Annual Report
30 June 2018
ABN 51 119 678 385
Corporate Directory
Non-Executive Chairman
Mel Ashton
Managing Director
Andrew Radonjic
Non-Executive Directors
Hamish Halliday
John Jetter
Company Secretary
Jamie Byrde
Principal & Registered Office
Level 3, 24 Outram Street
WEST PERTH WA 6005
Telephone: (08) 6279 9428
Facsimile: (08) 6500 9986
Share Registry
Security Transfer Australia Pty Ltd
770 Canning Highway
APPLECROSS WA 6153
Auditors
Stantons International
Level 2
1 Walker Avenue
WEST PERTH WA 6005
Bankers
National Australia Bank
50 St Georges Terrace
PERTH WA 6000
Stock Exchange Listing
Australian Securities Exchange
(Home Exchange: Perth, Western Australia)
Code: VMS
Website Address
www.ventureminerals.com.au
Contents
Chairman’s Letter to Shareholders
Directors’ Report
Auditor’s Independence Declaration
Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional Shareholder Information
Schedule of Mineral Tenements
2018 Annual Report
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3
42
43
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74
76
Venture Minerals Limited | 1
Chairman’s Letter to Shareholders
Chairman’s Letter to Shareholders
On behalf of the Directors of Venture Minerals Limited (“Venture”), I present to shareholders the
Company’s annual report for the year ended 30 June 2018.
During the year Mr Andrew Radonjic was appointed as Managing Director of the Company after Mr
Halliday stepped down but will continue to maintain an ongoing and active role as a Non-Executive
Director and Corporate Consultant. Mr Radonjic has been a director of Venture Minerals since its
inception and has held the role of Technical Director for the past eight years.
Venture completed two maiden drill programs throughout the year in Western Australia, firstly
testing the Nickel-Copper-Cobalt target at the Caesar Project with minor disseminated sulfides
intersected, hence proving the concept whilst also intersecting gold-silver base metal mineralisation.
Secondly, the Company drilled a Lithium target at the Odin prospect where it instead intersected
disseminated Nickel-Copper sulfides within a mafic-ultramafic host unit, therefore realising Venture
a new Nickel-Copper target.
Subsequent to the end of the year, the Company completed another maiden drill program but at the
Thor Prospect within our southwest tenement portfolio in Western Australia. Drilling intersected a
17m zone of disseminated, semi-massive and massive sulfides, with portable XRF recognizing the
presence of zinc and copper therefore confirming a large Volcanogenic Massive Sulfides (“VMS”) style
sequence extending over 20 strike kilometres. A major high resolution, heli-bourne, electromagnetic
(“EM”) survey targeting over 281 km² of priority targets has been commissioned.
During the year the Company secured two exploration licence applications (465 km²) around and
along strike from Golden Mile Resources’ (ASX code: G88) Quicksilver Nickel-Cobalt Discovery
located ~300 km east of Perth in Western Australia and named it the Pingaring project. Venture now
has a strong land position within an emerging new Nickel-Cobalt province in Western Australia
which is only 100 km west of the Forrestania Greenstone Belt which contains the Spotted Quoll and
Flying Fox company-making Nickel Sulfide Deposits.
In response to high demand from the fast-growing electric vehicle (“EV”) market the Company
commenced a detailed re-assessment of the high grade tin and tungsten resource base at the Mount
Lindsay Project. Venture is uniquely positioned with Mount Lindsay being one of the largest
undeveloped tin projects in the world, containing in excess of 80,000 tonnes of tin metal.
The Company remains positive about the outlook for the current year and is excited about advancing
the Thor VMS discovery and is looking forward to unlocking value from the Mount Lindsay Tin-
Tungsten asset, whilst continuing to explore its other prospects in Western Australia.
The board would like to congratulate Mr Radonjic on his new appointment and looks forward to
meeting shareholders at the upcoming annual general meeting.
Mel Ashton
Chairman
Venture Minerals Limited | 2
Directors’ Report
For the year ended 30 June 2018
The Directors of Venture Minerals Limited submit herewith the consolidated financial statements of the
Company and its controlled entities (“Group” or “Consolidated Entity”) for the financial year ended 30 June
2018 in order to comply with the provisions of the Corporations Act 2001.
Directors
1.
The following persons were Directors of Venture Minerals Limited during the whole of the financial year and
up to the date of this report, unless otherwise stated:
Mr Mel Ashton
Mr Andrew Radonjic
Mr Hamish Halliday
Mr John Jetter
Non-Executive Chairman
Managing Director (since 15 December 2017, previously Technical Director)
Non-Executive Director (since 15 December 2017, previously Managing Director)
Non-Executive Director
Principal Activities
2.
The principal activity of the consolidated entity during the financial year was mineral exploration. There
were no significant changes in the nature of the consolidated entity’s principal activities during the financial
year.
Group Financial Overview
3.
Profit and Loss
The loss attributable to owners of the consolidated entity after providing for income tax amounted to
$3,511,165 (2017: $1,782,967).
Financial Position
The consolidated entity had $2,308,957 in cash and cash equivalents as at 30 June 2018 (2017: $934,443).
The Directors believe the consolidated entity is in a sound financial position with sufficient capital to
effectively explore its current landholdings.
4. Dividends Paid or Recommended
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by
way of a dividend to the date of this report.
Business Strategies & Prospects for the Forthcoming Year
5.
Venture Minerals Limited is focused upon the exploration and development of mineral resources within its
current portfolio of projects in Tasmania, Thailand and Western Australia.
The Company will look to delineate priority VMS drill targets in the southwest tenement package in Western
Australia through a heli-borne EM survey, detailed surface geochemical sampling and geological mapping.
This program is designed to facilitate drill testing of either the 20km VMS target at Thor or on any of the five
other priority VMS style targets within the tenure.
As part of Venture’s response to high demand from the fast-growing EV market for battery metals such as
tin, the Company has committed to completing an underground scoping study on the high-grade portion of
the tin-tungsten resource at the Mount Lindsay Project. The outcome of the study will determine Venture’s
strategy on the asset going forward.
All of the other Western Australian exploration prospects will be advanced in preparation for drill testing
throughout the year.
The Company will continue to identify new mineral exploration opportunities within Australia and the rest
of the world for further potential acquisitions which may offer value enhancing opportunities for
shareholders.
Material business risks that may impact the results of future operations include further exploration results,
future commodity prices and funding.
Venture Minerals Limited | 3
Directors’ Report
For the year ended 30 June 2018
Significant Changes in the State of Affairs
6.
There were no significant changes in the state of affairs of the Company during the financial year.
Review of Operations
7.
Thor Prospect, Base Metals, Western Australia
Introduction
The Thor Prospect sits within Venture’s Southwest tenement package (281 km²) and is located 240 km
south of Perth (Refer Figure One), hosted within the in the Balingup Gneiss Complex. A joint venture between
Teck Cominco and BHP Billiton, first identified this area as being prospective for base and precious metals
hosted within the complex. The joint venture completed surface sampling and airborne EM surveys which
culminated in the discovery of a base and precious metals deposit (Kingsley Prospect) (Refer Figures One and
Two) which Teck identified as a meta-VMS system in high grade metamorphic rocks. Venture’s nearby Thor
prospect hosts a strong and coherent arsenic in laterite anomaly with locally elevated levels of copper, zinc,
tin, bismuth, tungsten and antimony, elements that are typically elevated in VMS systems.
Following the discovery of the main Thor target as well as three additional anomalies to the east, the
Company is working on extending and refining the known exploration targets. This resulted in surface
sampling extending the main Thor target and also identifying additional targets to the north and south,
pushing the total combined strike to over 10 km of EM and geochemical targets.
Recently the Company acquired the northern extension (E70/5067), so that Thor now encompasses some
24 strike km of prospective geology which already hosts multiple VMS Style targets (Refer Figure One).
Activities during the Year
During the year, Venture received approval to drill at the Thor VMS Prospect, a priority copper-lead-zinc
drill target due to its scale, EM and geochemical signature, and proximity to the nearby Kingsley prospect.
Kingsley is a VMS style, massive sulfide body (containing copper, lead and zinc) (Refer ASX Announcement 12
April 2017) previously drilled by Teck, one of the world’s largest zinc producers (Refer Figure Two and Image
One).
The Company’s maiden drill program (initially consisting of three diamond drill holes) has received co-
funding from the Western Australian State Government, which effectively halves the cost of the first hole.
Subsequent to the end of the year, the Company completed the maiden drill program at Thor Prospect and
intersected a 17m zone of disseminated, semi-massive and massive sulfides (Refer Image Two), with portable
XRF recognizing the presence of zinc and copper (Refer ASX Announcement 8 August 2018) therefore confirming a
large VMS style sequence extending over 20 strike kilometres (Refer Figure Three). A major high resolution,
heli-bourne, electromagnetic EM survey targeting over 281 km² of priority targets has been commissioned
(Refer ASX Announcement 30 August 2018).
Venture Minerals Limited | 4
Directors’ Report
For the year ended 30 June 2018
Review of Operations (continued)
7.
Figure One | Thor and Odin Prospect Location Plan
Odin Prospect
Li and Ni-Cu targets
Venture Minerals Limited | 5
Directors’ Report
For the year ended 30 June 2018
Review of Operations (continued)
7.
Figure Two | Thor and Kingsley Tungsten (“W”) in laterite anomalies over airborne EM conductivity image
Image One | Historic Kingsley Drill Core
with massive sulfides
Venture Minerals Limited | 6
Directors’ Report
For the year ended 30 June 2018
Review of Operations (continued)
7.
Image Two | Massive Sulfide in Drill Core from Drilling at the Thor Prospect
Venture Minerals Limited | 7
Directors’ Report
For the year ended 30 June 2018
Review of Operations (continued)
7.
Figure Three | Thor VMS Target with drilling on aeromagnetic image
Venture Minerals Limited | 8
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Pingaring Project, Nickel-Copper-Cobalt, Western Australia
Introduction
The Company has secured two exploration licence applications (465 km²) around and along strike from
Golden Mile Resources’ (ASX code: G88) Quicksilver Nickel-Cobalt Discovery located ~300 km east of Perth
in Western Australia (Refer Figure Four) and named it the Pingaring project. The Pingaring project is only 4 km
along strike to the south-east of the Quicksilver Nickel-Cobalt Discovery and contains 80 strike km of
ultramafic targets interpreted to be the same host unit that the Quicksilver Ni-Co deposit sits within (Refer
Figure Five).
Venture has a strong land position within an emerging new Nickel-Cobalt province in Western Australia
which is only 100 km west of the Forrestania Greenstone Belt which contains the Spotted Quoll and Flying
Fox company-making Nickel Sulfide Deposits.
Activities during the Year
Having only secured the exploration licence applications this year, the Company is preparing for a detailed
surface mapping and sampling program to define priority drill targets within its tenure once granted.
The initial focus will be the priority target which sits in the westernmost tenement E70/5077 of the
Pingaring project where there is interpreted to be a 5 km ultramafic core of a layered mafic-ultramafic
intrusion. Layered mafic-ultramafic intrusions are globally recognised as being prospective for platinum
group elements (“PGE”) which includes platinum and palladium, as well as nickel and copper sulfides, and
gold. The priority target was discovered through reconnaissance surface sampling which identified the
ultramafic with +1200ppm chromium and anomalous platinum, palladium and gold laterite samples as well
as interpretation of detailed aeromagnetic data (Refer Figure Five).
Figure Four | Pingaring Project – Location Map
Venture Minerals Limited | 9
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Figure Five | Pingaring Project - Geological Setting with Aeromagnetic Image over Priority Target
Venture Minerals Limited | 10
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Mount Lindsay Project, Tin-Tungsten, North West Tasmania
Introduction
The Mount Lindsay Project (148 km2) is located in north-western Tasmania (Refer Figure Six) within the
contact metamorphic aureole of the highly perspective Meredith Granite. The project sits between the
world class Renison Bell Tin Mine (Metals X Ltd/Yunnan Tin Group >231kt of tin metal produced since
1968) and the Savage River Magnetite Mine (operating for > 50 years, currently producing approximately
2.5 Mtpa of iron pellets). Mount Lindsay has excellent access to existing infrastructure including hydro-
power, water, sealed roads, rail and port facilities.
Venture owns 100% of the tenure that hosts both the Mount Lindsay Tin-Tungsten Deposit and all of the
surrounding prospects.
Figure Six | Location Map for Mount Lindsay Tin-Tungsten Deposit/Riley DSO Deposit/Livingstone DSO Deposit
Since commencing exploration on the project in 2007, Venture has completed approximately 83,000m of
diamond core drilling at Mount Lindsay and defined JORC compliant Measured, Indicated and Inferred
Resources.
Venture Minerals Limited | 11
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Tin-Tungsten Resources
Table One | Resource Statement – Mount Lindsay Tin-Tungsten Project
(No changes since previously announced 17 October 2012)
Lower
Cut
(Tin
equiv)
0.2%
0.45%
0.7%
1.0%
Category
Tonnes
Tin
Equiv.
Grade
Tin
Grade
Tungste
n Grade
(WO3)
Measured
Indicated
Inferred
TOTAL
Measured
Indicated
Inferred
TOTAL
Measured
Indicated
Inferred
TOTAL
Measured
Indicated
Inferred
TOTAL
8.1Mt
17Mt
20Mt
45Mt
4.3Mt
5.2Mt
3.9Mt
13Mt
2.2Mt
1.9Mt
0.6Mt
4.7Mt
1.0Mt
0.7Mt
0.2Mt
1.9Mt
0.6%
0.4%
0.4%
0.4%
0.8%
0.7%
0.6%
0.7%
1.1%
1.0%
1.0%
1.1%
1.5%
1.3%
1.4%
1.4%
0.2%
0.2%
0.2%
0.2%
0.3%
0.3%
0.3%
0.3%
0.3%
0.4%
0.5%
0.4%
0.5%
0.5%
0.7%
0.5%
0.1%
0.1%
0.1%
0.1%
0.2%
0.2%
0.1%
0.2%
0.3%
0.3%
0.3%
0.3%
0.5%
0.3%
0.3%
0.4%
Mass
Recovery
of
Magnetic
Iron (Fe)
Grade
17%
15%
17%
17%
18%
15%
9%
14%
18%
11%
3%
13%
19%
10%
<1%
14%
Copper
Grade
Contained
Tin Metal
(tonnes)
Contained
WO3 (mtu)
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
<0.1%
0.1%
18,000
32,000
32,000
81,000
12,000
14,000
12,000
38,000
8,000
7,000
3,000
18,000
5,000
4,000
2,000
10,000
1,100,000
1,200,000
960,000
3,200,000
980,000
810,000
520,000
2,300,000
750,000
480,000
150,000
1,400,000
450,000
220,000
70,000
750,000
Note : Reporting to two significant figures. Figures have been rounded and hence may not add up exactly to the given totals. Full details of the
estimate are in the ASX release for the Quarterly Report on 17 October 2012. This information was prepared and first disclosed under the JORC
Code 2004. It has not been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed since
it was last reported.
