TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
ANNUAL REPORT
FOR THE YEAR ENDED
30 JUNE 2022
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
Contents
Letter from the Chair
Corporate Directory
Directors’ Report
Auditor's Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors' Declaration
Independent Auditor's Report
Additional Information (ASX Listing Rules)
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TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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Chair’s Review
Dear Shareholders,
Welcome to TechGen Metals Limited’s (“TechGen” or
“Company”) Annual Report for the year ended 30 June 2022.
Since our debut in April 2021, TechGen continues to be a
compelling investment opportunity as we aggressively explore
our portfolio of copper and gold projects and deliver on all our
exploration commitments.
Through July to September 2022, TechGen ’s maiden RC drill
campaigns on the ‘Big 3’ have made for an extremely busy
period as we endeavour to provide shareholders with the
potential for early exploration upside. Importantly, we are
encouraged by the prospectively of our targets where textbook
geology, geophysics and geochemistry targets align for a
potential Tier 1 copper, silver, and gold discovery.
Our post year-end gold discovery at John Bull (NSW) is extremely encouraging and confirms a broad
zone of mineralisation with high grade intercepts, open in all directions. Moving to the highly prospective
Ashburton Basin in Western Australia, TechGen ‘s Mt Boggola and Station Creek copper/silver projects
were cherry picked with historic workings, widespread anomalism, and no modern geophysics.
Importantly, the Company’s Mt Boggola and Station Creek projects provide a first mover advantage in a
world class mineral province.
Subsequent to the year end, we welcomed Rio Tinto Exploration (“Rio”) as our new joint venture partner
for our WA Harbutt Range project in the Paterson Orogen. The project contains several favourable
geophysical targets in a region that is host to world class mineral deposits, and we look forward to working
with Rio on progressing the exploration of this region.
We are very pleased with the systematic exploration approach and progress being made on our current
projects and will continue our generative strategy to new prospects that maintains a pipeline of discovery
opportunities that complement our current portfolio. We will also continue to maintain a strong financial
position and exercise discipline on capital management.
I would like to thank our valued shareholders, my fellow Directors and the entire TechGen team for your
continued support. I am confident that TechGen is well positioned for what we expect to be an exciting
period of continued development, set against a backdrop of exposure to a long-term bullish commodity
outlook.
Yours Sincerely
Maja McGuire
Non-Executive Chair
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TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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Corporate Directory
Directors
Maja McGuire (Non-Executive Chair)
Ashley Hood (Managing Director)
Andrew Jones (Executive Director)
Rick Govender (Non-Executive Director)
Company secretary
Rick Govender
Registered office
683 Murray Street
West Perth WA 6005
Principal place of business
683 Murray Street
West Perth WA 6005
Share register
Auditor
Solicitors
Automic Pty Ltd
Level 5 126 Philip St
Sydney NSW 2000
PKF Brisbane Audit
Level 6, 10 Eagle Street
Brisbane QLD 4000
Nova Legal Pty Ltd
Level 2 50 Kings Park Road
West Perth WA 6005
Website
www.techgenmetals.com.au
ASX ticker
TG1
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TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
DIRECTORS REPORT
Your directors present their report on TechGen Metals Ltd (“the Company”) and its controlled entities (“the Group”)
for the financial year ended 30 June 2022.
The names of the directors in office at any time during, or since the end of, the year are:
Andrew Jones
Ashley Hood
Maja McGuire
Rick (Sathiaseelan) Govender
The Company Secretary is Rick Govender.
Directors have been in office since the start of the financial year to the date of this report, unless otherwise stated.
Principal Activities
During the financial year the principal continuing activities of the Company consisted of mineral exploration
activities in Western Australia and more recently New South Wales.
Review of Operations
TechGen Metals Limited (“TechGen” or the “Company”) is pleased to provide an update on exploration activities
completed during the year ended 30 June 2022.
The Company is a highly active junior explorer with 100% ownership of several gold and copper exploration
projects which are strategically located in Australia. The spread of projects across these three highly prospective
geographical regions provides the Company with geographical and operational diversification.
The following highlights were recorded during the 2022 period:
Station Creek Project (Copper – Silver – Gold)
• At the Station Creek Project high-grade Cu-Ag rock chip samples were returned (Peak 54.8% Cu
& 259g/t Ag) and an Induced Polarisation (IP) geophysical survey was completed.
• Induced Polarisation geophysical surveys at the Station Creek Project identified high-priority
chargeability ± resistivity un-tested targets corresponding with high grade copper surface rock
chip samples (TA1 & TA2 Prospects).
Mt Boggola Project (Copper – Gold – Silver)
• Ground EM and modelling of Airborne VTEM data was completed at the Mt Boggola Project.
• Planning for the drill testing of three discrete EM conductors at the Mt Boggola Project continued. The EM
conductors at Mt Boggola have not been previously drill tested.
• The Mt Boggola project was expanded with a new Exploration Licence application that was made to
consolidate prospective geological units.
• A new airborne VTEM survey has been booked to cover further parts of the project not previously surveyed.
• The Mt Boggola Project was awarded a co-funded drilling grant under the WA State Government's
Exploration Incentive Scheme (EIS) for upcoming drilling.
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John Bull Project (Gold)
• Completed the acquisition of the Jackadgery Project (renamed John Bull Project) located in the New England
Orogen in northern NSW, June 2022.
Blue Rock Valley (Copper)
• Ground EM and modelling of airborne VTEM data was completed during the September Quarter 2021 at
the Blue Rock Valley Copper Project identifying high priority conductors for immediate drill testing.
• High-grade Cu rock chip samples were returned (Peak 49.9% Cu), XRD analysis of a rock chip sample
identified copper sulphide minerals, project area expanded by two new Exploration Licence applications
and an RC drilling program of 7 holes for 1,153 metres was completed with visual copper identified in drill
chips.
• Assays results from RC drilling at the Blue Rock Valley Project included 4m @ 1.02% & 8m @ 0.54% Cu.
Narryer Project (Nickel – Copper – PGE)
• Rock chip sample results confirmed the presence of ultramafic rock types at the Narryer
Project.
• Soil & rock chip sampling program was completed at the Narryer Project.
• An airborne magnetic and radiometric survey has been planned.
Ida Valley (Gold)
• Stage 2 RC drilling program of 15 holes for 1,389 metres completed at the Ida Valley Gold Project.
• Assay results from RC drilling at the Ida Valley Project included 1m @ 2.65g/t & 1m @ 2.17g/t Au.
El Donna (Gold)
• Soil sampling survey of 557 samples completed at the El Donna Gold Project with assay
results awaited.
• At the El Donna Project sampling results identified new areas of gold and arsenic soil
anomalism (Peak 92ppb Au & 481ppm As).
Harbutt Range (Gold, Copper, Lead, Zinc)
• At the Harbutt Range Project a ground EM survey was completed identifying two bedrock
conductors at the Control Prospect.
COMPANY PROJECTS
Ashburton Basin Projects
The Ashburton Basin, and Edmund Basin to the south, is a northwest trending arcuate belt of
Proterozoic-age sedimentary and volcanic rocks which forms the northern part of the Capricorn
Orogen. The Capricorn Orogen is a major tectonic zone, 1,000km long and 500km wide located
between the Archean Yilgarn and Pilbara Cratons of Western Australia.
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The Ashburton Basin contains numerous gold and base metal prospects, but few major mineral
deposits have yet been discovered. The Company considers its Ashburton Basin Projects to be
prospective for both gold and base metal mineralisation and that overall, the Ashburton Basin is under-
explored (Figure 1).
Figure 1: Location of the Ashburton Basin Projects.
Station Creek Project (Copper - Silver - Gold)
The Station Creek Project is located 70km southwest of Paraburdoo in northern Western Australia.
The project comprises Exploration Licence E08/2946 covering an area of 54km2 (Figure 2).
The Station Creek project was exceptionally busy during the June Quarter with a Gradient Array
Induced Polarisation (GAIP) and Dipole-Dipole Induced Polarisation (DDIP) ground geophysics
surveys being successfully completed. The surveys were undertaken to cover an area where
exceptional high-grade copper and silver rock chip samples have previously been reported by the
Company. The GAIP survey covered a rectangular area 2.2km x 1.8km. Three DDIP north-south lines
were surveyed consisting of a total of 4.2-line km of traversing. Two high priority targets have been
identified, referred to as the TA1 and TA2 Prospects (Figure 3).
Prospect TA1 has a GAIP chargeability high extending over an east-west area of 600m x 100m and
coincident DDIP chargeability and resistivity highs (Figure 4). The IP highs correspond to previously
reported exceptional high-grade copper and silver rock chip samples taken along a 220m long area of
a NE trending fault zone. The copper anomalous rock chip zone remains open to both the NE and the
SW. Assay results, previously reported, include 54.8%, 47.3%, 26.3%, 18.35% and 8.14% Cu along
with high-grade silver to 249g/t as well as anomalous gold, antimony, and arsenic. Prospect TA2
corresponds to a GAIP chargeability high which coincidentally is at the same location as a 7.32% Cu
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DIRECTORS REPORT
rock chip sample and close to a 1.27g/t Au rock chip sample taken by the Company in 2020. DDIP
surveying was not undertaken at the TA2 Prospect area.
During the March Quarter a field trip was completed to the project during which 7 rock chip samples
were collected. Five of these samples were taken along an interpreted northeast (NE) – southwest
(SW) trending splay fault in an area with some previously reported high-grade Cu-Ag rock chip
samples; and two samples were taken from a newly identified area where no previous sampling is
recorded.
The samples from the splay fault zone area have extended the known zone of copper mineralisation to
+220 metres in length and the zone remains open to the NE and the SW. Stunning assay results were
returned including 54.8%, 47.3%, 26.3%, 18.35% and 8.14% Cu. The samples also contained high-
grade silver including 249g/t and 164g/t as well as some anomalous gold and elevated antimony and
arsenic. Sample SCR41, taken from a newly identified area of quartz veining with no previous
sampling, returned a very encouraging assay result of 2.81% Cu and 12.5g/t Ag.
Figure 2: Recent rock chip sampling, IP survey area & interpreted faults on airborne magnetics, Station
Creek.
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Figure 3: TA1 & TA2 IP chargeability anomalies shown (GAIP chargeability as background).
(DDIP Line
???
?
???
?
Figure 4: Dipole-Dipole IP line 502400mE (Line 3) TA1 target.
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DIRECTORS REPORT
Mt Boggola Project (Copper - Gold - Silver)
The Mt Boggola Project is located 60km south of Paraburdoo in Western Australia. The project
comprises four Exploration Licences, E08/2996, E08/3269, E08/3458 and E08/3473, covering a
combined area of 352km2 (Figure 5). Previous drilling and rock chip sampling has identified areas of
copper-gold-silver anomalism in the project area.
Previous exploration by the Company has identified three discrete EM conductors in the northwest
project area which lie adjacent to a magnetically distinct sequence of submarine volcanic rocks. The
EM conductors have not previously been drill-tested.
The Company plans to undertake an RC drilling program in the September Quarter 2022 and has again
booked an airborne VTEM and magnetics survey to cover additional areas of the project area with this
survey anticipated to also commence during the September Quarter.
During the December Quarter 2021 the Company was awarded a co-funded drilling grant of $150,000
under the WA State Government's Exploration Incentive Scheme (EIS). This funding will assist with
the planned drill testing of newly identified strong and discrete bedrock EM anomalies, an interpreted
intrusion (Magnetic high) with high grade Cu - Au veins and down dip and along strike from shallow
historic drill intercepts.
The project area has been expanded since IPO with new Exploration Licence applications over
extensions of the "Boggola North Beds" along strike from the existing project area. The "Boggola
North Beds" are considered highly prospective for gold and base metal mineralisation and consist of
felsic, mafic and ultramafic volcanics, cherts, BIF, jaspilite and volcaniclastic and clastic sediments.
New applications also cover prospective geological basin contacts (Ashburton Basin – Edmund
Basin). Historical drilling located mineralisation close to the basin margin confirming the potential of
the area. With the new applications, the project area now contains 20km of the strike along the basin
margin between the Ashburton Basin and Edmund Basin. The basin margin area is considered
prospective for sediment hosted base metal mineralisation occurrences and previous exploration has
already identified anomalous zinc in rock chips up to 3.1% Zn (range 3ppm to 31,000ppm Zn) and
zinc in drilling up to 3m @ 1.25% Zn from 19m (Hole PBZ5).
