Annual Report
Zenith Minerals Limited
ABN 96 119 397 938
for the Year Ended
30 June 2024
ASX ZNC
2
CONTENTS
CORPORATE INFORMATION ............................................................... 3
MANAGING DIRECTOR’S REPORT..................................................... 4
REVIEW OF OPERATIONS ................................................................... 7
DIRECTORS’ REPORT ......................................................................... 29
AUDITOR’S INDEPENDENCE DECLARATION ................................ 44
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME ............................................................... 45
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ........... 46
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ............ 47
CONSOLIDATED STATEMENT OF CASH FLOWS ......................... 48
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ..... 49
CONSOLIDATED ENTITY DISCLOSURE STATEMENT.................. 75
DIRECTORS’ DECLARATION ............................................................. 77
INDEPENDENT AUDITOR’S REPORT ............................................... 78
CORPORATE GOVERNANCE STATEMENT ................................... 83
ADDITIONAL SHAREHOLDERS INFORMATION ............................. 84
INTERESTS IN MINING TENEMENTS AS AT 30 JUNE 2024 ........ 87
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CORPORATE INFORMATION
Directors
Andrew R H Smith – Managing Director
Stanley A Macdonald - Non-Executive Director
Geoff J Rogers - Non-Executive Director
Andrew D Grove – Non-Executive Director
Company Secretary
Nicholas Ong
Chief Financial Officer
Nicholas Bishop
Registered Office and Principal Place of Business
Level 2, 33 Ord Street
WEST PERTH WA 6005
PO Box 1426
WEST PERTH WA 6872
Telephone: +61 8 9226 1110
Email: info@zenithminerals.com.au
Website: www.zenithminerals.com.au
Auditors
PKF Perth
Level 8, 905 Hay Street
PERTH WA 6005
Telephone: +61 8 9426 8999
Facsimile: +61 8 9426 8900
Share Registry
Automic Group
Level 5, 126 Phillip Street
SYDNEY NSW 2000
Level 5, 191 St Georges Terrace
PERTH WA 6000
GPO Box 5193
SYDNEY NSW 2001
Telephone: 1300 288 664 (Within Australia)
+61 2 9698 5414 (Overseas)
Email: hello@automicgroup.com.au
Website: www.automicgroup.com.au/
Securities Exchange Listing
Australian Securities Exchange
Home Exchange: Perth, Western Australia
ASX Code: ZNC
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MANAGING DIRECTOR’S REPORT
Dear Shareholders,
2024 was a transformative year for Zenith Minerals Limited (Zenith), marked by strategic shifts and decisive
actions to position the company for sustainable growth and value creation. I want to extend my gratitude to all
our shareholders for their continued support and engagement as we navigate these changes. Our commitment
to maximising shareholder value remains at the core of our strategy, and I am pleased to provide an overview
of our progress and the path forward.
Strategic Overview and Market Conditions
The past year has presented several challenges across the junior resource sector, driven by weaker commodity
prices, uncertainties in the Chinese economy, and a significant retrenchment of institutional funds from junior
miners. Despite these headwinds, Zenith Minerals is taking proactive steps to adapt to the evolving market
conditions, focusing on a robust and balanced strategy that leverages our strengths in both gold and lithium.
Our refined strategy is designed to maximise value throughout different market cycles. In the near term, our
focus is on advancing our gold projects while maintaining a strong, long-term commitment to our lithium assets.
This dual approach allows us to seize immediate opportunities in our 100% owned gold assets, while positioning
our lithium portfolio for growth as market conditions improve.
Gold Projects: Driving Immediate Value
Our primary focus has been advancing our key gold projects, particularly the 100% owned Dulcie Far North
(WA) and Red Mountain (QLD). These projects offer substantial potential for resource expansion and
development. We have prioritised drilling and feasibility assessments to accelerate their progress, taking full
advantage of the strong Australian gold price, which provides an ideal environment for these initiatives.
At Dulcie Far North, high-grade intercepts have validated significant potential for near-term resource growth.
Our planned drilling program aims to unlock additional ounces and expand the project’s gold inventory.
Meanwhile, Red Mountain is emerging as a potential world-class epithermal system. Drilling has confirmed
extensive gold-silver mineralisation, with analogies to prolific projects such as Mt Rawdon and Pajingo.
Continued exploration will focus on testing the lateral and depth extents of this high-grade system, with the goal
of establishing Red Mountain as a premier gold-silver discovery.
Lithium Projects: A Long-Term Strategic Commitment
While gold remains our immediate priority, we remain fully committed to the long-term potential of our lithium
projects. I am pleased to report that the dispute with EV Metals regarding the Split Rocks and Waratah Well joint
ventures has been resolved, allowing us to move forward with renewed focus. This resolution signifies a positive
step for Zenith, enabling us to accelerate exploration and development activities at these highly prospective and
strategically significant sites.
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Our lithium strategy is centred on selective advancement of known targets, with a disciplined approach to
expenditure. At Split Rocks, we have identified several promising geochemical targets, including the Cielo area,
a 9km by 2km zone with strong potential for lithium pegmatites. Our team is actively preparing additional drilling
programs, and we remain ready to advance these projects as market conditions align favourably.
Additionally, at Waratah Well, we have been encouraged by previous drilling results that intersected lithium-
bearing pegmatites. We are currently analysing recent geochemical data and have submitted an application for
state co-funded drilling under the Exploration Initiative Scheme (EIS), demonstrating our commitment to
advancing these lithium projects strategically.
Portfolio Optimisation and Strategic Divestments
In line with our strategic focus, we have undertaken a comprehensive review of our asset portfolio to ensure
optimal alignment with our long-term goals. This year, we successfully divested non-core assets, such as the
Develin Creek copper project in Queensland, to focus our resources on high-impact projects. The sale of Develin
Creek, which included a cash and scrip deal, has provided us with the necessary capital to advance our core
assets without the immediate need for additional funding.
We have also made the strategic decision to pause work on projects that do not immediately align with our focus
on lithium and gold. By concentrating our efforts on lithium and gold, we are positioning Zenith as a focused
player in these critical sectors.
Looking Ahead: A Balanced Strategy for Growth
As we move into 2025, our strategy remains clear and balanced. We are committed to advancing our gold
projects in the short term to leverage current market conditions while maintaining a strong, long-term
commitment to our lithium assets. This dual focus ensures that Zenith Minerals is well-positioned to maximise
value across varying market cycles.
We will continue to pursue an in-house development strategy, retaining full control of our assets and focusing
on internal growth. This approach allows us to optimise our portfolio and deliver sustained value to our
shareholders.
Zenith Minerals is committed to integrating Environmental, Social, and Governance (ESG) principles into every
aspect of our exploration and project development, recognising the growing scrutiny from investors and
stakeholders. While navigating the complexities of ESG, including demonstrating ethical supply chains, climate
resilience, and compliance with evolving regulations, we remain focused on achieving a positive impact that
aligns with our long-term sustainability goals and strengthens our social license to operate.
Acknowledgements and Future Outlook
I would like to acknowledge the invaluable contributions of our board members, Andrew Grove, Geoff Rogers,
and Stan McDonald, whose expertise has greatly strengthened our leadership team. I also extend my heartfelt
thanks to Mick Clifford, who served as Managing Director until 31 July 2024. Mick’s dedication and leadership
were instrumental during a challenging year, particularly in navigating complex asset sales and making critical
strategic decisions, for which we are deeply grateful.
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On behalf of the Board, I would also like to express our sincere appreciation to our shareholders, communities,
and key stakeholders for their continued support. Your trust and engagement are fundamental to our progress.
Looking ahead to a new chapter, we remain focused on unlocking the full potential of our key lithium and gold
projects, ensuring that Zenith is well-positioned to deliver value in both the short and long term. While we have
faced significant challenges, our refined strategy and renewed focus give me confidence in the opportunities
that lie ahead.
Thank you for your ongoing support.
Yours sincerely,
Andrew Smith
Managing Director
Zenith Minerals Limited
24 September 2024
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REVIEW OF OPERATIONS
Figure 1 highlights our diverse Australian portfolio, positioning Zenith for sustainable growth. Our immediate focus
on gold exploration provides shareholders with exposure to the record gold price through our Dulcie Far North
and Red Mountain projects. Simultaneously, we are cost-effectively advancing the Split Rocks and Waratah Well
lithium projects in Western Australia to be ready for favorable market conditions.
Figure 1: Zenith Mineral Limited Australian Project Locations
Following numerous unsolicited expressions of interest from strategic investors during the second half of 2023,
Zenith undertook a strategic review of its lithium business, once full control of the Projects was returned to Zenith
in early 2024. With the assistance of Azure Capital, the review process concluded late in the financial year, with
Zenith receiving expressions of interest from several parties who undertook detailed due diligence including site
visits. Several industry players advised they are seeking more advanced-stage assets and indicated strong
interest in re-engaging as Zenith advances the projects. The Company therefore believes that significantly greater
value can be delivered to shareholders through advancing the numerous highly prospective targets identified at
both Split Rocks and Waratah Well on a 100% basis. As the Company’s lithium assets are advanced, and as we
continue to see improvement in the lithium price, there is an opportunity to re-engage with strategic parties should
the Board decide that is appropriate.
Corporate
Post the year end, Mr Andrew Smith was appointed as the Company’s new Managing Director, commencing on
31 July 2024. With a proven track record, Andrew’s most recent success was as CEO of British Lithium, which
he founded in 2017. British Lithium discovered a world-class lithium deposit in the UK.
In 2023 he ran a due diligence process which resulted in a multinational partner,
IMERYS, acquiring an 80% interest in the project. IMERYS is a world leading supplier
of specialty minerals for industry and has committed to complete the feasibility and build
the full-scale project incorporating Andrew’s technical innovations. British Lithium
pioneered groundbreaking, patented technology for the commercial beneficiation of
lithium mica, overcoming prior industry challenges in extracting lithium from this source.
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Andrew has 15 years’ experience in the mining industry ranging from early-stage discovery through to feasibility
studies and development projects around the world including Australia, Africa, Czech Republic and most recently
the UK. He has worked for a range of medium to large scale corporations including British Lithium, Cominco
Resources Limited, European Metals, Equatorial Resources Limited and Rio Tinto Limited.
The Board of Zenith would like to thank Mr Clifford for his >10 years of service to the Company and wish him well
with his future endeavours. Upon joining Zenith Minerals Limited, in 2014, as the Managing Director, Mr Clifford
was instrumental in securing ground and partners that resulted in the Earaheedy Zinc, Rio Lithium and Dulcie Far
North Gold discoveries, all three Mineral Resources in Western Australia. In addition, under his stewardship the
Company has also discovered the Waratah Well lithium zone in Western Australia, the Red Mountain gold
discovery in Queensland and, with Turkish partners, the Kavaklitepe gold discovery in Turkey. He was also
instrumental in identifying the early mineral staking opportunity in Wyoming USA, that was subsequently divested
by Zenith to American Rare Earths, that has grown to become the Halleck Creek rare earth deposit.
Gold Projects
● Red Mountain
○ An intrusion-related gold system breccia pipe has been identified at the Company’s 100% owned Red
Mountain Project in Queensland. Drill results previously reported (ASX Release 29-Aug-23) include:
○
118m at 0.54 g/t Au + 11.9 g/t Ag from 225m
○
13m @ 8.0 g/t Au from surface
○
15m @ 3.5 g/t Au from 57m
○
12m @ 4.9 g/t Au from 102m
○ The company anticipates commencing further drilling at the end of 2024, subject to permitting and
weather conditions.
● Dulcie Far North Project
○ Zenith’s Split Rocks Gold Project including the Dulcie Far North (DFN) Deposit is situated on a granted
mining lease, within the Southern Cross-Forrestania Greenstone Belt, located approximately 400km east
of Perth, Western Australia.
○ Previously reported gold intersections(1,2) include:
○
19.0m @ 1.9 g/t Au from 102m
○
12m @ 6.1 g/t Au from 108m
○
7m @ 7.8 g/t Au from 90m
○
5m @ 7.4 g/t Au from 47m
(1) ZNC ASX Release dated 13-Jun-23
(2) ZNC ASX Releases dated 14-Jun-22 and 25-Jan-23
○ A maiden JORC (2012) compliant Inferred Mineral Resource (using a 0.5 g/t Au lower cut) has been
estimated (ASX Release 11-Jul-23) for DFN containing: 3.3 Mt at 1.4 g/t Au for 150,000 ounces Au.
Gold mineralisation remains open to the north and down-dip. Further infill and extensional drilling are
likely to expand the gold-mineralised zone.
● Cowarra Project
○ The Cowarra Gold Project, located in a historically prolific gold region of New South Wales, offers notable
potential for resource expansion. Zenith Minerals holds an approximate 26% indirect interest in the project
(through its ownership in Oxley Resources), which has a long history of high-grade gold production.
Previous mining operations by BHP in the 1930s and Horizon Pacific in the 1980s produced a combined
33,300 oz of gold, with run-of-mine grades averaging between 6-8 g/t Au.
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○ 2022 drilling at Cowarra has confirmed wide high-grade gold intersections, further validating the
potential for significant gold mineralisation; Key highlights include (1):
○
37m @ 1.0 g/t Au (OCRC004)
○
21m @ 5.0 g/t Au (OCRC006)
○
26m @ 2.5 g/t Au (OCRC007)
○
21m @ 3.7 g/t Au and 19m @ 3.6 g/t Au (OCRC005)
(1) ZNC ASX Release 5 October 2022
○ Soil analyses and Induced Polarisation (IP) surveys have also identified several high-priority drill targets.
The project remains open at depth and along strike, with upcoming exploration aimed at unlocking further
high-grade zones within the extensive mineralised corridor.
Battery Metals
● Split Rocks Lithium Project
○ The Split Rocks Lithium Project (covering ~367km2) is located in the Forrestania greenstone belt 30km
north of the Mt Holland Lithium Mine (Sociedad Química y Minera and Wesfarmers) in Western Australia.
○ A Maiden Inferred Mineral Resource (JORC 2012 compliant) was announced for the Rio Lithium
Pegmatite Deposit at Split Rocks of 11.9Mt at 0.72% Li2O during the year (ASX Release 28-Sep-23).
Split Rocks is 1 of only 7 lithium deposits with a JORC mineral resource in Western Australia, outside
existing lithium mining operations.
○ The project contains more than 80 advanced lithium targets including the very large (>9km long by 2km
wide), as yet untested, Cielo Lithium Target, which presents a major opportunity for exploration, with a
peak auger soil value of 880ppm Li (ASX Release 9-Feb-23). Additional lithium targets were detailed
during the last quarter of the year in an announcement and accompanying presentation released to ASX
on 3 Jul 24.
● Waratah Well Project
○ The Waratah Well Lithium Project (covering ~123km2) is located ~20km northwest of the regional town of
Yalgoo in the Murchinson Region Western Australia and contains a potentially large lithium-caesium-
tantalum pegmatite target.
○ Multiple drill intersections at Waratah Well have returned >10m @ 1.0%Li2O (ASX Release 24-Jan-23).
○ Work by the Zenith exploration team during the year has shown that the lithium pegmatite mineralisation,
as it is defined to date, is situated on a geological host rock contact. That contact extends under cover to
the northeast and southwest and remains untested (ASX Release 3-Jul-24). Further surface sampling of
this contact is planned in August 2024 to refine drill targets for follow-up testing.
Base Metal Projects
● Earaheedy Joint Venture
○ Zenith retains a 25% free carried interest in the Earaheedy Zinc Project. Rumble Resources Ltd (75%)
has commenced metallurgical testwork on a bulk sample with results of this work anticipated in 2024.
○ Future RC drilling programs will be on discovering and infilling on new and existing high-grade zones (i.e.
Kalitan, Chikamin, Colorado and Magazine Feeder Faults).
ZENITH GOLD PROJECTS DETAILS
Zenith holds two key 100%-owned gold projects in Australia: Dulcie Far North in Western Australia and Red
Mountain in Queensland.
