TEMPEST MINERALS LIMITED ACN 612 008 358
Phone: +61 8 9200 0435 Fax: +61 8 9380 6761 Address: Level 2, Suite 9 389 Oxford Street, Mount Hawthorn WA 6016
ACN 612 008 358
CONSOLIDATED FINANCIAL REPORT
FOR THE YEAR ENDED
30 JUNE 2024
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Contents
Page 1
Cautionary Statements
2
Corporate Information
3
Letter from the Chairman
4
Review of Operations
5
Directors’ Report
20
Auditor’s Independence Declaration
30
Consolidated Statement of Profit or Loss and Other Comprehensive Income for the
Year Ended 30 June 2024
31
Consolidated Statement of Financial Position as at 30 June 2024
32
Consolidated Statement of Changes In Equity for the Year Ended 30 June 2024
33
Consolidated Statement of Cash Flows for the Year Ended 30 June 2024
34
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
35
Consolidated Entity Disclosure Statement
51
Directors’ Declaration
52
Independent Auditor’s Report
53
Shareholder Information
57
Interests in Tenements
59
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Cautionary Statements
Page 2
Forward-looking statements
This document may contain certain forward-looking statements. Such statements are only predictions,
based on certain assumptions and involve known and unknown risks, uncertainties and other factors,
many of which are beyond the company’s control. Actual events or results may differ materially from the
events or results expected or implied in any forward-looking statement.
The inclusion of such statements should not be regarded as a representation, warranty or prediction with
respect to the accuracy of the underlying assumptions or that any forward-looking statements will be or
are likely to be fulfilled.
Tempest Minerals Limited undertakes no obligation to update any forward-looking statement to reflect
events or circumstances after the date of this document (subject to securities exchange disclosure
requirements).
The information in this document does not take into account the objectives, financial situation or particular
needs of any person or organisation. Nothing contained in this document constitutes investment, legal,
tax or other advice.
Competent Person Statement
The information in this report that relates to Exploration Results is based on, and fairly represents information
compiled by Mr Don Smith, a Competent Person who is a member of AusIMM and the Australian Institute
of Geoscientists (AIG). Mr Smith is the Managing Director of the Company and has sufficient experience
that is relevant to the style of mineralisation and type of deposit under consideration and to the activity
being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian
Code for Reporting of Exploration Results, Mineral Resource and Ore Reserves”. Mr Smith consents to the
inclusion in this report of the matters based on his information in the form and context in which it appears.
Information relating to Previous Disclosure
This report contains information extracted from previous ASX market announcements reported in
accordance with the 2012 JORC Code and is available for viewing at www.tempestminerals.com.
The Company confirms that it is not aware of any new information or data that materially affects the
information included in these earlier market announcements. The Company confirms that the form and
context in which the competent persons findings have not been materially modified from these earlier
market announcements.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Corporate Information
Page 3
Directors and Company Secretary
Brian Moller (Non-Executive Chairman)
Don Smith (Managing Director)
Andrew Haythorpe (Non-Executive Director)
Owen Burchell (Non-Executive Director)
Paul Jurman (Company Secretary)
Head Office and Registered Office
Tempest Minerals Limited
Level 2, Suite 9
389 Oxford Street
Mt Hawthorn, WA 6016
Tel: +61 8 9200 0435
www.tempestminerals.com
Auditors
HLB Mann Judd
Level 4, 130 Stirling Street
Perth WA 6000
Share Registry
Automic Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000
Tel: 1300 288 664
www.automicgroup.com.au
Stock Exchange Listing
Australian Securities Exchange Ltd
ASX Code: TEM
Australian Company Number
612 008 358
Solicitor
HopgoodGanim Lawyers
Level 8, Waterfront Place
1 Eagle Street
Brisbane QLD 4000
Tel: +61 7 3024 0000
Fax: +61 7 3024 0300
www.hopgoodganim.com.au
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Letter from the Chairman
Page 4
Dear Shareholders
On behalf of the board of directors of Tempest Minerals Ltd (Tempest or the Company), I take
pleasure in presenting the Annual Report for 2024.
During the past year we have continued to focus on our WA projects at Yalgoo, Messenger, Meleya,
War West and Euro. We have unfortunately had to deal with various delays in obtaining necessary
approvals which has delayed some of our progress in drilling, particularly at Yalgoo where drilling is
now underway at the Remorse target which is consisted highly prospective.
We also continue to examine other opportunities and have retained our WA lithium assets as well but
continue to look at how we may unlock the value in these assets in the best interests of all
shareholders.
We were delighted to see Tolu Minerals Ltd (Tolu) successfully list on ASX and we retain a holding in
Tolu which continues to trade well above its listing price of $0.50 a share.
I would like to extend my thanks to the Company’s Managing Director Mr Don Smith, my fellow
directors and the management team for their ongoing efforts in progressing the Company’s projects
and look forward to being able to update all shareholders with the progress on exploration of our
projects over the course of the coming year.
On behalf of the Board, I thank you for your continued support and look forward to bringing you
further news as our exploration efforts continue.
We also respectfully acknowledge the Traditional Custodians of the land in which we operate. We
pay our respect to all the elders, past, present and emerging, who carry deep knowledge of these
lands, and we commit to being open to receive this knowledge and incorporate it into the work we
do. We recognise their continuing connection to the land, waters and culture in the areas we
operate.
Yours faithfully
Brian Moller
Chairman
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 5
Yalgoo
Tempest’s flagship project is the Company’s holding in the Yalgoo region of Western
Australia. Totalling more than 1,000km2, it is located near high profile neighbours including: 29 Metals
Ltd (ASX:29M), Spartan Resources Ltd (ASX:SPR), Silverlake (ASX:SLK), Capricorn Metals Ltd (ASX:CMM)
and Fenix (ASX:FEX) and more.
Figure 01: Yalgoo Projects Overview
Tempest has used data-driven processes to identify poorly or unexplored areas of highly prospective
geology. This approach has had considerable success and includes the discovery of multiple
instances of new mineralisation.
The project contains a number of different geological domains (previously referred to as individual
projects Messenger, War West, Meleya and Euro) though much of these have considerable
overlap. Within these domains, exploration targets continue to be identified through ongoing
exploration and data analysis and are being explored systematically according to prioritisation
based on geological and other variables.
Regional EM Survey
An EM survey commenced immediately prior to the reporting period in June 2023. This survey was
conducted to assess the Meleya and War West regions where the Company has been actively
exploring through data analysis, fieldwork and drilling with multiple occurrences of mineralisation
discovered to date. The survey was intended to complement existing datasets by providing ultra-
high resolution geophysical data. EM is commonly used when looking for sulphide mineralisation and
is considered standard practise when exploring for VMS deposits.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 6
Figure 02: Schematic map of planned survey area
The survey was considered to be successful - although areas of the survey were initially obfuscated
by the presence of groundwater, a variety of processing techniques were employed to mitigate this
and the results was high quality data generated across the project.
The reprocessed data highlighted numerous zones of interest for exploration and several high priority
drill targets. Among the zones detected are multiple targets coincident with existing Tempest
exploration targets. Notably, this included the presence of an appreciable EM anomaly at the
‘Remorse’ base metal target.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 7
Figure 03: Schematic map of survey area and anomalies
Remorse
Regional Heritage
In conjunction with multiple field work programs, TEM worked closely with multiple traditional owner
groups including the Badimia people through the BLAC/BBAC corporation structures. The Badimia
provide cultural heritage advisory in the region including conducting surveys at the Remorse Target.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 8
Figure 04: Badimia People and TEM team in the field conducting heritage survey
One of the parallel workflows was to complete surface geochemical sampling to extend the
southern side of the Remorse Target. Approximately 80 soil samples were collected in an offset
pattern to match existing surrounding sampling. Samples were Ultrafine assayed in conjunction with
comprehensive scanning using Boxscan technology.
TEM previously announced the presence of large-scale copper zinc anomalies at the Remorse Target
coincident with geological and electromagnetic anomalism. The Company announced in late 2023
the intention to drill the Remorse Target and vigorously pursued regulatory requirements to do this.
Initial geochemistry results indicated the requirement of a modest drill program to test specific
structural targets potentially related to higher copper values in the wide-spaced surface
geochemistry.
Further ground truthing geological mapping of the Remorse Target in Q1 2024 showed a much larger
geological target zone and an expanded drill program was designed for this larger
footprint. Approvals were received and an estimated 5,000m RC drilling commenced post the end
of the reporting period and is currently in progress.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 9
Figure 05: Remorse Target with approval status and drill design
Sanity
The Yalgoo project has a multitude of prospective targets including the Sanity Target. Sanity presents
as a local distortion in geophysical datasets (including the airborne electromagnetic survey) and
correlates strongly with a multi-element geochemical anomaly in the soil and rock chip sampling.
Multiple elements including Gold and copper show strong coherent zones including peaks of 400pm
for copper and 80ppb for gold. Individual rock chips from nearby mine workings (shafts) within the
same geology trends have returned results of up to 7gpt gold and 0.2% copper and >60% Iron
conforming to the regional exploration targets for gold, base metals and iron.
Tempest considers this may potentially be indicative of a broader mineralised system such as the
high-grade gold system adjacent at the Barron Rothchild deposit.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 10
Figure 06: Sanity Target surface sampling results (gold)
Figure 07: Sanity Target surface sampling results (copper)
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 11
Figure 08: Sanity Target surface sampling results (zinc)
Figure 09: Sanity Target surface sampling results (nickel)
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 12
Budapest Target
The Budapest Target sits within the lower portion of the greater Yalgoo Project and comprises primarily
ultramafic, mafic and felsic stratigraphy with banded iron-formations (BIF), which forms part of the
southern Yalgoo Greenstone belt which include the Rothsay, Karara and Mount Mulgine operations.
Drilling completed at Euro in early 2022 also intersected thick zones of a previously undocumented
sedimentary package and polymetallic mineralisation 2km to the east at the Calais target. This
mineralisation is considered to be VMS (volcanogenic massive sulphide) or skarn related.
Field mapping during drilling at the Calais program discovered outcrops, now known as the Budapest
Target. Strong alteration observed at this location such as fuchsite and potentially silica and iron
gossan prompted analysis of one of these rocks which produced pXRF measurements of up to 63ppm
silver (Ag) in portable x-ray fluorescence (pxrf).
A limited soil geochemistry program was conducted in the Budapest locality as a result which
confirms the presence of elevated precious metals.
Figure 10: TEM Euro Project Showing Total Magnetic Intensity & Target Area
Mt Magnet
The Mt Magnet Projects are located in the Murchison Province of Western Australia known to host
appreciable epigenetic gold mineralisation in the area introduced through faults and
shears. Historically, the iron-rich sediments of the Boogardie Formation have been the favoured host
for gold mineralisation in the district. Modern discoveries have shown that felsic intrusives also have
the capacity to host large economic gold deposits.
The Range Project captures a prominent gold-bearing structural feature within the Mt Magnet district
- the Meekatharra-Mt Gibson Fault - that bifurcates the project area. NNW and NNE trending
structures are visible throughout the project with the former appearing to be related to localised
mineralisation.
The western flank of the project is disrupted by the gold mineralised north-south trending Britannia
Well Shear, along which a number of TEM’s exploration targets are oriented in addition to several
small historic gold workings. Immediately north of the project lies the Britannia Well pit which was
mined by Harmony in 2007, with further gold mineralisation believed to extend into Tempest’s tenure.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 13
Figure 11: Range Project Geology Map with Open Pits, Artisanal Mined areas and exploration
targets
Field Results
A regular data review and project geology re-interpretation indicated that a feature observed in
geophysics may be a continuation of the Boogardie Formation metasediments found in the
mineralised zone of the Britannia Well pit and other mining centres in Mount Magnet.