During the September Quarter 2021 field teams were busy with ground EM surveys conducted and
completed over two of the airborne EM bedrock conductors previously identified. The 3rd conductor
was modelled from the airborne EM data. The Company is highly encouraged by the conductors
location being in areas of favourable geological setting, magnetic and structural complexity.
Preparation and planning is currently underway to drill test the three bedrock conductors identified
from EM surveying and other geochemical and structural targets at the project area.
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Figure 5: Mt Boggola Project map showing recent application (red outline), previous drilling and rock chip
coverage on airborne magnetics.
Blue Rock Valley Project (Copper/Silver)
The Blue Rock Valley Project is located 175km west of Paraburdoo in northern Western Australia.
The project comprises four Exploration Licences, E08/3030, E08/3276, E08/3453 and E08/3454,
covering a combined area of 880km2(Figure 6).
In the September Quarter the Company undertook ground EM surveys over two conductors identified
from airborne EM surveying and also detailed modelling of the airborne VTEM data over two other
conductors. Four conductors of interest were identified at the Blue Rock Valley Copper Project.
One conductor considered highly significant due to its location adjacent to historic copper workings
(Blue Rock Cu Prospect) strikes NW - SE over several hundred metres. Another conductor is larger
and also potentially significant as it sits adjacent to a structural flexure/bend within the regional Talga
Fault. The Talga Fault is believed to be the structural conduit responsible for historic copper oxide
mineralisation at the Blue Rock Cu Prospect. Two other conductors are localised, late time, conductors
present on a single flight line, in favourable structural and geological settings on or adjacent to mapped
structures/fold axial traces.
Heritage surveys and drill planning were successfully completed during the September Quarter.
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During the December Quarter 2021 the Company received stunning rock chip copper assays of 49.9%
Cu, 37.6% Cu, 16.05% Cu, 14.85% Cu & 11.75% Cu from 5 rock chip samples collected in the vicinity
of the historic Blue Rocks Cu Mine workings. Encouraging X-Ray Diffraction (XRD) analysis were
completed on these same 5 samples and highlighted the presence of three sulphide minerals (Digenite,
Covellite & Chalcocite), two sulphate minerals (Brochantite & Antlerite) along with the copper
carbonate minerals azurite and malachite.
The Company also significantly expanded the Blue Rock Valley Project area during the Quarter by
making two new Exploration Licence Applications which are contiguous with the current project area
and are along strike from known EM anomalies and cover portions of the regionally significant Talga
Fault Zone (a deep mantle tapping regionally significant fault zone).
A reverse circulation (RC) drilling program was completed at the Blue Rock Valley Project during the
December Quarter with 7 RC holes completed for 1,153 metres. The program was designed to test a
series of EM conductors, identified by Airborne EM and ground EM surveys, considered prospective
for sulphide mineralisation occurrences. Drilling intersected low levels (<5%) of copper carbonate
mineralisation, malachite ± azurite, in three drill holes (holes BRRC003 - BRRC005). Copper
carbonates were intersected over a 3m interval (7-10m) in drill hole BRRC003, over a 7m interval (7-
14m) in drill hole BRRC004 and over a 3m interval in drill hole BRRC005.
March 2022, Assay results received confirmed the presence of highly anomalous copper in three
separate drill holes. Two of the drill holes, BRRC004 & BRRC005, both returned assays of greater
than 1% Cu from shallow depths. Best results include 4m @ 1.02% Cu from 0 - 4m (BRRC005) and
8m @ 0.54% Cu from 6m - 14m (BRRC004). Anomalous copper assays correlate well with intervals
of copper carbonates (malachite ± azurite) logged on site during drilling.
Figure 6: Drill hole locations, Blue Rock Valley Project.
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John Bull Project (Gold)
During the June Quarter 2022 the Company announced the execution of a binding term sheet to acquire
the Jackadgery Project (now renamed John Bull Project) located between Glen Innes and Grafton in
northern New South Wales within the New England Orogen. The acquisition comprises the purchase
of 100% interest in tenement EL9121 and the assignment of an option to acquire a 90% interest in
tenement EL8389. The New England Orogen forms the eastern margin of the Australian continent and
extends for over 1,700km from central NSW through to northern QLD. The rock units that form the
New England Orogen range in age from Neoproterozoic through to Mesozoic. Numerous mineral
deposit styles are known within the New England Orogen.
Historic gold workings at the John Bull Project consist of several shallow shafts sunk in the 1870’s
and two later, large areas of surface gold sluicing. Creeks below the colluvial workings have also been
worked for alluvial gold. Sheeted and stockwork quartz veining is widespread over the area of the
sluiced colluvial workings, with veins dipping generally eastward at 400 to 600. Sulphides comprise
almost entirely pyrite - arsenopyrite ± pyrrhotite. The last significant exploration activity was carried
out between 1983 to 1985 by Kennecott and Southern Goldfields Ltd. Activity included a 220m long
backhoe dug trench into weathered quartz veined bedrock across the main (northern) area of alluvial
gold sluicing, which averaged 1.2 g/t Au across the interval 0 - 160m (with 5m composite assay
intervals ranging up to 18.0 g/t and 7.1 g/t Au). Sample assay repeats of higher-grade zones indicate
some degree of variability in results which is commonly associated with the presence of coarse gold.
Yilgarn Craton Projects
The Archean-age Yilgarn Craton is Australia's premier gold and nickel province and is located in the
southern half of Western Australia (Figure 7). The Craton consists of oval shaped areas of granite
rocks fringed by arcuate greenstone belts and has been divided into a number of geological terranes
which are separated by significant regional scale faults. The Company considers the El Donna and Ida
Valley Projects to be prospective for gold mineralisation and the Narryer Project to be prospective for
nickel-copper-PGE mineralisation.
Figure 7: Location of the Yilgarn Craton Projects.
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Narryer Project
The Narryer Project is located 650km north of Perth and consists of Exploration Licence Application
E20/1022 and Exploration Licence Application E09/2699 (pegged during the Quarter) covering a
combined area of 380km2(Figure 8). The project is in the Narryer Terrane on the edge of the Archean-
aged Yilgarn Craton. The western edge of the Yilgarn Craton represents the emerging under-explored
West Yilgarn Ni-Cu-PGE Province which covers an area of 1,200km x 100km. The West Yilgarn Ni-
Cu-PGE Province contains the Julimar Ni-Cu-PGE Deposit discovered in March 2020 by Chalice
Mining Limited. At the Narryer Project, interpretation of available airborne magnetic and geological
data by Company personnel and external consultants has highlighted the 15km x 4km magnetic feature
running NE-SW up the eastern side of E20/1022 and offset structurally but continuing into E09/2699
as a possible mafic-ultramafic intrusion and thus an area of high interest for exploration. The magnetic
feature is almost completely covered by alluvial sand cover and no previous exploration appears to
have targeted the feature identified. Field work in the March quarter commenced at the project that
included broad spaced reconnaissance soil sampling along east - west sample lines to cover the length
of the eastern 15km x 4km magnetic feature with additional mapping and rock chip sampling of target
zones in the western project area. The highly magnetic linear feature running NE-SW through the
western project area is most likely banded iron formation (BIF) and this will be confirmed by the field
program. The recently completed inaugural field work by the Company included geological
reconnaissance, rock chip sampling (18 samples) and an ultrafine soil sampling program along 12 east-
west sample lines (277 samples; Figure). Whilst in the field several areas of outcrop were located over
the eastern magnetic feature with rock chip assay results confirming visual interpretation that
ultramafic (> 18% MgO) and mafic rock units are present. The ultramafic rock units, samples NR013,
NR016 & NR017, are also elevated in chromium and nickel as expected in an ultramafic rock. Soil
sampling assay results are awaited.
Figure 8: Rock chip & soil sampling at the Narryer Project on regional airborne magnetics.
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Ida Valley Project
The Ida Valley Project is located 90km northwest of Leonora in the Goldfields Region of Western
Australia. The project consists of three Exploration Licences, E29/1053, E36/979 and E36/1015,
covering a combined area of 199 km2 and is located within the Kalgoorlie Terrane of the Yilgarn
Craton (Figure 9).
During the September quarter the Company completed its second stage RC drilling program of 15 drill
holes for 1,389 metres. This second stage RC drilling program was designed to follow-up highly
encouraging maiden discovery drill results received by the Company in July 2021. Some of the better
inaugural 4m composite RC results included: 8m @ 2.30 g/t Au from 36m (Hole IVRC003 which
included 4m @ 4.02g/t Au), 8m @ 1.25g/t Au from 20m (Hole IVRC001), 36m @ 0.95g/t Au from
52m (Hole IVRC002) and 4m @ 1.63g/t Au from 52m (Hole IVRC011).
Stage 1 RC drilling previously completed at the project was at the Central Zone only. The recently
completed stage 2 drilling program followed up the best mineralised sections at the Central Zones east
and west shears which are separated by approximately 500m east to west of a local prominent magnetic
high. Drilling also tested soil anomalism at the Southern Anomaly and Northern Anomaly. The
+1.3km long Southern Anomaly is the largest soil anomaly identified in the project are and was tested
with 5 holes over a 300m length (holes IVRC012 to IVRC016).
Stage RC 2 drilling intersected rock units which included amphibolite, ultramafic and pegmatite
beneath shallow weathering (<20m). Zones of quartz veining were intersected in several holes as well
as zones of disseminated pyrite and pyrite veining (Image 1). The full length of each drill hole has
been composite sampled (4m) and submitted to ALS Laboratories for Au and multi-element analysis.
In the March quarter 2022, assay results were received from an RC program consisting of 15 drill
holes for 1,395m completed in the previous Quarter. This second stage RC drilling program was
designed to follow-up highly encouraging maiden discovery drill results received by the Company in
June 2021 and test soil gold anomalism at the Southern Anomaly and Northern Anomaly.
Encouraging results from this program include 1m @ 2.65 g/t Au from 60 - 61m within a broader zone
of 13m @ 0.40g/t Au (IVRC018) at the Central Western Zone and 1m @ 2.17 g/t Au from 58 - 59m
within a broader zone of 11m @ 0.47g/t Au (IVRC020) at the Central Eastern Zone. To date the
projects peak results are 884 ppb Au in soils and 6.6 g/t Au in rock chips.
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Image 1: Photo showing RC drill rig and samples from IVRC022 at the Ida Valley Gold
Project, ~9m sulphide mineralisation circled.
Figure 9: Map of the Ida Valley Project with soil sampling coverage and recent RC drilling shown.
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El Donna Project
The El Donna Project is located 50km northeast of Kalgoorlie in the Goldfields Region of Western
Australia. The project consists of a single Exploration Licence, E27/610, covering an area of 14km2
located within the Kurnalpi Terrane of the Yilgarn Craton (Figure 10). The El Donna Gold Project is
considered prospective for gold mineralisation similar to that observed at both the Mayday North Gold
Mine, 2km to the north, and the Penny's Find Gold Mine, 3.5km to the south.
The El Donna Gold Project is considered prospective for gold mineralisation similar to that observed
at both the Mayday North Gold Mine, 2km to the north, and the Penny's Find Gold Mine, 3.5km to
the south. During the Quarter Sep the Company undertook a 557-sample soil sampling program along
east-west sample lines. A review of previous exploration across the project area had indicated that
work has concentrated on the central project area with no to minimal exploration undertaken on the
western and eastern borders of the project.
During the December Quarter 2021 the assay results from a soil sampling program completed in the
previous Quarter were received. The program was designed to test areas of the project not previously
explored. Sampling was at 100m spacings along 200m spaced east-west sample lines. Assays returned
a peak value of 92ppb Au (0.092ppm) and 481ppm As. The 95th percentile value for gold is 40ppb
(0.04ppm). Assay results have identified several new areas of gold anomalism and arsenic anomalism
which include a 1.3km long +20ppb Au anomaly in the western project area and a 1km long +20ppb
Au anomaly in the eastern project area along with several other areas of anomalism.
Figure 10: Soil sampling results (+20ppb Au contour) and previous drilling at the El Donna Project.
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Paterson Orogen Projects
The Proterozoic-aged Paterson Orogen contains Telfer, one of Australia's largest gold deposits, the
Kintyre Uranium deposit and the Nifty Copper Mine (Figure 11). The Orogen can be subdivided into
two major packages of rocks. The older package is the Rudall Complex and the younger package is
subdivided into the Lamil Group, Throssell Group and Tarcunyah Group. The Paterson Orogen has
seen a high level of recent exploration activity following the discovery of the Havieron Au-Cu deposit
in 2018 by Greatland Gold Plc and the discovery of the Winu Cu-Au deposit by Rio Tinto Ltd in 2019.