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Dulcie Far North (DFN) – Western Australia (Zenith 100%)
The Dulcie Far North (DFN) Gold Deposit, part of Zenith’s Split Rocks Gold Project, offers a compelling near-
term opportunity for substantial resource expansion. Strategically located within the highly prospective Southern
Cross-Forrestania Greenstone Belt, approximately 400 km east of Perth (Figure 2), DFN has demonstrated the
potential for significant high-grade gold discoveries. Zenith’s recent exploration success, including multiple high-
grade intercepts, positions DFN as a key growth asset within the portfolio. With mineralisation remaining open
both at depth and along strike, the project is primed for further drilling to define additional ounces and build on the
resource inventory, capitalising on Australia’s favorable gold market conditions.
Figure 2: Split Rocks Project Location Map showing the Dulcie Far North Gold Deposit.
Previously reported gold intersections(1,2) include:
o 19.0m @ 1.9 g/t Au from 102m in SRRC020, incl 4m @ 6.4 g/t Au from 110m
o 12m @ 6.1 g/t Au from 108m in SRRC018, including 5m @ 10.5 g/t Au from 113m
o 7m @ 7.8 g/t Au from 90m in ZDRC090, incl 5m @ 10.6 g/t Au from 91m,
o 8m @ 4.2 g/t Au from 99m in ZDRC098, incl 3m @ 10.7 g/t Au from 103m,
o 5m @ 7.4 g/t Au from 47m in ZDRC095, and
o 9m @ 2.0 g/t Au from 57m in ZDRC095
(1) ZNC ASX Release dated 13-Jun-23
(2) ZNC ASX Releases dated 14-Jun-22 and 25-Jan-23
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A maiden JORC (2012) Compliant Inferred Mineral Resource (using a 0.5 g/t Au lower cut) has been estimated
(ASX Release 11-Jul-23) containing: 3.4 Mt at 1.4 g/t Au for 150,000 ounces Au. Gold mineralisation remains
open to the north and down dip.
In Q2 2024, the Company plans to undertake a comprehensive infill and extensional drilling campaign at Dulcie
Far North (DFN). This program aims to test several high-priority targets identified in previous exploration, including
unclassified mineralised zones and potential extensions at depth and along strike. These efforts will further
delineate the gold resource, with a focus on converting existing Inferred Resources to higher categories and
discovering additional high-grade shoots to expand the project's overall resource base.
1
Figure 3: Aeromagnetic image of DFN, indicating the true position of the Proterozoic Dyke as defined from
diamond drilling, the inferred resource (orange polygon) and the 4 target areas that are the focus of the
upcoming RC drilling campaign
1 ASX:WSR Release 1-Mar-24
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Figure 4: DFN long section orientated North-South, showcasing untested high-potential drill targets with
significant upside, including zones T1a, T1b, T2, T3, and T4, which represent key opportunities for resource
expansion at Dulcie Far North.
RED MOUNTAIN GOLD-SILVER PROJECT – Queensland (Zenith 100%)
The Red Mountain Project, a virgin gold-silver discovery by Zenith Minerals, is located in Queensland, Australia
(see Figure 5), and benefits from excellent access to infrastructure, including nearby roads and power. An
intrusion-related gold system breccia pipe has been identified at the project (Figure 3), with diamond drilling in
2023 confirming the depth continuity of gold and silver mineralisation. This occurs as stockwork, sheeted, and
extensional quartz veins, along with minor base metal veins, primarily hosted within rhyolite and granodiorite.
Figure 5: Red Mountain Project Location
A’
A
A’
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Recent results (ASX Release 29-Aug-23) include significant intercepts that underscore the potential scale of the
deposit:
o
118m at 0.54 g/t Au + 11.9 g/t Ag from 225m in ZRMDD052, including 12m at 1.36 g/t Au + 4.93 g/t
Ag from 288m and 9m at 1.24 g/t Au + 6.30 g/t Ag from 323m (see Figure 6)
o
11m at 0.45 g/t Au + 4.54 g/t Ag from 183m, and 11m at 1.16 g/t Au + 1.08 g/t Ag from 224m in
ZRMDD051
While true widths remain undetermined at this stage, the scale of the mineralisation encountered confirms there
is excellent potential for a large mineralised system at Red Mountain.
Drilling was following up previous shallow high-grade gold intersections at Red Mountain including:
o
13m @ 8.0 g/t Au from surface in ZRMRC001, incl 6m @ 16.7 g/t Au from surface
o
15m @ 3.5 g/t Au from 57m in ZRMRC019, incl 2m @ 22.4 g/t Au from 70m
o
12m @ 4.9 g/t Au from 102m in ZRMRC021, incl 6m @ 9.4 g/t Au from 103m
o
5m @ 10.4 g/t Au from 67m in ZRMRC023, incl 1m @ 49.9 g/t Au from 67m, and
o
7.7m @ 4.4 g/t Au from 63m in ZRMCD041, incl 1m @ 19.3 g/t Au from 63m
An Induced Polarisation (IP) anomaly, previously untested at depth, was the focus of the 2023 drilling program,
reflecting a likely westerly dip to the breccia pipe. The pipe has now been confirmed to dip east and the IP
anomalism can be attributed to the expansive sulphidic, flow banded rhyolite (flow dome) intrusion extending
westward, away from the mapped breccia pipe (Figure 7 & Figure 8).
Figure 6: Examples of key lithologies and veins encountered in ZMRDD052 (118m @0.54 g/t Au from 225m)
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Figure 7: Red Mountain Project circular breccia pipe highlighting significant drilling results
within the northwestern quadrant
The Red Mountain Gold-Silver Project is characterised by rhyolite-hosted breccia pipe mineralisation, which is
commonly associated with high-grade epithermal gold-silver deposits. The mineralisation at Red Mountain is
primarily hosted within brecciated rhyolite and granodiorite, with significant zones of stockwork veining and
sulphide-rich mineralisation identified through drilling. This geological setting is analogous to other well-known
epithermal systems such as Mt Rawdon in Queensland and Pajingo in the Drummond Basin, both of which are
recognised for their large-scale, high-grade gold production. These geological similarities, along with the presence
of key alteration and structural features, highlight Red Mountain's potential to host a significant gold-silver deposit.
Extending the analogy with Mt Wright, Zenith has identified multiple high-grade zones from outcrop at Red
Mountain that appear to be sub-vertical lodes, consistent over a strike of approximately 350m. This is highly
analogous to the “Mother Lode” at Mt Wright, successfully mined by Carpentaria Gold in 1992-93, producing
significant gold quantities.
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Figure 8: Cross Section through ZRMDD050 – ZRMDD052, using a 0.1 g/t Au lower cut-off
The company is planning a two-phase drilling campaign involving both Reverse Circulation (RC) and Diamond
drilling. The initial RC phase will target high-priority zones identified through updated 3D geological models and
geophysical re-interpretations. Ongoing sampling and core analyses aim to further refine the resource potential
at depth. The follow-up DD phase will focus on delineating the lateral and vertical extents of the rhyolite-hosted
mineralisation through deeper diamond drilling (target depths >500m), as well as testing additional targets around
the breccia pipe rim.
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ZENITH BATTERY METALS
Zenith’s primary long-term focus is on minerals containing lithium and related metals required for rechargeable
lithium-ion batteries for electric vehicles and renewable energy storage (“Battery Minerals”).
PROJECT DETAILS
SPLIT ROCKS LITHIUM-TANTALUM PROJECT – WA
The Split Rocks Project is located approximately 40km south of the regional town of Marvel Loch in the Goldfields
Region of Western Australia. The project area lies immediately north of the Mt Holland Lithium Mine owned by
Covalent Lithium (SQM and Wesfarmers).
Drilling at the Rio Prospect has returned significant lithium mineralisation (Figure 9 & Figure 10) - refer to ASX
Release 16-Nov-22, culminating in a maiden JORC 2012 Compliant Inferred Mineral Resource - ASX Release
28-Sep-23. The mineral resource for the Split Rocks Rio lithium pegmatite deposit has been estimated, using all
data available as at 3-Aug-23. Drilling is currently relatively wide spaced (generally 200m x 100m).
To test the reasonable prospects for eventual economic extraction, a preliminary open pit optimisation was
conducted. The resultant pit captured the majority of the lithium mineralisation; the remaining mineralisation is in
shallow dipping sheets that would alternatively be amenable to low-cost room and pillar underground mining.
The Mineral Resource estimate for the Split Rocks Rio project reported at a 0.5% Li2O cutoff is shown below. The
entire resource is classified Inferred and is open at depth and along strike.
Rio Lithium Deposit Inferred Mineral Resource Estimate
Zone
Million Tonnes
Li2O %
Cs ppm
Nb ppm
Sn ppm
Ta ppm
Domain
Upper
8.45
0.76
426
77
157
62
31
Middle
3.48
0.62
387
71
364
49
32
Total
11.9
0.72
415
75
217
59
-
Notes to Resource Table:
1. The Mineral Resource is estimated with all drilling data available at 3-Aug-23, and reported at a 0.5% Li2O cutoff.
2. The Mineral Resource is reported in accordance with the JORC Code 2012 Edition.
3. The Competent Person is Phil Jankowski FAusIMM of CSA Global
4. Rounding may lead to minor apparent discrepancies
Significant smoothing of lithium grades occurred in the resource estimation process due to the current wide drill
spacing (generally 200m x 100m). Closer spaced drilling has the potential to define more discrete high-grade
lithium zones that could enhance the overall lithium grade of the deposit.
Lithium mineralisation remains open to the northeast, south and at depth, with further drilling required to define
the full limits of mineralisation.
Lithium pegmatite mineralisation identified to date is a mixture of eucryptite with lesser spodumene, petalite and
lepidolite, confirmed by multiple methods including optical microscopy, SEM, Raman spectroscopy and XRD
analyses.
The amenability of eucryptite mineralisation to conventional lithium treatment processes has been shown by
positive sighter flotation testwork and bench scale calcination-leach tests, hence confirming the potential of
eucryptite as a viable lithium target (ASX Release 26-Jul-22).
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Lithium Forward Program
Under a former 2022 farm-in agreement, approximately A$9.3M was spent by EVM on Zenith’s two Western
Australian lithium projects - Split Rocks and Waratah Well. Most of the work under the farm-in was completed in
2022 with no drilling undertaken during 2023. Zenith shareholders are the beneficiaries of the significant amount
of funds spent that saw 23,000m of drilling and over 15,000 geochemical samples completed across the two
Zenith projects, culminating in the discovery of the Rio lithium deposit and definition a Maiden Mineral Resource
(ASX Release 28 Sept 23) at Split Rocks and high-grade lithium mineralisation defined at the Waratah Well
project.
The Company re-gained full control of the lithium projects in January 2024 after key milestones under the EVM
farm-in agreement were not met within the required timeframe. In the first half of 2024 the Company’s exploration
team assessed the extensive databases generated under the former farm-in agreement. This strategic review
outlined multiple high-priority lithium exploration targets at the Company’s 100% owned Split Rocks and Waratah
Well projects. These targets were detailed in a Company presentation titled “2024 Lithium Forward Program”
released to ASX on 3 July 24.
The targets include step out drilling northwest of the Rio Lithium Mineral Resource (NW Step-Out Target), over
a further 1km of strike and five other key targets beyond the Rio lithium deposit (T01-02, DFN, T10, T11 and
Cielo) – refer to Figure 8.
Additional work is likely to advance many of the other 80 plus geochemical and geological targets at Split Rocks
and Waratah Well to the drilling stage, presenting the Company with a robust prospect exploration pipeline going
forward.
Figure 9: Rio Pegmatite – Map with Significant Lithium Drill Results
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Figure 10: Rio Pegmatite – Cross Section with Significant Lithium Drill Results
19
Figure 11: Split Rocks Rio Mineral Resource Location and Lithium Pegmatite Targets
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WARATAH WELL LITHIUM-TANTALUM PROJECT – WA
The Waratah Well Project is located approximately 20km northwest of the regional town of Yalgoo in the
Murchison Region of Western Australia.
An initial drilling program in early 2022 confirmed the presence of widespread lithium bearing pegmatite dykes
over a 4km zone, open to the north and east under soil cover (ASX Release 10-Mar-22) – Figure 9.
Drilling to date has confirmed the presence of high-grade lithium below the depth of weathering, refer Figure 10,
(ASX Release 24-Jan-23), including:
▪
14m @ 1.0% Li2O, incl 8m @ 1.5% Li2O.
▪
10m @ 1.4% Li2O, incl 6m @ 2.0% Li2O.
▪
27m @ 0.8% Li2O (true width 10m), incl 12m @ 1.2% Li2O (true width 6m).
Lithium mineralisation has been identified by laboratory XRD analysis as containing up to 84% petalite. High-
grade petalite is not well documented in Western Australia, however known in several overseas deposits. An
example of a lithium deposit containing significant petalite is the Arcadia lithium deposit in Zimbabwe formerly
owned by Prospect Resources Ltd (ASX:PSC). Prospect reported a JORC 2012 Mineral Resource of 72Mt @
1.06% Li2O* and then subsequently completed a feasibility study and pilot plant before divesting its 87% project
interest for $US378M ($US422M on a 100% basis)** as announced by ASX:PSC on 23-Dec-21, highlighting
petalite as a potential significant economic contributor to lithium projects. (*full details are disclosed in ASX:PSC
Release 11-Oct-21, **Refer to ASX:PSC Release 23-Dec-21).
Figure 12: Waratah Well Lithium Prospect Area - Lithium Drilling Results
and Location of Cross Section A-A’
21
Figure 13: Waratah Well Lithium Prospect Drilling Cross Section A-A’
Work during the year by the Zenith exploration team has shown that the lithium pegmatite mineralisation, as it is
defined to date, is situated on a geological host rock contact. That contact extends under cover to the northeast
and southwest and remains untested (Figure 14). Further surface sampling of this contact is planned in September
2024 ahead of drill testing.
22
Figure 14: Waratah Well Targets
Heritage surveys have been completed and permits are in place to allow a substantial follow-up drill program to
define the extents of lithium mineralisation that remains open to the north, south and east under shallow soil cover
at Waratah Well.
EARAHEEDY ZINC PROJECT – WA (Zenith 25% free carry to end BFS, ASX: RTR 75%)
The Earaheedy Zinc Joint Venture project is located ~900km northeast of Perth and forms a component of Zenith’s
gold and base metal portfolio within an emerging Tier-1 base metal province. In April 2023, Rumble announced
a maiden, open-pit constrained, Inferred Mineral Resource Estimate (MRE) for the Chinook, Tonka and Navajoh
zinc deposits that make up the Earaheedy Joint Venture Project.
The MRE on a 100% basis stands at 94Mt @ 3.1% Zn+Pb and 4.1 g/t Ag (using a 2% Zn+Pb cutoff) and
constrained within optimised pit shells. Refer to Rumble’s ASX Release dated 19-Apr-23, for full details.
Zenith, through its wholly owned subsidiary, Fossil Prospecting Pty Ltd, holds a 25% non-contributing equity in
the Earaheedy Joint Venture Project and is free carried by Rumble through to the completion of a Bankable
Feasibility Study (BFS).
Metallurgical Studies
A successful PQ diamond drilling campaign was recently completed over the Chinook Zn-Pb deposit (see
announcement ASX: RTR 9-Jan-24). Approximately two tonnes of sulphide material have been delivered to the
Auralia Metallurgy laboratory in Perth, for beneficiation testwork (DMS/ore sorting) and to provide samples for
further flotation flowsheet optimisation studies. The program commenced and results are due to be reported in
2024.
Discovery and Resources Drilling
Future RC drilling programs will be aimed at defining the limits of the emerging world class ZnPb-Ag base metal
system within the interpreted highly prospective Navajoh Unconformity Unit, with emphasis on discovering and
infilling on new and existing high-grade zones (i.e. Kalitan, Chikamin, Colorado and Magazine Feeder Faults). In
the short term the focus of this work will be concentrated on the JV tenement E69/3464 as well as 100% Rumble
E69/3464 and E69/3787 tenements.
23
Figure 15: Map of the Earaheedy Zinc Project showing tenements owned 100% by Zenith Minerals alongside
the joint venture (JV) areas with Rumble Resources. The map highlights the extensive mineralised zones.
