ANNUAL
REPORT
2
2
0
2
Suite 1, 295 Rokeby Road,
Subiaco WA 6008
Phone:+61 8 655 2950
E-mail: info@titanminerals.com.au
Focussed on the exploration and development
of the rich copper and gold deposits in the
prolifically mineralised cordilleras of Southern
Ecuador’s Andean Terrain.
CORPORATE DIRECTORY
BOARD OF DIRECTORS
Mr Peter Cook
Non-Executive Chairman
Mr Matthew Carr
Mr Barry Bourne
xecutive Director
E
Non-Executive Director
Mr Nick Rowley
Non-Executive Director (Resigned 31 March 2023)
Ms Tamara Brown
Non-Executive Director (Resigned 31 March 2023)
COMPANY SECRETARY
Mr Zane Lewis
REGISTERED OFFICE
Suite 1, 295 Rokeby Road,
Subiaco WA 6008
Phone: +61 8 6555 2950
Fax: +61 8 6166 0261
Email: info@titanminerals.com.au
Website: www.titanminerals.com.au
SHARE REGISTRY
Automic Share Registry
Level 2, 267 St Georges Terrace
PERTH, WA 6000
AUSTRALIAN BUSINESS NUMBER
97 117 790 897
STOCK EXCHANGE LISTING
ASX: TTM
AUDITORS
Stantons International Audit and Consulting Pty Ltd
Level 2, 1 Walker Avenue
West Perth Western Australia 6005
ANNUAL REPORT
CONTENTS PAGE
02
03
14
MESSAGE FROM
THE CHAIRMAN
MESSAGE
FROM THE CEO
COMPANY
OVERVIEW
04
10
16
BOARD OF
DIRECTS
EXECUTIVE
MANAGEMENT
BOARD OF
DIRECTORS
20
2022 KEY
HIGHLIGHTS
22
PROJECTS
06
12
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
1
MESSAGE
FROM THE
CHAIRMAN
Dear Shareholders,
On behalf of the board, it is my pleasure to present
you the Titan Mineral Limited Annual Report for the
financial year ending December 31, 2022.
The Company has made great progress in the year on
Projects, and most importantly, have vastly improved
the organisational, financial, and technical control
over the Ecuadorian assets.
We had a forced change in executive management
during the year which resulted in Matt Carr stepping
up into an interim CEO role, finally filling that role
with the appointment of Melanie Leighton, after
year-end.
During his time as CEO, Matt and his team did
a terrific job in reorganising, refocusing, and re-
invigorating our in-country team and the governance
of our activities.
Technically, we made good progress at the Copper
Duke Project with systematic foundation geological
layers now assembled, defining surface anomalism
suggestive of porphyry copper style mineralisation
across a +7 kilometre long corridor ceded with
diorite intrusions.
At the Linderos Project, in our maiden drilling
campaign, we drilled what we believe to be the top
of a copper-gold-molybdenum porphyry system
at the Copper Ridge prospect. Our maiden drilling
was also successful in defining an intermediate
sulphidation gold vein system at the Meseta Gold
prospect, immediately adjacent to the Copper Ridge
porphyry prospect.
A thorough technical review at our Dynasty Gold
Project and increased geological diligence with the
addition of substantial geochemical data began to
unravel the ore genesis model for Dynasty. At the
Cerro Verde prospect where drilling was designed to
validate and extend vein hosted gold mineralisation,
we recognised the engine room for ore forming fluids
was most likely a cluster of porphyry intrusions to
the south of Cerro Verde which were intersected in
Titan’s drilling in late 2021.
The study of multi-element geochemistry and the
relogging of vein textures highlighting the absence
of adularia changed the classification of the Dynasty
vein swarm to be that of an intermediate sulphidation
system. This evolution in our understanding of vein
hosted gold mineralisation at Dynasty, has significant
implications for potential improved continuity of
mineralisation, level of emplacement in relation to the
proposed porphyry source, and of course the way
that we optimize our exploration efforts to expand
the current mineralisation footprint.
We continued to work co-operatively with the
purchaser of the Zaruma Project who had struggled
to meet the last payments of deferred consideration
on its sale due to a deterioration in market conditions
deferring its proposed IPO. We revised the final
payment schedule and remain confident that the
remaining funds owed will filter through.
The Company finds itself well positioned with a
dramatically improved geological understanding
and multiple high conviction drill ready targets
now defined across each of its projects. The year
forward promises to be very exciting, as the fruits of
the excellent geological work completed by the in-
country team begin to advance toward discoveries
of significance.
I thank our shareholders for their patience and
continued belief in the Company and its exploration
and development pursuits in Ecuador.
PETER COOK
CHAIRMAN
MESSAGE
FROM THE
CEO
Dear Shareholders,
The Company has made significant advances in
community relations, generating much support from
the communities in which we operate, giving us the
social license to undertake exploration activities
across our projects.
Titan’s relationships continue to strengthen, with strong
support enjoyed at a local, state, and federal level,
with mining set to feature as a large part of Ecuador’s
economic revitalisation going forward. The strong
relationships forged with local communities and
government organisations lead to the seamless and
rapid approval of our maiden drilling campaign at
the Linderos Project.
With exploration advancement hindered by
COVID-19 in 2021, the Company was back operating
at full capacity across its projects in 2022. Generative
exploration work programs were deployed in earnest
with significant advances made across all projects
in the areas of surface mapping and geochemical
sampling, adding important layers of information and
identifying high priority targets across our projects.
The Company received the balance of assay results
from
its 2021 Dynasty drilling program, which
has given confidence in the veracity of legacy drill
data and the historic foreign resource, while also
extending mineralisation at the project. This year
the team have been undertaking a comprehensive
surface mapping and drill core relogging exercise
to facilitate the construction of a 3-dimensional
geological model, to be used for targeting extensions
to known mineralisation, and to support a robust
JORC compliant Mineral Resource Estimate.
Drilling at Dynasty was successful in intersecting broad
zones of gold-rich porphyry style mineralisation from
shallow depths at the Kaliman Porphyry prospect. The
discovery of porphyry mineralisation, overlapping
with epithermal gold at Dynasty prompted a refocus
in geological efforts to better understand the potential
scale and extent of the porphyry. The Anaconda
method of geological mapping was introduced
to better target porphyry mineralisation, greatly
enhancing our understanding of the Kaliman porphyry
system, with the Company set to drill test its potential
in early 2023.
The team were excited to undertake a maiden drilling
campaign at the Linderos Project, where we tested
both the Copper Ridge Porphyry prospect and the
Meseta Gold prospect. Pleasingly our drilling has
demonstrated the presence of a large-scale copper-
gold-molybdenum porphyry system from shallow
depths at Copper Ridge, with significant potential to
grow substantially- with 6 out of 8 drillholes ending
in copper mineralisation! Meseta also returned
good widths and grades in intermediate sulphidation
vein hosted gold + polymetallic mineralisation from
shallow depths, with real potential to add substantial
ounces at this prospect.
Exploration activities at Copper Duke continued to
advance, with our geological understanding and
confidence improving to the point that we now have
several drill ready targets which we intend to test in
2023. Several site visits were also hosted for potential
strategic partners, with overwhelming feedback being
incredibly positive regarding the project potential and
the high technical standards of the Titan geology
team.
I feel privileged to be presiding over Titan at such
an exciting time, where disciplined exploration, and
of course a little bit of luck, can lead to a potential
transformational Tier 1 discovery. I look forward to
our shareholders new and old, being a part of this
journey as Titan offers unique exposure to meaningful
scale copper and gold in Ecuador, which is emerging
as an increasingly attractive mining jurisdiction, and
rapidly gaining the attention of the majors.
I am genuinely excited about the potential that
Titan offers. Not only are the projects first-class,
but I believe that the management and in-country
technical capability that has been built will unveil the
true potential of our three large-scale projects.
Matthew Carr
MELANIE
CHIEF EXECUTIVE OFFICER
2
3
2022
KEY HIGHLIGHTS
With exploration advancement hindered by COVID-19 in 2021, the Company was back operating at full capacity with its
strengthened technical team across its projects in 2022. Generative exploration work programs were deployed in earnest with
significant advances made across all projects in the areas of surface mapping and geochemical sampling, adding important
layers of geological information and several high priority targets identified across all projects, which are being prepared for
drill testing in 2023.
Corporate Social Responsibility
• Titan has significantly improved the quality of life for inhabitants of the communities in which it operates through several
initiatives and investments
• Community health plans implemented in conjunction with local medical centres, medical assistance provided, and medicines
and vitamins supplied for children with chronic malnutrition
• Materials and labour provided for the expansion of local police stations, and maintenance of churches, and Health and
Community Centres
• Repowering of potable water treatment plants and maintenance of septic tanks
• Preventive maintenance of access roads
• Donation of grains to local farmers for planting and growing crops
• Christmas donations made across each of the projects
• Relationships in Ecuador further strengthened, and collaboration alliances established with local municipalities, providing
permanent support for Titan’s activities and implementation of community development plans.
• Significant advances made in community relations, generating support from local communities, with substantial improvements
made in land access across our projects
• Communities previously opposed to mining are changing their attitude, after seeing the benefits generated by Titan’s
presence, through the generation of jobs and community development plans.
OUR COMPANY
OVERVIEW
The Company’s main
undertaking is exploration
and development of its
large-scale gold and copper
projects in the Loja Province,
southern Ecuador
PROJECTS
The Dynasty Project
The Linderos Project
The Copper Duke Project
The Copper Field Project
The Company’s main undertaking is exploration and development of its large-scale gold and copper projects in the
Loja Province, southern Ecuador.
Figure 1: Titan Minerals southern Ecuador Projects, the metallogenic belts of Ecuador and
peer deposits
The projects lie proximal to a major flexure in the Andean Terrane where porphyry copper and epithermal gold-
silver mineralisation are associated with early to late Miocene aged magmatism along the margin of the extensive
Cretaceous aged Tangula Batholith.
The majority of porphyry copper and epithermal gold deposits in southern Ecuador are associated with magmatism
in this age range, with several of these younger intrusions located along the margin of the extensive Cretaceous aged
Tangula Batholith, forming a favourable structural and metallogenic corridor for intrusion activity where Titan minerals
holds a significant land position.
Access to the projects is excellent, within close proximity to the Pan American and costal highways, with access via
paved regional all-weather roads. Regional airports exist approximately two hours by road from the projects with daily
connections to Ecuador’s capital city, Quito.
4
5
Annual Report / 2018 - 2019 2022
KEY HIGHLIGHTS
Dynasty Gold Project
• 100% held, 5 concessions totalling 139km2, 3 concessions
are fully permitted for exploration and small-scale mining
• Advanced stage exploration project with high grade
epithermal gold ± base metal and porphyry style gold, silver,
copper, and molybdenum mineralisation confirmed by drilling
• Foreign Mineral Resource of 2.1Moz gold and 16.8Moz
silver, validated by trial mining and QAQC workstreams
undertaken by Titan during 2021-22:
• Indicated Resources: 6.6Mt @ 4.65g/t Au, 36g/t Ag for
0.99Moz gold and 7.67Moz silver
• Inferred Resources: 7.8Mt @ 4.42g/t Au, 36g/t Ag for
1.11Moz gold and 9.15Moz silver
• Significant potential to grow resources through exploration
and resource definition drilling programs planned for 2023,
targeting the 9-kilometre epithermal vein corridor and
porphyry mineralisation at the Kaliman, Cola and La Zanja
prospects
Copper Field Project
• Located 42km northeast of Dynasty, 100 % held, 2 concessions
totalling 65km2
• Greenfields project which has seen limited modern exploration
Linderos Project
• Located 20km west of Dynasty, 100% held, 4 concessions totalling
143km2
• Intermediate stage exploration project with high grade epithermal
gold ± base metal and porphyry style copper, gold, silver, and
molybdenum mineralisation confirmed by drilling
• Copper Ridge Porphyry and Meseta Gold prospects are the most
advanced, where Titan completed maiden drilling campaigns in
2022 confirming broad zones of porphyry mineralisation from very
shallow depths to ~500m vertical, and significant scope to grow
laterally and at depth
• A pipeline of high priority targets to be progressed through
exploration work programs in 2023
Copper Duke Project
• Located 24km east of Dynasty, 100% held, 13 concessions totalling
130km2
• Early-stage exploration project with multi-phase outcropping targets
including epithermal gold, breccia copper, and porphyry copper-
gold mineral systems
• Large-scale 7km porphyry alteration footprint highlighted by
magnetics, soil geochemistry (coincident gold-copper-molybdenum),
trenching and surface mapping
• Several high priority targets being progressed and set to feature in
drilling programs in 2023
6
7
BOARD OF
DIRECTORS
PETER COOK
CHAIRMAN
MATTHEW CARR
EXECUTIVE DIRECTOR
BARRY BOURNE
NON EXECUTIVE DIRECTOR
Mr Carr has over 10 years experience working in South
America and is currently a Director of Titan Minerals
Limited, having lead the hostile takeover of Coregold Inc.
Mr Carr is also a founding Director of Private Equity
and Financing Company Urban Capital Group. He has
experience across debt finance, equity markets and
restructuring, with a particular focus on Resources and
Property assets.
Mr Cook is a Geologist with over 35 years of experience in
the field of exploration, project, operational and corporate
management of mining companies. Over the past two
decades, Peter has founded or served as Managing
Director or Chairman for many successful mining and
resource development companies in gold and base metals.
He is currently the Non-Executive Chairman of Westgold
Resources Limited (ASX: WGX), where he was previously
Executive Chairman before recently deciding to step back
from all executive roles. Peter is also the Non-Executive
Chairman of Castile Resources Limited (ASX: CST) and
served as the Non-executive Chairman of Nelson
Resources Limited (ASX: NES) until February 2019.
Over his distinguished career Peter has been recognised
by the industry, being awarded the GMJ Mining Executive
of the year in 2001, the Asia-Mining Executive of the year
awarded at the Mines and Money Conference in Hong
Kong in 2015, the Mining News CEO of the Year award in
2018 and the Gavin Thomas Mining Award in 2019
Mr Bourne is a Geologist and the Principal Consultant at
Terra Resources Pty Ltd which specialises in geophysical
survey design, acquisition, processing, modelling, inversion,
data integration, interpretation, and drill hole targeting.
Mr Bourne has significant exploration success and strong
leadership qualities alongside his technical abilities. Mr
Bourne worked for over 12 years with Barrick Gold which
included six years in-country experience in developing
nations (Papua New Guinea, East/West Africa, South
America) and three years working on the Carlin trend in
the USA. Prior to Barrick Gold, Mr Bourne was principal
geophysicist of Homestake Gold.
Mr Bourne was shortlisted for the Australian innovation
Awards in 2012 and was the Advance Global Australian of
the Year for Mining and Resources in 2013.
Mr Bourne holds BSc (Hons), is a Fellow of the Australian
Institute of Geoscientists, is on the technical advisory
committee for UWA Centre for Exploration Targeting, and a
member of the Australian Institute of Company Directors.
8
9
OUR COMPANY
EXECUTIVE MANAGEMENT
During the year, industry wide there were extended turn-
Melanie Leighton
Chief Executive Officer
Mrs Leighton is a geologist with over 20 years’
experience in the resource sector, spanning multiple
commodities, deposits and jurisdictions. She is a founding
director of Leighton Geoservices Pty Ltd, a consulting
firm providing corporate and geological services to the
mineral resources sector with the mantra of bridging the
gap between technical, corporate and investors. Ms
Leighton has held senior management and geological
roles with Hot Chili Limited, Harmony Gold, Hill 50
Gold and Northwest Resources, gaining practical and
management experience within the areas of exploration,
mining, resource development, stakeholder engagement
and investor relations.
Mrs Leighton currently serves as Non-executive director
for Great Boulder Resources (ASX:GBR) and Industrial
Minerals (ASX:IND).
Mr Michael Skead
Chief Technical Advisor
Mr Skead is a geologist with over 30 years of
international experience in mining exploration and
development. He holds a BSc. Honours degree in
geology from the University of Cape Town, (RSA)
and MSc. in Exploration Geology, from the Rhodes
University, Grahamstown, (RSA). Mr Skead most recently
worked as the Vice President of Project Development
at GT Gold Corp. (TSX-V: GTT) which was recently
acquired by Newmont Corp. (NYSE: NEM, TSX, NGT)
for C$393 million. While at GT Gold Corp. Mr Skead
delivered the geological model and resource for the
gold rich copper porphyry Saddle North Project which
comprised Indicated Resources of 1.81 Blb copper
and 3.47 Moz gold and Inferred Resources of 2.98
Blb copper and 5.46 Moz gold.
Prior to his role at GT Gold Corp. Mr Skead was
Director of Geoscience at Newmont Corp. and
has previously held senior management positions
in a number of internationally recognised mining
companies including Goldcorp, Randgold Resources
(LSE: RRS) and Dundee Precious Metals (TSX: DPM).
Mr Freddy Villao
Vice President Government Affairs,
Ecuador
Mr Villao is a lawyer with 15 years’ experience across
several public sector institutions in Ecuador. Mr Villao
most recent position was as the Under-Secretary
General of Strategic Development and prior to that
he was the Under-Secretary of Administration for
Hydrocarbon Contracts and Assigned Areas.
He holds a Master’s degree in Administrative Law
from Austral University in Argentina, a Higher Diploma
in Local Government Management in Ecuador, and
a Diploma in Mining Management at the Catholic
University of Chile.
Mr Pablo Morelli
Exploration Manager, Ecuador
Mr. Morelli is a geologist with over 15 years’
experience working across various epithermal systems
as well as copper-molybdenum, copper-gold and
gold-rich style porphyry systems. This experience was
gained working with Barrick, Newmont, Kinross and
Rio Tinto working in Cretaceous, Palaeocene, Eocene-
Oligocene and Miocene Belts of northern and central
Chile and Mexico.
Mr. Morelli recently worked as Geology and Exploration
Superintendent on the Norte Abierto Project, a joint
venture between Newmont and Barrick Gold, evaluating
the Cerro Casale and Caspiche copper-gold projects.
Fernando Inca
Operations and Administration
Manager, Ecuador
Mr. Inca is a civil engineer with 14 years’ experience
in project management and supervision, public
procurement, geotechnical engineering, costing and
budgeting. He holds a Master’s degree in Industrial
Engineering and Productivity from the National
Polytechnic School of Ecuador.
He has worked in public and private companies in
design, construction and supervision of hydroelectric
projects, metal structures and tunnels in Ecuador, Chile,
Bolivia and Costa Rica.
As an entrepreneur Mr. Inca founded and managed
INCAEC Engineering Corp. for 5 years.
Cecilia Penaherrera
CSR Manager, Ecuador
Ms. Peñaherrera is a senior executive, trilingual, with 25
years of experience in different industries and productive
sectors, additionally providing advice and field work in
community relations with emphasis on land negotiation
and acquisition processes, population resettlement,
elaboration, establishment and implementation of
community development plans for mining companies,
definition of compensation policies, management and
control of social conflicts related to industry issues (illegal
mining), which has allowed her to generate important
strategic alliances with communities, authorities and local
governments.
10
11
TITAN’S
DYNASTY PROJECT
QAQC, Infill & Extensional Drilling
Titan Minerals commenced a diamond drilling program in May 2021 with the objective of increasing drill density within the
foreign Mineral Resource Estimate to increase confidence and better understand mineralisation controls. As the program
progressed it shifted toward targeting mineralisation extensions, as it became evident that the dimensions of the mineral system
were yet to be defined, with significant potential for resource growth identified.
Diamond drilling primarily targeted infill and extensions to known epithermal veins, conceptual plunging ore shoots at structural
intersections, and the potential for porphyry gold-copper mineralisation at the Cerro Verde prospect, as had been evidenced
in surface mapping and geochemistry.
Assay return was impacted by COVID-19 which meant significant delays, with the balance of results from the 2021 Dynasty
drilling campaign received during Q1 and Q2 2022.