The Company considers its Paterson Orogen Projects to be prospective for intrusive related copper-
gold and sediment hosted base metal (copper-lead–zinc–silver) style mineralisation.
Figure 11: Location of the Paterson Orogen Projects.
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Harbutt Range Project
The Harbutt Range Project is located 320km east of the town of Newman on the edge of the Great
Sandy Desert in Western Australia. The project comprises two granted Exploration Licences,
E45/5294 and E45/5439, covering a combined area of 376km2.
The Harbutt Range Project lies within the Rudall Complex, the older portion of the Paterson Orogen.
Several untested geophysical targets, EM and IP, are known within the project area (Figure 13).
During the December Quarter 2021 a fixed loop EM survey was completed at the Control Prospect.
Two clear primary bedrock conductors of moderate strength have been identified from the survey
work and these targets are now ready for drill testing. The western target is approximately 150m x
250m in extent and the eastern target 300m x 500m in extent with depth to top of the modelled plates
of around 100m.
Figure 12: Harbutt Range Project area with Airborne EM over Airborne Magnetics.
North Nifty Project
The North Nifty Project is located approximately 250km northeast of Newman in Western Australia.
The project comprises two Exploration Licences, E45/5506 and E45/5511, covering a combined area
of 47km2 (Figure 13).
The North Nifty Project lies within the Throssell Group, the younger portion of the Paterson Orogen.
The Project has experienced limited exploration with exploration to date focusing on the Hakea
Prospect, a broad copper anomaly identified initially by lag sampling.
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DIRECTORS REPORT
Work during the year and in progress consisted of reprocessing of available geophysics data & soil
geochemistry planning for this coming field season.
Figure 13: North Nifty Project area on geology.
19
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Earaheedy Project
The Earaheedy Project consists of five Exploration Licence Applications (E38/3706 - E38/3710)
covering a combined area of 911km2(Figure 14). The project is located 850km northeast of Perth in
the Proterozoic-aged Earaheedy Basin which covers an area of approximately 400km x 100km. The
Earaheedy Basin contains the Chinook Zn-Pb-Ag discovery made in April 2021 by Rumble Resources
Limited and Zenith Minerals Limited. The larger Chinook project area has an Exploration Target
released via ASX announcement on 21/12/2021 - Rumble Resources Limited (ASX : RTR).
The Earaheedy Project contains large areas mapped by the Geological Survey of Western Australia as
sedimetary rocks of the Frere Formation and also the contact between the Frere Formation and the
underlying Yelma Formation. Base metal mineralisation at the Chinook Zn-Pb-Ag discovery is hosted
in the Frere Formation and Yelma Formation (ASX announcement 21/12/2021 - Rumble Resources
Limited). Work at the project has consisted of the compilation and review of historic exploration data.
Figure 14: Location of the Earaheedy Project in the Earaheedy Basin of Western Australia.
FORWARD WORK PLANS
Ida Valley Project
Exploration will include planning of an Aircore drilling program to test soil gold anomalies in the northern
project area, review of nickel potential at the project and geological mapping and rock chip sampling of
pegmatite outcrops targeting lithium mineralisation.
El Donna Project
Exploration will include planning of an Aircore drilling program to test recently identified A gold-arsenic soil
anomalies.
Blue Rock Valley Project
Exploration will include targeting work over the greater project area with field reconnaissance, geological
mapping and rock chip sampling with further work based on the results of that process.
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Station Creek Project
Exploration will include an RC drilling program to test the TA1, TA2, TA3 and TA4 Prospects which have
not been drill tested previously.
Mt Boggola Project
Exploration will include an RC drilling program to test the 3 discrete EM conductors identified in the project
area. An Airborne VTEM survey has also been planned to cover recent extensions to the project area.
Harbutt Range Project
Exploration is planned to include drill testing of geophysical targets (EM and IP).
North Nifty Project
Exploration will include a soil sampling program and gravity survey.
Narryer Project
Exploration will include an airborne magnetics and radiometric survey to cover the interpreted extent of the
mafic-ultramafic intrusive complex with follow-up soil geochemistry and/or Air core drilling of priority
targets.
Earaheedy Project
Exploration will include geological mapping, soil sampling and rock chip sampling initially.
John Bull Project
Exploration will include reprocessing of a previous IP survey and a maiden RC drilling program.
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DIRECTORS REPORT
TENEMENT SCHEDULE
Table: List of exploration tenements held by the Company as at the end of June 2022.
Project
Tenement
Status
Blue Rock Valley
Blue Rock Valley
Blue Rock Valley
Blue Rock Valley
Earaheedy
Earaheedy
Earaheedy
Earaheedy
Earaheedy
El Donna
Harbutt Range
Harbutt Range
Ida Valley
Ida Valley
Ida Valley
Mt Boggola
Mt Boggola
Mt Boggola
Mt Boggola
Narryer
Narryer
North Nifty
North Nifty
Station Creek
John Bull
John Bull
E 08/3276
E 08/3454
E 08/3453
E 08/3030
E 38/3707
E 38/3706
E 38/3708
E 38/3709
E 38/3710
E 27/610
E 45/5439
E 45/5294
E 36/979
E 36/1015
E 29/1053
E 08/3458
E 08/3269
E 08/2996
E 08/3473
E 20/1022
E 09/2699
E 45/5506
E 45/5511
E 08/2946
EL 9121
EL 8389
Application
Application
Application
Granted
Application
Application
Application
Application
Application
Granted
Granted
Granted
Application
Granted
Granted
Application
Granted
Granted
Application
Application
Application
Granted
Granted
Granted
Granted
Granted
Area
(km2)
101
435
243
101
215
215
101
215
165
14
313
63
75
85
39
63
116
63
110
262
117
31
16
54
29
3
Grant Date
n/a
n/a
n/a
24/02/2020
n/a
n/a
n/a
n/a
n/a
05/02/2020
25/02/2020
18/03/2019
n/a
05/01/2022
05/07/2019
n/a
18/10/2021
09/10/2019
n/a
n/a
n/a
03/06/2021
03/06/2021
03/12/2018
04/01/2021
09/03/2015
Term
(Years)
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
Interest
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
5
5
100%
Option*
* Subject to an option agreement where TechGen can acquire up to a 90% interest.
22
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DIRECTORS REPORT
Operating and Financial Review
The Group incurred a loss of $1,494,687 for the year (2021: $2,166,292), relating mainly to share based payments
and administration costs. The principal activity of the Group during the financial year was the exploration and
evaluation of mineral resources. There was no significant change in the Group’s state of affairs, other than those
listed below.
Significant changes in the state of Affairs
The principal activities of the Group are Copper, Silver, and Gold mineral exploration, and their potential future
development. There were no significant changes in the nature of the Group’s activities during the year.
Events Subsequent to Balance Date
The impact of the Coronavirus (COVID-19) pandemic is ongoing and has become a significant matter around the
globe. Management is monitoring these developments and any potential future impact on the financial position and
performance of the Group. However, it is not practicable to estimate the potential impact, positive or negative, after
the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian
Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions
and any economic stimulus that may be provided.
The company is pleased to advise that it has entered a binding farm-in term sheet with Rio Tinto Exploration Pty
Limited, (a wholly owned subsidiary of Rio Tinto Ltd) in relation to its Harbutt Range Project in the south Paterson
Province of Western Australia.
Material Terms of the Farm-In & Joint Venture Agreement
• Rio Tinto Exploration has a sole and exclusive right to earn an 80% joint venture interest in the project by sole
funding exploration expenditure of A$3,000,000 over a 5-year period.
• Exploration by RTX to earn the 80% interest must include completion of a minimum of three thousand
(3,000) metres of reverse circulation (RC) and/or diamond drilling at the project.
• Rio Tinto Exploration commits to incurring and sole funding a minimum exploration expenditure of
A$250,000 before 31 December 2023 (Minimum Expenditure), subject to extension in the event of certain
delays to obtaining land access for exploration.
• Rio Tinto Exploration can withdraw from the Farm-In and Joint Venture Agreement at any stage after
•
achieving Minimum Expenditure and in which case will retain no interest in the project.
If Rio Tinto Exploration has earnt an 80% interest in the project and TechGen elects not to contribute to joint
venture exploration expenditure, then TechGen ’s interest will dilute by standard industry formula. If
TechGen‘s interest falls below 10% then Rio Tinto Exploration will have a buyout right or the interest will
convert to a 0.5% NSR Royalty on the first 8 years of commercial production.
The company is also pleased to advise of the successful completion of a $2.0 million share placement to advance
and accelerate ongoing exploration activities across it’s projects in Western Australia and New South Wales.
Use of Funds
The company will focus on the new discovery at the John Bull gold project in NSW where further work will be
undertaken to assess the scale potential of the gold mineralisation. Target testing and further target generation will
continue at the Station Creek and Mt Boggola Projects, and will include the current RC drilling, airborne VTEM at
Mt Boggola and geological mapping and sampling. Exploration activities, including geological reconnaissance and
soil sampling, will commence at the Earaheedy Project (zinc – lead – silver) once planning is complete.
23
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Placement Details
A total of 10,810,811 Shares will be issued as part of the capital raising and will be issued at a price of $0.185.
7,214,218 Placement Shares will be issued under the Company’s existing ASX Listing Rule 7.1 placement capacity
and 3,326,323 Placement Shares will be issued under ASX Listing Rule 7.1A. The remaining 270,270 Placement
Shares, which are to be issued to directors Ashley Hood, Andrew Jones, Maja McGuire and Rick Govender (along
with their related entities), will be subject to shareholder approval to be sought at an upcoming general meeting.
The new Placement Shares issued will rank equally with the Company’s existing shares that are quoted on the ASX.
No other matters or circumstances have arisen since the end of the financial year which significantly affected or
may significantly affect the operations of the Group, the result of those operations, or the state of affairs of the
Group in future financial periods.
Environmental Issues
The Group’s operations are subject to environmental regulations in relation to its exploration activities. The Group
is compliant with all aspects of these requirements. The Directors are not aware of any environmental law that is
not being complied with.
Dividends
No dividends were paid during the year and no recommendation is made as to the dividends.
Shares under Option
At the date of this report, the unissued ordinary shares of TechGen Metals Ltd under option are as follows:
Grant date
26 Nov 2020
26 Nov 2020
7 Apr 2021
16 Nov 2021
Number under option
500,000
3,333,334
10,000,000
4,000,000
Expiry date
07 Apr 2023
07 Apr 2024
07 Apr 2024
16 Nov 2025
Issue price of shares
$0.60
$0.30
$0.30
$0.30
On 16 November 2021, the Company issued 4,000,000 unlisted options to Vert Capital, pursuant to a corporate
advisory mandate.
Upon listing, the Company had also issued 4,700,000 Performance rights which convert into one (1) fully paid
ordinary share, subject to satisfaction of the milestones set out below applicable to the relevant tranche of
Performance rights on the date specified in the milestone applicable to the relevant Performance:
- Announcement by the Company of the definition of a JORC 2012 compliant resource in the Inferred
category (or higher) of not less than 100,000 ounces of gold or gold equivalent metals at a minimum of 1.0
g/t in respect of the area of the Project Tenements verified by an independent competent person.; and
(expiry 5 years from the date of listing).
- Announcement by the Company of the definition of a JORC 2012 compliant resource in the Inferred
category (or higher) of not less than 500,000 ounces of gold or gold equivalent metals at a minimum of 1.0
24
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
g/t in respect of the area of the Project Tenements (as at the Settlement Date) verified by an independent
competent person with not less than 20% of the resource in the Measured Category, and (expiry 5 years
from the date of listing).
For details of options issued to directors and executives as remuneration, refer to the Remuneration Report.
Information on Directors
The following information on directors is presented as at date of signing this report.
Name:
Title:
Qualifications:
Experience and expertise: Ms McGuire was appointed to the Board as Non-Executive Chair on 24 November
Maja McGuire
Non-Executive Chair
B.Com, LLB
2020.
Ms McGuire is a consulting lawyer specialised in the provision of corporate and
compliance advice to ASX listed public companies. Ms McGuire has 15 years’
experience working with
listed companies as a non-executive director,
general counsel, company secretary and in top tier private practice.
Ms McGuire commenced her career at Clayton Utz (Perth) gaining experience in a
broad range of corporate, commercial, and banking & finance matters. Subsequently
joining the Canadian Bankers Association (Toronto), Ms McGuire advocated on
behalf of Canadian banks on issues pertaining to developments in domestic and
international banking regulation related primarily to capital adequacy and funding.
