
evaluation expenditure;
-
We tested a sample of mineral exploration
and evaluation expenditure capitalised
during the year;
-
We considered the Directors’ assessment
of impairment;
-
We obtained evidence that the Group has
current rights to tenure of its areas of
interest;
-
We examined the exploration budget and
discussed with management the nature of
planned ongoing activities; and
-
We examined the disclosures made in the
financial report.
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2024, 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:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
(b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
Taruga Minerals Limited
Page 50
for such internal control as the directors determine is necessary to enable the preparation of:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
(b) the consolidated entity disclosure statement that is true and correct 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.
Taruga Minerals Limited
Page 51
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, actions taken to eliminate threats
or safeguards applied.
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 within the Directors’ Report for the year ended 30 June
2024.
In our opinion, the Remuneration Report of Taruga Minerals Limited for the year ended 30 June 2024
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
N G Neill
Chartered Accountants
Partner
Perth, Western Australia
30 September 2024
ASX Additional Information
AND CONTROLLED ENTITIES
Taruga Minerals Limited
Page 52
ANALYSIS OF SHAREHOLDING as at 20 September 2024
Shareholders
Shares
1
-
1,000
201
69,435
1,001
-
5,000
85
271,869
5,001
-
10,000
108
891,822
10,001
-
100,000
553
24,041,786
100,001
-
or more
393
680,751,873
Total
1,340
706,026,785
The number of shareholdings held in less than marketable parcels is 792, holding 12,685,335 shares.
Voting Rights
Article 16 of the Constitution specifies that on a show of hands every member present in person, by attorney
or by proxy shall have:
a) for every fully paid share held - one vote
b) for every share which is not fully paid a fraction of the vote equal to the amount paid up on the
share over the nominal value of the shares
Substantial Shareholders
The following substantial shareholders have notified the Company in accordance with Corporations Act
2001.
Nil.
Directors’ Shareholding
The interest of each director in the share capital of the Company is detailed in the director’s report.
Securities Subject to Escrow
Nil.
ASX Additional Information
AND CONTROLLED ENTITIES
Taruga Minerals Limited
Page 53
TOP TWENTY SHAREHOLDERS
Position Holder Name
Holding
% IC
1
GLAMOUR DIVISION PTY LTD
30,771,441
4.36%
2
MR PHILIP ALAN SPEAKMAN
30,000,000
4.25%
3
MR THOMAS LINE
26,237,252
3.72%
4
MOUTIER PTY LTD
25,000,000
3.54%
5
TWO TOPS PTY LTD
25,000,000
3.54%
6
REPLAY HOLDINGS PTY LTD
20,000,000
2.83%
7
SL CURTIS PTY LTD
20,000,000
2.83%
8
CITICORP NOMINEES PTY LIMITED
17,612,093
2.49%
9
RANCHLAND HOLDINGS PTY LTD
16,146,903
2.29%
10
MCNEIL NOMINEES PTY LIMITED
15,440,566
2.19%
11
BNP PARIBAS NOMS PTY LTD
15,345,249
2.17%
12
GOLDJAZZ PTY LTD
15,000,000
2.12%
13
ADRA FUTURE CO LIMITED
12,550,797
1.78%
14
BOTSKY PTY LTD
11,206,176
1.59%
15
MONTROSE INVESTMENTS (WA) PTY LTD
10,000,000
1.42%
16
MELVIN PEEBLES PTY LTD
10,000,000
1.42%
17
MR EDWARD FRANK DAVISON
10,000,000
1.42%
18
TALLTREE HOLDINGS PTY LTD
9,999,994
1.42%
19
OAKHURST ENTERPRISES PTY LTD
9,004,049
1.28%
20
MR ASLAM MOHAMMAD
8,468,716
1.20%
Total of Top 20
337,783,236
47.84%
Total issued capital
706,026,785
100.00%
The name of the Company Secretary is Daniel Smith.
The address of the registered office is: Level 8, 99 St Georges Terrace, Perth WA 6000.
Registers of securities are held by Automic Group, Level 2/267 St Georges Terrace WA 6000
Quotation has been granted for all the ordinary shares of the Company on the Australian Securities
Exchange Ltd (ASX:TAR).
Unquoted Securities
Options
There are 5,000,000 unlisted options exercisable at $0.065 each on or before 8 December 2024; 2,500,000
unlisted options exercisable at $0.06 each on or before 22 February 2025; and 6,000,000 unlisted options
exercisable at $0.045 each on or before 11 November 2025.
Options Exercisable at $0.065 expiring 8/12/24
% Interest
Mr David Michael Chapman & Ms Michele Wollen
100%
ASX Additional Information
AND CONTROLLED ENTITIES
Taruga Minerals Limited
Page 54
Options Exercisable at $0.06 expiring 22/02/25
% Interest
Foster Stockbroking Nominees Pty Ltd
70%
Bridgeco Partners Pty Ltd
30%
Options Exercisable at $0.045 expiring 11/11/25
% Interest
Bell Potter Nominees Ltd
75.25%
Interests in tenements held directly by Taruga Minerals or subsidiary company
Tenements
Held
Country
E70/5029
100% (In application)
Australia
E70/5030
100% (In application)
Australia
E70/5031
100% (In application)
Australia
EL6362 (Flinders)
100%
Australia
EL6437 (Torrens)
100%
Australia
EL6541 (MCP)
100%
Australia
EL6695 (MCP)
100%
Australia
EL6843 (Martins Well)
100%
Australia
EL6829 (MCP)
100%
Australia
E51/1832
20%
Australia