Notes:
▪
▪
▪
▪
▪
The Sn equivalent formula used to calculate the Sn equivalent values for the Main and No.2 Skarns is as follows: Sn
Equivalent (%) = Sn% + (WO3% x 1.90459) + (mass recovery % of magnetic Fe x 0.006510) + (Cu% x 0.28019). Whereas
for the Sn equivalent formula used to calculate the Sn equivalent values for the Stanley River South and Reward Skarns
is
as follows: Sn Equivalent (%) = Sn% + (WO3% x 1.65217) + (Cu% x 0.34783);
The mass recovery of the magnetic iron is determined mostly by Davis Tube Results (“DTR”);
The Sn equivalent formulae uses a tin metal price of US$23,000/t, an APT (Ammonium Para Tungstate) price of
US$380/mtu (1mtu =10kgs of WO3), a magnetite concentrate price of US$110/t and a copper metal price of US$8,000/t;
Pilot scale metallurgical testwork has been completed on the Main and No.2 Skarns with results indicating the metallurgical
recovery for tin is 72%, for WO3 is 83%, for iron in the form of magnetite is 98% and for copper is 58%. The results of this
testwork are stated in the ASX release dated 31 August 2012;
It is the Company’s opinion that the tin, WO3 and copper as included in the metal equivalent calculations for the Stanley
River South and Reward Skarns have a reasonable potential to be recovered for when the Mount Lindsay Project goes into
production.
The resource base at Mount Lindsay is hosted within two magnetite rich skarns (Main Skarn and the No.2
Skarn) which extend over a total strike of 2.8 km and remain open at depth. Additional indicated and
inferred resources have been defined at the Reward and Stanley River South Prospects, which extend over
an additional 1.1 km of strike.
Recently, Venture has focussed efforts at Mount Lindsay on identifying additional high grade tin-tungsten
targets in close proximity to the Mount Lindsay Deposit. The low cost exploration work is part of a broader
strategy focussed on identifying high grade mineralization within trucking distance of the existing deposit
that has the potential to further strengthen the economics of the Mount Lindsay Project.
Venture Minerals Limited | 12
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Activities during the Year
As part of Venture’s response to high demand from the fast-growing electric vehicle market for battery
metals such as tin (Refer Figure Seven), the Company has commenced an underground scoping study on the
high-grade portion of the tin-tungsten resource at the Mount Lindsay Project. Venture is uniquely
positioned with Mount Lindsay being one of the largest undeveloped tin projects in the world, containing in
excess of 80,000 tonnes of tin metal (Refer Table One).
In addition, the Mount Lindsay Project also hosts, within the same mineralised body, a globally significant
tungsten resource containing 3,200,000 MTU (metric tonne units) of WO3 (Refer Table One).
Venture has a large resource base to draw from and is looking at a number of strategies to optimise the
higher grade portions at Mount Lindsay, which previously reported resources included 4.7Mt @ 0.4% Sn &
0.3% WO3 (Refer Table One).
Figure Seven | Metals most impacted by new technology
Venture Minerals Limited | 13
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Mount Lindsay Tin-Tungsten Project Highlights Include:
•
•
•
•
•
Approximately 83,000m of diamond core drilling used to define JORC compliant resources with +60%
in the Measured & Indicated categories;
Feasibility Study completed with comprehensive metallurgical test-work and post feasibility delivered
a very high grade 75% tin concentrate result that is likely attract price premiums;
Tin is at US$21,000/t and has increased by 60% since January 2016;
Tungsten’s APT price is at +US$300/mtu has increased by 90% since February 2016;
Several High Grade Targets with drill results to follow up including Big Wilson with 17.4m @ 2% tin
(Refer Figure Seven and ASX Announcement 2 August 2012).
Venture has successfully defined eight new targets considered prospective for high grade tin-tungsten
mineralization as well as targets prospective for copper and nickel mineralization (Refer Figure Eight). These
targets are hosted within the broader skarn units identified throughout the Mount Lindsay area of which to
date only 10% have been drill tested.
During the year, the Company continued to do reconnaissance work designed to identify additional targets
in the broader Mount Lindsay area.
Venture Minerals Limited | 14
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Figure Eight | Mount Lindsay - recently identified exploration targets
Venture Minerals Limited | 15
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Odin Prospect, Lithium and Nickel-Copper, Western Australia
Introduction
The Odin prospect is located in the Company’s Southwest tenement package and was identified after the
tenure was scaled back during the past 12 months from 1,000 km2 to 281 km² which sits within the
Balingup metamorphic belt (Refer Figure One). The newly discovered lithium target is situated ~30 km south
of Greenbushes, the world’s largest hard rock lithium mine (produces ≈40% of the world’s lithium and is
owned 51% by Tianqi Lithium and 49% Albemarle). Odin was discovered following a detailed geological
mapping and surface geochemical program, which identified a potentially lithium bearing pegmatite
system.
Results from the first two phases of surface exploration identified a target which extends over 1.9 km of
strike and is up to 150 m wide. The geochemistry in the laterite is analogous to Greenbushes with
significantly elevated levels of tin, tantalum and niobium.
In addition to the geochemistry, mapping confirmed the presence of coarse “books” of muscovite within the
laterite which, in conjunction with the tin, tantalum and niobium anomalism is considered indicative of
pegmatites in a deeply weathered environment.
Activities during the Year
A single deep diamond drill hole (ODD01) which was co-funded by the Western Australian State
Government was completed at the Odin Prospect in the third quarter. The drill hole was designed to test a
substantial lithium target located ~30 km south of the Greenbushes lithium mine. A total of 20 metres of
pegmatites spread over several intervals was intersected within the mafic-ultramafic gneiss. The assay
results received in the fourth quarter concluded that the pegmatites intersected in ODD01 did not contain
significant lithium (Refer ASX Announcement 11 May 2018).
ODD01 also intersected disseminated Nickel-Copper sulfides within a mafic-ultramafic host unit, therefore
realising Venture a new Nickel-Copper Target (Refer Figure Nine and Images Three and Four). The nickel-copper
target was identified between two of the pegmatite zones intersected in the hole, the drilling intersected a
continuous 21 metre zone of minor disseminated Nickel-Copper sulfides hosted within a mafic-ultramafic
gneiss (Refer Images Three and Four). (Refer ASX Announcement 11 May 2018), which may represent part of a
metamorphosed magmatic nickel-copper sulfide system. Hand-held XRF analyses verified the presence of
elevated nickel and copper within these sulfides (Refer ASX Announcement 11 May 2018).
Venture’s surface sampling shows significant nickel and copper geochemical anomalies within the mafic-
ultramafic target units a few kilometres to the south west and south east of ODD01 (Refer Figure Nine).
Also, within the Odin Nickel-Copper Target, the Company has identified an untested EM anomaly from
historic airborne EM imagery from a 1990’s GEOTEM survey. The anomaly is located approximately 1 km
along strike north-east from the recently completed first drill hole (Refer Figure Nine).
Venture Minerals Limited | 16
Directors’ Report
For the year ended 30 June 2018
Review of Operations (continued)
7.
Image Three | Sulfides containing Nickel and Copper in the first drill hole at the Odin Prospect.
Image Four | Sulfides containing Nickel and Copper within the mafic-ultramafic gneiss at 219.7 metres down drill hole ODD01.
Venture Minerals Limited | 17
Directors’ Report
For the year ended 30 June 2018
Review of Operations (continued)
7.
Figure Nine | Ultramafic-Mafic hosted Nickel-Copper Targets at the Odin Prospect.
GEOTE
M target
Lag Ni
+90ppm
ODD01
includes mafic
gneiss zones
with
disseminated
copper and
nickel-bearing
sulfides
Lag Cu anomaly +500ppm
& lag Ni +90ppm
Lag Ni +1,000ppm
within broader As
anomaly to 290 ppm
Venture Minerals Limited | 18
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Caesar Project, Nickel-Copper-Cobalt, Western Australia
Introduction
The Caesar Project is located approximately 200 km north northeast of Geraldton (Refer Figure Ten) and
consists of a granted exploration license covering 49 km² (which Venture Minerals is earning up 90%) as
well as an additional 83 km² in another granted exploration license that is held by Venture Minerals. A
further 70 km² of tenure was recently applied for by the Company immediately to the north of the original
tenement.
Figure Ten | Caesar Project - Location Map
Venture Minerals Limited | 19
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Late 2016, Venture Minerals entered into an earn-in agreement with Muggon Copper Pty Ltd, whereby
Venture can earn up to a 75% interest in the Caesar Project via exploration expenditure. Should exploration
be successful, Venture can increase its ownership to 90% by funding a bankable feasibility study (Refer ASX
announcement 23 November 2016).
Previous exploration work on the Caesar Project, including surface geochemistry (lag sampling) and
petrology that showed the presence of disseminated nickel and copper sulfides, and surface geochemical
anomalism associated with a number of gabbroic intrusives. Subsequent exploration programs completed
by Venture have included infill and extensional lag sampling, detailed geological mapping and petrology,
and the completion of a high-powered EM survey study (Refer Figure Eleven) which resulted in a priority drill
target.
Activities during the Year
The Company drilled the first drill hole (“CSD01”) (co-funded by WA State Government’s Exploration
Incentive Scheme) at Caesar during the second quarter and intersected minor disseminated sulfides
throughout the zone of dolerite located in CSD01 with micro-probe analysis verifying the presence of
nickel, cobalt and copper within the intersected sulfides. This confirmed that the mafic rocks (dolerite and
gabbro) at Caesar host nickel-copper-cobalt sulfide mineralisation.
With proof of concept Venture has applied for additional tenure immediately to the north containing
interpreted extensions of the same dolerite and gabbro units. This landholding will strengthen Venture’s
position to 202 km² of a favourable macro geological setting being hosted within a Proterozoic orogenic
belt on the margins of the Yilgarn Craton in Western Australia (Refer Figure Ten).
In addition, CSD01 intersected an 18 m zone of sericite altered meta-sediments with quartz-carbonate-
arsenopyrite veining with one metre returning 1.8 g/t gold, 4.6 g/t silver, 806 ppm copper, 655 ppm zinc &
578 ppm lead (Refer ASX announcement 13 March 2018). The Company has been working on a program to fully
evaluate the potential for gold mineralisation occurring within the project area since the interpretation of
the arsenic results from previous surface sampling highlighted several possible gold targets (Refer Figure
Twelve). The work program consists of re-analysing previously collected surface lag samples and completing
further surface geochemical sampling. Results will be announced upon completing the interpretation of the
new data once received.
Next steps for Venture at the Caesar Project:
1. CSD01 did not test the strongest surface geochemical response within the project area, follow-up
drilling will be designed to re-test the target;
2. to fully evaluate the potential for gold mineralisation occurring within the project area the
Company will re-analyse previously collected surface lag samples for gold;
3. upon granting of the new application to the north a surface geochemistry (lag sampling) program
will be initiated to test for extensions of the same dolerite and gabbro units already identified at
Caesar.
Venture Minerals Limited | 20
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Figure Eleven | Caesar Project - surface geology with Nickel geochemical results and EM response
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Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Figure Twelve | Caesar Project – Arsenic geochemical results
Venture Minerals Limited | 22
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Riley DSO Hematite Project, North West Tasmania
The 100% owned Riley DSO Project is located 10 km from the Mount Lindsay Deposit (Refer Figure Six) and
occurs as a hematite rich pisolitic and cemented laterite. The deposit is all at surface, located less than 2 km
from a sealed road that accesses existing rail and port facilities.
A maiden resource statement of 2mt @ 57% Fe was defined in 2012 (Refer Table Two) which resulted in the
Company doubling its overall DSO resource base, including the Livingstone Deposit, to 4.4mt @ 57% Fe.
Table Two | Resource Statement - Riley DSO Project June 2018 (No changes since 2017).
Resource
Tonnes
Indicated
2.0mt
Fe
(%)
57
Fe (%)
Calcined
61
SiO2
(%)
3.7
Al2O3
(%)
2.6
P (%)
S (%)
0.03
0.08
Cr
(%)
2.8
LOI
(%)
7.7
Note: Refer to ASX announcement on 26 July 2012.
Activities during the Year
During the Year, the Riley DSO Project remained on hold due to the lower iron ore prices. Although the
Company made the decision to suspend operations in August 2014, Venture had already completed
extensive pre-production work at the Riley Project putting in place all the necessary requirements to
commence mining. This work has placed Venture in a strong position should the iron ore price improve and
afford the Company the opportunity to commence production with relatively short notice.
In the past eighteen months to two years, the iron ore market has strengthened overall, although it remains
volatile and the discount between the 58% Fe index and the 62% Fe index has increased substantially.
Venture continues to assess funding options for the Riley DSO Project and look at a number of development
scenarios. The Company will continue to closely monitor the iron ore market and will update shareholders
should any development scenarios be advanced.
Livingstone DSO Hematite Project, North West Tasmania
Located only 3.5 km from the Mount Lindsay Tin-Tungsten Deposit is the 100% owned Livingstone DSO
Hematite Deposit (Refer Figure Six). Livingstone consists of an outcropping hematite cap overlaying a
magnetite rich skarn. The hematite occurs from surface, is consistent in grade and located only 2 km from a
sealed road which accesses existing rail and port facilities.
A maiden resource statement of 2.2mt @ 58% Fe was defined at Livingstone in 2011, which was followed
by a positive and robust scoping study. Additional work later in 2011 included blending and sizing test
work and preliminary mining studies, all of which delivered positive results.
During the second half of 2012 the Company completed a resource upgrade, which resulted in 100% of the
inferred resources being converted to the indicated category (Refer Table Three).
Venture Minerals Limited | 23
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Table Three | Resource Statement Livingstone DSO Project (No changes since 2017).
Resource
Tonnes
Fe (%)
Indicated
2.4mt
57
Fe (%)
Calcined
61
SiO2
(%)
5.4
Al2O3
(%)
1.9
P (%)
S (%)
LOI (%)
0.07
0.05
7.0
Note: Refer to ASX announcement on 26 July 2012.
Activities during the Year
There was no field activity during the year.
South East Asia
Venture continues to progress its strategy of targeting South East Asia for exploration opportunities.
Venture has identified an extensive belt of “skarn style” mineralisation throughout the region and
continues to target base and precious metal opportunities.
Venture has built a cost-effective portfolio of exploration projects with the Company already receiving
granted licenses over the Thali Project (Refer Figure Thirteen) and awaits the granting of several additional
licenses covering two other project areas.
Figure Thirteen | Project Map | Thailand
Venture Minerals Limited | 24
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Thali Project (Silver/Lead/Zinc)
During 2016, the Company finalised exploration targets at the Thali Project, where Venture has identified a
total of six priority drill target areas covering over 260 hectares of anomalies (Refer Figure Fourteen).
Following the recent channel sampling program at Thali South the Company completed additional channel
sampling at Thali North with both programs confirming the surface anomalies. During the March Quarter
an IP (Induced Polarization) survey was completed at Thali North and Thali North-East and resulted in
several geophysical anomalies coinciding with the soil results. The Company will now look to finalise
approval from the Land Reform Office for a maiden drill program.
Figure Fourteen | Thali Project contoured soils | Silver (Ag)
Thali Geology
Venture’s geological mapping of the new Thali base metal prospects shows the area is underlain by a
mainly north striking sequence of sedimentary rocks, including limestone, intruded by a series of
intermediate to felsic porphyries, diorite and granite. The observed base metal mineralisation is associated
with gossanous veins and stockwork zones in sericite, silica and sulfide altered igneous rocks (mainly Thali
North and Thali South), and with stockwork veined and sulfide-bearing calc-silicate skarn within the
sedimentary host rocks (especially Thali East and North-East). Regional scale geological mapping suggests
the host sedimentary rocks are of Permian-Triassic age, and the granitic intrusions of Triassic age; the
Triassic granitoid suite is widely associated with base and precious metal deposits within the Loei Belt.