Between 2014 – 2020, Ms McGuire was both Company Secretary and Legal Counsel
of previously named Admedus Limited (now Anteris Technologies Ltd ASX:AVR)
and US based Alexium International Group Limited (ASX: AJX).
Ms McGuire continues her career as a corporate consultant and board director,
bringing extensive experience in ASX Listing Rule and Corporations Act compliance,
capital raisings, corporate governance, general commercial contracts and dispute
resolution. Ms McGuire is Non-Executive Director of OliveX Holdings Limited,
Kuniko Limited, LTR Pharma Limited and Stormeur Limited.
Ms McGuire is considered an independent director.
Other current directorships: Non-Executive Director of Kuniko Limited (ASX: KNI)
OliveX Holdings Limited (NSX: OLX)
LTR Pharma Limited
Stormeur Limited
Nakuru Hope Incorporated
Former directorships (last 3
years):
Special responsibilities:
Interests in shares:
Interests in options:
Contractual rights to shares: None
Chair of the Board of Directors, Chair of Nomination and Remuneration and member
of the Audit and Risk Committee
None
2,500,000
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TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Mr Ashley Hood
Managing Director
Name:
Title:
Experience and expertise: Mr Hood was originally appointed to the Board as Managing Director on 18 October
2018. Mr Hood later resigned and was reappointed as director on 10 February 2020.
Mr Hood has more than fifteen years’ experience in the mining industry working in
mine and exploration operations for junior and major mining companies based in
Australia, South Africa and New Zealand. Mr Hood has broad senior management
experience and has worked and managed field exploration and geological teams on
some of Australia’s major JORC resources. Mr Hood also specialises in project and
people management, native title negotiations, project due diligence, acquisitions and
has a portfolio of family held mineral and precious metals projects which are flagship
assets in a number of ASX listed companies today.
Mr Hood is not considered an independent director.
Other current directorships: Mr Hood is currently a non-executive director of Rafaella Resources Ltd (ASX: RFR).
Former directorships (last 3
years):
Special responsibilities:
Interests in shares:
Interests in options:
Contractual rights to shares: 2,350,000 Performance rights
Executive directorship in Mount Ridley Mines Limited (ASX: MRD) and Celsius
Resources (ASX: CLA).
Member of the Audit and Risk Committee
3,700,000
2,667,667
Andrew Jones
Executive Technical Director
B.App.Sci (RMIT) and MSc (UT)
Name:
Title:
Qualifications:
Experience and expertise: Mr Jones was appointed as a Director the Company on the 10 February 2020. Mr
Jones has more than 20 years’ experience as a geologist in the resources sector and
has worked throughout Australia, in West Africa, Southern Africa and South
America. Mr Jones has experience in a range of mineral commodities and has been
involved in the discovery of new mineral deposits, extensions to known mineral
resources at operating mine sites and has been involved in several feasibility studies
for commodities including gold, copper and nickel-cobalt.
Mr Andrew Jones is not considered an independent director.
Other current directorships: None
None
Former directorships:
Member of the Nomination and Remuneration Committee
Special responsibilities:
3,075,000
Interests in shares:
Interests in options:
2,500,000
Contractual rights to shares: 2,350,000 Performance rights
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TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Rick S Govender
Chief Financial Officer and Company Secretary
B. Com, CPA, MBA (Qut) LLB, Member of Chartered Institute of Secretaries
Name:
Title:
Qualifications:
Experience and expertise: Mr Govender was appointed as the Company Secretary on 29 June 2018 and is also
engaged as Chief Financial Officer. On 24 December 2020, Mr Govender was
appointed as a Director of the Company. Mr Govender is an experienced financial
professional with senior leadership experience in various resources and industrial
businesses. Mr Govender has held senior finance roles in several ASX listed
companies, including Meridian Minerals Limited, Consolidated Rutile Ltd and Cool
or Cosy Ltd. Mr Govender was the Australasian CFO for the Penske Automotive
Group (NYSE: PAG) and managed the financial resources of other tier 1 non listed
large enterprises.
Mr Rick Govender is considered an independent director.
Other current directorships: TransMissito Holdings Ltd
Former directorships (last 3
years):
Special responsibilities:
None
Interests in shares:
Interests in options:
Contractual rights to shares: None
Member of the Nomination and Remuneration Committee and Chair of the Audit and
Risk Committee
None
2,500,000
Meetings of directors
The number of meetings of the Company’s board of directors held during the year ended 30 June 2021, and the
number of meetings attended by each director were:
Directors’ Meetings
Number
eligible to
attend
4
Number
attended
4
4
4
4
4
4
4
Audit & Risk Committee
Meetings
Nomination and
Remuneration Committee
Meetings
Number
eligible to
attend
1
Number
attended
1
Number
eligible to
attend
1
Number
attended
1
1
1
1
1
1
1
1
1
1
1
1
1
Mrs Maja McGuire
Mr Ashley Hood
Mr Andrew Jones
Mr Rick Govender
Auditor’s Indemnification and Insurance
No indemnities have been given or insurance premiums paid, during or since the end of the financial year, for the
auditor of the Company, or any related entity.
27
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DIRECTORS REPORT
REMUNERATION REPORT (AUDITED)
This report provides information regarding the remuneration disclosures required under S300A
of the Corporations Act 2001 and has been audited.
a)
Principles used to determine nature and amount of remuneration
The Board of TechGen Metals Limited believes the remuneration policy to be appropriate and effective
in its ability to attract and retain the best key management personnel to run and manage the Group, as
well as create goal congruence between directors, executives, and shareholders. The Board reviews key
management personnel packages annually by reference to the Group’s performance, executive
performance, and comparable information from industry sectors. The remuneration policy of the
Company has been designed to align key management personnel objectives with shareholder and
business objectives by providing a fixed remuneration component and offering long-term incentives.
Compensation arrangements are determined after considering competitive rates in the marketplace for
similar sized exploration companies with similar risk profiles and comprise:
Fixed Compensation
Key management personnel receive a fixed amount of base compensation which is based on factors such
as length of service and experience. Any applicable statutory superannuation amounts will be paid based
on this fixed compensation.
Service Agreements
Remuneration and other terms of employment for key management personnel are formalised in service
agreements. Details of these agreements are as follows:
Name:
Title:
Ashley Hood
Managing Director
Agreement commencement:
10 February 2021
Term of agreement:
Until validly terminated by either party
Details:
Base salary of AU$180,000 and 2,500,000 30c unlisted options
under the Company’s incentive plan. 3-month termination notice
by either party.
28
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Andrew Jones
Technical Director
Name:
Title:
Agreement commencement:
10 February 2021
Term of agreement:
Until validly terminated by either party
Details:
Name:
Title:
Base salary of AU$120,000 (based on a ¾ day working week)
and 2,500,000 30c unlisted options under the Company’s
incentive plan. 3-month termination notice by either party.
Rick Govender
Chief Financial Officer & Company Secretary
Agreement commencement:
10 February 2021
Term of agreement:
Until validly terminated by either party
Details:
AU$55,000
Performance Related Compensation (short term)
At this point in time, the Company does not offer short-term incentives to senior management.
Long Term Incentives
The current Employee Incentive Plan was approved at a shareholder general meeting in November 2020.
Incentives are intended to align the interests of the Group with those of the Shareholders. During this
financial year, all Directors received 2,500,000 options pursuant to the Employee Incentive Plan as
reasonable remuneration for future services and to ensure that interests of all Directors are aligned with
those of shareholders.
Non-Executive Directors
The Group’s policy is to remunerate non-executive directors at market rates for time, commitment, and
responsibilities. The Board determines the level of individual fees payable to non-executive directors
which is then reviewed annually, based on market practice, duties, and accountability. Independent
external advice is sought when required. The maximum aggregate amount of fees that can be paid to
non-executive directors is subject to approval by shareholders at the Annual General Meeting. The total
fees for all non-executive directors, as approved at the 2020 Annual General Meeting, must not exceed
$350,000 per annum.
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DIRECTORS REPORT
Remuneration and other terms of engagement for Non-Executive Directors are formalised in Letters of
Appointment. Details of these are as follows:
Name:
Title:
Maja McGuire
Non-Executive Chair
Agreement commencement:
10 February 2021
Term of agreement:
Details:
Name:
Title:
Cease at the end of any meeting at which Ms McGuire is not re-
elected as a director by the shareholders of the Company or
otherwise ceases in accordance with the Constitution or where
Ms McGuire resigns as a director for any reason including
disqualification or prohibition by law from acting as a director.
AU$55,000 and 2,500,000 30c unlisted options under the
Company’s incentive plan.
Rick Govender
Non-Executive Director
Agreement commencement:
10 February 2021
Term of agreement:
Cease at the end of any meeting at which Mr Govender is not
re-elected as a director by the shareholders of the Company or
otherwise ceases in accordance with the Constitution or where
Mr Govender resigns as a director for any reason including
disqualification or prohibition by law from acting as a director.
Details:
AU$45,000 and 2,500,000 30c unlisted options under the
Company’s incentive plan.
Engagement of Remuneration Consultants
During the year the Group did not engage remuneration consultants.
Relationship between Remuneration Policy and Company Performance
The remuneration policy has been tailored to increase congruence between shareholders, directors and
executives. The methods applied to achieve this objective include performance-based incentives and the
Employee Incentive Plan. The Company believes this policy is important in contributing to shareholder
value in the current difficult market conditions for junior explorers.
30
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Remuneration report (continued)
b) Directors and executive officers’ remuneration (KMP)
The following table of benefits and payments details, in respect to the financial year:
Short-term
Benefits
Post-
employment
Benefits
Share-based
Payments
Consulting
fees
Total
Superannuation Shares Options
June 2022
Directors
M McGuire
A Hood
A Jones
R Govender
June 2021
Directors
M McGuire
A Hood
A Jones
R Govender
Key Management Personnel
R Govender (CFO and Co Sec) 2022
55,000
Total
2022
455,000
Key Management Personnel
R Govender (CFO and Co Sec) 2021
13,750
Total
2021
113,513
Salary and
Fees
$
2022
2022
2022
2022
55,000
180,000
120,000
45,000
Salary and
Fees
$
2021
2021
2021
2021
13,750
44,763
30,000
11,250
$
5,500
18,000
12,000
4,500
5,500
45,500
$
-
-
-
-
-
-
$
-
-
-
-
-
-
$
-
-
-
$
-
60,500
198,000
132,000
49,500
17,500
17,500
78,000
518,000
Short-term
Benefits
Post-
employment
Benefits
Share-based
Payments
Consulting
fees
Total
Superannuation Shares Options
$
1,306
4,253
2,850
1,069
1,306
10,784
$
-
-
-
-
-
-
$
$
$
249,441
23,170
287,667
249,441
249,441
249,441
-
-
-
298,457
282,291
261,760
-
32,750
47,806
997,764
55,920
1,177,981
31
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Remuneration report (continued)
c)
Employment Details of Members of Key Management Personnel (KMP)
The following table provides employment details of persons who were, during the financial year,
members of KMP of the Group and the proportion that was performance based.
KMP
Position held
A Hood
Managing Director
A Jones
Technical Director
M McGuire Non-Executive Chair
Proportion of elements of remuneration not
related to performance
Options
Fixed salary/fee
Total
0%
0%
0%
100%
100%
100%
100%
100%
100%
R Govender Non-Executive Director/Chief Financial Officer/Co-
0%
100%
100%
Secretary
d)
Share based compensation
There were no options issued to management during the period ended 30 June 2022.
The details below were issued for the previous period ending 30 June 2021.