Titan’s drilling at the Cerro Verde prospect was successful in:
• Validating (in some cases substantially improving) and extending historical drilling results - Brecha, Comanche, Estrella, La
Herradura, La Colorado, Copetona and Clavo Vein Systems
• Defining new vein systems in areas never previously tested by drilling- Chula-Mula Vein System
• Demonstrating continuity of veins up to 300m depth- Ensillada and Herradura Vein Systems
• Extending surface extremity of main veins along strike and at depth
• Identifying multiple phases of fluid flow and telescoping of mineralisation as highlighted by variable silver to gold ratios
- laterally and vertically
• Confirming the presence of a substantial gold-rich porphyry system (Kaliman Porphyry) overlapping with the high-grade
epithermal gold system
Hole ID
Azimut
h (°)
Dip (°) Hole
Depth
(m)
Easting
(UTM)
Northing
(UTM)
Elevatio
n (m)
Fro
m
(m)
To (m)
Thickness
(m)
Gold
(g/t)
Silver
(g/t)
CVD057
206
-70
422.05 621,744
9,542,967
1,185
389.52
393.99
CVD060
116
-50
190.05
621,356
9,542,920
1,217
62.20
71.20
4.47
9.00
3.07
5.22
2.62
13.37
278.61
287.00
8.39
3.45
7.75
CVD080
302
-70
325.62 621,620
9,543,652
1,355
CVD089
154
-71
235.12 621,175
9,543,320
1,342
CVD095
160
-58
210.99 621,201
9,543,360
1,324
58.66
61.49
2.83
7.92
93.28
96.09
100.37
213.10
216.00
4.28
2.90
2.48
3.76
12.16
2.00
107.92
119.38
11.46
2.58
34.63
129.56
138.00
179.93
187.00
8.44
7.07
1.91
5.90
6.75
8.90
110.65
116.07
5.42
4.05
27.02
CVD099
360
-46
160.85
621,374
9,543,179
1,259
77.15
84.79
178.19
186.08
7.89
7.64
1.39
3.24
11.92
9.42
CVD061
270
-62
200.18 621,892
9,543,438
1,339
37.72
42.42
4.70
5.11
24.08
CVD065
CVD067
300
207
-45
170.39
621,983
9,543,181
1,299
67.19
76.11
-75
209.8
621,967
9,542,823
1,183
76.58
82.27
86.90
91.80
111.78
113.51
4.90
1.73
8.92
5.69
2.70
6.45
1.30
1.95
15.87
61.83
3.13
3.14
CVD071
231
-45
446.45 621,787
9,543,144
1,228
197.17
202.00
4.83
5.79
3.25
207.63
209.42
1.79
5.20
243.57
CVD072
64
-45
487.11
621,461 9,542,991
1,163
46.50
49.75
3.25
3.13
15.55
12
Figure 2&3: Left - Cerro Verde prospect drill collar locations and select significant intersections
returned from Titan’s drilling. Right - Fence Section across the 1.6km wide Cerro Verde
prospect spanning across two zones of previous trial mining and extending south to recent
intercepts at CVD072
72.82
76.18
3.36
84.94
128.00
43.06
3.14
2.56
11.73
6.95
13
TITAN’S
DYNASTY PROJECT
Hole ID
Azimut
h (°)
Dip (°) Hole
Depth
(m)
Easting
(UTM)
Northing
(UTM)
Elevatio
n (m)
Fro
m
(m)
To (m)
Thickness
(m)
Gold
(g/t)
Silver
(g/t)
Exploration Activities & Acquisition of Generative Datasets
87.09
101.23
14.14
6.42
16.43
137.00
143.37
6.37
1.24
2.53
46.50
149.20
102.7
1.48
4.50
includin
g
**withi
n
broader
intercep
t
Generative exploration work programs completed across the project include 1,133 soil samples, 24 trenches totalling 715
metres and 855 samples, 80 stream sediment samples, 376 rock chips, and 832 hectares of detailed surface mapping
completed. The exploration work programs, and geochemical sampling programs were largely directed to the Cerro Verde,
Kaliman and La Zanja prospects.
Mapping was focused on the Cerro Verde prospect, where detailed geological mapping was undertaken over the Brecha-
Comanche, Foto, Encuentros, Gorda, and Regorda Vein Systems, and also the Kaliman and La Zanja porphyry targets.
Key findings from mapping included:
CVD074
299
-45
371.26
621,856
9,543,006
1,192
29.07
30.48
1.41
8.24
11.35
CVD075
360
-45
588.9
621,620
9,543,652
1,354
244.50
246.66
2.16
6.15
33.88
336.19
343.29
7.10
1.73
10.78
• Shear zones predominantly trend northeast-southwest, with secondary shear zones trending north-south responsible for
emplacement of dykes; and east-west extensional veins are observed to host wider mineralised structures.
• The Kaliman Porphyry target exhibits characteristics of the shallow portion of a copper-gold porphyry system, with
alteration mapped at surface indicating advanced argillic, phyllic and minor potassic alteration.
142.15
145.20
3.05
16.48
61.66
CVD081
135
-61
291.08
621,241 9,543,362
1,308
156.25
158.60
2.35
175.91
186.52
10.61
196.15
208.23
12.08
-46
253.86
621,963
9,544,002
1,230
116.17
121.35
-45
240.22
621,948
9,543,491
1,389
104.67
108.42
209.27
213.31
219.15
222.50
236.10
240.53
4.04
3.35
4.43
5.18
3.75
-77
156.32
621,243
9,543,359
1,307
67.90
79.00
11.10
-47
230.09
622,653
9,543,996
1,101
4.39
11.00
6.61
CVD085
CVD086
CVD087
CVD090
192
270
99
235
8.29
1.75
2.54
2.93
5.97
3.21
3.08
4.51
4.93
3.16
4.09
6.17
7.41
5.87
15.10
6.78
54.87
3.56
30.65
11.93
CVD093
343
-45
185.86 621,318
9,543,181
1,272
CVD094
135
-66
182.24 621,269
9,543,299
1,304
CVD096
163
-58
181.15 621,269
9,543,299
1,304
110.33
116.70
6.37
1.53
12.89
133.42
143.36
9.94
1.42
21.44
103.29
105.11
1.82
10.88
34.13
125.70
132.77
7.07
8.56
95.83
83.83
87.07
3.24
6.51
38.66
CVD098
CVD100
160
346
14
-68
251.24
621,201
9,543,360
1,324
198.27
203.96
-45
186.19
622,218
9,543,290
1,388
89.66
94.12
160.85
164.72
3.87
5.69
4.46
2.46
2.34
2.33
16.23
3.29
13.76
Surface mapping is being integrated into the 3D geological model, along with sectional and plan interpretations developed
from relogging of drill core.
Stream sediment sampling has been completed across primary and secondary drainage systems across the project, with
each sample representing a catchment area of approximately 10 km². The stream sediment survey is aimed at assessing the
exploration potential across the entire project area, particularly in the central and southern portion of the project, where no
exploration has ever been completed.
Regional soil sampling programs were completed across the southern portion of the Cerro Verde prospect, from Brecha-
Comanche target towards the Kaliman Porphyry target and onto the La Zanja prospect in the south.
A LiDAR survey was flown over the Dynasty Project, with the high-resolution imagery and digital elevation model to be used
in geological modelling and topographical control for the forthcoming Mineral Resource Estimate.
SWIR (shortwave infrared) and VNIR 8 band (visible and near infrared) multi-spectral data was acquired for the project area,
and a multi-spectral study undertaken to refine exploration programs and target generation.
Quantitative and qualitative geological datasets assembled during 2022 have enabled an improved geological understanding
of several targets at the Dynasty Project. Given this improved understanding, the Company is now well positioned to test the
Brecha-Comanche, Kaliman and La Zanja Porphyry targets.
In addition to field activities, considerable advances have been made in upgrading geological software, data capture and
storage systems. The new systems allow for rigorous data validation, streamlined company-wide real-time access to geological
information, and enables field mapping to be captured directly into online GIS projects.
15
TITAN’S
LINDEROS PROJECT
Maiden Drilling Campaigns Completed
The Company completed a maiden drilling campaign at the Linderos Project following the receipt of all required permits, with
drilling considered a significant milestone, being the first drilling undertaken by Titan at the project.
Figure 4: Linderos Project displaying prospects and targets identified by geophysics (TMI RTP image shown) and surface rock chips (Molybdenum)
Copper Ridge Porphyry Prospect
The Copper Ridge Porphyry prospect features surface copper-molybdenum anomalism highlighted by channel and soil
sampling recently completed by Titan. Mapping has confirmed copper-molybdenum mineralisation to be centred on dioritic
porphyry intrusions approximately one kilometre in diameter, with these porphyritic intrusions also containing abundant
mineralised quartz veining and copper oxide mineralisation at surface.
Figure 5: Hand specimen displaying azurite and malachite copper oxide mineralisation taken from the Copper Ridge prospect, Linderos Project
Eight diamond holes for 3,702 metres were completed to test the potential scale and grade of porphyry mineralisation
at Copper Ridge, with assay results confirming the presence of wide intervals of copper-molybdenum±gold±silver
from shallow depths down to 500m vertical.
Mineralisation is observed to be hosted within a diorite porphyry, with vein hosted and disseminated chalcopyrite-
pyrite-pyrrhotite-molybdenite, and secondary biotite plus green-grey sericite and pervasive quartz-alkali feldspar
defining an early to transitional potassic alteration.
Evidence that the Copper Ridge porphyry has the potential to host higher-grade copper and gold mineralisation is
supported by intersections including 76m grading 0.5% Cu Eq from 132m in CRDD22-003 and 22m grading 0.5%
Cu Eq from 524m in CRDD22-006.
Pleasingly, six out of the eight diamond drillholes were mineralised to the end of hole, highlighting strong potential for
lateral and depth extensions. Titan’s drilling has confirmed the large-scale porphyry potential at Copper Ridge and
gives further confidence to continue targeting porphyry mineralisation, with considerable scope for both lateral and
depth extensions.
16
Annual Report / 2018 - 2019
17
TITAN’S
LINDEROS PROJECT
Hole ID
From
(m)
To
(m)
Figure 6: A: CRDD22-003 Diorite porphyry with potassic alteration, disseminated and veinlets of chalcopyrite 1% and pyrite 3%. B: CRDD22-003 (486m)
Diorite porphyry with potassic alteration and disseminated chalcopyrite-pyrrhotite 1%.
Pleasingly, six out of the eight diamond drillholes were mineralised to the end of hole, highlighting strong potential for lateral
and depth extensions. Titan’s drilling has confirmed the large-scale porphyry potential at Copper Ridge and gives further
confidence to continue targeting porphyry mineralisation, with considerable scope for both lateral and depth extensions.
Copper Equivalent (Cu Eq) values – Requirements under the JORC Code
CRDD22-
001
CRDD22-
003
CRDD22-
002
CRDD22-
004
CRDD22-
005
CRDD22-
006
Widt
h
(m)
26
52
92
28
308
76
10
91.3
118
46
344
20
82
436
0
54
Including:
132
446
484
72
356
38
including:
46
134
528
28
362
208
456
575.3
(EOH)
190
402
382
Cu
(%)
Au
(g/t)
Ag
(ppm)
Mo
(ppm)
Cu Eq
(%)1
0.09
0.25
0.09
0.17
0.29
0.39
0.21
0.28
0.20
0.14
0.14
0.03
0.07
0.01
0.01
0.08
0.12
0.08
0.09
0.03
0.02
0.08
0.14
0.80
0.28
0.82
1.24
1.76
0.66
0.84
0.73
0.64
0.48
58.02
44.75
56.47
2.50
29.94
53.28
63.55
10.08
43.01
49.03
27.79
196
382
186
0.17
0.13
0.65
30.72
which also includes a higher-grade zone of:
286
74
366
196
80
122
0.22
0.18
0.23
0.04
0.83
0.69
24.69
8.26
1
including:
557.6
557
0.19
0.06
0.90
49.39
• Assumed commodity prices for the calculation of Copper Equivalent (Cu Eq) is Cu US$3.00/lb, Au US$1,700/oz, Mo
21
93
72
0.30
0.16
1.22
36.84
US$14/lb and Ag US$20/oz
• Recoveries are assumed from similar deposits: Cu = 85%, Au = 65%, Ag = 65%, Mo = 80%
• Cu Eq (%) was calculated using the following formula: ((Cu% x Cu price 1% per tonne x Cu recovery) + (Au(g/t) x
Au price per g/t x Au recovery) + (Mo ppm x Mo price per g/t x Mo recovery) + Ag ppm x Ag price per g/t x Ag
recovery)) / (Cu price 1% per tonne x Cu recovery). Cu Eq (%) = Cu (%) + (0.54 x Au (g/t)) + (0.00037 x Mo (ppm))
+ (0.0063 x Ag (ppm))
• TTM confirms that it is the Company’s opinion that all the elements included in the metal equivalents calculation have a
reasonable potential to be recovered and sold.
18
and including:
373
424
51
0.28
0.07
1.62
60.02
and including:
472
488
16
0.31
0.10
0.76
33.54
and including:
524
CRDD22-
007
196
including:
CRDD22-
008
266
94
188
314
418
546
368
354
106
264
370
489
22
172
88
12
76
56
71
0.36
0.17
0.21
0.20
0.17
0.19
0.16
0.14
0.04
0.05
0.05
0.01
0.03
0.03
1.67
0.64
0.76
0.57
0.90
1.16
0.81
31.75
69.5
86.7
72.88
66.10
35.33
103.1
0.1
0.3
0.1
0.2
0.4
0.5
0.3
0.3
0.2
0.2
0.2
0.3
0.4
0.2
0.2
0.4
0.4
0.4
0.5
0.2
0.3
0.3
0.2
0.2
0.2
19
The better tenor mineralisation is predominantly hosted with a diorite porphyry unit, an early-stage intra-mineral porphyry,
composed of phenocrysts of plagioclase and hornblende, and crosscut by several later stage dykes of intra-mineral
porphyry.
Although the cross-cutting younger intra-mineral porphyry contains a slightly lower tenor of mineralisation, it has the
potential to host good mineralisation at depth due to the higher presence of hornblende phenocrysts.
Disseminated chalcopyrite (cpy) is observed to replace mafic minerals. Molybdenite (mo) is observed in disseminated in
the groundmass and is also present in the margins of B-type quartz veinlets, and in minor cases as sutures. Pyrrhotite (po) is
disseminated and is observed to replace mafic minerals in zones of potassic alteration. Magnetite (mt) is disseminated and
observed to be overprinting/ replacing mafic minerals.
Alteration types observed include potassic, phyllic, and intermediate argillic, with several complex phases of alteration
overprinting evident in drill core.
Potassic alteration (biotite-green grey sericite-quartz-chlorite±magnetite) is pervasive and overprints both diorite porphyry
and andesites. Phyllic alteration (quartz-sericite-pyrite) is seen to overprint potassic alteration. Intermediate argillic alteration
(chlorite-smectite-illite±carbonates), is pervasive and occurs as veins, overprinting earlier potassic and phyllic alteration.
Vein styles are described below, with higher grade mineralisation closely associated with the presence of A- and B-type
quartz veinlets.
• A-type quartz veinlets: usually as stockwork arrays, massive texture, translucent, grey colour, 2 to 6mm wide.
• B-type quartz veinlets: occurring as isolated veinlets, massive texture, translucent, grey colour, 2 to 6mm wide. Veinlets
are filled by quartz, molybdenum on edges and chalcopyrite and pyrite in sutures.
• Stockworks of coarse milky quartz veinlets: massive texture, 5 to 30mm wide.
• Isolated sulphide veinlets: 2 mm wide, composed of variable amounts of pyrite and chalcopyrite.
• D-type quartz veinlets: characterized by isolated and sheeted arrays, massive texture, 3mm wide. Fillings of pyrite,
quartz, carbonates, with sericite-chlorite halos, ranging 1-2cm in width.
Further surface mapping and sampling is being undertaken to consolidate the understanding of porphyry mineralisation
controls at Copper Ridge, and to align surface mapping with logging of recently completed diamond drilling.
Petrographic analysis is planned to determine detailed alteration mineral assemblages and to understand the relationship
with associated sulphide occurrences. Once the 3-Dimensional lithological model is complete, a selection of representative
units will be sent for age dating to determine the ages of intrusive units and mineralisation events.
The use of an Induced Polarisation (IP) survey to map subsurface sulphide mineralisation is being assessed, and if suitable
will be deployed in Q2 2023 prior to undertaking the next phase of drilling at Copper Ride and Meseta.
21
TITAN’S
LINDEROS PROJECT
Figure 7: Copper Ridge plan view displaying interpreted geology and drilling displaying geology on drill trace and copper histogram on left, and significant
intersections- new and previously announced.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Display top:
20
Position
Holder Name
CITICORP NOMINEES PTY LIMITED
BNP PARIBAS NOMINEES PTY LTD
BNP PARIBAS NOMS PTY LTD
BUTTONWOOD NOMINEES PTY LTD
UBS NOMINEES PTY LTD
MRS JENNY MARY BAGULEY &
MR JOHN RICHARD BAGULEY
TAZGA TWO PTY LTD
MCNEIL NOMINEES PTY LIMITED
BLOCK CAPITAL GROUP LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 51,883,932
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED27,989,102
SAMALUCA HOLDINGS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 24,229,682
BACCHUS CAPITAL ADVISERS LIMITED
BRISPOT NOMINEES PTY LTD
LUIS RICARDO REYES DE LA CAMPA
MEADOWCROFT INVESTMENTS PTY LTD
AJAVA HOLDINGS PTY LTD
OSCAR ALONSO REYES DE LA CAMPA
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 14,614,708
Total
Total issued capital - selected security class(es) 1,411,273,186
876,043,817
62.07%
100.00%
Report Generated on 26-Apr-2023 at 04:41 PM
Holding
168,512,124
99,377,702
81,638,265
72,015,657
68,376,934
35,964,110
35,017,129
34,000,000
30,963,522
25,000,000
24,136,491
18,441,146
18,135,000
15,994,052
14,878,462
14,875,799
% IC
11.94%
7.04%
5.78%
5.10%
4.85%
3.68%
2.55%
2.48%
2.41%
2.19%
1.98%
1.77%
1.72%
1.71%
1.31%
1.29%
1.13%
1.05%
1.05%
1.04%
TITAN’S
MESETA GOLD PROSPECT
To the immediate northeast of Copper Ridge, gold mineralisation at the Meseta Gold prospect is hosted in steep to sub-
vertical structures at the margins of the porphyry stock and is associated with strong silicification and oxidation of sulphides.
Alteration and sulphide mineralisation features indicate that this is an intermediate sulphidation gold system.
High-grade epithermal gold mineralisation was initially identified at Meseta in 2017, when artisanal workings on a
break-away slope were sampled. The slope exposes a stockwork of oxidised veinlets capped by transported boulders
forming a plateau of perched alluvial sediments. The alluvial cap covers mineralisation and alteration in the area forming a
geochemically blind target beneath a few metres of transported material.
In 2018, diamond drilling confirmed higher grade gold mineralisation in fresh rock. All drill holes intersected extensive
hydrothermal related alteration and localised gold mineralisation.
An initial 14-hole program for 1,270 of diamond drilling was completed by Titan Minerals in late 2022 and was designed to
test the presence of plunging high-grade ore shoots at interpreted structural intersections.
Multiple, massive sulphide (pyrite-sphalerite-arsenopyrite±galena) veins were intersected in 12 of the 14 holes, with
pervasive phyllic (quartz-paragonite±pyrite), grading to intermediate argillic (paragonite-illite) alteration observed in
drilling.
Precious (gold-silver) and base metal (copper-zinc-lead) mineralisation in veins occurs as massive pyrite, arsenopyrite, with
minor pyrrhotite, chalcopyrite. galena and sphalerite. Polymetallic veins are interpreted to infill shear zones, with thicknesses
ranging from 0.5 to 1.65m, and disseminated sulphides also pervasive in the quartz diorite wall rock.
Wall rock mineralisation includes disseminated sulphides, with visual estimates ranging from 1 to 20% pyrite, 0.5 to 80%
arsenopyrite, 1 to 5% sphalerite, including several zones of 0.5 to 10% disseminated pyrrhotite, and isolated intervals of 0.5
to 2% chalcopyrite, and 0.5 to 1% galena.
Exploration Activities & Acquisition of Generative Datasets
Generative exploration work programs completed across the Linderos Project include 2,089 soil samples, 45 trenches
totalling 813 metres and 674 samples, 108 rock chips, and 390 hectares of detailed surface mapping.
Exploration activities and geochemical sampling programs were largely directed to the Copper Ridge, Meseta Gold, Capa
Rosa, Loma Alta and Nueva Esperanza prospects.
