Annual Report
For the year ended 30th June 2023
ASX:TOR
ACN 621 122 905
Corporate Directory
Board of Directors
Patrick Burke
Non-Executive Chair
Cristian Moreno
Managing Director
Tony Lofthouse
Non-Executive Director
Andrew Woskett
Non-Executive Director
Joint Company Secretary
Jessamyn Lyons, Henko Vos
Principal Place of Business
Unit 8, 16–18 Nicholson Road
Subiaco WA 6008
Postal Address
Level 3, 88 William St, Perth, WA 6000
Auditors
Hall Chadwick WA Audit Pty. Ltd.
283 Rokeby Road, Subiaco WA 6008
Share Register
Advanced Share Registry Services Pty. Ltd.
110 Stirling Highway, Nedlands, WA 6010
Stock Exchange Listing
Australian Stock Exchange
Perth Exchange: Code : TOR
Banker
Westpac Banking Corporation
1257 Hay Street, West Perth
Western Australia 6005
Contents
Chairman’s Letter
Review of Operations
Directors’ Report
Auditor’s Independent Declaration
Director’s Declaration
Independent Auditor’s Report
Statement of profit or loss and other comprehensive income for the year ended 30 June 2023
Statement of financial position as at 30 June 2023
Statement of changes in equity for the year ended 30 June 2023
Statement of cash flow for the year ended 30 June 2023
Notes to the financial statements for the year ended 30 June 2023
Additional Shareholders Information
Tenements
2
4
20
32
33
34
40
41
42
43
44
67
69
2023 ANNUAL REPORT
1
Chairman’s Letter
Patrick Burke , Chairman
Dear Shareholders,
I am pleased to present the 2023 Annual
Report for Torque Metals Limited (ASX:TOR)
(Torque or the Company).
Since listing on the Australian Stock Exchange in June
2021, Torque has entered a new era of exploration at
the flagship Paris Gold Project, with an abundance of
stand-out assay results backing our solid exploration
program. We are continuing to expand on both our
project tenure footprint, as well as our gold strike
length, accelerating Torque’s exploration campaign
for the 2023 Financial year.
Highlight intersections from our successful drilling
campaign included 14.76m @ 7.6 g/t (incl. 1.04m
@ 83.59 g/t Au) and 35m @ 14.42 g/t (incl. 2.49m
@ 40.69 g/t Au and 4.44m @ 20.82 g/t Au) which
hosts an impressive bonanza gold interval of 185 g/t
Au. This stream of consistently high-grade results
puts Torque’s Paris Gold Project in great standing
to potentially become a significant deposit within
the world-renowned Eastern Goldfields of Western
Australia.
A strategic decision was made subsequent to the
year, which sees Torque expanding into an exciting
new direction. Whilst still exploring for high-grade
gold intervals, the Company will now look to include
Lithium and Nickel into our asset portfolio, enabled
through the option over exciting new project tenure.
This includes the ‘New Dawn Lithium Project’,
strategically situated just 600m west from the
productive Bald Hill Lithium mine.
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TORQUE METALS
Throughout the year, we have gradually strengthened
the Company’s leadership and team, including
the appointment of Cristian Moreno as Managing
Director, who has been gradually building up a
skilled technical team on site. Cristian has been
instrumental in Torque’s success over the last year,
with his enthusiastic energy and tactical ideas for the
Company’s forward plan. I would like to personally
thank everyone at Torque for their hard work over the
financial year and am excited for where the Company
is heading.
The Board has great faith that Torque will uncover
the true potential of the Paris Gold Project, as well
as increasing value for our shareholders through the
addition of the highly prospective New Dawn Lithium
Project and Penzance Nickel Project.
None of our success would be possible without the
backing of Euroz Hartleys, our lead broker and advisor.
I thank them for their ongoing support.
Thank you to our shareholders for your support
over the last year, and we look forward to sharing
further exciting updates with you all.
Yours sincerely,
Patrick Burke
Chairman
A new era of exploration,
applying advanced
geoscience and AI-powered
smart exploration to unlock
high-value mineral deposits.
2023 ANNUAL REPORT
3
Review of
Operations
Perth-based, Western Australian-focused
mineral explorer Torque Metals Limited
(“Torque” or “the Company”) (ASX: TOR)
is pleased to report on its activities for
the 12-month period ending June 2023.
During the year, the Company was focused on
progressing exploration on its flagship Paris Gold
Project in Western Australia, located 90km SE
of Kalgoorlie and 12km SE of St Ives gold mine. A
successful drilling campaign involving Reverse
Circulation (“RC”) and Diamond Drilling (“DD”)
was completed at the Paris, Observation and HHH
prospects, increasing the Company’s understanding
of the gold mineralisation structures.
The steady stream of promising results reaffirmed
the 2.5km prospect corridor as a camp-scale mining
opportunity, with further targets scheduled to spatially
extend the gold mineralised zones already identified
and to explore adjacent parallel structures.
4
TORQUE METALS
Paris Gold Project
Successful Drilling Campaign
In August 2022, Torque recommenced RC drilling
at four separate prospects of Paris Project - Paris,
Paris South, Carreras, and Pavarotti. Almost 3,290m
of RC drilling was completed by the conclusion of the
campaign, covering a total of 32 holes1. The drilling
was targeting substantial gold anomalies, identified
through earlier drilling, auger geochemistry, historic
soil, and trench samples2.
The initial results confirmed a very strong, broad zone
of high-grade gold extending north-west and south-
east from two of the Company’s biggest discoveries
(Figure 1)3. The results also indicated significant
growth potential both below and adjacent to the
existing pit.
To the west of the historic Paris pit, Torque intersected
a large gold zone of 27m @ 10.7g/t Au, 27m @ 8.16g/t Au,
and 24m @ 107.7g/t Au. To the east, a new high-grade
gold structure was identified of 12m @ 3.2g/t Au and
6m @ 1.03g/t Au.
Results from the Paris prospect included:
• 12m @ 3.2 g/t Au from 60m including
3m @ 10.40 g/t Au from 60m (22PRC049)
• 6m @ 1.03 g/t Au from 63m (22PRC047)
• 12m @ 1.18 g/t Au from 121m including
2m @ 4.14 g/t Au from 121m (22PRC045)
• 7m @ 1.19 g/t Au from 36m; and
6m @ 10.97 g/t Au from 110m including
2m @ 32.08 g/t Au from 114m (22PRC044)
• 6m @ 7.35 g/t Au from 204m including
3m @ 11.23 g/t Au from 205m (22PRC041)
• 30m @ 7.00 g/t Au from 168m including
10m @ 14.71 g/t Au from 169m (22PRC040)
• 13m @ 11.64 g/t Au from 61m including
5m @ 22.50 g/t Au from 60m; and
27m @ 10.7 g/t Au from 177m (22PRC038)
FIGURE 1 Early drilling results at Paris Prospect
1. ASX Announcement 10 August 2022 – Drilling Re-Commences at Paris Gold Project
2. ASX Announcement 8 September 2022 – High-Grade Gold Demonstrates Strong Growth at Paris Project
3. ASX Announcement 29 September 2022 – Paris Gold Zone Grows to 900m in Strike
2023 ANNUAL REPORT
5
On the back of these significant high-grade gold
results, Torque immediately moved to secure a
DD/RC rig with >200m capacity for follow up
drilling at the Paris Prospect.
later, Torque announced
A month
the
commencement of a further 4,500m of RC
its high-grade gold prospects,
drilling over
with two specific aims:4
• Drilling at
the Paris Gold Prospect
to
target extensions to the already identified
high-grade gold structure
•
Investigate the link between the Observation,
HHH and Paris prospects, where the Company
suspected that the 2,500m NW-SE distance
between the two mines contains multiple
parallel mineralised gold zones
Upon completion of the fifth exploration and
extensional drilling campaign5, Torque had completed
4,855m of RC drilling over a total of 40 holes. The
results delivered several outstanding, wide zones
of high-grade gold6, reaffirming the 2.5km prospect
corridor to host a camp-scale mining opportunity
(Figure 2).
Highlight assay results included:
• 39m @ 6.05 g/t Au from 175m including
9m @ 10.66 g/t Au from 178m; and
3m @ 29.4 g/t Au from 202m (22PRC053)
• 42m @ 2.48 g/t Au from 186m including
15m @ 5.9 g/t Au from 189m (22PRC056)
• 30m @ 1.12 g/t Au from 195m including
6m @ 4.08 g/t Au from 204m (22PRC054)
• 18m @ 3.66 g/t Au from 120m, including
6m @ 10.6 g/t Au from 123m within (22PRC059)
• 18m @ 1.07 g/t Au from 51m, including
3m @ 4.38 g/t Au from 51m (22HRC035)
Holes drilled to the west intersected multiple wide
gold zones including 45m @ 5.26 g/t from 172m
(22PRC053), 42m @ 2.48 g/t from 186m (22PRC056),
and 30m @ 1.12 g/t from 195m (22PRC054).
These drilling results increased the Paris zone strike
length to over 1,000m, with an extension of 400m
west of the historic Paris pit, 250m beneath the pit,
and 350m east of the pit.
FIGURE 2 The Paris Gold Camp opportunity, including Phase 5 drilling results
4. ASX Announcement 16 November 2022 – Drilling set to recommence at 2.5km Paris Gold Camp
5. ASX Announcement 25 January 2023 – Drilling Results Imminent from Paris Gold Project
6. ASX Announcement 2 February 2023 – Further High-Grade Gold Intersections at Paris
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TORQUE METALS
In April 2023, Torque announced the commencement
of a 6,500m Phase Six of exploration drilling at
the Paris Prospect7. 1,500m was focussed on the
identification of the lode’s continuity, geometry,
structure, mineralisation at depth and along strike.
A 43-hole RC drilling campaign of 5,000m aimed to
complete in-fill and extensional drilling to provide
additional information on the continuity and
distribution of gold mineralisation.
Phase Six drilling was completed in late April 2023,
with the Company’s first diamond drilling (“DD”) at the
Paris and Observation gold prospects encountering
multiple zones of mineralisation in all four holes8.
Assay results revealed high-grade gold intervals,
including an impressive bonanza gold interval of 1.2m
@ 185g/t Au9.
At the Paris prospect, three infill diamond holes
encountered multiple, highly altered fault regions
with abundant sulphides and quartz veining over
significant widths (Figures 3 and 4), such as:
• 35m @ 14.12 g/t Au from 157.85m
(23PRCDD076) including;
2.49m @ 40.6 g/t Au from 167.8m,
4.44m @ 20.82 g/t Au from 170.3m,
and 1.2m @ 185 g/t Au from 174.7m
• 14.76m @ 7.6 g/t Au from 168.13m
(23PRCDD077) including;
1.04m @ 83.59 g/t Au from 181.34m
2.31m @ 2.79 g/t Au from 192.30m and
1.7m @ 4.88 g/t Au from 202.8m (23PRCDD075)
FIGURE 3 Paris prospect, mineralised intervals at holes 23PRCDD075, 23PRCDD076, and 23PRCDD077
7. ASX Announcement 4 April 2023 – Drilling Resumes at Paris Gold Project in WA
8. ASX Announcement 21 April 2023 – Drilling identifies mineralised zones at Paris Gold Project
9. ASX Announcement 5 July 2023 – Paris Delivers 185g/t Bonanza Gold Interval
2023 ANNUAL REPORT
7
FIGURE 4 Paris prospect, mineralised interval at hole 23RCDD076
FIGURE 5 Observation prospect, mineralised intervals at diamond hole 23ODD001
8
TORQUE METALS
At the Observation prospect, the inaugural diamond
hole located near-surface hosted structurally
controlled, mineralised interval of 16m @ 2.73 g/t Au
from 18m (Figure 6), which warrants follow-up drilling
to test for extensions.
Subsequent to the year end, Torque announced
further assay results from drilling designed to extend
mineralisation boundaries of the Paris gold systems10.
The results highlighted two new mineralised zones
warranting further investigation (Figure 6).
A mineralised structure was located at surface
100m north of the Paris open pit, with a highlight
result 27m @ 3.96 g/t Au from surface including
3m @ 27 g/t Au from 24m (23PRC090).
Another brand-new mineralised trend (Eva prospect,
Figures 7 and 8) was discovered, with highlight results
including:
16m @ 1.05 g/t Au from 67m including 10m @ 1.07
g/t Au from 38m, and 2m @ 1.16 g/t Au from 61m, and
1m @ 1.09 g/t Au from 22m (23HRC063)
A Programme of Work (POW) has been approved for
another upcoming drill phase at the Paris gold project,
aiming to extend the mineralised zones and explore
adjacent parallel structures.
Expansion of Project Footprint
On the 23rd of November 2022, Torque announced the
completion of an 80% earn-in to Jindalee Resource
Limited’s (‘Jindalee’) (ASX:JRL) Maynard’s Dam
Prospect – ELs 15/1736, 15/1747 and 15/1752.11 The
prospect aggregates approximately 75km2, which
added a further 14km of prospective strike to the
North of the Paris, HHH / Caruso and Observation
prospects (Figure 9).
Metallurgical Testwork
Subsequent to the reporting period in July 2023,
Torque announced
the commencement of
metallurgical testwork on core samples from the
Paris Gold Project. The objective of the testing is to
evaluate the metallurgical characteristics and gold
recoverability of the deposits.12
The initial results of the testwork were anticipated to
be announced on 27 September 2023
10. ASX Announcement 28 August 2023 – Strong Gold Intersections at Paris Gold Camp
11. ASX Announcement 23 November 2022 – Torque expands Gold/Nickel Footprint
12. ASX Announcement 24 August 2023 – Paris Gold Camp Metallurgical Testwork
2023 ANNUAL REPORT
9
FIGURE 6 Paris gold camp. Drill hole locations and assay results from this programme
10
TORQUE METALS
FIGURE 7 Eva prospect, W-E section of the mineralised structure
FIGURE 8 Eva prospect, N-S section of the mineralised structure
2023 ANNUAL REPORT
11
FIGURE 9 Paris Project highlighting tenement EL15/1752
12
TORQUE METALS
Whilst still exploring for
high-grade gold intervals,
the Company will now look
to include Lithium and Nickel
into our asset portfolio.