Details of options over ordinary shares in the Company that were granted as compensation to directors
or key management personnel during the reporting periods and options that vested or were cancelled are
as follows:
Options
Granted
for year
Value of
Options
$
Note
Total
Options
vested for
year
Options
cancelled for
year
Options
available for
vesting in
future
periods
Directors
M McGuire
2021
2,500,000 249,441
A Hood
A Jones
R Govender
Total
2021
2,500,000 249,441
2021
2021
2021
2,500,000 249,441
2,500,000 249,441
10,000,000 997,764
(i)
(i)
(i)
(i)
2,500,000
2,500,000
2,500,000
2,500,000
10,000,000
-
-
-
-
-
-
-
-
-
-
32
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
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DIRECTORS REPORT
Remuneration report (continued)
Details of options in above table:
Number
issued/to be
issued
Grant Date
Expiry date Exercise Price
10,000,000
7 April 21
7 April 24
-
Note
(i)
Vesting
see note
Fair value
$0.0998
The 10,000,000 Director Options have been issued to Directors, having an exercise price of $0.30c
and expiring on or before 3 years from the date on which the Company is admitted to the Official List
of the ASX. Directors have used an independent Black Scholes option pricing model to determine the
valuation of these options to be $997,764. Director Options are in exchange for future services and
there are no vesting conditions attached to the options. As a result, these options vest immediately.
e)
Equity instrument disclosures relating to key management personnel
(i) Share holdings
The number of ordinary shares in the company held during the financial year by directors and key
management personnel and their personally related entities is set out below:
Name
2022
A Hood
A Jones
Total
Balance at the
start of the
year
Vendor
Acquisition
issues
Rights Issue
/On Market
Purchase
Vesting of
Perf Options
Other changes
Balance at the
end of the year
3,575,000
2,975,000
6,550,000
-
-
-
125,000
100,000
225,000
-
-
-
-
-
-
3,700,000
3,075,000
6,775,000
(ii) Options
The numbers of options over ordinary shares in the Company held during the financial year by each
director of TechGen Metals Ltd and other key management personnel of the company, including
their personally related parties, are set out as follows:
Name
2022
M McGuire
A Hood
A Jones
R Govender
Balance at
the start of
the year
2,500,000
2,500,000
2,500,000
2,500,000
10,000,000
Granted
Forfeited/
Lapsed
Other
Changes
Balance at
the end of
the year
Vested and
exercisable
Unvested
2,500,000
2,500,000
2,500,000
2,500,000
2,500,000
-
2,500,000
-
2,500,000
-
-
2,500,000
- 10,000,000 10,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
33
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
DIRECTORS REPORT
Remuneration report (continued)
(iii) Performance rights held by Directors or related party entities
The numbers of performance rights in the Company as at the financial year by each director of TechGen
Metals Ltd and other key management personnel of the company, including their personally related
parties, are set out as follows:
Name
2022
A Hood
A Jones
Balance at
the start of
the year
Granted
Forfeited/
Lapsed
Other
Changes
Balance at
the end of
the year
Vested and
exercisable
Unvested
2,350,000
2,350,000
4,700,000
-
-
-
-
-
-
-
-
-
2,350,000
2,350,000
4,700,000
2,350,000
2,350,000
4,700,000
-
-
-
Other transactions with Key Management Personnel and their related parties
Transactions with key management personnel and their related parties are made on normal commercial terms
and conditions and at market rates.
There were no related party transactions in the financial year.
*** End of the Remuneration Report ***
Deeds of Indemnity, Insurance and Access
The Company has entered into Deeds of Indemnity, Insurance and Access with each of its directors. Under
these deeds, the Company agrees to indemnify each officer to the extent permitted by the Corporations Act
against any liability arising as a result of the officer acting as an officer of the Company. The Company is also
required to maintain insurance policies for the benefit of the relevant officer and must also allow the officers
to inspect board papers in certain circumstances.
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.
Corporate Governance
In recognising the need for the highest standards of behaviour and accountability, the Directors support, and
adhere to, good governance practices. Refer to the Company’s Corporate Governance Statement at
www.techgenmetals.com.au.
34
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
DIRECTORS REPORT
Non-audit Services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial
year by the auditor are detailed in note 16 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, by the auditor
(or by another person or firm on the auditor’s behalf) is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001.
The directors are of the opinion that the services as disclosed in note 16 of the financial statements do not
compromise the auditor’s independence requirements of the Corporations Act 2001 for the following
reasons:
a. All non-audit services have been reviewed and approved to ensure that they do not impact the
integrity and objectivity of the auditor; and
b. None of the services undermine the general principles relating to auditor independence as set out
in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional
and Ethical Standards Board, including reviewing, or auditing the auditors own work, acting in a
management or decision-making capacity for the company, acting as advocate for the Company
or jointly sharing economic risks and rewards.
Auditor's Independence Declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001
is set out on page 37.
Signed in accordance with a resolution of the Board of Directors:
____________________________________________________
Director
Dated this 16th day of September 2022
35
U ’ C C
UNDER SECTION 307C OF THE CORPORATIONS ACT 2001
TO THE DIRECTORS OF TECHGEN METALS LIMITED
I declare that, to the best of my knowledge and belief, during the year ended 30 June 2022, 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.
PKF BRISBANE AUDIT
TIM FOLLETT
PARTNER
BRISBANE
16 SEPTEMBER 2022
37
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2022
Note
2022
$
2021
$
Revenue
Other income
Expenses
Administration costs
Share-based payment expense
Profit / (loss) before income tax expense
Income Tax expense
Profit / (loss) for the year, attributable to members
Other comprehensive income
Total comprehensive income for the year, attributable to
members
Earnings per share
Basic earnings per share
Diluted earnings per share
7,562
-
(1,103,144)
(399,105)
(1,494,687)
-
(1,494,687)
-
(809,355)
(1,356,937)
(2,166,292)
-
(2,166,292)
-
(1,494,687)
(2,166,292)
Cents
(0.028)
(0.028)
Cents
(0.040)
(0.040)
4
13
6
5
5
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying
notes.
38
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
Note
2022
$
2021
$
ASSETS
CURRENT ASSETS
Cash and cash equivalents
Financial assets - term deposits
Other receivables
Prepayments
TOTAL CURRENT ASSETS
NON CURRENT ASSETS
Property, plant and equipment
Exploration and evaluation assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
7
7(a)
8
9
10
11
12
1,868,655
25,000
64,635
5,000
1,963,290
34,860
3,029,347
3,064,207
5,027,497
66,577
66,577
-
66,577
4,960,920
1,808,644
2,525,000
155,242
12,894
4,501,780
9,303
1,443,177
1,452,480
5,954,260
31,008
31,008
-
31,008
5,923,252
7,512,809
1,756,042
(4,307,931)
4,960,920
7,379,559
1,356,937
(2,813,244)
5,923,252
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
39
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022
Note
Issued
capital
Reserves
Accumulated
losses
Total
Balance at 1 July 2020
Profit / (loss) for the year
Other comprehensive income for the year
Total comprehensive income
Transactions with owners, in their capacity
as owners:
Shares issued, net of transaction costs
Share-based payment expenses
Share buyback
11
13
11
$
675,465
-
-
-
6,854,094
-
-
-
-
-
-
1,356,937
$
$
(796,952)
(121,487)
(2,166,292)
(2,166,292)
-
-
(2,166,292)
(2,166,292)
-
-
6,854,094
1,356,937
(150,000)
-
150,000
-
Balance at 30 June 2021
7,379,559
1,356,937
(2,813,244)
5,923,252
Balance at 1 July 2021
Profit / (loss) for the year
Other comprehensive income for the year
Total comprehensive income
Transactions with owners, in their capacity
as owners:
Shares issued, net of transaction costs
Share-based payment expenses
11
13
7,379,559
1,356,937
(2,813,244)
5,923,252
-
-
-
133,250
-
-
-
-
-
399,105
(1,494,687)
(1,494,687)
-
-
(1,494,687)
(1,494,687)
-
-
133,250
399,105
Balance at 30 June 2022
7,512,809
1,756,042
(4,307,931)
4,960,920
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
40
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers
Net cash provided by / (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for exploration and evaluation assets
Proceeds from/ (payments for) Financial assets-term deposits
Net cash provided by / (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of share (net of costs)
Net cash provided by / (used in) financing activities
Net increase / (decrease) in cash held
Cash and cash equivalents at the beginning of financial year
Cash and cash equivalents at the end of financial year
17
9
11
7
2022
$
2021
$
-
(1,011,172)
(1,011,172)
(1,428,817)
2,500,000
1,071,183
-
-
60,011
1,808,644
1,868,655
-
(1,088,110)
(1,088,110)
(785,049)
(2,525,000)
(3,310,049)
6,206,594
6,206,594
1,808,435
209
1,808,644
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
41
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
Note 1 Statement of Significant Accounting Policies
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
These consolidated financial statements and notes represent those of TechGen Metals Limited (the
“Company”) and its Controlled Entities (the “Group”). The separate financial statements of the parent
entity, TechGen Metals Limited, have not been presented within this financial report as permitted by the
Corporations Act 2001. The financial statements were authorised for issue on 13 September 2022 by the
Directors of the Company. The Company is publicly listed and incorporated in Australia.
Basis of Preparation
The financial statements are general purpose financial statements that have been prepared in accordance
with the Corporations Act 2001, Australian Accounting Standards, other authoritative pronouncements
of the Australian Accounting Standards Interpretations of the Australian Accounting Standards Board
(AASB) and comply with International Financial Reporting Standards as issued by the International
Accounting Standards Board. The Group is a for-profit entity for financial reporting purposes under
Australian Accounting Standards. Material accounting policies adopted in the preparation of these
financial statements are presented below and have been consistently applied unless otherwise stated. The
financial statements are presented in Australian Dollars.
Except for cash flow information, the financial statements have been prepared on an accruals basis and
are based on historical costs, modified, where applicable, by the measurement at fair value of selected
non-current assets, financial assets and financial liabilities. The impacts that the Coronavirus (COVID-
19) pandemic has had, or may have, on the Group have been assessed based on known information and
adjustments to carrying values recorded, if any, or note disclosures made as applicable.
Principles of Consolidation
The consolidated financial statements incorporate the assets, liabilities and results of TechGen Metals
Ltd and all of the subsidiaries. TechGen Metals Ltd and its subsidiaries together are referred to in this
financial report as the Group. The Group controls an entity when the Group is exposed to or has rights
to variable returns from its involvement with the entity and has the ability to affect those returns through
its power over the entity. A list of controlled entities is contained in Note 19 to the financial statements.
All inter-company balances and transactions between entities in the Group, including any unrealised
profits 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 Group.
Operating Segments
Operating segments are presented using the 'management approach', where the information presented is
on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM').
The CODM is responsible for the allocation of resources to operating segments and assessing their
performance.
41
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
Note 1 Statement of Significant Accounting Policies (cont’d)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Financial Instruments
Initial Recognition and Measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual
provisions to the instrument. For financial assets, this is equivalent to the date that the Company commits
itself to either purchase or sell the asset (i.e., trade date accounting adopted). Financial instruments are
initially measured at fair value plus transactions costs except where the instrument is classified 'at fair
value through profit or loss', in which case transaction costs are expensed to profit or loss immediately.
Classification and Subsequent Measurement
Financial instruments are subsequently measured at fair value, amortised cost using the effective interest
rate method, or cost. Fair value represents the amount for which an asset could be exchanged or a liability
settled, between knowledgeable, willing parties. Where available, prices quoted in an active market are
used to determine fair value. In other circumstances, valuation techniques are adopted.
Amortised cost is the amount at which the financial asset or financial liability is measured at initial
recognition less principal repayments and any reduction for impairment, and adjusted for any cumulative
amortisation of the difference between that initial amount and the maturity amount calculated using the
effective interest method.
The effective interest method is used to allocate interest income or interest expense over the relevant
period and is equivalent to the rate that exactly discounts estimated future cash payments or receipts
(including fees, transaction costs and other premiums or discounts) through the expected life (or when
this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying
amount of the financial asset or financial liability. Revisions to expected future net cash flows will
necessitate an adjustment to the carrying value with a consequential recognition of an income or expense
item in profit or loss.
Impairment of Assets
At the end of each reporting period, the Company assesses whether there is any indication that an asset
may be impaired. The assessment will include considering external and internal sources of information.
If such an indication exists, an impairment test is carried out on the asset by comparing the recoverable
amount of the asset, being the higher of the asset's fair value less costs to sell and value in use to the
asset's carrying amount. Any excess of the asset's carrying amount over its recoverable amount is
recognised immediately in profit or loss unless the asset is carried at a revalued amount in accordance
with another Standard. Any impairment loss of a revalued asset is treated as a revaluation decrease in
accordance with that Standard. 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.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly
liquid investments with original maturities of three months or less, and bank overdrafts.
42
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 1 Statement of Significant Accounting Policies (cont’d)
Trade and Other Payables
Trade and other payables represent the liabilities for goods and services received by the Group that
remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the
amounts normally paid within 30 days of recognition of liability.
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of
GST incurred is not recoverable from the Australian Tax Office (ATO).