JV Scoping Studies
Rumble advised that work would commence on initial supporting scoping studies for the Earaheedy Project
following flotation optimisation and beneficiation testing, to consider some of the possible future development
scenarios/options.
EARAHEEDY ZINC PROJECT – WA (Zenith 100%)
The Earaheedy Zinc Project (EZP) covers an area to the northeast and west of the Earaheedy Joint Venture
project and comprises four granted exploration licences. Limited exploration was completed during the year.
Investments
The Company holds investments in various listed entities because of project-based transactions. Holdings as at
1-Jul-24 were:
Bradda Head Holdings Ltd (LON & TSX-V:BHL)
43.9M shares
Oxley Resources Pty Ltd* (9.4M shares, 26% of
Oxley).
Alien Metals Ltd (LSE AIM:UFO)
7.827M shares
*Oxley owns the Cowarra Gold project in NSW, with multiple regional prospects and gold targets over 8km of
strike, with limited systematic drill testing having occurred to date. Discrete IP geophysical targets from Oxley’s
survey work are a high priority for drill follow-up. S2 Resources Limited also signed an agreement with Oxley to
earn a 70% interest in the Warraweena Ni-Cu project in NSW (S2R:ASX Release 4-Dec-23).
24
Other Projects
Kavaklitepe
Zenith’s joint venture partner for the Kavaklitepe gold project in Turkey, Gubretas Maden a Turkish mining
company that owns there nearby Sogut gold mine (under development) is planning an infill RC drilling programme
over the project to enable a JORC Compliant resource to be estimated. Zenith has elected not to contribute to
the programme and will dilute from its current 20% equity in the project. Should Zenith’s equity fall below 10% it
will revert to a share in a 5% Net Profit Royalty.
REE Portfolio
In May 2023 Zenith signed a binding, but conditional agreement (ASX Release 8-May-23), that granted unlisted
company WA Rare Earths Pty Ltd (WRE) an option to acquire 80% legal and beneficial interest in a rare earth
element (REE) project portfolio (REE portfolio) held by Zenith. The REE portfolio included 7 granted exploration
licences (EL’s) and 1 exploration licence applications (ELA’s) in Western Australia. On 6-Oct-23 WRE advised
Zenith that it would not proceed with the option to acquire the REE assets and the projects were returned to
Zenith. Although clay hosted rare earth mineralisation was likely to be present the Company considered that the
potential for ionic rare earth style mineralisation within this tenement package to be low and hence all tenements
were surrendered.
Yilmia Lithium Project (dropped)
In May 2023 Zenith signed a binding option agreement to secure up to a 100% interest in the lithium rights over
tenure near Coolgardie – Western Australia (ASX Release 22-May-23). During the year drilling was completed
and assays were received from the program at the Yilmia lithium project in Western Australia (refer to ASX
Releases 19-Oct-23, 4-Oct-23, 22-May-23 for background). The program confirmed that the hypothesized
greenstone host sequence extends under soil cover throughout the project area for over 8km of strike. Most drill
holes intersected pegmatites, ranging in thickness from 1m up to 20m, as per the target model, but based on
analytical results the pegmatites are not considered to be of lithium - caesium – tantalum (LCT) character and do
not contain any significant lithium contents. Following receipt and interpretation of multi-element drill hole
geochemistry a comprehensive prospectivity assessment was completed in late-January 2024. Based on the
review the Company considered that the Yilmia lithium target had been adequately tested and it did not proceed
with an option over the property. Full control of the project was returned to the project owner during the year.
Hayes Hill Lithium-Nickel-Gold Project (dropped)
Drilling to test large (2.5km long) gold targets (ASX Release 9-Apr-24) along with a maiden drill test of Green
Bananas nickel sulphide target was completed during the year, along with comprehensive systematic surface
geochemical screening for lithium pegmatites. In the Company’s opinion, the results returned from these drilling
and geochemcial programs did not warrant the payment of the $700,000 cash option fee, due on 1 Aug 2024, for
Zenith to earn an 80% joint venture interest in the Hayes Hill project.
The Company was unsuccessful in renegotiating the commercial terms of the option with the project owner. Zenith
terminated the option on 30-Jul-24 and now has no ongoing project interest, with rehabilitation of drill tracks to be
completed this coming year, as required under the option agreement terms.
MINERAL RESOURCE STATEMENT
Rio Lithium Deposit Mineral Resource
Drilling at the Rio Prospect returned significant lithium mineralisation - refer to ASX Release 16-Nov-22,
culminating in a maiden Inferred Mineral Resource (JORC 2012) released to ASX during the year on 28-Sep-23.
The mineral resource for the Split Rocks - Rio lithium pegmatite deposit has been estimated, using all data
available as at 3-Aug-23. Drilling is currently relatively wide spaced (generally 200m x 100m).
To test the reasonable prospects for eventual economic extraction, a preliminary open pit optimisation was
conducted. The resultant pit captured the majority of the lithium mineralisation; the remaining mineralisation is in
shallow dipping sheets that would alternatively be amenable to low-cost room and pillar underground mining.
The Mineral Resource estimate for the Split Rocks Rio project reported at a 0.5% Li2O cutoff is shown below. The
entire resource is classified Inferred and is open at depth and along strike.
25
Zone
Million Tonnes
Li2O %
Cs ppm
Nb ppm
Sn ppm
Ta ppm
Domain
Upper
8.45
0.76
426
77
157
62
31
Middle
3.48
0.62
387
71
364
49
32
Total
11.9
0.72
415
75
217
59
-
Notes to Resource Table:
1. The Mineral Resource is estimated with all drilling data available at 3 August 2023, and reported at a 0.5% Li2O cutoff.
2. The Mineral Resource is reported in accordance with the JORC Code 2012 Edition.
3. The Competent Person is Phil Jankowski FAusIMM of CSA Global
4. Rounding may lead to minor apparent discrepancies
Significant smoothing of lithium grades in the resource estimation process due to the current wide drill spacing
(generally 200m x 100m). Closer spaced drilling has the potential to define more discrete high-grade lithium zones
that could enhance the overall lithium grade of the deposit.
Lithium mineralisation remains open to the northeast, south and at depth, with further drilling required to define
the full limits of mineralisation.
Lithium pegmatite mineralisation identified to date is a mixture of eucryptite with lesser spodumene, petalite and
lepidolite confirmed by multiple methods including optical microscopy, SEM, Raman spectroscopy and XRD
analyses.
The amenability of eucryptite mineralisation to conventional treatment processes has been shown by positive
sighter flotation testwork and bench scale calcination-leach tests, hence confirming the potential of eucryptite as
a viable lithium target (ASX Release 26-Jul-22).
Earaheedy Joint Venture – Zinc-Lead-Silver Mineral Resource
During 2023, Zentih’s Joint Venture partner Rumble Resources limited announced a maiden, open-pit
constrained, Inferred Mineral Resource Estimate (MRE) for the Chinook, Tonka and Navajoh zinc deposits that
make up the Earaheedy Joint Venture Project.
The MRE on a 100% basis stands at 94Mt @ 3.1% Zn+Pb and 4.1 g/t Ag (using a 2% Zn+Pb cutoff) and
constrained within optimised pit shells. Refer to Rumble’s ASX Release dated 19 April 2023, for full details.
Zenith, through its wholly owned subsidiary, Fossil Prospecting Pty Ltd, holds a 25% non-contributing equity in
the Earaheedy Joint Venture Project and is free carried by Rumble through to the completion of a Bankable
Feasibility Study (BFS).
There was no change during the year to the Earaheedy Joint Venture Inferred Mineral Resource for zinc-lead-
silver previously released to the ASX in April 2023. The pit constrained MRE hosts a 41Mt higher-grade
component above a 3% Zn+Pb cut-off grade, and a very large 462Mt component above 0.5% Zn+Pb cut-off grade
that has the potential to be upgraded through beneficiation, providing the Earaheedy Project with significant
optionality for future development.
Cut off
Zn+Pb %
Pit Constrained Inferred Resources
Tonnes Mt
Zn+Pb %
Zn %
Pb %
Ag g/t
0.5
462
1.3
1.0
0.3
2.2
1.0
194
2.2
1.6
0.5
3.1
2.0
94
3.1
2.4
0.7
4.2
2.5
65
3.4
2.6
0.8
4.5
3.0
41
3.8
3.0
0.8
4.9
4.0
12
4.8
3.6
1.2
5.7
Dulcie Far North – Gold Project Mineral Resource
There was no change during the year to the Dulcie Far North Inferred Mineral Resource for gold previously
released to the ASX Release 11-Jul-23.
26
Resource Category
Tonnes (Mt)
Au (g/t)
Contained Gold (Ounces)
Inferred
3.4
1.4
150,000
Using a 0.5 g/t Au lower cutoff grade
Develin Creek Copper-Zinc-Gold-Silver Project Mineral Resource
During the year the Develin Creek project was divested to QMines Limited (ASX:QML) for up to $4.5M in cash
and shares, plus additional work commitments, refer to ASX Release 24-Aug-23 for details. The Mineral Resource
for the Sulphide City – Scorpion – Window copper – zinc deposits at the 0.5% Cu eq cut-off was previously
reported in the 2023 ZNC Annual Report. Zenith only retains a 49% project interest, down from 100% on the
previous year. The MRE as previously reported by Zenith is:
Resource
Category
Tonnes (Mt)
Cu (%)
Zn (%)
Au (g/t)
Ag (g/t)
Indicated
2.2
1.3
1.3
0.2
8
Inferred
2.7
1.1
1.4
0.2
7
TOTAL
4.9
1.2
1.4
0.2
7
Note: Copper equivalence CuEq = (Cu + 0.45*Zn) and based on current rounded metal prices in June 2022
of A$8400/tonne Cu, A$3300/t Zn and preliminary recoveries for Cu of 72% and Zn or 82%.
Post QML acquisition of the initial 51% interest in the Develin Creek project on the 28th August 2023, QMines
announced to ASX an updated mineral resource estimate (QML:ASX Release 18-Sep-23) for the project:
Resource
Category
Tonnes (Mt)
Cu (%)
Zn (%)
Au (g/t)
Ag (g/t)
Indicated
1.5
1.2
1.2
0.2
7
Inferred
1.7
0.9
1.2
0.2
5
TOTAL
3.2
1.1
1.2
0.2
6
Note: Copper equivalence CuEq = (Cu + 0.45*Zn) and based on metal prices of A$8400/tonne Cu, A$3300/t
Zn and preliminary recoveries for Cu of 72% and Zn or 82%.
The updated resource and variance from the Zenith estimate can be attributed to revised estimation
methodology employed by QML, including:
1. A new set of wireframes designed to attain more mineralisation continuity by using new and slightly lower
delineation cut-off grades for the main economic elements.
2. A new set of weathering and oxidation state profile surfaces based on a reinterpretation of the geological
logging, resulting in comparatively more weathered and transitional material with inherent lower bulk densities
being included.
3. Application of a lower overall average bulk density for tonnage estimation of 3.20. QMines has assessed the
long-range extent of high-density material as being relatively restricted but does accept that some localised
high values are present as they are consistent with some of Zenith’s observations of some of the high RC
sample bag and core sample weights onsite.
Zenith makes no comment as to the validity of the adjustments made or the revised estimation methodology used
by QML nor to the validity of the revised mineral resource estimate. Settlement for the payment by QML of the
second tranche cash and shares to acquire the remaining 49% project interest is due on the 4-September-2024.
Post final settlement QML will own a 100% interest in the Develin Creek project.
Red Lake Manganese Mineral Resource
There was no change to the Red Lake Inferred Mineral Resource for manganese previously released to the ASX
in August 2014.
27
Red Lake Manganese Mineral Resource Estimate as at August 2014
Classification
Reporting Cut-off
Grade
Tonnes
(Mt)
Mn %
Fe %
SiO2 %
Al2O3 %
P %
S %
LOI %
Inferred
25% Mn
0.2
30.0
14.1
13.8
7.9
0.24
0.03
12.1
20% Mn
0.5
25.1
16.1
17.0
8.9
0.25
0.06
11.9
15% Mn
1.1
20.8
17.7
20.5
9.3
0.24
0.17
11.5
10% Mn
1.4
19.0
19.1
20.8
9.6
0.26
0.19
11.4
Note: The CSA Mineral Resource was estimated within constraining wireframe solids based on the specified
nominal lower cut-off grade for Mn. The Mineral Resource is quoted from all blocks above the specified Mn cut-
off grade %. Differences may occur due to rounding.
Lockeridge Manganese Mineral Resource
There was no change to the Lockeridge Inferred Mineral Resource for manganese previously released to the ASX
on 15-Apr15.
Lockeridge Manganese Mineral Resource Estimate as at April 2015
Classification
Reporting Cut-off
Grade
Tonnes (Mt)
Mn %
Fe % Si02%
Al2O3 %
P %
S %
LOI %
Inferred
20% Mn
1.0
30.2
7.0
18.9
4.1
0.12
0.01
5.7
15% Mn
1.9
23.4
6.7
25.4
4.7
0.15
0.01
10.4
10% Mn
2.6
20.6
6.9
27.6
5.1
0.16
0.01
12.0
Note: The Mineral Resource was estimated within constraining wireframe solids based on the specified
nominal lower cut-off grade for Mn. The Mineral Resource is quoted from all blocks above the specified Mn
cut-off grade %. Differences may occur due to rounding.
Mineral Resource Governance and Internal Controls
Zenith Minerals Limited ensures that the Mineral Resource estimates quoted are subject to governance
arrangements and internal controls. All the Company’s Mineral Resources have been estimated by independent
third-party competent persons, or for selected Inferred Resources, by suitably qualified and experienced Company
personnel.
All resources have been subject to review by Zenith Minerals Limited technical staff and by a subcommittee
appointed by the Board of Directors. The Company re-affirms that its Mineral Resources are reported in
accordance with the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves’ (the JORC Code) 2012 Edition.
28
COMPETENT PERSONS STATEMENT
The information in this report that relates to Exploration Results and Mineral Resources is based on information
compiled by Mr Michael Clifford, who is a Member of the Australian Institute of Geoscientists and a consultant to
Zenith Minerals Limited. Mr Clifford has sufficient experience which is relevant to the style of mineralisation and
type of deposit under consideration, and to the activity which he is undertaking, to qualify as a Competent Person
as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources
and Ore Reserves'. Mr Clifford 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 report that relates to the Develin Creek Mineral Resources is based on information
compiled by Mr John Horton, who is a Fellow and Chartered Professional of the Australasian Institute of Mining
and Metallurgy and a full-time employee of ResEval Pty Ltd. Mr Horton has sufficient experience which is relevant
to the style of mineralisation and type of deposit under consideration, and to the activity which he is undertaking,
to qualify as a Competent Person, as defined in the 2012 Edition of the 'Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves'. Mr Horton 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 report that relates to the Dulcie Far North Gold Mineral Resource is based on information
compiled by Mr John Horton, who is a Fellow and Chartered Professional of the Australasian Institute of Mining
and Metallurgy and a full time employee of ResEval Pty Ltd. Mr Horton has sufficient experience which is relevant
to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking
to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves'. Mr Horton 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 report that relates to the Split Rocks - Rio Lithium Mineral Resource is based on information
compiled by Mr Phil Jankowski, who is a Fellow of the Australasian Institute of Mining and Metallurgy and a full-
time employee of CSA Global. Mr Jankowski has sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves'. Mr Jankowski 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 report that relates to the Lockeridge and Red Lake Mineral Resources is based on
information compiled by Mr Michael Clifford, who is a Member of the Australian Institute of Geoscientists and a
consultant to Zenith. Mr Clifford has sufficient experience which is relevant to the style of mineralisation and type
of deposit under consideration, and to the activity which he is undertaking, to qualify as a Competent Person as
defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and
Ore Reserves'. Mr Clifford consents to the inclusion in the report of the matters based on his information, in the
form and context in which it appears.
MATERIAL ASX RELEASES PREVIOUSLY RELEASED
The Company has released all material information that relates to Exploration Results, Mineral Resources and
Reserves, Economic Studies and Production for the Company’s Projects on a continuous basis to the ASX and
in compliance with JORC 2012. The Company confirms that it is not aware of any new information that materially
affects the content of this ASX release and that the material assumptions and technical parameters remain
unchanged.