2023 ANNUAL REPORT
13
Option to Acquire Gold,
Lithium and Nickel Assets
Subsequent to the reporting period, Torque announced
the signing of exclusive, binding, conditional option
agreements with Abeh Pty Ltd (“Abeh”) and associates
to acquire 100% of an extensive and strategic group of
tenements adjacent to the Company’s flagship Paris
Gold Camp. The expanded aggregate holdings have
been renamed as the Penzance Exploration Camp
(“Penzance”).
The potential purchase includes 14 tenements in the
Western Australian Goldfields covering approximately
200km2. This agreement provides major exposure
to the electric battery minerals sector, through
tenements adjacent to the established Bald Hill lithium
-tantalum operation.
The option potentially expands Torque’s existing
to approximately 500km 2,
tenure footprint
encompassing a wealth of potential for discovery
of gold, lithium and nickel deposits (Figure 10).
14
TORQUE METALS
FIGURE 10 Penzance Exploration Camp
2023 ANNUAL REPORT
15
New Dawn Lithium Project
The acquisition agreement included the option to
acquire 100% of ‘New Dawn’, an unmined Lithium and
Tantalum occurrence, prospective for spodumene.
The project site is just 600m along strike from the
26.5Mt @ 1% Li2O spodumene Bald Hill Lithium and
Tantalum Mine.
Torque conducted desktop studies, which identified
multiple outcropping pegmatites, as well as multiple
rock chip samples with assay grades of up to
6% Li2O (Figure 11). The Company’s 3D model of
the pegmatite bodies (Figure 12), generated from
historical drill data, positions Torque to conduct
a first-pass DD program.
Approximately 20 DD holes to around 100m depth
commenced in mid September 2023.
FIGURE 11 New Dawn Lithium Project. Rock chip location map with grades above 0.5% Li2O
16
TORQUE METALS
FIGURE 12 Torque’s 3D Geological model using historic drill data of pegmatite Tantalum bodies
Bullfinch Gold Project
In June 2023, Torque announced the divestment of
the Bullfinch Project13. The Company entered into
a conditional binding Sale Agreement with TSX-V
listed Altan Rio Minerals Ltd, for $800,000 in cash
and shares, together with assumption of expenditure
commitments.
Operating and financial risk
The Company may be affected by various
13. ASX Announcement 27 June 2023 – Agreement to
Divest Non-Core Asset
2023 ANNUAL REPORT
17
apply for a mining lease to undertake development
and mining on the relevant tenement. There is
no guarantee that the Company will be granted a
mining lease and if it is granted, it will be subject to
conditions which may impact on the financial viability
of the project.
Further capital requirements
The Company’s projects may require additional
funding in order to progress activities. There can be
no assurance that additional capital or other types
of financing will be available if needed for further
exploration and/or possible development activities
or that, if available, the terms of such financing will
be favourable to the Company.
Native title and Aboriginal Heritage
There are areas of the Company’s projects over
which common law and/or statutory Native Title
rights of Aboriginal Australians exist. Where Native
Title rights exist, the Company must obtain consent
of the relevant Traditional Landowners to progress
exploration, development and mining phases of
operations. Where there is an Aboriginal Site for
the purposes of the Aboriginal Heritage legislation,
the Company must obtain consents in accordance
with the legislation before any ground disturbing
activities can take place. There are no guarantees
that a suitable agreement can be reached with the
Native Title parties.
operational factors. In the event that any of
these potential risks eventuate, the Company’s
operational and financial performance may be
adversely affected. No assurances can be given
that the Company will achieve commercial viability
through successful exploration outcomes on its
tenement holdings. Until the Company is able to
realise value from its projects, it is likely to incur
ongoing operating losses.
The operations of the Company may be affected
by various factors, including failure to locate or
identify mineral deposits, failure to achieve predicted
grades during exploration, operational and technical
difficulties encountered during exploration, lack of
infrastructure in the Company’s areas of operation,
unanticipated metallurgical problems which may
affect value of defined resources, increases in
the costs of consumables, spare parts, plant
and equipment.
Mineral resource estimates are made in accordance
with the 2012 edition of the JORC Code. Mineral
resources are estimates only. An estimate is an
expression of judgement based on knowledge,
experience and industry practice. Estimates may
alter significantly when new information or techniques
become available. Resource estimates can be
imprecise and depend on interpretations, which may
prove to be inaccurate.
The Company’s tenements are at various stages of
exploration, and potential investors should understand
that mineral exploration is a speculative and high-risk
undertaking that may be impeded by circumstances
and factors beyond the control of the Company. The
Company has exploration tenements in Australia
which operate under different regulatory conditions
which may impact on time taken to evaluate projects
and may affect the viability of resources found by the
Company’s exploration programme.
There can be no assurance that exploration of
tenements, or any other exploration properties
that may be acquired in the future, will result in the
discovery of an economic mineral resource. Even if
an apparently viable deposit is identified, there is no
guarantee that it can be economically exploited.
In the event the Company successfully delineates
economic deposits on any Tenement, it will need to
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TORQUE METALS
The Company’s activities are subject
to Government regulation and approvals
Competent Person Statement – Exploration
Results
The information in this announcement that relates
to Exploration Results is based on information
compiled by Mr Cristian Moreno, who is a Member of
the Australasian Institute of Mining and Metallurgy
as well a Member of the Australian Institute of
Company Directors. Mr Moreno is an employee of
Torque Metals Limited (“the Company”), is eligible
to participate in short and long-term incentive plans
in the Company and holds performance rights in
the Company as has been previously disclosed. Mr
Moreno has sufficient experience which is relevant
to the style of mineralisation and type of deposit
under consideration and to the activity which he
is undertaking to qualify as a Competent Person
as defined in the 2012 Edition of the ‘Australasian
Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’. Mr Moreno consents
to the inclusion in this announcement of the matters
based on his information in the form and context in
which it appears.
The Company is subject to certain Government
regulations and approvals. Any material adverse
change in government policies or legislation in
Australia that affect mining, processing, development
and mineral exploration activities, export activities,
income tax laws, royalty regulations, government
subsidies and environmental issues may affect the
viability and profitability of any planned exploration
and/or development of the Company’s projects.
Global conditions
General economic conditions, movements in interest
and inflation rates and currency exchange rates may
have an adverse effect on the Company’s exploration
and potential development activities, as well as on
its ability to fund those activities. General economic
conditions, laws relating to taxation, new legislation,
trade barriers, interest and inflation rates, currency
exchange controls, national and international political
circumstances (including outbreaks in international
hostilities, wars, terrorist acts, sabotage, subversive
activities, security operations, labour unrest, civil
disorder, and states of emergency), natural disasters
(including fires, earthquakes and floods), and
quarantine restrictions, epidemics and pandemics,
may have an adverse effect on the Company’s
operations and financial performance, including the
Company’s exploration and development activities, as
well as on its ability to fund those activities.
General economic conditions may also affect the
value of the Company and its market valuation
regardless of its actual performance.
2023 ANNUAL REPORT
19
Director’s Report
Directors’ Report
The directors of Torque Metals Limited (“Torque” or “the Company”) present their report on Torque for
the year ended 30 June 2023 (“the Year”).
Directors
The names of the directors of the Company during the year are:
Patrick N. Burke
Cristian Moreno (appointed 31 May 2023)
Antony (Tony) L. Lofthouse
Ian D. Finch (resigned 31 May 2023)
Andrew Alexander Woskett (appointed 1 March 2023)
Directors have been in office since the start of the Year to the date of this report unless otherwise stated.
Patrick N. Burke
Non-Executive Chairman
Qualifications
LLB
Experience
Mr Burke holds a Bachelor of Laws from the University of Western Australia. He
has extensive legal and corporate advisory experience and over the last 15 years
has acted as a director for a large number of ASX, NASDAQ and AIM listed
companies. His legal expertise is in corporate, commercial and securities law in
particular capital raisings and mergers and acquisitions. Mr Burke’s corporate
advisory experience includes identification and assessment of acquisition
targets, strategic advice, deal structuring and pricing, funding, due diligence and
execution.
Interest in Shares
150,000 fully paid ordinary shares
1,000,000 Class A Performance rights
1,000,000 Class B Performance rights
Directorships held in
Other listed entities Current
Western Gold Limited: Appointed 21 March 2021
Lycaon Resources Limited: Appointed 10 February 2021
Province Resources Limited: Appointed 9 November 2020
Triton Minerals Limited: Appointed 22 July 2016
Past Three Years
Meteoric Resources NL: Appointed 1 December 2017: Resigned 11 April 2023
Mandrake Resources Limited: Appointed 4 August 2019: Resigned 24 March
2022
Cristian Moreno
Managing Director
Qualifications
Experience
Cristian holds a high distinction MSc (Geophysics) from Curtin University, as well
as a BSc (Geology) and BEng (Agri. Eng.) from the National University of
Colombia. He has completed postgraduate studies in Statistics & Data Science
and is currently completing his MBA specialised in Finance.
Mr Moreno specialises in the emerging field of advanced machine learning in
order to process new and existing geoscientific data to improve the potential for
exploration success. With over five years international experience, Mr Moreno
has served in various roles including as an exploration and project geologist for
gold exploration/producing companies and for oil and gas companies.
5
Torque Metals Limited 30 June 2023
20
TORQUE METALS
Director’s Report
Interest in Shares
122,093 fully paid ordinary shares
2,000,000 Class A Performance rights
2,000,000 Class B Performance rights
Directorships held in
Other listed entities None
Ian D. Finch
Executive Chairman (appointed 16 August 2017 and resigned 31 May 2023)
Qualifications
BSc (Hons) in Geology from the University of Birmingham (England), Member of
the Australasian Institute of Mining and Metallurgy.
Experience
Mr. Finch’s career spans more than 51 years of mining and exploration. He
worked extensively throughout Southern Africa between 1970 and 1981 - from
the Zambian Copper Belt and Zimbabwean Nickel and Chrome fields to the
Witwatersrand Gold Mines in South Africa.
In 1982 he joined CRA Exploration as a Principal Geologist, before joining Bond
Gold as its Chief Geologist in 1987.
In 1993 Mr. Finch established Taipan Resources Ltd, a company which
successfully pioneered the exploration for large gold deposits in the Ashburton
District of Western Australia—when it discovered a resource of approximately
1.0 million ounces at the Paulsen’s Project.
In 1999 Mr. Finch founded Templar Resources Limited, which became a 100%
owned subsidiary of Canadian listed company Goldminco Corporation. As
President/CEO for Goldminco until May 2005, Mr. Finch established an
extensive exploration portfolio in New South Wales where the Company actively
explored for large porphyry copper / gold deposits. During his presidency, Mr.
Finch forged strong strategic ties with the major mining houses and financial
institutions in Vancouver, Toronto and London.
Interest in Securities Not applicable as no longer a director
Interest in Securities
Not applicable as no longer a director
Directorships held in None
other listed entities
Antony L Lofthouse Non-Executive Director
Qualifications
Bachelor of Science (Hons) Geology from the University of London and a Master
of Business Administration from the University of Western Australia
Experience
With more than 44 years of working in the resources sector in Australia, Saudi
Arabia and the United Kingdom, Mr. Lofthouse has developed expertise in an
extensive range of relevant disciplines that together deliver a skillset ideally
suited to the particular challenges of an emerging mineral exploration company.
Mr. Lofthouse has worked as a field geologist, a resources equity analyst in
stockbroking, a corporate banker managing a portfolio of resource and
infrastructure customers (providing services that included project finance,
mezzanine debt, corporate advisory, transactional banking facilities, credit
analysis and legal documentation).
Mr. Lofthouse has also worked as a provider of internet-based geotechnical
information services, and most recently as the CEO of Ora Gold (formerly
Thundelarra) an ASX-listed Australian exploration company. He also has
previous ASX-listed company non-executive director experience.
6
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
21
Director’s Report
Interest in Shares
400,000 fully paid ordinary shares.
15,000 30 cent Options expiring 30 November 2023 to spouse
30,000 30 cent Options expiring 22 December 2023
100,000 25 cent Options expiring 7 May 2026
1,000,000 Class A Performance rights
1,000,000 Class B Performance rights
Directorships held in None
other listed entities
Andrew Woskett
Non-Executive Director
Qualifications
Engineering degree, Masters in Commercial Law and is a Fellow of the
Australasian Institute of Mining and Metallurgy.
Experience
Andrew Woskett is a highly respected senior executive with over 40 years of
project and corporate experience in the resources industry. He brings a wealth
of experience in bringing assets to development, having been responsible for
evaluation, definition, promotion, financing and management of multiple resource
projects in gold, base metals, nickel, iron ore and coal. He is a Fellow of the
Australasian Institute of Mining and Metallurgy and has an engineering degree
and Masters degree in Commercial Law.
Interest in Shares
250,000 fully paid ordinary shares.
1,000,000 Class A Performance rights
1,000,000 Class B Performance rights
Directorships held in Minotaur Exploration Ltd appointed 1 March 2010: resigned 28 February 2022
other listed entities Demetallica Ltd appointed 26 May 2022: resigned 18 November 2022
Company Secretary
Neil W. McKay
Company Secretary (resigned 26 June 2023)
Qualifications
B.Bus (Sec Admin)
Experience
Mr McKay is an accountant with more than 40 years in senior accounting, finance
and company secretarial roles. His career has concentrated in Australia and the
Philippines. After becoming an Associate Member of the Institute of Chartered
Accountants in Australia, he ventured into the mineral exploration industry,
where at various times he was Company Secretary for a successful oil and gas
company and held senior accounting positions within the exploration industry.
Interest in Shares
2,613,433 fully paid ordinary shares.