Income Tax
The income tax expense (revenue) for the year comprises current income tax expense (income) and
deferred tax expense (income). Current income tax expense charged to the profit or loss is the tax
payable on taxable income. Current tax liabilities (assets) are measured at the amounts expected to be
paid to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax assets and deferred tax liability
balances during the year as well as unused tax losses. Current and deferred income tax expense (income)
is charged or credited outside profit or loss when the tax relates to items that are recognised outside
profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled and their measurement also reflects the manner in
which management expects to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the
extent that it is probable that future taxable profit will be available against which the benefits of the
deferred tax asset can be utilised.
43
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 1 Statement of Significant Accounting Policies (cont’d)
Exploration and Evaluation Expenditure
Exploration, evaluation and development expenditure incurred is accumulated in respect of each
separately identifiable area of interest. These costs are only carried forward where the right of tenure for
the area of interest is current and to the extent that they are expected to be recouped through the
successful development and commercial exploitation of the area, or alternatively sale of the area, or
where activities in the area have not yet reached a stage that permits reasonable assessment of the
existence of economically recoverable reserves.
Exploration and evaluation expenditure assets acquired in a business combination are recognised at their
fair value at the acquisition date.
Once the technical feasibility and commercial viability of the extraction of mineral resources in an area
of interest are demonstrable, the exploration and evaluation assets attributable to that area of interest are
first tested for impairment and then reclassified to mining development.
Accumulated costs in relation to an abandoned area are written off in full against the result in the year
in which the decision to abandon the area is made. 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.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-
current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or
consumed in the Group's normal operating cycle; it is held primarily for the purpose of trading; it is
expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent
unless restricted from being exchanged or used to settle a liability for at least 12 months after the
reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the Group's normal operating
cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the
reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12
months after the reporting period. All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Employee Benefits
Share-based payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees
in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange
of services, where the amount of cash is determined by reference to the share price.
44
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 1 Statement of Significant Accounting Policies (cont’d)
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is
independently determined using either the Binomial or Black-Scholes option pricing model that takes
into account the exercise price, the term of the option, the impact of dilution, the share price at grant
date and expected price volatility of the underlying share, the expected dividend yield and the risk free
interest rate for the term of the option, together with non-vesting conditions that do not determine
whether the Group receives the services that entitle the employees to receive payment. No account is
taken of any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in
equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant
date fair value of the award, the best estimate of the number of awards that are likely to vest and the
expired portion of the vesting period. The amount recognised in profit or loss for the period is the
cumulative amount calculated at each reporting date less amounts already recognised in previous
periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by
applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms
and conditions on which the award was granted. The cumulative charge to profit or loss until settlement
of the liability is calculated as follows:
• during the vesting period, the liability at each reporting date is the fair value of the award at that
•
date multiplied by the expired portion of the vesting period; and
from the end of the vesting period until settlement of the award, the liability is the full fair value
of the liability at the reporting date.
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions
is the cash paid to settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore, any awards subject
to market conditions are considered to vest irrespective of whether or not that market condition has been
met, provided all other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has
not been made. An additional expense is recognised, over the remaining vesting period, for any
modification that increases the total fair value of the share-based compensation benefit as at the date of
modification.
If the non-vesting condition is within the control of the Group or employee, the failure to satisfy the
condition is treated as a cancellation. If the condition is not within the control of the Group or employee
and is not satisfied during the vesting period, any remaining expense for the award is recognised over
the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any
remaining expense is recognised immediately. If a new replacement award is substituted for the
cancelled award, the cancelled and new award is treated as if they were a modification.
45
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 1 Statement of Significant Accounting Policies (cont’d)
Issued Capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
Business Combinations
The acquisition method of accounting is used to account for business combinations regardless of whether
equity instruments or other assets are acquired.
The consideration transferred is the sum of the acquisition-date fair values of the assets transferred,
equity instruments issued or liabilities incurred by the acquirer to former owners of the acquiree and the
amount of any non-controlling interest in the acquiree. For each business combination, the non-
controlling interest in the acquiree is measured at either fair value or at the proportionate share of the
acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit or loss.
On the acquisition of a business, the Group assesses the financial assets acquired and liabilities assumed
for appropriate classification and designation in accordance with the contractual terms, economic
conditions, the Group's operating or accounting policies and other pertinent conditions in existence at
the acquisition-date.
Where the business combination is achieved in stages, the Group remeasures its previously held equity
interest in the acquiree at the acquisition-date fair value and the difference between the fair value and
the previous carrying amount is recognised in profit or loss.
Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value.
Subsequent changes in the fair value of the contingent consideration classified as an asset or liability is
recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its
subsequent settlement is accounted for within equity. The difference between the acquisition-date fair
value of assets acquired, liabilities assumed and any non-controlling interest in the acquiree and the fair
value of the consideration transferred and the fair value of any pre-existing investment in the acquiree
is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the
fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference
is recognised as a gain directly in profit or loss by the acquirer on the acquisition-date, but only after a
reassessment of the identification and measurement of the net assets acquired, the non-controlling
interest in the acquiree, if any, the consideration transferred and the acquirer's previously held equity
interest in the acquirer.
Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively
adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the
measurement period, based on new information obtained about the facts and circumstances that existed
at the acquisition-date. The measurement period ends on either the earlier of (i) 12 months from the date
of the acquisition or (ii) when the acquirer receives all the information possible to determine fair value.
46
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
Note 1 Statement of Significant Accounting Policies (cont’d)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit/(loss) attributable to the owners of TechGen
Metals Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted
average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in
ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to
take into account the after income tax effect of interest and other financing costs associated with dilutive
potential ordinary shares and the weighted average number of shares assumed to have been issued for no
consideration in relation to dilutive potential ordinary shares.
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 Group for the annual reporting period ended 30
June 2022. The Group has not yet assessed the impact of these new or amended Accounting Standards
and Interpretations.
Note 2 Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually
evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and
expenses. Management bases its judgements, estimates and assumptions on historical experience and on
other various factors, including expectations of future events, management believes to be reasonable
under the circumstances. The resulting accounting judgements and estimates will seldom equal the
related actual results. The judgements, estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities within the next financial year are
discussed below.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic
has had, or may have, on the Group based on known information. This consideration extends to the
nature of the products and services offered, customers, supply chain, staffing and geographic regions in
which the Group operates. Other than as addressed in specific notes, there does not currently appear to
be either any significant impact upon the financial statements or any significant uncertainties with
respect to events or conditions which may impact the Group unfavourably as at the reporting date or
subsequently as a result of the Coronavirus (COVID-19) pandemic.
47
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 2 Critical accounting judgements, estimates and assumptions (cont’d)
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 by
using a Black-Scholes model taking into account the terms and conditions upon which the instruments
were granted. The accounting estimates and assumptions relating to equity-settled share-based
payments would have no impact on the carrying amounts of assets and liabilities within the next annual
reporting period but may impact profit or loss and equity. Refer to note 13 for further information.
Exploration and evaluation costs
Exploration and evaluation costs have been capitalised on the basis that the Group will commence
commercial production in the future, from which time the costs will be amortised in proportion to the
depletion of the mineral resources. Key judgements are applied in considering costs to be capitalised
which includes determining expenditures directly related to these activities and allocating overheads
between those that are expensed and capitalised. In addition, costs are only capitalised that are expected
to be recovered either through successful development or sale of the relevant mining interest. Factors
that could impact the future commercial production at the mine include the level of reserves and
resources, future technology changes, which could impact the cost of mining, future legal changes and
changes in commodity prices. To the extent that capitalised costs are determined not to be recoverable
in the future, they will be written off in the period in which this determination is made.
Note 3 Operating Segments
Identification of reportable operating segments
The Group is organised into one operating segment, being mining and exploration operations. This
operating segment is based on the internal reports that are reviewed and used by the Board of Directors
(who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and
in determining the allocation of resources. The CODM reviews EBITDA (earnings before interest, tax,
depreciation and amortisation). The accounting policies adopted for internal reporting to the CODM
are consistent with those adopted in the financial statements. The information reported to the CODM
is on a monthly basis. The Group operates in one geographical segment being Australia.
Note 4 Administration costs
Consultancy fees
Director’s fees
Costs associated with the initial public offering
Accounting fees
Legal fees
Professional fees
Insurance
Marketing fees
Others
48
Consolidated
2022
$
109,588
440,000
-
36,151
7,325
124,508
42,168
213,515
129,889
1,103,144
2021
$
100,555
109,241
341,563
43,500
69,639
26,558
31,466
76,161
10,672
809,355
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 5 Earnings per share
The following reflects the income and share data used in the basic and diluted earnings per share
computations:
2022
$
2021
$
Net loss attributable to ordinary equity holders
(1,494,687)
(2,166,292)
Number of shares
Earnings per share
Diluted earnings per share
Shares
53,202,702
Shares
52,536,452
Cents
(0.028)
(0.028)
Cents
(0.040)
(0.040)
For the purposes of calculating the diluted earnings per share, the denominator has excluded options
and performance rights as the effect would be anti-dilutive.
Note 6
Income Tax Expense
(a) Numerical reconciliation of income tax expense/ (income)
to prima facie tax payable:
Total loss before income tax
Tax at the Australian tax rate of 25% (2021: 26%)
Tax effect of amounts which are not deducible (taxable) in
calculating taxable income:
Non-deductible expenses
Derecognition of current year tax losses arising
Income tax expense
(b) The components of income tax expense:
Current tax
Deferred tax
Adjustments to current and deferred tax
Total income tax expense
(c) Unrecognised deferred tax asset/ (liability) not probable to
recovery under AASB 112 is made up of:
Capitalized exploration project
PPE
Blackhole expenditure
Tax losses
(1,494,687)
(2,166,292)
(373,672)
(563,236)
99,776
273,895
-
352,804
210,432
-
(313,421)
39,526
273,895
-
(156,197)
(54,235)
210,432
-
(2,221)
(8,715)
65,072
521,341
575,477
-
-
97,409
216,236
313,645
49
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 7 Cash and Cash Equivalents
Cash at bank
Note 7a Financial Assets - Term Deposits
Term deposits
Note 8 Other Receivables
GST receivable
Note 9 Exploration and Evaluation Assets
Consolidated
2022
$
2021
$
1,868,655
1,868,655
1,808,644
1,808,644
25,000
25,000
2,525,000
2,525,000
64,635
64,635
155,242
155,242
Exploration and evaluation – at cost
3,029,347
1,443,177
Reconciliations:
Reconciliations of the written down values at the beginning and end of the current and previous financial
year are set out below:
Consolidated
Balance at 30 June 2020
Additions - business combinations
Additions - shares issued for tenements acquired
Other additions
Balance at 30 June 2021
Balance at 30 June 2021
Additions - shares issued for tenements acquired
Other additions
Balance at 30 June 2022
Total
$
-
237,500
410,000
795,677
1,443,177
1,443,177
133,250
1,452,920
3,029,347
No impairment adjustment was required when performing the carrying value review for the year ended
30 June 2022.
50
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 9
Exploration and Evaluation Assets (cont’d)
On 6 June 2022, the Company acquired the John Bull (Jackadgery) Gold project. Pursuant to the
acquisition, the Company has acquired 100% in EL9121 from Zenith Minerals Ltd.’s subsidiary Black
Dragon Pty Ltd, and has been assigned an option to acquire a 90% interest in EL8389. The deferred
consideration of $2.5m relating to achieving a JORC 2012 definition of resource, bankable feasibility
studies and commercial production has been fairly valued at nil at balance sheet date.
Note 10 Trade and Other Payables
Trade payables
Note 11 Issued Capital
2022
$
66,577
66,577
2021
$
31,008
31,008
Consolidated
2022
Shares
2021
Shares
2022
$
2021
$
Ordinary shares – fully paid
53,202,702
52,536,452
7,512,809
7,379,559
Movements in ordinary share capital
Details
Balance
Balance
Share issue
Share buy back
Share cancellation
Share issue
Share issue
Share issue
Less: share issue costs
Balance
Balance
Share issue 1
Balance
Date
Shares
Issue price
$
1 July 2019
15,750,000
30 June 2020
15,750,000
10,623,952
(500,000)
(10,000,000)
187,500
6,475,000
30,000,000
-
$0.06
-
-
-
$0.10
$0.20
-
30 June 2021
52,536,452
01 July 2021
52,536,452
666,250
$0.20
30 June 2022
53,202,702
675,465
675,465
627,094
(150,000)
-
-
647,500
6,000,000
(420,500)
7,379,559
7,379,559
133,250
7,512,809
Note:
1. Shares issued as part of the acquisition of the Jackadgery project, issued to Zenith Minerals Ltd (and
its nominees) on 9 June 2022- refer to note 9 for more details.