29
DIRECTORS’ REPORT
The Directors present their report, together with the financial statements of the consolidated entity, being Zenith
Minerals Limited and subsidiaries ("the Consolidated Entity") it controlled at the end of, or during, the year
ended 30 June 2024, and the auditors' report thereon.
1. DIRECTORS
The Directors of the Consolidated Entity at any time during or since the end of the financial year and up to the date
of this report, unless otherwise stated are:
Andrew R H Smith
Managing Director, appointed 31 July 2024
Qualifications:
BEng, BComm (Hons 1)
Experience:
Andrew is a highly experienced mining executive, with a proven track record
in the mining industry. Ranging from early-stage discovery through to
feasibility studies and development projects around the world, including
Australia, Africa, Czech Republic and most recently the UK, Andrew’s most
recent success was as CEO of British Lithium, which he founded in 2017.
British Lithium discovered a world-class lithium deposit in the UK and
Andrew ran hands-on, the exploration and evaluation work, developing
innovative (now patented) technology for the commercial beneficiation of
lithium mica, which had never been previously achieved. In 2023 Andrew
ran a due diligence process which resulted in a multinational partner,
IMERYS, acquiring an 80% interest in the project. IMERYS is a world leading
supplier of speciality minerals for industry and has committed to complete
the feasibility and build the full-scale project incorporating Andrew’s technical
innovations.
Other Current Directorships:
None
Former Directorships (last 3 years):
None
Special Responsibilities:
Technical & Corporate
Interest in Shares:
None
Interest in Options:
None
Contractual Right to Shares:
5 million unlisted options: 3-year term expiring 31 July 2027 and exercisable
at a price that is 50% above the 5-day VWAP at Start Date, being ($0.055)
x 50% premium = ($0.076), subject to shareholder approval. Details refer to
announcement dated 23 July 2024.
Michael J Clifford
Qualifications:
Managing Director, retired 31 July 2024
BSc. (Hons), 1987, MSc
Experience:
Mick Clifford is a geologist with over 30 years’ experience in the exploration
industry. Mick held senior technical and business development roles and
explored for most major metal commodities during a successful career with
Billiton Australia, Acacia Resources and AngloGold Ashanti, rising to the
position of Regional Exploration Manager Australia. Mick was Managing
Director of ASX listed PacMag Metals Ltd from 2005 until its takeover in
2010, when he co-founded private explorer S2M2 Coal Pty Ltd. He is
experienced in international exploration, exploring for gold, copper and coal
and has had exposure to mining and exploration in Australia, USA, Brazil,
Indonesia, PNG, Angola, Democratic Republic of Congo, Mexico, Mongolia
and Turkiye.
Other Current Directorships:
None
Former Directorships (last 3 years):
Zenith Minerals Limited
Special Responsibilities:
Technical & Corporate
30
Interest in Shares:
6,411,672 Ordinary Shares
Interest in Options
2,000,000 unlisted options exercisable at $0.39 expiring 7 February 2025.
Contractual Right to Shares:
None
Stanley A Macdonald
Non-Executive Director, appointed 24 April 2006
Experience:
Stan Macdonald has been associated with the mining and exploration
industry for over 25 years.
Other Current Directorships:
None
Former Directorships (last 3 years):
Gascoyne Resources Limited (Non-Executive Director from 20 April 2011,
resigned 8 October 2018)
Special Responsibilities:
Company promotion and project acquisition
Interest in Shares:
6,820,072 Ordinary Shares
Interest in Options
4,000,000 unlisted options exercisable at $0.39 expiring 7 February 2025.
Contractual Right to Shares:
None
Geoffrey J Rogers
Non-Executive Director, appointed 20 March 2023
Qualifications:
B Juris LLB
Experience:
Geoff has been involved in the resources sector for over 30 years. As a
former partner at international law firm, King & Wood Mallesons, he
gathered a wealth of legal experience particularly in mergers and
acquisitions and the resources area. He has been involved with significant
project acquisitions and project financing for many Australian and
international mining and mineral development companies. He has also
previously served as in-house legal counsel for an ASX listed mining
company and presently manages his own sole practice advising exploration
and mining companies.
Other Current Directorships:
None
Former Directorships (last 3 years):
None
Special Responsibilities:
Corporate Law, Corporate Governance
Interest in Shares:
100,000
Interest in Options
500,000 unlisted options exercisable at $0.211 expiring 26 May 2026 and
500,000 unlisted options exercisable at $0.248 expiring 26 May 2027
Contractual Right to Shares:
None
Andrew D Grove
Non-Executive Director, appointed 14 December 2023
Qualifications:
BEng Geology, MMEcon
Experience:
Andrew brings a wealth of corporate and technical expertise, as well as
substantial project finance, risk management and capital markets
experience to the company.
With over 30 years’ experience in the global resources sector he most
recently, as Managing Director at Chesser Resources Limited, elicited a
successful takeover by Fortuna Silver Mines with a 95% premium. Prior
to that he was Group General Manager Business Development and
Investor Relations at Perseus Mining Limited. Andrew also spent 14
years at Macquarie Bank as Division Director – Mining Finance and Risk
Management. He held technical roles at Areva NC, Mines and
Resources Australia and at Acacia Resources Limited and holds a
Masters in Mineral Economics and a Bachelor of Engineering (Minerals
Exploration and Mining Geology).
Other Current Directorships:
Managing Director & CEO Aura Energy Limited, February 2024 to current
31
Former Directorships (last 3 years):
MD and CEO Chesser Resources Limited, February 2021 to October 2023
Special Responsibilities:
Corporate, Technical, Risk & Finance
Interest in Shares:
-
Interest in Options
-
Contractual Right to Shares:
500,000 options expiring 15 Dec 2026 and exercisable at $0.21 each, and
500,000 options expiring 15 Dec 2027 and exercisable at $0.25 each,
subject to shareholder approval. Details refer to announcement dated 14
December 2023.
David J E Ledger
Executive Chairman, appointed 2 May 2022
Stepped down 2 November 2023
Qualifications:
MAICD, SFA (UK)
Andrew P Bruton
Non-Executive Director, appointed 8 December 2022
Stepped down 2 November 2023
Qualifications:
B Bus, LLB, AICDM
‘Other current directorships’ mentioned above are current directorships for listed entities only,
excluding directorships of all other types of entities, unless otherwise stated.
‘Former directorships (last 3 years)’ mentioned above are directorships held in the last 3 years for
listed entities only, excluding directorships of all other types of entities, unless otherwise stated.
2. COMPANY SECRETARY
Nicholas Ong
Nicholas Ong was appointed Company Secretary on 16 November 2020.
He is experienced in mining project finance, mining and milling contract
negotiations, mine CAPEX & OPEX management, and toll treatment gold
reconciliation. Nicholas is a Fellow of the Governance Institute of Australia
and holds a Bachelor of Commerce and a Master of Business Administration
from the University of Western Australia. Nicholas is currently a Company
Secretary of several ASX listed companies.
3. DIRECTORS’ MEETINGS
The number of Directors' meetings (including meeting of committees of directors) and number of
meetings attended by each of the directors of the Group during the financial year are:
Director
A Smith
S Macdonald
G Rogers
A Grove
M Clifford D Ledger
A Bruton
Meetings
Attended
0
3
5
3
5
2
2
Meetings
held during
office
0
5
5
3
5
2
2
32
4. REMUNERATION REPORT – AUDITED
The remuneration report is set out under the following main headings:
A. Principles of Compensation
B. Key Management Personnel Remuneration
C. Equity Instruments
The information provided under headings A-C includes remuneration disclosures that are required under the
Corporations Act 2001 and the Corporations Regulations 2001. These disclosures have been transferred from
the financial report and have been audited.
Details of the remuneration of the key management personnel of the Consolidated Entity are set out in
tables provided under heading ‘B. Key Management Personnel Remuneration’. Key management
personnel are those persons having authority and responsibility for planning, directing and controlling
the activities of the entity, directly or indirectly, including all directors.
A. Principles of Compensation - Audited
Compensation levels for key management personnel of the entity are competitively set to attract and retain
appropriately qualified and experienced Directors and Executives.
The objective of the Consolidated Entity’s reward framework is to ensure reward for performance is
competitive and appropriate. The framework aligns executive reward with achievement of strategic
objectives and creation of long-term growth and success for shareholders.
The Board ensures that remuneration satisfies the following criteria:
•
competitiveness and reasonableness
•
transparency
•
acceptability to shareholders
•
attracts and retains high caliber executives
•
rewards capability, experience and performance
•
performance alignment of executive compensation.
The full Board acts on behalf of Nomination and Remuneration Committee matters and is responsible for
determining and reviewing the remuneration packages for its directors and executives. Remuneration of key
management personnel for the year ended 30 June 2024 has been determined by the Board. In this respect
consideration is given to normal commercial rates of remuneration for similar levels of responsibility that is
market competitive and complementary to the reward strategy of the consolidated entity. Alignment to
shareholders’ interests focuses on pursuing long term growth in shareholder wealth, consisting of growth in
share price and success of the Company within an appropriate control framework. The structure of non-
executive directors’ remuneration and executive remuneration are separate as recommended by Corporate
Governance Council best practice.
Executive Remuneration
The consolidated entity aims to reward executives with a level of remuneration based on their position and
responsibility, which has a mix of both fixed and variable components. The remuneration of executives and
reward framework comprises a combination of:
•
base pay and non-monetary benefits
•
performance linked incentives
•
share based payments
•
other remuneration such as superannuation and long service leave.
Fixed Compensation
Fixed compensation consists of base compensation (which is calculated on a total basis and includes any FBT
charges related to employee benefits including motor vehicles), as well as employer contributions to
superannuation funds.
33
A. Principles of Compensation – Audited (cont.)
Compensation levels are reviewed annually by the Board of Directors acting in their capacity as the Nomination
and Remuneration Committee through a process that considers individual and overall performance of the
Consolidated Entity and comparable market remunerations.
Performance Linked Compensation
Performance-linked remuneration consists of long-term incentives in the form of options over ordinary shares
of the Consolidated Entity. Performance-linked remuneration is not based on specific financial indicators such
as earnings or dividends as the Consolidated Entity is at the exploration stage and during this period is
expected to incur operating losses. There is no separate profit-share plan or short-term incentive components.
Long-Term Incentive
Long-term incentives comprise of long service leave and share based payments in the form of share options,
which are granted from time to time to encourage sustained performance in the realisation of strategic
outcomes and growth in shareholder wealth. Options are granted for no consideration and do not carry voting
or dividend entitlements. The exercise price of the options is determined after taking into account the
underlying share price performance during the period leading up to the date of the grant. Subject to specific
vesting conditions, each option is convertible into one ordinary share. There is presently no stated policy
restricting key management personnel from limiting their exposure to risk in relation to options granted. The
Board of Directors acting in their capacity as the Nomination and Remuneration Committee, review the long-
term incentives for executives on an annual basis during its review process of the executive’s performance.
Consequences of Performance on Shareholder Wealth
The overall level of key management personnel compensation takes into account the performance of the
Consolidated Entity over a number of years.
Performance in respect of the current financial year and the previous four financial years is detailed in the table
below:
2024
$
2023
$
2022
$
2021
$
2020
$
Profit/(Loss) attributable to owners of the Group
(4,473,522) (9,314,093)
1,465,147
2,010,141
(383,397)
Basic Profit/(Loss) per Share
(0.0127)
(0.0264)
0.0044
0.0027
(0.002)
Share Price at financial year end ($)
0.05
0.09
0.28
0.25
0.12
Changes in share price (from initial listing of 25 cents)
(0.20)
(0.16)
0.03
-
(0.13)
During the financial years noted above, there were no dividends paid or other returns of capital made by the
Consolidated Entity to shareholders. The Consolidated Entity’s performance is impacted by a number of
factors including employee performance. The measures of performance of the Consolidated Entity set out in
the table above have been taken into consideration in the determination of appropriate levels of remuneration
by the Board acting in its capacity as the Nomination and Remuneration Committee.
Non-Executive Compensation
Remuneration of Non-executives comprise fees in the form of cash and statutory superannuation entitlements,
quantified by having regard to industry practice and the need to obtain appropriately qualified, independent
persons. Fees may contain non-monetary elements. Fees and payments to non-executive directors have
regard to the demands and responsibilities of their role which covers all main board activities and membership
of applicable sub-committees.
The Board, acting as the Nomination and Remuneration Committee, reviews non-executive director fees and
payments annually. The Board may receive advice from independent remuneration consultants to ensure
non-executive directors’ fees and payments are appropriate and in line with the market. The Chairman’s fees
are determined independently to other non-executive director fees, based on similar comparative roles in the
marketplace. The Chairman is not present at discussions regarding the determination of his own
remuneration. Subject to shareholder approval, non-executives do receive share options as incentives.
34
A. Principles of Compensation – Audited (cont.)
Total compensation for all non-executive directors, agreed at a general meeting on 14 March 2006 is that the
maximum non-executive director remuneration be $200,000 per annum.
Voting and comments made at The Consolidated Entity’s 2023 Annual General Meeting (‘AGM’)
At the 2023 AGM, more than 25 per cent of the votes cast on the resolution to adopt the Remuneration Report
were cast against adoption of the report and the Company Received a ‘first strike’.
B. Key Management Personnel Remuneration - Audited
The following table discloses the remuneration of the key management personnel of the Consolidated
Entity.
The key management personnel of the Consolidated Entity consisted of the following directors:
•
Mr D J E Ledger – Executive Chairman – stepped down 02-Nov-23
•
Mr M J Clifford – Managing Director – retired 31-Jul-24
•
Mr S A Macdonald – Non-Executive Director
•
Mr A P Bruton – Non-Executive Director – stepped down 02-Nov23
•
Mr G J Rogers – Non-Executive Director
•
Mr A D Grove – Non-Executive Director
35
The key management personnel of Zenith Minerals Limited and subsidiaries include the directors and the following executive officers:-
Short-Term Benefits
Post-
Employment
Benefits
Other Long
Term
Benefits
Share-Based
Payments
S300A(1)(e)(i)
S300A(1)(e)(vi)
Cash Salary
& Fees
Cash Bonus
Non-
Monetary
Benefits
Super-
annuation
Long
Service
Leave
Options
TOTAL
Proportion of
Remuneration
Performance
Related
Value of
Options as
Proportion of
Remuneration
$
$
$
$
$
$
$
%
%
Non- Executive
Directors:
S A Macdonald
2024
2023
45,000
45,000
-
-
-
-
4,950
4,725
-
-
-
395,882
49,950
445,607
-
-
-
88.84%
J D Goldsworthy1
2024
-
-
-
-
-
-
-
-
-
2023
22,500
-
-
2,362
-
98,970
123,832
-
79.92%
E J Scotney2
2024
-
-
-
-
-
-
-
-
-
2023
27,187
-
-
2,855
-
-
30,042
-
-
A P Bruton3
2024
15,000
-
-
1,650
-
21,809
38,459
-
56.71%
2023
25,282
-
-
2,655
-
21,809
49,746
-
43.84%
G J Rogers
2024
45,000
-
-
4,950
-
21,809
71,759
-
30.39%
2023
12,702
-
-
-
-
21,809
34,511
-
63.19%
A Grove
2024
2023
22,500
-
-
-
-
-
2,475
-
-
-
-
-
24,975
-
-
-
-
-
Executive
Directors:
D J E Ledger4
2024
2023
168,750
255,000
-
-
-
-
-
-
-
-
-
-
168,750
255,000
-
-
-
-
M J Clifford
2024
2023
270,847
280,000
-
-
-
-
29,793
29,400
-
-
-
197,941
300,640
507,341
-
-
-
39.01%
TOTAL
2024
567,097
-
-
43,818
-
43,618
654,533
-
-
TOTAL
2023
667,671
-
-
41,997
-
736,411
1,446,079
-
-
1 J D Goldsworthy stepped down on 15 December 2022.
2 E J Scotney stepped down on 7 February 2023.
3 A P Bruton stepped down on 2 November 2023.
4 D J Ledger stepped down on 2 November 2023.
36
Analysis of Bonuses Included in Remuneration – Audited
No short-term incentive cash bonuses have been awarded as remuneration to directors of the Consolidated Entity
or to Consolidated Entity executives.