1,278,359 30 cent Options exercisable 30 November 2023
50% beneficial interest in Turf Moor Pty. Ltd. a company in which he is a
shareholder.
Henko Vos
Joint Company Secretary (appointed 26 June 2023)
Experience
Mr Vos is a member of the Governance Institute of Australia and Chartered
Accountants Australia & New Zealand with more than 20 years’ experience
working within public practice, specifically within the area of audit and assurance
both in Australia and South Africa. He holds similar secretarial roles in various
other listed public companies in both industrial and resource sectors. He is an
employee of Nexia Perth, a mid-tier corporate advisory and accounting practice.
7
Torque Metals Limited 30 June 2023
22
TORQUE METALS
Director’s Report
Jessamyn Lyons
Joint Company Secretary (appointed 26 June 2023)
Experience
Ms Lyons has 15 years previous experience working in the stockbroking and
banking industries across various positions with Macquarie Bank, UBS
Investment Bank (London) and Patersons Securities.
Ms Lyons established Everest Corporate, a corporate services firm, and grew
the business for 5 years prior to merging with Nexia Perth. Ms Lyons is a Director
of Nexia Perth, Company Secretary of Dreadnought Resources Limited and
Ragnar Metals Limited, and Joint Company Secretary of Echo IQ Limited. Ms
Lyons is a Chartered Secretary and Fellow of the Governance Institute of
Australia and holds a Bachelor of Commerce from the University of Western
Australia with majors in Investment Finance, Corporate Finance, and Marketing.
Significant changes in state of affairs
During the Year the Company issued a total of 18,518,519 fully paid ordinary shares and 13,888,890
unlisted options exercisable at 25 cents prior to 7 May 2026. These securities were provided to
shareholders who participated, as well as to participating company directors and the placement lead
manager, Euroz Hartleys, with the objective of providing the Company with the necessary working
capital to support ongoing mineral exploration efforts.
During the Year there was no other significant change in the state of affairs of the Company other than
as referred to in the financial statements or notes thereto.
Principal Activities
During the financial year the principal activities of the Company consisted of mineral exploration.
8
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
23
Director’s Report
Forward Looking Statements
This report may contain certain “forward-looking statements” which may not have been based solely on
historical facts, but rather may be based on the Company’s current expectations about future events
and results. Where the Company expresses or implies an expectation or belief as to future events or
results, such expectation or belief is expressed in good faith and believed to have a reasonable basis.
However, forward looking statements are subject to risks, uncertainties, assumptions and other factors
which could cause actual results to differ materially from future results expressed, projected or implied
by such forward-looking statements. Readers should not place undue reliance on forward looking
information. The Company does not undertake any obligation to release publicly any revisions to any
“forward-looking statement” to reflect events or circumstances after the date of this report, or to reflect
the occurrence of unanticipated events, except as may be required under applicable securities laws.
Overview of Company Performance
The table below sets out information about the Company’s earnings and movements in shareholder
wealth for the past two years from the date of listing on ASX up to and including the current financial
year.
NLAT ($'m)
Share price at year end (cents)
Basic EPS (cents)
Directors Remuneration Report - Audited
2022
(2.15)
2023
(2.09)
ASX 24.0 ASX 14.0
(0.022)
(0.033)
This report details the nature and amount of remuneration for each director of the Company.
Options
No director or Key Management Personnel has been granted options in the Company as part of their
remuneration.
The remuneration policy of Torque has been designed to align Director and executive objectives with
shareholder and business objectives by providing a fixed remuneration component which is assessed
on an annual basis in line with market rates. The further tailoring of goals between shareholders and
the Directors and executives is achieved through the issue of equity to the directors and executives to
encourage the alignment of personal and shareholder interest.
The Board of the Company believes the remuneration policy is below accepted industry standards but
appropriate and effective while the Company is in the initial phase of being listed on a Stock Exchange.
The remuneration policy, setting the terms and conditions for the Directors and executives was
developed by the Directors and approved by the Board.
The Board recognises that the remuneration rates are below competitive remuneration rates of local
and international trends among comparative companies and industry generally.
The Group is exploration and development focussed, and therefore speculative in terms of
performance. The Directors and executives are paid below market rates associated with individuals in
similar positions, within the same industry.
Options and performance incentives will be issued, and key performance indicators such as share price,
profits and market value can be used as measurements for assessing Board and executive
performance.
All remuneration paid to Directors and executives is valued at the cost to the Company and expensed
or carried forward on the balance sheet for time that is attributable to exploration and evaluation.
20
Torque Metals Limited 30 June 2023
24
TORQUE METALS
Director’s Report
The Board policy is to remunerate, where possible, non-executive directors at market rates for
comparable companies for time, commitment and responsibilities. The Executive Chairman with
independent advisors as necessary, determine payments to the non-executive Directors and review
their remuneration annually, based on market practice, duties and accountability. The maximum
aggregate amount of fees that can be paid to non-executive directors is subject to approval by
shareholders at the Annual General Meeting. Fees for non-executive Directors are not linked to the
performance of the Company. However, remuneration of non-executive directors at this present time
are below comparable market expectations.
Details of remuneration for the years ended 30 June 2023 and 30 June 2022
The remuneration for each key management personnel of the Company during the year was as follows:
2023
Salaries
Directors
/Consulti
ng Fees
Fixed Remuneration
Annual
and
long
service
leave
Super
Variable Remuneration
Total
Performance
Rights
Total
Value of
Rights
as % of
remuneration
Directors
Pat Burke
Ian Finch*
Cristian
Moreno**
Tony
Lofthouse
Andrew
Woskett***
Total
Senior
Management
Neil McKay****
57,460
206,302
-
10,112
57,460
216,414
63,122
126,245
240,000
25,200
1,241
266,441
124,772
62,218
5,460
67,678
63,122
120,582
342,658
391,213
130,800
22,200
-
588,180
40,772
1,241
22,200
630,193
71,024
448,285
93,224
1,078,478
52.35%
36.84%
31.89%
48.26%
76.19%
24.61%
175,000
18,375
193,375
63,122
175,000
18,375
-
193,375
63,122
Total
763,180
59,147
1,241
823,568
511,407
256,497
256,497
1,334,975
21
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
25
Director’s Report
2022
Directors
Patrick Burke
Ian Finch
Tony
Lofthouse
Senior
Management
Cristian
Moreno**
Neil McKay
Salaries
Consulting
Fees
Fixed Remuneration
Annual
and
long
service
leave
Super
Variable Remuneration
Total
Performance
Rights
Total
Value of
Rights
as % of
remuneration
40,547
-
225,229 22,256
40,547
247,485
145,056
290,113
185,603
537,598
36,861
3,686
40,547
145,056
185,603
302,637 25,942
328,579
580,225
908,804
107,273 10,727
118,000
110,464
228,464
179,183 17,913
286,456 28,640
197,096
315,096
123,053
233,517
320,149
548,613
813,742
1,457,417
78.15%
53.96%
78.15%
48.35%
38.44%
643,675
589,093 54,582
Total
* Ian Finch stood aside as Managing director 27 October 2022
**Cristian Moreno appointed as Managing Director 27 October 2022
***Andrew Woskett appointed as director 1 March 2023
**Cristian Moreno appointed as CEO l May 2022
****Neil McKay relinquished role as Company Secretary 23 June 2023
Key Management Personnel (KMP) Equity Holdings and Performance Rights
Shares
30 June 2023
Balance
1/07/2022
Number
acquired during
Performance
Rights Exercised
Balance
30/06/2023
Turf Moor Pty. Ltd1
Ian Finch
Tony Lofthouse
Patrick Burke
Andrew Woskett
Senior Management
Cristian Moreno
5,000,000
296,268
100,000
-
-
-
the year
-
25,000
300,000
150,000
250,000
122,093
-
-
-
-
-
-
5,000,000
321,268
400,000
150,000
250,000
122,093
Neil McKay
113,433
1 Mr. Finch and Mr. McKay are equal 50% shareholders in Turf Moor Pty. Ltd. which holds
5,000,000 Shares
113,433
-
-
22
Torque Metals Limited 30 June 2023
26
TORQUE METALS
Director’s Report
Options
30 June 2023
Balance
1/07/2022
Number
acquired during
Performance
Rights Exercised
Balance
30/06/2023
Turf Moor Pty. Ltd1.
Ian Finch
Tony Lofthouse
Pat Burke
Andrew Woskett
Senior Management
Cristian Moreno
1,250,000
61,657
37,500
the year
-
-
107,500
-
-
-
-
-
-
-
-
-
-
-
-
Neil McKay
1 Mr. Finch and Mr. McKay are equal 50% shareholders in Turf Moor Pty. Ltd. which holds
1,250,000 Options
-
-
-
30 June 2022
Balance
1/07/2021
Number
acquired during
Performance
Rights Exercised
Balance
30/06/2022
Turf Moor Pty. Ltd1.
Ian Finch
Tony Lofthouse
Pat Burke
Senior Management
Cristian Moreno
the year
1,250,000
61,667
37,500
-
-
-
-
-
-
-
-
-
-
-
-
Neil McKay
1 Mr. Finch and Mr. McKay are equal 50% shareholders in Turf Moor Pty. Ltd. which holds
1,250,000 Options
28,359
-
-
1,250,000
61,657
145,000
-
-
-
-
1,250,000
61,667
37,500
-
-
28,359
Performance rights
Performance Rights
Granted
Number
Grant Date
Fair Value
Performance
Rights
Expiry Date
Vested
Number
Ian D. Finch
Total
Patrick N. Burke
Total
Antony L. Lofthouse
2,000,000
23-Nov-21
2,000,000
23-Nov-21
4,000,000
1,000,000
1,000,000
2,000,000
1,000,000
23-Nov-21
23-Nov-21
23-Nov-21
1,000,000
23-Nov-21
Total
2,000,000
$0.15 3 Years
$0.25
from date
of Issue
$0.15 3 Years
$0.25
from date
of Issue
$0.15 3 Years
$0.26
from date
of Issue
-
-
-
-
-
-
-
-
-
23
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
27
Director’s Report
Performance Rights
Cristian Moreno
Total
Andrew Woskett
Total
Neil W. McKay
Granted
Number
Grant Date
1,000,000
1,000,000
01-May-22
01-May-22
1,000,000
1,000,000
4,000,000
1,000,000
28-Apr-23
28-Apr-23
28-Apr-23
1,000,000
28-Apr-23
2,000,000
1,000,000
23-Nov-21
1,000,000
23-Nov-21
Total
Total
2,000,000
16,000,000
Transactions with key management personnel
Expiry Date Vested Number
Fair Value
Performance
Rights
$0.14
$0.23
$0.032
$0.135
3 Years
from date
of Issue
$0.032 3 Years
$0.135
from date
of Issue
$0.15 3 Years
$0.25
from date
of Issue
-
-
-
-
-
-
-
-
-
During the year, there were no other transactions with key management personnel.
End of Remuneration Report
24
Torque Metals Limited 30 June 2023
28
TORQUE METALS
Director’s Report
Review of Operation
The loss of the Company for the Year after providing for income tax, amounted to $2,094,288 (year
ended 30 June 2022: $2,154,504). The expenditure incurred during the Year related to corporate and
administration expenditure, and non-capitalized expenses relating to tenement acquisition.
Unlisted options issued during the year to providers of financial services related to capital raising have
been valued in accordance with the Black and Scholes and expensed in the year 2023: $317,586 (2022:
$215,138).
Corporate
The Company raised a total of $2,350,000 (after costs):
Description
Quantity
Price
$
Total
$
Placement Fully Paid Ordinary
Shares
Cost of Capital
Total
Meeting of Directors
18,518,519
$0.135
2,500,000
(150,000)
$2,350,000
The number of directors' meetings held and conducted during the financial year that each director held
office during the financial year and the number of meetings attended by each director is:
Director
I. D. Finch
A.L. Lofthouse
P. N. Burke
C. Moreno
A. Woskett
Directors Meetings
Number Eligible Number
Attended
8
8
8
6
3
8
8
8
6
3
The Company does not have a formally constituted audit and risk committee or remuneration and
nomination committee as the Board considers that the Company’s size and type of operation do not
warrant the formation of such committees.
Likely developments and expected results
Likely developments in the operations of the Company and the expected results of those operations in
future financial periods have not been included in this report as the inclusion of such information is likely
to result in unreasonable prejudice to the Company.
Environmental Issues
The Company’s operations are subject to environmental regulations under a law of the Commonwealth
or state or territory of Australia.
Dividends
No amounts have been paid or declared by way of dividend shares since the date of incorporation.
25
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
29
Director’s Report
Options
The following options over issued shares in the Company were granted during the year.
Date
Number
Terms
8 May 2023
13,888,890
25 cents exercise price, expiring 7
May 2026
Total
13,888,890
Indemnification and insurance of directors and officers
The Company has entered into Deeds of Indemnification with the directors and officers of the Company.
The Company has insurance policies in place for Directors and Officers insurance.
Proceedings on behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene
in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf
of the Company for all or any part of those proceedings. The Company was not a party to any such
proceedings during the Year.
Events arising since the end of the Year.
Subsequently after year end the Company entered into an option agreement to acquire 100% of ‘New
Dawn’, an unmined Lithium and Tantalum occurrence, 600m along strike of the established Bald Hill
lithium-tantalum operation. The package of tenements us adjacent to the Company’s Paris Gold Camp,
with the expanded aggregate holdings to be renamed the Penzance Project.
The Company subsequently after year end, paid $150,000 for the exclusive Option which it may
exercise at any time during the period 1 January - 31 January 2024. Upon exercise of the Option, which
is conditional upon due diligence by the Company, shareholder approval for issue of relevant
consideration shares and performance shares, and any other regulatory approvals (“Conditions”), the
Company shall acquire the tenement package on the following terms:
i.
ii.
iii.
iv.
v.