Field verification saw rock chip samples from multiple outcrops yielding anomalous gold including:
Wrangler Target: 1gpt Gold. 170m along strike of the Brittania Well pit and a likely extension of
the pit’s mineralised zone. Found in heavily jointed smokey coloured tourmaline bearing,
brecciated Boogardie Formation chert and meta intrusives.
Cherokee Target: 0.5gpt Gold. New gold-bearing mineralisation zone, 1.5km along strike from
the Brittania Well Pit and a cluster of historic shafts and trenches. Heavily tourmalinised and
brecciated volcanics and felsic intrusive nearby outcropping interpreted Boogardie
Formation.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 14
Figure 12: Wrangler Target with respect to nearby pit and corporates
Five Wheels
In July 2023, Tempest announced the acquisition of the FiveWheels Project. TEM acquired the project
for $64,000 in fully paid ordinary shares and $36,000 in cash. The FiveWheels Project is located ~146
km north of Wiluna in the Western Australian Warburton Mineral field within the Nabberu Region.
The project is 266km2 of highly prospective ground laying on the northern edge of the Earaheedy
Basin. The Earaheedy Basin has been explored for multiple commodities for over a hundred years
due to its relative proximity to mining towns such as Wiluna.
This region has been reinvigorated in the 2020s since Rumble Resources Earaheedy Project (ASX:RTR)
announced a major discovery on 19 April 2021. This was recently followed up on 19 April 2023 with a
globally significant, pit-constrained, maiden inferred Mineral Resource Estimate (MRE) of 94Mt @ 3.1%
Zn + Pb and 4.2g/t Ag (at a 2% Zn + Pb cutoff)]. Neighbouring Strickland Resources Ltd (ASX:STK)
Iroquois Project also has announced similar styled mineralisation in 2023.
The FiveWheels Project is approximately 36 km north of these major developments and is considered
to exhibit similar geological prospectivity.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 15
Figure 13: Five Wheels Project with notable neighbouring discoveries
Historic exploration in the vicinity of the FiveWheels Project was primarily or solely focussed on iron ore
prospectivity. This exploration was prior to the understanding of the base metal prospectivity in the
Earaheedy Basin.
In the western portion of the project, legacy soil geochemistry collected very high-grade samples
including 1,130 ppm (~0.1%) Copper and 847 ppm Zinc.
Whereas in the western side of the project, key geological units including the Yelma Formation and
the Frere Formation (notably associated with mineralisation in other parts of the Earaheedy Basin)
have been intersected in legacy drilling for iron ore but not assayed.
Figure 14: Five Wheels Simplified Project Geology Map
Reconnaissance
TEM completed project setup and initial reconnaissance fieldwork to assess accessibility.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 16
Land Access
TEM also completed a land access for exploration deed of agreement with the Mungarlu
Ngurrarankatja Rirraunkaja Aboriginal Corporation RNTBC (MNR) which compliments an existing Land
access agreement for exploration and prospecting already existing with the Marputu Aboriginal
Corporation RNTBC.
In conjunction with the heritage land access agreements, TEM completed a collaborative
exploration plan with the traditional owners which outlines the broader planned exploration elements
going forward.
EIS Grant
In April 2024, TEM submitted an application for co-funding under the Western Australia Government's
Exploration Incentive Scheme Cofunded Geophysics Program and was successful in its application.
The EIS grant will provide approximately 50% (~$0.23M) of the total cost of a planned geophysical
survey at the FiveWheels Project.
The intended survey will be an ‘AGG’ (Airborne Gravity Gradiometry), which includes gravity and
magnetics. Gravity surveys have proven to be successful in finding base metals in the Earaheedy
basin.
Elephant
The Elephant Project comprises 194km2 (135km2 granted - 59km2 application) of highly prospective
exploration leases. The location on the edge of a geological block with the suture between the
Yilgarn and Albany-Fraser is a favourable location for major discoveries as evidenced by the
presence of multiple world class deposits in similar environments along this trend.
Figure 15: Project Location within regional exploration context
The project was pegged primarily due to a strong geophysical anomaly and coincident
geochemical data from nearby previous exploration. The large scale and nature of the anomaly
bear similarities to other world class deposits in the regions such as Tropicana of which Tropicana
peak soil was 31pbb with 0-15m cover while the Elephant Target is 5-10pbb with 100-150m of cover.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 17
Figure 16: Elephant Project with geophysics and historic gold bearing drillhole
TEM purchased 80% of the issued capital of Lusture Pty Ltd (Lusture) (holder of the Elephant Project)
from MAC4 Pty Ltd which will hold the remaining 20% in Lusture. Under the Agreement, TEM paid
$36,000 cash and issued $64,000 in fully paid ordinary shares,
To maintain its 80% interest in Lusture, TEM has agreed to incur $500,000 of exploration expenditure
over a period of 3 years. Upon identification of an aggregate minimum of 250,000 ounces of gold of
not less than JORC (indicated) category on the Elephant Project within 5 years, TEM will issue as further
consideration 30 million fully paid ordinary shares, which will be subject to TEM obtaining corporate
and regulatory approvals, including shareholder approval. MAC4 will retain 20% of Lusture and will
be free carried until a decision to mine is made.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 18
Tolu Investment (PNG)
Tolu Minerals Ltd (Tolu) successfully completed their Initial Public Offering (IPO) on the ASX on 9
November 2023. Tolu highlight assets are the Tolukuma Gold Mine and Mt Penck Projects in Papua
New Guinea.
Tempest previously subscribed for 2,702,703 Shares at an issue price of A$0.37 for a total investment
of A$1 million which assisted in the final stage of acquisition of the Tolukuma Gold mine and brings
exciting exposure to high grade pre-production projects into TEM’s portfolio.
During the period Tempest sold 2 million Tolu shares for proceeds amounting to $1M (before costs).
The sale of part of the profitable investment in Tolu provided further working capital to progress
exploration works at the Company’s existing projects including initial focus on the Remorse copper
target in Yalgoo.
Lithium
Background
Tempest maintains a strong de-risked position in the global lithium market through domestic lithium
exploration tenure and corporate interests in international projects (hard rock lithium exploration
targets in Africa and lithium brine in the USA).
Rocky Hill
The Rocky Hill Project is 100% TEM owned tenure (279km2 granted) located approximately 100km from
Perth within the exciting new exploration front known as the South West Terrane and neighbours of
the Rocky Hill project include Newmont Corporation.
The project is primarily a lithium exploration target however and there is potential for other minerals
including gold, magnesium and high purity alumina (HPA).
Figure 17: Location of Rocky Hill Project
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Review of Operations
Page 19
YLP
The YLP is part of a project pipeline suite, known collectively as the Yilgarn Lithium Projects (YLP). The
YLP consists of 2 pending tenements (2 pending) for a total of approximately 65 km2 in the Yilgarn
craton of Western Australia.
Tempest analysis has confirmed the Company view that these are highly prospective for lithium and
other commodities. Tempest continued progression work towards the approval of the pending
tenements in the portfolio.
Figure 18: YLP tenement locations
African Lithium
TEM previously entered into a sale agreement with African focussed multi-commodity
explorer Premier African Minerals Limited (AIM listed under the ticker PREM to purchase
the African projects. Tempest retains exposure to the projects and Premier through
this equity holding of 25,000,000 shares.
USA Lithium
The Company sold its 80% interest in the Tonopah Lithium Project in
Nevada, United States of America, to ASX listed Argosy Minerals Ltd (ASX:
AGY). Tempest retains exposure to the project through an agreed
milestone payment of $250,000 payable upon Argosy announcing a JORC
compliant reserve at the project of at least one million tonnes of lithium
carbonate equivalent product or the commencement of commercial
production of lithium product at the Tonopah Lithium Project.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 20
The directors submit their report on the consolidated entity (“Group”) consisting of Tempest Minerals
Limited and the entities it controlled at the end of, and during, the financial year ended 30 June 2024.
Directors
The following persons were directors of Tempest Minerals Limited during the financial year and up to the
date of this report, unless otherwise stated:
Brian Moller
Don Smith
Andrew Haythorpe
Owen Burchell
Information on Directors
The board has a strong combination of technical, managerial and capital markets experience. Expertise
and experience include operating and mineral exploration. The names and qualifications of the current
directors are summarised as follows:
Brian Moller – Non-Executive Chairman LL.B (Hons)
Brian specialises in capital markets, mergers and acquisitions and corporate restructuring, and has acted
in numerous transactions and capital raisings in the industrial, resources and energy sectors. He was a
partner at the legal firm, HopgoodGanim until 30 June 2024 and lead the Corporate Advisory and
Governance practice and remains a consultant to the firm. Mr Moller acts for many publicly listed
companies in Australia and regularly advises boards of directors on corporate governance and related
issues.
Brian is a solicitor of the Supreme Court of Queensland and Solicitor and Barrister of the Supreme Court of
Western Australia.
During the past three years, Mr Moller has also served as a director of the following listed companies:
DGR Global Ltd* (since 2 October 2002)
Clara Resources Limited* (since 1 December 2006)
Newpeak Metals Limited* (since 22 January 2003)
Platina Resources Ltd* (since 30 January 2007)
Mineral Commodities Limited* (since 23 December 2022)
Tolu Minerals Limited (admitted to the official list on ASX on 9 November 2023, appointed 24
February 2022, resigned 16 June 2024)
*denotes current directorship
Brian is a member of the Audit & Risk Management Committee.
Don Smith – Managing Director
Don is a geologist and entrepreneur with over 20 years in the mining industry. He has worked in operational,
development, exploration and consultant roles for junior through to multinational firms spanning over 10
countries and numerous commodities including base metals, precious metals and energy minerals.
Don has a Bachelor of Science from Newcastle University and a Master of Business Administration from the
Australian Institute of Business. Don is also a member of the Australasian Institute of Mining and Metallurgy
and a member of the Australian Institute of Geoscientists.
Don does not sit on the board of any other listed companies, nor has he served as a director of any other
listed company in the last three years.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 21
Andrew Haythorpe – Independent Non-Executive Director
Andrew has 30 years’ experience in geology, funds management and has been a Director and Chairman
of a number of TSX and ASX listed companies. Since 1999, Andrew has been involved in over A$300 million
of mergers and acquisitions and capital raisings in mining and technology companies listed on the TSX
and ASX.
Andrew has a Bachelor of Science (Hons) from James Cook University, is a member of the Australian
Institute of Company Directors (MAICD) and a Fellow of the Australian Minerals Institute (FAusIMM).
During the past three years, Andrew has also served as a director of the following listed companies:
Allup Silica Ltd (admitted to the official list on ASX on 28 April 2022, appointed 5 April 2013)
GoldOz Limited (formerly New Energy Minerals Ltd) (removed from Official list on 26 August 2022,
appointed 3 May 2021)
Inca Minerals Limited (appointed 2 September 2024)
Andrew was appointed to the Audit & Risk Management Committee on 30 November 2021 and became
Chairman of that committee on 10 March 2022.
Owen Burchell – Non-Executive Director
Owen is a mining engineer with 20 years of technical, operational and corporate experience including
management positions at Rio Tinto, BHP and Barrick Gold through to numerous mining start-ups, closures
and operational turnaround projects.