Venture Minerals Limited | 25
Directors’ Report
For the year ended 30 June 2018
7.
Review of Operations (continued)
Tenure and Government Regulations
Venture has granted Prospecting Licenses over the Thali Project under which the Company has the right to
prospect for minerals within the Prospecting Licence area. Should the Company discover significant and
economically viable mineralization within the project, Venture can then apply for an Extraction License
(mining license equivalent) and name which base and/or precious metals the Company is looking to
extract.
The Thailand Government introduced a new Minerals Bill in late August 2017. The company is continuing
to assess the new Bill for material impacts to Venture shareholders who will be informed at the earliest
opportunity, should that be the case.
Detailed information on all aspects of Venture Minerals’ projects can be found on the Company’s website
www.ventureminerals.com.au.
Corporate Governance and Internal Controls
Venture ensures that the Mineral Resource estimates are subject to appropriate levels of governance and
internal controls. The Company periodically reviews the governance framework in line with the expansion
and development of the business.
The Mineral Resource estimates are prepared internally by highly competent and qualified professionals.
The Competent Person named by the Company is a Member of The Australasian Institute of Mining and
Metallurgy. Internal reviews are carried out on the quality of the database and geological models prior to
estimation.
8.
Matters Subsequent to the End of the Financial Year
Subsequent to 30 June 2018, the company finalised its two-tranche placement on 18 July 2018. On 17 May
2018, the company announced a two-tranche placement for the issue of 85,133,333 ordinary shares at $0.03
per share to raise a total of $2,554,000.
• Tranche 1 – was completed on 25 May 2018 issuing 60,480,501 ordinary shares at $0.03 per share
for total gross proceeds of $1,814,415.
• Tranche 2 – finalised on 18 July 2018 issuing 24,652,832 ordinary shares at $0.03 per share for total
gross proceeds of $739,585 following shareholder approval at the general meeting held on 14 July
2018.
On 10 August 2018, the company issued 2,000,000 ordinary shares under Agreement with Galahad
Resources Pty Ltd for Western Australian Tenements E59/2243, E59/2244 and E59/2288 for a total value
of $50,000 or $0.025 per share.
No further subsequent events.
Venture Minerals Limited | 26
Directors’ Report
For the year ended 30 June 2018
9.
Likely Developments and Expected Results of Operations
The Company will continue its mineral exploration activity at and around its exploration projects in South
East Asia, Tasmania and Western Australia with the object of identifying commercial resources.
The Company will continue to monitor the iron ore price and exchange rates and will remain production
ready at the Riley DSO Hematite project in Tasmania. Should there be a favourable movement in the
project economics, the Company is in a position to commence production with relatively short notice.
Further information on likely developments in the operations of the group and the expected results of
operations have not been included in the Annual Report because the Directors believe it would be likely to
result in unreasonable prejudice to the group.
10.
Information on Directors and Company Secretaries
Mr Mel Ashton
Qualifications
Experience
Independent Non-Executive Chairman - appointed 12 May 2006
B.Com, FCA,
Mr Ashton holds a Bachelor of Commerce degree from the University of Western
Australia, is a fellow of the Chartered Accountants Australia. Mr Ashton also
holds a position on the Board of Directors of The Hawaiian Group of Companies.
Interest in Securities Fully Paid Ordinary Shares
3,045,000
Other
Directorships
Credit Intelligence Limited (17 May 2018)
Aurora Labs Ltd (22 January 2018)
Gryphon Minerals Limited (18 May 2004 to 13 October 2016)
Empired Ltd (21 December 2005 to 29 November 2016)
Mr Andrew Radonjic Managing Director - Appointed 15 December 2017 – Previously Technical Director
Qualifications
Experience
1 April 2009 to 15 December 2017
BAppSc (Mining Geology), MSc (Mineral Economics), MAusIMM
Mr Radonjic is a geologist and mineral economist with over 30 years of
experience in mining and exploration, with a specific focus on gold and nickel in
the Eastern Goldfields of Western Australia. Mr Radonjic began his career at the
Agnew Nickel Mine before spending over 15 years in the Paddington, Mount
Pleasant and Lady Bountiful Extended gold operations north of Kalgoorlie,
where he has fulfilled a variety of senior roles which gave rise to three gold
discoveries, totalling in excess of 3 million ounces in resources and in the
development of over 1 million ounces.
Interest in Securities Fully Paid Ordinary Shares
7,708,000
Other
Directorships
Blackstone Minerals Limited (since 30 August 2016)
Fin Resources Limited (since 14 May 2018)
Venture Minerals Limited | 27
Directors’ Report
For the year ended 30 June 2018
10.
Information on Directors and Company Secretaries (continued)
Mr Hamish Halliday Non-Executive Director – Appointed 15 December 2017 – Previously Managing
Qualifications
Experience
Director 1 April 2009 to 15 December 2017
BSc (Geology), MAusIMM
Mr Halliday is a Geologist with a Bachelor of Science from the University of
Canterbury and has over 20 years of corporate and technical experience in the
mining industry. Mr Halliday co-founded Venture Minerals and was instrumental in
the acquisition of its Company’s current tenement portfolio. Mr Halliday has been
involved in the discovery and acquisition of numerous projects over a range of
commodities throughout four continents. Mr Halliday has founded and held
executive and non-executive directorships with a number of successful listed
exploration companies including Adamus Resources Ltd (‘Adamus’). He was CEO of
Adamus from its inception through to successful completion of a feasibility study
on its gold project in Ghana which is now in production.
Interest in Securities Fully Paid Ordinary Shares
14,387,500
Other
Directorships
Mr John Jetter
Qualifications
Experience
Blackstone Minerals Limited (since 30 August 2016)
Comet Resources Limited (since 16 December 2014)
Alicanto Minerals Limited (since 17 March 2016)
Renaissance Minerals Limited (25 February 2016 to 28 September 2016)
Independent Non-Executive Director - appointed 8 June 2010
B.Law, B.Econ, INSEAD
Mr Jetter has extensive international finance and M&A experience being the former
Managing Director, CEO and head of investment banking of JPMorgan in Germany
and Austria, and a member of the European Advisory Council, JPMorgan London.
He has held various senior positions with JPMorgan during which time he focused
his attention on major corporate clients and advised on some of Europe’s largest
corporate transactions.
Mr Jetter currently holds a number of other board positions including Chairman of
Otto Energy Limited and Non-Executive Director of Peak Resources Limited.
Mr Jetter previously held positions as Chief Executive Officer of JPMorgan for
Germany, Austria and Switzerland, Member of the Board of Conergy AG, Chairman
of the Board of Rodenstock GMBH (Germany), Deputy Chairman of the Board of
European Business School, and Chairman of the Finance Faculty Oestrich-Winkel,
Germany.
Interest in
Securities
Fully Paid Ordinary Shares
2,759,000
0.1 cent options expiring 31 August 2020 1,030,000
45 cent Options expiring 18 months after
vesting date. Vesting date being successful
financing for the Mt Lindsay Project.
1,000,000
Other
Directorships
Otto Energy Limited (since 12 December 2007)
Peak Resources Limited (since 1 April 2015)
Venture Minerals Limited | 28
Directors’ Report
For the year ended 30 June 2018
10.
Information on Directors and Company Secretaries (continued)
Company Secretary
Jamie Byrde - BCom, CA.
Appointed - 16 March 2017
Mr Byrde is a Chartered Accountant with over 14 years’ experience in corporate, audit and company
secretarial matters. Previously Mr Byrde has held positions providing corporate advisory services,
financial accounting/reporting and ASX/ASIC compliance management. Mr Byrde is also currently
Company Secretary for Blackstone Minerals Limited and Alicanto Minerals Limited.
11. Remuneration Report (audited)
The Directors of Venture Minerals Limited are pleased to present your Company’s 2018 remuneration
report which sets out remuneration information for the Non-Executive Directors, Executive Directors and
other key management personnel (“KMP”).
The following sections are included with this report:
A. Directors and key management personnel disclosed in this report
B. Remuneration governance
C. Use of remuneration consultants
D. Executive remuneration policy and framework
E. Relationship between remuneration and Venture Minerals Limited’s performance
F. Non-Executive Director remuneration policy
G. Voting and comments made at the company’s 2017 Annual General Meeting
H. Details of remuneration
I. Details of share based payments and bonuses
J. Service Agreements
K. Equity instruments held by key management personnel
L. Loans to key management personnel
M. Other transactions with key management personnel
Directors and key management personnel disclosed in this report
A.
Non-Executive Directors
Mr M Ashton
Mr J Jetter
Mr H Halliday
Executive Directors
Mr A Radonjic
December
Non-Executive Chairman
Non-Executive Director
Non-Executive Director (previously Managing Director 30 January 2008 to 15
December 2017).
Managing Director (Previously Technical Director from 1 April 2009 to 15
2017).
Other key management personnel
Mr J Byrde
Company Secretary
All of the key management personnel held their positions for the entire financial year and up to the date of
this report unless otherwise disclosed.
Venture Minerals Limited | 29
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
B. Remuneration governance
The Company has established a Remuneration Committee under a formal charter. The Remuneration
Committee comprises of four Directors, the majority of which are independent.
The Remuneration Committee is responsible for reviewing and recommending the remuneration
arrangements for the Executive and Non-Executive Directors and KMP each year in accordance with the
Company’s remuneration policy approved by the Board. This includes an annual remuneration review and
performance appraisal for the Executive Directors and other executives, including their base salary, short-
term incentives (“STI”) and long-term incentives (“LTI”), bonuses, superannuation, termination payments
and service contracts.
Further information relating to the role of the Remuneration Committee can be found within the Corporate
Governance Report and Appendix 4G on the Company’s website at www.ventureminerals.com.au.
C. Use of remuneration consultants
The Company engaged BDO Remuneration and Reward Pty Ltd (“BDO”) during the financial year for $8,750
to review its existing remuneration policies and to provide recommendations on Executive and Non-
Executive total remuneration packages, given the Board and management had voluntary reduced their
salaries by up to 60% since April 2015. There is no existing relationship with BDO and the Company and as a
result, the board is satisfied that the recommendations were made free from undue influence and
independent from any members of the key management personnel.
D. Executive remuneration policy and framework
Remuneration Policy
The Remuneration Committee has established a remuneration policy and framework to appropriately align
Executive Directors and KMP incentives with the goals and achievements of the Company.
The remuneration framework provides a mix of fixed and variable “at risk” remuneration and a blend of
short and long-term incentives. The remuneration for executives has three components:
▪ Fixed remuneration, inclusive of superannuation and allowances;
▪ STIs under a performance-based cash bonus incentive plan; and
▪ LTIs which includes participation in the Company’s shareholder approved equity incentive plans.
The Group has previously undertaken a peer analysis of remuneration levels and frameworks to ensure that
it conformed to general market practice and against a comparative group of similar companies.
The Board also endeavors to ensure that the mix of executive compensation between fixed, variable, long-
term, short-term and cash versus equity is appropriate. The group reduces cash expenditure by providing a
greater proportion of compensation in the form of equity instruments. This allows cash-flows to be directed
towards exploration programs with a view to improving the quality of our projects.
Venture Minerals Limited | 30
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
Executive remuneration policy and framework (continued)
D.
Following a review by independent remuneration consultants, it was calculated that the existing Executive
Remuneration was 59% below the P50th quartile when compared to market. However, with this information the
Board opted not to increase the Total Remuneration including long and short term incentives and instead
increased the fixed component by only 15% to bring the Executive Remuneration into line with market and the
company’s peers. There were no long term or short-term incentives paid or offered to Executives during the year
to 30 June 2018 other than the company secretary under the employee incentive plan.
Executive remuneration mix
The following table sets out the mix of remuneration for all key management personnel between fixed, short-
term incentives and long-term incentives for the 2018 financial year.
Fixed Remuneration
All executives receive a base cash salary which is based on factors such as length of service and experience as
well as other fringe benefits. All applicable executives also receive a superannuation guarantee contribution
required by the government, which is currently 9.5% and do not receive any other retirement benefits.
Short-term Incentives (STI)
Under the group’s current remuneration policy, executives can from time to time receive short-term incentives in
the form of cash bonuses. These bonuses are based on relevant qualitative objectives such as approvals,
production and cashflow milestones. The Board believes that the criteria of eligibility for short-term incentives
appropriately aligns shareholder wealth and executive remuneration as the completion of key operation
milestones have the potential to increase share price growth. The current remuneration framework sets STI
thresholds between 0% and 50% of fixed remuneration, however in the current year no short term or long-term
incentives were provided to executives or key management personnel.
Venture Minerals Limited | 31
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
D.
Executive remuneration policy and framework (continued)
Long-term Incentives (LTI)
Executives are encouraged by the Board to hold shares in the company and it is therefore the objective of the
Group’s option scheme to provide an incentive for participants to partake in the future growth of the Group
and, upon becoming shareholders in the Company, to participate in the group’s profits and dividends that
may be realised in future years.
The Board considers that this equity performance linked remuneration structure is effective in aligning the
long-term interests of group executives and shareholders as there exists a direct correlation between
shareholder wealth and executive remuneration.
The current remuneration framework set LTI thresholds between 0% and 75% of fixed remuneration, or to a
maximum multiplier of four times base salary. However, in the current financial year no short term or long-
term incentives were provided to executives or key management personnel other than the Company
Secretary under the Employee Incentive Scheme.
E. Relationship between remuneration and Venture Minerals Limited’s performance
Company Performance, Shareholder Wealth & Executive Remuneration
The remuneration policy and framework has been tailored to increase goal congruence between
shareholders and executives. This has been achieved by the issue of short-term and long-term incentives.
This structure rewards executives for both short-term and long-term shareholder wealth development.
The chart below shows the volatility in the company share price over the previous five years. The Company
achieved positive shareholder returns through until mid-2014 as the Company achieved significant project
milestones. These milestones included completion of the Mt Lindsay BFS and also the progression of the
company’s Riley DSO Hematite Project. From mid-2014 to late 2017 the company’s share price steadied into
2018 with some positive share movements due to some exploration successes on its WA projects and
improvements in commodity prices and market sentiment as evidenced by the performance of the S&P Small
Cap Resource Stocks (XSR) detailed below.
Values derived on a base of 100
Venture Minerals Limited | 32
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
E.
Relationship between remuneration and Venture Minerals Limited’s performance (continued)
Revenue
Net Loss after tax
Share Price
Dividends
2014
$327,493
2015
$174,725
2016
$93,608
2017
$44,392
($5,730,604)
($2,527,053)
($3,320,006)
($1,782,967)
$0.10
Nil
$0.03
Nil
$0.03
Nil
$0.021
Nil
2018
$30,567
($3,511,165)
$0.027
Nil
The Company will continue to ensure there is goal congruence between shareholder wealth development and
the issue of long-term incentives such as the issue of options to executives.
Non-executive director remuneration policy
F.
The Board policy is to remunerate Non-Executive Directors at market rates for comparable companies for
time, commitment and responsibilities. Fees for Non-Executive Directors are not linked to the performance of
the group.
In determining competitive remuneration rates, the Board review local and international trends among
comparative companies and industry generally.