$1.5 million cash;
15 million Shares (“Consideration Shares”), with 7.5 million of the Consideration Shares
escrowed for 6 months;
2% Net Smelter Royalty, and
The issue of 85 million Performance Shares which will be convertible into Shares on
satisfaction of certain performance milestones.
Performance based cash payments of up to $3.0 million, subject to satisfaction of the
certain performance milestones.
The acquisition thereof was funded by raising capital of $4 million at $0.12 per share.
The Company issued 500,000 unlisted options exercisable at $0.275 each, expiring on 23 June 2024
and 500,000 unlisted options exercisable at $0.35 each expiring on 23 June 2025.
The Company issued 700,000 fully paid ordinary shares on 6 September 2023. The reason thereof was
700,000 options expiring 28 December 2023 at an exercise price of $0.30 was exercised.
The Company issued 62,500 fully paid ordinary shares on 9 September 2023. The reason thereof was
62,500 options at $0.30 expiring 28 December 2023 was exercised.
The Company issued 23,084,260 fully paid ordinary shares on 19 September 2023.
26
Torque Metals Limited 30 June 2023
30
TORQUE METALS
Director’s Report
The Company agreed to pay Ian Finch $65,000 as per the termination deed on 3 July 2023.
The Company issued 191,210 ordinary fully paid shares on 22/09/2023 due to the exercise of 11,111
options expiring on 7 May 2023 with an exercise price of $0.25 and 180,099 options expiring 7 may
2026 with an exercise price of $0.25.
There has not been any matter or circumstance occurring subsequent to the end of the financial year
that has significantly affected, or may significantly affect, the operations of the Company, the results of
those operations, or the state of affairs of the Company in future financial years.
Non-Audit Services
During the period ending 30 June 2023, the Company’s Auditor, Hall Chadwick WA Audit Pty Ltd did
not perform non-audit services.
Auditor’s Independence Declaration
The auditor’s independence declaration for the year ended 30 June 2023 forms part of the Director’s
Report and can be found on page 28.
page 32.
Signed in accordance with a resolution of directors.
On behalf of the directors
Patrick Burke
Non-executive chairman
Perth, WA
29 September 2023
27
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
31
Auditor’s Independent Declaration
Auditor’s Independent Declaration
You need to leave the relevant pages as standalone blank pages otherwise your page numbering will
never work. – delete after reading
To the Board of Directors
Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
As lead audit Director for the audit of the financial statements of Torque Metals Limited for the financial year ended
30 June 2023, I declare that to the best of my knowledge and belief, there have been no contraventions of:
•
•
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 Faithfully,
HALL CHADWICK WA AUDIT PTY LTD
MARK DELAURENTIS CA
Director
Dated in Perth, Western Australia this 29th day of September 2023
28
Torque Metals Limited 30 June 2023
32
TORQUE METALS
Director’s Declaration
Director’s Declaration
1. In the opinion of the Directors of Torque Metals Limited (the “Company”):
(a)
the accompanying financial statements and notes thereto are in accordance with the
Corporations Act 2001, Australian Accounting Standards, the Corporations Regulations
2001 and other mandatory professional reporting requirements; and
i.
ii.
gives a true and fair view of the Group’s financial position as at 30 June 2023 and of
its performance for the financial year ended on that date; and
comply with Australian Accounting Standards, the Corporations Regulations 2001,
professional reporting requirements and other mandatory requirements.
(b) There are reasonable grounds to believe that the Company will be able to pay its debts as
and when they become due and payable.
2. The directors have been given the declarations required by section 295A of the Corporations Act
2001.
This declaration is signed in accordance with a resolution of the Board of Directors.
On behalf of the Directors
Patrick Burke
None-executive Chairman
Perth, WA
29 September 2023
29
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
33
Independent Auditor’s Report
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TORQUE METALS LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Torque Metals Limited (“the Company”), which comprises the
statement of financial position as at 30 June 2023, the statement of profit or loss and other
comprehensive income, the statement of changes in equity and the 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:
a.
the accompanying financial report of the Company is in accordance with the Corporations Act
2001, including:
(i)
giving a true and fair view of the Company’s financial position as at 30 June 2023 and of
its financial performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
b.
the financial report also complies with International Financial Reporting Standards as disclosed
in Note 1.
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 Code of Ethics for Professional
Accountants (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.
34
TORQUE METALS
Independent Auditor’s Report
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Key Audit Matter
How our audit addressed the Key Audit Matter
Accounting for share based payments
As disclosed
in note 3
to
the
financial
Our procedures amongst others included:
statements, during the year ended 30 June
2023 the Consolidated Entity incurred share
based payments of $551,444.
Share based payments are considered to be a
key audit matter due to
•
•
•
the value of the transactions;
the complexities
the
recognition and measurement of these
instruments; and
involved
in
the judgement involved in determining
the inputs used in the valuations.
Management used the Black-Scholes option
valuation model to determine the fair value of
the options granted. This process involved
significant estimation and judgement required to
determine
the
fair value of
the equity
instruments granted.
• Analysing agreements to identify the key
terms and conditions of share based
payments issued and relevant vesting
conditions in accordance with AASB 2
Share Based Payments;
• Evaluating management’s Black-Scholes
the
Valuation Models and assessing
assumptions and inputs used;
• Assessing the amount recognised during
the year in accordance with the vesting
conditions of the agreements; and
• Assessing the adequacy of the disclosures
financial
in Note 3
the
to
included
statements.
Capitalised Exploration and Evaluation
Costs
Our audit procedures included but were not
limited to:
to
the
in note 11
As disclosed
financial
statements, the Group has incurred significant
exploration and evaluation expenditures which
have been capitalised in accordance with the
requirement of Exploration for and Evaluation of
Mineral Resources (AASB 6). As at 30 June
2023, the Group’s capitalised exploration and
evaluation costs are carried at $8,798,361
The recognition and recoverability of
the
capitalised exploration and evaluation costs was
• Assessing management’s determination
of its areas of interest for consistency with
the definition in AASB 6 Exploration and
Evaluation of Mineral Resources (“AASB
6”);
• Confirming rights to tenure for a sample of
tenements held and confirming rights to
tenure on tenements nearing expiry will be
renewed;
• Testing
to
capitalised exploration costs for the year
the Group’s
additions
2023 ANNUAL REPORT
35
Independent Auditor’s Report
Key Audit Matter
How our audit addressed the Key Audit Matter
considered a key audit matter due to:
• The carrying value of capitalised
exploration and evaluation
costs
represents a significant asset of the
Group, we considered it necessary to
assess
and
circumstances existed to suggest the
carrying amount of this asset may
exceed the recoverable amount; and
whether
facts
• Determining
whether
impairment
involves significant
indicators exist
judgement by management.
Note 1(a) and 11 to the financial statements
contain the accounting policy and disclosures in
to
relation
expenditures.
exploration
and
evaluation
by evaluating a sample of recorded
expenditure for consistency to underlying
records, the capitalisation requirements of
the Group’s accounting policy and the
requirements of AASB 6;
• By testing the status of the Group’s tenure
future activities, reading
and planned
board minutes and discussions with
management we assessed each area of
interest for one or more of the following
circumstances
indicate
impairment of the capitalised exploration
costs:
that may
o The licenses for the rights to
explore expiring in the near future
to be
or are not expected
renewed;
o Substantive
expenditure
for
further exploration in the area of
interest
is not budgeted or
planned;
o Decision or intent by the Group to
discontinue activities
the
specific area of interest due to lack
of commercially viable quantities
of resources;
in
o Data indicating that, although a
development in the specific area is
likely to proceed, the carrying
amount of the exploration asset is
unlikely to be recorded in full from
successful development or sale;
and
• Assessing the appropriateness of the
financial
related disclosures
the
in
statements.
36
TORQUE METALS
Independent Auditor’s Report
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Company’s annual report for the year ended 30 June 2023, but does not include the
financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial report or
our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and
for such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error. In Note 1, the directors also state in accordance with Australian Accounting Standard AASB 101
Presentation of Financial Statements, that the financial report complies with International Financial
Reporting Standards.
In preparing the financial report, the directors are responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Company 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.
2023 ANNUAL REPORT
37
Independent Auditor’s Report
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
•
•
•
•
Identify and assess the risks of material misstatement of the financial report, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud
may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the Company’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 Company
to cease to continue as a going concern.
•
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.
38
TORQUE METALS
Independent Auditor’s Report
Report on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2023. The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with s 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.
Auditor’s Opinion
In our opinion, the Remuneration Report of the Company, for the year ended 30 June 2023, complies
with section 300A of the Corporations Act 2001.
HALL CHADWICK WA AUDIT PTY LTD
MARK DELAURENTIS CA
Director
Dated in Perth, Western Australia this 29th day of September 2023
2023 ANNUAL REPORT
39
Statement of profit or loss and other comprehensive income
Statement of profit or loss and other comprehensive income
for the year ended 30 June 2023
for the year ended 30 June 2023
Revenue from continuing operations
Other income
Total revenue and other income
Corporate administrative expenses
Depreciation and amortisation
Financial expense interest
Share based payments
Tenement and exploration expenses written off
Loss before income tax
Income tax expense
Loss for the period
Other comprehensive income, net of income tax
Total comprehensive loss for the period
Loss attributable to:
Owners of Torque Metals Limited
Total comprehensive loss attributable to:
Owners of Torque Metals Limited
Earnings/(loss) per share from continuing and
discontinuing operations
Basic weighted average earnings/(loss) per share
Diluted weighted average earnings/(loss) per
share
Year Ended
30 June 2023
$
Note
2
3
3
3
3
3
4
-
207,092
-
(1,003,742)
(41,322)
(3,466)
(551,444)
(701,406)
(2,094,288)
-
(2,094,288)
(2,094,288)
Year Ended
30 June 2022
$
-
-
-
(870,801)
(24,932)
(2,228)
(1,084,707)
(171,836)
(2,154,504)
-
(2,154,504)
-
(2,154,504)
(2,094,288)
(2,154,504)
(2,094,288)
(2,154,504)
22
22
(0.022)
(0.022)
(0.033)
(0.033)
The above statement of profit or loss and other comprehensive income should be read in conjunction
with the accompanying notes
31
Torque Metals Limited 30 June 2023
40
TORQUE METALS
Statement of financial position as at 30 June 2023
Statement of financial position
as at 30 June 2023
30 June
2023
$
Note
30 June
2022
$
Current assets
Cash and cash equivalents
Trade and other receivables
Non-current assets classified as held for
sale
Total current assets
Non-current assets
Plant and Equipment
Right of use assets
Exploration and evaluation expenditure
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Provisions
Lease Liabilities
Unsecured loans
Total current liabilities
Non-Current liabilities
Provisions
Lease Liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Options
Option Reserves
Performance Reserve
Accumulated losses
Total equity
6
7
8
9
10
11
12
13
10
14
13
10
15
17
18
19
20
2,090,389
33,074
650,000
3,440,943
21,893
-
2,773,463
3,462,836
101,002
38,623
8,798,361
8,937,986
11,711,449
885,378
49,809
21,713
-
956,900
4,895
19,228
24,123
981,023
10,730,426
13,524,183
126,385
2,022,471
1,775,027
(6,717,640)
10,730,426
99,966
59,253
6,665,101
6,824,320
10,287,156
302,880
-
26,859
180
329,920
-
34,010
34,010
363,930
9,923,226
11,491,768
126,341
1,704,885
1,223,584
(4,623,352)
9,923,226
The above statement of financial position should be read in conjunction with the accompanying notes
32
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
41
Statement of changes in equity
Statement of changes in equity for the year ended 30 June 2023
for the year ended 30 June 2023
Issued
Options Accumulated Performance
Option
Total
Capital
on
Issue
Losses
Rights
Reserve
$
$
$
Reserve
$
$
$
Balance as at 1 July
2022
Total comprehensive
Income/loss
for the Period
Issue of ordinary
shares
Issue of Options
Performance Rights
issued
Option Reserve
Equity Reserve
Transaction costs
9,041,144
-
3,000,000
-
-
-
126,341
-
-
-
-
-
-
11,491,768 126,341
(549,376)
(2,468,848)
354,015
1,120,372
8,046,683
(2,154,504)
-
-
-
-
-
-
(4,623,352)
-
-
-
869,569
-
-
-
1,223,584
-
(2,154,504)
-
3,000,000
- 126,341
-
869,569
584,513
-
-
1,704,885
584,513
-
(549,396)
9,923,226
Balance as at 1 July
2022
Total comprehensive
Income/loss
for the Period
Issue of ordinary
shares
Issue of Options
Performance Rights
issued
Option Reserve
Transaction costs
Balance as at 30
June 2023
11,491,768 126,341
(4,623,352)
1,223,584
1,704,885
9,923,226
-
2,500,000
-
-
-
(467,585)
-
-
44
-
-
-
(2,094,288)
-
-
-
-
-
-
-
-
551,443
-
-
-
(2,094,288)
-
317,586
-
-
-
2,500,000
317,630
551,443
-
(467,585)
13,524,183 126,385
(6,717,640)
1,775,027
2,022,471 10,730,426
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes
33
Torque Metals Limited 30 June 2023
42
TORQUE METALS
Statement of cash flow for the year ended 30 June 2023
Statement of cash flow
for the year ended 30 June 2023
Cash flow used in operating activities
Receipts from customers
Payments to suppliers and employees
Net cash (used) in operating activities
Cash flow from investing activities
Payments to exploration activities
Exploration and evaluation
Payment for Plant and Equipment
Tenement disposal
Net cash (used) in investing activities
Cash flow from financing activities
Proceeds from share issue
Proceeds from option issue
Repayment with Interest
Unsecured Advance
Share issue costs
Note
30 June 2023
$
30 June 2022
$
109,497
(380,307)
(270,810)
-
(1,224,483)
(1,224,483)
5
(3,633,714)
149,047
(21,727)
(119,607)
(3,117,907)
(104,268)
100,000 -
(3,341,782)
(3,406,394)
2,500,000 2,819,999
44 126,341
(23,784)
- 180
(150,000)
(23,394)
-
Net cash from financing activities
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents 30 June 2023
2,326,650 2,922,736
(1,643,529)
(1,350,554)
5,084,472
3,440,943
3,440,943
2,090,389
6
The above statement of cash flow should be read in conjunction with the accompanying notes
34
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
43
Notes to the financial statements
for the year ended 30 June 2023
Notes to the financial statements for the Year 30 June 2023
1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
These financial statements and notes represent those of Torque Metals Limited (the Company or
Torque). Torque Metals Limited is a listed public company, incorporated and domiciled in Australia. The
financial statements were authorised for issue on 29 September 2023 by the Directors of the Company.