Owen holds several post graduate qualifications from the West Australian School of Mines and is the holder
of a First Class Managers Certificate of Competency.
Owen does not sit on the board of any other listed companies, nor has he served as a director of any
other listed company in the last three years.
Company Secretary
Paul Jurman is involved with a diverse range of Australian public listed companies in company secretarial
and financial roles. He is currently company secretary of Platina Resources Ltd, Carnavale Resources Ltd,
Desert Metals Limited and Lord Resources Ltd.
Interests in Securities
As at the date of this report, the interests of each director in shares and options issued by the Company
are shown in the table below:
Directors
Shares
Unlisted Options ($0.14,
expiring 30-Jun-2025)
B. Moller
1,671,259
3,000,000
D. Smith
15,887,224
4,000,000
A. Haythorpe
769,500
3,000,000
O. Burchell
13,003,222
3,000,000
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 22
Principal Activities
The principal activity of the Group during the financial year was mineral exploration.
Dividends Paid or Recommended
There were no dividends paid or recommended during the financial year.
Review of Operations
Information on the operations of the Group during the financial year and up to the date of this report is
set out separately in the Annual Report under Review of Operations.
Operating Results
The Group’s operating loss for the financial year was $875,297 (2023: $1,069,392). Exploration and
evaluation expenditure incurred during the year totalled $1,232,557 (2023: $3,806,957).
Capital Structure
As at 30 June 2023 the Company had on issue 506,821,647 ordinary shares, 62,062,467 listed options
(exercise price $0.14, expiry 24 June 2024) and 15,000,000 unlisted options (exercise price $0.14, expiry 30
June 2025).
During the year ended 30 June 2024, the following securities were issued or expired:
In August 2023, the Company issued 4,561,828 fully paid ordinary shares for the acquisition of Five
Wheels Pty Ltd, which owns the Five Wheels Project;
In January 2024, the Company issued 7,740,957 fully paid ordinary shares for the acquisition of 80%
of Lusture Pty Ltd, which owns the Elephant Project; and
In June 2024, 62,062,467 listed options expired unexercised.
As at 30 June 2024 the Company had 519,124,432 ordinary shares, and 15,000,000 unlisted options
(exercise price $0.14, expiry 30 June 2025) on issue.
Treasury policy
The Group does not have a formally established treasury function. The Board is responsible for managing
the Group’s finance facilities. The Group does not currently undertake hedging of any kind and is not
currently directly exposed to material currency risks.
Significant Changes in State of Affairs
Other than the securities issued as noted above, there were no other significant changes in the state of
affairs of the Group in the financial year.
Subsequent Events
On 31 May 2024, the Company announced a non-renounceable entitlement offer to eligible shareholders
of one new fully paid ordinary share for every five shares held at an issue price of $0.008 per share, to raise
approximately $830,602 (before costs). On 10 July 2024, after the close of the entitlement offer and
achieving a 23.36% take-up rate, the Company issued a total of 24,251,886 shares to raise a total of
$194,015 (before costs). On 7 August 2024, the Company announced it completed the placement of the
Shortfall arising from the non-renounceable Entitlement Offer and issued 79,573,471 shares raising a further
$636,587. For managing the Shortfall, the facilitator as part of its compensation, subscribed for 9,946,684
options exercisable at $0.016, expiring on or before 6 August 2026 at an issue price of $0.00001.
In September 2024, the Company received a research and development (R&D) tax refund of $257,960
(including interest) for the 2024 financial year, under the Australian Government’s R&D Tax incentive
program.
Other than the matters noted above, there are no material matters or circumstances that have arisen
since the end of the year which significantly affected or may significantly affect the operations of the
Group, the results of those operations, or the state of affairs of the Group in future financial years.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 23
Risks
The prospects of the Group in progressing their exploration projects may be affected by a number of
factors. These factors are similar to most exploration companies moving through exploration phase and
attempting to progress projects into development. Some of these factors include:
Exploration – the results of the exploration activities may be such that the estimated resources are
insufficient to justify the financial viability of the projects. The Group undertakes extensive
exploration and product quality testing prior to establishing JORC compliant resource estimates
and to (ultimately) support mining feasibility studies. The Group engages external experts to assist
with the evaluation of exploration results where required and utilises third party competent persons
to prepare JORC resource statements or suitably qualified senior management of the Group.
Economic feasibility modelling of projects will be conducted in conjunction with third party experts
and the results of which will usually be subject to independent third-party peer review.
Regulatory and Sovereign – the Group currently operates only in Australia and deals with local
regulatory authorities in relation to the exploration of its properties. The Group may not achieve
the required local regulatory approvals to continue exploration or properly assess development
prospects. The Group takes appropriate legal and technical advice to ensure it manages its
compliance obligations appropriately.
Social Licence to Operate – the ability of the Group to secure and undertake exploration and
development activities within prospective areas is also reliant upon satisfactory resolution of native
title and (potentially) overlapping tenure. To address this risk, the Group develops strong, long term
effective relationships with landholders with a focus on developing mutually acceptable access
arrangements. The Group takes appropriate legal and technical advice to ensure it manages its
compliance obligations appropriately.
Environmental – All phases of mining and exploration present environmental risks and hazards. The
Group’s operations are subject to environmental regulations pursuant to a variety of state and
municipal laws and regulations. Environmental legislation provides for, among other things,
restrictions and prohibitions on spills, releases or emissions of various substances produced in
association with mining operations. Compliance with such legislation can require significant
expenditures and a breach may result in the imposition of fines and penalties, some of which may
be material. Environmental legislation is evolving in a manner expected to result in stricter
standards and enforcement, larger fines and liability and potentially increased capital
expenditures and operating costs. Environmental assessments of proposed projects carry a
heightened degree of responsibility for companies and directors, officers and employees. The
Group assesses each of its projects very carefully with respect to potential environmental issues, in
conjunction with specific environmental regulations applicable to each project, prior to
commencing field exploration. Periodic reviews are undertaken once field exploration
commences.
Safety – Safety is of critical importance in the planning, organisation and execution of the Group’s
exploration and development activities. The Group is committed to providing and maintaining a
working environment in which its employees are not exposed to hazards that will jeopardise an
employee’s health, safety or the health and safety of others associated with our business. The
Group recognises that safety is both an individual and shared responsibility of all employees,
contractors and other persons involved with the operation of the organisation. The Group has a
Safety and Health Management system which is designed to minimise the risk of an uncontrolled
safety and health event and to continuously improving safety culture within the organisation.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 24
Funding – the Group will require additional funding to continue exploration and potentially move
from the exploration phase to the development phases of its projects. There is no certainty that
the Group will have access to available financial resources sufficient to fund its exploration,
feasibility or development costs at those times.
Market – there are numerous factors involved with exploration and early-stage development of its
projects, including variance in commodity price and labour costs which can result in projects
being uneconomical.
Environmental Issues
The Group is subject to significant environmental regulations under the (Federal, State and local) laws in
which the Group operates, which currently includes Australia.
The directors monitor the Group’s compliance with environmental obligations. The directors are not aware
of any compliance breach arising during the year and up to the date of this report.
Native Title
Mining tenements that the Group currently holds, may be subject to Native Title claims. The Group has a
policy that is respectful of the Native Title rights and will, as required, negotiate with relevant indigenous
bodies.
Likely Developments
The Company will continue its mineral exploration activities with the objective of finding mineralised
resources. The Company will also consider the acquisition of further prospective exploration interests and
where appropriate secure joint venture partners to assist in financing exploration activities.
Remuneration Report (Audited)
This report details the nature and amount of remuneration for each director and other key management
personnel.
The names of key management personnel of Tempest Minerals Limited who have held office during the
financial year are:
Brian Moller
Non-Executive Chairman
Don Smith
Managing Director
Andrew Haythorpe
Non-Executive Director
Owen Burchell
Non-Executive Director
The Group’s remuneration policy seeks to align director and executive objectives with those of
shareholders and the business, while at the same time, recognising the early development stage of the
Group and the criticality of funds being utilised to achieve development objectives. The board believes
the current policy has been appropriate and effective in achieving a balance of these objectives.
The Group’s remuneration policy provides for long-term incentives to be offered through a director and
employee share option plan and also through a performance rights plan. Options may be granted under
these plans to align directors’, executives’, employees’ and shareholders’ interests. Two methods may be
used to achieve this aim, the first being performance rights and options that vest upon reaching or
exceeding specific predetermined objectives, and the second being options granted with higher exercise
prices (than the share price at issue) rewarding share price growth.
The board of directors is responsible for determining and reviewing the Group’s remuneration policy,
remuneration levels and performance of both executive and non-executive directors. Independent
external advice will be sought when required. No independent external advice was sought during the
current year.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 25
Remuneration Report (Audited) (Continued)
Performance-Based Remuneration
Performance-based remuneration includes both short-term and long-term incentives and is designed to
reward key management personnel for reaching or exceeding specific objectives or as recognition for
strong individual performance. Short-term incentives are available to eligible staff of the Group and may
be comprised of cash bonuses, determined on a discretionary basis by the board. No short-term
incentives were made available during the year.
Long-term incentives are comprised of share options and performance rights, which are granted from
time-to-time to encourage sustained strong performance in the realisation of strategic outcomes and
growth in shareholder value.
The exercise price of the options is determined after taking into account the underlying share price
performance in the period leading up to the date of grant and if applicable, performance conditions
attached to the share options. Subject to specific vesting conditions, each option is convertible into one
ordinary share.
The Group’s policy for determining the nature and amount of remuneration of board members and key
executives is set out below.
Directors
Board policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The maximum aggregate amount of fees that can be paid to non-
executive directors is subject to approval by shareholders at the Annual General Meeting and is not linked
to the performance of the Group. The maximum aggregate amount of fees that can be paid to non-
executive directors approved by shareholders is currently $300,000. One-third, by number, of non-
executive directors retires by rotation at the Company’s Annual General Meeting. Retiring directors are
eligible for re- election by shareholders at the Annual General Meeting of the Company. The appointment
conditions of the non-executive directors are set out and agreed in letters of appointment.
Executives
The remuneration structure for executives is based on a number of factors, including length of service,
particular experience of the individual concerned, and overall performance of the Group.
The executives receive payments provided for under an employment or service agreement, which may
include cash, superannuation, short-term incentives, and equity-based performance remuneration.
The Company agreed terms with Mr Don Smith under which Mr Smith agreed to be employed as the
Managing Director and Chief Executive Officer of the Company (“CEO Agreement). The key terms of the
CEO agreement are set out below:
Base remuneration of $240,000 per annum inclusive of superannuation (increased to $260,000 per
annum effective 1 July 2024).
Long term incentive and KPIs to be decided by the Board.
6 months’ written notice of termination by Mr Smith and the shorter of 12 months written notice or
the remaining period left in the initial term by the Company.