Typically, Venture will compare Non-Executive Remuneration to companies with similar market
capitalisations in the exploration and resource development business group. These ongoing reviews are
performed to confirm that non-executive remuneration is in line with market practice and is reasonable in
the context of Australian executive reward practices.
During the year, the company engaged remuneration consultants to review the remuneration and incentives
offered to the Company’s Board to benchmark against its peers to determine competitiveness of the
Company’s current pay arrangements. Following this review and keeping in line with its remuneration policy
the Board agreed to keeping the Chair and Non-Executive Director’s fees within the P50th quartile of the
market peer analysis performed.
Further to ongoing reviews, the maximum aggregate amount of fees that can be paid to non-executive
directors is subject to approval by shareholders at the Annual General Meeting and it is not envisaged that
any increase to the total fee pool will be sought at the upcoming Annual General Meeting.
Voting and comments made at the company’s 2017 Annual General Meeting
G.
The Group received more than 93.24% (2016: 92.01%) of “Yes” votes on its remuneration report for the
2017 financial year. The Company did not receive any specific feedback at the AGM or throughout the year
on its remuneration practices.
Venture Minerals Limited | 33
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
H. Details of Remuneration
Details of the remuneration of the Directors and key management personnel of the group of Venture Minerals
Limited are set out in the following table. There have been no changes to the below named key management
personnel since the end of the reporting period unless otherwise noted.
Short Term
Benefits
Incentives
Cash Salary
& Fees
Consulting
Fees
Other
Amounts
Super-
annuation
Eligible
Termination
Payments
Non-Cash
Long
Term
Incentives
B
Total
$
2018
Non-Executive
Directors
Mr M Ashton
Mr J Jetter
Executive
Directors
Mr H HallidayA
Mr A RadonjicA
Group Executives
Mr J Byrde
Total
Remuneration
2017
Non-Executive
Directors
Mr M Ashton
Mr J Jetter
Mr B McFadzeanC
Executive
Directors
Mr H Halliday
Mr A Radonjic
Group Executives
Mr B DunnachieD
Mr J ByrdeE
Total
Remuneration
70,000
50,000
-
-
-
-
1,997
1,997
-
-
-
-
-
-
71,997
51,997
32,310
162,669
50,000
364,979
-
-
-
-
69,703
-
1,997
1,997
-
15,453
-
-
- 104,010
- 180,119
-
1,997
4,750
69,703
9,985
20,203
-
-
2,737
59,484
2,737 467,607
30,000
20,000
4,918
-
-
-
-
-
-
1,573
1,573
1,573
-
-
467
-
-
-
76,788
76,923
37,075
16,004
261,708
-
-
-
-
-
-
-
1,573
1,573
4,494
7,308
-
-
-
-
1,180
391
-
-
-
-
-
9,436
12,269
-
- 283,413
-
-
-
-
-
-
-
31,573
21,573
6,958
82,855
85,804
38,255
16,395
A: Mr Halliday, was formerly Managing Director until 15 December 2017, at which time he stepped down to Non-Executive Director and Mr Radonjic
(formerly Technical Director) was appointed as Managing Director.
B: The fair value of the options is calculated at the date of grant using a Black-Scholes model. Refer to Section 11(I) for further details of options
issued during the June 2018 financial year.
C: Mr B McFadzean resigned on 7 October 2016
D: Mr B Dunnachie resigned 15 March 2017.
E: Mr J Byrde appointed 16 March 2017.
Venture Minerals Limited | 34
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
I
Details of Share Based Payments and Bonuses
There were no bonuses issued or paid during the year.
Details of options over ordinary shares in the Company provided as remuneration to each Director of
Venture Minerals Limited and each of the key management personnel of the parent entity and the Group are
set out below. When exercisable, each option is convertible into one ordinary share. The tables show the
percentages of the options granted that vested and forfeited during the year. Further information on the
options is set out in the note 23 to the financial statements.
During the current financial year, 1,500,000 incentive options were issued to other key management
personnel. There were no options issued to Directors during the financial year. Details of the options issued
and exercised are as follows:
Granted
No.
Value of
options
granted during
the year
$
Total
Remuneratio
n
Represented
by Options
Exercised
No.
Other
changes
No.
Lapsed
No.
30 June 2018
Non-Executive Directors
Mr M Ashton
Mr J Jetter
Executive
Directors
Mr H HallidayF
Mr A RadonjicF
-
-
-
-
-
-
-
-
-
-
-
-
-
(7,045,000)
(4,760,000)
Other key management personnel
1,500,000
Mr J Byrde
21,112
4.6%
-
-
-
-
-
-
30 June 2017
Non-Executive Directors
Mr M Ashton
Mr B McFadzeanA
Mr J Jetter
Executive
Directors
Mr H Halliday
Mr A Radonjic
-
-
-
-
-
Other key management personnel
-
Mr B DunnachieB
-
Mr J ByrdeC
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,545,000)
D
-
-
-
(1,030,000)
-
-
-
(1,915,000)
E
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
A: Mr B McFadzean resigned on 7 October 2016.
B: Mr B Dunnachie resigned on 15 March 2017.
C: Mr J Byrde appointed 16 March 2017.
D:
E:
F
The options exercised on 30 May 2017 at a market value of $37,080.
The options exercised on 1 December 2016 at a market value of $61,280.
The options exercised on 19 March 2018 had market values of $239,530 for Mr Halliday and $161,840 for Mr Radonjic. The exercise price
of the options granted were both $0.001 or $7,045 and $4,760 respectively.
Venture Minerals Limited | 35
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
I
Details of Share Based Payments and Bonuses (continued)
Director/Executive
Issue Date
Expiry Date
% Vested in
Year
Exercise Price
30 June 2018
Mr M Ashton
Mr H Halliday
Mr A Radonjic
Mr J Jetter
Mr J Byrde
30 June 2017
Mr M Ashton
Mr H Halliday
Mr A Radonjic
Mr B McFadzean
Mr J Jetter
Mr B Dunnachie
Mr J Byrde
-
-
-
-
20 Apr 18
-
-
-
-
12 Apr 23
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0%
-
-
-
-
-
-
-
-
-
-
-
$0.001
-
-
-
-
-
-
-
Number of
Options
-
-
-
-
1,500,000
-
-
-
-
-
-
-
The assessed fair value at grant date of options granted is allocated equally over the period from grant date
to estimated vesting date, and the amount is included in the remuneration tables above. Fair values at grant
date are determined using a Black-Scholes option pricing model that takes into account the exercise price,
the term of the option, the share price at grant date and expected share price volatility, the expected
dividend yield and the risk-free rate for the term of the option.
J. Service Agreements
Remuneration and other key terms of employment for the Executives, Non-Executives and Other Group
Executives of Venture Minerals Limited are formalised in executive service agreements. Termination
benefits are within the limits set by the Corporations Act 2001. Major provisions of the agreements relating
to remuneration are set out below:
Name
Term of
agreement
Base salaryA (per
Agreement)
OtherB
Termination
benefit
No fixed term
$70,000
No fixed term
$50,000
No fixed term
No fixed term
$229,950 (from 1
July 2018)
$20,000
-
-
-
termination
No
benefits
termination
No
benefits
6 months
$60,000
3 months
Mr M Ashton
Non-Executive
Chairman
Mr J Jetter
Non-Executive Director
Mr A RadonjicC
Managing Director
Mr H Halliday
Non-Executive Director
A
B
C
Includes 9.5% superannuation.
Management Consulting Agreement.
Managing Director base salary for the year ended 30 June 2018 was $191,625.
Venture Minerals Limited | 36
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
K.
Equity instruments held by key management personnel
The tables below show the number of:
(I) options over ordinary shares in the Company, and
(II) shares held in the Company
that were held during the financial year by key management personnel of the Group, including their close
family members and entities related to them.
There were 1,500,000 incentive options granted during the reporting period as compensation to other key
management personnel.
(I) Option holdings
Balance
at start of
the year
Granted as
remuneration
Exercised
Other
changes
Balance at
end of the
year
Vested and
exercisable
30 June 2018
Directors of Venture Minerals Limited
Mr M Ashton
Mr H Halliday
Mr A Radonjic
Mr J Jetter
-
7,045,000
4,760,000
2,030,000
-
-
-
-
-
(7,045,000)F
(4,760,000)F
-
Other key management personnel
-
Mr J Byrde
1,500,000
-
-
-
-
-
-
-
-
-
2,030,000
-
-
-
1,030,000
1,500,000
-
30 June 2017
Directors of Venture Minerals Limited
Mr M Ashton
Mr H Halliday
Mr A Radonjic
Mr B McFadzeanA
Mr J Jetter
1,545,000
7,045,000
4,760,000
1,030,000
2,030,000
Other key management personnel
1,915,000
Mr B DunnachieB
-
Mr J Byrdec
-
-
-
-
-
-
-
-
(1,545,000)D
-
-
-
-
- (1,030,000)
-
-
-
7,045,000
4,760,000
-
2,030,000
-
7,045,000
4,760,000
-
1,030,000
(1,915,000)E
-
-
-
-
-
-
-
A: Mr B McFadzean resigned 7 October 2016
B: Mr B Dunnachie resigned 15 March 2017.
C: Mr J Byrde appointed 16 March 2017.
D:
E:
F:
The options exercised on 30 May 2017 at a market value of $37,080.
The options exercised on 1 December 2016 at a market value of $61,280.
The options exercised on 19 March 2018 had market values of $239,530 for Mr Halliday and $161,840 for Mr Radonjic. The
exercise price of the options granted were both $0.001 or $7,045 and $4,760 respectively.
Venture Minerals Limited | 37
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
K.
Equity instruments held by key management personnel (continued)
(II) Share holdings
The number of shares in the Company held during the financial year by each Director of Venture
Minerals Limited and other key management personnel of the Group, including their personally
related parties, are set out below. There were no shares granted during the year as compensation.
2018
Balance
at the start of
the year
Received on
exercise of
options
Other changes
Balance at the
end of the year
Directors of Venture Minerals Limited
Mr M Ashton
Mr H Halliday
Mr A Radonjic
Mr J Jetter
3,045,000
7,342,500
2,948,000
2,759,000
-
7,045,000
4,760,000
-
Other key management
Mr J Byrde
personnel
-
-
-
-
-
-
-
3,045,000
14,387,500
7,708,000
2,759,000
-
2017
Balance
at the start of
the year
Received on
exercise of
options
Other changes
Balance at the
end of the year
Directors of Venture Minerals Limited
Mr M Ashton
Mr H Halliday
Mr A Radonjic
Mr B McFadzeanA
Mr J Jetter
1,500,000
7,342,500
2,948,000
-
2,759,000
1,545,000D
-
-
-
-
-
-
-
-
-
3,045,000
7,342,500
2,948,000
-
2,759,000
Other key management
Mr B DunnachieB
personnel
Mr J Byrdec
-
-
1,915,000E
-
(1,915,000)
-
-
-
A: Mr B McFadzean resigned 7 October 2016.
B: Mr B Dunnachie resigned 15 March 2017.
C: Mr J Byrde appointed 16 March 2017.
D:
E:
The options exercised on 30 May 2017 at a market value of $37,080.
The options exercised on 1 December 2016 at a market value of $61,280.
Loans to key management personnel
L.
There were no loans made to Directors and other key management personnel of the Group, including their
close family members.
M. Other transactions with key management personnel
Mr H Halliday is a Non-Executive Director of Blackstone Minerals and Alicanto Minerals Limited which
shares either office and/or administration service costs on normal commercial terms and conditions.
Directors, Mr A Radonjic is Technical Director of Blackstone Minerals Limited which shares office and
administration service costs on normal commercial terms and conditions.
Venture Minerals Limited | 38
Directors’ Report
For the year ended 30 June 2018
11. Remuneration Report (continued)
M. Other transactions with key management personnel (continued)
Mr A Radonjic is Director of Onedin Enterprises Pty Ltd who provide mapping services on an arm’s length
basis on normal commercial terms.
Aggregate amounts of each of the above types of other transactions with key management personnel of
Venture Minerals Limited:
(i) Recharges to KMP related entities
Recharge of rent and shared office costs
Recharges to Alicanto Minerals Limited
Recharges to Blackstone Minerals Limited
(ii) Purchases from KMP related entities
Rent of office building and shared office costs
Payments to Blackstone Minerals Limited
Payments to Onedin Enterprises Pty Ltd
End of remuneration report.
12. Shares under Option
2018
$
2017
$
50,805
119,018
39,008
103,679
272,117
3,434
-
3,106
Unissued ordinary shares of Venture Minerals Limited under option at the date of this report are as follows:
Date options granted
20 Apr 18
17 Nov 17
30 Oct 17
1 Dec 16
24 Dec 15
15 Aug 12
15 Aug 12
28 Sep 12
Expiry Date
12 Apr 23
30 Nov 19
30 Oct 19
30 Nov 19
31 Aug 20
See “note A”
See “note B”
See “note C”
Exercise Price
0.1 cents
5.0 cents
3.0 cents
5.0 cents
0.1 cents
50.0 cents
55.0 cents
45.0 cents
Number under Option
5,500,000
250,000
4,000,000
250,000
3,727,000
2,000,000
2,500,000
1,000,000
No option holder has any right under the options to participate in any other share issue of the Company or
any other entity.
Note A: The options shall expire 18 months after the vesting date being the date upon which the Company successfully
obtains financing for the Mt Lindsay Tin-Tungsten Project.
Note B: The options shall expire 18 months after the vesting date being the date upon which the Company successfully
completes its first shipment of DSO product.
Note C: The options shall expire 18 months after the vesting date being the date upon which the Company has made a
decision to proceed with mining tin in Tasmania.
Shares issued on the exercise of options
During the year ending 30 June 2018, 16,527,000 ordinary shares of Venture Minerals Limited were issued
on the exercise of options granted (2017: 3,460,000). No options have been granted or exercised since 30
June 2018.
Venture Minerals Limited | 39
Directors’ Report
For the year ended 30 June 2018
13.
Insurance of Officers
During the financial year, Venture Minerals Limited paid a premium of $9,985 (2017: $9,436) to insure the
Directors and secretary of the Company.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that
may be brought against the officers in their capacity as officers of entities in the group, and any other
payments arising from liabilities incurred by the officers in connection with such proceedings. This does not
include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the
improper use by the officers of their position or of information to gain advantage for themselves or someone
else or to cause detriment to the Company.
14. Meetings of Directors
The number of Directors' meetings (including committees) held during the financial year that each Director
who held office during the financial year were eligible to attend and the number of meetings attended by
each Director are:
Director
Mr M Ashton
Mr A Radonjic
Mr H Halliday
Mr J Jetter
Full meetings of Directors
Number Eligible to
Attend
Meetings
Attended
8
8
8
8
7
8
8
7
Remuneration Committee
meetings
Number
Eligible to
Attend
-
-
-
-
Meetings
Attended
-
-
-
-
The Company does not have a formally constituted audit committee as the Board considers that the
Company’s size and type of operation do not warrant such a committee as all members of the Board are
involved in audit agenda items and discussions thereon.
15. Environmental Regulation
The Group’s activities are subject to the relevant environmental protection legislation (Commonwealth and
State) in relation to its exploration, development and future mining activities.
The Group believes that sound environmental practice is not only a management obligation but the
responsibility of every employee and contractor.