Basis of preparation
The financial report is a general-purpose financial report that has been prepared in accordance with
Australian Accounting Standards, Australian Accounting
Interpretations, other authoritative
pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The
Company is a for-profit entity for financial reporting purposes under Australian Accounting Standards.
Australian Accounting Standards set out in accounting policies that the AASB has concluded would
result in financial statements containing relevant and reliable information about transactions, events
and conditions. Compliance with Australian Accounting Standards ensures that the financial statements
and notes also comply with International Financial Reporting Standards as issued by the IASB. Material
accounting policies adopted in the preparation of these financial statements are presented below and
have been consistently applied unless otherwise stated.
These financial statements have been prepared on an accruals basis and are based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets, financial
assets and financial liabilities.
Going Concern
The financial report has been prepared on a going concern basis, which contemplates the continuity of
normal business activity and the realisation of assets and settlement of liabilities in the normal course
of business.
For the year ended 30 June 2023, the Company incurred a net loss of $2,094,288 (2022: net loss
$2,154,504) and at 30 June 2023 had net working capital of $ 1,816,563 (30 June 2022: net working
capital of $ 3,132,916). The Company also recorded a net cash outflow in operating activities for the
year ended 30 June 2023 of $270,810 (2022: net cash outflow in operating activities of $1,224,483).
Based on the Company’s cash flow forecast it is likely that the Group will need to access additional
working capital in the next 12 months to advance its exploration projects and to ensure the realisation
of assets on an orderly basis and the extinguishment of liabilities as and when they fall due.
The directors are confident that the Company will be successful in raising additional funds through the
issue of new equity, should the need arise. The directors are also aware that the Company has the
option, if necessary, to defer expenditure or relinquish certain projects and reduce administration costs
in order to minimise its capital raising requirements.
Based on these facts, the directors consider the going concern basis of preparation to be appropriate
for this financial report. Should the Company be unsuccessful in raising additional funds through the
issue of new equity, there is a material uncertainty which may cast significant doubt whether the Group
will be able to continue as a going concern and therefore, whether it will realise its assets and extinguish
its liabilities in the normal course of business and at the amounts stated in the financial report.
The financial statements do not include any adjustments relative to the recoverability and classification
of recorded asset amounts or, to the amounts and classification of liabilities that might be necessary
should the Company not continue as a going concern.
35
Torque Metals Limited 30 June 2023
44
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
(a)
Exploration, Evaluation and Development Expenditure
Costs incurred during exploration and evaluations relating to an area of interest are accumulated. Costs
are carried forward to the extent they are expected to be recouped through successful development, or
by sale, or where exploration and evaluation activities have not yet reached a stage to allow a
reasonable assessment regarding the existence of economically recoverable reserves. In these
instances, the entity must have rights of tenure to the area of interest and must be continuing to
undertake exploration operations in the area.
Accumulated costs carried forward in respect of an area of interest that is abandoned are written off in
full against profit in the year in which the decision to abandon the area is made. When production
commences, the accumulated costs for the relevant area of interest will be amortised over the life of
the area according to the rate of depletion of the economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing
to capitalise costs in relation to that area of interest.
Costs of site restoration are provided over the life of the project from when exploration commences and
are included in the costs of that stage. Site restoration costs include the dismantling and removal of
mining plant, equipment and building structures, waste removal, and rehabilitation of the site in
accordance with clauses of the mining permits. Such costs have been estimated of future costs, current
legal requirements and technology on an undiscounted basis.
(b)
Financial Instruments Financial Assets
Initial Recognition and Measurement
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 Company’s business model for managing them. With the exception of
trade receivables that do not contain a significant financing component or for which the Company has
applied the practical expedient, the Company 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.
The Company’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.
Purchases or sales of financial assets that require delivery of assets within a time frame established by
regulation or convention in the marketplace (regular way trades) are recognised on the trade date, i.e.,
the date that the Company commits to purchase or sell the asset.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets held for trading, financial
assets designated upon initial recognition at fair value through profit or loss, or financial assets
mandatorily required to be measured at fair value. Financial assets are classified as held for trading if
they are acquired for the purpose of selling or repurchasing in the near term.
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 listed equity investments which the Group had not irrevocably elected to classify
at fair value through OCI. Dividends on listed equity investments are also recognised as other income
in the statement of profit or loss when the right of payment has been established.
36
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
45
Notes to the financial statements
for the year ended 30 June 2023
(b) Financial Instruments Financial Assets (continued)
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial
assets) is primarily derecognised (i.e., removed from the Company’s statement of financial position)
when:
• The rights to receive cash flows from the asset have expired; or
• The Company has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-
through’ arrangement; and
either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the
Company has neither transferred nor retained substantially all the risks and rewards of the asset but
has transferred control of the asset.
The Company considers a financial asset in default when contractual payments are 90 days past due.
However, in certain cases, the Company may also consider a financial asset to be in default when
internal or external information indicates that the Company is unlikely to receive outstanding contractual
amounts in full before considering any credit enhancements held by the Company. A financial asset is
written off when there is no reasonable expectation of recovering the contractual cash flows.
(c)
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 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 Company’s financial liabilities include trade and other payable and convertible notes.
(d)
Cash and cash equivalents
For the purpose of the statement of cash flow, cash and cash equivalents includes cash on hand,
deposits held at call with financial institutions, other short term, high liquid investments with original
maturities of three (3) months or less that are readily convertible to known amounts of cash and which
are subject to an insignificant risk of changes in value and bank overdraft.
(e)
Trade and Other Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost
using the effective interest method, less allowances for impairment. Trade receivables are generally
due for settlement within 30 days.
Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be
uncollectible are written off by reducing the carrying amount directly. An allowance account (provision
for impairment of trade receivables) is sued when there is objective evidence that the Company will not
be able to collect all amounts due according to the original terms of the receivables. Significant financial
difficulties of the debtor, probability that the debtor will enter into bankruptcy or financial reorganization
and default or delinquency in payments (more than 30 days overdue) are considered indicators that the
trade receivables is impaired. The amount of the impairment allowance is the difference between the
asset’s carrying amount and the present value of estimated future cash flows, discounted at the original
effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of
discounting is immaterial.
The amount of impairment loss is recognised in the statement of comprehensive income within
impairment losses – financial assets. When a trade receivable for which an impairment allowance has
been recognised becomes uncollectible in a subsequent period, it is written off against the allowance
account. Subsequent recoveries of amounts previously written off are credited against impairment
losses –financial assets in the statement of comprehensive income.
37
Torque Metals Limited 30 June 2023
46
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
(f)
Revenue and Other Income
Revenue from the sale of goods is recognised upon the delivery of goods to customers. Interest revenue
is recognised on a proportional basis taking into account the interest rates applicable to the financial
assets. Revenue from the rendering of a service is recognised upon the delivery of the service to the
customers.
All revenue is stated net of the amount of goods and services tax (GST).
(g)
Impairment of Assets
At the end of each reporting period, the Company assesses whether there is any indication that an
asset may be impaired. The assessment will include the consideration of external and internal sources
of information including dividends received from subsidiaries, associates or jointly controlled entities
deemed to be out of pre-acquisition profits. If such an indication exists, an impairment test is carried out
on the asset by comparing the recoverable amount of the asset, being the higher of the asset’s fair
value less costs to sell and value in use, to the asset’s carrying value. Any excess of the asset’s carrying
value over its recoverable amount is recognised immediately in profit or loss, unless the asset is carried
at a revalued amount in accordance with another standard (e.g. in accordance with the revaluation
model in AASB 116). Any impairment loss of a revalued asset is treated as a revaluation decrease in
accordance with that other standard.
Where it is not possible to estimate the recoverable amount of an individual asset, the Company
estimates the recoverable amount of the cash-generating unit to which the asset belongs. Impairment
testing is performed annually for goodwill and intangible assets with indefinite lives.
(h)
Trade and other payables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of the
consideration to be paid in the future for goods and services received, whether or not billed to the
Company. Interest, when charged by the lender, is recognized as an expense on an accrued basis.
(i)
Provisions
Provisions are recognised when the Company has a legal or constructive obligation, as a result of past
events, for which it is probable that an outflow of economic benefits will result and that outflow can be
reliably measured.
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.
(j)
Goods and service tax (GST)
Revenues, expenses and assets are 38recognized net of the amount of GST, except where the amount
of GST incurred is not recoverable from the Australian Taxation Office. In these circumstances, the
GST is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables
and payables in the statement of financial position are shown inclusive of GST. Cash flows are
presented in the statement of cash flows on a gross basis, except for the GST component of investing
and financing activities, which are disclosed as operating cash flows.
(k)
Income tax
The income tax expense/ (benefit) for the year comprises current income tax expense/ (benefit) and
deferred tax expenses/ (benefit). Current and deferred income tax expenses/(benefit) is charge or
credited directly to other comprehensive income instead of the profit or loss when the tax relates to
items that are credited or charged directly to other comprehensive income.
38
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
47
Notes to the financial statements
for the year ended 30 June 2023
(k) Income tax (continued)
Current tax
Current income tax expense charge to profit or loss is the tax payable on taxable income using
applicable income tax rates enacted, or substantially enacted, as at reporting date.
Current tax liabilities/ (assets) are therefore at the amounts expected to be paid to/ (recovered from)
the relevant taxation authority.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is
intended that net settlement are simultaneous recognised and settlement of the respective asset and
liability will occur.
Deferred tax
Deferred income tax expense reflects movements in deferred tax assets and deferred tax liability during
the Period as well as unused tax losses.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the
tax bases of asset and liabilities and their carrying amounts in the financial statements. Deferred tax
assets also result where amounts have been fully expensed but future tax deductions are available. No
deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a
business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is recognised or the liability is settled, based on tax rates enacted or substantially
enacted at reporting date. Their measurement also reflects the manner in which management expects
to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the
extent that it is possible that future taxable profit will be available against which the benefits of the
deferred tax asset can be recognised.
Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the
deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either
the same taxable entity or different taxable entities where it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur in future periods
in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
(l)
Share Based Payments
The Company operates equity-settled share-based payment employee share and option schemes. The
fair value of the equity to which employees become entitled is measured at grant date and recognised
as an expense over the vesting period, with a corresponding increase to an equity account. Share-
based payments to non-employees are measured at the fair value of goods or services received or the
fair value of the equity instruments issued, if it is determined the fair value of the good or services cannot
be reliably measured and are recorded at the date the goods or services are received. The
corresponding amount is shown in the option reserve.
The fair value of shares is ascertained as the market bid price. The fair value of options is ascertained
using a Black–Scholes pricing model which incorporates all market vesting conditions. The number of
shares and options expected to vest is reviewed and adjusted at the end of each reporting period such
that the amount recognised for services received as consideration for the equity instruments granted
shall be based on the number of equity instruments that eventually vest.
(m)
Contributed equity
Ordinary issued share capital recognised at fair value of the consideration received by the Company.
Any transaction costs arising on the issue of the ordinary shares are recognised directly in equity as a
reduction in share proceeds received).
39
Torque Metals Limited 30 June 2023
48
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
(n)
Earnings Per Share
Basic earnings per share is calculated as net earnings attributable to members, adjusted to exclude
costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted
average number of ordinary shares, adjusted for a bonus element. Diluted earnings per share is
calculated as net earnings attributable to members, adjusted for costs of servicing equity (other than
dividends) and preference share dividends; the after tax effect of dividends and interest associated with
dilutive potential ordinary shares that would have been recognised as expenses; and other non-
discretionary changes in revenues or expenses during the period that would result from the dilution of
potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive
potential ordinary shares, adjusted for any bonus element.
(o)
Critical Accounting Estimates and Judgements
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from these estimates. 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 and in any future periods affected.
The directors evaluate estimates and judgments incorporated into the financial report based on
historical knowledge and best available current information. Estimates assume a reasonable
expectation of future events and are based on current trends and economic data, obtained both
externally and within the group.
Key Judgements - Exploration and evaluation expenditure
Exploration and evaluation costs are carried forward where right of tenure of the area of interest is
current. These costs are carried forward in respect of an area that has not at balance sheet date reached
a stage that permits reasonable assessment of the existence of economically recoverable reserves,
refer to the accounting policy stated in note 1(a).
Key Judgements - Share based payment transactions
The Company measures the cost of equity-settled transactions with employees by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined by
an internal
valuation using a Black-Scholes option pricing model.
Key Judgments - Environmental issues
Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or
enacted environmental legislation, and the directors understanding thereof. At the current stage of the
company’s development and its current environmental impact the directors believe such treatment is
reasonable and appropriate.
Key Estimate - Taxation
Balances disclosed in the financial statements and the notes thereto, related to taxation, are based on
the best estimates of directors. These estimates take into account both the financial performance and
position of the
company as they pertain to current income taxation legislation, and the directors understanding thereof.
No adjustment has been made for pending or future taxation legislation. The current income tax position
represents that directors’ best estimate, pending an assessment by the Australian Taxation Office.
40
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
49
Notes to the financial statements
for the year ended 30 June 2023
(p)
Fair value measurements
The Group measures and recognises the asset, ‘Financial assets held for trading’ at fair value on a
Recurring basis after initial recognition.
The Group does not subsequently measure any liabilities at fair value on a non-recurring basis.