Remuneration Details of Key Management Personnel
The remuneration of the key management personnel of the Group for the years ended 30 June 2024 and
30 June 2023 was as follows:
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 26
Remuneration Report (Audited) (Continued)
Year Ended 30 June 2024:
Key
Management
Personnel
Short Term Benefits
Post-Employment
Equity-settled Share-
based Payments
Total
Salary &
Fees
Non-
cash
Benefits
Super-
annuation
Terminati
on
Shares
Options
Performance
related %
%
consisting
of options
$
$
$
$
$
$
$
%
%
B. Moller
60,000
-
-
-
-
-
60,000
-
-
D. Smith
240,000
-
-
-
-
-
240,000
-
-
A. Haythorpe
40,000
-
-
-
-
-
40,000
-
-
O. Burchell
40,000
-
-
-
-
-
40,000
-
-
Total
380,000
-
-
-
-
-
380,000
-
-
Year Ended 30 June 2023:
Key
Management
Personnel
Short Term Benefits
Post-Employment
Equity-settled Share-
based Payments
Total
Salary &
Fees
Non-
cash
Benefits
Super-
annuation
Terminati
on
Shares
Options
1
Performance
related %
%
consisting
of options
$
$
$
$
$
$
$
%
%
B. Moller
60,000
-
-
-
-
-
60,000
-
-
D. Smith
240,000
-
-
-
-
-
240,000
-
-
A. Haythorpe
40,000
-
-
-
-
-
40,000
-
-
O. Burchell
40,000
-
-
-
-
-
40,000
-
-
Total
380,000
-
-
-
-
-
380,000
-
-
Company Performance, Shareholder Wealth, and Director and Executive Remuneration
During the financial year, the Company has generated losses as its principal activity was mineral
exploration. As the Company is still in the exploration and development stage, the link between
remuneration, company performance and shareholder wealth is tenuous. Share prices are subject to the
influence of commodity prices and market sentiment towards the sector, and as such, increases and
decreases might occur independent of executive performance and remuneration.
In considering the Group’s performance and benefits for shareholder wealth, the Board has referred to
the following indices in respect of the current and the previous four financial years:
2024
2023
2022
2021
2020
Basic earnings / (loss) per share (cents)
(0.17)
(0.21)
(0.25)
(0.30)
(1.30)
Dividends (cents)
-
-
-
-
-
Net profit / (loss) for the year ($)
(875,216)
(1,069,334)
(953,517)
(754,756)
(1,652,831)
Share price ($)
0.0075
0.013
0.092
0.02
0.017
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 27
Remuneration Report (Audited) (Continued)
Shares Held by Key Management Personnel
Details of shares held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2024 and 2023 were as follows:
Key Management
Personnel
Balance at
1 July 2023
Other Changes
Balance at
30 June 2024
B. Moller
1,392,714
-
1,392,714
D. Smith
12,850,465
388,888
13,239,353
A. Haythorpe
641,250
-
641,250
O. Burchell
12,378,222
-
12,378,222
1.
On market purchase.
Key Management
Personnel
Balance at
1 July 2022
Other Changes
Balance at
30 June 2023
B. Moller
1,392,714
-
1,392,714
D. Smith
12,850,465
-
12,850,465
A. Haythorpe
641,250
-
641,250
O. Burchell
12,378,222
-
12,378,222
Options Held by Key Management Personnel
Details of options held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2024 and 2023 were as follows:
Key Management
Personnel
Balance at 1
July 2023
Granted as
remuneration
Net other
change
Balance at 30
June 2024
Total Vested and
Exercisable 30
June 2024
B. Moller
3,000,000
-
-
3,000,000
3,000,000
D. Smith
4,000,000
-
-
4,000,000
4,000,000
A. Haythorpe
3,000,000
-
-
3,000,000
3,000,000
O. Burchell
3,000,000
-
-
3,000,000
3,000,000
Key Management
Personnel
Balance at 1
July 2022
Granted as
remuneration
Net other
change 1
Balance at 30
June 2023
Total Vested and
Exercisable 30
June 2023
B. Moller
6,106,035
-
(3,106,035)
3,000,000
3,000,000
D. Smith
8,856,698
-
(4,856,698)
4,000,000
4,000,000
A. Haythorpe
6,042,750
-
(3,042,750)
3,000,000
3,000,000
O. Burchell
6,825,215
-
(3,825,215)
3,000,000
3,000,000
1. Options expired unexercised.
Performance Rights Held by Key Management Personnel
There were no performance rights held by key management personnel for the year ended 30 June 2024
and 2023.
Options and Performance Rights Granted as Remuneration
No performance rights or options were granted during the year as remuneration.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 28
Remuneration Report (Audited) (Continued)
Other transactions with Key Management Personnel
Technical consulting services, including the provision of storage facilities and office space, amounting to
$368,639 excluding GST (30 June 2023 - $1,224,808) were provided by Galt Mining Solutions Pty Ltd, a
company controlled by directors, Don Smith and Owen Burchell for year ended 30 June 2024. Legal fees,
professional fee relating to capital raising and reimbursements amounting to $120,195 excluding GST (30
June 2023 - $195,322) were paid to HopgoodGanim Lawyers, a legal firm where director Brian Moller was
until 30 June 2024, a partner in their Brisbane office. As at 30 June 2024, $29,787 and $24,834 were
outstanding and owed to Galt Mining Solutions Pty Ltd and HopgoodGanim Lawyers respectively.
There have been no other transactions with key management personnel during the year ended 30 June
2024.
End of Remuneration Report (Audited)
Options
At the date of this report, the unissued ordinary shares of the Company under option are as follows:
Unlisted Options
Issue Date
Expiry Date
Exercise Price
Number
24-Jun-22
30-Jun-25
$0.14
15,000,000
07-Aug-24
06-Aug-26
$0.016
9,946,684
TOTAL
24,946,684
There have been no unissued shares or interests under option of any controlled entity within the Group
during or since reporting date other than:
Subsequent to year end, the Company announced it completed the placement of the Shortfall
arising from the non-renounceable Entitlement Offer. For managing the Shortfall, the facilitator as
part of its compensation, subscribed for 9,946,684 options exercisable at $0.016, expiring on or
before 6 August 2026 at an issue price of $0.00001.
Option holders do not have any rights to participate in any share issue or other interests in the Company
or any other entity.
Performance Rights
At the date of this report, there were no performance rights on issue.
Directors’ Meetings
The meetings (held while a director) attended by each director during the financial year were:
Directors
Board
Audit & Risk Management
Committee
Meetings
Attended
Meetings
Attended
B. Moller
5
5
2
2
D. Smith
5
5
n/a
n/a
A. Haythorpe
5
4
2
2
O. Burchell
5
5
n/a
n/a
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Report
Page 29
Corporate Governance Statement
The Board of Directors of the Company is responsible for the corporate governance of the Company and
guides and monitors the business and affairs on behalf of the shareholders by whom they are elected and
to whom they are accountable. The Company’s governance approach aims to achieve exploration,
development and financial success while meeting stakeholders’ expectations of sound corporate
governance practices by proactively determining and adopting the most appropriate corporate
governance arrangements.
ASX Listing Rule 4.10.3 requires listed companies to disclose the extent to which they have followed the
recommendations set by the ASX Corporate Governance Council during the reporting period. The
Company has disclosed this information on its website at www.tempestminerals.com/governance. The
Corporate Governance Statement is current as at 30 June 2024, and has been approved by the Board of
Directors.
The Company’s website at www.tempestminerals.com contains a corporate governance section that
includes copies of the Company’s corporate governance policies.
Indemnifying Directors and Auditors
The Company has entered into a Deed with each of the Directors (and the Company Secretary) whereby
the Company has agreed to provide certain indemnities to each Director (and the Company Secretary)
to the extent permitted by the Corporations Act and to use its best endeavours to obtain and maintain
directors’ and officers’ indemnity insurance, subject to such insurance being available at reasonable
commercial terms.
The Company has paid premiums to insure each of the directors (and the Company Secretary) of the
Company against liabilities for costs and expenses incurred by them in defending any legal proceedings
arising out of their conduct while acting in the capacity of director (or Company Secretary) of the
Company, other than conduct involving a wilful breach of duty in relation to the Company. The contracts
include a prohibition on disclosure of the premium paid and nature of the liabilities covered under the
policy.
The Company has not given an indemnity or entered into an agreement to indemnify, or paid or agreed
to pay insurance premiums in respect of any person who is or has been an auditor of the Company or a
related entity during the year and up to the date of this report.
Proceedings on Behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in
any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings. The Company was not a party to any such proceedings
during the year.
Non-Audit Services
There have been no non-audit services provided by the Group’s auditor during the year ended 30 June
2024.
Auditor’s Independence Declaration
The Company’s auditor, HLB Mann Judd, has provided the Board of Directors with an independence
declaration in accordance with section 307C of the Corporations Act 2001 and is attached to and forms
part of this Directors’ report.
Signed in accordance with a resolution of the board of directors.
Don Smith
Managing Director
27 September 2024
Perth, Western Australia
Page 30
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Tempest Minerals Ltd for the
year ended 30 June 2024, I declare that to the best of my knowledge and belief, there have been
no contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
27 September 2024
L Di Giallonardo
Partner
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Page 31
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2024
Note
30 June 2024
30 June 2023
$
$
Interest income
2
59,930
86,711
Fair value gain on financial assets at FVTPL
13
162,509
308,694
222,439
395,405
Corporate and administrative expenses
3a
(690,289)
(594,721)
Depreciation
9
(5,480)
(6,233)
Employee benefits expense
(260,000)
(260,000)
Exploration expenses impaired / expensed as incurred
(13,381)
(230,747)
Foreign exchange (loss) / gain
(4,900)
59,123
Impairment on loans provided
3b
(30,283)
(225,849)
Legal expenses
(93,403)
(206,370)
Loss before income tax expense
(875,297)
(1,069,392)
Income tax expense
4
-
-
Loss for the year
(875,297)
(1,069,392)
Other comprehensive income
Other comprehensive income/(loss) for the period, net
of tax
-
-
Total comprehensive loss for the year
(875,297)
(1,069,392)
Loss for the year attributable to:
Owners of the parent company
(875,216)
(1,069,334)
Non-controlling interests
(81)
(58)
(875,297)
(1,069,392)
Total comprehensive loss for the year attributable to:
Owners of the parent company
(875,216)
(1,069,334)
Non-controlling interests
(81)
(58)
(875,297)
(1,069,392)
Loss per share attributable to owners of the parent
company
Cents
Cents
Basic and diluted loss per share
16
(0.17)
(0.21)
The accompanying notes form part of these financial statements.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Page 32
Consolidated Statement of Financial Position
As at 30 June 2024
Note
30 June 2024
30 June 2023
$
$
CURRENT ASSETS
Cash and cash equivalents
5
1,465,655
2,644,501
Trade and other receivables
6
57,962
61,504
Prepayments
7
68,023
33,455
Financial assets at fair value through profit or loss
(FVTPL)
13
438,158
1,218,893
Total Current Assets
2,029,798
3,958,353
NON-CURRENT ASSETS
Plant and equipment
9
2,006
7,486
Exploration and evaluation assets
8
8,801,510
7,582,334
Total Non-Current Assets
8,803,516
7,589,820
TOTAL ASSETS
10,833,314
11,548,173
CURRENT LIABILITIES
Trade and other payables
10
334,505
267,169
Total Current Liabilities
334,505
267,169
TOTAL LIABILITIES
334,505
267,169
NET ASSETS
10,498,809
11,281,004
EQUITY
Issued capital
11
23,488,074
23,394,972
Reserves
12
196,305
494,205
Accumulated losses
(13,184,501)
(12,607,185)
Equity attributable to owners of the parent company
10,499,878
11,281,992
Non-controlling interests
28
(1,069)
(988)
TOTAL EQUITY
10,498,809
11,281,004
The accompanying notes form part of these financial statements.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Page 33
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2024
Attributable to Owners of Parent Company
Note
Issued Capital
Accumulated
Losses
Share-Based
Payments
Reserve
Total
Non-
controlling
Interests
Total Equity
$
$
$
$
$
$
Balance at 30 June 2022
23,341,683
(11,810,251)
766,605
12,298,037
(930)
12,297,107
Loss for the period
-
(1,069,334)
-
(1,069,334)
(58)
(1,069,392)
Total comprehensive loss
-
(1,069,334)
-
(1,069,334)
(58)
(1,069,392)
Issue of shares
11
43,719
-
-
43,719
-
43,719
Exercise of options
12
9,570
-
-
9,570
-
9,570
Transfer of lapsed options
12
-
272,400
(272,400)
-
-
-
Balance at 30 June 2023
23,394,972
(12,607,185)
494,205
11,281,992
(988)
11,281,004
Loss for the period
-
(875,216)
-
(875,216)
(81)
(875,297)
Total comprehensive loss
-
(875,216)
-
(875,216)
(81)
(875,297)
Issue of shares
11
128,000
-
-
128,000
-
128,000
Share issue costs
(34,898)
-
-
(34,898)
-
(34,898)
Transfer of lapsed options
12
-
297,900
(297,900)
-
-
-
Balance at 30 June 2024
23,488,074
(13,184,501)
196,305
10,499,878
(1,069)
10,498,809
The accompanying notes form part of these financial statements.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Page 34
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2024
30 June 2024
30 June 2023
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received
28,638
94,219
Payments to suppliers and employees
(980,889)
(1,021,275)
Net cash (used in) operating activities
15(a)
(952,251)
(927,056)
CASH FLOWS FROM INVESTING ACTIVITIES
Loans provided to unrelated party
-
(215,815)
Payments for purchase of investments
-
(1,000,000)
Payments for exploration and evaluation assets
(1,145,973)
(3,777,708)
Proceeds from sale of investments
13
934,000
484,928
Receipts from government funded drilling rebate
-
155,125
Net cash (used in) investing activities
(211,973)
(4,353,470)
CASH FLOWS FROM FINANCING ACTIVITIES
Share issue cost refunds / (costs)
(14,622)
11,938
Proceeds from the exercise of options
-
9,570
Net cash (used in) / provided by financing activities
(14,622)
21,508
Net (decrease) in cash held
(1,178,846)
(5,259,018)
Cash at beginning of year
2,644,501
7,889,767
Foreign exchange movement on cash balances
-
13,752
Cash at End of Year
5
1,465,655
2,644,501
The accompanying notes form part of these financial statements.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 35
NOTE 1: SUMMARY OF MATERIAL ACCOUNTING POLICIES
The financial statements are for the Group consisting of Tempest Minerals Limited and its Controlled Entities.