Hole ID
From
To
Widt
h
Au
Ag
Cu
Zn
Pb
Metals
(m)
(m)
(m)
(g/t)
(ppm)
(%)
(%)
(%)
MGDD22-
001
41.5
43.3
1.8
1.08
4.70
0.04
0.45
0.04 Au-Ag-Zn
51.72
66.34
14.62
2.16
5.62
0.05
0.33
0.06 Au-Ag-Zn
MGDD22-
002
MGDD22-
003
MGDD22-
004
MGDD22-
005
MGDD22-
006
including:
51.72
56.34
4.62
5.00
10.33
0.09
0.39
0.19
Au-Ag-Zn-
Pb
80.78
86.78
6
0.01
5.23
0.00
0.66
0.60 Ag-Zn-Pb
45.55
55.48
9.93
0.60
4.08
0.01
0.41
0.00 Au-Ag-Zn
including:
45.55
48.68
3.13
1.00
1.70
0.02
0.17
0.00 Au-Ag-Zn
36.54
42.3
5.76
3.72
48.69
0.03
0.25
0.28
including:
37.35
38.08
0.73
11.35
73.30
0.01
0.84
1.24
Au-Ag-Zn-
Pb
Au-Ag-Zn-
Pb
36.4
37
0.6
3.13
2.44
0.04
0.91
0.13 Au-Ag-Zn
40.1
40.75
0.65
0.59
16.75
0.45
0.26
0.02
Au-Ag-Cu-
Zn
44.37
59
14.63
0.61
3.76
0.02
0.18
0.03 Au-Ag-Zn
107.2
130.3
23.1
0.32
1.30
0.04
0.13
0.00 Au-Ag-Zn
20.25
28.25
8
0.06
6.67
0.01
0.13
0.85 Ag-Zn-Pb
30.8
94.74
63.94
0.04
3.72
0.02
0.99
0.13 Ag-Zn-Pb
including:
32.19
39.63
7.44
0.02
7.61
0.02
0.82
0.64 Ag-Zn-Pb
73.6
74
0.4
0.31
18.40
0.07
5.55
0.03 Zn-Ag-Au
4
116.3
112.3
0.08
4.09
0.00
0.48
0.03 Ag-Zn
including:
19.49
22.35
2.86
1.60
16.89
0.01
0.63
0.13
Au-Ag-Zn-
Pb
and including:
22
23
TITAN’S
COPPER DUKE PROJECT
Hole ID
From
To
Widt
h
Au
Ag
Cu
Zn
Pb
Metals
(m)
(m)
(m)
(g/t)
(ppm)
(%)
(%)
(%)
94.49
95.3
0.81
0.80
9.11
0.01
0.16
0.08
Au-Ag-Zn--
Pb
MGDD22-
007
MGDD22-
009
MGDD22-
010
MGDD22-
011
MGDD22-
012
MGDD22-
013
24
45.8
80.73
34.93
0.04
6.42
0.01
0.65
0.04 Ag-Zn
30.3
32.15
1.85
2.84
4.42
0.05
0.15
0.03
0
76.5
76.5
1.41
5.63
0.02
0.27
0.04
including
66.28
73.5
7.22
13.77
12.90
0.15
0.38
0.02
including
Au-Ag-Zn--
Pb
Au-Ag-Zn--
Pb
Au-Ag-Cu-
Zn
68.28
69.2
0.92
31.50
24.30
0.25
0.02
0.01 Au-Ag-Cu
and including:
72.92
73.5
0.58
99.80
89.90
0.98
0.31
0.14
Au-Ag-Cu-
Zn-Pb
66.5
93.2
26.7
0.02
9.58
0.01
0.22
0.16 Ag-Zn-Pb
4.35
50.17
45.82
1.40
2.13
0.02
0.25
0.02 Au-Ag-Zn
41
45.88
4.88
12.87
6.04
0.11
0.41
0.00
including
44.24
45.88
1.64
33.35
11.28
0.23
0.72
0.01
Au-Ag-Cu-
Zn
Au-Ag-Cu-
Zn
8.8
10.4
1.6
0.52
8.86
0.01
0.04
0.08 Au-Ag
Exploration Activities & Acquisition of Generative Datasets
Regionally, the Copper Duke Project lies at the northern contact of the Tangula batholith, situated adjacent to Cretaceous
volcano-sediments. Local geology comprises outcropping diorite and quartz-diorite composed rocks with small alteration
zones. Outcropping copper and gold mineralisation is hosted in veins and tectonic breccias and outcropping copper-gold
bearing skarns are located at the contact with the Tangula Batholith and Celica Formation. Exploration deposit models being
targeted are porphyry copper gold systems, intrusion related gold and gold bearing skarns.
Work to date has confirmed the project to host multiple porphyritic textured intrusions associated with extensive copper-gold
anomalism and quartz hosted gold veining outcropping at surface.
The scale, geometry and extent of geophysical anomalism identified at the Copper Duke Project shows resemblance to
many major porphyry districts around the world, with magnetic geophysical surveys revealing clusters of intrusion related
anomalism over an area greater than 12km2.
Exploration Activities & Acquisition of Generative Datasets
Several areas of interest have been identified from geophysics, regional soil geochemistry and surface mapping, with these
priority areas the focus for additional exploration work programs, including detailed 1:500 scale geological mapping and
rock chip sampling, with mapping being completed along roads and streams which provide excellent exposure.
A regional soil sampling program on 200m x 100m spaced grid was completed, with an infill 100m x 50m spaced grid
commencing across the El Huato prospect late in 2022.
Generative exploration work programs completed across the project include 2,290 soil samples, 42 trenches totalling
1,574 metres and 865 samples, 85 rock chips, and 32 line kilometres of detailed surface mapping. The exploration work
programs, and geochemical sampling programs were largely directed to the El Huato, Lumapamba, Blanquillo and
Lundanuma prospects.
Three main areas of interest were identified from technical work completed in 2022:
1.
2.
3.
El Palton, Barbasco North, Barbasco
Malachite, Barbasco Guayacan, Huato Camp, Lumapamba Breccia and
Lumapamba South.
The identified target areas will be the subject of a ranking and prioritisation exercise, with the highest priority targets to
feature in drilling programs planned for 2023.
Several site visits were also hosted to potential strategic partners at the Copper Duke Project, with the overwhelming
feedback being very positive regarding the project’s potential and the high technical standards of the Titan geology team.
25
OUR COMPANY
CORPORATE
SALE OF ZARUMA MINE
As announced 26 July 2021, Titan completed the sale of the Zaruma Mine
concessions and the Portovelo Process Plant assets to Pelorus Minerals Limited
(Pelorus).
The consideration of US$15.0 million is payable in staged cash payments. Titan
retains a 2% net smelter return royalty (NSR) on future copper production from
the Zaruma mine concessions (refer to Quarterly Activities Report 30th July 2021
for Transaction Summary).
In the reporting year Titan had received all the three initial payments totalling
US$7.5 million as contemplated in the agreement. An amount of only
US$600,000 has been received to date and the Pelorus Group has advised
that due to adverse market conditions and its planned IPO listing, the payment of
outstanding amounts would be delayed.
Further, as advised in Titan’s ASX releases, June 2022 Quarterly Report and its
subsequent Half Yearly Report, Titan was in discussions with Pelorus to resolve
the matter. Titan acknowledges that the Pelorus Group has paid US$8.1 million
to date and has spent a further US$1.9 million (approx.) on the Zaruma assets to
date and it was willing to work in good faith to arrive at a solution.
The Board of Titan have agreed to a revised payment schedule amounting to
US$5 million as a full and final settlement. Due dates for these payments are:
• US$1 million which has now been received;
• US$2 million payment before the end of October 2022;
• US$2 million payment by Monday, 19 December 2022;
As at 31 December 2022, the consideration amount receivable is US$2.9 million
and past due.
Other minor matter pertaining to other matters relating to the transaction have
also been resolved.
Titan retains full first ranking security over the concessions and assets which will
be released once all payments have been received. Subject to receipt of funds,
this will be a full and final settlement agreement between the parties which
enables both groups to fulfil their respective objectives on the matter without
default and further issue.
KEY APPOINTMENTS
MELANIE LEIGHTON - CEO
In January 2023 Titan appointed highly experienced
mining and resource sector executive Melanie Leighton
as the Company’s Chief Executive Officer. Mrs Leighton
is a geologist with over 20 years’ experience in the
resource sector, spanning multiple commodities, deposits
and jurisdictions. She is a founding director of Leighton
Geoservices Pty Ltd, a consulting firm providing corporate
and geological services to the mineral resources sector
with the mantra of bridging the gap between technical,
corporate and investors.
Ms Leighton has held senior management and geological
roles with Hot Chili Limited, Harmony Gold, and Hill 50
Gold, gaining practical and management experience within
the areas of exploration, mining, resource development,
stakeholder engagement and investor relations. Melanie
currently serves as Non-executive director for Great Boulder
Resources (ASX:GBR) and Industrial Minerals (ASX:IND).
26
27
COMPETENT PERSON’S STATEMENT
The information in this report that relates to Exploration Results is based on and fairly represents information compiled by Ms
Melanie Leighton, who is an experienced geologist and a Member of The Australian Institute of Geoscientists. Ms Leighton is
a full-time employee at Titan Minerals and has sufficient experience which is relevant to the style of mineralisation and type
of deposits under consideration and to the activity which she is undertaking to qualify as a Competent Person as defined in
the JORC 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources, and Ore Reserves’.
Ms Leighton consents to their inclusion in the report of the matters based on this information in the form and context in which
it appears.
Notes to Foreign Mineral Resource Estimate
The information in this document relating to Mineral Resource Estimates for the Dynasty Gold Project have been extracted
from the ASX announcement dated 30 April 2020 (Initial Announcement).
Titan confirms that it is not in possession of any new information or data that materially impacts on the reliability of the
Mineral Resource Estimates for the Dynasty Gold Project and included in the Initial Announcement. Titan confirms that the
supporting information provided in the Initial Announcement continues to apply and has not materially changed.
The information in this announcement relating to Mineral Resource Estimates for the Dynasty Gold Project is a foreign
estimate and is not reported in accordance with the JORC Code. A competent person has not done sufficient work to
classify this foreign estimate as a mineral resource in accordance with the JORC Code and it is uncertain that following
further exploration work that this foreign estimate will be able to be reported as a mineral resource in accordance with the
JORC Code.
Comprehensive re-logging of archived historical core available and digital photograph acquisition of core material
Titan’s intention is to continue undertaking further exploration work planned for the Dynasty Gold Project to underpin a
mineral resource estimation in accordance with the principles of the JORC Code. The work plan outlined in the Initial Dynasty
Announcement to achieve an updated resource estimation included:
(i)
previously drilled on the project
(ii)
in projected mineralisation and selective twinning of previous drilling for verification purposes
(iii)
Additional metallurgical studies to underpin assumption or predictions in preliminary economic assessments
Titan is well advanced in the comprehensive re-logging campaign and has also completed a large campaign of oriented
diamond core drilling to define vein orientations across most areas of foreign resource estimation, with all assays results from
drilling received and development of a 3D geological model well advanced.
Additionally drilling to define geometry of mineralisation and underpin 3D geological modelling, confirm confidence
The foreign resource estimate is comprised of three prospect areas, Cerro Verde, Iguana, and Papayal. Initial drill tests to
define vein orientations and continuity over the northernmost areas of the Cerro Verde and Papayal area remain subject to
finalising surface access agreements with local community groups and land owners.
Preliminary metallurgical study work has not yet been initiated.
In addition to the exploration activities proposed, the Company has also completed a significant number of bulk density
measurements within the drilled areas, and several petrographic samples for lithologic definition and gold deportment
studies have been completed.
With completion of a structural analysis and accompanying 3D geological modelling, Titan plans to move ahead with
updating the Dynasty Mineral Resource Estimate in accordance with the JORC Code in 2023.
As outlined above, Titan has collected additional information and assay data in relation to the Dynasty Gold Project. Titan
confirms however, that results to date do not appear to have a material impact on the reliability of the Foreign Mineral
Resource Estimate under the previous estimation methods for the Dynasty Gold Project or the results from previous exploration
activity included in the Initial Dynasty Announcement.
TENEMENT SCHEDULE
Titan held the following tenements as at 31 Decem
er 2022
b
Project
Tenement
Location
Interest
Dynasty Gold Cecilia 1
Loja, Ecuador
Dynasty Gold
Pilo 9
Loja, Ecuador
Dynasty Gold ZAR
Loja, Ecuador
Dynasty Gold ZAR 1
Loja, Ecuador
Dynasty Gold ZAR 3A
Loja, Ecuador
Linderos
Chorrera
Loja, Ecuador
Linderos
Dynasty 1
Loja, Ecuador
Linderos
Linderos E
Loja, Ecuador
Linderos
Narango
Loja, Ecuador
Copper Duke Barbasco
Loja, Ecuador
Copper Duke Barbasco 1
Loja, Ecuador
Copper Duke Barbasco 2
Loja, Ecuador
Copper Duke Barbasco 4
Loja, Ecuador
Copper Duke Carol
Loja, Ecuador
Copper Duke Catacocha
Loja, Ecuador
Copper Duke Colanga
Loja, Ecuador
Copper Duke Colanga 2
Loja, Ecuador
Copper Duke Gloria
Loja, Ecuador
Copper Duke Gloria 1
Loja, Ecuador
Copper Duke Gonza 1
Loja, Ecuador
Copper Duke
LumaPamba
Loja, Ecuador
Copper Duke
LumaPamba 1 Loja, Ecuador
Copper Field
Cooper 1
Loja, Ecuador
Copper Field
Cooper 4
Loja, Ecuador
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
28
29
CONSOLIDATED
FINANCIAL STATEMENTS
1.
f
TITAN MINERALS LIMITED
(ACN 117 790 897)
Annual Financial Report
for the year ended 31 December 2022
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 22
Corporate Directory
Directors
Peter Cook
Matthew Carr
Nicholas Rowley
Barry Bourne
Tamara Brown
Company Secretary
Zane Lewis
Registered Office
Principal Place of Business
Suite 1, 295 Rokeby Road
Subiaco WA 6008
Telephone: +61 8 6555 2950
Facsimile: +61 8 6166 0261
Share Registry
Automic Share Registry
Level 5
191 St Georges Terrace
Perth WA 6000
ASX Code
TTM
Suite 1, 295 Rokeby Road
Subiaco WA 6008
Auditors
Stantons
Level 2, 40 Kings Park Road
West Perth
Western Australia 6005
Australian Company Number
ACN 117 790 897
Australian Business Number
ABN 97 117 790 897
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 22
Contents
Directors’ Report
Auditor’s Independence Declaration
Directors’ Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Independent Audit Report
Page
1
14
15
16
17
18
19
20
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T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Directors’ Report
1. Directors’ Information
The directors and company secretary of Titan Minerals Limited (the “Company” or “Titan”) and its controlled
entities (together the “Group” or “Consolidated Entity”) during the financial year end until the date of this report
were as follows:
2. Directors and Company Secretary
Peter Cook, Non-Executive Chairman
Laurence Marsland, Managing Director, resigned 31 March 2022
Matthew Carr, Executive Director and Acting CEO, stepped down as CEO on 12 January 2023
Barry Bourne, Non-Executive Director
Nicholas Rowley, Non-Executive Director
Tamara Brown, Non-Executive Director, appointed 1 April 2022
Zane Lewis, Company Secretary
3. Directors’ Meetings
Three meetings of the directors of the Company have been held during the financial year ended 31 December
2022.
4. Principal Activities
The Company’s main undertaking is exploration and development of its gold and copper projects in southern
Ecuador.
The Company’s main are assets are:
1.
The Dynasty Project
2. The Linderos Project
3. The Copper Duke Project
4. The Copper Field Project
The projects lie proximal to a major flexure in the
Andean Terrane where porphyry copper and
epithermal
are
associated with early
late Miocene aged
magmatism along the margin of the extensive
Cretaceous aged Tangula Batholith.
gold-silver mineralisation
to
to
Access to the projects is excellent, all within close
the Pan American and costal
proximity
highways, with access via paved regional all-
weather
exist
approximately two hours by road from the projects
with daily connections to Ecuador’s capital city,
Quito.
roads. Regional
airports
The Company made significant advances in community relations, generating much support from the
communities in which we operate, pleasingly gaining the required social license to undertake exploration
activities across our projects.
Titan’s relationships continued to strengthen, with strong support enjoyed at a local, state, and federal level.
The strong relationships forged with local communities and government organisations lead to the seamless
and rapid approval of the Company’s maiden drilling campaign at the Linderos Project, which was completed
in November 2022.
With exploration advancement hindered by COVID-19 in 2021, the Company was back operating at full
capacity with its strengthened technical team across its projects in 2022. Generative exploration work
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programs were deployed in earnest with significant advances made across all projects in the areas of surface
mapping and geochemical sampling, adding important layers of information and identifying high priority targets
across all projects which are being prepared for drill testing in 2023.
The Company received the balance of assay results from its 2021 Dynasty drilling program, which have given
confidence in the veracity of legacy drill data and the historic foreign resource, while also extending
mineralisation. Following receipt of all drill assays the team undertook a comprehensive surface mapping and
drill core relogging exercise to facilitate the construction of a 3-dimensional geological model, for the purpose
of targeting extensions to known mineralisation, and to support a robust JORC compliant Mineral Resource
Estimate.
Drilling at Dynasty was successful in intersecting broad zones of gold-rich porphyry style mineralisation from
shallow depths at the Kaliman Porphyry prospect. The discovery of gold-rich porphyry mineralisation
overlapping with epithermal gold at Dynasty prompted a refocus in geological efforts to better understand the
potential scale and extent of the porphyry. Anaconda style geological mapping was introduced to better target
porphyry mineralisation, greatly enhancing the understanding of the Kaliman porphyry system.
Late in the year the Company completed its maiden drilling campaign at the Linderos Project, where both the
Copper Ridge Porphyry and Meseta Gold prospects were tested by diamond drilling. Pleasingly, drilling has
demonstrated the presence of a large-scale copper-gold-molybdenum porphyry system from shallow depths
at Copper Ridge, with significant potential for growth, and 6 out of 8 drillholes ending in mineralisation. Drilling
at Meseta returned several strong intersections of gold, silver and base metals, hosted in massive sulphide
veins from shallow depths, with good potential to add substantial gold and silver mineralisation.
Exploration activities at Copper Duke continued to advance, with geological understanding and confidence
improving to the point that there are several high priority targets set to feature in drilling programs in 2023.
Several site visits were also hosted to potential strategic partners, with overwhelming feedback being very
positive regarding the project’s potential and the high technical standards of the Titan geology team.
Titan is very pleased to have secured the services of key technical experts, Dr Steve Garwin and Dr Scott
Halley, to assist in guiding the Company’s exploration strategy and aide in identifying vectors towards higher
grade copper-gold porphyry mineralisation.
The Company intends to continue its disciplined exploration approach across all projects in 2023, with several
high conviction targets set to be drill tested, and Titan edging closer to a potential Tier 1 porphyry discovery,
which if discovered could be transformational for the Company.
5. Significant changes in the state of affairs and review of operations
The profit of the Consolidated Entity for the year ended 31 December 2022 amounted to US$55 thousand (31
December 2021: US$7,523 thousand profit). This includes profit for discontinuing operations of $2,120
thousand (31 December 2021: US $7,644 thousand).
The following significant changes in the state of affairs of the Consolidated Entity occurred during the financial
year:
DYNASTY PROJECT (100%)
Late in 2021 the Company completed its resource validation and extensional drilling program which totalled
22,400 metres. The majority of this drilling was completed at the Cerro Verde Prospect in the southern part of
the Dynasty Project, with a small amount of drilling completed at Iguana and Papayal-Trapichillo prospects.
The balance of assay results from the 2021 drilling campaign were received in the first half of 2022, with
lengthy delays experienced due to the effects of COVID-19. Several significant intersections were returned,
further validating, and extending previous intersections, with better results including:
CVD057: 8.39m @ 3.45g/t Au and 7.75g/t Ag from 278.61m
CVD060: 9.00m @ 5.22g/t Au and 13.37g/t Ag from 62.20m
CVD071: 4.7m @ 5.11g/t Au and 24.1g/t Ag from 37.72m and 4.83m @ 5.79g/t Au and 3.25g/t Ag
from 197.17m
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CVD080: 2.83m @ 7.92g/t Au and 93.28g/t Ag from 58.66m
CVD081: 3.05m @ 16.48g/t Au and 61.7g/t Ag from 142.15m, and 2.35m @ 8.29g/t Au and 4.09g/t
Ag from 156.25m, and 12.08m @ 2.54g/t Au and 7.41g/t Ag from 196.15m, and 3.35m @ 5.97g/t Au
and 15.1g/t Ag from 219.15m
CVD087: 11.10m @ 4.93g/t Au and 30.7g/t Ag from 67.9m
CVD089: 11.46m @ 2.58g/t Au and 34.63g/t Ag from 107.92m, and 7.07m @ 5.90g/t Au and 8.90g/t
Ag from 179.93m
CVD095: 1.82m @ 10.88g/t Au and 34.1 g/t Ag from 103.29m, and 5.42m @ 4.05g/t Au and 27.02g/t
Ag from 110.65m
CVD099: 7.64m @ 3.24g/t Au and 9.42g/t Ag from 77.15m
CVD072: 102.7m @ 1.48g/t Au and 4.30 g/t Ag from 46.5m (Kaliman Porphyry), including 14.14m @
6.42g/t gold and 16.40g/t Ag from 87.09m
Trench channel sampling and detailed mapping revealed increased vein density at the Brecha-Comanche
prospect and also aided in better understanding structural controls at the Gorda-Foto-Copetona targets.