(i)
Fair Value Hierarchy
AASB 13: Fair Value Measurement requires the disclosure of fair value information by level of the fair
value hierarchy, which categorises fair value measurements into one of three possible levels based on
the lowest level that an input that is significant to the measurement can be categorised into as follows:
Level 1
Level 2
Level 3
based
Measurements
on
quoted prices (unadjusted) in
identical
active markets
assets or liabilities that the
entity can access at
the
measurement date
for
Measurements based on inputs
other
than quoted prices
included in Level 1 that are
observable for the asset or
liability, either directly or
indirectly.
Measurements
unobservable
asset or liability.
based
inputs
for
on
the
The fair values of assets and liabilities that are not traded in an active market are determined using one
or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of
observable market data. If all significant inputs required to measure fair value are observable, the asset
or liability is included in Level 2. If one or more significant inputs are not based on observable market
data, the asset or liability is included in Level 3.
(ii)
Valuation techniques
The Company selects a valuation technique that is appropriate in the circumstances and for which
sufficient data is available to measure fair value. The availability of sufficient and relevant data primarily
depends on the specific characteristics of the asset or liability being measured. The valuation technique
selected by the Company is the Market approach whereby valuation techniques use prices and other
relevant information generated by market transactions for identical or similar assets or liabilities. When
selecting a valuation technique, the Company gives priority to those techniques that maximise the use
of observable inputs and minimise the use of unobservable inputs. Inputs that are developed using
market data (such as publicly available information on actual transactions) and reflect the assumptions
that buyers and sellers would generally use when pricing the asset or liability are considered
observable, whereas inputs for which market data is not available and therefore are developed using
the best information available about such assumptions are considered unobservable. The following
table provides the fair values of the Company’s assets and liabilities measured and recognised on a
recurring basis after initial recognition and their categorisation within the fair value hierarchy.
(q)
Adoption of new and revised standards
In the year ended 30 June 2023, the Directors have reviewed all of the new and revised Standards and
Interpretations issued by the AASB that are relevant to the Company and effective for the current
reporting periods beginning on or after 1 July 2023.
As a result of this review, the Directors have determined that there is no material impact of new
Standards and Interpretations issued by the AASB that are relevant to the Company and effective for
the current reporting periods beginning on or after 1 July 2023.
41
Torque Metals Limited 30 June 2023
50
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
(r)
New, revised or amending accounting standards and interpretations adopted.
The Directors have also reviewed all Standards and Interpretations issued but not yet mandatory for
the year ended 30 June 2023. As a result of this review the Directors have determined that there is no
material impact of the Standards and Interpretations issued but not yet mandatory, therefore no change
is necessary to Group accounting policies.
(s)
Recognition and measurement of fixed assets
Items of plant and equipment are measured at cost less accumulate depreciation and accumulated
impairment losses. When parts of an item of plant and equipment have different useful lives, they are
accounted for as separate items of plant and equipment.
Depreciation is recognised in profit and loss on a straight-line basis over the estimated useful lives of
each part of an item of plant and equipment. Depreciation, methods, useful lives and residual values
are reviewed at each reporting date.
The depreciation rates used for each class of depreciable asset are:
Class of Fixed Asset
Vehicles
Camp Infrastructure
Depreciation Rate
33 1/3 %
10 %
2. Other Income
Net gain on disposal of plant and equipment
Mining water agreement
Sale of tenements
Other income
3. Expenses
Administrative expenses
Depreciation and amortisation
Exploration written off
Interest Paid
Share Based Payment Net Movement
3a
3a Share Based Payments
Performance Right - Movement for the year
Options issued during the year
Year Ended
30 June
2023
$
Year Ended
30 June
2022
$
3,092
104,000
100,000
207,092
-
-
-
-
Year Ended
30 June
2023
$
Year Ended
30 June
2022
$
1,003,742
41,322
701,406
3,466
551,444
2,301,380
870,801
24,932
171,836
2,228
1,084,707
2,154,504
425,059
126,385
551,444
869,569
215,138
1,084,707
42
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
51
Notes to the financial statements
for the year ended 30 June 2023
3b Key Management Personnel
Short term employee benefits
Post employment benefits
Other long-term benefits
Share based payments
Year Ended
30 June
2023
$
Year Ended
30 June
2022
$
763,180
59,147
1,241
129,468
953,036
643,675
-
-
813,742
1,457,417
Termination benefits were paid to Key Management Persons (Neil McKay subsequently after year end).
Names and positions held of the Company’s key management personnel in office at any time during
the 2022/2023 financial year are:
Key Management Personnel
Patrick N. Burke
Cristian Moreno
Antony L. Lofthouse
Andrew Woskett
Neil W. McKay
Henko Vos and Jessamyn Lyons
Position
Non- Executive Chairman
Managing Director
Non-Executive Director
Non-Executive Director
Company Secretary/CFO
(resigned 26 June 2023)
Joint Company Secretaries
(appointed 26 June 2023)
Refer to the Remuneration Report contained in the Director’s Report for details of the shares and rights
held and remuneration paid of payable to each member of the Company’s key management personnel
for the year ended 30 June 2023.
3c. Auditors Remuneration
Remuneration of the auditor for:
Auding or reviewing the financial report
4. Income tax benefit/(expense)
(a) Current Tax Expense
Current Year
Under/(over) provided in prior years
Total
20,672
20,672
27,500
27,500
-
-
-
-
-
-
43
Torque Metals Limited 30 June 2023
52
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
(b) Reconciliation of income tax expense to prima
facie tax payable
Profit/(loss) before tax
Income tax expense/(benefit) using the domestic corporation
tax rate of 25% (2022: 25%)
Tax effect of permanent differences:
Non-deductible expenses
Capital Raising Costs
Capitalised exploration
Adjustments recognised in the current year in relation
to the current tax of previous years
Other
temporary differences not brought to account
Income tax attributable to operating loss
(c) Deferred tax assets
Tax losses
Provisions and Accruals
Capital Raising Costs
Employee benefits
Leases
Trade and other payables
Other future deductions
Total deferred assets
Set-off deferred tax liabilities pursuant to set-off provisions
Net deferred tax assets
Less: Deferred tax assets not recognised
Net tax assets
(d) Deferred tax liabilities
Exploration Expenditure
Property, plant & equipment
Right of use assets
Other assets
Non-recognition of deferred tax assets
(e) Tax Losses
Unused tax losses for which no deferred tax asset has
been recognised
Potential tax benefit @ 25% (2022: 25%)
30 June
2023
$
30 June
2022
$
(2,094,288)
(2,154,505)
(523,572)
(538,626)
138,642
(116,883)
271,648
(53,345)
(735,176)
630,018
-
-
(128,205)
-
5,431
(1,050,068)
-
2,800,195
-
-
18,441
10,235
15,218
258,566
3,102,655
(1,651,323)
1,451,332
(1,451,332)
-
1,564,291
16,215
149,558
-
-
-
-
1,730,064
(313,026)
1,417,038
(1,417,038)
-
(1,586,961)
(29,707)
(9,655)
(25,000)
1,651,323
-
313,026
-
-
-
(313,026)
-
11,200,780
6,257,164
2,800,195
1,564,291
The benefit for tax losses will only be obtained if:
a) The company and consolidated entity derive future assessable income of a nature and an
amount sufficient to enable the benefit from the deductions for the losses to be realised;
b) The company and the consolidated entity continue to comply with the conditions for deductibility
imposed by law; and
c) No changes in tax legislation adversely affect the ability of the Company to realise these tax
losses.
44
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
53
Notes to the financial statements
for the year ended 30 June 2023
5. Reconciliation of loss for the Period to net cash
flows from Operating Activities
Net (loss) for the period
Interest expense
Depreciation and amortisation
Exploration expense written off
Performance Rights Net Movement
Sale of tenements classified as investing activities
Option Reserve Movement
Operating loss before changes in working capital
Decrease / (Increase) in receivables and prepayments
Increase / (Decrease) in payables and accruals
Increase/(decrease) in employee benefits
Net cash used in operating activities
6. Cash on Hand and Equivalents
Cash on hand
Cash at bank
7. Trade and other receivables
G.S.T. receivables
Other
30 June
2023
$
30 June
2022
$
(2,094,288)
(2,154,504)
3,466
41,322
701,407
551,444
(100,000)
-
(896,650)
2,405
620,827
2,607
4,771
24,932
171,836
869,569
-
215,138
(868,258)
15,214
(371,439)
(270,810)
(1,224,483)
30
2,090,359
2,090,389
30
3,440,913
3,440,943
23,498
9,577
33,074
30 June
2023
$
19,911
1,982
21,893
30 June
2022
$
8. Non-current assets classified as held for sale
Tenement- Bullfinch Project
650,000
-
The Tenement known as Bullfinch Project is currently held for sale and is expected to be sold within
five months from the reporting date (15 December 2023). Altan made a non-refundable cash payment
of $100,000 and conditional upon the secondary listing of Altan on ASX, Altan shall pay a further
$650,000 cash or issue shares to the same value at the same price as shares issued under the
secondary listing on ASX.
45
Torque Metals Limited 30 June 2023
54
TORQUE METALS
9. Plant and equipment
Camp at cost
Less: Camp - Accumulated depreciation
Vehicles at cost
Less: Vehicle – Accumulated depreciation
Balance at 30 June 2023
Reconciliation:
Balance as at 1 July 2021
Additions
Disposals
Depreciation Charged
Balance at 30 June 2022
Balance as at 1 July 2022
Additions
Disposals
Depreciation expense
Balance at 30 June 2023
Notes to the financial statements
for the year ended 30 June 2023
30 June
2023
$
90,032
(7,332)
82,700
26,354
(8,052)
18,302
101,002
30 June
2022
$
82,141
-
82,141
22,127
(4,302)
17,825
99,966
Vehicle
$
22,127
-
17,825
17,825
26,354
(17,825)
(8,052)
18,302
Camp
$
82,141
-
(4,302)
82,141
82,141
7,891
-
(7,332)
82,700
Total
$
104,268
-
(4,302)
99,966
99,966
34,245
(17,825)
(15,384)
101,002
10. Right of use assets - Leases
a. Amounts recognised in the balance sheet
Right of use asset
Opening Balance- at cost
Less Accumulated Depreciation
Closing balance
Lease Liabilities
Opening Balance - Current
Opening Balance - Non-Current
Opening Balance - Total
Add: Interest
Less: Payments
Closing balance - Total
Closing Balance - Current
Closing Balance - Non-Current
30 June
2023
$
30 June
2022
$
83,321
(44,698)
83,321
(24,068)
38,623
59,253
26,859
34,010
60,869
3,466
(23,394)
40,941
21,713
19,228
22,071
61,250
83,321
4,771
(23,784)
64,308
26,859
34,010
b. Amounts recognised in the income statement
Depreciation of right of use asset
Interest expense on lease liabilities
20,630
3,466
24,068
4,771
46
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
55
Notes to the financial statements
for the year ended 30 June 2023
c. Leasing Activities
The Company entered into an office lease for the premises at Unit 8/16 Nicholson Road, Subiaco, WA
6008. The lease commenced on 15 May 2022 with an option to extend for a further 36 months ending
14 May 2025. The Company intends to exercise the option. The lease is recognised as a right of use
asset and a corresponding liability at the date at which the leased asset is available for use by the
Company. Each lease payment is allocated between the liability and finance cost. The finance cost is
charged to profit or loss over the lease period as to produce a constant periodic rate of interest on the
remaining balance of the liability for each period. The right of use asset is amortised over the shorter of
the asset's useful life and the lease term on a straight-line basis.
Initial measurement
Assets and liabilities from a lease are initially measured on a present value basis. The lease liability
included the present value of the fixed payments and variable lease payments that depend on an index,
initially measured using the index as at the commencement date (reconciled and adjusted for actual
index each year). The lease payments are discounted using an incremental borrowing rate of 6.66%.
The right of use asset is measured at cost comprising of the initial measurement of the lease liability.
Subsequent measurement
The right of use asset is subsequently measure at cost less any accumulated amortisation and any
accumulated impairment losses and adjusted for any re-measurement of the lease liability accumulated
impairment losses and adjusted for any re-measurement of the lease liability. The lease liability is
subsequently measured to reflect the interest on the lease liability, the lease payments made and any
reassessment of the variable payments.
30 June
2023
$
30 June
2022
$
11. Exploration and Evaluation Expenditure
8,798,361
6,665,101
Tenement Acquisition
Represented by:
Acquisition of Bullfinch Project from Talga Resources Ltd
Less written off
Acquisition of Bullfinch Project from Tribal Mining Pty Ltd.
Acquisition of Paris Gold Project from Austral Pacific
Pty. Ltd.
Joint Venture from Jindalee Resources Ltd.
Exploration and evaluation expenditure
Opening Balance
Expenditure for the period
Expenditure written off
Classified as held for sale
Closing Balance
Total Exploration and Expenditure
2,373,964
2,450,518
327,560
(76,554)
251,006
51,045
397,493
(69,933)
327,560
51,045
2,031,306
2,031,306
40,607
2,373,964
40,607
2,450,518
4,214,583
3,484,667
(624,853)
(650,000)
6,424,397
8,798,361
1,203,944
3,112,542
(101,903)
-
4,214,583
6,665,101
47
Torque Metals Limited 30 June 2023
56
TORQUE METALS
12. Trade and other payables
Trade creditors
Other creditors and accrued expenses
Notes to the financial statements
for the year ended 30 June 2023
30 June
2023
$
30 June
2022
$
788,328
97,050
885,378
226,514
76,366
302,880
Trade and other payables are non-interest-bearing liabilities stated at cost.
13. Provisions
Current Provisions:
Annual leave provision
Non-current provisions:
Long service leave
14. Unsecured Loans
49,809
49,809
4,895
4,895
-
-
-
-
(i) Advances (to)/from Directors
-
-
(180)
(180)
(i) Working capital advances, with no fixed term of repayment and without interest
15. Issued Capital
a. Ordinary Shares
Opening balance for
the period
Placement at $0.014
Placement at $0.014
Placement at $0.20
Placement at $0.20
Cost relating to share issue
b. Capital risk management
Year ended 30 June 2023 Year ended 30 June 2022
No.