Tempest Minerals Limited is a listed public company, incorporated and domiciled in Australia. The principal
activity of the Group during the year was mineral exploration.
The financial statements are general purpose financial statements that have been prepared in
accordance with the Corporations Act 2001, Australian Accounting Standards, and other authoritative
pronouncements of the Australian Accounting Standards Board. Tempest Minerals Limited is a for-profit
entity for the purpose of preparing the financial statements. The financial statements are presented in
Australian dollars.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also
comply with International Financial Reporting Standards.
The financial statements have been prepared on an accruals basis and are based on historical cost,
except for assets that are fair valued. The financial report for the year ended 30 June 2024 was authorised
for issue on 27 September 2024 by the directors of the Company.
Separate financial statements for Tempest Minerals Limited as an individual entity are no longer presented
following a change to the Corporations Act 2001. However, financial information required for Tempest
Minerals Limited as an individual entity is included in Note 25.
Material accounting policies adopted in the preparation of these financial statements are presented
below. They have been consistently applied unless otherwise stated.
Going Concern
The financial statements have been prepared on a going concern basis which contemplates the
continuity of normal business activities and the realisation of assets and discharge of liabilities in the
ordinary course of business.
For the year ended 30 June 2024 the Group generated a consolidated loss of $875,297 and incurred
operating cash outflows of $952,251. As at 30 June 2024 the Group has cash and cash equivalents of
$1,465,655 and net assets of $10,498,809.
The Group’s ability to continue as a going concern will depend upon the Group being able to manage
its liquidity requirement and by taking some or all of the following actions:
1. raising additional capital;
2. disposal of investments and listed shares held;
3. successful exploration and subsequent exploitation of the Group’s tenements;
4. reducing its working capital expenditure; and
5. disposing of non-core projects.
After taking into account the current financial position of the Group the directors have a reasonable
expectation that the Group will have adequate resources to fund its future operational requirements and
for these reasons, they continue to adopt the going concern basis in preparing the financial report.
Should the Group be unable to raise the funds required via any of the above means, there exists a material
uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern, in which
case it may be required to realise its assets and extinguish its liabilities other than in the ordinary course of
business, and at amounts that differ from those stated in the financial statements. This financial report does
not include any adjustments relating to the recoverability and classification of recorded asset amounts or
the amounts or classification of liabilities and appropriate disclosures that may be necessary should the
Group be unable to continue as a going concern.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 36
NOTE 1: SUMMARY OF MATERIAL ACCOUNTING POLICIES (Continued)
Principles of Consolidation
Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Tempest
Minerals Limited ("Company" or "parent entity") as at 30 June 2024, and the results of all subsidiaries for the
period then ended. Tempest Minerals Limited and its subsidiaries together are referred to in these financial
statements as the Group.
The names of the subsidiaries are contained in Note 23. All subsidiaries in Australia have a 30 June financial
year end and are accounted for by the parent entity at cost.
Subsidiaries are all entities over which the Group has control. The Group has control over an entity when
the Group is exposed to, or has a right to, variable returns from its involvement with the entity, and has the
ability to use its power to affect those returns. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies
are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the
impairment of the asset transferred. Accounting policies of controlled entities have been changed where
necessary to ensure consistency with the policies adopted by the Group.
Non-controlling Interests
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-
controlling interests”. The Group initially recognises non-controlling interests that are present ownership
interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation
at either fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net assets.
Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and
each component of other comprehensive income. Non-controlling interests are shown separately within
the equity section of the statement of financial position and statement of profit or loss and other
comprehensive income.
Changes in ownership interests
When the Group ceases to have control, joint control or significant influence, any retained interest in the
entity is remeasured to its fair value, with the change in the carrying amount recognised in profit or loss.
The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained
interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in
other comprehensive income in respect of that entity are accounted for as if the Group had directly
disposed of the related assets or liabilities. This may mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss.
Segment Reporting
Operating segments are identified on the basis of internal reports that are regularly reviewed by the chief
operating decision maker (‘CODM’) in assessing performance and determining the allocation of
resources. Due to the nature and size of the Group, the Board as a whole has been determined to be the
CODM.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 37
NOTE 1: SUMMARY OF MATERIAL ACCOUNTING POLICIES (Continued)
Exploration and Evaluation Assets
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of
interest. Such expenditures comprise net direct costs and an appropriate portion of related overhead
expenditure but do not include overheads or administration expenditure not having a specific nexus with
a particular area of interest. These costs are only carried forward to the extent that they are expected to
be recouped through the successful development of the area or where activities in the area have not yet
reached a stage which permits reasonable assessment of the existence of economically recoverable
reserves and active or significant operations in relation to the area are continuing.
A regular review will be undertaken on each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest. A provision is raised against exploration
and evaluation assets where the directors are of the opinion that the carried forward net cost may not be
recoverable or the right of tenure in the area lapses. The increase in the provision is charged against the
results for the year. Accumulated costs in relation to an abandoned area are written off in full against
profit or loss in the year in which the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves.
Impairment of Non-Financial Assets
At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to
determine whether there is any indication that those assets have been impaired. If such an indication
exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and
value in use, is compared to the asset's carrying value. Any excess of the asset's carrying value over its
recoverable amount is expensed to profit or loss.
Other Receivables
Due to the short-term nature of these receivables, their carrying value is assumed to approximate fair
value. The maximum exposure to credit risk is the carrying value of receivables. Collateral is not held as
security, and the receivables are not exposed to foreign exchange risk.
The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime
expected loss allowance. To measure the expected credit losses, trade receivables have been grouped
based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and other short-term
highly liquid investments that are readily convertible to known amounts of cash and which are subject to
insignificant risk of changes in value.
Issued Capital
Ordinary shares are classified as equity. Transaction costs (net of tax where the deduction can be utilised)
arising on the issue of ordinary shares are recognised in equity as a reduction of the share proceeds
received.
Trade and Other Payables
These amounts represent financial liabilities for goods and services provided to the Group prior to the end
of the financial year and which are unpaid.
Financial liabilities are carried at amortised cost and are initially measured at fair value including
transaction costs. They are subsequently measured at amortised cost using the effective interest rate
method.
Trade payables are non-interest bearing and are generally on 30-60 days terms. Due to their short-term
nature trade and other payables are not discounted.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 38
NOTE 1: SUMMARY OF MATERIAL ACCOUNTING POLICIES (Continued)
Share Based Payments
The Group makes equity-settled share based payments to directors, employees and other parties for
services provided or the acquisition of exploration assets. Where applicable, the fair value of the equity is
measured at grant date and recognised as an expense over the vesting period, with a corresponding
increase to an equity account. The fair value of shares is ascertained as the market bid price. The fair value
of options is ascertained using the Black and Scholes option valuation pricing model which incorporates
all market vesting conditions. Where applicable, the number of shares and options expected to vest is
reviewed and adjusted at each reporting date such that the amount recognised for services received as
consideration for the equity instruments granted shall be based on the number of equity instruments that
eventually vest.
Where the fair value of services rendered by other parties can be reliably determined, this is used to
measure the equity-settled payment.
Financial Instruments
Financial instruments are initially measured at fair value on trade date, which includes transaction costs,
when the related contractual rights or obligation exist. Subsequent to initial recognition these instruments
are measured as follows:
Financial assets at fair value through profit or loss
Financial assets are valued at ‘fair value through profit or loss’ when they are either held for trading for the
purpose of short term profit taking or when they are designated as such to avoid an accounting mismatch
or to enable performance evaluation where a group of financial assets is managed by key management
personnel on a fair value basis in accordance with a documented risk management or investment
strategy. Such assets are subsequently measured at fair value with changes in carrying value bring
included in the profit or loss.
Adoption of new and revised Accounting Standards
For the year ended 30 June 2024, the Board has reviewed all new and revised standards and
interpretations issued by the AASB, that are applicable for the current financial year.
The Board has also reviewed all new Standard and Interpretations that have been issued but not yet
mandatory for the year ended 30 June 2024.
As a result of these reviews, the Board has determined that there is no impact, material or otherwise, of
the new and revised Standards and Interpretations on its business and, therefore, no change necessary to
accounting policies.
Critical Accounting Estimates and Judgements
The directors evaluate estimates and judgments incorporated into the financial statements based on
historical knowledge and best available current information. Estimates assume a reasonable expectation
of future events and are based on current trends and economic data, obtained both externally and within
the Group.
Key Judgements:
Exploration and Evaluation Assets
The Group performs regular reviews on each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest. These reviews are based on detailed
surveys and analysis of exploration and drilling results performed to reporting date. Exploration and
evaluation assets at 30 June 2024 were $8,801,510 (2023: $7,582,334).