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Fixed Remuneration
Remuneration linked to
performance
2024
2023
2024
2023
Non-Executive Directors:
S A Macdonald
A P Bruton
G J Rogers
A D Grove
100%
100%
100%
100%
100%
100%
100%
-
-
-
-
-
-
-
-
-
Executive Director:
D J E Ledger
M J Clifford
100%
100%
100%
100%
-
-
-
-
No key management personnel appointed during the period received a payment as part of his or her
consideration for agreeing to hold the position.
Service Contracts
Remuneration and other terms of employment for the other key management personnel are formalised in
service agreements. The major provisions of the agreement relating to remuneration are set out below.
David J E Ledger
- Executive Chairman, appointed 2 May 2022, stepped down 2 November 2023
- Annually renewable contract
- Base salary of $255,000 per annum
- Issue of unlisted options, subject to shareholder approval
- Three month notice period is prescribed on termination, with or without cause
Stanley A Macdonald - Non-Executive Director, appointed 24 April 2006
- Annually renewable contract
- Base salary of $45,000 per annum plus superannuation of 10.5%
- No notice period is prescribed on termination
Andrew P Bruton
- Non-Executive Director, appointed 8 December 2022, stepped down 2 November
2023
- Annually renewable contract
- Base salary of $45,000 per annum plus superannuation of 10.5%
- No notice period is prescribed on termination
Geoffrey J Rogers
- Non-Executive Director, appointed 8 March 2023
- Annually renewable contract
- Base salary of $45,000 per annum plus superannuation of 10.5%
- No notice period is prescribed on termination
Andrew D Grove
- Non-Executive Director, appointed 14 December 2023
- Annually renewable contract
- Base salary of $45,000 per annum plus superannuation of 10.5%
- No notice period is prescribed on termination
37
Service Contracts (cont.)
Michael J Clifford
- Managing Director appointed 18 March 2014, retired 31 July 2024
Terms of Agreement
- The agreement is annually renewable. To terminate the agreement, the
Consolidated Entity must provide six months’ notice, or the Managing Director
must provide three months’ notice.
If serious misconduct is committed by the executive, the agreement may be
immediately terminated by the Consolidated Entity. On termination, the
Consolidated Entity may provide the executive with a payment in lieu of notice of
termination for all or part of the notice period.
Remuneration and
Benefits
- Annual base salary of $280,000 exclusive of statutory superannuation for the
financial year to 30 June 2024. Salary is reviewed annually by the Board acting
as the Nomination and Remuneration Committee.
Andrew Smith
- Managing Director appointed 31 July 2024
C. Equity Instruments – Audited
Share-Based Compensation
i) Issue of shares
There were no shares issued to the directors and other key management personnel as part of
compensation during the year ended 30 June 2024 (2023: Nil)
Options were exercised during the prior year using the cashless exercise method. The unpaid
amount expensed as Share-Based Compensation.
ii) Options
There were no options issued to the directors and other key management personnel as part of
compensation during the year ended 30 June 2024 (2023: Nil).
Options were granted over ordinary shares during the prior financial year affecting remuneration of
directors and other key management personnel, the terms and conditions are as follows:
38
Share-Based Compensation (cont.)
Name
Number
Options
Granted
Grant date
Expiry
date
Exercise
price
Fair value at
grant date
Vesting
Date
M Clifford
2,000,000 6 Dec 2022
7 Feb 2025
$0.3900
$0.0990
Vests at date of
grant
S A Macdonald
4,000,000 6 Dec 2022
7 Feb 2025
$0.3900
$0.0990
Vests at date of
grant
J D Goldsworthy
1,000,000 6 Dec 2022
7 Feb 2025
$0.3900
$0.0990
Vests at date of
grant
A P Bruton
500,000 26 May 2023
26 May 2026
$0.2100
$0.0416
Vests at date of
grant
500,000 26 May 2023
26 May 2027
$0.2480
$0.0457
Vests 6 months from
date of grant
G J Rogers
500,000 26 May 2023
26 May 2026
$0.2110
$0.0416
Vests at date of
grant
500,000 26 May 2023
26 May 2027
$0.2480
$0.0457
Vests 6 months from
date of grant
Options granted carry no dividend or voting rights.
Values of options over ordinary shares granted, exercised, lapsed for directors and other key management
personnel as part of compensation during the year are set out below:
2024:
Name
Value of
options vested
during the year
$
Value of options
exercised
during the year
$
Value of
options lapsed
during the year
$
Remuneration
consisting of
options for the year
%
Director:
D J E Ledger
-
-
-
-
M J Clifford
-
-
-
-
S A Macdonald
-
-
-
-
A P Bruton
21,809
-
-
56.71%
G J Rogers
21,809
-
-
30.39%
A Grove
-
-
-
-
2023:
Name
Value of
options granted
during the year
$
Value of options
exercised
during the year
$
Value of
options lapsed
during the year
$
Remuneration
consisting of
options for the year
%
Director:
D J E Ledger
-
-
-
-
M J Clifford
197,941
436,900
-
39.01%
S A Macdonald
395,882
137,125
-
88.84%
J D Goldsworthy
98,970
137,125
-
79.92%
E J Scotney
74,794
-
74,794
-
A P Bruton
21,809
-
-
43.84%
G J Rogers
21,809
-
-
63.19%
39
Share-Based Compensation (cont.)
Shares issued on exercise of options
Nil options granted under Zenith Minerals Limited’s Employee Option Plan were exercised into ordinary
shares during the year ended 30 June 2024 using the cashless exercise mechanism (2023: 5,750,000).
iii) Additional disclosures relating to key management personnel
Share Holding
The number of shares in Zenith Minerals Limited held during the financial year by each director and other
key management personnel of the Consolidated Entity, including their personally related parties, are set
out below. There were no shares granted during the reporting period as compensation.
2024
Ordinary Shares
Name
Balance at
the start of
the year
Received
as part of
remuneration
Additions
Other changes
Balance at
the end of
the year
Directors:
S A Macdonald
M J Clifford
D J E Ledger
A P Bruton
G J Rogers
A D Grove
6,820,072
6,411,672
350,000
-
-
-
-
-
-
-
-
-
-
-
-
-
100,000
-
-
-
(350,000)
-
-
-
6,820,072
6,411,672
-
-
100,000
-
Total
13,581,744
-
100,000
(350,000)
13,331,744
Option Holding
The number of options over ordinary shares in Zenith Minerals Limited held during the financial year by directors
and other key management personnel of the Consolidated Entity, including their personally related parties,
are set out below:
2024
Name
Balance at
the start of
the year
Granted as
Remuneration
Exercised
Resigned
Balance at
the end of
the year**
Vested and
exercisable at
30 June 2024
Directors:
S A Macdonald
J D Goldsworthy
M J Clifford
D J E Ledger
A P Bruton
G J Rogers
A D Grove
4,000,000
1,000,000
2,000,000
-
1,000,000
1,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,000,000)
-
-
(1,000,000)
-
-
4,000,000
-
2,000,000
-
-
1,000,000
-
4,000,000
-
2,000,000
-
-
1,000,000
-
Total
9,000,000
-
-
(2,000,000)
7,000,000
7,000,000
Other Transactions with Key Management Personnel and their Related Parties
There are no loans to directors and executives
This concludes the remuneration report, which is audited.
40
5. ACTIVITIES
The principal activity of the Consolidated Entity during the course of the financial year was mineral
exploration predominantly in Australia and also including Turkiye (Europe).
Following listing on ASX on 29 May 2007, the Consolidated Entity commenced exploration activity
wherever it assessed there was an opportunity of success.
There was no significant change in the nature of the activity of the Consolidated Entity during the year.
6. OPERATING & FINANCIAL REVIEW
Overview
During the year, the Consolidated Entity undertook mineral exploration activities predominantly in Australia.
Objectives
The Consolidated Entity’s objectives are to pursue opportunities in exploration and mining for precious and
other minerals in areas which are highly prospective for mineralisation.
Financial Results
The loss for the financial year ended 30 June 2024, attributable to members of the Consolidated Entity,
after income tax is $4,473,522 (2023 loss: $9,314,093).
No dividends were paid or recommended for payment during the financial year ended 30 June 2024
(2023: Nil).
Review of Financial Condition
During the year, the net assets of the Consolidated Entity decreased by $4,379,125 from $18,416,099 at 30
June 2023 to $14,036,974 at 30 June 2024.
The directors consider that the Consolidated Entity holds a valuable portfolio of mineral tenements with a
carrying value at 30 June 2024 of $9,591,968 (2023: $12,334,857). During the financial year, the
Consolidated Entity impaired and wrote off capitalised exploration and evaluation expenditure of
$1,992,513 (2023: $3,616,142) following its review of its portfolio of mineral tenements.
7. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no other significant changes in the state of affairs of the Consolidated Entity during the financial
year ended 30 June 2024.
8. EVENTS SUBSEQUENT TO REPORTING DATE
On 23 July 2024, the Company announced the appointment of Mr Andrew Smith as Managing Director of
the Company, which became effective from 31 July 2024.
No other matter or material event has arisen since 30 June 2024, which has significantly affected or may
significantly affect the Consolidated Entity’s operations, the results of those operations, or the Consolidated
Entity’s future state of affairs.
41
9. MATERIAL BUSINESS RISKS
The material business risks the Group believes may have an impact on its operating and financial
prospects are as follows:
Mineral Resources
The Group’s Mineral Resources are estimates based largely on interpretations of geological data.
No assurances can be given that Resources are accurate and that the indicated levels of minerals
can be recovered from any project. To reduce the risks the Group ensures estimates are
determined in accordance with the JORC Code and compiled or reviewed by qualified competent
persons.
Government regulation
The Group’s operations and exploration are subject to extensive laws in Australia. The Group
cannot give any assurances that future amendments to current laws or regulations won’t have a
material impact on its projects. The Group monitors new laws and regulations to ensure
compliance and address any impacts on projects as early as possible.
Exploration and development risk
Exploration for, and development of, mineral deposits have some inherent risks that even careful
evaluation and execution may not produce results that were anticipated. Further, the discovery of
an ore body may not ultimately be developed into producing mines. There are significant costs in
establishing Resources and Reserves, obtaining all necessary operating permits, and to eventually
developing a particular site.
Climate change
The Group acknowledges that its business may be impacted by the effects of climate change. The
Group is committed to understanding these risks and developing strategies to manage their
impact.
Environmental, Health & Safety
The Group has environmental liabilities associated with each project which have arisen because
of its mining operations and exploration projects. The Group is subject to extensive laws and
regulations governing the protection and management of the health and safety of workers, the
environment, waste disposal, mine development and rehabilitation and local cultural heritage. Any
non-compliance may result in regulatory fines and/or civil liability. The Group seeks to comply
with the required permits and approvals needed for each project. Any delays in obtaining these
approvals may affect the Group’s operations or its ability to continue its operations.
10.
LIKELY DEVELOPMENTS
The Consolidated Entity will continue to pursue its policy of acquiring and testing attractive mineral
properties with a view to developing properties capable of economic mineral production.
Further information about likely developments in the operations of the Consolidated Entity and the
expected results of those operations in future financial years has not been included in this report because
disclosure of the information would be likely to result in unreasonable prejudice to the Consolidated Entity.
11. ENVIRONMENTAL REGULATION
The Consolidated Entity is subject to significant environmental regulation in relation to its exploration
activities from the Department of Minerals and Petroleum (West Australian operations), Code of Environmental
Compliance for exploration and mineral development projects, Version 1.1 and provision of the Environmental
Heritage Protection Act 1994 (Queensland operations), Turkish Mining Law as administered by the Mining
Affairs General Directorate of the Ministry of Energy and Natural Resources (Turkish operations) and aims to
ensure that it complies with all relevant environmental legislation. The directors are not aware of any significant
breaches during the period covered by this report.
42
12. INDEMNITY AND INSURANCE OF OFFICERS
The Consolidated Entity has indemnified the Directors and Officers for costs incurred by them in
defending civil or criminal proceedings that may be brought against the Directors and Officers in their
capacity, of the Consolidated Entity, and any other payments arising from liabilities incurred by the
Directors and Officers in connection with such proceedings. This does not include such liabilities that arise
from conduct involving a willful breach of duty by the Directors or Officers of the improper use of their position
or of information to gain advantage for themselves or someone else or to cause detriment to the
Consolidated Entity.
During the financial year, the company paid a premium in relation to a contract to insure the Directors and
Officers of the Consolidated Entity against a liability to the extent permitted by the Corporations Act 2001. The
contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.
13. INDEMNITY AND INSURANCE OF AUDITORS
The Consolidated Entity has not, during or since the end of the financial year, indemnified or agreed to
indemnify the auditor of the company or any related entity against a liability incurred by the auditor.
During the financial year, the Consolidated Entity has not paid a premium in respect of a contract to
insure the auditor of the company or any related entity.
14. SHARE OPTIONS
Shares Under Option
Unissued ordinary shares of Zenith Minerals Limited under option at the date of this report are as follows:
Date options
granted
Expiry date
Exercise
Price
Number under
option
16 July 2021
14 July 2024
$0.379
750,000
6 December 2022
7 February 2025
$0.39
7,000,000
26 May 2023
26 May 2026
$0.211
500,000
26 May 2023
26 May 2027
$0.211
500,000
26 May 2023
26 May 2026
$0.248
500,000
26 May 2023
26 May 2027
$0.248
500,000
16 Oct 2023
13 Oct 2026
$0.153
970,000
No option holder has any right under the options to participate in any other share issue of the Consolidated
Entity.
15. SHARES ISSUED ON THE EXERCISE OF OPTIONS
There were nil ordinary shares issued by Zenith Minerals Limited during the year ended 30 June 2024
and up to the date of this report on the exercise of options granted.
16. PROCEEDINGS ON BEHALF OF THE GROUP
No person has applied for leave of Court to bring proceedings on behalf of the Group or intervene in any
proceedings to which the Consolidated Entity is a party for the purpose of taking responsibility on
behalf of the Group for all or any part of those proceedings. The Consolidated Entity was not a party to any
such proceedings during the period.
17. DIVIDENDS
No dividends were paid or provided for during the year.
43
18. NON-AUDIT SERVICES
Details of the amounts paid or payable to the auditor (PKF Perth) for non-audit services provided during
the financial year are outlined in Note 7 to the financial statements.
The directors are satisfied that the provision for non-audit services during the financial year, by the auditor
(or by another person or firm on the auditor’s behalf), is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001.
The directors are of the opinion that the services do not compromise the external auditor’s independence
requirements of the Corporations Act 2001 due to the following reasons:
•
all non-audit services have been reviewed and approved to ensure that they do not impact the
integrity and objectivity of the auditor; and
•
none of the services undermine the general principles relating to auditor independence as set out
in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional
and Ethics Standards Board, including reviewing or auditing the auditor’s own work, acting in a
management or decision-making capacity for the company, acting as advocate for the company or
jointly sharing economic risks and rewards.
19.
OFFICERS OF THE COMPANY WHO ARE FORMER AUDIT PARTNERS OF PKF
There are no officers of the company who are former audit partners of PKF.
20. AUDITORS’ INDEPENDENCE DECLARATION
A copy of the auditors’ independence declaration as required under section 307C of the Corporations
Act 2001 is set out on the following page.
21.
AUDITOR
PKF Perth continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the
Corporations Act 2001.
On behalf of the directors
Mr Andrew R H Smith
Managing Director
Zenith Minerals Limited
24 September 2024
Perth, WA.
44
AUDITOR’S INDEPENDENCE DECLARATION
TO THE DIRECTORS OF ZENITH MINERALS LIMITED
In relation to our audit of the financial report of Zenith Minerals Limited for the year ended 30 June 2024, to
the best of my knowledge and belief, there have been no contraventions of the auditor independence
requirements of the Corporations Act 2001 or any applicable code of professional conduct.