No.
$
$
77,818,519 11,491,768 62,818,519 9,041,144
17,518,519 2,365,000
1,000,000 135,000
15,000,000
-
-
3,000,000
(549,376)
(467,585)
96,337,038
13,524,183
77,818,519 11,491,768
The Board controls the capital of the Company in order to provide the shareholders with adequate
returns and ensure that the Company can fund its operations and continue as a going concern. The
Company’s capital includes ordinary share capital. There are no externally imposed capital
requirements.
48
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
57
Notes to the financial statements
for the year ended 30 June 2023
The Working Capital position of the Company for year endings 30 June 2023 and 2022 are as follows:
30 June
2023
$
30 June
2022
$
2,090,389
650,000
33,074
(956,900)
1,816,563
3,440,943
-
21,893
(329,920)
3,132,916
16. Working Capital
Cash and Cash Equivalents
Non-current assets held for sale
Trade and other receivables
Current Liabilities
Working Capital Position
17. Option Entitlement 1 cent
Opening Balance
Entitlement Issue 1 cent
Year ended 30 June
2023
No.
12,634,092
$
126,341
-
-
44
126,385
Year ended 30 June
2022
No.
-
12,634,092
$
-
126,341
-
126,341
Proceeds from options
Closing Balance
Pro Rata Loyalty Option issued 1 December 2022 in accordance with Prospectus dated 8
November 2022.
-
12,634,092
-
12,634,092
18. Option Reserve
Opening Balance
Issuance of Options Financial Services
Closing Balance
30 June
2023
$
30 June
2022
$
1,704,885
317,586
2,022,471
1,120,372
584,513
1,704,885
(a) Unlisted Options
i) 1,000,000 (post consolidation) options with an expiry date of 27 July 2023 were issued on 28 July
2020 pursuant to the Martin Place Securities Pty. Ltd. Corporate Advisory letter dated 22 April 2020
at an exercise price of $0.30 each. The options were valued at $0.0534 and during the year ended
30 June 2022 $106,857 was expensed as share based payments.
The options were valued at $0.0534 and during the year ended 30 June 2022 $106,857 was expensed
as share based payments.
ii) 3,875,000 (post consolidation) options with an expiry date of 1 June 2024 were issued on 2 June
2022
to the Euroz Harletys I.P.O. Capital Raising Mandate dated 17 December 2020.
The options were valued at $0.1102 cents and during the year ended 30 June 2022 $426,939 was
expensed as share based payments at an exercise price of $0.275 each.
iii) 5,500,000 (post consolidation) options with an expiry date of 1 June 2024 were issued on 2 June
2022 pursuant to the Euroz Harleys I.P.O. Capital Raising Mandate dated 17 December 2020
pursuant to the Euroz Harleys I.P.O. Capital Raising Mandate dated 17 December 2020.
The options were valued at $0.1067 cents and during the year ended 30 June 2022 $586,576 was
expensed as share based payments at an exercise price of $0.30 each.
iv) 2,250,000 options with an expiry date of 22 December 2023 were issued on 23 December 2020
pursuant to a 1 for 2 free attaching option to raise $450,000 to sophisticated Investors on 22
December 2020 at an exercise price of $0.25 each.
49
Torque Metals Limited 30 June 2023
58
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
v) 12,634,092 options with an expiry date of 30 November 2023 were issued on 1 December 2022
pursuant to a Loyalty Entitlement Prospectus dated 8 November 2022 at an exercise price of $0.30
each.
vi) 2,000,000 options with an expiry date of 17 February 2024 were issued on 18 February 2023 to
Euroz Hartleys in part payment of the Loyalty Entitlement Prospectus.
vii) 7,500,000 options with an expiry date of 28 December 2023 were issued on 29 June 2023
pursuant to a 1 for 2 free attaching option to raise $3,000,000 to participating shareholders at an
exercise price of $0.30 each.
vii) 3,750,000 options with an expiry date of 28 December 2023 were issued on 29 June 2023
pursuant to a Capital Raising Agreement dated 24 May 2023 as a Broker Fee for the capital raising
of $3,000,000. The options expire on 28 December 2023.
viii) 4,629,630 options with an expiry date of 7 May 2026 were issued on 28 April 2023 to Euroz
Hartleys in part payment of the Loyalty Entitlement Prospectus.
(b) Option valuation assumptions
The fair value of the options granted we estimated as at the date of grant using a Black-Scholes option
valuation model and a Monte Carlo simulation valuation model. The following table lists the inputs to
the models:
ASX
Code
TORAF
Expected
Volatility
(%)
100
TORAG
100
TORAH
100
TORAE
100
TORAI
100
TORAL
100
TORAM
100
TORAN
100
Risk
Free
Interest
Rate (%)
7
7
7
7
7
7
7
7
Expected Share
Exercise
life
(years)
3
3
3
2
2
2
1.5
1.5
Price at Price
grant
date
$0.20
$0.30
$0.20
$0.275
$0.20
$0.30
$0.07
$0.25
$0.23
$0.30
$0.21
$0.30
$0.24
$0.30
$0.24
$0.30
Options issued
27 July 2020
Options issued 2
June 2022
Options issued 2
June 2022
Options issued
22 Dec 2020
Options issued 1
Dec 2022
Options issued
17 Feb 2023
Options issued
29 June 2023
Options issued
29 June 2023
50
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
59
Notes to the financial statements
for the year ended 30 June 2023
(c) Options outstanding at end of year
The following table illustrate the number and weighted average exercise prices (WAEP) of share options
granted as share based payments on issue during the year.
2023 WAEP
$
2022 WAEP
Outstanding at 1 July
Granted during the year
Outstanding 30 June
2023
Number
38,509,092
13,888,890
52,397,982
$0.28
$0.25
2022
Number
12,625,000
25,884,092
38,509,092
$0.28
$0.30
The weighted average remaining contractual life for options outstanding as at 30
June 2023 is 1.75 years (2022 1.6 years).
(d) Share based Payments Summary
Class
Quantity Grant Date
2022
Options
Options
Options
Options
2023
Options
12,634,092
1/12/2022
2,000,000 18/02/2022
7,500,000 29/06/2022
3,750,000 29/06/2022
4,629,630 28/04/2023
19. Performance Reserve
Value
recognised
during year
$
Exercise Vesting Date
Price
$
Value
recognised in
future years
$
126,341
215,138
-
369,375
710,854
317,586
317,586
0.3
0.3
0.3
0.3
30/11/2023
17/02/2024
28/12/2023
28/12/2023
0.25
7/05/2023
-
-
-
-
-
The Company has the following Performance Rights issued to Directors and staff in existence during
the current and prior reporting periods.
Performance Rights 2023
Class
Grant
Date
Expiry
Date
Opening
balance
1 July 2022
Granted
Vested/
during the Exercised/
year
Expired
During the
year
Rights
Vested
at 30 June
2023
A
A
A
A
B
23/11/2021
1/05/2022
1/06/2022
28/04/2023
23/11/2021
1/05/2022
1/06/2022
28/04/2023
B
B
B
Total
Performance Rights 2022
22/11/2024
5,000,000
30/04/2025
31/05/2025
22/11/2024
1,000,000
500,000
-
22/11/2024
5,000,000
30/04/2025
31/05/2025
22/11/2024
1,000,000
500,000
-
-
-
-
2,000,000
-
-
-
2,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Rights
Unvested
at 30 June
2023
5,000,000
1,000,000
500,000
2,000,000
5,000,000
1,000,000
500,000
2,000,000
17,000,000
Class
Grant
Expiry
Opening
Granted
Vested/
Rights
Rights
51
Torque Metals Limited 30 June 2023
60
TORQUE METALS
(c) Options outstanding at end of year
The following table illustrate the number and weighted average exercise prices (WAEP) of share options
granted as share based payments on issue during the year.
Outstanding at 1 July
Granted during the year
Outstanding 30 June
2023
2023 WAEP
2022 WAEP
Number
38,509,092
13,888,890
52,397,982
$
$0.28
$0.25
2022
Number
12,625,000
25,884,092
38,509,092
$0.28
$0.30
The weighted average remaining contractual life for options outstanding as at 30
June 2023 is 1.75 years (2022 1.6 years).
(d) Share based Payments Summary
Class
Quantity Grant Date
Exercise Vesting Date
recognised in
Value
recognised
during year
$
Price
$
Value
future years
12,634,092
1/12/2022
2,000,000 18/02/2022
7,500,000 29/06/2022
3,750,000 29/06/2022
0.3
0.3
0.3
0.3
30/11/2023
17/02/2024
28/12/2023
28/12/2023
126,341
215,138
-
369,375
710,854
317,586
317,586
Options
4,629,630 28/04/2023
0.25
7/05/2023
$
-
-
-
-
-
The Company has the following Performance Rights issued to Directors and staff in existence during
19. Performance Reserve
the current and prior reporting periods.
Performance Rights 2023
Class
Grant
Date
Expiry
Date
Opening
balance
Granted
Vested/
during the Exercised/
Rights
Vested
1 July 2022
year
Expired
at 30 June
2022
Options
Options
Options
Options
2023
A
A
A
A
B
23/11/2021
1/05/2022
1/06/2022
28/04/2023
23/11/2021
1/05/2022
1/06/2022
28/04/2023
B
B
B
Total
Performance Rights 2022
During the
2023
year
-
-
-
2,000,000
-
-
-
-
-
-
-
-
Rights
Unvested
at 30 June
2023
5,000,000
1,000,000
500,000
2,000,000
Notes to the financial statements
-
-
for the year ended 30 June 2023
-
2,000,000
-
-
-
-
-
-
-
-
5,000,000
1,000,000
500,000
2,000,000
17,000,000
22/11/2024
5,000,000
30/04/2025
31/05/2025
22/11/2024
1,000,000
500,000
-
22/11/2024
5,000,000
30/04/2025
31/05/2025
22/11/2024
1,000,000
500,000
-
Class
Grant
Date
Expiry
Date
Torque Metals Limited 30 June 2023
Opening
balance
1 July 2021
Granted
Vested/
during the Exercised/
year
Expired
During the
year
Rights
Vested
at 30 June
2022
22/11/2024
30/04/2025
31/05/2025
22/11/2024
-
-
-
-
5,000,000
1,000,000
500,000
5,000,000
-
-
-
-
-
-
-
-
1,000,000
B
500,000
B
Total
13,000,000
Valuation of the Class A performance rights was undertaken with factors and assumptions being used in determining the
fair value of each right on the grant date.
30/04/2025
31/05/2025
1,000,000
500,000
-
-
-
-
-
-
Valuation of the Class B performance rights was undertaken with factors and assumptions being used in determine the
fair value of the rights after taking into consideration the drilling and assay results achieved to date. Management is of the
opinion that the probability will be 50%.
51
A
A
A
B
23/11/2021
1/05/2022
1/06/2022
23/11/2021
1/05/2022
1/06/2022
Rights
Unvested
at 30 June
2022
5,000,000
1,000,000
500,000
5,000,000
2023
Class
Number
Fair
Value
$
Grant Date
Expiry Date
5,000,000
757,650
23/11/2021
22/11/2024
1,000,000
1,000,000
1,000,000
500,000
8,500,000
32,105
127,090
32,105
68,978
1,017,928
28/04/2023
1 /05/2022
28/04/2023
1/06/2022
22/11/2024
30/04/2025
22/11/2024
31/05/2025
Expense
During the
Period
258,907
5,554
42,248
5,554
22,930
331,193
5,000,000
1,275,000
23/11/2021
22/11/2024
63,750
1,000,000
1,000,000
1,000,000
500,000
8,500,000
135,000
230,000
135,000
120,000
1,895,000
17,000,000
$2,912,928
28/04/2023
1 /05/2022
28/04/2023
1/06/2022
22/11/2024
30/04/2025
22/11/2024
31/05/2025
67,500
11,500
67,500
6,000
216,250
551,443
A Finch, Burke,
Lofthouse, McKay
A Woskett
A Moreno
A Moreno
A Meshesha
Total Class A
B Finch, Burke,
Lofthouse, McKay
B Woskett
B Moreno
B Moreno
B Meshesha
Total Class B
TOTAL Class A
and B
52
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
61
Notes to the financial statements
for the year ended 30 June 2023
Performance Valuation
Tranche
Exercise
Price
Grant Date
Value per PR
Number of
PRs
Vesting Date
Performance
Hurdle
Tranche
Exercise
Price
Grant Date
Value per PR
prior to
probability
Probability
Valuation per
right
Number of
PRs
Vesting Date
Performance
Hurdle
Directors
Senior Management
Performance Rights Class A
Nil
23/11/2021
$0.15153
28/04/2023
$0.0321
1/05/2022
$0.12709
23/11/2021
$0.15153
1/06/2022
$0.1380
4,000,000
2,000,000
1,000,000
1,000,000
500,000
22/11/2024
22/11/2024
The VWAP of the Company's Shares over a consecutive period of 20 trading days
being not less than $0.40
31/05/2025
30/04/2025
22/11/2024
Directors
Senior Management
Performance Rights Class B
nil
Nil
23/11/2021
28/04/2023
1/05/2022
23/11/2021
1/06/2022
$0.25
$0.135
$0.23
$0.25
50%
50%
$0.125
$0.0675
50%
$0.115
50%
$0.125
$0.24
50%
$0.12
4,000,000
2,000,000
1,000,000
1,000,000
500,000
22/11/2024
22/11/2024
The Company delinates a JORC 2012 Compliant Mineral Resource of not less than
250,000oz of AU
30/04/2025
31/05/2025
22/11/2024
20. Accumulated Losses
Opening Balance
Net Loss attributable to members
Closing Balance
21. Financial Risk Management
30 June
2023
$
(4,623,352)
(2,094,288)
(6,717,640)
30 June
2022
$
(2,468,848)
(2,154,504)
(4,623,352)
The Company’s principal financial instruments comprise receivables, payables, and cash.