51
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 11 Issued Capital (cont’d)
Ordinary Shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the
Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary
shares have no par value and the Company does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and
upon a poll each share shall have one vote.
Capital risk management
The Group's objectives when managing capital is to safeguard its ability to continue as a going concern,
so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an
optimum capital structure to reduce the cost of capital.
Note 12 Reserves
Share based payment reserve
The share based payment reserve records items recognised as expenses on valuation and issue of share
options and reversals for options that expired without being exercised.
Note 13 Share Based Payments
a. Share Options
On issue at beginning of financial year
Options issued -unlisted
Options issued -unlisted
Options issued during year -unlisted
Options issued at year end
Consolidated
2022
2021
Number
13,833,334
-
-
4,000,000
17,833,334
Exercise
Price
-
-
-
$0.30
-
Number
-
500,000
13,333,334
-
13,833,334
Exercise
Price
-
$0.60
$0.30
-
-
52
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 13
Share Based Payments (cont’d)
At 30 June 2022 the Company had 17,833,334 (2021: 13,833,334) unlisted options on issue under
the following terms and conditions:
Number under option
500,000
3,333,334
10,000,000
4,000,000
Expiry date
7-Apr-23
7-Apr-24
7-Apr-24
16-Nov-25
Exercise price
$0.60
$0.30
$0.30
$0.30
Options exercisable as at 30 June 2022
17,833,334
Options Valuations Summary
Broker
Optiond
Restructure
Optiona
Historical
Optionb
Director
Optionc
Number of instruments
Underlying share price ($)
Exercise Price ($)
Expected Volatility
Life of Options (years)
Expected dividends
Rick Free rate
Value per instrument ($)
4,000,000
0.20
0.30
94%
3
nil
0.11%
0.0998
3,333,334
0.20
0.30
94%
3
nil
0.11%
0.0998
500,000
0.20
0.60
100%
2
nil
0.09%
0.0532
10,000,000
0.20
0.30
94%
3
nil
0.11%
0.0998
Value per tranche ($)
399,105
332,588
26,585
997,764
Notes:
a) The 3,333,334 Restructure Options are unlisted options on issue as at 31 December 2020.
Directors have used a Black Scholes option pricing model to determine the valuation of these
Restructure Options to be $332,588.
b) The 500,000 Historical Options (having an exercise price of $0.60) have been valued by Directors
using a Black Scholes option pricing model to be $26,585. These Historical Options vest
immediately.
c) The 10,000,000 Director Options have been issued to Directors, having an exercise price of
$0.30c and expiring on or before 3 years from the date on which the Company was admitted to
the Official List of the ASX. Directors have used the Black Scholes pricing model to determine
the valuation of these options to be $997,764. While these Director Options are in exchange for
future services, there are no vesting conditions attached to the options. As a result, these options
vest immediately.
d) The Company issued 4,000,000 unlisted options to Vert Capital 16 November 2021. Directors
have used a Black Scholes option pricing model to determine the valuation of these Broker
Options to be $339,105.
53
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 13 Share Based Payments (cont’d)
b. Performance Rights
Performance Rights Valuations Summary
Number of instruments
Underlying share price ($)
Exercise Price ($)
Expected Volatility
Life of Options (years)
Expected dividends
Rick Free rate
Value per instrument ($)
Value per tranche ($)
Vendors Performance Rights
4,700,000
0.20
0.00
97%
5
nil
0.11%
0.2000
940,000
The performance rights outstanding at 30 June 2022 have vesting conditions as follows:
The 4,700,000 Performance Rights issued as part of the tenement Acquisition Agreements have been
determined by Directors to have a value of $940,000 in accordance with a Black Scholes pricing
model.
Subject to the terms and conditions below, each one (1) Performance Right is convertible into one
(1) Share in the capital of the Company, upon the following milestones being achieved collectively
(Conversion Milestone):
Name
Conversion Milestone
Expiry Date
Class A
Announcement by the Company of the definition of a
JORC 2012 compliant resource in the Inferred
category (or higher) of not less than 100,000 ounces
of gold or gold equivalent metals at a minimum of 1.0
g/t in respect of the area of the Project Tenements (as
at the Settlement Date) verified by an independent
competent person.
Class B Announcement by the Company of the definition of a
JORC 2012 compliant resource in the Inferred
category (or higher) of not less than 500,000 ounces
of gold or gold equivalent metals at a minimum of 1.0
g/t in respect of the area of the Project Tenements (as
at the Settlement Date) verified by an independent
competent person with not less than 20% of the
resource in the Measured Category.
5:00pm (AWST) on the date
that is 5 years from the date of
issue of
the Performance
Rights
5:00pm (AWST) on the date
that is 5 years from the date of
the Performance
issue of
Rights
Note 14 Dividends
There were no dividends paid, recommended, or declared during the current or previous financial year.
54
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 15
Key Management Personnel and Related Party Transactions
Shareholdings – Ordinary shares
The number of shares held by each director, including their personally related parties, in the Company
are set out below:
Andrew Jones
Ashley Hood atf Hood Family Trust
2022
Number
of shares
2021
Number
of shares
3,075,000
3,700,000
2,975,000
3,575,000
Transactions with related parties:
Transactions between related parties are on normal commercial terms and conditions no more favourable
than those available to other parties unless otherwise stated.
There were no related party transactions in the financial year.
Key Management Personnel:
Refer to the remuneration report contained in the directors’ report for details of the remuneration paid
or payable to each of member of the Group’s key management personnel (KMP) for the year ended 30
June 2022.
Short-term employee benefits
Share-based payments
2022
$
518,000
-
518,000
2021
$
180,217
997,764
1,177,981
Short-term employee benefits
These amounts include fees and benefits paid to the non-executive Chair and non-executive directors as
well as all salary, consulting fees and fringe benefits awarded to executive directors and other KMP.
Share-based payments
These amounts represent the expense related to the issuance of options to KMP’s in the period.
Further information in relation to KMP remuneration can be found in the Directors’ Report.
Note 16 Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by PKF Brisbane
Audit, the auditor of the Company:
Audit services – PKF Brisbane Audit
Audit or review of the financial statements
Investigating accountant services
Other services – PKF Brisbane
Tax services
55
Consolidated
2022
$
2021
$
30,000
-
30,000
3,000
33,000
27,000
10,000
37,000
3,000
40,000
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 17
Cash Flow Information
Reconciliation of cash flow from operations with profit / (loss)
after income tax
Profit / (Loss) after income tax
Non-cash and non-operating items in profit:
Depreciation
Share based payments
Changes in operating assets and liabilities:
(Increase) / Decrease in other receivables
Increase / (Decrease) in trade and other payables
Net cash inflow/(outflow) from operating activities
Consolidated
2022
$
(1,494,687)
2021
$
(2,166,292)
5,847
399,105
-
1,356,937
98,501
(19,938)
(1,011,172)
(166,690)
(112,065)
(1,088,110)
Note 18 Financial Risk Management
The Group's financial instruments consist mainly of accounts with banks, other receivables and
payables.
The totals for each category of financial instruments, measured in accordance with accounting policies
in Note 1 to these financial statements are as follows:
Financial Assets
Cash and cash equivalents
Financial assets - term deposits
Other receivables
Total Financial Assets
Financial Liabilities
Trade payables
Total Financial Liabilities
Consolidated
2022
$
2021
$
1,868,655
25,000
69,635
1,863,290
1,808,644
2,525,000
168,136
4,501,780
66,577
66,577
31,008
31,008
Financial Risk Management Policies
The directors' overall risk management strategy seeks to assist the company in meeting its financial
targets, whilst minimising potential adverse effects on financial performance.
Risk management policies are approved and reviewed by the Board of Directors on a regular basis.
These included the credit risk policies and future cash flow requirements.
Specific Financial Risk Exposures and Management
The main risk the Group is exposed to through its financial instruments is liquidity risk. There have been
no substantive changes in the types of risks the Group is exposed to, how these risks arise, or the
objectives, policies and process for managing these risks from the prior period.
56
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 18
Financial Risk Management (cont’d)
Liquidity Risk
Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts
or otherwise meeting its obligations related to financial liabilities. The Group manages this risk through
preparing forward-looking cash flow analyses in relation to its operational, investing and financing
activities and obtaining funding from a variety of sources. An undiscounted contractual maturity analysis
for financial liabilities is noted below. The timing of cash flows presented in the table to settle financial
liabilities reflects the earliest contractual settlement dates.
Trade and sundry payables are expected to be paid as follows:
Less than 6 months
66,577
66,577
31,008
31,008
Net Fair Values
The fair values of financial assets and financial liabilities are presented in the following table and can be
compared to their carrying values as presented in the statement of financial position. Fair values are those
amounts at which an asset could be exchanged, or a liability settled, between knowledgeable, willing
parties in an arm's length transaction.
Fair values derived may be based on information that is estimated or subject to judgment, where changes
in assumptions may have a material impact on the amounts estimated. Areas of judgment and the
assumptions have been detailed below. Where possible, valuation information used to calculate fair value
is extracted from the market, with more reliable information available from markets that are actively
traded. In this regard, fair values for listed securities are obtained from quoted market bid prices. Where
securities are unlisted and no market quotes are available, fair value is obtained using discounted cash
flow analysis and other valuation techniques commonly used by market participants
Consolidated
2022
2021
Carrying
Amount
$
Net Fair
Value
$
Carrying
Amount
$
1,868,655
25,000
69,635
1,963,290
1,868,655
25,000
69,635
1,963,290
1,808,644
2,525,000
168,136
4,501,780
Net Fair
Value
$
1,808,644
2,525,000
168,136
4,501,780
66,577
66,577
66,577
66,577
31,008
31,008
31,008
31,008
Financial Assets
Cash and cash equivalents
Financial assets - term deposits
Other receivables
Total Financial Assets
Financial Liabilities
Trade payables
Total Financial Liabilities
57
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 19
Controlled Entities
Name of Entity
Parent entity
TechGen Metals Ltd
Country of
incorporation
Class of
shares
2022
%
2021
%
Ownership
Australia
Controlled entities
TechGen Metals Ontario Limited
TechGen NSW Pty Ltd
Tech Gen Metals Operations Pty Ltd
TechGen BBG Pty Ltd (formally Blue Bull
Canada
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
Ordinary
Gold Pty Ltd)
TechGen BRV Pty Ltd (formally Blue Rock
Australia
Ordinary
Valley Pty Ltd)
100
100
100
100
100
100
-
100
100
100
Note 20
Contingent Liabilities
The Group does not have any contingent liabilities at 30 June 2022 and 30 June 2021.
Note 21
Commitments
Exploration commitments
So as to maintain current rights to tenure of various exploration and mining tenements, the Company will
be required to outlay amounts in respect of tenement rent to the relevant governing authorities and to meet
certain annual exploration expenditure commitments. These outlays (exploration expenditure and rent),
which arise in relation to granted tenements, inclusive of tenement applications granted subsequent to the
year end, are as follows:
Exploration expenditure commitments payable:
- Within one year
- Later than one year but not later than five years
Lease commitments
Office month to month lease rentals are as follows:
- Within one year
- Later than one year but not later than five years
Consolidated
2022
$
2021
$
279,016
2,637,296
2,916,312
286,885
2,943,331
3,230,216
42,804
-
42,804
23,640
-
23,640
In July 2021 the Company entered a monthly lease on an office in West Murray Street, Perth with an
option to renew, on a month-to-month basis. This short-term lease is excluded from the provisions of
AASB16.
58
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 22
Parent Entity Financial Information
a. Summary Financial Information
Balance Sheet
Current assets
Total assets
Current liabilities
Total liabilities
Issued capital
Reserves
Accumulated losses
Total equity
Consolidated
2022
$
2021
$
1,963,290
5,027,497
4,501,780
5,954,260
66,577
66,577
31,008
31,008
7,512,809
1,756,042
(4,307,931)
4,960,920
7,379,559
1,356,937
(2,813,244)
5,923,252
Loss for the year
Total comprehensive loss for the year
(1,494,687)
(1,494,687)
(2,166,292)
(2,166,292)
b. Guarantees entered into by the parent entity
The Parent Entity has provided no financial guarantees.
c. Contractual commitments
The Parent Entity had no contractual commitments as at 30 June 2022 $nil (2021: $nil), other than
those disclosed in Note 21.