Better results returned from channel sampling include:
5.36m @ 4.51g/t Au and 25.03g/t Ag in CVC22-032
7.94m @ 4.05g/t Au and 23.54g/t Ag in CVC22-037
10.88m @ 5.06g/t Au and 8.80g/t Ag in CVC22-041
7.25m @ 4.80g/t Au and 17.61g/t Ag in CVC22-044
7.75m @ 6.01g/t Au and 36.5g/t Ag in CVC028
4.30m @ 4.9g/t Au and 40.0g/t Ag in CVC031
The geology team completed an extensive core re-logging exercise during the period to ensure consistent
logging methodology and geological codification across historical drilling and Titan’s new drilling. A focus of
this relogging was also to understand the porphyry system and potential at the project, which became evident
following the intersection of gold-rich porphyry mineralisation at the Kaliman Porphyry prospect late in 2021.
The Anaconda method of mapping was adopted by Titan’s geologists in order to log key geological attributes
found in porphyry systems, to better understand the scale of the system and how best to vector towards higher-
grade porphyry style mineralisation.
Generative exploration work programs continued across the broader project area with 1,133 soil samples, 24
trenches totalling 715 metres and 855 samples, 80 stream sediment samples, 376 rock chips, and 832
hectares of detailed surface mapping completed. The exploration work programs, and geochemical sampling
programs were largely directed to the Cerro Verde, Kaliman and La Zanja prospects.
LINDEROS PROJECT (100%)
Titan’s focus at Linderos has been to advance exploration activities by gathering further geological information
through surface mapping and geochemical sampling at the Meseta Gold prospect and the Copper Ridge
Porphyry prospect.
Copper Ridge
features outcropping copper and molybdenum anomalism with subsurface copper
mineralisation confirmed by historical drilling. The copper-molybdenum mineralised zone mapped in soil
geochemistry is centred on dioritic porphyry intrusions approximately one kilometre in diameter.
The porphyry stock is surrounded by a significant footprint of quartz stockworks and porphyry related alteration
halo covering an area greater than 3 square kilometres. At the northern and eastern margins of the porphyry,
sizable argillic to advanced argillic alteration zones associated with extensive gold anomalism overprinted by
high-grade epithermal related gold mineralisation have been mapped.
Titan’s re-logging of historical core, geological mapping and geochemical studies highlight that the higher-
grade gold values at Meseta are associated with massive intermediate sulphidation polymetallic veins.
Extensive halos of lower grade gold mineralisation is related to the intensely altered wallrock, which hosts
extensive quartz veins of varying intensity.
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This interpreted overlap of metal deposition at the interface of the Meseta Gold and Copper Ridge porphyry
systems has a potential positive economic impact on development of a larger mineralised system. The
associated mineralisation types define potential for discovery of higher-grade copper-molybdenum
mineralisation at depth beneath both the Copper Ridge and Meseta Gold prospects, suggesting significant
size potential in untested extensions to the Copper Ridge porphyry system.
During the year Titan continued to direct most of its exploration efforts to these prospects, with sufficient
geological evidence collected to undertake maiden drilling campaigns to test the Copper Ridge and Meseta
prospects, following receipt of necessary social and environmental approvals in the second half of the year.
Generative exploration work programs continued across the broader project area with 2,089 soil samples, 45
trenches totalling 813 metres and 674 samples, 108 rock chips, and 390 hectares of detailed surface mapping
completed. The exploration work programs, and geochemical sampling programs were largely directed to the
Copper Ridge, Meseta Gold, Capa Rosa, Loma Alta and Nueva Esperanza prospects.
Copper Ridge Prospect
In November 2022, Titan completed a maiden campaign of eight diamond drill holes totalling 3,700m at the
Copper Ridge Porphyry prospect. Drilling was designed to target porphyry mineralisation highlighted by
surface mapping, soil and channel sample geochemistry, and limited shallow historical drilling undertaken at
the prospect.
Assay results have highlighted wide intersections of porphyry-style disseminated and vein hosted copper-
molybdenum ± gold ± silver mineralisation from surface to approximately 500 metres vertical. Mineralisation is
hosted within a diorite porphyry, with vein hosted and disseminated sulphide including chalcopyrite, pyrite,
pyrrhotite and molybdenite, and secondary biotite plus green-grey sericite and pervasive quartz-alkali feldspar
defining an early to transitional potassic alteration.
Pleasingly, six out of the eight diamond drillholes were mineralised to the end of hole, highlighting strong
potential for lateral and depth extensions.
Evidence that the Copper Ridge porphyry has the potential to host higher-grade copper and gold mineralisation
is supported by intersections including 76m grading 0.5% Cu Eq from 132m in CRDD22-003 and 22m grading
0.5% Cu Eq from 524m in CRDD22-006.
Significant drill intersections are detailed below:
CRDD22-003: 308m @ 0.4% Cu Eq from 54m, including 76m @ 0.5% Cu Eq from 132m; and 91m
@ 0.3% Cu Eq from 484m - mineralised to end of hole.
CRDD22-006: 72m @ 0.4% Cu Eq from 21m, and 51m @ 0.4% Cu Eq from 373m, and 16m@ 0.4%
Cu Eq from 472m, and 22m @ 0.5% Cu Eq from 524m*
*within a broader intersection of 558m @ 0.2% Cu Eq from surface to end of hole, ending in mineralisation.
CRDD22-004: 186m @ 0.3% Cu Eq from 196m, including 80m @ 0.4% Cu Eq from 286m
*within a broader intersection of 344m @ 0.2% Cu Eq from 38m to end of hole, ending in mineralisation.
CRDD22-007: 88m @ 0.3% Cu Eq from 266m*
*within a broader intersection of 172m grading 0.2% Cu Eq from 196m to end of hole, ending in
mineralisation.
CRDD22-005: 122m @ 0.2% Cu Eq from 74m to end of hole, ending in mineralisation.
CRDD22-001: 52m grading 0.3% Copper Eq from 82m
CRDD22-002: 118m grading 0.2% Copper Eq from 72m
Systematic logging of key geological features using the Anaconda mapping method has been a focus for the
technical team, with the assembly of these datasets plus geochemical and spectral data providing a solid
4
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
foundation for future exploration work programs, which will be designed to test for higher tenor porphyry hosted
mineralisation.
Three-dimensional modelling of geological datasets has commenced to improve the understanding on the
controls and potential scale of the porphyry mineral system being targeted.
Further surface mapping and sampling is being undertaken by Titan’s geologists to consolidate its
understanding on porphyry mineralisation controls at Copper Ridge, and to align surface mapping with logging
of recently completed diamond drilling.
The Company intends to complete a second phase of drilling at Copper Ridge in 2023 to test compelling lateral
and depth extensions highlighted by the first phase of drilling.
Meseta Gold Prospect
The Meseta Gold prospect displays metal zonation and alteration assemblages typical of intermediate
sulphidation systems related to proximal porphyry systems, with outcropping porphyry mineralisation now
confirmed by drilling to 500m depth at Copper Ridge, located less than 500 metres south of Meseta.
Meseta is the first of several epithermal gold targets defined by Titan’s reconnaissance works within the
Linderos Project to be drill tested, with high priority prospects proximal to porphyry copper-gold sources driving
epithermal gold mineralisation.
Late in 2022 Titan completed its maiden drilling campaign at the Meseta Gold prospect, with fourteen diamond
holes drilled to an average depth of 90 metres, for a total of 1,370 metres. Pleasingly, multiple massive
sulphide veins were intersected, with varying amounts of pyrite, sphalerite, arsenopyrite and galena observed,
and 12 out of 14 holes returning significant gold and silver ± base metal intersections.
Significant intersections returned from Titan’s maiden drilling include.
MGDD22-010: 7.22m @ 13.77g/t Au, 12.90g/t Ag, 0.15% Cu, 0.38% Zn from 66.28m, including
0.92m @ 31.50g/t Au, 24.30g/t Ag, 0.25% Cu from 66.28m, and including 0.58m @ 99.80g/t Au,
89.90g/t Ag, 0.98% Cu, 0.31% Zn from 72.92m.
*within a broader intersection of 76.5m grading 1.41g/t Au. 5.63g/t Ag, 0.27% Zn from surface
MGDD22-012: 4.88m @ 12.87g/t Au, 6.04g/t Ag, 0.11 % Cu, 0.41% Zn from 41.0m, including
1.64m @ 33.35g/t Au, 11.28 g/t Ag, 0.23% Cu, 0.72% Zn from 44.24m.
* within a broader intersection of 45.82m grading 1.40g/t Au. 2.13g/t Ag, 0.25% Zn from 4.35m
MGDD22-001: 4.64m @ 5.00g/t Au, 10.33g/t Ag, 0.39% Zn, 0.19% Pb from 51.7m
MGDD22-003: 5.76m @ 3.72g/t Au, 48.69g/t Ag, 0.25% Zn, 0.28% Pb from 36.54m, including
0.73m @ 11.35g/t Au, 73.30 g/t Ag, 0.84% Zn, 1.24% Pb from 37.35m
Observations from the best gold intersections are described in further detail below.
MGDD22-010: host rock is an equigranular quartz diorite, overprinted by strong phyllic alteration (sericite-
pyrite) with abundant manganese carbonate alteration (illite-smectite). The best mineralisation was
intersected in two principal structures with strong gold, silver and copper mineralisation returned from
moderate to steeply dipping massive sulphide veins, composed of pyrite, arsenopyrite, pyrrhotite and
chalcopyrite.
MGDD22-012: host rock is a porphyritic quartz diorite, overprinted by strong phyllic alteration (sericite-pyrite),
with some areas exhibiting the presence of carbonate minerals (illite), silica and chlorite. The best
mineralisation was intersected in two principal structures with strong gold, silver, zinc and copper
mineralisation returned from massive sulphide veins composed of pyrite, arsenopyrite, sphalerite and
chalcopyrite in a smectite cement.
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COPPER DUKE PROJECT (100%)
Regionally, the Copper Duke Project lies at the northern contact of the Tangula batholith, which comprises
Cretaceous volcano-sediments. Local geology comprises outcropping diorite and quartz-diorite intrusions with
small alteration zones. Outcropping copper and gold mineralisation is hosted in veins and tectonic breccias
and copper-gold bearing skarns are located at the contact with the Batholith/Celica Formation. Exploration
target deposit models are porphyry copper-gold, intrusion related gold and gold bearing skarns.
Regional exploration work programs continued across the Copper Duke Project, further enhancing the
Company’s understanding on the potential scale and tenor of copper-gold mineralisation observed in outcrop
over multiple areas at the project.
Areas of interest identified at the Copper Duke Project are El Palton, Barbasco 1 North, Barbasco 1 Malachite,
Barbasco Guayacan, Huato Camp, Lumapamba Breccia and Lumapamba South. The identified target areas
will be the subject of a ranking and prioritisation exercise, with the highest priority targets to feature in drilling
programs planned to be completed in 2023.
Significant advancement was made by Titan’s exploration team, with detailed geological mapping continuing
along roads and streams, which have provided excellent exposure to mineralisation. The aim of the geological
mapping has largely been to characterise wall rock, porphyry phases, hydrothermal alteration assemblages,
vein intensity and geometry, and to better understand the structural framework for mineralised occurrences.
As with Titan’s other projects, the Anaconda style mapping method is being used at Copper Duke.
.
A regional soil sampling program on 200m x 100m spaced grid was completed, with an infill 100m x 50m
spaced grid commencing across the El Huato prospect late in 2022.
Several high priority areas have now been highlighted by multiple layers of information including soil
geochemistry, geophysical data (magnetic and radiometric), detailed mapping and surface trenching and rock
chip sampling geochemistry.
Generative exploration work programs across the project area include 2,290 soil samples, 42 trenches totalling
1,574 metres and 865 samples, 85 rock chips, and 32 line kilometres of detailed surface mapping completed.
The exploration work programs, and geochemical sampling programs were largely directed to the El Huato,
Lumapamba, Blanquillo and Lundanuma prospects.
JERUSALEM PROJECT (100%)
No field work was completed at Jerusalen during the year, despite the Company’s continued efforts to work
with the government to resolve issues of itinerant mining within the tenure. These itinerant mining groups have
been active for several years in the region.
Given the very small size of the project (2.5 sq km), and following discussions with the group, late in the year
the Company agreed to divest its rights in Jerusalem approximately US$0.7 million. An initial payment of 50%
has been received as at 31 December 2022, with the remainder received after year end.
COPPER FIELD PROJECT (100%)
No work was completed on the Copper Field Project during the year, with exploration efforts focused on the
more advanced Dynasty, Linderos and Copper Duke Projects.
6. Share Options and Performance Rights
As at the date of this report there are 34,000,000 unquoted options to corporate advisors and 47,120,000
incentive options and 9,000,000 performance rights to Directors and employees on issue. Refer Note 14 to the
financial statements for further details.
6
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
7.
Indemnification and Insurance of Officers
During or since the end of the financial year the Company has given an indemnity or entered into an agreement
to indemnify, or paid or agreed to pay insurance premiums as follows:
The Company has entered into agreements to indemnify all directors and provide access to documents,
against any liability arising from a claim brought by a third party against the Company. The agreement provides
for the Company to pay all damages and costs which may be awarded against the directors.
The Company has paid premiums to insure each of the directors 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 of the company, other than conduct involving a wilful breach of duty in relation to the Company. The
amount of the premium was US $43,550 which was paid during the financial year. No indemnity has been
sought for or paid to auditors.
8. Events Subsequent to Reporting Date
On 12 January 2023 the Company appointed Melanie Leighton as Chief Executive Officer. As part of her
appointment she was issued 9,000,000 Performance Rights to be issued in three tranches of 3,000,000
Performance Rights as follows:
Tranche 1 will vest upon the Company announcing on the ASX platform a minimum 2,000,000
ounces of gold (Au) or gold equivalent (in accordance with clause 50 of the JORC code) at the
Dynasty Gold Project in Ecuador;
Tranche 2 will vest upon the VWAP of shares being at least $0.15 for 10 consecutive trading day;
and
Tranche 3 will vest upon the executive remaining employed with the Company for 3 years from the
commencement date.
Subsequent to year end, the Company has received a further US $0.7 million relating to the sale of Zaruma, as
well as the final payment for the sale of Jerusalen of US $0.35 million.
Subsequent to year end, the Company received a AUD $1.8 million loan from entities associated with Director
Matthew Carr. The loan is interest-free with no set date of repayment.
There have not been any other matters or circumstances that have arisen since the end of the financial year, that
have significantly affected or may significantly affect, the operations of the Group, the results of the operations,
or the state of the affairs of the Group in the future financial years.
9. Dividends
No dividends have been paid or declared since the start of the financial year by the Company.
The directors have recommended that no dividend be paid by the Company in respect of the year ended 31
December 2022.
10. Likely developments
The Group will continue to pursue its principal activity of minerals exploration in Ecuador, particularly in respect
to its key projects being the Dynasty Gold project, Copper Duke project and the Linderos Gold project plus the
divestment of non-core assets. The Company will also continue to evaluate new business opportunities in South
America.
11. Environmental Issues
The Group's operations comply with all relevant environmental laws and regulations and have not been subject
to any action by environmental regulators.
12. Proceedings on behalf of Company
No person has applied for leave of any court to bring proceedings on behalf of the ultimate parent 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.
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T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
13. Information on Directors and Company Secretary
Peter Cook
Director (Non-Executive Chairman)
Qualifications and Experience:
Peter Cook is a geologist (B Sc Applied Geology – Ballarat 1983) and a mineral economist (MSc Min. Econ
WASM 1995), MAusIMM with more than 35 years experience in mineral exploration, mine development, mining
operations and corporate management or resource entities.
Directorships of other listed companies in the 3
years prior to the end of the Financial Year:
Non-Executive Chairman of Westgold Resources
Limited (ASX:WGX)
Non-Executive Chairman of Castile Resources Ltd
(ASX:CST)
Non-Executive Chairman of Breaker Resources NL
(ASX:BRB)
Interest in shares and options of the Company
as at the date of resignation:
14,878,462 Fully Paid Ordinary Shares
9,000,000 Incentive Options
Directors meetings attended (where eligible):
3 of 3 held during the financial year
Appointed:
31 August 2021
Matthew Carr
Director (Executive Director)
Qualifications and Experience:
Mr Carr is a successful and experienced company director having founded Urban Capital Group. Urban Capital
Group is a private equity company with a strong focus on property backed investment and security.
Directorships of other listed companies in the 3
years prior to the end of the Financial Year:
Interest in shares and options of the Company:
Directors meetings attended:
Appointed:
N/A
28,034,438 Fully Paid Ordinary Shares
7,000,000 options
3 of 3 held during the financial year
3 February 2017
Nicholas Rowley
Director (Non-Executive Director)
Qualifications and Experience:
Mr Rowley is an experienced corporate executive with a strong financial background having previously worked
in the financial services industry for over 10 years where he gained widespread experience in corporate
advisory, M&A transactions and equities markets, advising domestic and international Institutional sales and
high net worth individuals. He also advised on the equity financings of numerous ASX and TSX listed
companies predominantly in the mining and resources sector. Mr Rowley most recently served as Director of
Corporate Development for Galaxy Resources Ltd (ASX:GXY).
Directorships of other listed companies in the 3
years prior to the end of the Financial Year:
Interest in shares and options of the Company:
Directors meetings attended:
Appointed:
Non-Executive Director of Oro X Mining Corp
(TSV:OROX) appoint 8 October 2020 – resigned 28
February 2022
10,637,460 Fully Paid Ordinary Shares
5,000,000 options
2 of 3 held during the financial year
9 August 2016
Barry Bourne
Director (Non-Executive Director)
Qualifications and Experience:
Mr. Bourne is an innovator, who has designed, proposed and implemented a full range of initiatives via his
experience gained whilst working within the mining industry. He was shortlisted for the Australian Innovation
Awards in 2012 and was the Advance Global Australian of the Year for Mining and Resources in 2013. He is
8
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
a Fellow of the Australian Institute of Geoscientists and is on the technical advisory committee for UWA Centre
for Exploration Targeting.
Directorships of other listed companies in the 3
years prior to the end of the Financial Year:
Interest in shares and options of the Company:
Directors meetings attended (where eligible):
Appointed:
N/A
135,000 Fully Paid Ordinary Shares
5,000,000 options
3 of 3 held during the financial year
19 October 2021
Tamara Brown
Director (Non-Executive Director)
Qualifications and Experience:
Ms. Brown is a mining professional with over 25 years of experience in the mining and financial sectors. She
has a Bachelor of Engineering Degree from Curtin University in Australia and has completed the Chartered
Business Valuator course at York University.
She has been an independent director of Superior Gold since 2017 and served as interim CEO for a 12-month
period until June 30, 2021. Ms Brown has previously served as Non-executive Director Lundin Gold Inc. and
Eastmain Resources Inc. Her distinguished career includes roles as Vice President, Investor Relations and
Corporate Development (Americas) for Newcrest Mining, Vice President, Corporate Development and Investor
Relations for Primero Mining Corp and Director of Investor Relations for IAMGOLD Corp.
Directorships of other listed companies in the 3
years prior to the end of the Financial Year:
Interest in shares and options of the Company:
Directors meetings attended (where eligible):
Appointed:
Superior Gold Inc (TSX-V)
Lundin Gold Inc (TSX)
Eastmain Resources Inc. (TSX)
250,000 Fully Paid Ordinary Shares
5,000,000 options
2 of 2 held during the financial year
1 April 2022
Laurence Marsland (resigned 31 March 2022)
Director (Managing Director & Chief Executive Officer)
Qualifications and Experience:
Mr Marsland is a graduate of the Western Australia Institute of Technology where he completed a Bachelor of
Applied Science in Mechanical Engineering and is a graduate of the Stanford Sloan Fellows Program at the
Stanford University Graduate School of Business where he completed a Master of Science in Management
degree. Mr Marsland is a Fellow of the Institution of Engineers Australia, a Chartered Professional Engineer.
Directorships of other listed companies in the 3
years prior to the end of the Financial Year:
Interest in shares and options of the Company
(at date of resignation):
Directors meetings attended:
Appointed:
Resigned:
N/A
5,696,154 Ordinary Shares
10,000,000 options
1 of 1 held during the financial year
15 July 2019
31 March 2022
Zane Lewis
Company Secretary
Qualifications and Experience:
Mr Lewis has over 20 of years corporate advisory experience with various ASX and AIM listed companies. Mr
Lewis is a fellow of Chartered Secretaries Australia and is a Non-Executive Director and Company Secretary for
a number of ASX Listed companies.
Appointed as company secretary on 11 August 2016.
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T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
14. Remuneration Report (Audited)
The Directors present the remuneration report for the Company and the Consolidated Entity for the year ended
31 December 2022. This remuneration report forms part of the Directors’ Report and has been audited in
accordance with section 300A of the Corporations Act 2001 and details the remuneration arrangements for the
key management personnel.
Key management personnel are those persons who, directly or indirectly, have authority and responsibility for
planning, directing and controlling the major activities of the Company and the Consolidated Entity.
Remuneration is based on fees approved by the Board of Directors.
There is no relationship between the performance or the impact on shareholder wealth of the Company for the
current financial year or the previous financial years excluding the remuneration of directors and executives or
the issue of options to directors. Remuneration is set at levels to reflect market conditions and encourage the
continued services of directors and executives.