PKF PERTH
ALEXANDRA CARVALHO
PARTNER
24 September 2024
ASX ZNC
45
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
NOTE
Consolidated Entity
2024
$
2023
$
Revenue from continuing operations
Other Income
5
668,317
1,695,960
Interest revenue
14,397
101,236
Impairment of trade debtors
12
913,591
-
Expense
Employee benefits expenses
(716,900)
(844,070)
Share based payments expense
25
(94,397)
(736,411)
Depreciation expense
15
(22,292)
(22,043)
Premises costs
(88,387)
(92,859)
Exploration expenses
(53,764)
(103,810)
Exploration costs written off
16
(1,992,513)
(3,616,142)
Impairment of trade debtors
12
-
(1,581,912)
Impairment of investment in associate
11
-
(89,776)
Net fair value (loss) on other financial assets
13
(2,437,526)
(2,565,420)
Share of profit/(loss) of associate accounted for
using equity method
11
23,482
(5,669)
Other operating expenses
6
(687,530)
(1,453,177)
(Loss) from continuing operations before
income tax
(4,473,522)
(9,314,093)
Income tax expense
9
-
-
(Loss) from continuing operations after income
tax benefit for the year
(4,473,522)
(9,314,093)
Net profit after tax from discontinued operations
-
-
Net (loss) for the year
(4,473,522)
(9,314,093)
Other comprehensive income
Items that might be reclassified subsequently to
profit or loss:
-
-
Other comprehensive loss for the year (net of tax)
-
-
Total comprehensive (loss) for the year
(4,473,522)
(9,314,093)
(Loss) per share
Cents
Cents
Continuing and discontinued operations
Basic (loss) per share
8
(1.27)
(2.64)
Diluted (loss) per share
8
(1.27)
(2.64)
The consolidated statement of profit or loss and other comprehensive income is to be read in conjunction
with the notes to the consolidated financial statements.
46
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2024
CURRENT ASSETS
NOTE
Consolidated Entity
2024
$
2023
$
Cash and cash equivalents
10
1,138,489
2,257,094
Trade and other receivables
12
1,784,301
120,100
Financial assets at fair value through profit or loss
13
1,684,774
4,318,584
Other current assets
14
32,726
32,010
TOTAL CURRENT ASSETS
4,640,290
6,727,788
NON-CURRENT ASSETS
Interest in associate
11
205,747
182,265
Plant and equipment
15
34,399
52,722
Exploration and evaluation expenditure
16
9,591,968
12,334,857
TOTAL NON-CURRENT ASSETS
9,832,114
12,569,844
TOTAL ASSETS
14,472,404
19,297,632
CURRENT LIABILITIES
Trade and other payables
17
303,556
723,111
Employee benefits
18
131,874
158,422
TOTAL CURRENT LIABILITIES
435,430
881,533
TOTAL LIABILITIES
435,430
881,533
NET ASSETS
14,036,974
18,416,099
EQUITY
Issued capital
19
40,028,343
40,028,343
Reserves
20(a)
946,772
666,892
Accumulated losses
20(b)
(26,938,141)
(22,279,136)
TOTAL EQUITY
14,036,974
18,416,099
The consolidated statement of financial position is to be read in conjunction with the notes to the consolidated
financial statements.
47
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
Issued Capital
$
Reserves
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2023
40,028,343
666,892
(22,279,136)
18,416,099
Adjustment to opening balance of FCTR
-
185,483
(185,483)
-
Adjusted Balance at 1 July 2023
40,028,343
852,375
(22,464,619)
18,416,099
(Loss) for the period
-
-
(4,473,522)
(4,473,522)
Other comprehensive income
-
-
-
-
Total comprehensive income
-
-
(4,473,522)
(4,473,522)
Transactions with owners,
recorded directly in equity
Issue of employee options (note 20)
-
94,397
-
94,397
Balance at 30 June 2024
40,028,343
946,772
(26,938,141)
14,036,974
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
Issued Capital
$
Reserves
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2022
38,780,371
704,773
(12,965,043)
26,520,101
(Loss) for the period
-
-
(9,314,093)
(9,314,093)
Other comprehensive income
-
-
-
-
Total comprehensive income
-
-
(9,314,093)
(9,314,093)
Transactions with owners,
recorded directly in equity
Issue of shares, net of transaction
costs (note 20)
200,000
-
-
200,000
Exercise of options
1,047,972
(774,292)
-
273,680
Issue of employee options (note 20)
-
736,411
-
736,411
Balance at 30 June 2023
40,028,343
666,892
(22,279,136)
18,416,099
The consolidated statement of changes in equity is to be read in conjunction with the notes to the consolidated
financial statements.
48
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2024
CASH FLOWS FROM OPERATING ACTIVITIES
NOTE
Consolidated Entity
2024
$
2023
$
Receipts from customers
760,330
182,385
Cash paid to suppliers and employees
(1,697,413)
(1,806,131)
Interest received
98,916
101,236
NET CASH (USED IN) OPERATING ACTIVITIES
26
(838,167)
(1,522,510)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of investments
1,036,620
583,579
Proceeds on sale of tenements
12
1,200,000
-
Payments for exploration and evaluation
(2,513,088)
(4,775,334)
Payments for equity investments
-
(150,000)
Payments for plant and equipment
(3,970)
(58,408)
NET CASH FROM (USED IN) INVESTING ACTIVITIES
(280,438)
(4,400,163)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of options
-
273,680
NET CASH PROVIDED BY FINANCING ACTIVITIES
-
273,680
Net (decrease) in cash and cash equivalents
(1,120,409)
(5,648,993)
Cash and cash equivalents at the beginning of the
financial period
2,257,094
7,906,087
Effect of movement in exchange rates on cash held
-
-
CASH AND CASH EQUIVALENTS AT THE END OF THE
FINANCIAL PERIOD
10
1,138,489
2,257,094
The consolidated statement of cash flows is to be read in conjunction with the notes to the consolidated
financial statements.
49
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
1. REPORTING ENTITY
Zenith Minerals Limited and controlled entities (“Consolidated Entity”) is domiciled in Australia, incorporated in
Australia, publicly listed on the ASX and limited by shares. The address of the Consolidated Entity
registered office and principal place of business is Level 2, 33 Ord Street, West Perth, Western Australia,
6005.
The Consolidated Entity is involved in mineral exploration.
2. BASIS OF PREPARATION
(a) Statement of Compliance
These general-purpose financial statements have been prepared in accordance with Australian Accounting
Standards (AASBs), Interpretations issued by the Australian Accounting Standards Board (AASB) and the
Corporations Act 2001, as appropriate for for-profit orientated entities.
These financial statements of the Consolidated Entity comply with International Financial Reporting Standards
as issued by the International Accounting Standards Board.
The Consolidated Financial Statements were approved by the Board of Directors on 24 September 2024.
The directors have the power to amend and reissue the financial statements. Comparative information is for
period 1 July 2022 to 30 June 2023.
(b) Basis of Measurement
These financial statements have been prepared on the historical cost and accrual accounting basis,
except for the revaluation of financial assets and liabilities at fair value through profit or loss and financial
assets at fair value through other comprehensive income.
In accordance with the Corporations Act 2001, these financial statements present the results of the
Consolidated Entity with supplementary information about the parent entity being included at Note 29.
(c) Functional and Presentation Currency
These financial statements are presented in Australian dollars, which is the Consolidated Entity’s functional
currency.
(d) Use of Estimates and Judgements
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the Financial Statements. Management continually
evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenues and
expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other
various factors, including expectations of future events, management believes to be reasonable under the
circumstances. The resulting accounting judgements and estimates will seldom equal the related actual
results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next
financial year are discussed below.
50
2. BASIS OF PREPARATION (cont.)
(d) Use of Estimates and Judgements (cont.)
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity
considers it is probable that future taxable amounts will be available to utilise those temporary differences
and losses.
Exploration and evaluation expenditure
The Consolidated Entity capitalises expenditure relating to exploration and evaluation where it is considered
likely to be recoverable or where the activities have not reached a stage which permits a reasonable
assessment of the existence of reserves. Key judgements are applied in considering costs to be
capitalised, including determining those expenditures directly related to these activities and allocating
overheads between those that are expensed and capitalised. While there are certain areas of interest
from which no reserves have been extracted, the directors are of the continued belief that such
expenditure should not be written off since feasibility studies in such areas have not yet concluded.
Factors that could impact the future recoverability include the level of reserves and resources, future
technological changes, costs of drilling and production, production rates, future legal changes and changes
to commodity prices. To the extent that capitalised costs are determined not to be recoverable in the future,
they will be written off in the period in which this determination is made.
As at 30 June 2024, the carrying value of capitalised exploration expenditure was $9,591,968 (2023:
$12,334,857).
Share Based Payments
The Consolidated Entity measures the cost of equity settled transactions with consultants and employees
by reference to the fair value of the equity instruments at the date at which they are granted. The fair
value is determined using a Black Scholes model, taking into account the terms and conditions upon which
the instruments were granted. The accounting estimates and assumptions relating to equity settled share-
based payments would not impact carrying amounts of assets and liabilities within the next annual reporting
period but may impact profit or loss and equity (Note 25).
Allowance for expected credit losses
The allowance for expected credit losses assessment requires a degree of estimation and judgement. The
allowance for expected credit losses, as disclosed in Note 12, is calculated based on the information
available at the time of preparation. The actual credit losses in future years may be higher or lower.
Fair Value Measurement Hierarchy
The Consolidated Entity is required to classify all assets and liabilities measured at fair value, using
a three level hierarchy which is based on the lowest level of input that is significant to the entire fair
value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical
assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than
quoted prices included within Level 1 that are observable for the asset or liability, either directly or
indirectly; and Level 3: Unobservable inputs for the asset or liability. In determining what is
significant to fair value there is considerable judgement required. Therefore, the category the asset
or liability is placed in can be subjective.
51
2. BASIS OF PREPARATION (cont.)
(e) Going concern basis of accounting
The financial report has been prepared on a going concern basis, which contemplates the continuity of
normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of
business.
The Consolidated Entity is engaged in mineral exploration activities and has no revenue generating activity
yet. For the year ended 30 June 2024, the Consolidated Entity incurred a loss of $4,473,522 (2023: loss of
$9,314,093), and experienced a cash out flows of $838,167 (2023: $6,297,844) on operating activities. As
at 30 June 2024, the Consolidated Entity had cash & cash equivalent of $1,138,489 (2023: $2,257,094).
As at the date of this report, the Consolidated Entity has sufficient liquidity in the form of cash, and
investments in listed entities to meet its current obligations and fund the working capital. Accordingly, this
financial report has been prepared on a going concern basis.
However, the Consolidated Entity’s ability to continue its exploration activities as a going concern and meet
its debt obligations and commitments as and when they fall due for the 12 months from the date of this report
is depended on its ability to raise sufficient equity finance at a regular frequency and/or disposing its assets
at a reasonable value.
However, should the above planned activities to raise capital and or dispose any asset are not be successful
there is a material uncertainty surrounding the Group’s ability to continue as a going concern and therefore
realise its assets and dispose of its liabilities in the ordinary course of business and at the amounts stated in
the financial report.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of these financial statements are set out below.
These policies have been consistently applied unless otherwise stated.
New or Amended Accounting Standards and Interpretations Adopted
The Consolidated Entity has adopted all of the new or amended Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting
period. There was no material impact on the financial report as a result of adopting the new accounting
standards.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been
early adopted by the Consolidated Entity for the annual reporting period ended 30 June 2024. The impact
has not yet been determined.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Zenith
Minerals Limited (the “Company”) as at 30 June 2024 and the results of all subsidiaries for the year
then ended. Zenith Minerals Limited and its subsidiaries together are referred to in these financial
statements as the ‘Consolidated Entity’.
Subsidiaries are all those entities over which the Consolidated Entity has control. The Consolidated Entity
controls an entity when the Consolidated Entity 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 Consolidated
Entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the
Consolidated Entity are eliminated. Unrealised losses are also eliminated unless the transaction provides
evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the policies adopted by the Consolidated Entity.
52
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
Principles of consolidation (cont.)
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in
ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference
between the consideration transferred and the book value of the share of the non-controlling interest acquired
is recognised directly in equity attributable to the parent.
Where the Consolidated Entity loses control over a subsidiary, it derecognises the assets including goodwill,
liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences
recognised in equity. The Consolidated Entity recognises the fair value of the consideration received and the
fair value of any investment retained together with any gain or loss in profit or loss.
When the consolidated entity's share of losses in an associate equals or exceeds its interest in the associate,
including any unsecured long-term receivables, the consolidated entity does not recognise further losses,
unless it has incurred obligations or made payments on behalf of the associate.
Operating segments
Operating segments are presented using the ‘management approach’, where the information presented is
on the same basis as the internal reports provided to the Chief Operating Decision Makers (‘CODM’). The
CODM is responsible for the allocation of resources to operating segments and assessing their
performance.
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as
part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets
are subsequently measured at either amortised cost or fair value depending on their classification.
Classification is determined based on both the business model within which such assets are held and the
contractual cash flow characteristics of the financial asset unless, an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been
transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership.
When there is no reasonable expectation of recovering part or all of a financial asset, its carrying value is
written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are
classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either:
(i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of
making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value
movements are recognised in profit or loss.
Revenue
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity is
expected to be entitled in exchange for transferring goods or services to a customer.
For each contract with a customer, the Consolidated Entity: identifies the contract with a customer; identifies
the performance obligations in the contract; determines the transaction price which takes into account
estimates of variable consideration and the time value of money; allocates the transaction price to the
separate performance obligations on the basis of the relative stand-alone selling price of each distinct good
or service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a
manner that depicts the transfer to the customer of the goods or services promised.
53
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
Revenue (cont.)
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such
as discounts, rebates and refunds, any potential bonuses receivable from the customer and any other
contingent events. Such estimates are determined using either the 'expected value' or 'most likely amount'
method. The measurement of variable consideration is subject to a constraining principle whereby revenue
will only be recognised to the extent that it is highly probable that a significant reversal in the amount of
cumulative revenue recognised will not occur. The measurement constraint continues until the uncertainty
associated with the variable consideration is subsequently resolved. Amounts received that are subject to
the constraining principle are recognised as a separate refund liability.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant period
using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to the net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Income tax
The income tax expense or benefit for the period is the tax payable on the current period's taxable income based
on the income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised in prior periods, where applicable.
Deferred tax
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates that are expected
to apply in the period in which the liability is settle or the asset realised, based on the tax rates (and tax laws)
that have been enacted or substantively enacted, except for:
•
When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset
or liability in a transaction that is not a business combination and that, at the time of the transaction,
affects neither the accounting nor taxable profits; or
•
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint
ventures, and in the timing of the reversal can be controlled and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax liabilities 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
The carrying amount of recognised deferred tax assets and unrecognised deferred tax assets is reviewed at
the end of each reporting period and reduced to the extent that it is no longer probably that sufficient future
taxable profits will be available to allow all or part of the asset to be recovered. Previously unrecognised
deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available
to recover the asset.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set-off current tax
assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and when they
relate to income taxes levied by the same taxation authority on either the same taxable entity or different
taxable entities which intend to settle simultaneously.
Assets and liabilities are presented in the Statement of Financial Position based on current and non-
current classification.
The asset is classified as current when:
i) It’s either expected to be realised or intended to be sold or consumed in normal operating cycle;
54
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
Income tax (cont.)
ii) it’s held primarily for the purpose of trading;
iii) it’s expected to be realised within 12 months after the reporting period; or
iv) the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a
liability for at least 12 months after the reporting period.
All other assets are classified as non-current.
Current and non-current classification
A liability is classified as current when:
i) it’s either expected to be settled in normal operating cycle;
ii) it’s held primarily for the purpose of trading;
iii) it’s due to be settled within 12 months after the reporting period; or
iv) there is no unconditional right to defer the settlement of the liability for at least 12 months after the
reporting period.
All other liabilities are classified as non-current. Deferred tax assets and liabilities are always classified
as non-current.