The Company has been granted environmental approvals, with attaching conditions, by the Tasmania
Environmental Protection Authority (EPA) and by the Federal Minister for the Environment, Heritage and
Water in relation to the Riley DSO Hematite Project.
No fines were imposed and no prosecutions were instituted by a regulatory body during the period in
relation to Environmental Regulations.
16. 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 these proceedings. The Company was not a party to any such proceedings
during the year.
Venture Minerals Limited | 40
Directors’ Report
For the year ended 30 June 2018
17. Auditor’s Independence Declaration & Non-Assurance Services
The lead auditor’s independence declaration for the year ended 30 June 2018 has been received and can be
found on page 42 of the Directors’ report. No fees were paid or payable to the auditors for non-assurance
services performed during the year ended 30 June 2018 (2017: nil).
Signed in accordance with a resolution of the Board of Directors.
Andrew Radonjic
Managing Director
Perth, Western Australia, 26 September 2018
Competent Persons Statement
The information in this report that relates to Exploration Results, Exploration Targets or Mineral Resources is based on information
compiled by Mr Andrew Radonjic, a full-time employee of the company and who is a Member of The Australasian Institute of Mining
and Metallurgy. Mr Andrew Radonjic has sufficient experience which is relevant to the style of mineralisation and type of deposits
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 Andrew Radonjic consents to
the inclusion in the report of the matters based on his information in the form and context in which it appears. The information in
this presentation or announcement relating to Minerals Resources was prepared as first disclosed under the JORC Code 2004 and
has not been been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed
since it was last reported.
No New Information Or Data
This annual report contains references to Mineral Resources, Exploration Results and Exploration Targets, all of which have been
cross referenced to previous market announcements made by the Company. The Company confirms that it is not aware of any new
information or data that materially effects the information in the said announcement. In the case of estimates of Mineral Resources
all assumptions and technical parameters underpinning the estimates have not materially changed.
Venture Minerals Limited | 41
Stantons International Audit and Consulting Pty Ltd
trading as
Chartered Accountants and Consultants
26 September 2018
The Directors
Venture Minerals Limited
Level 3, 24 Outram Street
WEST PERTH WA 6005
Dear Sirs
RE: VENTURE MINERALS LIMITED
PO Box 1908
West Perth WA 6872
Australia
Level 2, 1 Walker Avenue
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the directors of Venture Minerals Limited.
As Audit Director for the audit of the financial statements of Venture Minerals Limited for the year ended 30
June 2018, I declare that to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
Yours faithfully,
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(Trading as Stantons International)
(An Authorised Audit Company)
Martin Michalik
Director
Liability limited by a scheme approved
under Professional Standards Legislation
Financial Statements
Contents
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
44
45
46
47
48
69
70
These financial statements cover Venture Minerals Limited as a consolidated entity consisting of
Venture Minerals Limited and the entities it controlled from time to time during the financial year
(‘group’ or ‘consolidated entity’). The financial statements are presented in the Australian currency.
Venture Minerals Limited is a Company limited by shares, incorporated and domiciled in Australia. Its
registered office and principal place of business is:
Venture Minerals Limited
Level 3, 24 Outram Street
West Perth WA 6005
A description of the nature of the consolidated entity's operations and its principal activities is
included in the review of operations and activities on pages 4 to 26 in the Directors’ report, which is
not part of these financial statements.
The financial statements were authorised for issue by the Directors on 26 September 2018. The
Company has the power to amend and reissue the financial statements.
Through the use of the internet, we have ensured that our corporate reporting is timely, complete, and
available globally at minimum cost to the Company. All press releases, financial reports and other
information are available on our website: www.ventureminerals.com.au.
Venture Minerals Limited | 43
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2018
Revenue from continuing operations
Other income
Administrative costs
Consultancy expenses
Employee benefits expense
Share based payment expenses
Occupancy expenses
Compliance and regulatory expenses
Insurance expenses
Depreciation expense
Finance costs
Impairment of plant and equipment
Exploration Expenditure
Loss before income tax
Income tax (expense)/benefit
Loss attributable to owners
Notes
3(a)
3(b)
4(a)
23
4(b)
4(c)
4(d)
9
10
6
Other comprehensive income:
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign
operations
Items that will not be classified to profit or loss
Total comprehensive loss attributable to owners
15
Consolidated
2018
$
30,567
4,782
(264,584)
(144,929)
(451,111)
(10,035)
(73,795)
(70,960)
(40,008)
(30,085)
(14,151)
(808,920)
(1,637,936)
2017
$
44,392
176,301
(137,197)
(119,953)
(205,628)
-
(135,669)
(63,751)
(40,964)
(75,567)
(17,560)
-
(1,207,371)
(3,511,165)
(1,782,967)
-
-
(3,511,165)
(1,782,967)
-
22,720
(3,488,445)
-
5,445
-
(1,777,522)
Basic and Diluted loss per share (cents per share)
17
(0.9)
(0.6)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
Venture Minerals Limited | 44
Consolidated Statement of Financial Position
As at 30 June 2018
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Trade and other receivables
Property, plant and equipment
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
Consolidated
Notes
30 June 2018
$
30 June 2017
$
7
8
8
9
11
12
13
15
2,308,957
121,396
2,430,353
388,000
169,491
557,491
934,443
229,987
1,164,430
388,000
972,896
1,360,896
2,987,844
2,525,326
522,535
465,480
988,015
167,733
373,258
540,991
988,015
540,991
1,999,829
1,984,335
76,938,281
304,586
(75,243,038)
1,999,829
73,115,294
600,914
(71,731,873)
1,984,335
30 June 2016
$
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
Venture Minerals Limited | 45
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2018
Consolidated
Contributed
Equity
Accumulated
Losses
$
$
Foreign
Currency
Translation
Reserve
$
Option
Reserve
Total
$
$
Balance at 1 July 2016
Total comprehensive income for the
year:
Loss for the year
Foreign exchange differences
Transactions with owners in their
capacity as owners:
Contributions of equity (net of
transaction costs)
Equity settled share-based payment
transactions
Exercise of options
73,012,412
(69,948,906)
(43,181)
711,769
3,732,094
-
-
-
(1,782,967)
-
(1,782,967)
-
5,445
5,445
-
-
-
(1,782,967)
5,445
(1,777,522)
-
26,890
75,992
102,882
-
-
-
-
-
-
-
-
-
3,001
(76,120)
(73,119)
-
29,891
(128)
29,763
Balance at 30 June 2017
73,115,294
(71,731,873)
(37,736)
638,650
1,984,335
Balance at 1 July 2017
Total comprehensive income for the
year:
Loss for the year
Foreign exchange differences
Transactions with owners in their
capacity as owners:
Contributions of equity (net of
transaction costs)
Equity settled share-based payment
transactions
Exercise of options
73,115,294
(71,731,873)
(37,736)
638,650
1,984,335
-
-
-
(3,511,165)
-
(3,511,165)
-
22,720
22,720
3,417,866
25,000
380,121
3,822,987
-
-
-
-
-
-
-
-
-
-
-
-
(3,511,165)
22,720
(3,488,445)
3,417,866
44,546
69,546
(363,594)
(319,048)
16,527
3,503,939
Balance at 30 June 2018
76,938,281
(75,243,038)
(15,016)
319,602
1,999,829
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Venture Minerals Limited | 46
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2018
Cash Flows from Operating Activities
Payments to suppliers and employees
Interest received
Payments for exploration and evaluation
Other income
Note
Consolidated
2018
2017
$
$
(838,958)
32,477
(1,242,933)
-
(726,479)
46,788
(1,223,671)
44,829
Net cash (outflow) from operating activities
18
(2,049,414)
(1,858,533)
Cash Flows from Investing Activities
Purchase of property, plant and equipment
Proceeds from the sale of property, plant and equipment
Security deposits returned
(35,464)
-
-
(13,399)
-
135,600
Net cash (outflow)/inflow from investing activities
(35,464)
122,201
Cash Flows from Financing Activities
Proceeds from issue of shares and other equity securities
Share issue transaction costs
3,726,535
(267,143)
3,460
(3,588)
Net cash inflow/(outflow) from financing activities
3,459,392
(128)
Net increase/(decrease) in cash and cash equivalents
1,374,514
(1,736,460)
Cash and cash equivalents at the start of the year
934,443
2,670,903
Cash and cash equivalents at the end of the year
7
2,308,957
934,443
Amounts relating to payments to suppliers and employees as set out above are inclusive of goods and services tax. The above consolidated
statement of cash flows should be read in conjunction with the accompanying notes.
Venture Minerals Limited | 47
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies
This note provides a list of all significant accounting policies adopted in the preparation of these consolidated
financial statements. These policies have been consistently applied to all the years presented, unless otherwise
stated. The financial statements cover Venture Minerals Limited as a consolidated entity consisting of Venture
Minerals Limited and its subsidiaries (‘group’ or consolidated entity’).
(a) Basis of Preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards and Interpretations issued by the Australian Accounting Standards Board and the Corporations Act
2001.
(i) Compliance with IFRS
The consolidated financial statements of Venture Minerals Limited also comply with International
Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
(ii) Historical cost convention
These financial statements have been prepared on an accrual basis under the historical cost convention,
modified where applicable by amendment of fair value of financial assets and financial liabilities.
(b) Principles of Consolidation
(i) Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of the consolidated entity as
at 30 June 2018 and the results of the parent and all subsidiaries for the year then ended.
Subsidiaries are all entities over which the group has control. The group controls an entity when the
group is exposed to, or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are
fully consolidated from the date on which control is transferred to the group. They are deconsolidated
from the date that control ceases. The acquisition method of accounting is used to account for business
combinations by the group.
Intercompany transactions, balances and unrealised gains on transactions between group companies
are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure
consistency with the policies adopted by the group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the statement
of comprehensive income, statement of changes in equity and balance sheet respectively.
A list of controlled entities is contained in Note 25 to the financial statements. All controlled entities
have a 30 June financial year-end.
(ii) Joint arrangements
Under AASB 11 Joint Arrangements investments in joint arrangements are classified as either joint
operations or joint ventures. The classification depends on the contractual rights and obligations of
each investor, rather than the legal structure of the joint arrangement. Venture Minerals Limited has
joint operations.
Venture Minerals Limited | 48
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies (continued)
(b) Principles of Consolidation (continued)
Joint operations
(iii)
Venture Minerals Limited recognises its direct right to the assets, liabilities, revenues and expenses of
joint operations and its share of any jointly held or incurred assets, liabilities, revenues and expenses.
Details of the joint operations are set out in Note 26.
Segment reporting
(c)
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker, who is responsible for allocating resources and
assessing performance of the operating segments, has been identified as the board of directors.
(d) Foreign currency translation
(i) Functional and presentation currency
Items included in the financial statements of each of the group’s entities are measured using the
currency of the primary economic environment in which the entity operates (‘the functional currency’).
The consolidated financial statements are presented in Australian dollars, which is Venture Minerals
Limited’s functional and presentation currency. Venture Minerals overseas subsidiary Venture Thailand
Pty Ltd has a functional currency of Thai Baht and converted to the group presentational currency in
accordance with the company’s accounting policy.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates
prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation of monetary assets and liabilities denominated
in foreign currencies at year end exchange rates are generally recognised in profit or loss. They are
deferred in equity if they relate to qualifying cash flow hedges, qualifying net investment hedges or are
attributable to part of the net investment in a foreign operation.
Translation differences on financial assets and liabilities carried at fair value are reported as part of the
fair value gain or loss. Translation differences on non-monetary financial assets and liabilities such as
equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value
gain or loss. Translation differences on non-monetary financial assets such as equities classified as
available for sale financial assets are included in the fair value reserve in equity.
(iii) Group companies
The results and financial position of foreign operations that have a functional currency different from
the presentation currency are translated into the presentation currency as follows:
▪ Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of
that balance sheet
▪ Income and expenses for the statement of comprehensive income are translated at average exchange
rates, and
▪ All resulting exchange differences are recognised in other comprehensive income.
(e) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue
are net of returns, trade allowances and amounts collected on behalf of third parties. Revenue is recognised for
the business activities as follows:
(i) Interest income
Interest income is recognised as the interest accrues (using the effective interest method, which is the
rate that exactly discounts estimated future cash receipts through the expected life of the financial
instrument) to the net carrying amount of the financial asset.
Venture Minerals Limited | 49
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies (continued)
Income tax
(f)
The income tax expense or benefit for the period is the tax payable on the current period’s taxable income based
on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts
in the financial statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply
when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or
substantively enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of
deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made
for certain temporary differences arising from the initial recognition of an asset or a liability.
No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a
transaction, other than a business combination, that at the time of the transaction did not affect either accounting
profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is
probable that future taxable amounts will be available to utilise those temporary differences and losses. Deferred
tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax
liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net
basis, or to realise the asset and settle the liability simultaneously. Current and deferred tax balances attributable
to amounts recognised directly in equity are also recognised directly in equity.
The group is entitled to claim special tax deductions and rebates on qualifying expenditure under the Research
and Development Tax Incentive Scheme in Australia. The group accounts for the rebate as an Income Tax
Benefit/Income.
Leases
(g)
Leases of property, plant and equipment where the group has substantially all the risks and rewards of
ownership are classified as finance leases. Finance leases are capitalised at the lease’s inception at the lower of
the fair value of the leased property and the present value of the minimum lease payments. The corresponding
rental obligations, net of finance charges, are included in other long-term payables. Each lease payment is
allocated between the liability and finance cost. The finance cost is charged to the statement of comprehensive
income over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the
liability for each period. The property, plant and equipment acquired under finance leases are depreciated over
the shorter of the asset’s useful life and the lease term.
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are
classified as operating leases. Payments made under operating leases (net of any incentives received from the
lessor) are charged to the statement of comprehensive income on a straight-line basis over the period of the
lease.
Impairment of assets
(h)
At each reporting date, the group assesses whether there is any indication that an asset may be impaired. An
impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the
purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately
identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets
(cash-generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for
possible reversal of the impairment at each reporting date or more frequently if events or changes in
circumstances indicate that they might be impaired.
Venture Minerals Limited | 50
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies (continued)
(i) Cash and cash equivalents
For the purposes of presentation of the statement of cash flows, cash and cash equivalents include cash on hand,
deposits held at call with financial institutions, other short-term, highly liquid investments with original
maturities of three 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 overdrafts.
Trade and other receivables
(j)
Trade and other receivables are initially recognised initially at fair value and subsequently measured at
amortised costs using the effective interest method, less provision for impairment. Trade and other receivables
are generally due for settlement within 30 days. Collectability of trade receivables is reviewed on an ongoing
basis. Amounts that are known to be uncollectible are written off by reducing the carrying amount directly.
(k) Exploration and evaluation expenditure
The exploration and evaluation expenditure accounting policy is to expense expenditure as incurred other than
for the capitalisation of acquisition costs.
(l) Property, plant and equipment
All property, plant and equipment is stated at historical cost less depreciation. Historical cost includes
expenditure that is directly attributable to the acquisition of the items. Subsequent costs are included in the
asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the company and the cost of the item can be measured
reliably. All other repairs and maintenance are charged to the statement of profit or loss and comprehensive
income during the financial period in which they are incurred.