The Board of Directors has overall responsibility for the oversight and management of the Company’s
exposure to a variety of financial risks (including fair value interest rate risk, credit risk, liquidity risk and
cash flow interest rate risk).
The Company’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 Company.
53
Torque Metals Limited 30 June 2023
62
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
Interest rate risks
The Company’s exposure to market interest rates relates to cash deposits held at variable rates. The
Board constantly analyses its interest rate exposure. Within this analysis consideration is given to
potential renewals of existing positions.
Credit risk
The maximum exposure to credit risk at balance date is the carrying amount (net of provision of doubtful
debts) of those assets as disclosed in the Statement of Financial Position and notes to the financial
statements. The Company has adopted a policy of only dealing with creditworthy counterparties and
obtaining sufficient collateral where appropriate, as a means of mitigating the risk of financial loss from
defaults. The Company’s exposure and the credit ratings of its counterparties are continuously
monitored and the aggregate value of transactions concluded is spread amongst approved
counterparties.
Credit risk related to balances with banks and other financial institutions is managed by the board. The
board’s policy requires that surplus funds are only invested with counterparties with a Standard & Poor’s
rating of at least A+.
Liquidity risk
The responsibility for liquidity risk management rests with the Board of Directors. The Company’s
liquidity risk by maintaining sufficient cash or credit facilities to meet the operating requirements of the
business and investing excess funds in highly liquid short-term investments.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and
equity prices will affect the Company’s income or the value of its holdings of financial instruments. The
objective of market risk management is to manage and control market risk exposures within acceptable
parameters, while optimising the return.
Maturity profile of financial instruments
The following tables detail the Company’s exposure to interest rate risk as at 30 June 2023 and 30 June
2022:
Maturity profile of financial instruments
The following tables detail the Company’s exposure to interest rate risk as at 30 June 2023 and 30 June
2022:
30 June 2023
Floating
Interest
Rate
$
Fixed Interest
Non-Interest
Maturing in
Bearing
1 year or less
$
$
2023
Total
$
Financial Assets
Cash and Cash Equivalents
Trade and Other Receivables
Weighted average effective
interest rate
nil
-
-
-
-
-
2,090,389
33,074
2,090,389
33,074
-
2,123,463
2,123,463
54
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
63
Notes to the financial statements
for the year ended 30 June 2023
Financial Liabilities
Trade and Other Payables
Lease Liabilities
30 June 2022
Financial Assets
Cash and Cash Equivalents
Trade and Other Receivables
Weighted average effective
interest rate
Financial Liabilities
Trade and Other Payables
Lease Liabilities
-
40,941
40,941
-
-
-
885,378
-
885,378
885,378
40,941
926,319
Floating
Fixed Interest
Non-Interest
Interest
Rate
Maturing in
Bearing
$
-
-
-
nil
-
60,869
60,869
1 year or less
$
-
-
-
-
-
-
2022
Total
$
3,440,943
21,893
3,462,836
$
3,440,943
21,893
3,462,836
302,880
-
302,880
302,880
60,869
363,749
Net Fair Value
The carrying value and net fair values of financial assets and liabilities at balance date are:
Financial Assets
Cash and Deposits
Trade and Other Receivables
Financial Liabilities
Trade and Other Payables
Unsecured Loans
2023
Carrying
Value
$
Net Fair
Value
$
2022
Carrying
Value
$
Net Fair
Value
$
2,090,389
33,074
2,123,463
885,378
40,941
926,319
2,090,389
33,074
2,123,463
885,378
40,941
926,319
3,440,943
21,893
3,462,836
302,880
60,869
363,749
3,440,943
21,893
3,462,836
302,880
60,869
363,749
The financial instruments recognised at fair value in the statement of financial position have been
analysed and classified using a fair value hierarchy reflecting the significance of the inputs used in
making the measurements. All financial instruments measured at fair value are level one, meaning fair
value is determined from quoted prices in active markets for identical assets.
Sensitivity Analysis
Interest Rate Risk
The Company has performed sensitivity analysis relating to its exposure to interest rate risk at balance
date. This sensitivity analysis demonstrates the effect on the current year results and equity which could
result from a change in these risks.
55
Torque Metals Limited 30 June 2023
64
TORQUE METALS
Notes to the financial statements
for the year ended 30 June 2023
Sensitivity
Change in Loss
- Increase in interest rate by 100 basis points
- Decrease in interest rate by 100 basis points
Change in Equity
- Increase in interest rate by 100 basis points
- Decrease in interest rate by 100 basis points
22. Earnings per Share
a) Reconciliation of earnings to profit or loss:
Loss for the year
Loss used to calculate the basic and diluted EPS
b) Basic and diluted weighted average number of
ordinary shares outstanding during the year used
in calculating dilutive EPS
30 June
2023
$
30 June
2022
$
20,904
(20,904)
20,904
(20,904)
34,409
(34,409)
34,409
(34,409)
30 June
2023
$
30 June
2022
$
(2,094,288)
(2,094,288)
(2,154,504)
(2,154,504)
96,337,038
65,318,519
23. Commitments
In order to maintain rights of tenure to mining tenements, the Company would have the
following discretionary exploration expenditure requirements up until expiry of leases.
These obligations, which are subject to renegotiation upon expiry of the leases, are not provided for
in the financial statements and are payable:
Tenement Commitments
Not longer than one year
Longer than one year but not longer than five years
Longer than five years
30 June
2023
$
30 June
2022
$
789,200
2,798,770
2,862,410
1,010,534
3,373,764
3,531,823
7,916,121
The Company currently has commitments in excess of cash; however, the Board believes will be
able to raise the additional funds to satisfy the commitments for the future.
If the Company decides to relinquish certain leases and/or does not meet these obligations, assets
recognised in the statement of financial position may require review to determine the appropriateness
of carrying values. The sale, transfer or farm-out of exploration rights to third parties will reduce or
extinguish these obligations.
6,450,380
56
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
65
Notes to the financial statements
for the year ended 30 June 2023
24. Operating Segments
The Company operates in one segment being exploration in Western Australia, Australia.
25. Contingencies
The directors are not aware of any contingent liabilities or assets as at 30 June 2023.
26. Events after the reporting period
Subsequently after year end the Company entered into an option agreement to acquire 100% of ‘New
Dawn’, an unmined Lithium and Tantalum occurrence, 600m along strike of the established Bald Hill
lithium-tantalum operation. The package of tenements us adjacent to the Company’s Paris Gold
Camp, with the expanded aggregate holdings to be renamed the Penzance Project.
The Company paid $150,000 for the exclusive Option which it may exercise at any time during the
period 1 January - 31 January 2024. Upon exercise of the Option, which is conditional upon due
diligence by the Company, shareholder approval for issue of relevant consideration shares and
performance shares, and any other regulatory approvals (“Conditions”), the Company shall acquire
the tenement package on the following terms:
vi.
vii.
$1.5 million cash;
15 million Shares (“Consideration Shares”), with 7.5 million of the Consideration Shares
escrowed for 6 months;
viii.
2% Net Smelter Royalty, and
ix.
x.
The issue of 85 million Performance Shares which will be convertible into Shares on
satisfaction of certain performance milestones.
Performance based cash payments of up to $3.0 million, subject to satisfaction of the
certain performance milestones.
The acquisition thereof was funded by raising capital of $4 million at $0.12 per share.
The Company issued 500,000 unlisted options exercisable at $0.275 each, expiring on 23 June 2024
and 500,000 unlisted options exercisable at $0.35 each expiring on 23 June 2025.
The Company issued 700,000 fully paid ordinary shares on 6 September 2023. The reason thereof was
700,000 options expiring 28 December 2023 at an exercise price of $0.30 was exercised.
The Company issued 62,500 fully paid ordinary shares on 9 September 2023. The reason thereof was
62,500 options at $0.30 expiring 28 December 2023 was exercised.
The Company issued 23,084,260 fully paid ordinary shares on 19 September 2023.
The Company agreed to pay Ian Finch $65,000 as per the termination deed on 3 July 2023.
The Company issued 191,210 ordinary fully paid shares on 22 September 2023 due to the exercise of
11,111 options expiring on 7 May 2023 with an exercise price of $0.25 and 180,099 options expiring 7
May 2026 with an exercise price of $0.25.
There has been no other matter or circumstance occurring subsequent to the end of the financial year
that has significantly affected, or may significantly affect, the operations of the Company, the results of
those operations, or the state of affairs of the Company in future financial years other than those
disclosed above.
57
Torque Metals Limited 30 June 2023
66
TORQUE METALS
Additional Shareholders Information
Additional Shareholders Information
as at 20 September 2023
As at 20 September 2023
Information required by Australian Stock Exchange Limited and not shown elsewhere in this Annual
Report is as follows. The information is provided as at 20 September 2023.
1. Shareholdings
The issued capital of the Company as at 20 September 2023 is:
120,183,798 fully paid ordinary shares
All issued fully paid ordinary shares carry one vote per share.
2. Distribution of Equity Securities
Ordinary Shares (ASX Code: TOR)
Holding Ranges
1 – 1,000
1001 – 5,000
5001 – 10,000
10001 – 100,000
100001 Over
TOTAL
Total Units
2,596
370,127
893,936
16,844,548
102,072,591
120,183,798
3. Unmarketable Parcels
Holders
21
125
111
378
202
837
% Issued Share
Capital
0.00%
0.31%
0.74%
14.02%
84.93%
100.00%
There were 28 holders of less than a marketable parcel of ordinary shares.
4. Substantial Shareholders
As at 20 September 2023 the company had no substantial shareholders.
5. Restricted Securities Subject to Escrow
There are currently no restricted securities subject to escrow.
6. Group Cash and Assets
In accordance with Listing Rule 4.10.19, the Group confirms that it has been using the cash and assets
for the year ended 30 June 2023 consistent with its business objective and strategy.
58
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
67
Additional Shareholders Information
as at 20 September 2023
7. Top 20 Largest Holders of Listed Securities
1
2
3
4
5
6
7
8
9
Holder Name
MR DARREN CARTER
AUSTRAL PACIFIC PTY LTD
MR PHILLIP RICHARD PERRY
MORGAN STANLEY AUSTRALIA SECURITIES (NOMINEE)
PTY LIMITED
TURF MOOR PTY LTD
MR TSHUNG HUI CHANG
TWO TOPS PTY LTD
KHE SANH PTY LTD
ATKINS SUPERANNUATION FUND PTY LTD
ABEH PTY LTD
INJI INVESTMENTS PTY LTD
FAIRBROTHER HOLDINGS PTY LTD
10
11
12
13 CERTANE CT PTY LTD
14
BLUE COASTERS PTY LTD
15 OCEAN REEF HOLDINGS PTY LTD
16
17
PERTH SELECT SEAFOODS PTY LTD
BEARAY PTY LTD
MANDOLIN NOMINEES PTY LTD
MR BARRY FRANCIS CRONIN + MRS KERRY ANNE
CRONIN
FRUS INVESTMENTS PTY LTD
Total Held by top 20 registered shareholders
18
19
20
Holding
5,550,000
4,600,000
4,489,697
4,175,000
3,866,835
3,352,500
2,750,000
2,200,000
1,775,000
1,769,166
1,405,000
1,400,000
2,707,750
1,350,000
1,350,000
1,250,000
1,242,537
1,150,000
%
4.62
3.83
3.74
3.47
3.22
2.79
2.29
1.83
1.48
1.47
1.17
1.16
2.26
1.12
1.12
1.04
1.03
0.96
850,000
850,000
48,083,485
0.71
0.71
40.02
8. Unquoted Options
Date
1/12/2021
20/12/2021
29/06/2022
29/06/2022
18/02/2022
23/06/2021
23/06/2021
6/07/2023
6/07/2023
8/05/2023
Total
Number
12,634,092
$0.30 Expiring 30 November 2023
Terms
2,250,000
$0.25 Expiring 22 December 2023
25,000
$0.30 Expiring 28 December 2023
10,462,500
$0.30 Expiring 28 December 2023
2,000,000
3,875,000
5,500,000
500,000
500,000
$0.30 Expiring 17 February 2023
$0.275 Expiring 23 June 2024
$0.30 Expiring 23 June 2024
$0.275 Expiring 23 June 2024
$0.35 Expiring 23 June 2025
13,888,890
$0.25 Expiring 7 May 2025
51,635,482
59
Torque Metals Limited 30 June 2023
68
TORQUE METALS
Tenements
Tenements
INTEREST IN MINING TENEMENTS as at 20 September 2023
Tenement
Project Name
Registered Holder
M 15/1175
M 15/479
M 15/480
M 15/481
M 15/482
M 15/496
M 15/497
M 15/498
M 15/1719
P 15/5992
P 15/6149
E 15/1736
E 15/1747
E 15/1752
E 77/2522
E 77/2222
E 77/2251
E 77/2350
E 77/2607
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Paris Gold
Project
Bullfinch
Bullfinch
Bullfinch
Bullfinch
Bullfinch
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Jindalee Resources Ltd*
Jindalee Resources Ltd*
Jindalee Resources Ltd*
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Torque Metals Ltd
Beneficial
Interest
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0%
0%
0%
100%
100%
100%
100%
100%
*Jindalee Resources Ltd = first year farm-in earning interest
Torque Metals Limited is the Manager of all Tenements
P: Prospecting Licence
E: Exploration Licence
M: Mineral Licence
60
Torque Metals Limited 30 June 2023
2023 ANNUAL REPORT
69
ASX:TOR
ACN 621 122 905
W torquemetals.com
T
+61 (0) 410 280 809
A Unit 8, 16–18 Nicholson Road, Subiaco WA 6008
P Level 3, 88 William St, Perth, WA 6000