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 39
NOTE 2: INTEREST INCOME
30 June 2024
30 June 2023
$
$
Interest received
59,930
86,711
59,930
86,711
NOTE 3a: CORPORATE AND ADMINISTRATIVE EXPENSES
30 June 2024
30 June 2023
$
$
Included in corporate and administrative expenses are the following
items:
ASX, ASIC, share registry expenses
63,308
74,746
Audit and external accounting fees
76,115
33,711
Business development
-
66,769
Consulting fees
138,000
120,000
Insurance
22,571
24,615
Marketing
238,559
159,190
Travel expenses
41,616
52,359
Other expenses
110,120
63,331
Total
690,289
594,721
NOTE 3b: IMPAIRMENT OF LOANS PROVIDED
In November 2022, Tempest advised it had entered into an agreement with Lithium of Nevada Pty Ltd
(LON) which had entered into a binding agreement with TSX-V listed Iconic Minerals Ltd for the rights to
acquire up to 50% of the Smiths Creek Nevada lithium project. In February 2022, Tempest loaned LON USD
$150k to allow LON to make payment to Iconic Minerals Ltd in order to comply with the terms of the binding
agreement with Iconic Minerals Ltd. The loan agreement had a repayment date of 31 March 2023 and
also contemplated interest due of 10% per annum. As of balance date, no funds have been repaid.
Tempest is continuing to negotiate with LON and remains hopeful of receiving repayment of the loan
funds, including interest, but as LON has not yet repaid, the directors have taken the view that it should
continue to impair the amount loaned to LON. Tempest has recorded interest owing from LON during the
current period of $30,283 but has impaired that amount due to the non-payment of the principal. At
balance date, the amount owing from LON is $256,132, which is fully impaired.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 40
NOTE 4: INCOME TAX EXPENSE
30 June 2024
30 June 2023
$
$
(a) The prima facie tax on the operating loss is reconciled to income
tax expense as follows:
Prima facie tax/(benefit) on loss from ordinary activities before income
tax at 30%
(262,589)
(320,818)
Adjust for tax effect of:
Non-deductible amounts
-
-
Non-assessable amounts
1,470
(17,737)
Deferred tax assets not bought to account
261,119
338,555
Income tax expense/(benefit)
-
-
Deferred tax asset not recognised through equity
154,006
247,204
(b) Recognised deferred tax assets and liabilities
Deferred tax assets
Temporary differences
Carried forward tax losses
33,962
5,810,547
6,855
5,398,881
Deferred tax liabilities
Exploration and evaluation assets
(2,640,453)
(2,274,700)
Financial assets at FVTPL
(43,332)
(55,553)
Net unrecognised deferred tax asset
3,160,724
3,075,483
The tax losses do not expire under current tax legislation and have been disclosed on a tax effected basis.
Deferred tax assets have not been recognised in respect of these items because, pending commercial
operations, it is not yet probable that future taxable profit will be available against which the Company can
utilise these benefits.
NOTE 5: CASH AND CASH EQUIVALENTS
30 June 2024
30 June 2023
$
$
Cash at bank and on hand
1,465,655
2,644,501
1,465,655
2,644,501
NOTE 6: RECEIVABLES
30 June 2024
30 June 2023
$
$
Current:
Other receivables
57,962
61,504
57,962
61,504
NOTE 7: PREPAYMENTS
30 June 2024
30 June 2023
$
$
Current:
Prepayments
68,023
33,455
68,023
33,455
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 41
NOTE 8: EXPLORATION AND EVALUATION ASSETS
30 June 2024
30 June 2023
$
$
Exploration and evaluation expenditure carried forward in respect of
areas of interest are:
Exploration and evaluation phase - at cost
8,801,510
7,582,334
Movement in exploration and evaluation assets:
Opening balance - at cost
7,582,334
4,140,550
Capitalised exploration expenditure (i)
1,232,557
3,806,957
EIS grant offset
-
(155,125)
Exploration expenditure impaired
(13,381)
(210,048)
Carrying amount at the end of the year
8,801,510
7,582,334
(i) Includes an amount of $100,000 (comprised of $36,000 cash and $64,000 for shares issued for the
acquisition of Five Wheels Pty Ltd) and $100,000 (comprised of $36,000 cash and $64,000 for shares
issued for the acquisition of 80% of the issued capital of Lusture Pty Ltd)– Refer to Note 11 for further
details.
Recoverability of the carrying amount of exploration assets is dependent on the successful development
and commercial exploitation of projects, or alternatively, through the sale of the areas of interest.
NOTE 9: PLANT AND EQUIPMENT
30 June 2024
30 June 2023
$
$
At cost
29,724
29,724
Accumulated depreciation
(27,718)
(22,238)
Total plant and equipment
2,006
7,486
Reconciliation of the carrying amounts for property, plant and
equipment is set out below:
Balance at the beginning of year
7,486
13,719
Depreciation expense
(5,480)
(6,233)
Carrying amount at the end of year
2,006
7,486
NOTE 10: TRADE AND OTHER PAYABLES
30 June 2024
30 June 2023
$
$
Current:
Trade payables and accrued expenses
334,505
267,169
Total payables (unsecured)
334,505
267,169
The average credit period on purchases of goods and services is 30 days. No interest is paid on trade
payables.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 42
NOTE 11: ISSUED CAPITAL
Fully paid ordinary shares
2024
2023
No. of
Shares
$
No. of
Shares
$
Balance at the beginning of year
506,821,647
23,394,972
504,766,176
23,341,683
Share issues:
Issue of shares on exercise of options
-
-
319,013
9,570
Issue
of
shares
for
acquisition
of
tenement in February 2023
-
-
1,736,458
45,000
Issue of shares for the acquisition of Five
Wheels Pty Ltd in August 2023 (Note 8)
4,561,828
64,000
-
-
Issue of shares for the acquisition of 80%
of Lusture Pty Ltd in January 2024 (Note
8)
7,740,957
64,000
-
-
Balance as at 30 June
519,124,432
23,522,972
506,821,647
23,396,253
Total transaction costs associated with
share issues
(34,898)
(1,281)
Net issued capital
23,488,074
23,394,972
Ordinary shareholders are entitled to participate in dividends and the proceeds on the winding up of the
company in proportion to the number of and amount paid on the shares held. Every ordinary shareholder
present at a meeting in person or by proxy is entitled to one vote on a show of hands or by poll. Ordinary
shares have no par value.
Options
Options
Weighted
average
exercise price
30 June 2024
No. of
Options
Weighted
average
exercise price
30 June 2023
No. of
Options
Balance at the beginning of the
reporting year
$0.14
77,062,467
$0.09
135,533,875
Exercise of options (refer to Note 11)
-
-
$0.03
(319,013)
Expired/forfeited
$0.14
(62,062,467)
$0.03
(58,152,395)
Exercisable at end of year
$0.14
15,000,000
$0.14
77,062,467
Capital Management
Management controls the capital of the Group to ensure it can fund its operations and continue as a
going concern. Capital management policy is to fund its exploration activities principally by way of equity,
and where required, debt and/or project finance. No dividend will be paid while the Group is in
exploration stage. There are no externally imposed capital requirements.
There have been no other changes to the capital management policies during the year.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 43
NOTE 12: RESERVES
30 June 2024
30 June 2023
$
$
Share-Based Payments Reserve
Opening balance
494,205
766,605
Transfer to accumulated losses on expiry of options
(297,900)
(272,400)
Closing balance
196,305
494,205
No share-based payments were made during the year ended 30 June 2024 except for the shares issued
for the acquisition of Five Wheels Pty Ltd and for shares issued for the acquisition of 80% of the issued capital
of Lusture Pty Ltd – refer Notes 8 and 11.
NOTE 13: FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
30 June 2024
30 June 2023
$
$
Financial assets at fair value through profit or loss
Listed equity securities – Investment in Premier African Minerals Ltd & Tolu
Minerals Ltd
438,158
218,893
Unlisted equity securities – Investment in Tolu Minerals Ltd
-
1,000,000
At Year End
438,158
1,218,893
(i)
Classification of financial assets at fair value through profit or loss
The Group classifies its equity based financial assets at fair value through profit or loss in
accordance with AASB 9. They are presented as current assets if they are expected to be sold
within 12 months after the end of the reporting period; otherwise they are presented as non-
current assets. Changes in the fair value of financial assets are recognised in the profit or loss as
applicable.
(ii)
Amounts recognised in profit or loss
Changes in the fair values of financial assets at fair value have been recorded through profit or
loss, representing an investment gain of $162,509 (2023: $344,031) and unrealised exchange loss
of ($3,244) (2023: unrealised exchange loss ($35,337)) for the year. During the period, Tolu Minerals
Limited was admitted to the official list of ASX on 9 November 2023 and the Group sold 2,000,000
shares in Tolu Minerals Ltd for net proceeds of $940,000 (not including GST withheld of $6,000).
(iii)
Fair value measurement of financial instruments
Financial assets and financial liabilities measured at fair value in the statement of financial
position are grouped into three (3) levels of a fair value hierarchy. The three (3) levels are defined
based on the observability of significant inputs to the measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly or indirectly
Level 3: unobservable inputs for the asset or liability
The following table shows the levels within the hierarchy of financial assets and liabilities
measured at fair value on a recurring basis:
Level 1
Level 2
Level 3
Total
June 2024
$
$
$
$
Equity securities
438,158
-
-
438,158
Fair value at 30 June 2024
438,158
-
-
438.158
Level 1
Level 2
Level 3
Total
June 2023
$
$
$
$
Equity securities
218,893
1,000,000
-
1,218,893
Fair value at 30 June 2023
218,893
1,000,000
-
1,218,893
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 44
NOTE 13: FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS (Continued)
During the year ended 30 June 2024, Tolu Minerals Limited was admitted to the official list of ASX on 9
November 2023 and was transferred from Level 2 to Level 1. Financial assets and liabilities held for sale
are measured at fair value on a non-recurring basis.
NOTE 14: OPERATING SEGMENTS
Segment Information
Identification of reportable segments
The Group operates in one industry and geographical sector, being the exploration of mineral projects in
Western Australia.
NOTE 15: CASH FLOW INFORMATION
30 June 2024
30 June 2023
$
$
(a) Reconciliation of Cash Flow from Operations with Loss after
Income Tax:
Loss after income tax
(875,297)
(1,069,392)
Non-cash flows in loss from ordinary activities:
Depreciation
5,480
6,233
Exploration expenses impaired
13,381
230,747
Foreign exchange loss / (gain)
4,254
(59,123)
Impairment on loans provided
30,283
225,849
Interest accrued on loans provided
(30,283)
-
Fair value adjustment to financial assets
(162,509)
(308,694)
Changes in operating assets and liabilities:
Decrease in receivables and prepayments
9,360
15,844
Increase in payables and accruals
52,810
31,480
Cash flows from operations
(952,251)
(927,056)
(b). Non-cash Financing Activities
-
1,736,458 shares issued for acquisition of tenements
-
45,000
-
4,561,828 shares issued for acquisition of Five Wheels Pty
Ltd
64,000
-
-
7,740,957 shares issued for acquisition of Lusture Pty Ltd
64,000
-
NOTE 16: LOSS PER SHARE
30 June 2024
30 June 2023
$
$
Net loss used in the calculation of basic and diluted loss per share
attributable to owners of the parent company
(875,216)
(1,069,334)
Weighted average number of ordinary shares outstanding during the
period used in the calculation of basic loss per share
514,288,573
505,452,070
Effect of dilution
-
-
Weighted average number of ordinary shares for diluted earnings per
share
514,288,573
505,452,070
Options are considered potential ordinary shares. Options issued are not presently dilutive and were not
included in the determination of diluted loss per share for the period.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 45
NOTE 17: COMMITMENTS
(a) Exploration Commitments
The Group has certain obligations to expend minimum amounts on exploration in tenement areas. These
obligations may be varied from time to time and are expected to be fulfilled in the normal course of
operations of the Group.