The names and positions of key management personnel of the Company and of the Consolidated Entity who
have held office during the financial year are:
Peter Cook
Matthew Carr
Nicholas Rowley
Barry Bourne
Tamara Brown
Laurence Marsland
Michael Skead
Service Agreements
Non-Executive Chairman
Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director (appointed 1 April 2022)
Managing Director (resigned 31 March 2022)
Executive Vice-President of Exploration (appointed 1 October 2021, ceased
to be key management personnel on 30 June 2022)
Remuneration and other terms of employment for the Executive Directors and other officers are formalised in
a service agreement. For Non-Executive Directors these terms are set out in a Letter of Appointment. The
major provisions of the agreements relating to remuneration per year are set out below.
Name
Peter Cook
Matthew Carr
Consulting fees / salary
(all denominated in AUD unless
otherwise stated)
Term of
Agreement Notice Period
$120,000 No fixed term N/A
$180,000 to 31 March 2022
$240,000 from 1 April 2022
No fixed term 6/12 months(1)
Nicholas Rowley
$72,000 No fixed term N/A
Barry Bourne
Tamara Brown
$72,000 No fixed term N/A
$72,000 No fixed term N/A
Michael Skead
$250,000 CAD per annum 2 years
2 months
Laurence Marsland (resigned
31 March 2022)
$240,000 4 years
2/12 months(1)
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T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
(1) Termination benefits:
Mr Matthew Carr:
In the case of termination without cause by the Company Mr Carr is entitled to receive 12 months’ salary. In
the case of termination without cause by Mr Carr then he is entitled to receive 6 months’ salary on top of the
entitlements outlined below. Matthew Carr is entitled to an additional 1 months’ salary on top of the notice
period for each year of continuous service to the company (pro-rata up to the date of leaving the entity).
Mr Laurence Marsland:
In the case of termination without cause by the Company, the required notice period is 12 months. In the
case of termination without cause by Mr Marsland, the required notice period is 2 months.
Details of Remuneration
Compensation 12 months to 31 December 2022
Short
Term
Benefits
$ USD
Super-
annuation
$ USD
Share
based
payments
$ USD
Total
$ USD
Percentage
of
remuneration
that is equity
based
Compensation of key management based
on fees approved by the Board of
directors.
Peter Cook
Matthew Carr
Nicholas Rowley
Barry Bourne
Tamara Brown
Michael Skead
Laurence Marsland (resigned 31 March
2022)
TOTAL COMPENSATION – FOR KEY
MANAGEMENT PERSONNEL
83,364
156,308
50,019
54,187
37,514
92,276
138,940
61 2 ,6 0 8
-
-
-
-
-
-
-
-
28,787
43,259
30,899
15,993
170,502
11,995
-2
112,151
199,567
80,918
70,180
208,016
104,271
138,940
301,435
914,043
26%
22%
38%
23%
82%
12%
0%
33%
(1) Included in Mr Marsland’s Short Term Benefits are termination benefits totalling $97,258.
(2) As part of Mr Marsland’s resignation, 10,000,000 incentive options were forfeited. The forfeiture
resulted in a reversal of share based payment expense of $242,971.
Compensation 12 months to 31 December 2021
Short Term
Benefits
$ USD
Super-
annuation
$ USD
Share
based
payments
$ USD
Total
$ USD
Percentage of
remuneration
that is equity
based
30,058
180,348
135,261
54,104
4,590
54,104
50,000
83,185
222,0321
-
-
-
-
-
5,207
-
-
19,240
283,847
102,949
72,064
51,474
157,693
34,316
236,637
16,086
-2
313,905
283,297
207,325
105,578
162,283
93,627
286,637
99,271
241,272
81 3 ,6 8 2
24 , 44 7
955,066
1,793,195
90%
36%
35%
49%
97%
37%
83%
16%
-
53%
Compensation of key management based
on fees approved by the Board of directors.
Peter Cook (appointed 31 August 2021)
Laurence Marsland
Matthew Carr
Nicholas Rowley
Barry Bourne (appointed 19 October 2021)
Michael Hardy (resigned 31 August 2021)
Michael Skead (appointed 1 October 2021)
Travis Schwertfeger (resigned 8 June 2021)
David Sadgrove (resigned 11 October 2021)
TOTAL COMPENSATION – FOR KEY
MANAGEMENT PERSONNEL
(1) Included in Mr Sadgrove’s Short Term Benefits are termination benefits totalling $67,030.
(2) During the year, as a result of the cancellation of incentive options, $43,716 was recognised in the
profit or loss as a result of the cancellation.
11
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Shares and performance rights held by Key Management Personnel
Shareholdings
Peter Cook
Laurence Marsland
Matthew Carr
Nicholas Rowley
Barry Bourne
Tamara Brown
Michael Skead
1 January 2022 or
Appointment
Issued as
Compensation
Net Change
Other
31 December 2022
Number of Ordinary Shares
13,100,962
5,696,154
21,051,774
10,157,460
-
-1
-
50,006,350
-
-
-
-
-
-
-
-
1,777,500
(5,696,154)2
6,982,664
480,000
135,000
250,000
-2
14,878,462
-
28,034,438
10,637,460
135,000
250,000
-
3,929,010
53,935,360
(1) Number of shares held as at date of appointment.
(2) Number of shares held at date of resignation / date of ceasing to be a key management personnel.
Performance rights /
options
1 January 2022 or
Appointment
Issued as
Compensation
Net Change
Other
31 December 2022
Number of Performance Rights / Options
Peter Cook
Laurence Marsland
Matthew Carr
Nicholas Rowley
Barry Bourne
Tamara Brown
Michael Skead
9,000,000
10,000,000
7,000,000
5,000,000
5,000,000
-1
7,500,000
-
-
-
-
-
5,000,000
-
-
(10,000,000) 2
-
-
-
-
(7,500,000) 2
9,000,000
-
7,000,000
5,000,000
5,000,000
5,000,000
-
43,500,000
5,000,000
(17,500,000)
31,000,000
(1) Number of performance rights/options held as at date of appointment.
(2) Number of performance rights/options held at date of resignation / date of ceasing to be a key
management personnel.
For further details on Performance rights and options please refer to Note 24 to the financial statements
“Share based payments”.
Other Information
Refer to Notes 21 and 22 for further detail regarding transactions with Key Management Personnel during the
year.
During the year the Company did not engage remuneration consultants to review its remuneration policies.
End of Remuneration Report (Audited)
12
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
15. Business Risks and Uncertainties
There are a number of risks that may have a material and adverse impact on the future operating and financial
performance of the Company. These include the risks discussed in Note 23 of the consolidated financial
statements, along with risks that are widespread and associated with any form of business and specific risks
associated with the Company’s business and its involvement in the exploration and mining industry generally.
While most risk factors are largely beyond the control of the Company, the Company will seek to mitigate the
risks where possible.
16. Non-audit Services
The Board of Directors is satisfied that the provision of any non-audit services is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001. All non-audit services are
reviewed and approved by the Board prior to commencement to ensure they do not adversely affect the
integrity and objectivity of the auditor; and the nature of the services provided does not compromise the general
principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional
Accountants set by the Accounting Professional and Ethical Standards Board
17. Lead Auditor’s Independence Declaration
In accordance with the Corporations Act 2001 section 307C the auditors of the Company have provided a
signed Auditor’s Independence Declaration to the directors in relation to the year ended 31 December 2022.
A copy of this declaration appears on page 14.
Signed in accordance with a resolution of the directors.
Matthew Carr
Executive Director
30st day of March 2023
Perth, Western Australia
13
PO Box 1908
West Perth WA 6872
Australia
Level 2, 40 Kings Park Road
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
30 March 2023
Board of Directors
Titan Minerals Limited
Suite 1, 295 Rokeby Road
SUBIACO WA 6008
Dear Directors
RE:
TITAN MINERALS LIMITED
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the directors of Titan Minerals Limited.
As Audit Director for the audit of the financial statements of Titan Minerals Limited for the year ended 31
December 2022, I declare that to the best of my knowledge and belief, there have been no contraventions
of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
Yours sincerely
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(An Authorised Audit Company)
Samir Tirodkar
Director
Liability limited by a scheme approved under Professional Standards Legislation
Stantons Is a member of the Russell
Bedford International network of firms
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Directors’ Declaration
In accordance with a resolution of the directors of Titan Minerals Limited A.C.N. 117 790 897
(“Company”),
In the opinion of the directors
1) As set out in Note 2, the Directors are of the opinion that the consolidated financial statements:
give a true and fair view of the consolidated entity’s financial position as at 31 December 2022
and of its performance for the year ended 31 December 2022; and
complying with Australian Accounting Standards and the Corporations Act 2001;
2) The consolidated financial statements and notes also comply with the International Financial
Reporting Standards as disclosed in Note 2; and
3)
there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable.
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 31
December 2022.
On behalf of the Board of Directors.
Matthew Carr
Executive Director
30st day of March 2023
Perth, Western Australia
15
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the year ended 31 December 2022
CONTINUING OPERATIONS
Expenses
General and administration
Salary and wages
Professional fees
Share based payments – directors and employees
(Loss) from operations
Finance costs
Impairment of receivables
Foreign exchange gain / (loss)
Fair value movements of financial assets
Other income
Gain / (loss) on extinguishment of financial liabilities
Gain on disposal of subsidiaries
(Loss) before income tax from continuing operations
Income tax expense
(Loss) after income tax from continuing operations
Discontinued operations
Profit for the year from discontinued operations
Profit for the year
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
-
Exchange differences on translating foreign operations
Total comprehensive profit for the year
EARNINGS PER SHARE (US cents)
Basic and diluted earnings per share
From continuing operations
Basic and diluted earnings per share
From discontinued operations
Consolidated
Year ended
Note
31-Dec-22
31-Dec-21
US$000’s
US$000’s
5(a)
24
5(b)
5(c)
5(d)
6
7
(970)
(517)
(751)
(71)
(1,920)
(844)
(1,688)
(1,070)
(2,309)
(5,522)
(163)
(2,500)
330
(99)
652
-
2,024
(2,065)
-
(2,065)
2,120
55
945
1,000
(816)
(55)
421
(1,073)
410
1,253
5,261
(121)
-
(121)
7,644
7,523
1,127
8,650
16
16
(0.15)
(0.01)
0.15
0.638
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in
conjunction with the accompanying notes.
16
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Consolidated Statement of Financial Position
As at 31 December 2022
CURRENT ASSETS
Cash and cash equivalents
Receivables and prepaid expenses
Inventories
Financial assets
Assets classified as held for sale
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Receivables and prepaid expenses
Property, plant and equipment
Exploration and evaluation expenditure
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Accounts payable and accrued liabilities
Loans payable
Liabilities classified as held for sale
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Provisions for closure and restoration
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Note
19(a)
8
9
7
8
10
11
12
13
7
14
15
Consolidated
31-Dec-22
US$000’s
31-Dec-21
US$000’s
671
3,642
178
317
1,024
5,832
2,397
235
35,477
38,109
43,941
2,772
1,016
108
3,896
494
494
4,390
39,551
8,762
9,108
-
228
872
18,970
1,783
171
28,133
30,087
49,057
6,552
1,088
2,543
10,183
494
494
10,677
38,380
170,463
23,153
(154,065)
39,551
170,383
22,117
(154,120)
38,380
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying
notes.
17
Consolidated Statement of Changes in Equity
For the year ended 31 December 2022
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Balance at 1 January 2021
Net loss for the year
Other comprehensive income
Total comprehensive loss for the year
Transactions with owners in their capacity as
owners
Issue of shares
Capital raising costs
Share based payments
As at 31 December 2021
Balance at 1 January 2022
Net loss for the year
Other comprehensive income
Total comprehensive loss for the year
Transactions with owners in their capacity as
owners
Issue of shares
Share based payments
As at 31 December 2022
Issued Capital
US $000's
Foreign currency
translation reserve
US $000's
Share Based
Payment Reserve
US $000's
Accumulated
losses
US $000's
Total
Equity
US $000's
150,494
-
-
-
20,578
(689)
-
170,383
170,383
-
-
-
80
-
(414)
-
1,127
1,127
-
-
-
713
713
-
945
945
-
-
20,372
(161,643)
-
-
-
-
-
1,032
7,523
-
7,523
-
-
-
21,404
(154,120)
21,404
(154,120)
-
-
-
-
91
55
-
55
-
-
8,809
7,523
1,127
8,650
20,578
(689)
1,032
38,380
38,380
55
945
1,000
80
91
170,463
1,658
21,495
(154,065)
39,551
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes
18
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Consolidated Statement of Cash Flows
For the year ended 31 December 2022
Year ended
31-Dec-22
US $000’s
31-Dec-21
US $000’s
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest and other costs of finance paid
NET CASH (USED IN) IN OPERATING ACTIVITIES
19(b)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for property, plant & equipment
Proceeds from the sale of property, plant and equipment
Proceeds from the sale of financial assets
Payments of exploration and evaluation costs
Proceeds from the Zaruma sale (including interest)
7
Proceeds from the sale of Peru subsidiary
Deposits received
Payment of loans issued
Net cash inflow as a result of disposal of subsidiaries
NET CASH (USED) / PROVIDED BY INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares (net of capital raising costs)
Proceeds from borrowings
Repayment of borrowings
NET CASH PROVIDED BY FINANCING ACTIVITIES
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Effects of exchange rate changes on the balance of cash held in
foreign currencies
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
(2,717)
(55)
(2,772)
(126)
-
157
(9,170)
2,700
620
350
(200)
-
(5,669)
-
347
(347)
-
(8,441)
8,762
350
671
(8,212)
(590)
(8,802)
(133)
273
781
(9,759)
-
-
-
-
8,850
12
13,421
4,366
(3,258)
14,529
5,739
3,272
(249)
8,762
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying
notes.
19
Notes to the Consolidated Financial Statements
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1. GENERAL INFORMATION
Corporate Information
The consolidated financial statements of Titan Minerals Limited (“Parent Entity” or “Company”) and its
controlled entities (collectively as “Consolidated Entity” or “the Group”) for the year ended 31 December
2022 were authorised for issue in accordance with a resolution of the directors. The Parent Entity is a for-
profit company limited by shares incorporated in Australia whose shares are publicly traded on the
Australian Securities Exchange.
Further information on the nature of the operations and principal activities of the Group is provided in the
directors’ report. Information on the Group’s structure and other related party relationships are provided in
Notes 17 and 22.
The Group’s registered office is Suite 1, 295 Rokeby Road, Subiaco, WA 6008 Australia.
2. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
a) Statement of compliance
The financial report is a general purpose financial report that has been prepared in accordance with
Interpretations, other authoritative
Australian Accounting Standards, Australian Accounting
pronouncements of the Australian Accounting Standards Board (“AASB”) and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in
a financial report containing relevant and reliable information about transactions, events and conditions to
which they apply. The consolidated financial statements and notes also comply with International Financial
Reporting Standards as issued by the International Accounting Standard Board (IASB). Material accounting
policies adopted in the preparation of the financial statements are presented below. They have been
consistently applied unless otherwise stated.
b) Basis of preparation
The consolidated financial statements have been prepared on the basis of historical cost, except for certain
financial assets carried at fair value. Cost is based on the fair values of the consideration given in exchange
for assets. All amounts are presented in United States Dollars unless otherwise noted.
The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards.
c) Critical accounting judgements and key sources of estimation uncertainty
In the application of accounting standards management is required to make judgements, estimates and
assumptions about carrying values of assets and liabilities that are not readily apparent from other sources.
The estimates and associated assumptions are based on historical experience and various other factors
that are believed to be reasonable under the circumstance, the results of which form the basis of making
the judgements. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised if the revision affects only that period
or in the period of the revision and future periods if the revision affects both current and future periods.
Refer to Note 3 for a discussion of critical judgements in applying the entity’s accounting policies and key
sources of estimation uncertainty.
d) New and Revised Standards that are effective for these Financial Statements
The Group applied for the first-time certain standards and amendments, which are effective for annual
periods beginning on or after 1 January 2022 (unless otherwise stated). The Group has not early adopted
any other standard, interpretation or amendment that has been issued but is not yet effective.
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Notes to the Consolidated Financial Statements
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e) Standards issued but not yet effective and not early adopted by the Group
Certain new accounting standards, amendments to accounting standards and interpretations have been
published that are not mandatory for 31 December 2022 reporting periods and have not been early adopted
by the group. These standards, amendments or interpretations are not expected to have a material impact
on the Group in the current or future reporting periods.
f) Going Concern
The consolidated financial statements have been prepared on a going concern basis, which contemplates
the continuity of normal business activity, realisation of assets and the settlement of liabilities in the normal
course of business. The Consolidated Entity incurred a net loss from continuing operations for the 31
December 2022 financial year of $2,065 thousand (2021: $121 thousand) and had a net operating cash
outflows of $2,772 thousand (2021: $8,802 thousand) and net investing cash outflows of $5,669 thousand
(2021: $12 thousand inflow)
The directors have prepared a cash flow forecast, which indicates that Group will have sufficient cash flows
to meet all commitments and working capital requirements for the 12 month period from the date of signing
this financial report. Included in the forecast are receipts of consideration receivable expected to be
received within the next 12 months, capital raisings and/or partial divestments of exploration projects.
Should there be any delays in receiving these funds, the Company may need to raise additional capital
through debt or equity raisings.
The Directors are confident that the Group will have sufficient cash to fund its activities within the next 12
months from the date the financial statements are approved and will be able to meet existing commitments
as they fall due. The Directors will also continue to carefully manage discretionary expenditure in line with
the Group’s cashflow.
Should the Group be unsuccessful in its plans detailed above, there is uncertainty as to whether the Group
would continue as a going concern and therefore whether it would realise its assets and extinguish its
liabilities in the normal course of business and at the amounts stated in the financial report. The
consolidated financial statements do not include any adjustments relating to the recoverability and
classification of asset carrying amounts or to the amount and classification of liabilities that might result
should the Group be unable to continue as a going concern and meet its debts as and when they fall due.
Significant Accounting Policies
The following significant policies have been adopted in the preparation of the Financial Report:
g) Principles of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities
controlled by the Company and its subsidiaries. Control is achieved when the Company:
Has power over the investee;
Has the ability to use its power to affect those returns.
Is exposed, or has rights, to variable returns from its involvement with the investee; and
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that
there are changes to one or more of the three elements of control listed above.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases
when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary
acquired or disposed of during the year are included in the consolidated statement of profit or loss and
other comprehensive income from the date the Company gains control until the date when the Company
ceases to control the subsidiary.
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Notes to the Consolidated Financial Statements
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Profit or loss and each component of other comprehensive income of subsidiaries is attributed to the owners
of the Company and to the non-controlling interests. Total comprehensive income of subsidiaries is
attributed to the owners of the Company and to the non-controlling interests even if this results in the non-
controlling interests having a deficit balance.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting
policies into line with the Group’s accounting policies.
All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions
between members of the Group are eliminated in full on consolidation.
When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated
as the difference between (i) the aggregate of the fair value of the consideration received and the fair value
of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities
of the subsidiary and any non-controlling interests. All amounts previously recognised in other
comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed
of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another
category of equity as specified/permitted by applicable IFRSs). The fair value of any investment retained in
the former subsidiary as the date when control is lost is regarded as the fair value on initial recognition for
subsequent accounting under AASB 139, when applicable, the cost on initial recognition of an investment
in an associate or joint venture.
h) Revenue recognition
Revenue is recognised at an amount that reflects the consideration to which the group is expected to be
entitled in exchange for transferring goods or services to a customer. For each contract with a customer,
the consolidated entity: identifies the contract with a customer; identifies the performance obligations in the
contract; determines the transaction price which takes into account estimates of variable consideration and
the time value of money; allocates the transaction price to the separate performance obligations on the
basis of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises
revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the
customer of the goods or services promised.
i)
Interest revenue
Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on
the financial asset.
j)
Cash and cash equivalents
Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid
investments that are readily convertible to known amounts of cash, which are subject to an insignificant risk
of changes in value and have a maturity of three months or less at the date of acquisition.
Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.
k) Trade and other receivables
Trade receivable (without a significant financing component) are initially recognised at their transaction
price and all other receivables are initially measured at fair value. Receivables are measured at amortised
cost if it meets both of the following conditions and is not designated as at fair value through profit or loss:
it is held within a business model with the objective to hold assets to collect contractual cash flows;
and
its contractual terms give rise on specified dates to cash flows that are solely payments of principal
and interest on the principal amount outstanding.
For the purposes of the assessment whether contractual cash flows are solely payments of principal and
interest, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined
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Notes to the Consolidated Financial Statements
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as consideration for the time value of money and for the credit risk associated with the principal amount
outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk
and administrative costs), as well as a profit margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Group
considers the contractual terms of the instrument. This includes assessing whether the financial asset
contains a contractual term that could change the timing or amount of contractual cash flows such that it
would not meet this condition. In making this assessment, the Group considers:
contingent events that would change the amount or timing of cash flows;
terms that may adjust the contractual coupon rate, including variable rate features;
prepayment and extension features; and
terms that limit the Group’s claim to cash flows from specified assets (e.g. non recourse features).