Financial Assets Impairment
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are
either measured at amortised cost or fair value through other comprehensive income. The measurement of
the loss allowance depends upon the consolidated entity's assessment at the end of each reporting period
as to whether the financial instrument's credit risk has increased significantly since initial recognition, based
on reasonable and supportable information that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month
expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit
losses that is attributable to a default event that is possible within the next 12 months. Where a financial
asset has become credit impaired or where it is determined that credit risk has increased significantly, the
loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss
recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls
over the life of the instrument discounted at the original effective interest rate.
Receivables
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Exploration and evaluation expenditure
Exploration and evaluation costs, including the costs of acquiring licences, are capitalised as exploration and
evaluation assets on an area of interest basis. Costs incurred before the Consolidated Entity has obtained
the legal rights to explore an area are recognised in the profit or loss statement.
Exploration and evaluation assets are only recognised if the rights of the area of interest are current and
either:
(i)
the expenditures are expected to be recouped through successful development and exploitation of the
area of interest, or by its sale; or
(ii)
activities in the area of interest have not at the reporting date, reached a stage which permits a reasonable
assessment of the existence or other wise of economically recoverable reserves.
55
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
Exploration and evaluation expenditure (cont.)
Where a project or area of interest has been abandoned, the expenditure incurred is written off in the year
in
which the decision is made.
Trade and other payables
Trade payables and other accounts payable are recognised when the Consolidated Entity becomes obliged
to make future payments resulting from the purchase of goods and services. Due to their short-term nature they
are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid
within 30 days of recognition.
Employee benefits
(i) Share-based payment transactions
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in
exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of
services, where the amount of cash is determined by reference to the share price.
The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently
determined using either the Binomial or Black-Scholes option pricing model that takes into account the
exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price
volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the
option, together with non-vesting conditions that do not determine whether the consolidated entity receives
the services that entitle the employees to receive payment. No account is taken of any other vesting
conditions.
The cost of equity-settled transactions is recognised as an expense with a corresponding increase in
equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant
date fair value of the award, the best estimate of the number of awards that are likely to vest and the
expired portion of the vesting period.
The amount recognised in profit or loss for the period is the cumulative amount calculated at each
reporting date less amounts already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by
applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms
and conditions on which the award was granted.
The cumulative charge to profit or loss until settlement of the liability is calculated as follows
•
During the vesting period, the liability at each reporting date is the fair value of the award at that date
multiplied by the expired portion of the vesting period.
•
From the end of the vesting period until settlement of the award, the liability is the full fair value of the
liability at the reporting date.
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is
the cash paid to settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore any awards subject to
market conditions are considered to vest irrespective of whether or not that market condition has been met,
provided all other conditions are satisfied.
56
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
Employee benefits (cont.)
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not
been made. An additional expense is recognised, over the remaining vesting period, for any modification
that increases the total fair value of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy
the condition is treated as a cancellation. If the condition is not within the control of the consolidated entity
or employee and is not satisfied during the vesting period, any remaining expense for the award is recognised
over the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any
remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled
award, the cancelled and new award is treated as if they were a modification.
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure
purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date; and assumes that
the transaction will take place either: in the principal market; or in the absence of a principal market, in the
most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset
or liability, assuming they act in their economic best interest. For non-financial assets, the fair value
measurement is based on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair value, are used, maximising the
use of relevant observable inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified, into three levels, using a fair value hierarchy that
reflects the significance of the inputs used in making the measurements. Classifications are reviewed each
reporting date and transfers between levels are determined based on a reassessment of the lowest level
input that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal
expertise is either not available or when the valuation is deemed to be significant. External valuers are
selected based on market knowledge and reputation. Where there is a significant change in fair value of
an asset or liability from one period to another, an analysis is undertaken, which includes a verification of
the major inputs applied in the latest valuation and a comparison, where applicable, with external sources
of data.
4. OPERATING SEGMENTS
Identification of Reportable Operating Segments
The Consolidated Entity operates in two geographical locations, Australia, and Turkey-Europe (as
acquired through the 2014 acquisition), and is organised into one operating segment being mineral,
mining and exploration and all of the Consolidated Entity’s resources are employed for this purpose.
No transactions or assets are recognised regarding the Consolidated Entity’s JV in Turkey.
This operating segment is based on the internal reports that are reviewed and used by the Board of
Directors (who are identified as the Chief Operating Decision Makers (‘CODM’)) in assessing
performance and in determining the allocation of resources.
The CODM review expenditure in exploration. The accounting policies adopted for internal reporting
to the CODM are consistent with those adopted in the financial statements.
57
4. OPERATING SEGMENTS (Cont.)
Geographical Information
Sales to external customers
Geographical non-current
assets
2024
$
2023
$
2024
$
2023
$
Australia
668,317
1,695,960
9,832,113
12,569,844
668,317
1,695,960
9,832,113
12,569,844
5. OTHER INCOME
Consolidated Entity
2024
$
2023
$
Other Income
Exploration Income - Profit on Sale of Tenement Interest
333,945
5,000
Exploration Income - JV Contributions (Note 12)
315,866
1,633,425
Other revenue
18,506
57,535
Revenue from Continuing operations
668,317
1,695,960
6. OTHER OPERATING EXPENSES
Consolidated Entity
Note
2024
$
2023
$
Accounting and Admin Services
107,300
91,250
Auditors Remuneration
7
59,650
60,000
Computer Expenses
49,423
62,636
Consulting Fee
141,110
165,493
Legal Expenses
55,604
639,074
Motor Vehicle Expense
20,200
16,398
Share Registry and Securities Exchange
66,841
89,770
Fringe Benefits Tax
13,441
3,537
Subscriptions, Publications, Memberships
11,732
70,255
Insurance
40,884
37,406
Marketing and Media
62,130
52,620
Sundry Administration Expenses
59,215
164,738
687,530
1,453,177
7. AUDITOR’S REMUNERATION
During the financial year the following fees were paid or payable for services provided by PKF Perth, the
auditor of the Group:
Consolidated Entity
2024
$
2023
$
Audit services
Auditors of the Group
Audit and review of financial report – payable to PKF Perth
59,650
60,000
Audit and review of financial report – payable to other audit firms
-
-
Total remuneration for audit services
59,650
60,000
Non-audit services
-
-
Total Audit Services
59,650
60,000
58
8. (LOSS) PER SHARE
Consolidated Entity
2024
(Cents)
2023
(Cents)
Continuing operations
Basic (loss) per share – cents
(1.27)
(2.64)
Diluted (loss) per share – cents
(1.27)
(2.64)
Consolidated Entity
2024
$
2023
$
The (loss) and weighted average number of ordinary shares used in
the calculation of basic and diluted (loss) per share are as follows:
(Loss) used in calculation of earnings per share
- continuing operations
(4,473,522)
(9,314,093)
- discontinued operations
-
-
Weighted average number of ordinary shares for the purposes of
basic (loss) per share
352,380,883
352,380,883
Weighted average number of ordinary shares for the purposes of
diluted (loss) per share
352,380,883
352,380,883
For the year ended 30 June 2024, the consolidated entity made a loss. Therefore, the options on issue are
considered anti-dilutive and diluted earnings per share is the same as basic earnings per share.
9. INCOME TAX EXPENSE
Consolidated Entity
2024
$
2023
$
a)
Income Tax Expense
Current tax
-
-
Aggregate Income tax expense
-
-
Income tax expense is attributable to:
Profit from continuing operations
-
Profit from discontinued operations
-
Aggregate income tax expense
-
Deferred tax - origination and reversal of temporary
differences
-
The prima facie income tax expense on pre-tax accounting loss from operations reconciles to the income
tax expense in the financial statements as follows:
59
9. INCOME TAX EXPENSE (cont.)
Loss before tax
(4,473,522)
9,314,093
Prima facie tax benefit on profit/(loss) at 25% (2023: 25%)
(1,118,380)
2,328,524
Add:
Tax effect of:
Other non-allowable items
2,409
23,357
Share based payments
23,599
184,103
Overs/unders from prior year
(286,062)
(3,812)
Tax losses not recognised
463,159
1,239,221
Deferred tax balances (not recognised)
915,275
885,655
Income tax expense on pre-tax net profit/(loss)
-
-
Consolidated Entity
2024
2023
The applicable average weighted tax rates are as follows:
0%
0%
Deferred Tax Assets
At 25% (2023: 25%)
Consolidated Entity
2024
$
2023
$
Carry forward losses
9,807,851
8,970,706
Provisions and accruals
35,593
52,140
Merger/acquisition costs
4,069
4,069
Lease liability
-
39,334
Right of use asset
-
-
9,847,512
9,066,249
Tax benefit of the above Deferred Tax Assets will only be obtained if:
a) The company derives future assessable income or a nature and of an amount sufficient to enable
the benefits to be utilised; and
b) The company continues to comply with the conditions for deductibility imposed by law; and
c) No changes in income tax legislation adversely affect the company in utilising the benefits.
Consolidated Entity
2024
$
2023
$
Deferred Tax Liabilities
At 25% (2023: 25%)
Exploration expenditure
2,295,447
2,911,985
Capital raising costs
34,576
-
Property, plant and equipment
8,600
13,180
Financial assets
215,028
320,015
Prepayments
-
-
2,553,651
3,245,180
The above Deferred Tax Liabilities have not been recognised as they have given rise to the carry forward
revenue losses for which the Deferred Tax Asset has not been recognised.
60
10. CASH AND CASH EQUIVALENTS
Consolidated Entity
2024
$
2023
$
Cash at bank and in hand
1,137,489
1,256,094
Deposits at call
1,000
1,001,000
1,138,489
2,257,094
a)
Reconciliation to cash and cash equivalents at the end of the
year.
The above figures are reconciled to cash and cash
equivalents at the end of the financial year, as shown in the
Statement of Cash Flows, as follows:
Balances as above
1,138,489
2,257,094
Cash and cash equivalents in statement of cash flows
1,138,489
2,257,094
The Consolidated Entity’s exposure to interest rate risk and sensitivity analysis for financial assets and
liabilities are disclosed in Note 21.
11. INTEREST IN ASSOCIATE
The Consolidated Entity has a 26.65% (30 June 2023: 26.65%) interest in Oxley Resources Limited. The
Consolidated Entity’s investment in Oxley Resources Limited is accounted for using the equity method in
the consolidated financial statements.
Summarised statement of financial position of Oxley Resources Limited.
Consolidated Entity
2024
$
2023
$
Cash and cash equivalents
7,859
63,230
Trade and other receivables
109,759
45,459
Exploration and evaluation expenditure
684,632
610,810
Non-current assets
Trade and other payables
-
(30,198)
-
(35,561)
Net assets/ equity
772,052
683,938
Consolidated Entity
2024
$
2023
$
Zenith’s 26.65% share (30 June 2023: 26.65%)
205,747
182,265
Impairment recognised
-
-
Zenith’s carrying account of investment in Oxley Resources Limited
205,747
182,265
Summarised statement of profit or loss of Oxley Resources Limited
Other Income
100,000
-
Administration Costs
(11,888)
(21,272)
Profit/(loss) for the period
88,112
(21,272)
Zenith’s 26.65% share
23,482
(5,669)
Movement Reconciliation
Balance at beginning of financial year
182,265
127,710
Payments for investment
-
150,000
Share of loss recognised
23,482
(5,669)
Impairment
-
(89,776)
Balance at end of financial year
205,747
182,265
61
12. TRADE AND OTHER RECEIVABLES
Consolidated Entity
2024
$
2023
$
Current
Trade receivables
-
1,581,582
GST receivable
121,801
120,430
Other receivables (i)
1,662,500
-
Provision for impairment (ii)
-
(1,581,912)
1,784,301
120,100
(i) Divestment of Develin Creek Copper-Zinc Project. The consideration included:
An up-front payment to Zenith of $1.2M cash and $1M worth of QML shares (based on the 15-day volume
weighted average price of QML shares) for a 51% interest (received).
Within 12 months QML must complete 500m of diamond drilling and a detailed metallurgical study on the
existing Develin Creek Inferred Mineral Resource.
At 12 months QML must pay a second tranche of $1.3M cash and issue another $1M worth of QML shares
(based on the 15-day volume weighted average price of QML shares) to Zenith for an additional 49%
interest.
The second tranche payment by QML may be adjusted down to $0.975M cash and $0.6875M worth of
QML shares, should the detailed metallurgical study show zinc concentrate grades below 50% or that a
50% zinc concentrate grade is not commercially achievable.
Gain on sale is reconciled as below:
$
Initial consideration
2,040,335
Deferred consideration **
1,662,500
Carrying value of assets sold (Note 16)
(3,368,890)
Gain on sale (Note 5)
333,945
** The zinc concentrate grades of the detailed metallurgical study, which will determine the quantum of the
deferred consideration as outlined above, were not known at 30 June 2024. However, as disclosed at Note
27, subsequent to year end, it was determined and agreed with QML that the grades are below 50%.
(ii) Reconciliation of Impairment of Trade Debtors
$
Balance of Trade Receivable at 1 July 2023
1,581,582
Sales during the year
315,866
Credit Notes Issued during the year
(1,229,127)
Total written off and offset
668,321
Reversal of impairment provision 1 July 2023
(1,581,912)
Impairment reversal other income 30 June 2024
913,591
Balance at 30 June 2024
-
62
13. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS
Consolidated Entity
2024
2023
$
$
Current
Listed ordinary shares – at fair value
through profit and loss.
1,684,774
4,318,584
Reconciliation
Reconciliation of the fair values at the beginning and end of the
current and previous financial years.
Opening fair value
4,318,584
7,467,583
Additions
840,336
-
Disposals
(1,036,620)
(583,579)
Realised loss on financial assets sold
(714,062)
(145,181)
Unrealized change in fair value
(1,723,464)
(2,420,239)
Closing fair value
1,684,774
4,318,584
14. OTHER CURRENT ASSETS
Consolidated Entity
2024
$
2023
$
Bonds & deposits
32,726
32,010
32,726
32,010
15. PLANT AND EQUIPMENT
Consolidated Entity
2024
$
2023
$
Plant and equipment – at cost
28,624
26,248
Less: Accumulated depreciation
(25,685)
(25,309)
2,939
939
Motor vehicles – at cost
139,570
139,570
Less: Accumulated depreciation
(113,845)
(104,359)
25,725
35,211
Computer equipment and software – at cost
55,788
54,194
Less: Accumulated depreciation
(50,053)
(37,622)
5,735
16,572
Carrying Amount
34,399
52,722
63
15. PLANT AND EQUIPMENT (cont.)
a) Movement Reconciliation
Plant &
Equipment
Motor
Vehicles
Computer
Equipment
& Software
Total
$
$
$
$
Cost
Balance at 1 July 2022
25,822
99,570
36,211
161,603
Additions
426
40,000
17,983
58,409
Disposals/Write-off
-
-
-
-
Balance at 30 June 2023
26,248
139,570
54,194
220,012
Balance at 1 July 2023
26,248
139,570
54,194
220,012
Additions
2,375
-
1,594
3,969
Disposals/Write-off
-
-
-
-
Balance at 30 June 2024
28,623
139,570
55,788
223,981
Depreciation
Balance at 1 July 2022
24,843
92,243
28,161
145,247
Depreciation for the year
466
12,116
9,461
22,043
Depreciation on asset write off
-
-
-
-
Balance at 30 June 2023
25,309
104,359
37,622
167,290
Balance at 1 July 2023
25,309
104,359
37,622
167,290
Depreciation for the year
375
9,486
12,431
22,292
Depreciation on asset write off
-
-
-
-
Balance at 30 June 2024
25,684
113,845
50,053
189,582
Carrying Amount
At 30 June 2023
939
35,211
16,572
52,722
At 30 June 2024
2,939
25,725
5,735
34,399
16. EXPLORATION AND EVALUATION EXPENDITURE
Consolidated Entity
2024
$
2023
$
Balance at beginning of financial year
12,334,857
11,096,281
Acquisition of Hayes Hill option
-
250,000
Acquisition of Yilmia option
-
200,000
Capitalised expenditure
2,618,514
4,004,717
Less capitalised expenditure written against proceeds (Note 12)
(3,368,890)
-
Exploration expenditure written off
(1,992,513)
(3,616,142)
Balance at end of financial year
9,591,968
12,334,857
Exploration and Evaluation Assets
The recoverability of the carrying amounts of exploration and evaluation assets is dependent on the
successful development and commercial exploitation or sale of the respective area of interest as well
as maintaining rights of tenure.