The following commitments exist at balance date but have not been brought to account. If the relevant
option to acquire a mineral tenement is relinquished the expenditure commitment also ceases. The Group
has the option to negotiate new terms or relinquish the tenements and also to meet expenditure
requirements by joint venture or farm-in arrangements.
30 June 2024
30 June 2023
$
$
Not later than 1 year
1,014,540
669,180
Later than 1 year but not later than 5 years
1,482,755
1,170,556
Later than 5 years
206,712
97,671
Total commitment
2,704,007
1,937,407
(b) Lease Commitments
The Group has no leases.
(c) Capital Commitments
The Group has no capital commitments.
NOTE 18: CONTINGENT LIABILITIES
At the date of signing this report, the Company is unaware of any contingent liabilities that should be
disclosed in accordance with AASB 137. It is however noted that the Warrigal Mining acquisition has
attached royalty clauses in place, ranging from 0.5% to 2% net smelter return (NSR) royalty payable to the
vendors from production date.
During the year ended 30 June 2024, the Company acquired 80% of Lusture Pty Ltd, owner of the
tenements comprising the Elephant project. Upon identification of an aggregate minimum of 250,000
ounces of gold equivalent of not less than JORC (indicated) category on the Elephant Project within 5
years, the Company is required to issue as further consideration 30 million fully paid ordinary shares, which
will be subject to obtaining corporate and regulatory approvals.
The Company is currently at an exploration stage and cannot ascertain an amount that would constitute
a contingent liability.
NOTE 19: RELATED PARTY TRANSACTIONS
Parent Entity
Tempest Minerals Limited is the legal parent and ultimate parent entity of the Group.
Subsidiary
Interests in subsidiaries are disclosed in Note 23.
Key Management Personnel
30 June 2024
30 June 2023
$
$
Short-term employee benefits
380,000
380,000
Share-based payments
-
-
380,000
380,000
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 46
NOTE 19: RELATED PARTY TRANSACTIONS (Continued)
Related Party Transactions
A number of key management persons, or their related parties, hold positions in other entities that result in
them having control or significant influence over the financial or operating policies of those entities.
Transactions between related parties are on normal commercial terms and conditions unless otherwise
stated. During the year, the Authority had the following Government-related entity transactions (exclusive
of GST).
30 June 2024
30 June 2023
$
$
Technical consulting services, including office rent provided by Galt
Mining Solutions Pty Ltd, a company controlled by directors, Don Smith
and Owen Burchell.
368,639
1,224,808
Legal fees provided by HopgoodGanim Lawyers, a legal firm where
Brian Moller was until 30 June 2024, a Brisbane based partner
120,195
195,322
As at 30 June 2024, $29,787 and $24,834 were outstanding and owed to Galt Mining Solutions Pty Ltd and
HopgoodGanim Lawyers respectively
NOTE 20: SHARE-BASED PAYMENTS
Director and Employee Share-based Payments
There were no share-based payment expenses recognised during the year ended 30 June 2024 or 30 June
2023.
NOTE 21: AUDITOR’S REMUNERATION
Remuneration for the auditor of the parent entity:
30 June 2024
30 June 2023
$
$
Auditing or reviewing the financial reports
-
HLB Mann Judd
40,691
33,368
40,691
33,368
NOTE 22: FINANCIAL RISK MANAGEMENT
(a) Financial Risk Management Policies
The Group's financial instruments comprise cash balances, receivables and payables, loans to and from
subsidiaries and financial assets at fair value through profit or loss. The main purpose of these financial
instruments is to provide finance for Group operations.
Treasury Risk Management
Key executives of the Company meet on a regular basis to analyse exposure and to evaluate treasury
management strategies in the context of the most recent economic conditions and forecasts. The board
of directors has overall responsibility for the establishment and oversight of the Group's risk management
framework. Management is responsible for developing and monitoring the risk management policies and
reports to the board.
Financial Risks
The main risks the Group is exposed to through its financial instruments are interest rate risk, foreign currency
risk, credit risk and liquidity risk. These risks are managed through monitoring of forecast cash flows, interest
rates, economic conditions and ensuring adequate funds are available.
Interest Rate Risk
The Group's exposure to interest rate risk, which is the risk that a financial instrument's cash flows or fair
value will fluctuate as a result of changes in market interest rates, arises in relation to the Group's bank
balances. This risk is managed through the use of variable rate bank accounts.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 47
NOTE 22: FINANCIAL RISK MANAGEMENT (Continued)
Liquidity Risk
Liquidity risk is the risk that the Group will not be able meet its financial obligations as they fall due. This risk
is managed by ensuring, to the extent possible, that there is sufficient liquidity to meet liabilities when due,
without incurring unacceptable losses or risking damage to the Group's reputation.
The Group's activities are funded from equity and where required and available debt and/or project
finance.
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance
date to recognised financial assets, is their carrying amount, net of any provisions for impairment of those
assets, as disclosed in the statement of financial position and notes to the financial statements.
Credit risk arises from exposures to deposits with financial institutions and sundry receivables.
Credit risk is managed and reviewed regularly by key executives. The key executives monitor credit risk by
actively assessing the rating quality and liquidity of counter parties:
only banks and financial institutions with an ‘A’ rating are utilised; and
all other entities are rated for credit worthiness taking into account their size, market position and
financial standing.
At 30 June 2024, there was no concentration of credit risk, other than bank balances.
Foreign Currency Risk
The Group is exposed to fluctuations in foreign currencies arising from the purchase of goods and services
in currencies other than the relevant entity's functional currency, as well as financial asset denominated
in a currency other than the functional currency of the Group.
Other than the investment held in Premier African Minerals Limited (Note 13), the foreign currency risk to
the Group is considered immaterial.
(b) Financial Instrument Composition and Contractual Maturity Analysis
30 June 2024
30 June 2023
$
$
Financial assets:
Within 6 months:
Cash & cash equivalents
1,465,655
2,644,501
Receivables (i)
57,962
61,504
Financial assets at FVTPL
438,158
1,218,893
1,961,775
3,924,898
Financial liabilities:
Within 6 months:
Payables (i)
(334,505)
(267,169)
(334,505)
(267,169)
(i) Non-interest bearing. The contractual cash flows do not differ to the carrying amount.
(c) Net Fair Values
Fair values of financial assets and financial liabilities are materially in line with carrying values. No financial
assets and financial liabilities are readily traded on organised markets in standardised form, except for the
financial assets at fair value through profit or loss, as disclosed in Note 13. The aggregate net fair values
and carrying amounts of financial assets and financial liabilities are disclosed in the statement of financial
position and in the notes to and forming part of the financial report.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 48
NOTE 22: FINANCIAL RISK MANAGEMENT (Continued)
(d) Sensitivity Analysis
The Company has performed sensitivity analysis relating to its exposure to interest rate risk. At year end,
the effect on loss and equity as a result of a 1% change in the interest rate, with all other variables
remaining constant, is immaterial.
(e) Market Risk
Market risk is the risk that changes in market prices, such as equity prices and foreign exchange rates that
will affect the Group’s income or the value of its holdings in financial assets at FVTPL. The Company is
exposed to fluctuation in the share price of its financial assets as well as the foreign exchange rates being
denominated in a currency other than AUD.
A 10% change in the market price, with all other variables remaining constant, would result in a gain or
loss of $563 (2023: $10,047).
NOTE 23: SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly
owned subsidiaries in accordance with the accounting policy described in Note 1:
Country of
incorporation
Ownership interest
30 June 2024
30 June 2023
Warrigal Mining Pty Ltd
Australia
100%
100%
Electra Minerals Ltd
Australia
100%
100%
South Resource Ventures Pty Ltd
Australia
80%
80%
LCME Holdings Inc.
U.S.A.
100%
100%
Five Wheels Pty Ltd
Australia
100%
-
Lusture Pty Ltd
Australia
80%
-
NOTE 24: SUBSEQUENT EVENTS
On 31 May 2024, the Company announced a non-renounceable entitlement offer to eligible shareholders
of one new fully paid ordinary share for every five shares held at an issue price of $0.008 per share, to raise
approximately $830,602 (before costs). On 10 July 2024, after the close of the entitlement offer and
achieving a 23.36% take-up rate, the Company issued a total of 24,251,886 shares to raise a total of
$194,015 (before costs). On 7 August 2024, the Company announced it completed the placement of the
Shortfall arising from the non-renounceable Entitlement Offer and issued 79,573,471 shares raising a further
$636,587. For managing the Shortfall, the facilitator as part of its compensation, subscribed for 9,946,684
options exercisable at $0.016, expiring on or before 6 August 2026 at an issue price of $0.00001.
In September 2024, the Company received a research and development (R&D) tax refund of $257,960
(including interest) for the 2024 financial year, under the Australian Government’s R&D Tax incentive
program.
Other than the matters noted above, there are no material matters or circumstances that have arisen
since the end of the year which significantly affected or may significantly affect the operations of the
Group, the results of those operations, or the state of affairs of the Group in future financial years.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 49
NOTE 25: PARENT ENTITY INFORMATION
The following information relates to the parent entity, Tempest Minerals Limited at 30 June 2024. This
information has been prepared using consistent accounting policies as presented in Note 1.
30 June 2024
30 June 2023
$
$
Current assets
1,922,714
3,666,741
Non-current assets
6,095,290
4,968,207
Total assets
8,018,004
8,634,948
Current liabilities
191,610
84,970
Total liabilities
191,610
84,970
Net assets
7,826,394
8,549,978
Issued capital
23,488,074
23,394,972
Reserves
196,305
494,205
Accumulated losses
(15,857,985)
(15,339,199)
Total equity
7,826,394
8,549,978
Loss for the period
(816,686)
(550,142)
Total comprehensive loss for the period
(816,686)
(550,142)
The Company has no contingent liabilities other than as referred to in Note 18, nor has it entered into any
guarantees in relation to the debts of its subsidiaries. The Company has not entered into any contractual
commitments for the acquisition of property, plant and equipment.
The Company and its Australian controlled entities have formed a tax consolidated group as at the date
of this report.
NOTE 26: COMPANY DETAILS
The registered office and principal place of business is:
Level 2, Suite 9
389 Oxford Street
Mount Hawthorn, Western Australia 6016 Australia
NOTE 27: DIVIDENDS & FRANKING CREDITS
There were no dividends paid or recommended during the financial year. There are no franking credits
available to the shareholders of the Company.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2024
Page 50
NOTE 28: NON-CONTROLLING INTEREST
30 June 2024
30 June 2023
$
$
Loss for the period attributable to:
Owners of the parent company
(875,216)
(1,069,334)
Non-controlling interest
(81)
(58)
(875,297)
(1,069,392)
Total comprehensive loss for the period attributable to:
Owners of the parent company
(875,216)
(1,069,334)
Non-controlling interest
(81)
(58)
(875,297)
(1,069,392)
Interest in:
Issued capital
2
2
Accumulated losses
(1,069)
(988)
(1,067)
(986)
The non-controlling interest relates to a 20% interest that the Group does not own in one of its subsidiaries,
South Resource Ventures Pty Ltd.
The Group also has a non-controlling interest relating to a 20% interest that the Group does not own in one
of its subsidiaries acquired during the year, Lusture Pty Ltd, however there were no losses incurred during
the period in Lusture Pty Ltd.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Consolidated Entity Disclosure Statement
Page 51
Basis of Preparation
This Group Disclosure Statement (CEDS) has been prepared in accordance with the Corporations Act
2001. It includes certain information for each entity that was part of the Group at the end of the financial
year.