59
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Note 23
Events Subsequent to Balance Date
The impact of the Coronavirus (COVID-19) pandemic is ongoing and has become a significant matter
around the globe. Management is monitoring these developments and any potential future impact on the
financial position and performance of the Group. However, it is not practicable to estimate the potential
impact, positive or negative, after the reporting date. The situation is rapidly developing and is
dependent on measures imposed by the Australian Government and other countries, such as maintaining
social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be
provided.
The Company is pleased to advise that it has entered a binding farm-in term sheet with Rio Tinto
Exploration Pty Limited, (a wholly owned subsidiary of Rio Tinto Ltd) in relation to its Harbutt Range
Project in the south Paterson Province of Western Australia.
Material Terms of the Farm-In & Joint Venture Agreement
• Rio Tinto Exploration has a sole and exclusive right to earn an 80% joint venture interest in the
project by sole funding exploration expenditure of A$3,000,000 over a 5-year period.
• Exploration by RTX to earn the 80% interest must include completion of a minimum of three
thousand (3,000) metres of reverse circulation (RC) and/or diamond drilling at the project.
• Rio Tinto Exploration commits to incurring and sole funding a minimum exploration expenditure
of A$250,000 before 31 December 2023 (Minimum Expenditure), subject to extension in the event
of certain delays to obtaining land access for exploration.
•
• Rio Tinto Exploration can withdraw from the Farm-In and Joint Venture Agreement at any stage
after achieving Minimum Expenditure and in which case will retain no interest in the project.
If Rio Tinto Exploration has earnt an 80% interest in the project and TechGen elects not to
contribute to joint venture exploration expenditure, then TechGen ’s interest will dilute by standard
industry formula. If TechGen‘s interest falls below 10% then Rio Tinto Exploration will have a
buyout right or the interest will convert to a 0.5% NSR Royalty on the first 8 years of commercial
production.
The company is also pleased to advise of the successful completion of a $2.0 million share placement to
advance and accelerate ongoing exploration activities across it’s projects in Western Australia and New
South Wales.
Use of Funds
The company will focus on the new discovery at the John Bull gold project in NSW where further work
will be undertaken to assess the scale potential of the gold mineralisation. Target testing and further
target generation will continue at the Station Creek and Mt Boggola Projects, and will include the current
RC drilling, airborne VTEM at Mt Boggola and geological mapping and sampling. Exploration
activities, including geological reconnaissance and soil sampling, will commence at the Earaheedy
Project (zinc – lead – silver) once planning is complete.
Placement Details
A total of 10,810,811 Shares will be issued as part of the capital raising and will be issued at a price of
$0.185.
7,214,218 Placement Shares will be issued under the Company’s existing ASX Listing Rule 7.1
placement capacity and 3,326,323 Placement Shares will be issued under ASX Listing Rule 7.1A. The
remaining 270,270 Placement Shares, which are to be issued to directors Ashley Hood, Andrew Jones,
60
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Maja McGuire and Rick Govender (along with their related entities), will be subject to shareholder
approval to be sought at an upcoming general meeting. The new Placement Shares issued will rank
equally with the Company’s existing shares that are quoted on the ASX.
No other matters or circumstances have arisen since the end of the financial year which significantly
affected or may significantly affect the operations of the Group, the result of those operations, or the
state of affairs of the Group in future financial periods.
Note 24
Company Details
The registered office of the Company is:
TechGen Metals Limited
683 Murray Street
West Perth WA 6005
The principal place of business is:
683 Murray Street
West Perth WA 6005
61
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
DIRECTORS’ DECLARATION
In the directors’ opinion:
• the attached financial statements and notes comply with the Corporations Act 2001, the Accounting
Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements;
• the attached financial statements and notes comply with International Financial Reporting Standards
as issued by the International Accounting Standards Board as described in Note 1 to the financial
statements;
• the attached financial statements and notes give a true and fair view of the Group’s financial position
as at 30 June 2022 and of its performance for the financial year ended on that date; and
• there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act
2001.
On behalf of the directors
Director: _________________________________________________________
Dated this 16th day of September 2022
62
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF TECHGEN METALS LIMITED
Report on the Financial Report
Opinion
We have audited the accompanying financial report of TechGen Metals Limited (the Company), which
comprises the consolidated statement of financial position as at 30 June 2022, the consolidated statement
of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, notes comprising a summary of significant
accounting policies and other explanatory information, and the directors’ declaration of the Company and
the consolidated entity comprising the Company and the entities it controlled at the year’s end or from time
to time during the financial year.
In our opinion the financial report of TechGen Metals Limited is in accordance with the Corporations Act
2001, including:
i)
Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2022
and of its performance for the year ended on that date; and
ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We are independent of the consolidated entity 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.
63
Key Audit Matter
A key audit matter is a matter that, in our professional judgement, was of most significance in our audit of
the financial report of the current period. This matter was addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
this matter. For the matter below, our description of how our audit addressed the matter is provided in that
context.
Carrying value of capitalised exploration expenditure
Why significant
How our audit addressed the key audit matter
As at 30 June 2022 the carrying value of
exploration
assets was
$3,029,347 (2021: $1,443,177), as disclosed in
Note 9.
evaluation
and
The consolidated entity’s accounting policy in
respect of exploration and evaluation expenditure
is outlined in Note 1.
Significant judgement is required:
whether
•
determining
facts
in
and
circumstances indicate that the exploration
and evaluation assets should be tested for
impairment in accordance with Australian
Accounting Standard AASB 6 Exploration for
and Evaluation of Mineral Resources (“AASB
6”); and
•
in determining the treatment of exploration
and evaluation expenditure in accordance
with AASB 6, and the consolidated entity’s
accounting policy. In particular:
o whether the particular areas of interest
meet the recognition conditions for an
asset; and
o which elements of exploration and
evaluation
for
expenditures
capitalisation for each area of interest.
qualify
•
•
Our work included, but was not limited to, the
following procedures:
impairment
• Conducting a detailed review of management’s
trigger events
in accordance with AASB 6
assessment of
prepared
including:
o assessing whether the rights to tenure of
the areas of interest remained current at
reporting date as well as confirming that
rights
to be
renewed for tenements that will expire in
the near future;
tenure are expected
to
o holding discussions with the Directors and
management as to the status of ongoing
exploration programmes for the areas of
interest, as well as assessing if there was
evidence that a decision had been made to
discontinue activities in any specific areas
of interest; and
o obtaining and assessing evidence of the
consolidated entity’s future intention for the
areas of interest, including reviewing future
budgeted expenditure and related work
programme.
considering whether exploration activities for
the areas of interest had reached a stage
where
of
economically recoverable reserves existed;
assessment
reasonable
a
testing, on a sample basis, exploration and
evaluation expenditure incurred during the
year for compliance with AASB 6 and the
consolidated entity’s accounting policy; and
•
assessing the appropriateness of the related
disclosures in Notes 1 and 9.
64
Other Information
The Directors are responsible for the other information. The other information comprises the information
included in the consolidated entity’s annual report, 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 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.
Directors’ Responsibilities for the Financial Report
The Directors of the company are responsible for the preparation of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the Directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible for assessing the consolidated entity’s ability
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the Directors either intend to liquidate the consolidated entity 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 and 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, individual or in aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement
and maintain professional scepticism throughout the audit. 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 consolidated entity’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and other 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 consolidated entity’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
65
auditor’s report. However, future events or conditions may cause the consolidated entity 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.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the consolidated entity to express an opinion on the group financial report. We are
responsible for the direction, supervision and performance of the group audit. We remain solely
responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
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
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2022. 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.
Opinion
In our opinion, the Remuneration Report of TechGen Metals Limited for the year ended 30 June 2022
complies with section 300A of the Corporations Act 2001.
PKF BRISBANE AUDIT
TIM FOLLETT
PARTNER
16 SEPTEMBER 2022
BRISBANE, AUSTRALIA
66
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
SHAREHOLDER INFORMATION
30 JUNE 2022
The shareholder information set out below was applicable as at 30 June 2022.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
Ordinary Shares
Number of
holders
% of total
shares issued
25
382
243
435
84
1,169
2.14
32.68
20.79
37.21
7.19
100.00
67
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
SHAREHOLDER INFORMATION
30 JUNE 2022
Equity security holders
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
Ordinary Shares
Number held
% of total
shares issued
MR ASHLEY KEITH HOOD + MRS CHARLOTTE MARY HOOD
3,700,000
TASEX GEOLOGICAL SERVICES PTY LTD
BNP PARIBAS NOMINEES PTY LTD ,
S3 CONSORTIUM HOLDINGS PTY LTD,
SAR CAPITAL PTY LTD
MRS WIN WIN HTWE
3,075,000
2,404,521
1,250,000
1,250,000
1,200,000
MRS JUDITH SUZANNE PIGGIN + MR DAMIEN JAYE PIGGIN
1,140,000
DIAMOND PIRATES PTY LTD
1,000,000
SCOTT & CORINA HARRIS
1,000,000
MR SIMON (SUI HEE) LEE
1,000,000
WRM HOLDINGS PTY LTD
1,000,000
MR ALEXANDER JOHN DILLON
MR LAURIE TRETTEL
MR MICHAEL JOHN EDGAR "MITHRIL"
MR NARINDER SINGH SUDAGAR SINGH
FREESTUN INVESTMENTS PTY LTD
MIKADO CORPORATION PTY LTD
MR PETER KARAS + MRS CHRISTINA KARAS
MR PETER HOWELLS
ELUTION GROUP PTY LTD
724,617
701,667
600,000
550,000
500,000
500,000
490,552
411,952
392,667
6.95
5.78
4.52
2.35
2.35
2.26
2.14
1.88
1.88
1.88
1.88
1.36
1.32
1.13
1.03
0.94
0.94
0.92
0.77
0.74
22,890,976
43.03
68
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
SHAREHOLDER INFORMATION
30 JUNE 2022
Options over ordinary shares issued
Substantial holders
Substantial holders in the company are set out below:
Number on
issue
Number of
holders
17,833,334
17
Ordinary Shares
Number
held
% of total
shares issued
MR ASHLEY KEITH HOOD + MRS CHARLOTTE MARY HOOD
TASEX GEOLOGICAL SERVICES PTY LTD
BNP PARIBAS NOMINEES PTY LTD ,
S3 CONSORTIUM HOLDINGS PTY LTD,
SAR CAPITAL PTY LTD
3,700,000
3,075,000
2,404,521
1,250,000
1,250,000
6.95
5.78
4.52
2.35
2.35
Voting rights
Voting rights attached to ordinary shares are set out below:
Ordinary shares
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll
each share shall have one vote.
There are no other classes of equity securities.
69
TECHGEN METALS LTD AND ITS CONTROLLED ENTITIES
A.B.N. 66 624 721 035
TENEMENTS INFORMATION
30 JUNE 2022
Tenements
List of exploration tenements held by the Company as at the end of June 2022.
Project
Tenement
Status
Area
(km2)
Blue Rock Valley
Blue Rock Valley
Blue Rock Valley
Blue Rock Valley
Earaheedy
Earaheedy
Earaheedy
Earaheedy
Earaheedy
El Donna
Harbutt Range
Harbutt Range
Ida Valley
Ida Valley
Ida Valley
Mt Boggola
Mt Boggola
Mt Boggola
Mt Boggola
Narryer
Narryer
North Nifty
North Nifty
Station Creek
Jackadgery
Jackadgery
E 08/3276
E 08/3454
E 08/3453
E 08/3030
E 38/3707
E 38/3706
E 38/3708
E 38/3709
E 38/3710
E 27/610
E 45/5439
E 45/5294
E 36/979
E 36/1015
E 29/1053
E 08/3458
E 08/3269
E 08/2996
E 08/3473
E 20/1022
E 09/2699
E 45/5506
E 45/5511
E 08/2946
EL 9121
EL 8389
Application
Application
Application
Granted
Application
Application
Application
Application
Application
Granted
Granted
Granted
Application
Granted
Granted
Application
Granted
Granted
Application
Application
Application
Granted
Granted
Granted
Granted
Granted
101
435
243
101
215
215
101
215
165
14
313
63
75
85
39
63
116
63
110
262
117
31
16
54
29
3
Grant Date
n/a
n/a
n/a
24/02/2020
n/a
n/a
n/a
n/a
n/a
05/02/2020
25/02/2020
18/03/2019
n/a
05/01/2022
05/07/2019
n/a
18/10/2021
09/10/2019
n/a
n/a
n/a
03/06/2021
03/06/2021
03/12/2018
04/01/2021
09/03/2015
Term
(Years)
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
Interest
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Option *
* Subject to an option agreement where TechGen can acquire up to a 90% interest.
70