Land is not depreciated. Depreciation on assets is calculated using the diminishing value method to allocate their
cost, net of their residual values, over their estimated useful lives, as follows:
Plant and equipment - office
Furniture and equipment - office
Plant and equipment - field
Motor vehicles
Leasehold improvements
40.0%
20.0%
40.0%
40.0%
25.0%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date. An
asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount (Note 1(h)). Gains and losses on disposals are determined by
comparing proceeds with carrying amount. These are included in the statement of comprehensive income.
(m) Trade and other payables
These amounts represent liabilities for goods and services provided to the company prior to the end of financial
year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.
(n) Provisions
Provisions are recognised when: the company has a present legal or constructive obligation as a result of past
events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has
been reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of management’s best estimate of the expenditure required to
settle the present obligation at the balance date. The discount rate used to determine the present value reflects
current market assessments of the time value of money and the risks specific to the liability. The increase in the
provision due to the passage of time is recognised as interest expense.
Venture Minerals Limited | 51
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies (continued)
(o) Employee benefits
(i)Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be
settled within 12 months of the reporting date are recognised in respect of employee’s services up to the
end of the reporting period and are measured at the amounts expected to be paid when liabilities are
settled. The liability for annual leave is recognised in the provision for employee benefits. All other
short-term employee benefit obligations are presented as other payables.
(i)
(ii) Other long-term employee benefit obligations
The liability for long service leave and annual leave which is not expected to be settled within 12
months after the end of the period in which the employees render the related service is recognised in
the provision for employee benefits and measured as the present value of expected future payments to
be made in respect of services provided by employees up to the reporting date using the projected unit
credit method. Consideration is given to expected future wage and salary levels, experience of employee
departures and periods of service. Expected future payments are discounted using market yields at the
reporting date on national government bonds with terms to maturity and currency that match, as
closely as possible, the estimated future cash outflows.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an
unconditional right to defer settlement for at least twelve months after the reporting date, regardless of
when the actual settlement is expected to occur.
(ii)
(iii) Share-based payments
The company provides benefits to employees (including directors) of the group in the form of share-
based payment transactions, whereby employees render services in exchange for shares or rights over
shares (‘equity-settled transactions’). There is currently an Employee Incentive Scheme (IOS), which
provides benefits to directors and senior executives. The cost of these equity-settled transactions with
employees is measured by reference to the fair value at the date at which they are granted. The fair
value is determined using a Black-Scholes option pricing model that takes into account the exercise
price, the term of the option, the impact of dilution, the share price at grant date and expected volatility
of the underlying share, the expected dividend yield and the risk free interest rate for the term of the
option.
In valuing equity-settled transactions, no account is taken of any performance conditions, other than
conditions linked to the price of shares of Venture Minerals Limited (‘market conditions’). The number
of shares expected to vest is estimated based on the non-market vesting conditions and the probability
the option will be exercised.
(p) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are
shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue
of new shares for the acquisition of a business are not included in the cost of the acquisition as part of the
purchase consideration.
(q) Earnings per share
(i) Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the
company excluding any costs of servicing equity other than ordinary shares, by the weighted average
number of ordinary shares outstanding during the financial year, adjusted for bonus elements in
ordinary shares issued during the year.
Venture Minerals Limited | 52
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies (continued)
(q) Earnings per share (continued)
(ii) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to
take into account the after-tax effect of interest and other financing costs associated with the dilutive
potential ordinary shares and the weighted average number of shares assumed to have been issued for
no consideration in relation to dilutive potential ordinary shares.
(r) Goods and services tax (‘GST’)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset
or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the taxation authority is included with other receivables or payables in the
statement of financial position. Cash flows are presented on a gross basis. The GST components of cash flows
arising from investing or financing activities which are recoverable from, or payable to the taxation authority, are
presented as operating cash flow.
(s) New and amended standards and interpretations
A number of new standards, amendments to standards and interpretations issued by the AASB which are not yet
mandatorily applicable to the group have not been applied in preparing these consolidated financial statements.
Those which may be relevant to the group are set out below. The group does not plan to adopt these standards
early.
(i)
AASB 9 Financial Instruments and associated Amending Standards (applicable for annual reporting period
commencing 1 January 2018)
The Standard will be applicable retrospectively (subject to the comment on hedge accounting below) and
includes revised requirements for the classification and measurement of financial instruments, revised
recognition and derecognition requirements for financial instruments and simplified requirements for
hedge accounting.
Key changes made to this standard that may affect the Group on initial application include certain
simplifications to the classification of financial assets, simplifications to the accounting of embedded
derivatives, and the irrevocable election to recognise gains and losses on investments in equity
instruments that are not held for trading in other comprehensive income.
The directors anticipate that the adoption of AASB 9 will not have a material impact on the Group’s
financial instruments.
(ii) AASB 16: Leases (applicable to annual reporting periods commencing on or after 1 January 2019).
AASB 16 removes the classification of leases as either operating leases or finance leases for the lessee
effectively treating all leases as finance leases. Short term leases (less than 12 months) and leases of a low
value are exempt from the lease accounting requirements. Lessor accounting remains similar to current
practice. The directors anticipate that the adoption of AASB 16 will not have a material impact on the
Group’s recognition of leases and disclosures.
(iii) AASB 15: Revenue from Contracts with Customers (applicable to annual reporting periods commencing on
or after 1 January 2018).
When effective, this Standard will replace the current accounting requirements applicable to revenue with
a single, principles-based model. Apart from a limited number of exceptions, including leases, the new
revenue model in AASB 15 will apply to all contracts with customers as well as non-monetary exchanges
between entities in the same line of business to facilitate sales to customers and potential customers. This
Standard will require retrospective restatement, as well as enhanced disclosures regarding revenue.
Venture Minerals Limited | 53
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
1.
Summary of Significant Accounting Policies (continued)
(s) New and amended standards and interpretations (continued)
The core principle of the Standard is that an entity will recognise revenue to depict the transfer of
promised goods or services to customers in an amount that reflects the consideration to which the entity
expects to be entitled in exchange for the goods or services. To achieve this objective, AASB 15 provides the
following five-step process:
identify the contract(s) with a customer;
identify the performance obligations in the contract(s);
•
•
• determine the transaction price;
• allocate the transaction price to the performance obligations in the contract(s); and
•
recognise revenue when (or as) the performance obligations are satisfied.
The directors anticipate that the adoption of AASB 15 will not have a material impact on the Group’s
Financial Statements.
(iv) AASB 2014-10: Amendments to Australian Accounting Standards – Sale or Contribution of Assets between
an Investor and its Associate or Joint Venture (applicable to annual reporting periods commencing on or
1 January 2018). This Standard amends AASB 10: Consolidated Financial Statements with regards to a
parent losing control over a subsidiary that is not a “business” as defined in AASB 3: Business
Combinations to an associate or joint venture and requires that:
• a gain or loss (including any amounts in other comprehensive income (OCI)) be recognised only to
the extent of the unrelated investor’s interest in that associate or joint venture;
•
the remaining gain or loss be eliminated against the carrying amount of the investment in that
associate or joint venture; and
• any gain or loss from remeasuring the remaining investment in the former subsidiary at fair value
also be recognised only to the extent of the unrelated investor’s interest in the associate or joint
venture. The remaining gain or loss should be eliminated against the carrying amount of the
remaining investment.
The directors anticipate that the adoption of AASB 2014-10 will not have a material impact on the Group’s
Financial Statements.
(v) New amended standards adopted by the Group
None of the new standards and amendments to standards that are mandatory for the first time for the
financial year beginning 1 July 2017 affected any of the amounts recognised in the current period or any
prior period, although it caused minor changes to the Group’s disclosures.
Critical accounting estimates and judgements
2.
Estimates and judgements are continually evaluated and are based on historical experience and other factors,
including expectations of future events that may have a financial impact on the entity and that are believed to be
reasonable under the circumstances.
The group makes estimates and assumptions concerning the future. The resulting accounting estimates and
judgements may differ from the related actual results and may have a significant effect on the carrying amount of
assets and liabilities within the next financial year and on the amounts recognised in the financial statements.
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year are discussed below.
(i) Share based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the
equity instruments at the date at which they are granted. The fair value is determined by an internal valuation
using a Black-Scholes option pricing model, using the assumptions detailed in Note 23.
Venture Minerals Limited | 54
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
2.
Critical accounting estimates and judgements (continued)
(ii)Deferred Tax Assets
Deferred tax assets are recognised for deductible temporary differences when management considers that is
probable that future taxable profits will be available to utilise those temporary differences.
3.
(a)
Revenue
From continuing operations
Interest received
Total revenue from continuing operations
(b)
Other income
Other income
Total other income
Expenses
4.
Loss before income tax includes the following specific expenses:
(a)
Employee benefits expense
Salary and wages expense
Other employee provisions
Defined contribution superannuation expense
Total employee benefits expense
(b)
Occupancy expense
Operating lease expense
Make Good Provision
Other occupancy costs
Total occupancy expense
(c)
Depreciation of non-current assets
Plant and equipment - office
Plant and equipment - field
Furniture and equipment - office
Leasehold improvements
Motor vehicles
Total depreciation of non-current assets (refer to note 9)
(d)
Finance costs in respect of finance leases
Other bank and finance charges
Total finance costs in respect of finance leases
(e)
Foreign exchange loss
Net foreign exchange loss
Total foreign exchange loss
5. Auditor’s Remuneration
Remuneration of the auditor of the group
Auditing or reviewing the financial statements
Total auditor remuneration
Consolidated
2018
$
2017
$
30,567
30,567
44,392
44,392
4,782
4,782
176,301
176,301
358,101
59,375
33,635
451,111
55,127
-
18,668
73,795
6,528
2,467
2,457
16,423
2,210
30,085
14,151
14,151
-
-
197,990
7,638
205,628
77,775
30,000
27,894
135,669
8,586
4,740
4,426
54,133
3,682
75,567
17,560
17,560
1,165
1,165
29,576
29,576
27,598
27,598
Venture Minerals Limited | 55
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
6.
(a)
Income Tax Expense
Income tax expense
Current tax
Deferred tax
Total income tax (expense)/benefit
Deferred income tax expense included in income tax expense comprises:
(Increase) in deferred tax assets (Note 6(c))
Increase in deferred tax liabilities (Note 6(d))
Consolidated
2018
$
2017
$
-
-
-
-
-
-
-
-
-
-
-
-
(b)
Numerical reconciliation of income tax expense to prima facie tax payable
Profit/(loss) from continuing operations before income tax expense
(3,511,165)
(1,782,967)
Tax (tax benefit) at the tax rate of 27.5% (2017: 27.50%)
(965,570)
(490,316)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Share based payments
Other non-deductible amounts
Unrecognised tax losses
Income tax expense
(c)
Deferred tax assets
Tax losses
Employee benefits
Other accruals
Total deferred tax assets
Set-off deferred tax liabilities (Note 6(d))
Net deferred tax assets
(d)
Deferred tax liabilities
Exploration expenditure
Other
Total deferred tax liabilities
Set-off deferred tax assets (Note 6(c))
Net deferred tax liabilities
3,011
49,900
(912,659)
-
10,907
(479,409)
912,659
479,409
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(e)
Tax losses
Unused tax losses for which no DTA has been recognized
Potential tax benefit at 27.5% (2017: 27.5%)
(f)
Unrecognised temporary differences
Unrecognised deferred tax asset relating to capital raising costs
65,074,392
17,895,458
61,682,762
16,962,760
248,305
16,239
Venture Minerals Limited | 56
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
Cash & Cash Equivalents
Cash & cash equivalents
Cash at bank and in hand
Deposits at call
Total cash and cash equivalents
Consolidated
2018
$
2017
$
608,957
1,700,000
2,308,957
284,443
650,000
934,443
Cash at bank and on hand
Cash on hand is non-interest bearing. Cash at bank bears interest rates between 0.00% and 1.00% (2017:
0.00% and 1.10%).
Deposits at call
Deposits at call are bearing interest rates between 2.15% and 2.72% (2017: 1.75% and 2.52%).
Trade & Other Receivables
Current
Other receivables
Prepayments
Total current trade and other receivables
Non-Current
Deposits1
Total non-current trade and other receivables
102,635
18,761
121,396
221,804
8,183
229,987
388,000
388,000
388,000
388,000
7.
(a)
(b)
(c)
8.
(a)
(b)
1 Deposits include cash of $353,000 (2017: $353,000) to secure a bank guarantee facility to provide a corporate
credit card facility, security deposits required by the relevant authority for the granted exploration and mining
licences. A further $35,000 (2017: $35,000) is held in cash by the relevant authority for granted mining licence.
(c)
(d)
Past due and impaired receivables
As at 30 June 2018, there were no other receivables that were past due or impaired (2017: nil).
Effective interest rates and credit risk
Information concerning effective interest rates and credit risk of both current and non-current trade and other
receivables is set out in Note 16.
Venture Minerals Limited | 57
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
Consolidated
Plant &
Equipment
$
Property, Plant & Equipment
Furniture &
Equipment
$
Leasehold
Improvements
$
Motor
Vehicle
$
Land Mining
equipment
$
$
Total
$
9.
Year ended 30 June 2018
Opening net book amount
Additions
ImpairmentA
Depreciation charge
Effect of exchange rates
Closing net book amount
At 30 June 2018
Cost or fair value
Accumulated depreciation
Net book amount
17,884
7,849
-
(8,995)
136
16,874
14,244
-
(3,514)
(2,457)
-
8,273
-
27,615
-
(16,423)
-
11,192
5,523
-
-
(2,210)
-
3,313
129,839
-
-
-
-
129,839
805,406
-
(805,406)
-
-
-
972,896
35,464
(808,920)
(30,085)
136
169,491
141,478
(124,604)
16,874
48,778
(40,505)
8,273
27,615
(16,423)
11,192
5,523
(2,210)
3,313
129,839
-
129,839
-
-
-
353,233
(183,742)
169,491
Year ended 30 June 2017
Opening net book amount
Additions
Impairment
Depreciation charge
Effect of exchange rates
Closing net book amount
At 30 June 2017
Cost or fair value
Accumulated depreciation
Net book amount
17,121
13,399
-
(13,326)
690
17,884
18,670
-
-
(4,426)
-
14,244
54,133
-
(54,133)
-
-
9,205
-
-
(3,682)
-
5,523
129,839
-
-
-
-
129,839
175,548
(157,664)
17,884
59,372
(45,128)
14,244
-
-
-
65,676
(60,153)
5,523
129,839
-
129,839
805,406
-
-
-
-
805,406
805,406
-
805,406
1,034,374
13,399
-
(75,567)
690
972,896
1,235,841
(262,945)
972,896
A: An impairment charge has been recognised in relation to mining equipment held at written down value of $805,406
following impairment testing in accordance with AASB 136 where it was reasonable to conclude at reporting date the
recoverable amount would be less than the carrying value at 30 June 2018. The carrying value has been written down to nil.
10. Exploration & Evaluation Expenditure
(a)
Non-current
Opening balance
Exploration and acquisition costs
Write offs/provisions
Total non-current exploration and evaluation expenditure
Consolidated
2018
$
2017
$
-
1,637,936
(1,637,936)
-
-
1,207,371
(1,207,371)
-
(b) The value of the group’s interest in exploration expenditure is dependent upon:
▪
▪
▪
the continuance of the group’s rights to tenure of the areas of interest;
the results of future exploration; and
the recoupment of costs through successful development and exploitation of the areas of interest, or
alternatively, by their sale.