The Group recognises an allowance for expected credit losses (“ECLs”) for all receivables not held at fair
value through profit or loss. ECLs are based on the difference between the contractual cash flows due in
accordance with the contract and all the cash flows that the Group expects to receive, discounted at an
approximation of the original effective interest rate (“EIR”).
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase
in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that
are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has
been a significant increase in credit risk since initial recognition, a loss allowance is required for credit
losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime
ECL).
For trade receivables and other receivables due in less than 12 months, the Group applies the simplified
approach in calculating ECLs, as permitted by AASB 9. Therefore, the Group does not track changes in
credit risk, but instead, recognises a loss allowance based on the financial asset’s lifetime ECL at each
reporting date. The Group has established a provision matrix that is based on its historical credit loss
experience, adjusted for forward-looking factors specific to the debtors and the economic environment. For
any other financial assets carried at amortised cost (which are due in more than 12 months), the ECL is
based on the 12-month ECL. The 12-month ECL is the proportion of lifetime ECLs that results from default
events on a financial instrument that are possible within 12 months after the reporting date. However, when
there has been a significant increase in credit risk since origination, the allowance will be based on the
lifetime ECL. When determining whether the credit risk of a financial asset has increased significantly since
initial recognition and when estimating ECLs, the Group considers reasonable and supportable information
that is relevant and available without undue cost or effort. This includes both quantitative and qualitative
information and analysis, based on the Group’s historical experience and informed credit assessment
including forward-looking information.
l)
Property, plant and equipment
Property, plant and equipment are stated at cost less depreciation and impairment. Cost includes
expenditure that is directly attributable to the acquisition of the item. In the event that settlement of all or
part of the purchase consideration is deferred, cost is determined by discounting the amounts payable in
the future to their present value as at the date of acquisition.
Depreciation is provided on property, plant and equipment, including freehold buildings but excluding land.
Depreciation is calculated on a straight-line basis so as to write off the net cost of each asset over its
expected useful life to its estimated residual value commencing from the date the asset is available for use.
The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual
reporting period.
Depreciation on assets utilised in exploration, evaluation and mine development during the pre-production
phase is included in the carrying value of Deferred Exploration Expenditure and Mine Assets reflected on
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Notes to the Consolidated Financial Statements
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the balance sheet. On commencement of production, depreciation is expensed to the Income Statement,
and recognised on a units of production basis.
The following estimated useful lives / methodologies are used in the calculation of depreciation:
Plant and equipment
Computer equipment
Buildings
Impairment of assets
3 – 10 years
3 years
20 years
At each reporting date, the Consolidated Entity reviews the carrying amounts of its tangible and intangible
assets to determine whether there is any indication that those assets have suffered an impairment loss. If
any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent
of the impairment loss (if any). Where the asset does not generate cash flows that are independent from
other assets, the Consolidated Entity estimates the recoverable amount of the cash-generating unit to which
the asset belongs.
Recoverable amount is the higher of fair value less costs of disposal and value in use.
In assessing fair value less costs of disposal, the Consolidated entity considers any relevant quoted market
prices and/or subsequent arms-length transactions between two willing parties in determining fair value
less costs of disposal.
In assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying
amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An
impairment loss is recognised in profit or loss immediately.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit)
is increased to the revised estimate of its recoverable amount, but only to the extent that the increased
carrying amount does not exceed the carrying amount that would have been determined had no impairment
loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss
is recognised in profit or loss immediately.
m) Exploration expenditure
Exploration and evaluation expenditure for each area of interest is carried forward as an asset provided
that one of the following conditions is met:
Such costs are expected to be recouped through successful development and exploitation of the
area of interest or, alternatively, by its sale; or
Exploration activities in the area of interest have not yet reached a stage which permits a
reasonable assessment of the existence or otherwise of economically recoverable reserves, and
active and significant operations in relation to the area are continuing.
Exploration and evaluation expenditure, which fails to meet at least one of the conditions outlined above,
is written off.
Identifiable exploration assets acquired from another mining company are carried as assets at their cost of
acquisition. Exploration assets acquired are reassessed on a regular basis and these costs are carried
forward provided that at least one of the conditions outlined above are met. Exploration and evaluation
expenditure incurred subsequent to acquisition in respect of an exploration asset acquired, is accounted
for in accordance with the policy outlined above for exploration incurred by or on behalf of the entity.
Exploration and evaluation expenditure assets are assessed for impairment when facts and circumstances
suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable
amount.
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Notes to the Consolidated Financial Statements
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The recoverable amount of the exploration and evaluation asset is estimated to determine the extent of the
impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset
is increased to the revised estimate of its recoverable amount, but only to the extent that the increased
carrying amount does not exceed the carrying amount that would have been determined had no impairment
loss been recognised for the asset in previous years. Where a decision is made to proceed with
development in respect of a particular area of interest, the relevant exploration and evaluation asset is
tested for impairment and the balance is then reclassified to mine assets.
n)
Investments in associates and joint ventures
An associate is an entity over which the Group has significant influence. Significant influence is the power
to participate in the financial and operating policy decisions of the investee but is not control or joint control
over those policies.
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have
rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control
of an arrangement, which exists only when decisions about the relevant activities require unanimous
consent of the parties sharing control.
The results and assets and liabilities of associates or joint ventures are incorporated in these consolidated
financial statements using the equity method of accounting, except with the investment, or a portion thereof,
is classified as held for sale, in which case it is accounted for in accordance with AASB 5. Under the equity
method, an investment in an associate or joint venture is initially recognised in the consolidated statements
of financial position at cost and adjusted thereafter to recognise the Group’s share of the profit or loss and
other comprehensive income of the associate or joint venture. When the Group share of losses of an
associate or a joint venture exceeds the Group’s interest in that associate or joint venture, the Group
discontinue recognising its share of further losses. Additional losses are recognised only to the extent that
the Group has incurred legal or constructive obligations or made payments on behalf of the associate or
joint venture.
An investment in an associate or a joint venture is accounted for using the equity method from the date on
which the investee becomes an associate or a joint venture. On acquisition of the investment in an associate
or a joint venture, any excess of the cost of the investment over the Group’s share of the net fair value of
the identifiable assets and liabilities of the investee is recognised as goodwill, which is included within the
carrying amount of the investment. Any excess of the Group’s share of the net fair value of the identifiable
assets and liabilities over the cost of the investment, after reassessment, is recognised immediately in profit
or loss in the period in which the investment is acquired.
The Group discontinues the use of the equity method from the date when the investment ceases to be an
associate or a joint venture, or when the investment is classified as held for sale.
When a group entity transacts with an associate or a joint venture of the Group, profits and losses resulting
from the transactions with the associate or joint venture are recognised in the Group’s consolidated financial
statements only to the extent of interest in the associate or joint venture that are not related to the Group.
o) Business combinations
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred
in a business combination is measured at fair value which is calculated as the sum of the acquisition-date
fair values of assets transferred by the Group, liabilities incurred by the Group to the former owners of the
acquire and the equity instruments issued by the Group in exchange for control of the acquiree. Acquisition-
related costs are recognised in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their
fair value, except that:
deferred tax assets or liabilities and assets or liabilities related to employee benefit arrangements are
recognised and measured in accordance with AASB 112 ‘Income Taxes’ and AASB 119 ‘Employee
Benefits’ respectively;
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Notes to the Consolidated Financial Statements
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liabilities or equity instruments related to share-based payment arrangements of the acquiree or share-
based payment arrangements of the Group entered into to replace share-based payment
arrangements of the acquiree are measured in accordance with AASB 2 ‘Share-based Payment’ at
the acquisition date; and
assets (or disposal groups) that are classified as held for sale in accordance with AASB 5 ‘Non-current
Assets Held for Sale and Discontinued Operations’ are measured in accordance with that Standard.
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the
acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the
liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets
acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree and the fair value of the acquirer’s previously held interest in the
acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.
Where the consideration transferred by the Group in a business combination includes assets or liabilities
resulting from a contingent consideration arrangement, the contingent consideration is measured at its
acquisition-date fair value. Changes in the fair value of the contingent consideration that qualify as
measurement period adjustments are adjusted retrospectively, with corresponding adjustments against
goodwill. Measurement period adjustments are adjustments that arise from additional information obtained
during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and
circumstances that existed at the acquisition date.
The subsequent accounting for changes in the fair value of contingent consideration that do not qualify as
measurement period adjustments depends on how the contingent consideration is classified. Contingent
consideration that is classified as equity is not remeasured at subsequent reporting dates and its
subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset
or liability is remeasured at subsequent reporting dates in accordance with AASB 139 ‘Financial
Instruments: Recognition and Measurement; or AASB 137 ‘Provisions, Contingent Liabilities and
Contingent Assets’, as appropriate, with the corresponding gain or loss being recognised in profit or loss.
Where a business combination is achieved in stages, the Group’s previously held equity interest in the
acquiree is remeasured to fair value at the acquisition date (i.e. the date when the Group attains control)
and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the
acquiree prior to the acquisition date that have previously been recognised in other comprehensive income
are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed
of.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which
the combination occurs, the Group reports provisional amounts for the items for which the accounting is
incomplete. Those provisional amounts are adjusted during the measurement period (see above), or
additional assets or liabilities are recognised, to reflect new information obtained about facts and
circumstances that existed as of the acquisition date that, if known, would have affected the amounts
recognised as of that date.
p)
Trade and other payables
Trade payables and other accounts payable are recognised when the Consolidated Entity becomes obliged
to make future payments resulting from the purchase of goods and services.
q)
Provisions
Provisions are recognised when the Consolidated Entity has a present obligation, the future sacrifice of
economic benefits is probable, and the amount of the provision can be measured reliably. The amount
recognised as a provision is the best estimate of the consideration required to settle the present obligation
at reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a
provision is measured using the cash flows estimated to settle the present obligation, its carrying amount
is the present value of those cash flows.
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Notes to the Consolidated Financial Statements
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Provision for closure and restoration
A provision for closure and restoration is recognised when there is a present obligation as a result of
exploration, development, production, transportation or storage activities undertaken, it is probable that an
outflow of economic benefits will be required to settle the obligation and the amount of the provision can be
measured reliably.
The provision for future restoration costs is the best estimate of the present value of the expenditure
required to settle the restoration obligation as at the reporting date. Future restoration costs are reviewed
annually and any change in the estimates are reflected in the present value of the restoration provision at
reporting date.
The initial estimate of the restoration and rehabilitation provision relating to exploration, development and
production facilities is capitalised into the cost of the related asset and amortised on the same basis as the
related asset, unless the present value arises from the production of inventory in the period, in which case
the amount is included in the cost of production for the period. Changes in the estimate of the provision for
restoration and rehabilitation are treated in the same manner, except that the unwinding of the effect of
discounting on the provision is recognised as a finance cost rather than being capitalised into the cost of
the related asset.
r)
Employee benefits
Provision is made for benefits accruing to employees in respect of wages and salaries, annual leave and
long service leave when it is probable that settlement will be required and they are capable of being
measured reliably.
Provisions made in respect of employee benefits expected to be settled wholly within twelve months, are
measured at their nominal values using the remuneration rate expected to apply at the time of settlement.
Provisions made in respect of employee benefits which are not expected to be settled within twelve months
are measured as the present value of the estimated future cash outflows to be made in respect of services
provided by employees up to the reporting date.
Defined contribution plans
Contributions to defined contribution superannuation plans are expensed when incurred.
s)
Financial assets
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value
through other comprehensive income (OCI), and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash
flow characteristics and the Group’s business model for managing them. With the exception of trade
receivables that do not contain a significant financing component or for which the Group has applied the
practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs.
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it
needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal
amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument
level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through
profit or loss, irrespective of the business model.
The Group’s business model for managing financial assets refers to how it manages its financial assets in
order to generate cash flows. The business model determines whether cash flows will result from collecting
contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at
amortised cost are held within a business model with the objective to hold financial assets in order to collect
contractual cash flows while financial assets classified and measured at fair value through OCI are held
within a business model with the objective of both holding to collect contractual cash flows and selling.
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Purchases or sales of financial assets that require delivery of assets within a time frame established by
regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the
date that the Group commits to purchase or sell the asset.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
•
•
•
Financial assets at amortised cost (debt instruments)
Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt
instruments)
Financial assets designated at fair value through OCI with no recycling of cumulative gains and
losses upon derecognition (equity instruments)
Financial assets at fair value through profit or loss
Financial assets at amortised cost (debt instruments)
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method
and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is
derecognised, modified or impaired.
The Group’s financial assets at amortised cost includes trade receivables and loans receivable.
Financial assets at fair value through OCI (debt instruments)
For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and
impairment losses or reversals are recognised in the statement of profit or loss and computed in the same
manner as for financial assets measured at amortised cost. The remaining fair value changes are
recognised in OCI. Upon derecognition, the cumulative fair value change recognised in OCI is recycled to
profit or loss.
Financial assets designated at fair value through OCI (equity instruments)
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity
instruments designated at fair value through OCI when they meet the definition of equity under AASB 132
Financial Instruments: Presentation and are not held for trading. The classification is determined on an
instrument-by instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised
as other income in the statement of profit or loss when the right of payment has been established, except
when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in
which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are
not subject to impairment assessment.
The Group’s financial assets carried at fair value through OCI are listed equity instruments.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are carried in the statement of financial position at fair
value with net changes in fair value recognised in the statement of profit or loss.
This category includes derivative instruments and listed equity investments which the Group had not
irrevocably elected to classify at fair value through OCI. Dividends on listed equity investments are
recognised as other income in the statement of profit or loss when the right of payment has been
established.
A derivative embedded in a hybrid contract, with a financial liability or non-financial host, is separated from
the host and accounted for as a separate derivative if: the economic characteristics and risks are not closely
related to the host; a separate instrument with the same terms as the embedded derivative would meet the
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Notes to the Consolidated Financial Statements
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definition of a derivative; and the hybrid contract is not measured at fair value through profit or loss.
Embedded derivatives are measured at fair value with changes in fair value recognised in profit or loss.
Reassessment only occurs if there is either a change in the terms of the contract that significantly modifies
the cash flows that would otherwise be required or a reclassification of a financial asset out of the fair value
through profit or loss category.
Impairment
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at
fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due
in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an
approximation of the original effective interest rate. The expected cash flows will include cash flows from
the sale of collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase
in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that
are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has
been a significant increase in credit risk since initial recognition, a loss allowance is required for credit
losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime
ECL).
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs.
Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based
on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its
historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the
economic environment.
t)
Financial Liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or
loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective
hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and
payables, net of directly attributable transaction costs.
The Group’s financial liabilities include trade and other payables and loans and borrowings. The Group
has no hedging instruments.
Subsequent measurement
For purposes of subsequent measurement, financial liabilities are classified in two categories:
•
•
Financial liabilities at fair value through profit or loss
Financial liabilities at amortised cost (loans and borrowings)
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in
the near term. This category also includes derivative financial instruments entered into by the Group that
are not designated as hedging instruments in hedge relationships as defined by AASB 9. Separated
embedded derivatives are also classified as held for trading unless they are designated as effective
hedging instruments.
Gains or losses on liabilities held for trading are recognised in the statement of profit or loss.
29
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at
the initial date of recognition, and only if the criteria in AASB 9 are satisfied. The Group has not designated
any financial liability as at fair value through profit or loss.
Financial liabilities at amortised cost (loans and borrowings)
This is the category most relevant to the Group. After initial recognition, interest-bearing loans and
borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are
recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation
process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or
costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement
of profit or loss.
This category generally applies to interest-bearing loans and borrowings. For more information, refer to
Note 13.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as the derecognition of the original liability and the recognition of a new liability. The
difference in the respective carrying amounts is recognised in the statement of profit or loss.
u)
Issued Capital
Ordinary share capital is recognised at the fair value of the consideration received by the Company. Any
transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the
share proceeds received.
v)
Foreign currency
Foreign currency transactions
The individual financial statements of each group entity are presented in its functional currency being the
currency of the primary economic environment in which the entity operates. For the purpose of the
consolidated financial statements, the results and financial position of each entity are expressed in United
States dollars.
All foreign currency transactions during the financial year are brought to account using the exchange rate
in effect at the date of the transaction. Foreign currency monetary items at reporting date are translated at
the exchange rate existing at reporting date. Non-monetary assets and liabilities carried at fair value that
are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value
was determined. Exchange differences are recognised in profit or loss in the year in which they arise except
that exchange differences on monetary items receivable from or payable to a foreign operation for which
settlement is neither planned or likely to occur, which form part of the net investment in a foreign operation,
are recognised in the foreign currency translation reserve in the consolidated financial statements and
recognised in consolidated profit or loss on disposal of the net investment.
Foreign operations
On consolidation, the assets and liabilities of the Consolidated Entity’s overseas operations are translated
at exchange rates prevailing at the year end closing rate. Income and expense items are translated at the
average exchange rates for the year unless exchange rates fluctuate significantly. Exchange differences
arising, if any, are recognised in the foreign currency translation reserve, and recognised in profit or loss
on disposal of the foreign operation.
w)
Goods and services tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
30
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
(i)
as part of the cost of acquisition of an asset or as part of an item of expense; or
where the amount of GST incurred is not recoverable from the taxation authority, it is recognised
(ii)
for receivables and payables which are recognised inclusive of GST.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of
receivables or payables. Cash flows are included in the cash flow statement on a gross basis. The GST
component of cash flows arising from investing and financing activities which is recoverable from, or
payable to, the taxation authority is classified as operating cash flows.
x)
Share-based payments
Equity-settled share-based payments with employees are measured at the fair value of the equity
instrument at the grant date. The expected life used in the model has been adjusted, based on
management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural
considerations.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the Group’s estimate of shares that will eventually
vest.
Equity-settled share-based payment transactions with other parties are measured at the fair value of the
goods and services received, except where the fair value cannot be estimated reliably, in which case they
are measured at the fair value of the equity instruments granted, measured at the date the entity obtains
the goods or the counterparty renders the service.
For cash-settled share-based payments, a liability equal to the portion of the goods or services received
is recognised at the current fair value determined at each reporting date.
y)
Income tax
Income tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
Current tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as
reported in the consolidated statement of comprehensive income because of items of income or expense
that are taxable or deductible in other periods and items that are never taxable or deductible. The
company’s liability for current tax is calculated using tax rates that have been enacted or substantively
enacted by the end of the reporting year.
Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in the computation of taxable profit.
Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets
are generally recognised for all deductible temporary differences to the extent that it is probable that taxable
profits will be available against which those deductible temporary differences can be utilised. Such deferred
tax assets and liabilities are not recognised if the temporary difference arises from goodwill or from the
initial recognition (other than in a business combination) of other assets and liabilities in a transaction that
affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in
subsidiaries and associates, and interests in joint ventures, except where the company is able to control
the reversal of the temporary difference and it is probable that the temporary difference will not reverse in
the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with
such investments and interests are only recognised to the extent that it is probable that there will be
sufficient taxable profits against which to utilise the benefits of the temporary differences and they are
expected to reverse in the foreseeable future.
31
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to
the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of
the asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in
which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted
or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and
assets reflects the tax consequences that would follow from the manner in which the company expects, at
the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax
assets against current tax liabilities and when they relate to income taxes levied by the same taxation
authority and the company intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax for the period
Current and deferred tax are recognised as an expense or income in profit or loss, except when they relate
to items that are recognised outside profit or loss (whether in other comprehensive income or directly in
equity), in which case the tax is also recognised outside profit or loss, or where they arise from the initial
accounting for a business combination. In the case of a business combination, the tax effect is included in
the accounting for the business combination.
z)
Leases
The Group as lessee
At inception of a contract, the Group assesses if the contract contains or is a lease. If there is a lease
present, a right-of-use asset and a corresponding lease liability are recognised by the Group where the
Group is a lessee. However, all contracts that are classified as short-term leases (ie a lease with a remaining
lease term of 12 months or less) and leases of low-value assets are recognised as an operating expenses
on a straight-line basis over the term of the lease.
Initially the lease liability is measured at the present value of the lease payments still to be paid at the
commencement date. The lease payments are discounted at the interest rate implicit in the lease. If this
rate cannot be readily determined, the Group uses the incremental borrowing rate.
Lease payments that may be included in the measurement of the lease liability are as follows:
–
–
fixed lease payments less any lease incentives;
variable lease payments that depend on an index or rate, initially measured using the index or rate
at the commencement date;
the amount expected to be payable by the lessee under residual value guarantees;
lease payments under extension options, if the lessee is reasonably certain to exercise the options;
and
payments of penalties for terminating the lease, if the lease term reflects the exercise of an option
to terminate the lease.