Determination of Tax Residency
Section 295 (3A) of the Corporation Acts 2001 defines tax residency as having the meaning in the Income
Tax Assessment Act 1997. The determination of tax residency involves judgment as there are currently
several different interpretations that could be adopted, and which could give rise to a different conclusion
on residency.
In determining tax residency, the Group has applied the following interpretations:
Australian tax residency
The Group has applied current legislation and judicial precedent, including having regard to the Tax
Commissioner's public guidance in Tax Ruling TR 2018/5.
Foreign tax residency
Where necessary, the Group has used independent tax advisers in foreign jurisdictions to assist in
determining tax residency and ensure compliance with applicable foreign tax legislation.
Partnerships and Trusts
Australian tax law does not contain specific residency tests for partnerships and trusts. Generally, these
entities are taxed on a flow-through basis, so there is no need for a general residence test. Some provisions
treat trusts as residents for certain purposes, but this does not mean the trust itself is an entity that is subject
to tax.
Details of entities within the consolidated group
Name of Entity
Type
of Entity
Trustee,
partner
or
participant
in joint
venture
Country
of
incorporation
% of
share
capital
held
Australian
resident or
foreign
resident (for
tax purposes)
Foreign tax
jurisdiction of
foreign
residents
Tempest
Minerals Limited
Body
Corporate
N/A
Australia
N/A
Australian
N/A
Warrigal Mining
Pty Ltd
Body
Corporate
N/A
Australia
100
Australian
N/A
Electra Minerals
Ltd
Body
Corporate
N/A
Australia
100
Australian
N/A
South Resource
Ventures Pty Ltd
Body
Corporate
N/A
Australia
80
Australian
N/A
Five Wheels Pty
Ltd
Body
Corporate
N/A
Australia
100
Australian
N/A
Lusture Pty Ltd
Body
Corporate
N/A
Australia
80
Australian
N/A
LCME Holdings
Inc.
Body
Corporate
N/A
USA
100
Australian*
N/A
* LCME Holdings Inc.is also a tax resident of the United States under the United States’ law.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Directors’ Declaration
Page 52
In the opinion of the Directors of Tempest Minerals Limited:
(a)
The accompanying financial statements and notes are in accordance with the Corporations
Act 2001 including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its
performance for the year then ended; and
(ii) complying with Accounting Standards, the Corporations Regulations 2001, professional
reporting requirements and other mandatory requirements.
(b)
There are reasonable grounds to believe that the Company will be able to pay its debts as
and when they become due and payable.
(c)
The financial statements and notes thereto are in accordance with International Financial
Reporting Standards issued by the International Accounting Standards Board.
(d)
The information disclosed in the attached Consolidated Entity Disclosure Statement is true
and correct.
This declaration has been made after receiving the declarations required to be made to the
directors in accordance with section 295A of the Corporations Act 2001 for the financial year
ended 30 June 2024.
Signed in accordance with a resolution of the Directors made pursuant to s 295(5) of the
Corporations Act 2001.
On behalf of the Board.
Don Smith
Managing Director
Dated 27 September 2024
Perth, Western Australia
Page 53
INDEPENDENT AUDITOR’S REPORT
To the Members of Tempest Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Tempest Minerals Limited (“the Company”) and its controlled entities
(“the Group”), which comprises the consolidated statement of financial position as at 30 June 2024, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of
changes in equity and the consolidated statement of cash flows for the year then ended, notes to the financial
statements, including material accounting policy information, the consolidated entity disclosure statement
and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(a) giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial
performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (“the Code”) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1 in the financial report, which indicates that a material uncertainty exists that
may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified
in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Page 54
In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter
How our audit addressed the key audit matter
Exploration and evaluation assets
Refer to Note 8
In accordance with AASB 6 Exploration
for and Evaluation of Mineral Resources,
the Group capitalises exploration and
evaluation expenditure and as at 30 June
2024, had an exploration and evaluation
asset balance of $8,801,510.
Accounting for exploration and evaluation
expenditure was determined to be a key
audit matter as it is important to the users’
understanding of the financial statements
as a whole and was an area which
involved the most audit effort and
communication with those charged with
governance.
Our procedures included but were not limited to the
following:
-
Obtained an understanding of the key processes
associated with management’s review of the
carrying value of exploration and evaluation assets;
-
Considered the Directors’ assessment of potential
indicators of impairment in addition to making our
own assessment;
-
Obtained evidence that the Group has current rights
to tenure of its areas of interest;
-
Considered the nature and extent of planned
ongoing activities;
-
Substantiated a sample of expenditure by agreeing
to supporting documentation; and
-
Examined the disclosures made in the financial
report.
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2024, but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report, or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
(b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
Page 55
for such internal control as the directors determine is necessary to enable the preparation of:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
(b) the consolidated entity disclosure statement that is true and correct and is free from material
misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations,
or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
−
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
−
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
−
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
−
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Group to cease to continue as a going concern.
−
Evaluate the overall presentation, structure and content of the financial report, including the disclosures,
and whether the financial report represents the underlying transactions and events in a manner that
achieves fair presentation.
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.
Page 56
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats
or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the Directors’ Report for the year ended 30 June
2024.
In our opinion, the Remuneration Report of Tempest Minerals Limited for the year ended 30 June 2024
complies with Section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with Section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
HLB Mann Judd
L Di Giallonardo
Chartered Accountants
Partner
Perth, Western Australia
27 September 2024
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Shareholder Information
Page 57
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this
report is as follows. The information is current as at 23 September 2024.
(a) Distribution of equity securities
The number of holders, by size of holding, in each class of security are:
Ordinary Shares
No. Holders
No. Shares
%
1 - 1,000
70
13,056
0.00
1,001 - 5,000
213
787,648
0.13
5,001 - 10,000
422
3,448,718
0.55
10,001 – 100,000
1,570
65,715,844
10.48
100,001 and over
783
557,304,523
88.84
Total
3,058
627,269,789
100
There are 1,708 shareholders holding less than a marketable parcel.
(b) Twenty Largest Shareholders
The names of the twenty largest holders of Quoted Ordinary Shares are:
#
Registered Name
Number of
Shares
% of total
Shares
1
YARRAANDOO PTY LTD
18,728,462
2.99%
2
V-DOOR PTY LTD
15,420,558
2.46%
3
CELBRIDGE INVESTMENTS PTY LTD
13,003,222
2.07%
4
MAC4 PTY LTD
13,000,000
2.07%
5
CITICORP NOMINEES PTY LIMITED
11,174,161
1.78%
6
ALERIA PTY LTD
8,356,877
1.33%
7
ARGONAUT PARTNERS PTY LIMITED
6,250,000
1.00%
8
MR DAVID JOHN EGGERS
6,000,000
0.96%
9
PETER BOWMAN NOMINEES PTY LTD
6,000,000
0.96%
10
MR MICHAEL MASCOLO
5,362,500
0.85%
11
EGR INVESTMENTS PTY LTD
5,250,000
0.84%
12
HARRY HINDSIGHT PTY LTD
4,800,000
0.77%
13
MR KHANH HOANG NGUYEN
4,710,901
0.75%
14
MR GIUSEPPE MARIO COMMISSO
4,650,000
0.74%
15
MISS JIAZHEN WANG
4,627,643
0.74%
16
MR PETER KARAS &MRS CHRISTINA KARAS
4,534,452
0.72%
17
BOUTIQUE TRADING PTY LTD
4,400,000
0.70%
18
MR MICHAEL JAMES SYMONS
4,250,000
0.68%
19
MR PANPOT SURAWANNAGOL
4,045,768
0.65%
20
CAPRICORN TRADER PROPRIETARY LIMITED
4,000,001
0.64%
Top 20 total
148,564,545
23.70%
Total shares on issue
627,269,789
100.0%
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Shareholder Information
Page 58
Unquoted equity securities
Unquoted equity securities on issue at 23 September 2024 were as follows:
Class
Number of Unquoted
equity securities
Number of
Holders
Note
Unlisted Options exercisable at $0.14
each on or before 30 June 2025
15,000,000
5
1
Unlisted Options exercisable at $0.016
each on or before 6 August 2026
9,946,684
1
2
Note 1: Holders of more than 20% of this class of options:
Don Smith
4,000,000 options.
Note 2: Holders of more than 20% of this class of options:
Argonaut Investments Pty Limited
9,946,684 options.
(c) Substantial Shareholders
The Company has not received notification of any substantial shareholders
(d) Voting rights
All ordinary shares carry one vote per share without restriction.
Options and Performance Rights do not carry voting rights.
(e) Restricted securities
As at the date of this report, there are no ordinary shares subject to ASX escrow.
(f) On-market buy back
There is not a current on-market buy-back in place.
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Interests in Tenements
Page 59
Tempest Minerals Limited held the following interests in tenements as at the date of this report:
Tenement/Project
Name
Tenement
Number
Status
Interest
Location of
Tenements
Rocky Hill
E70/5321
Granted
100%
Western Australia
Rocky Hill
E70/6134
Granted
100%
Western Australia
Caranning
E63/1815
Pending
100%
Western Australia
Windarling
E77/2384
Pending
100%
Western Australia
Elephant
E28/3057
Granted
80%
Western Australia
E28/3145
Pending
80%
Western Australia
Five Wheels
E69/3884
Granted
100%
Western Australia
E69/4224
Pending
100%
Western Australia
E69/4225
Pending
100%
Western Australia
Yalgoo
E59/2374
Granted
100%
Western Australia
E59/2308
Granted
100%
Western Australia
E59/2896
Pending
100%
Western Australia
E59/2375
Granted
100%
Western Australia
E59/2465
Granted
100%
Western Australia
E59/2479
Granted
100%
Western Australia
E59/2493
Granted
100%
Western Australia
E59/2785
Granted
100%
Western Australia
E59/2786
Granted
100%
Western Australia
E59/2350
Granted
100%
Western Australia
E59/2381
Granted
100%
Western Australia
M59/495 1
Granted
50%
Western Australia
E59/2689
Granted
100%
Western Australia
P59/2276
Granted
100%
Western Australia
E59/2507
Granted
100%
Western Australia
P59/2366
Granted
100%
Western Australia
E59/2319
Granted
100%
Western Australia
E59/2410
Granted
100%
Western Australia
E59/2418
Granted
100%
Western Australia
E59/2419
Granted
100%
Western Australia
E59/2498
Granted
100%
Western Australia
E59/2787
Pending
100%
Western Australia
E59/2805
Granted
100%
Western Australia
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2024
Interests in Tenements
Page 60
Tenement/Project
Name
Tenement
Number
Status
Interest
Location of
Tenements
Magnet Region
P58/1770
Granted
100%
Western Australia
P58/1773
Granted
100%
Western Australia
P58/1781
Granted
100%
Western Australia
P58/1783
Granted
100%
Western Australia
P58/1784
Granted
100%
Western Australia
P58/1785
Granted
100%
Western Australia
P58/1786
Granted
100%
Western Australia
P58/1787
Granted
100%
Western Australia
M58/229
Granted
100%
Western Australia
P58/1680
Granted
100%
Western Australia
P58/1697
Granted
100%
Western Australia
P58/1698
Granted
100%
Western Australia
P58/1753
Granted
100%
Western Australia
P58/1761
Granted
100%
Western Australia
P58/1768
Granted
100%
Western Australia
P58/1769
Granted
100%
Western Australia
P58/1774
Granted
100%
Western Australia
P58/1796
Granted
100%
Western Australia
1 50% earn in joint venture