The group’s exploration properties may be subjected to claim(s) under native title, or contain sacred sites, or sites of
significance to Aboriginal people. As a result, exploration properties or areas within the tenements may be subject
to exploration restrictions, mining restrictions and/or claims for compensation. At this time, it is not possible to
quantify whether such claims exist, or the quantum of such claims.
Venture Minerals Limited | 58
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
11. Trade & Other Payables
Current
Trade Payables
Other Payables
Total current trade & other payables
ppabkespayables
No trade or other payables are considered past due.
12. Provisions
Current
Employee entitlements
Total current provisions
Consolidated
2018
$
2017
$
231,382
291,153
522,535
68,390
99,343
167,733
465,480
465,480
373,258
373,258
13. Contributed Equity
Issued capital
(a)
Ordinary shares – fully paid
Total issued capital
Consolidated
2018
Shares
2017
Shares
Consolidated
2018
$
2017
$
493,959,173
493,959,173
320,910,028
320,910,028
76,938,281
76,938,281
73,115,294
73,115,294
2013
(b)
(c)
Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the
number of shares held and in proportion to the amount paid up on the shares held.
At shareholders meetings each ordinary share is entitled to one vote in proportion to the paid up amount of the
Options
share when a poll is called, otherwise each shareholder has one vote on a show of hands.
Information relating to options including details of options issued, exercised and lapsed during the financial year
and options outstanding at the end of the financial year, is set out in Note 14.
(d) Movements in issued capital
Date
Number of
Shares
Issue Price
$
Total
$
$
Opening Balance 1 July 2016
Exercise of options*
Share Issue
Exercise of options*
Less transaction costs
Closing Balance at 30 June 2017
Opening Balance 1 July 2017
Share Issue
Issue of shares Muggon Copper
Exercise of options*
Share Issue
Exercise of options*
Exercise of options*
Share Issue
Exercise of options*
Less transaction costs
Closing Balance at 30 June 2018
01-Dec-16
01-Dec-16
30-May-17
18-Sept-17
30-Oct-17
30-Oct-17
30-Oct-17
12-Jan-18
19-Mar-18
25-May-18
25-May-18
316,635,187
1,915,000
814,841
1,545,000
320,910,028
320,910,028
46,717,663
1,041,667
1,750,000
48,282,314
1,030,000
11,805,000
60,480,501
1,942,000
493,959,173
0.023
0.033
0.023
0.02
0.024
0.023
0.02
0.023
0.023
0.03
0.023
73,012,412
44,045
26,890
35,535
(3,588)
73,115,294
73,115,294
934,353
25,000
40,250
965,646
23,690
271,515
1,814,415
44,666
(296,548)
76,938,281
* Note the value of the options exercised includes the amount transferred from the option premium reserve
and the funds received on exercise of the options.
Venture Minerals Limited | 59
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
Expiry date
Exercise
price
Balance at
start of year
Granted
during the
year
(Exercised)
during the year
Cancelled/
lapsed
during the
year
Balance at
end of the
year
14.
(a)
Issued Share Options
2018 unlisted share option details
31 Aug 20
12 Apr 23
30 Oct 19
30 Nov 19
N/A1
N/A2
N/A3
0.1 cents
0.1 cents
3.0 cents
5.0 cents
45.0 cents
50.0 cents
55.0 cents
20,254,000
-
-
250,000
1,000,000
2,000,000
2,500,000
26,004,000
$0.098
Weighted average exercise price
(b)
2017 unlisted share option details
31 Aug 20
30 Nov 19
N/A1
N/A2
0.1 cents
5.0 cents
45.0 cents
50.0 cents
55.0 cents
23,714,000
-
1,000,000
2,000,000
2,500,000
N/A3
Weighted average exercise price
29,214,000
$0.098
-
5,500,000
4,000,000
250,000
-
-
-
9,750,000
$0.014
-
250,000
-
-
-
250,000
$0.05
(16,527,000)
-
-
-
-
-
-
(16,527,000)
$0.001
(3,460,000)
-
-
-
-
(3,460,000)
$0.001
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,727,000
5,500,000
4,000,000
500,000
1,000,000
2,000,000
2,500,000
19,227,000
$0.155
20,254,000
250,000
1,000,000
2,000,000
2,500,000
26,004,000
$0.098
1: To vest upon successfully obtaining project financing for the Mt Lindsay Tin/Tungsten Project, expire 18 months after vesting
2: To vest upon first shipment of DSO ore, expire 18 months after vesting
3: Vest upon company announcement that it has made a decision to proceed with mining tin in Tasmania, expire 18 months after vesting
Consolidated
2018
$
2017
$
15. Reserves
(a)
Unlisted option reserve
Opening balance
Unlisted options issued during the year
Exercise of options
Lapsed options: Transfer within equity to accumulated losses
Total unlisted option reserve
638,650
44,546
(363,594)
-
319,602
711,769
3,001
(76,120)
-
638,650
The unlisted option reserve records items recognised on valuation of director, employee and contractor
share options. Information relating to the Venture Minerals Limited Employee Incentive Scheme “EIOS”,
including details of options issued, exercised and lapsed during the financial year and options
outstanding at the end of the financial year, is set out in Note 14.
(b)
Foreign currency translation reserve
(43,181)
Opening balance
5,445
Exchange differences arising on translation of foreign operations
Closing Balance
(37,736)
Exchange differences arising on translation of the foreign controlled entity are taken to the foreign
currency translation reserve. The reserve is recognised in the statement of profit or loss when the net
Investment is disposed of.
(37,736)
22,720
(15,016)
(c)
Total reserves
Unlisted option reserve
Exchange differences arising on translation of foreign operations
Closing Balance
319,602
(15,016)
304,586
638,650
(37,736)
600,914
Venture Minerals Limited | 60
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
16. Financial Instruments, Risk Management Objectives and Policies
The Consolidated Entity’s principal financial instruments comprise cash and short-term deposits. The main
purpose of the financial instruments is to earn the maximum amount of interest at a low risk to the group. The
Consolidated Entity also has other financial instruments such as trade and other receivables and trade and other
payables which arise directly from its operations. For the year under review, it has been the Consolidated Entity’s
policy not to trade in financial instruments.
The main risks arising from the Consolidated Entity’s financial instruments are interest rate risk and credit risk,
with foreign currency risk considered immaterial. The board reviews and agrees policies for managing each of
these risks and they are summarised below:
(a)
Interest Rate Risk
The group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate
as a result of changes in market interest rates and the effective weighted average interest rate for each
class of financial assets and financial liabilities comprises:
Consolidated
2018
Financial Assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Financial Liabilities
Trade & other payables - current
Financial liabilities – current
Financial liabilities – non-current
Consolidated
2017
Financial Assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Weighted
Average
Interest
Rate
%
Floating
Interest
Rate
Fixed
Interest
Non-
interest
bearing
Total
$
$
$
$
2.04%
0.00%
2.57%
13,387
-
-
1,700,000
-
353,000
595,570
102,635
35,000
2,308,957
102,635
388,000
13,387
2,053,000
733,205
2,799,592
0.00%
0.00%
0.00%
Weighted
Average
Interest
Rate
%
-
-
-
-
-
-
-
-
522,535
-
-
522,535
Floating
Interest
Rate
Fixed
Interest
Non-
interest
bearing
522,535
-
-
522,535
Total
$
$
$
$
1.74%
0.00%
2.29%
100,118
-
-
785,600
-
353,000
48,725
221,804
35,000
934,443
221,804
388,000
100,118
1,138,600
305,529
1,544,247
Financial Liabilities
Trade & other payables - current
Financial liabilities – current
Financial liabilities – non-current
0.00%
0.00%
0.00%
-
-
-
-
-
-
-
-
167,733
-
-
167,733
167,733
-
-
167,733
The maturity date for all cash, current receivables and trade and other payable financial instruments included in the above tables is
one year or less from balance date. The maturity for the non-current trade and other receivables is between 1 and 2 years from
balance date.
Venture Minerals Limited | 61
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
16.
Financial Instruments, Risk Management Objectives and Policies (continued)
(b) Group sensitivity analysis
The entity’s main interest rate risk arises from cash and cash equivalents with variable and fixed interest
rates. At 30 June 2018, the group’s exposure to interest rate risk is not considered material.
(c)
Credit risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in
financial loss to the group. The group has adopted the policy of only dealing with credit worthy
counterparties and obtaining sufficient collateral or other security where appropriate, as a means of
mitigating the risk of financial loss from defaults. The group does not have any significant credit risk
exposure to any single counterparty or any group of counterparties having similar characteristics. The
carrying amount of financial assets recorded in the financial statements, net of any provisions for losses,
represents the group’s maximum exposure to credit risk.
(d) Liquidity risk
The group manages liquidity risk by continuously monitoring forecast and actual cash flows and matching
the maturity profiles of financial assets and liabilities. Due to the dynamic nature of the underlying
businesses, the group aims at ensuring flexibility in its liquidity profile by maintaining the ability to
undertake capital raisings. Funds in excess of short-term operational cash requirements are generally only
invested in short term bank bills.
(e) Net fair value
The carrying value and net fair values of financial assets and liabilities at balance date are:
Consolidated
Financial assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Financial Liabilities
Trade and other payables - current
Financial liabilities – current
Financial liabilities – non-current
2018
Carrying
Amount
$
Net fair
Value
$
2017
Carrying
Amount
$
Net fair
Value
$
2,308,957
102,635
388,000
2,799,592
522,535
-
-
522,535
2,308,957
102,635
388,000
2,799,592
522,535
-
-
522,535
934,443
221,804
388,000
1,544,247
167,733
-
-
167,733
934,443
221,804
388,000
1,544,247
167,733
-
-
167,733
17. Earnings per Share
(a) Earnings/(Loss)
Earnings/(loss) used in the calculation of basic EPS
(3,511,165)
(1,782,967)
(b) Weighted average number of ordinary shares (‘WANOS’)
WANOS used in the calculation of basic earnings per share:
401,393,518
319,893,791
Consolidated
2018
$
2017
$
(c) Diluted Loss Per Share
Diluted loss per share is considered to be the same as the basic loss per
share, as the potential ordinary shares on issue are anti-dilutive and have
not been applied in calculated dilutive loss per share. The Group does not
have any potentially dilutive ordinary securities.
Venture Minerals Limited | 62
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
18. Cash Flow Information
a) Reconciliation of cash flows from operating activities with loss from ordinary activities after income
tax:
(Loss) from ordinary activities after income tax
(3,511,165)
(1,782,967)
Consolidated
2018
$
2017
$
Depreciation
Share based payments
Impairment of plant and equipment
Net exchange differences
Changes in assets and liabilities:
- (Increase)/Decrease in operating receivables &
prepayments
- Increase/(decrease) in trade and other payables
- Increase/(decrease) in employee provisions
Net cash (outflows) from Operating Activities
a) Non-cash investing and financing
Share-based payments expense – acquisition of mineral
tenements.
Share-based payments expense -share issue costs
Refer to note 23 for further details.
19. Commitments
(a) Exploration commitments
Not longer than one year
Longer than one year, but not longer than five years
Longer than five years
30,085
10,035
808,920
22,720
75,567
29,891
-
4,755
142,965
(154,080)
354,802
92,224
(2,049,414)
(20,583)
(11,116)
(1,858,533)
25,000
29,407
Consolidated
2018
$
3,001
-
2017
$
1,013,530
4,054,119
-
5,067,649
961,744
3,002,347
-
3,964,091
In order to maintain rights of tenure to mining tenements subject to these agreements, the group would
have the above 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 per the above maturities. 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.
Venture Minerals Limited | 63
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
20. Events Occurring After Balance Date
Subsequent to 30 June 2018, as announced on 17 May 2018, a two-tranche placement for the issue of up to
85,100,000, shares to raise up to $2,500,000 at $0.03 in a two-tranche placement was completed with Tranche 2
finalised on 18 July 2018. The completed Tranche 2 of the placement included issuing 24,652,832 ordinary
shares at $0.03 per share to raise total gross proceeds of $739,585.
On 10 August 2018, the company issued 2,000,000 ordinary shares under Agreement with Galahad Resources
Pty Ltd for Western Australian Tenements E59/2243, E59/2244 and E59/2288 for a total value of $50,000 or
$0.025 per share.
There were no material events subsequent to balance date.
21. Segment Information
(a) Description of segments
Management has determined the operating segments based on the reports reviewed by the chief operating
decision maker that are used to make strategic decisions. For the purposes of segment reporting the chief
operating decision maker has been determined as the board of directors. The amounts provided to the
board of directors with respect to total assets and profit or loss is measured in a manner consistent with
that of the financial statements. Assets are allocated to a segment based on the operations of the segment
and the physical location of the asset.
The board monitors the entity primarily from a geographical perspective, and has identified three
operating segments, being exploration for mineral reserves within Australia and Thailand and the
corporate/head office function.
(b)
Segment information provided to the board of directors
The segment information provided to the board of directors for the reportable segments is as follows:
2018 Extract
Total segment revenue
Interest revenue
Impairment Expense
Depreciation and amortisation expense
Total segment loss before income tax
2017 Extract
Total segment revenue
Interest revenue
Depreciation and amortisation expense
Total segment loss before income tax
Total segment assets
30 June 2018
30 June 2017
Total segment liabilities
30 June 2018
30 June 2017
Exploration
South
East Asia
$
Australia
$
Corporate
$
Total
$
-
-
-
769
(395,376)
-
-
805,406
2,257
(2,108,111)
30,567
30,567
3,514
27,059
(1,007,678)
30,567
30,567
808,920
30,085
(3,511,165)
-
-
2,115
(494,964)
-
-
7,998
(538,221)
44,392
44,392
65,454
(749,782)
44,392
44,392
75,567
(1,782,967)
42,354
28,300
129,840
935,245
2,815,650
1,561,781
2,987,844
2,525,326
77,408
5,709
89,995
-
820,612
535,282
988,015
540,991
Venture Minerals Limited | 64
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
21. Segment Information (continued)
(c) Measurement of segment information
All information presented in part (b) above is measured in a manner consistent with that in the financial
statements.
(d)
Segment revenue
No inter-segment sales occurred during the current or previous financial year. The entity is domiciled in
Australia. No revenue was derived from external customers in countries other than the country of domicile.
Revenues of $30,567 (2017: $44,392) were derived from one Australian financial institution during the
period. These revenues are attributable to the corporate segment.
(e) Reconciliation of segment information
Total segment revenue, total segment profit/(loss) before income tax, total segment assets and total
segment liabilities as presented in part (b) above, equal total entity revenue, total entity profit/(loss)
before income tax, total entity assets and total entity liabilities respectively, as reported within the financial
statements.
22. Related Party Transactions
(a) Parent entity
The ultimate parent entity within the group is Venture Minerals Limited.
(b) Subsidiaries
Interests in subsidiaries are set out in Note 25.
(c) Key management personnel compensations
Consolidated
2018
$
2017
$
Key Management Personnel Compensation
Short-term employee benefits
Post-employment benefits
Eligible termination payments
Share-based payments
Total key management personnel compensation
444,667
20,203
-
2,737
467,607
271,144
12,269
-
-
283,413
Detailed remuneration disclosures are provided within the remuneration report which can be found on pages 29 to 39 of the
directors’ report.