–
–
–
The right-of-use assets comprise the initial measurement of the corresponding lease liability, any lease
payments made at or before the commencement date and any initial direct costs. The subsequent
measurement of the right-of-use assets is at cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the lease term or useful life of the underlying asset, whichever is
the shortest.
Where a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that
the Group anticipates to exercise a purchase option, the specific asset is depreciated over the useful life of
the underlying asset.
32
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
aa) Rounding of Amounts
The Parent Entity has applied the relief available to it under ASIC Corporations (Rounding in
Financial/Directors' Reports) Instrument 2016/191. Accordingly, amounts in the financial statements have
been rounded off to the nearest US$1,000.
CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION
3.
UNCERTAINTY
The following are the key estimates that management has made in the process of applying the Group’s
accounting policies and that have the most significant effects on the amounts recognised in the financial
statements.
(a)
Impairment of property, plant and equipment
The Group reviews for impairment of property, plant and equipment, in accordance with its accounting
policy. The recoverable amount of these assets has been determined based on the higher of the assets’
fair value less costs to sell and value in use. These calculations require the use of estimates and
judgements.
In estimating the fair value of an asset or a liability, the Group uses market-observable data to the extent it
is available. The Group may engage the assistance of third parties to establish the appropriate valuation
techniques and inputs to the valuation model.
(b)
Exploration expenditure
The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to be
recoverable or where the activities have not reached a stage that permits a reasonable assessment of the
existence of reserves. While there are certain areas of interest from which no reserves have been extracted,
the directors are of the continued belief that such expenditure should not be written off since feasibility
studies in such areas have not yet concluded. Such capitalised expenditure is carried at the end of the
reporting period at $35,477 thousand.
(c)
Impairment of Exploration expenditure
The future recoverability of deferred exploration and evaluation expenditure is dependent on several
factors, including whether the Group decides to exploit the related tenement/lease/concession itself or, if
not, whether it successfully recovers the related exploration and evaluation asset through sale.
Factors that could impact the future recoverability include the level of reserves and resources, future
technological changes, costs of drilling and production, production rates, future legal changes (including
changes to environmental restoration obligations) and changes to commodity prices.
(d)
Provision for closure and restoration costs
A provision for restoration and rehabilitation is recognised when there is a present obligation as a result of
development activities undertaken, it is probable that an outflow of economic benefits will be required to
settle the obligation, and the amount of the provision can be measured reliably. The estimated future
obligations include the costs of abandoning sites, removing facilities and restoring the affected areas.
The provision for future restoration costs is the best estimate of the present value (including an appropriate
discount rate relevant to the time value of money plus any risk premium associated with the liability) of the
expenditure required to settle the restoration obligation at the reporting date. Future restoration costs are
reviewed annually and any changes in the estimate are reflected in the present value of the restoration
provision.
The initial estimate of the restoration and rehabilitation provision is capitalised into the cost of the related
asset and amortised on the same basis as the related asset, unless the present obligation arises from the
production of inventory in the period, in which case the amount is included in the cost of production for the
period. Changes in the estimate of the provision for restoration and rehabilitation are treated in the same
33
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
manner, except that the unwinding of the effect of discounting on the provision is recognised as a finance
cost rather than being capitalised into the cost of the related asset.
(e)
Share based payments
The Group measures the cost of equity-settled transactions by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value of ordinary shares is determined with
reference to the Company’s share price on the ASX. The Group measures the fair value of options at the
grant date using a Black Scholes formula taking into account the terms and conditions upon which the
instruments were granted. Where share based payments include market vesting conditions, the Group uses
the Hoadleys ESO Model (a Monte Carlo simulation model).
(f)
Impairment of consideration receivable
The Group has considered the recoverability of the consideration receivable as disclosed in Note 7 and
Note 8. While the amounts are past due and payable, the Group has considered the following in assessing
the recoverability of the balance:
1. Subsequent receipts of US $700 thousand after year end; and
2. Discussions with the debtor with regards to their plans to repay the amount outstanding.
The Board considered that no impairment of the consideration receivable is necessary.
4. SEGMENT INFORMATION
Identification of Reportable Segments
The Group has identified its operating segments based on the internal reports that are reviewed and used
by the Board (the chief operating decision-maker) in assessing performance and in determining the
allocation of resources.
The Group’s principal activities is exploration and development of gold and copper assets in Ecuador.
These activities are all located in the same geographical area being Ecuador and Peru. Given there is only
one segment being in one geographical area, the financial results from this segment are equivalent to the
financial statements of the Consolidated Entity as a whole.
34
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
5. REVENUE AND EXPENSES
The following is an analysis of the Group’s revenue and expenses for the year from continuing operations:
(a) General and Administration expenses
Compliance expenses
Insurance costs
Advertising and investor relations
Travel and accommodation
Depreciation and amortisation
Other Administration costs
Consolidated
31-Dec-22
US $000’s
31-Dec-21
US $000’s
64
102
237
196
62
309
970
117
104
332
32
53
1,282
1,920
(b) Impairment
Impairment expense of totalling US $2,500 thousand relates to impairment relating to the consideration
receivable from the Zaruma sale (refer Note 7 for further details). In the 2021 financial year, impairment of $55
thousand relates to VAT in Ecuador no longer considered recoverable.
(c) Gain / (loss) on extinguishment of financial liabilities
Loss on extinguishment – issue of Titan Mineral Shares
Gain on extinguishment – issue of financial assets
Gain on extinguishment – Silverstream liability
(i)
(ii)
-
-
-
-
(1,490)
124
2,619
1,253
(i) During the prior year, in consideration for the settlement $4,273 thousand of financial liabilities (being loans
and associated accrued fees and interest), Titan Minerals Limited issued 67,218,337 shares. As a result of
the settlement of these liabilities in equity, a loss on extinguishment of $1,490 thousand was recognised
representing the difference between the fair value of the shares at settlement and the carrying value of the
loans and interest.
(ii) During the prior year, the Group agreed to a Deed of Settlement with Silverstream SECZ (“Silverstream”)
whereby liabilities owed by Titan Minerals Limited of $2,619 thousand (after payment of US $1,000
thousand) were extinguished in exchange for a gross smelter royalty over four Peru exploration concessions.
The Peru exploration concessions had no carrying value at the date of extinguishment.
(d) Gain on disposal of subsidiaries
During the current year the Company completed the restructuring of dormant subsidiaries, resulting in the
disposal of five entities. The sale of the subsidiaries is considered a corporate transaction and resulted in a net
gain on disposal of US$2,024 thousand representing the liabilities at disposal date.
During the prior year the Company completed the restructuring of its Ecuadorian operations. This resulted in the
disposal of two Ecuadorian subsidiaries. The Management have determined that the operations of these
subsidiaries were within the operations of the group and not material to the group. The sale of the subsidiaries
is considered a corporate transaction. As such these have not been reported as discontinued operations.
The net gain on disposal represents the net liabilities of the subsidiaries as at 7 June 2021 of US$5,261
thousand.
35
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
6.
INCOME TAX EXPENSE
Income tax recognised in profit or loss
Tax expense comprises:
Current tax expense
Deferred tax expense
Total tax expense
Consolidated
31-Dec-22
US $000’s
31-Dec-21
US $000’s
-
-
-
-
-
-
The prima facie income tax expense on pre-tax accounting loss from continuing operations reconciles to the
income tax expense in the consolidated financial statements as follows:
(Loss) from continuing operations
Income tax benefit calculated at 30% (2021: 30%)
Expenses that are (not deductible) / income that is exempt in
determining taxable profit
Effect of different tax rates of subsidiaries operating in other
jurisdictions
Tax benefit not recognised as recovery not probable
(2,065)
620
523
(1,143)
-
(121)
36
1,886
-
(1,922)
-
The tax rate used in the above reconciliation is the tax rate of 30% (2021: 30%) payable by Australian
corporate entities on taxable profits under Australian tax law. The corporate tax rate in Peru is 29.5%,
Canada 27.0% and Ecuador 25.0%.
Deferred tax balances as at 31 December 2022 were not recognised in the consolidated statement of
financial position.
The deferred tax balances relate to the Parent entity and the Australian tax group.
The Australian deferred tax assets not recognised relate to the following accounts:
Temporary differences
Tax losses – revenue
Tax losses – capital
342
11,414
15,168
26,924
2,427
12,346
16,407
31,180
The Peruvian and Ecuadorian tax losses have not been disclosed above.
36
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
7. DISCONTINUED OPERATIONS
Assets and liabilities classified as held for sale
Assets classified as held for sale
PP&E – Land surface rights: Zaruma & Portovelo1
Exploration and Evaluation Expenditure – Jerusalen
Other assets – Jerusalen
Assets classified as held for sale
Liabilities classified as held for sale
Tax liabilities: Coriorcco and Las Antas
Tax liabilities: Zaruma & Portovelo
Provision for closure and restoration: Zaruma & Portovelo1
Liabilities classified as held for sale
Consolidated
31-Dec-22
31-Dec-21
US $000’s
US $000’s
872
136
16
1,024
-
-
(108)
(108)
872
-
-
872
(563)
(756)
(1,224)
(2,543)
Net Liabilities classified as held for sale
916
(1,671)
(1) These balances represent the assets and liabilities requiring the legal transfer of title to Pelorus
Minerals Limited under the Share Sale Agreement as described below. The transfer process is
awaiting completion by the relevant government authorities.
Profit from discontinued operations
Zaruma mine & Portovelo plant (Ecuador)
Coriorcco and Las Antas
Profit from discontinued operations
There was no tax on discontinuing operations.
A summary of the material terms is as follows:
Consolidated
31-Dec-22
31-Dec-21
US $000’s
US $000’s
1,557
563
2,120
7,644
-
7,644
Zaruma mine & Portovel plant (Ecuador)
On 26 July 2021, the Consolidated Group completed the sale of Zaruma mine and Portovelo process plant
In Ecuador for US$15.0 million pursuant to a Share Sale Agreement with Pelorus Minerals Limited.
On 18 October 2022, the Group entered into a revised payment plan for US $5.0 million as per the following:
US$1.0 million received;
US$2.0 million by end of October 2022; and
US$2.0 million by end of 19 December 2022.
As at 18 October 2022, the amount outstanding was US$7.5 million, with the difference between the amount
oustanding and the revised settlement amount of US$2.5million impaired.
37
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
As at 31 December 2022, the consideration amount receivable is $2,900 thousand and past due. No
provision for impairment has been made at the reporting date.
Zaruma mine & Portovelo plant (Ecuador)
Profit for the year from discontinued operations
Other expenses
Other income (extinguishment of liabilities and adjustment to
the provisions)
Profit / (loss) before income tax
Sale consideration
Less: carrying value at disposal and costs to sell
Attributable income tax expense
Net gain on disposal
Profit for the year from discontinued operations
(attributable to owners of the company)
Cash flows from discontinued operations
Proceeds from the sale of Zaruma
Interest received on outstanding proceeds
Payments to suppliers
Net cash outflows from operating activities
Year ended
31-Dec-22
US $000’s
Year ended
31-Dec-21
US $000’s
(310)
2,430
2,120
-
-
-
-
2,120
(1,122)
-
(1,122)
15,000
(5,300)
(934)
8,766
7,644
Year ended
31 Dec 20221
US $000’s
Year ended
31 Dec 2021
US $000’s
2,100
600
-
2,700
-
-
(1,122)
(1,122)
Coriocco and Las Antas
During the year the Company extinguished liabilities associated with these assets via the disposal of
subsidiaries.
Jerusalen
During the year the Company has agreed to divest its rights in the title to Jerusalen project for US $700
thousand. An initial payment of 50% has been received as at 31 December 2022 with the transaction
completed after year end. As such, at the reporting date the deposit received was recorded as a liability.
38
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
8. RECEIVABLES AND PREPAID EXPENSES
CURRENT
Other receivables
Prepayments
Consideration receivable (refer Note 7)
NON CURRENT
Other receivables1
Consolidated
31-Dec-22
31-Dec-21
US $000’s
US $000’s
637
105
2,900
3,642
2,397
2,397
697
91
8,320
9,108
1,783
1,783
The Group does not hold any trade receivables as at 31 December 2022 (2021: nil). None of the recivables
disclosed above are past due or impaired, other than as described in Note 7.
(1) Other receivables (non-current) relate to VAT recoverable from foreign taxation authorities. The
recoerability of this VAT is based on the commencement of mining operations and as such, have
been classified as non-current assets.
9. FINANCIAL ASSETS
Shares in listed entities1
Loans receivable2
Consolidated
31-Dec-22
US $000’s
31-Dec-21
US $000’s
-
317
317
228
-
228
1 During the year the Group disposed of all shares held in Silver X Mining Corp (TSXV: AGX) (shares held
as at 31 December 2021 was 1 million shares).
These shares were classified as at fair value through profit or loss. These financial assets were valued
based on the share price at the reporting date (Level 1).
2 During the year the Company provided a loan to Arkham Metals Limited of US$301 thousand. Under the
terms of the loan, the interest is payable at 20% per annum (default rate of 22%) with a maturity of 27 August
2022.
39
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
10. PROPERTY, PLANT & EQUIPMENT
Amounts denominated in US $000’s
Plant and
Equipment
Land and
Buildings
US $000’s
US $000’s
Total
Cost:
Balance as at 31 December 2020
Additions
Disposed
Balance as at 31 December 2021
Additions
Disposed
Balance as at 31 December 2022
Accumulated Depreciation and Amortisation:
Balance as at 31 December 2020
Depreciation and amortisation
Disposed
Balance as at 31 December 2021
Depreciation and amortisation
Balance as at 31 December 2022
Net Book Value
As at 31 December 2021
As at 31 December 2022
84
133
-
217
126
-
343
(13)
(33)
-
(46)
(62)
(108)
171
235
418
-
(418)
-
-
-
-
(17)
(20)
37
-
-
-
-
-
502
133
(418)
217
126
-
343
(30)
(53)
37
(46)
(62)
(108)
171
235
11. EXPLORATION AND EVALUATION EXPENDITURE EXPLORATION AND EVALUATION
EXPENDITURE
Consolidated
31-Dec-22
US $000’s
31-Dec-21
US $000’s
Capitalised exploration and evaluation expenditure
35,477
28,133
Reconciliation of the carrying amounts of exploration and evaluation assets at the beginning and end of the
current financial year:
Carrying amount at the beginning of the year
- additions
combinations
- transferred to assets classified as held for sale
- impairment
Carrying amount at the end of the year
28,133
7,480
(136)
-
35,477
18,374
9,814
-
(55)
28,133
40
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
12. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
CURRENT
Trade payable
Government payable – IVA, Taxes, Royalty, Concessions
Other payables
Consolidated
31-Dec-22
31-Dec-21
US $000’s
US $000’s
1,505
755
512
2,772
5,948
249
355
6,552
Certain trade payables in Ecuador are on deferred payment terms with payment plans agreed between
the Company’s subsidiaries and a number of suppliers. Other than the above, creditors are typically settled
within standard credit terms of 45 days.
Other payables include employee liabilities, social security and PAYG.
13. LOANS PAYABLE
CURRENT
Sophisticated and professional investors loan
Consolidated
31-Dec-22
31-Dec-21
US $000’s
US $000’s
1,016
1,016
1,088
1,088
Sophisticated and professional investors
In August 2021, the Group entered into an unsecured debt facility with a group of sophisticated and
professional investors.
The material terms of the debt facility are:
Amount: A$1,500,000
Repayment date: 1 April 2022 (extended to 31 May 2023)
Interest: 15% per annum payable at repayment date
Facility establishment fee: 5%
Finance costs:
Sophisticated and professional investors
As at 31 December 2022, A$225 thousand (US$153 thousand) of interest was accrued in relation to the
current loan from sophisticated and professional investors and recognised as finance costs.
41
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
14. ISSUED CAPITAL
(a)
Issued capital reconciliation
Issued capital
Ordinary shares fully paid
Movements in shares on issue
Balance at the beginning of the financial year
Shares issued to suppliers in lieu of cash
Balance at end of the year
Terms and conditions of contributed equity
31 December 2022
Number
US $000’s
1,411,273,235
170,463
1,409,720,582
1,552,653
1,411,273,235
170,383
80
170,463
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the
Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of
and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or
by proxy, at a meeting of the Company.
(b)
Shares under option – unlisted
Recipient
Number of
shares
under option
Exercise
Price
AUD $
Expiry
date
Vested
Canaccord Genuity (Australia) Limited
10,000,000
$0.125
31 Dec 2023
100%
Canaccord Genuity (Australia) Limited
10,000,000
$0.175
31 Dec 2023
100%
Canaccord Genuity (Australia) Limited
14,000,000
$0.15
31 Dec 2023
100%
Directors, Management and Consultants
47,120,000
$0.0001
24 August
2024
0%
As at 31 December 2022, there are 34,000,000 unlisted options issued to corporate advisors, and
47,120,000 incentive options issued to Directors, Managements and Consultants.
Unquoted share options granted carry no rights to dividends and no voting rights and details of the
movement in unissued shares or interests under option as at the date of this report are:
Total number of options outstanding as at 1 January 2022
Share options issued
Share options forfeited
Total number of options outstanding as at 31 December 2022
No options were exercised during the year.
Number of Options
(Unlisted)
91,120,000
5,000,000
(15,000,000)
81,120,000
42
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
15. RESERVES
Share based payments reserve
Foreign currency translation reserve
Movements in Share based payments reserve
At the beginning of the financial year
Share based payments for the year
Consolidated
31-Dec-22
31-Dec-21
US $000’s
US $000’s
21,495
1,658
23,153
21,404
91
21,495
21,404
713
22,117
20,372
1,032
21,404
The share based payments reserve is used to accumulate the fair value of share based payments issued,
including options and performance rights.
Movements in Foreign currency translation reserve
At the beginning of the financial year
Movement
16. EARNINGS PER SHARE
Basic and diluted loss per share from continuing operations
Loss from Continuing Operations Attributable to Equity Holders of
Titan Minerals Ltd
Weighted average number of ordinary shares used in the
calculation of basic EPS
Potential ordinary shares not considered to be dilutive at year end
Basic and diluted earnings per share
operations
from discontinued
Profit / (Loss) from Discontinued Operations Attributable to Equity
Holders of Titan Minerals Ltd
Weighted average number of ordinary shares used in the
calculation of basic EPS
Potential ordinary shares not considered to be dilutive at year end
713
945
1,658
(414)
1,127
713
Consolidated
31-Dec-22
Cents
(0.15)
31-Dec-21
Cents
(0.01)
US $000’s
US $000’s
(2,065)
No.
(121)
No.
1,410,285,450
1,199,032,047
-
Cents
0.15
-
Cents
0.638
US $000’s
US $000’s
2,120
7,644
No.
No.
1,410,285,450
1,199,032,047
-
-
There were no potential ordinary shares considered to be dilutive at year end.
43
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
17. SUBSIDIARIES
Name of entity
Mundo Minerals USA Inc
Compañía Minera
Austrandina S.A.C
Compañía Minera Santa
Raquel S.A.C
Compañía Minera Santa
Carmela S.A.C
Andina Resources
Limited
Mantle Mining S.A.C
Andean Metals S.A.C
Porphyry Assets S.A.C
Helles Mining Corp
Mooro Mining Inc.
Black Flag Minerals Inc.
Cloudstreet International
Corp.
Titan Minerals S.A.S.
Country of
incorporation
Ownership
interest
2022
Ownership
interest
2021
Principal Activity
USA
Peru
Peru
Peru
100%
100%
100%
100%
Administrative holding company
Administrative holding company
100%
100%
Administrative holding company
-%
100%
Administrative holding company
Australia
100%
100%
Administrative holding company
Peru
Peru
Peru
Ecuador
Ecuador
Ecuador
Ecuador
100%
-%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Ecuador
100%
100%
Administrative holding company
Administrative holding company
Administrative holding company
Mineral concession holder
Mineral concession holder
Mineral concession holder
Mineral concession holder
Operating company for exploration
services
Mineral concession holder
NEK Development Corp.
Panama
100%
100%
Core Gold Inc.
Empire Sun Investment
Limited
Golden Valley Planta
S.A.
Greentrade Ecuador
Overseas Inc.
Minsupport S.A.(in
administration)
Canada
British Virgin
Islands
Ecuador
Panama
Ecuador
1Refer Note 5(d) for further details.
18. CONTINGENCIES AND COMMITMENTS
-%1
-%1
-%1
-%1
-%1
100%
100%
100%
100%
100%
Holding company
Holding company
Plant owner
Holding company
General and adminstration
The Company is currently disputing Canadian legal costs of approximately CAD $0.46 million. The Company
does not consider the amount payable.
The Group has no other significant commitments or contingent liabilities as at 31 December 2022 (2021: nil).