(d) Transactions with other related parties
The following transactions occurred with related parties:
Consolidated
2018
$
2017
$
Recharges to director related entities (excluding GST):
Recharges of costs to Alicanto Minerals Limited
Recharges of costs to Blackstone Minerals Limited
Purchases from director related entities (excluding GST):
Recharges of shared costs from Blackstone Minerals Limited
Recharges of shared costs from Onedin Enterprises Pty Ltd
50,805
119,018
39,008
103,679
272,117
3,434
-
3,106
Venture Minerals Limited | 65
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
22. Related Party Transactions (continued)
(d) Transactions with other related parties (continued)
Consolidated
2018
$
2017
$
Outstanding balances arising from recharges/purchases with Director Related Parties:
Current receivables
Current payables
13,379
59,100
41,556
-
(e) Terms and conditions of related party transactions
Transactions between related parties are on commercial terms and conditions, no more favourable than
those available to other parties unless otherwise stated.
23. Share Based Payments
The Directors have established an Employee Incentive Option Scheme (‘EIOS’) in accordance with the listing
rules of the ASX. The purpose of the Scheme is to give employees, directors, executive officers and consultants of
the Group an opportunity, in the form of options, to subscribe for ordinary shares in the company. The Directors
consider the Scheme will enable the group to retain and attract skilled and experienced employees, board
members and executive officers and provide them with the motivation to make the group more successful.
(a) Fair value of listed options granted
The fair value of listed options granted is calculated as the market value prevailing at the date on which the
options are authorised for issue.
(b) Fair value of unlisted options granted
30 June 2018
There were 9,750,000 options with a weighted average exercise price of $0.014, with a weighted average
expiry of 3.0 years, granted in the current financial year ended 30 June 2018. The weighted average fair
value of the options granted was $0.012. The price was calculated by using the Black-Scholes European
Option Pricing Model applying the following inputs:
30 June 2017
There were 250,000 options with an exercise price of $0.05, expiring on or before 30 November 2019,
granted in the prior year financial year ended 30 June 2017. The weighted average fair value of the options
granted was $0.012.
Weighted average exercise price (cents)
Weighted average life of the option (years)
Weighted average underlying share price (cents)
Expected share price volatility
Weighted average risk free interest rate of
2018
1.4
3.7
3.0
85.0%
2.17%
2017
5.0
3.0
3.3
85.0%
1.94%
Historical volatility has been the basis for determining expected share price volatility as it assumed that
this is indicative of future tender, which may not eventuate. The life of the options is based on historical
exercise patterns, which may not eventuate in the future.
Total share-based payment transactions recognised during the year are set out below. Details of other
options movements are set out in Note 14.
Venture Minerals Limited | 66
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
23. Share Based Payments (continued)
Unlisted options
Options issued to directors, employees and consultants
Share issue costs
Exploration Expenditure
24. Contingent Liabilities
Consolidated
2018
$
10,035
29,407
25,000
2017
$
-
-
3,001
During February 2014, the Tasmanian Government provided government assistance grants to TasRail, to a
maximum of $3.6 million, to construct certain rail and port infrastructure in advance of receiving unencumbered
environmental approvals for the Riley DSO Hematite Project. The Company agreed that should unencumbered
environmental approvals be received by 31 December 2014, the Company will repay half of the assistance grants
expended on such infrastructure in satisfaction of the right to use TasRail infrastructure to transport Riley DSO
product from mine site to port. At the date of this report, a total of $1.9 million of the assistance grant has been
expended by TasRail and where unencumbered approvals granted by 31 December 2014 the Company may have
been liable to repay up to $950,000.
As the Company did not receive unencumbered project approvals by 31 December 2014, the Company has no
liability to make any repayments of the grant. However, the Company is currently discussing in good faith a
potential to make repayment of the grant out of any future cash flows from the Riley DSO Hematite Project
should the company commence operations at the Project.
25. Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries
in accordance with the accounting policy described in note 1(b):
Name of entity
Venture Uranium Pty Ltd
Venture Z Pty Ltd
Venture Iron Pty Ltd
Venture Tasmania Pty Ltd
Venture T Pty Ltd
Venture Lithium Pty Ltd
Venture Thailand Pty Ltd
Country of
incorporation
Australia
Australia
Australia
Australia
Australia
Australia
Thailand
Class
of shares
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Equity holding A
2018
%
100
100
100
100
100
100
100
2017
%
100
100
100
100
100
100
100
A: The proportion of ownership interest is equal to the proportion of voting power held.
Interest in Joint Venture Operations & Farm-in Arrangements
26.
On the 19th November 2016, Venture entered into a Joint Venture with Muggon Copper Pty Ltd forming the
Caesar JV earning up to 90%. The company has spent the minimum $300,000 in the first year in accordance with
clause b) below:
a) Should Venture elect to drill on the Project then Venture will pay the Vendor $25,000 in cash and issue
$25,000 in Venture shares;
b) Venture must spend $1.5M within 3 years to earn 51% interest in the Project, with $300,000 to be spent
within the first 12 months;
c) Once Venture has earned 51% interest in the Project, Venture must then spend a further $4.5M within
the next 3 years to take Venture’s interest in the project to 75%;
d) Once Venture has earned 75% interest in the Project, the Vendor must elect to either contribute or
dilute to a 10% interest upon the completion of a Bankable Feasibility Study or Definitive Feasibility
Study (whichever comes first) on the project;
Venture Minerals Limited | 67
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2018
26.
Interest in Joint Venture Operations & Farm-in Arrangements (continued)
e) Once Venture has earned 90% interest in the Project, the Vendor must elect to either contribute or
dilute to a royalty of 1% of the net smelter return;
f) Venture has the first right of refusal should the Vendor elect to sell its interest in the Project at any time
based on an independent expert’s valuation.
27. Parent Entity Information
(a) Assets
Current assets
Non-current assets
Total assets
(b) Liabilities
Current liabilities
Non-current liabilities
Total liabilities
(c) Equity
Contributed equity
Accumulated losses
Reserves
Total equity
(d) Total Comprehensive loss for the year
Loss for the year after income tax
Other comprehensive income for the year
Total comprehensive loss for the year
Company
2018
$
2,389,284
562,571
2,951,855
910,609
910,609
2017
$
1,137,914
1,365,475
2,503,389
535,281
-
535,281
76,938,281
(75,216,637)
319,602
2,041,246
73,115,294
(71,785,836)
638,650
1,968,108
(3,430,801)
-
(3,430,801)
(4,485,466)
-
(4,485,466)
The parent entity has not guaranteed any loans for any entity during the year.
(e) Contingent Liabilities of the Parent Entity
The parent entity did not have any contingent liabilities as at 30 June 2018 or 30 June 2017 other than as
disclosed in Note 24.
(f) Guarantees entered into by the Parent Entity
The parent entity has not guaranteed any loans for any entity during the year.
Venture Minerals Limited | 68
Directors’ Declaration
In the directors’ opinion:
(a) the financial statements and notes set out on pages 43 to 68 are in accordance with the Corporations Act
2001, including:
(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory
professional reporting requirements; and
(ii) giving a true and fair view of the consolidated entity's financial position as at 30 June 2018 and of its
performance for the financial year ended on that date; and
(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; and
(c) the audited remuneration disclosures set out on pages 29 to 39 of the directors’ report comply with section
300A of the Corporations Act 2001; and
(d) the financial statements and notes thereto are in accordance with International Financial Reporting
Standards issued by the International Accounting Standards Board.
The directors have been given the declarations by the Managing Director and chief financial officer required by
section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors.
Andrew Radonjic
Managing Director
Perth, Western Australia, 26 September 2018
Venture Minerals Limited | 69
Stantons International Audit and Consulting Pty Ltd
trading as
Chartered Accountants and Consultants
PO Box 1908
West Perth WA 6872
Australia
Level 2, 1 Walker Avenue
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
VENTURE MINERALS LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Venture Minerals Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2018, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
to the financial statements, including a summary of significant accounting policies, and the directors'
declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
(i)
giving a true and fair view of the Group's financial position as at 30 June 2018 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor's Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Company in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board's APES 110: 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.
Key Audit Matters
We have defined the matter described below to be a key audit matter to be communicated in our
report. Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial report of the current period. This matter was addressed in the
context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on this matter.
Liability limited by a scheme approved
under Professional Standards Legislation
Key Audit Matters
How the matter was addressed in the audit
Property, Plant and Equipment
During the year, the Group provided for
property, plant and equipment amounting to
$808,920 as disclosed in Note 9.
Our audit procedures included, inter alia, the
following:
The provision for impairment related to mining
equipment which has been under care and
maintenance since prior years and had not
been depreciated in the past. This equipment
has not been used since acquisition as the
Group has not commenced mining activities.
In prior years, an impairment loss of $938,796
was recognised in relation to these assets.
The assessment of the carrying value requires
significant judgment, as these assets are
currently not in use.
Due to the level of judgment and significance
to the Group’s financial performance and
financial position, this is considered to be a
key audit matter.
i. Discussing with management plans
in
relation to future mining activities and
whether these assets’ carrying value are
recoverable;
ii. Evaluating the management’s assessment
of each impairment trigger per AASB 136
Impairment of Assets.
value
taking
iii. Considering the appropriateness of the
into account
carrying
and
management’s
assumptions regarding the condition and
maintenance and future use of the mining
equipment; and
assertions
iv. Assessing the adequacy of the related
disclosures in Note 9 to the financial
statements.
Other Information
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 2018, but does not
include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance opinion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based
on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the 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.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. An audit involves performing
procedures to obtain audit evidence about the amounts and disclosures in the financial report.
The procedures selected depend on the auditor's judgement, including the assessment of the risks of
material misstatement of the financial report, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity's preparation of the financial
report that gives a true and fair view in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's
internal control.
The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
An audit also includes evaluating the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by the Directors, as well as evaluating the overall
presentation of the financial report.
We conclude on the appropriateness of the Directors' use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to
the related disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Company to cease to continue as a going
concern.
We evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events in a
manner that achieves fair presentation.
We obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report.
We communicate with the Directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in Internal control that we
identify during our audit.
The Auditing Standards require that we comply with relevant ethical requirements relating to audit
engagements. We also provide the Directors with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with the Directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore key audit matters.
We describe these matters in our auditor's report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 29 to 39 of the directors’ report for the
year ended 30 June 2018. The directors of the Company are responsible for the preparation and
presentation of the Remuneration Report in accordance with section 300A of the Corporations Act
2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards
Opinion on the Remuneration Report
In our opinion, the Remuneration Report of Venture Minerals Limited for the year ended 30 June 2018
complies with section 300A of the Corporations Act 2001.
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(Trading as Stantons International)
(An Authorised Audit Company)
Martin Michalik
Director
West Perth, Western Australia
26 September 2018
Additional Shareholder Information
Corporate Governance Statement
In accordance with ASX Listing Rule 4.10.3 the company’s Corporate Governance Statement can be found on the
company’s website, refer to http://www.ventureminerals.com.au/index.php/profile/corporate-governance.
Distribution of equity securities
Analysis of numbers of equity security holders by size of holding as at 19 September 2018 were as follows:
Holding
1- 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Holders of less than a marketable parcel: 1,759.
Substantial Shareholders
The names of the substantial shareholders as at 19 September 2018:
Shareholder
Republic Investment Management Pte Ltd
Elphinstone Holdings Pty Ltd
Molton Holdings Limited
Number of shareholders
Fully Paid Ordinary Shares
191
642
514
1,597
534
3,478
Number
81,946,892
40,963,699
25,707,752
Voting Rights - Ordinary Shares
In accordance with the holding company's Constitution, on a show of hands every member present in person or
by proxy or attorney or duly authorised representative has one vote. On a poll every member present in person
or by proxy or attorney or duly authorised representative has one vote for every fully paid ordinary share held.
Options
Exercise
price
Unlisted options $0.45
Unlisted options $0.50
Unlisted options $0.55
Unlisted options $0.001
Unlisted options $0.03
Unlisted options $0.05
Unlisted Options $0.001
Number of
options
1,000,000
Number of
holders
1
Vesting conditions
Expiry date
To vest upon successfully obtaining
project financing for the Mt Lindsay
Tin/Tungsten Project
To vest upon first shipment of DSO
ore
Vest upon company announcement
that it has made a decision to proceed
with mining tin in Tasmania
Vested
Vested
Vested
Unvested
18 months after
vesting
18 months after
vesting
18 months after
vesting
2,000,000
2,500,000
31 August 2020
30 October 2019
30 November 2020
12 April 2023
3,727,000
4,000,000
250,000
5,500,000
1
1
5
4
1
5
Venture Minerals Limited | 74
Additional Shareholder Information
Equity security holders
The names of the twenty largest ordinary fully paid shareholders as at 19 September 2018 are as follows:
Shareholder
HSBC CUSTODY NOM AUST LTD
ELPHINSTONE HLDGS PL
BNP PARIBAS NOMS PL
HALLIDAY HAMISH PETER
J & J BANDY NOM PL
RINTOUL C S + THOMAS A L
J P MORGAN NOM AUST LTD
CITICORP NOM PL
RADONJIC LENORE THERESA
VU THANH HUNG
PARSONS STEPHEN
MERRILL LYNCH AUST NOM PL
WGS PL
KINGSFORD INV PL
ALFREDSTONN HLDGS PL
MAPT PL
INVIA CUST PL
ONEDIN ENTPS PL
JENKINS K + HOUGHTON N W
FORSYTH BARR CUSTS LTD
Number
% Held of Issued Ordinary
Capital
109,884,341
40,963,699
13,212,377
13,122,500
10,000,000
5,750,000
5,132,340
5,016,672
4,774,667
4,265,000
3,942,000
3,676,476
3,600,000
3,045,000
3,000,000
3,000,000
3,000,000
2,933,332
2,900,000
2,833,111
244,051,515
21.11%
7.87%
2.54%
2.52%
1.92%
1.10%
0.99%
0.96%
0.92%
0.82%
0.76%
0.71%
0.69%
0.58%
0.58%
0.58%
0.58%
0.56%
0.56%
0.54%
46.89%
Venture Minerals Limited | 75
Schedule of Tenements
As at 26 September 2018
Project
Mount Lindsay
South West WA
Caesar Project
Location
Tasmania
Tasmania
Tasmania
Tasmania
Tasmania
Tasmania
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Pingaring
Western Australia
Golden Grove North
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Thailand
Thailand
Thali
1
2
Key
EL:
M:
Tenement
3M/2012
5M/2012
7M/2012
EL21/2005
EL45/2010
EL72/2007
E70/4837
E70/5067
E09/2131
E09/2213
EO9/2293
(application)
E70/5065
(application)
E70/5077
E59/22852
P59/2116
E59/2243
E59/2244
E59/2288
70/2558
71/2558
Interest
100%
100%
100%
100%
100%
100%
100%
100%
90%
90%
0%
0%
100%
95%
100%
100%
100%
100%
100%
100%
Venture Minerals is earning up to a 90% interest from Muggon Copper Pty Ltd on E09/2121. E09/2213 and E09/2293 (application are
90% held with a 10% interest held by Muggon Copper Pty Ltd, potentially earning up to 100%.
A 5% interest is held by Galahad Resources Pty Ltd with Venture potentially earning up to 100%.
Exploration Licence
Mining Lease
Venture Minerals Limited | 76