44
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
19. NOTES TO THE CASH FLOW STATEMENT
(a) Reconciliation of cash and cash equivalents
For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in
banks and investments in money markets instruments. Cash and cash equivalents at the end of the
financial year as shown in the cash flow statement is reconciled to the related items in the balance sheet
as follows:
Cash at bank and deposits at call
Cash in transit
Consolidated
31-Dec-22
31-Dec-21
US $000’s
671
-
671
US $000’s
7,377
1,385
8,762
(b) Reconciliation of loss for the year to net cash flows used in operating
Profit / (Loss) for the year
Adjustments for:
activities
Depreciation and amortisation of non-current assets
Share based payments
Foreign exchange
Finance costs
Impairment of receivables
Gain/Loss on extinguishment of liabilities
Fair value movement of financial assets
Profit on disposal of property, plant and equipment
Gain on disposal of subsidiaries
(Increase)/decrease in assets:
Trade and other receivables, prepaid expenses and long-
term assets
Inventories
Increase/(decrease) in liabilities:
Trade and other payables
Current tax liability
Net cash used in operating activities
(c) Non-cash financing and investing activities
55
62
71
(330)
163
2,500
(1,867)
99
-
(2,024)
4,950
(178)
(4,954)
(1,319)
(2,772)
7,523
53
1,070
(421)
190
55
(1,253)
1,073
(399)
(5,261)
(7,920)
95
(4,363)
756
(8,802)
During the year, a total of US $80 thousand of trade and other payables was settled in equity.
During the year, a total of US $101 thousand of consideration for a prior year sale of subsidiary was
directly paid by the vendor to another party as part of a loan issued by the Group, and $US $99 thousand
directly paid by the vendor to a supplier as repayment of consultancy fees.
There were no other non-cash financing activities.
45
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
20. EVENTS AFTER THE REPORTING PERIOD
On 12 January 2023 the Company appointed Melanie Leighton as Chief Executive Officer. As part of her
appointment she was issued 9,000,000 Performance Rights to be issued in three tranches of 3,000,000
Performance Rights as follows:
Tranche 1 will vest upon the Company announcing on the ASX platform a minimum 2,000,000
ounces of gold (Au) or gold equivalent (in accordance with clause 50 of the JORC code) at the
Dynasty Gold Project in Ecuador;
Tranche 2 will vest upon the VWAP of shares being at least $0.15 for 10 consecutive trading day;
and
Tranche 3 will vest upon the executive remaining employed with the Company for 3 years from
the commencement date.
Subsequent to year end, the Company has received a further US $0.7 million relating to the sale of Zaruma,
as well as the final payment for the sale of Jerusalen of US $0.35 million.
Subsequent to year end, the Company received a AUD $1.8 million loan from entities associated with Director
Matthew Carr. The loan is interest-free with no set date of repayment.
There have not been any other matters or circumstances that have arisen since the end of the financial year,
that have significantly affected or may significantly affect, the operations of the Group, the results of the
operations, or the state of the affairs of the Group in the future financial years.
21. KEY MANAGEMENT PERSONNEL
Remuneration of key management personnel
Short term employee benefits
Post-employment benefits
Share based payments
Termination benefits
31-Dec-22
US $000’s
31-Dec-21
US $000’s
515
-
301
97
913
747
24
955
67
1,793
The disclosure above represents the full financial years ending 31 December 2022 and 31 December
2021 for the key management personnel of Titan Minerals Limited.
Refer to the Remuneration Report on pages 10 to 12 of the Directors Report for further details.
22. RELATED PARTY TRANSACTIONS
a) Subsidiaries
The ultimate parent entity of the group is Titan Minerals Limited. Details of the ownership of ordinary
shares held in subsidiaries are disclosed in Note 17 to the Consolidated Financial Statements.
Balances and transactions between the Company and its subsidiaries, which are related parties of the
Company, have been eliminated on consolidation and are not disclosed in the Note. Details of
transactions between the Group and other related parties, if any, are disclosed below.
Transactions and balances between the Company and its subsidiaries were eliminated in the
preparation of consolidated financial statements of the Group.
46
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
b)
Parent entity
The ultimate parent entity of the Group is Titan Minerals Limited.
The Statement of Comprehensive Income and Financial position on the parent entity are summarised
below:
Statement of Financial Position
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net Assets
Issued capital
Reserves
Accumulated losses
Shareholder Equity
Statement of Comprehensive Income
Loss after tax
Total comprehensive loss
c)
Expenditure commitments by the parent entity:
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Parent
31-Dec-22
US $000’s
31-Dec-21
US $000’s
706
416
1,122
2,295
15,433
17,728
(16,606)
181,890
8,531
(207,027)
(16,606)
7,772
228
8,000
1,929
14,374
16,303
(8,303)
181,810
7,789
(197,902)
(8,303)
Parent
31-Dec-22
US $000’s
31-Dec-21
US $000’s
(9,125)
(9,125)
(23,857)
(23,857)
-
-
-
-
-
-
There are no material guarantees by the Parent Company to its subsidiaries.
There are no subsequent events, contingencies or commitments relevant to the Parent Company other
than as disclosed in this financial report.
d) Other transactions
Director Matthew Carr was appointed as a director of Arkham Metals Limited (parent of Pelorus Minerals
Pty Ltd) as per the terms of the Zaruma transaction (refer Note 7). Mr Carr will remain as a director on
Arkham Metals Limited until it has completed its obligations to Titan Minerals Limited. Refer Note 7 and
Note 9 for transactions during the year between Titan Minerals Limited and Arkham Metals Limited.
47
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
23. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The Group's overall risk management program focuses on the unpredictability of financial markets and
seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses
different methods to measure different types of risk to which it is exposed. These methods include
sensitivity analysis in the case of interest rate, price and foreign exchange risks and ageing analysis for
credit and liquidity risk.
Risk management is carried out by senior management under direction of the Board of Directors. The
Board provides principles for overall risk management, as well as policies covering specific areas. The
consolidated entity is not materially exposed to changes in interest rates in its activities.
Cash and short-term deposits;
Trade and other receivables;
Financial assets
The material financial instruments to which the Group has exposure include:
(i)
(ii)
(iii)
(iv) Accounts payable
Borrowings
(v)
The carrying values of these financial instruments approximate their fair values. The carrying values of the
Group’s financial instruments are as follows:
Financial Assets
Cash and Cash Equivalents
Receivables1
Financial assets
Total Financial Assets
Financial Liabilities
Trade and other payables
Borrowings
Total Financial Liabilities
Net Exposure
31-Dec-22
US $000’s
31-Dec-21
US $000’s
671
3,537
317
4,525
2,772
1,016
3,788
737
8,762
9,017
228
18,007
5,948
1,088
7,036
10,971
(1) Excludes VAT receivable of $2,397 thousand (2021: $1,783 thousand).
The table reflects the undiscounted contractual settlement terms for financial instruments of a fixed period
of maturity as well as management’s expectations of settlement period for all other financial instruments.
Receivables maturing as follows:
Less than 6 months
6 months to 1 year
Later than 1 year but not longer than 5 years
Over 5 years
Trade and other payables maturing as follows:
Less than 6 months
6 months to 1 year
Later than 1 year but not longer than 5 years
Over 5 years
48
31-Dec-22
US $000’s
31-Dec-21
US $000’s
3,537
-
-
-
3,537
2,772
-
-
-
2,772
9,017
-
-
9,017
5,948
-
-
-
5,948
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Borrowings maturing as follows:
Less than 6 months
6 months to 1 year
Later than 1 year but not longer than 5 years
Over 5 years
(a) Market Risk
Foreign Exchange Risk
31-Dec-22
US $000’s
31-Dec-21
US $000’s
1,016
-
-
-
1,016
1,088
-
-
-
1,088
The Group operates internationally and is exposed to foreign exchange risk arising primarily from its parent
company operating in Australian dollars and raising equity on the ASX in Australian dollars while its
principal operations are all denominated in US dollars.
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities
denominated in a currency that is not the entity’s functional currency of US dollars.
The carrying amounts of the Group’s foreign currency denominated assets and monetary liabilities at the
end of the reporting year are as follows:
Assets
Liabilities
31-Dec-22
US$ 000’s
31-Dec-21
US$ 000’s
31-Dec-22
US$ 000’s
31-Dec-21
US$ 000’s
Australian dollars (AUD)
Canadian dollars (CAD)
272
-
1,992
1
(1,546)
(394)
(1,566)
(2,019)
Interest Rate Risk
All the consolidated entity’s financial instruments that are exposed to interest rate risk are either non-
interest bearing, bear interest at commercial interest rates or at fixed rates. The weighted average interest
rate on cash and short-term deposits at 31 December 2022 was 0.3% (31 December 2021: 0.05%). All
trade and other receivables, other financial assets and trade payables are non-interest bearing.
Interest bearing liabilities include short term loans. The interest rate on short term loans payable is
currently 15.0% (2021:15%), refer Note 13. A change in interest rate on short term loans of +/- 1.0% would
result in an increase (decrease) in interest expenses of US $10 thousand.
(b) Credit Risk
Financial instruments, which potentially subject the consolidated entity to credit risk, consist primarily of
cash and short-term deposits. Credit risk on cash, short term deposits and trade receivables is largely
minimised by dealing with companies with acceptable credit ratings.
The group is exposed to credit risk with regard to the consideration receivable from the Zaruma/Portovelo
sale totalling US$2.9 million. Titan has assessed the credit risk of the purchaser and concluded that there
is no impairment of the receivable as at 31 December 2022 except for as disclosed in Note 5 and 7.
The consolidated entity has no reason to believe credit losses will arise from any of the above financial
instruments. However, the maximum amount of loss, which may possibly be realised, is the carrying
amount of the financial instrument.
49
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
Cash in Australia is held with National Australia Bank Limited which is an appropriate financial institution
with an external credit rating of A+. Cash in Ecuador is held with Banco Pichincha Quito Ecuador which is
an appropriate financial institution with an external credit rating of B-.
(c) Liquidity Risk
Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or
otherwise meeting its obligations related to financial liabilities. Management monitors the rolling forecasts
of the Group’s cash and fair value assets based on expected cash flows. This is generally carried out at a
local level in the operating companies of the Group in accordance with the practise and limits set by the
Group.
(d) Capital Risk management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going
concern, so that the Group can continue to maintain a suitable capital structure and fulfil the objectives
of the Group.
24. SHARE-BASED PAYMENTS
Incentive Options
Incentive Options
Movements in incentive options
Balance at the beginning of the year
Issued during the year
Forfeited during the year
Balance at the end of the year
31 December 2022
Number
47,120,000
47,120,000
57,120,000
5,000,000
(15,000,000)
47,120,000
During the year, the Company issued 5,000,000 incentive options with the following terms to Director
Tamara Brown.
Vesting
category
Vesting Condition
A
B
C
The Company announcing on its ASX Market
Announcements Platform a minimum 2,000,000
ounces of gold (Au) or gold equivalent (in
accordance with clause 50 of the JORC code) at the
Dynasty Gold Project in Ecuador.
The Company announcing on its ASX Market
Announcements Platform a minimum 2,500,000
ounces of gold (Au) or gold equivalent (in
accordance with clause 50 of the JORC code) at the
Dynasty Gold Project in Ecuador.
The VWAP of Company Shares is at least $0.15 for
10 consecutive trading days
Options
1,250,000
Exercise
Price
(AUD)
$0.0001
Expiry Date
25 August
2024
1,250,000
$0.0001
25 August
2024
1,250,000
$0.0001
25 August
2024
50
Notes to the Consolidated Financial Statements
T I T A N M I N E R A L S L I M I T E D – Y E A R E N D E D 3 1 D E C E M B E R 2 0 2 2
D
The VWAP of Company Shares is at least $0.30 for
10 consecutive trading days or at 24 months after
the issue of the Incentive Options.
1,250,000
$0.0001
25 August
2024
Below is a summary of the key inputs and valuation methodology of the incentive options issued:
Vesting Category
A
B
C
D
Valuation model
Black-Scholes Black-Scholes Hoadleys Hybrid
ESO Model
Hoadleys Hybrid
ESO Model
Options exercisable at (AUD):
$0.0001
$0.0001
$0.0001
$0.0001
Grant date
1 April 2022
1 April 2022
1 April 2022
1 April 2022
Expiry date
25 August 2024 25 August 2024 25 August 2024 25 August 2024
Estimated volatility
97%
97%
97%
Risk-free interest rate
1.76%
1.76%
1.76%
Fair value (AUD):
$0.0979
$0.0979
$0.0606
97%
1.76%
$0.053
Total Fair value (AUD)
$122,375
$122,375
$75,750
$66,250
Expenses Arising from Share-based Payment Transactions
Total expenses arising from share-based payment transactions recognised during the year were as
follows:
Performance rights
Incentive options
Cancellation of Incentive options
Total share-based payments expense
Impact of foreign exchange translation
Total share based payments impact on the share based payment
reserve
25. REMUNERATION OF AUDITORS
Auditor of the consolidated entity
Audit and review of the annual and half year financial report
Other auditors
Audit or review of the financial report
31-Dec-22
$000’s USD
31-Dec-21
$$000’s USD
-
448
(377)
71
20
91
20
1,050
-
1,070
(38)
1,032
31-Dec-22
$000’s USD
31-Dec-21
$000’s USD
75
61
107
92
51
PO Box 1908
West Perth WA 6872
Australia
Level 2, 40 Kings Park Road
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
TITAN MINERALS LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Titan Minerals Limited (“the Company”), and its subsidiaries (“the Group”),
which comprises the consolidated statement of financial position as at 31 December 2022, the consolidated statement
of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash
flows for the year then ended, and notes to the financial statements, including a summary of significant accounting
policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the Group’s financial position as at 31 December 2022 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards
are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We
are independent of the Company 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: 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
Without modifying our review conclusion expressed above, attention is drawn to the following matter:
As referred to in Note 2(f) to the financial statements, the financial statements have been prepared on the going
concern basis. The Group incurred a loss after tax for the period of US$2,065,000 and had net cash outflows from
operating activities of US$2,772,000. The Group has net cash outflows from investing activities of US$5,669,000. At
the reporting date, the Group had cash and cash equivalents totalling US$671,000. These events or conditions, along
with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on
the Group’s ’s ability to continue as a going concern.
The ability of the Group to continue as a going concern and meet its planned exploration, administration and other
commitments is dependent upon the Group raising further working capital, successfully exploiting its mineral assets
and/or recovering the receivables from the sale of projects. In the event that the Group is not successful in raising
further equity, exploiting its mineral assets or recovering the receivables from the sale of projects, the Group may not
be able to meet its liabilities as and when they fall due and the realisable value of the Group’s current and non-current
assets may be significantly less that the book values.
Liability limited by a scheme approved under Professional Standards Legislation
Stantons Is a member of the Russell
Bedford International network of firms
Emphasis of Matter – Receivables and Prepaid Expenses
We draw attention to Note 8 of the financial report, which describes the nature of the receivables. The current
receivables include US$2.9 million of consideration receivable from the sale of subsidiaries and projects while the
non-current receivables of US$2.397 million relate to VAT recoverable from foreign taxation authorities. The
receivable relating to the sale of subsidiaries and projects was renegotiated during the year, resulting in a reduction
in the total consideration and the receivable by US$2.5 million and is past the agreed due date.
The non-current VAT receivable is recoverable based on the commencement of mining operations and as such, at
the reporting date has been classified as non-current.
Our opinion is not modified in respect of this matter.
Key Audit Matters
In addition to the matters described in the Material Uncertainty Related to Going Concern section and the Emphasis
of Matter paragraph above, we have determined the matter described below to be Key Audit Matter to be
communicated in our report.
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.
Key Audit Matters
How the matter was addressed in the audit
Carrying Value of Exploration and Evaluation
Assets
At 31 December 2022, the Group has capitalised
exploration and evaluation expenditure totalling
US$35,477,000 (refer to Note 11).
The carrying value of Capitalised Exploration and
Evaluation expenditure is a key audit matter due
to:
•
•
•
The significance of the total balance (81% of
total assets);
to assess management’s
The necessity
the
the requirements of
application of
accounting standard Exploration
for and
Evaluation of Mineral Resources (“AASB 6”),
in light of any indicators of impairment that
may be present;
The assessment of significant judgements
made by management in relation to the
Capitalised Exploration
and Evaluation
Expenditure.
Inter alia, our audit procedures included the following:
i.
ii.
Assessing the Group’s right to tenure over
exploration areas of interest by corroborating the
ownership of the relevant licences for mineral
resources to government registries and relevant
third party documentation;
the directors’ assessment of
the
Reviewing
carrying value of the exploration and evaluation
expenditure, ensuring the veracity of the data
presented and that management has considered
the effect of potential impairment indicators,
commodity prices and the stage of the Group’s
projects against AASB 6;
iii. Testing additions to capitalised exploration and
evaluation expenditure by evaluating a sample of
recorded expenditure for consistency to the
underlying
capitalisation
requirements of the Group’s accounting policy
and requirements of AASB 6;
records,
the
the
intentions
iv. Evaluation of Group documents for consistency
with
the continuing of
for
exploration and evaluation activities in certain
areas of interest and corroborated with enquiries
of management. Inter alia, the documents we
evaluated included:
▪ Minutes of meetings of
the board and
management;
Announcements made by the Company to the
Australian Securities Exchange; and
Cash forecasts.
▪
▪
v. Consideration of the requirements of accounting
standard AASB 6. We assessed the financial
statements in relation to AASB 6 to ensure
appropriate disclosures are made.
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 31 December 2022, but does not include the financial report and our
auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form
of assurance opinion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial report or our knowledge obtained
in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact. We have nothing to
report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view
in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as
the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view
and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or has 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 the 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 Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the financial report.
The procedures selected depend on the auditor's judgement, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the entity's preparation of the financial report that gives a true and fair view 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 entity's internal control.
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.
An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.
We 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.
We 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 obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and
performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in Internal control that we identify during our audit.
The Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements. We
also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Directors, we determine those matters that were of most significance in the
audit of the financial report of the current period and are therefore key audit matters. We describe these matters in
our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 10 to 12 of the directors’ report for the year ended 31
December 2022.
In our opinion, the Remuneration Report of Titan Minerals Limited for the year ended 31 December 2022 complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(An Authorised Audit Company)
Samir Tirodkar
Director
West Perth, Western Australia
30 March 2023
ADDITIONAL
INFORMATION
VOTING RIGHTS
For all ordinary shares, voting rights are one vote per member on a show of hands and one
vote per share in a poll.
There are no current on market buy back arrangements for the Company.
SHARE REGISTRY
The registers of shares and options of the Company are maintained by:-
Automic Share Registry
Level 2, 267 St Georges Terrace
Perth WA 6000
Telephone (within Australia): 1300 992 916
Telephone (outside Australia): +61 3 9315 23
REGISTERED OFFICE
Suite 1, 295 Rokeby Road Subiaco Western Australia 6008
Tel: +61 (8) 6555 2950
Fax: +61 (8) 6166 0261
COMPANY SECRETARY
The name of the Company Secretary is Zane Lewis.
TAXATION STATUS
Titan Minerals Limited is taxed as a public company.
There are no current on market buy back arrangements for the Company.
CANADIAN SHAREHOLDERS
The Company advises that is a designated foreign issuer as that term is defined in National
Instrument 71-102 – Continuous Disclosure and other Exemptions Relation to Foreign
Issuers and it is subject to the foreign regulatory requirements of the Australian Securities
Exchange
TOP 20 SHAREHOLDERS
Position
1
2
Holder Name
CITICORP NOMINEES PTY LIMITED
BNP PARIBAS NOMINEES PTY LTD
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
BNP PARIBAS NOMS PTY LTD
BUTTONWOOD NOMINEES PTY LTD
UBS NOMINEES PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MRS JENNY MARY BAGULEY &
MR JOHN RICHARD BAGULEY
TAZGA TWO PTY LTD
MCNEIL NOMINEES PTY LIMITED
BLOCK CAPITAL GROUP LIMITED
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY
LIMITED
SAMALUCA HOLDINGS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BACCHUS CAPITAL ADVISERS LIMITED
BRISPOT NOMINEES PTY LTD
LUIS RICARDO REYES DE LA CAMPA
MEADOWCROFT INVESTMENTS PTY LTD
AJAVA HOLDINGS PTY LTD
OSCAR ALONSO REYES DE LA CAMPA
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
Holding
168,512,124
99,377,702
81,638,265
72,015,657
68,376,934
51,883,932
35,964,110
35,017,129
34,000,000
30,963,522
27,989,102
25,000,000
24,229,682
24,136,491
18,441,146
18,135,000
15,994,052
14,878,462
14,875,799
14,614,708
HOLDING DISTRIBUTION
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including
100,000
above 100,000
Totals
Holders
159
275
345
Total Units
16,846
1,007,017
2,814,994
% Issued Share
Capital
0.00%
0.07%
0.20%
994
608
2,381
39,545,932
1,367,888,397
1,411,273,186
2.80%
96.93%
100.00%
Based on the price per security of $0.061, number of holders with an unmarketable holding: 607, with
total 2,194,794, amounting to 0.16% of Issued Capital
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