During the financial year, the Consolidated Entity impaired and wrote off capitalised exploration and evaluation
expenditure of $1,992,513 (2023: $3,616,142) following its review of its portfolio of mineral tenements,
whereby decisions have been made for certain areas of interest, not to incur substantial expenditure on further
exploration for and evaluation of mineral resources.
64
17. TRADE AND OTHER PAYABLES
Consolidated Entity
2024
$
2023
$
Current
Trade payables (a)
243,151
551,213
Accrued fees and employment expenses (b)
60,405
171,898
303,556
723,111
Terms and Conditions
Terms and conditions relating to the above financial instruments
a) Trade payables are non-interest bearing and are normally settled on 30 day terms.
b) Sundry creditors and accruals are non-interest bearing and have an average term of 30 days.
18. EMPLOYEE BENEFITS
Consolidated Entity
2024
$
2023
$
Current liabilities
Employee benefits
131,874
158,422
131,874
158,422
19. ISSUED CAPITAL
2024
Shares
No.
2024
$
2023
Shares
No.
2023
$
(a) Share capital
Fully paid ordinary shares
Balance at beginning of year
352,380,883
40,028,343
344,762,279
38,780,371
Issue of ordinary shares (i)
-
-
1,066,305
200,000
Exercise of options (ii)
-
-
6,552,299
1,047,972
Costs of issue
-
-
-
-
Total
352,380,883
40,028,343
352,380,883
40,028,343
(b) Ordinary Shares
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are
entitled to one vote per share at meetings of the Consolidated Entity. All shares rank equally with regard
to the Consolidated Entity’s residual assets. Ordinary shares do not have a par value.
(c) Options
Shares Under Option
10,720,000 Unissued ordinary shares of Zenith Minerals Limited under option at 30 June 2024 are as
follows:
Issued date
Expiry date
Exercise
Price
Number under
option
16 July 2021
14 July 2024
$0.379
750,000
6 December 2022
7 February 2025
$0.390
7,000,000
26 May 2023
26 May 2026
$0.211
1,000,000
26 May 2023
26 May 2027
$0.248
1,000,000
16 October 2023
13 October 2026
$0.153
970,000
No option holder has any right under the options to participate in any other share issue of the Consolidated
Entity.
65
19. ISSUED CAPITAL (cont.)
Information relating to Zenith Minerals Limited’s Employee Option Plan, 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 25.
(d) There is no current on market share buy-back.
20. RESERVES AND RETAINED LOSSES
Consolidated Entity
(a) Reserves
2024
$
2023
$
Options reserve
Balance at beginning of financial year
852,375
890,256
Vesting of staff options issued
94,397
736,411
Exercise of options
-
(774,292)
Balance at end of financial year
946,772
852,375
Foreign Currency Translation Reserve
Balance at beginning of financial year
(185,483)
(185,483)
Foreign currency translation
-
-
Transferred to accumulated losses
185,483
Balance at end of financial year
-
(185,483)
Total Reserves
946,772
666,892
(b) Accumulated losses
Movements in accumulated losses were as follows:
Balance at beginning of financial year
(22,279,136)
(12,965,043)
Loss for the year
(4,473,522)
(9,314,093)
Foreign currency translation reserve
(185,483)
-
Balance at end of financial year
(26,938,141)
(22,279,136)
Options Reserve
The options reserve is used to recognise the benefit on the issue of options.
Foreign Currency Reserve
The reserve is used to recognise exchange differences arising from the translation of the financial
statements of foreign operations to Australian dollars. As the Consolidated Entity has no foreign
subsidiaries, the reserve is transferred to accumulated losses.
21. FINANCIAL INSTRUMENTS
Overview
The Consolidated Entity has exposure to the following risks from their use of financial instruments:
•
Credit risk
•
Liquidity risk
•
Market risk
This note presents information about the Consolidated Entity’s exposure to each of the above risks, their
objectives, policies and processes for measuring and managing risk and the management of capital.
The Consolidated Entity does not use any form of derivatives as it is not at a level of exposure that requires
the use of derivatives to hedge its exposure. Exposure limits are reviewed by management on a continuous
basis. The Consolidated Entity does not enter into or trade financial instruments, including derivative
financial instruments, for speculative purposes.
66
21. FINANCIAL INSTRUMENTS (cont.)
The Board of Directors has overall responsibility for the establishment and oversight of the risk management
framework. Management monitors and manages the financial risks relating to the operations of the
Consolidated Entity through regular reviews of the risks identified.
Credit Risk
Credit risk is the risk of financial loss to the Consolidated Entity if a customer or counterparty to a financial
instrument fails to meet its contractual obligations, and arises principally from the Consolidated Entity’s
receivables from customers and investment securities. For the Consolidated Entity, it arises from receivables
due from director related parties. At the reporting date there were no significant concentrations of credit risk.
The consolidated entity does not hold any collateral.
Cash and Cash Equivalents
The Consolidated Entity limits its exposure to credit risk by only investing in liquid securities and only with
counter parties that have an acceptable credit rating.
Trade and Other Receivables
As the Consolidated Entity operates in the mining explorer sector, it does not have trade receivables and
therefore is not exposed to credit risk in relation to trade receivables.
Exposure to Credit Risk
The carrying amount of the Consolidated Entity’s financial assets represents the maximum credit exposure.
The Consolidated Entity’s maximum exposure to credit risk at the reporting date was:
Consolidated Entity
2024
$
2023
$
Trade and other receivables
1,784,301
1,702,012
Trade receivables - Provision for impairment
-
(1,581,912)
1,784,301
120,100
The ageing of trade receivables included in trade and other receivables and allowance for expected credit
losses provided for above are as follows:
Carrying amount
Allowance for expected credit
losses
2024
2023
2024
2023
Consolidated
$
$
$
$
Not overdue
-
211,329
-
211,329
0 to 3 months overdue
-
31,304
-
31,304
3 to 6 months overdue
-
403,039
-
403,039
Over 6 months overdue
-
941,132
-
941,132
-
1,586,804
-
1,586,804
The allowance accounts in respect of financial assets are used to record impairment losses unless the
Consolidated Entity is satisfied that no recovery of the amount owing is possible, at that point the amount is
considered irrecoverable and is written off against the financial asset directly.
67
21. FINANCIAL INSTRUMENTS (cont.)
Guarantees
The Consolidated Entity’s policy is to not provide financial guarantees. No guarantees have been
provided during the year.
Liquidity Risk
Liquidity risk is the risk that the Consolidated Entity will not be able to meet its financial obligations as they
fall due. The Consolidated Entity’s approach to managing liquidity is to ensure, as far as possible, that it
will always have sufficient liquidity (mainly cash and cash equivalents) to meet its liabilities when due, under
both normal and stressed conditions, without incurring unacceptable losses or risking damage to the
Consolidated Entity’s reputation. The Consolidated Entity manages liquidity risk by maintaining
adequate reserves by continuously monitoring forecast and actual cash flows. The Consolidated
Entity does not have any external borrowings.
The following are the contractual maturities of financial liabilities, including estimated interest
payments and excluding the impact of netting agreements. The cashflows in the maturity analysis
below are not expected to occur significantly earlier than contractually disclosed above.
Consolidated Entity – 30 June 2024
Non-derivatives
Weighted
Average
Interest Rate
Contractual
cash flows
1 year
or less
1 to 2
years
2 to 5
years
Over 5
years
Non-interest bearing
Trade and other payables*
-
303,556
303,556
-
-
-
Interest bearing
Lease liability
-
-
-
-
-
-
* The weighted average interest rate on other payables is Nil% as it is non-interest bearing.
Consolidated Entity - 30 June 2023
Non-derivatives
Weighted
Average
Interest Rate
Contractual
cash flows
1 year
or less
1 to 2
years
2 to 5
years
Over 5
years
Non-interest bearing
Trade and other payables*
-
723,111
723,111
-
-
-
Interest bearing
Lease liability
-
-
-
-
-
-
*The weighted average interest rate on other payables is Nil% as it is non-interest bearing.
Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Consolidated Entity’s income or the value of its holdings of financial instruments. The
objective of market risk management is to manage and control market risk exposures within acceptable
parameters, while optimising the return.
Currency Risk
The Consolidated Entity is exposed to foreign currency risk through foreign exchange rate
fluctuations when it enters into certain transactions denominated in foreign currency. Foreign
exchange risk arises from future commercial transactions and recognised financial assets and
financial liabilities denominated in a currency that is not the entity’s functional currency. The risk is
measured using sensitivity analysis and cash flow forecasting.
68
21. FINANCIAL INSTRUMENTS (cont.)
At 30 June, the carrying amount of the Consolidated Entity’s financial assets denominated in foreign
currencies as detailed below.
Consolidated Entity
2024
$
2023
$
Financial Assets
Cash and cash equivalents denominated in US dollars
-
-
A 5% movement in foreign exchange rates would increase or decrease the loss before tax by $Nil
(2023: $Nil).
Interest Rate Risk
The Consolidated Entity is exposed to interest rate risk, however to maintain liquidity, cash is invested for
periods generally not exceeding 90 Days.
Cash Flow Sensitivity Analysis for Variable Rate Instruments
A change of 100 basis points in interest rates at the reporting date would have increased (decreased)
equity and profit or loss by the amounts shown below. The analysis is performed on the same basis as
for 2023.
2024
Profit or Loss
2023
Profit or Loss
100 bp
Increase
$
100 bp
Decrease
$
100 bp
Increase
$
100 bp
Decrease
$
Cash & cash equivalents
144
(144)
1,012
(1,012)
Fair Values
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
Fair Value Hierarchy
The table below details the consolidated entity’s assets and liabilities, measured or disclosed at fair value,
using a three-level hierarchy, based on the lowest level of input that is significant to the entire fair value
measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can
access at the measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly or indirectly
Level 3: Unobservable inputs for the asset or liability.
Consolidated –
30 June 2024
Level 1
$
Level 2
$
Level 3
$
Total
$
Assets
Financial assets at fair value
through profit or loss
1,684,774
-
-
1,684,774
Total Assets
1,684,774
-
-
1,684,774
69
21. FINANCIAL INSTRUMENTS (cont.)
Consolidated –
30 June 2023
Level 1
$
Level 2
$
Level 3
$
Total
$
Assets
Financial assets at fair value
through profit or loss
4,318,584
-
-
4,318,584
Total Assets
4,318,584
-
-
4,318,584
There were no transfers between levels during the financial year.
The carrying amounts of other receivables, trade and other payables are assumed to approximate their fair
values due to their short-term nature.
Valuation techniques for fair value measurements categorised within level 2:
Unquoted investments have been valued using their share of the net asset value.
Capital Management
The Consolidated Entity’s objectives when managing capital is to safeguard the Consolidated Entity’s
ability to continue as a going concern, so as to maintain a strong capital base sufficient to maintain future
exploration and development of its projects.
In order to maintain or adjust the capital structure, the Consolidated Entity may return capital to
shareholders, issue new shares or sell assets for in-specie distributions. The Consolidated Entity’s focus
has been to raise sufficient funds through equity to fund exploration and evaluation activities.
The Consolidated Entity monitors capital on the basis of the gearing ratio, however there are no external
borrowings as at reporting date. The Consolidated Entity encourages employees to be shareholders
through the issue of free options to employees.
There were no changes in the Consolidated Entity’s approach to capital management during the financial
year. The Consolidated Entity is not subject to any externally imposed capital requirements.
22. EXPLORATION COMMITMENTS
The Consolidated Entity has certain obligations to perform minimum exploration work and expend
minimum amounts on works on mining tenements in order to retain its interests in these tenements,
which would be approximately $681,628 during the next 12 months (2023: $609,235). There are
no commitments beyond 12 months in relation to tenements. These obligations may be varied
from time to time, subject to approval and are expected to be fulfilled in the normal course of
operations of the entity.
23. KEY MANAGEMENT PERSONNEL DISCLOSURES
Key Management Personnel Compensation
Consolidated Entity
2024
$
2023
$
Short-term employee benefits
567,097
667,671
Post-employment benefits
43,818
41,997
Share-based payments
43,618
736,411
654,533
1,446,079
Information regarding key management personnel compensation is provided in the Remuneration
Report section of the Directors Report.
70
24. RELATED PARTY TRANSACTIONS
(a) Parent Entity and Ultimate Controlling Parent
Zenith Minerals Limited is the parent entity and ultimate controlling entity of the Consolidated
Entity.
(b) Subsidiaries
Interests in subsidiaries are set out in Note 28.
(c) Key Management Personnel
Disclosures relating to key management personnel are set out in Note 23.
(d) Transactions with Related Parties
There were no transactions with related parties other than those set out in Note 23.
(e) Outstanding balances arising from transactions with related parties
The following balances arising from transactions with related parties are outstanding as at 30 June
2024:
Consolidated Entity
2024
$
2023
$
Current receivables:
Trade and other receivables
-
-
Current payables:
Accrued fees and employment expenses
27,472
18,232
(f) There were no loans to or from related parties at the current and previous reporting date.
All transactions were made on normal commercial terms and conditions and at market rates.
25. SHARE BASED PAYMENTS
Employee Option Plan
The establishment of the Zenith Minerals Limited's Employee Option Plan was approved by Directors
resolution dated 27 February 2007. A current version of the Zenith Minerals Limited's Employee Option
Plan was approved by shareholders at the Annual General Meeting held on 24th November 2016 and three
years later on 20th November 2019.
The Board may offer free options to persons ("Eligible Persons") who are:
i)
full time, part time or casual employees, a contractor or an associated body corporate of the Company
who have accepted a written offer of engagement; or
ii)
Directors of the company or any subsidiary based on a number of criteria including contribution to the
Consolidated Entity, period of employment, potential contribution to the Consolidated Entity in the future
and other factors the Board considers relevant.
Options granted under the plan carry no dividend or voting rights.
When exercisable, each option is convertible into one ordinary share, in any event no later than thirty days,
after the receipt of a properly executed notice of exercise and application monies. The Consolidated Entity
will issue to the option holder, the number of shares specified in that notice. The Consolidated Entity will
apply for official quotation of all shares issued and allotted pursuant to the exercise of the options.
Options may not be transferred other than to an associate of the holder.
71
25. SHARE BASED PAYMENTS (cont.)
2024:
Grant Date
Expiry Date
Exercise
Price
Balance at
start of the
year
Number
Granted
during the
year
Number
Exercised
during the
year
Number
Expired or
Forfeited
during the
year
Number
Balance at
end of the
year
Number
Exercisable
at end of
the year
Number
16 Jul 2021
14 Jul 2024
$0.3790
750,000
-
-
-
750,000
750,000
6 Dec 2022
7 Feb 2025
$0.390
7,000,000
-
-
-
7,000,000
7,000,000
26 May 2023 26 May 2026
$0.211
1,000,000
-
-
-
1,000,000
1,000,000
26 May 2023 26 May 2027
$0.248
1,000,000
-
-
-
1,000,000
1,000,000
16 Oct 2023
13 Oct 2026
$0.153
-
970,000 *
-
-
970,000
970,000
9,750,000
970,000
-
-
10,720,000 10,720,000
* On November 2023, 970,000 options were issued to employees. The options are exercisable at $0.153 and expire
13 October 2026. The options have no vesting conditions. The options were valued using a Black scholes pricing
model under the following assumptions:
Grant date
Expiry date
Share
price at
grant date
Exercise
price
Expected
volatility
Dividend
yield
Risk-
free
interest
rate
Fair value
at grant
date
16 Oct 2023
13 Oct 2026
$0.100
$0.153
96%
-
4.06%
$0.0523
2023:
Grant Date
Expiry Date
Exercise
Price
Balance at
start of the
year
Number
Granted
during the
year
Number
Exercised
during the
year
Number
Expired or
Forfeited
during the
year
Number
Balance at
end of the
year
Number
Exercisable
at end of
the year
Number
01 Dec 2020 14 May 2023
$0.1097 4,500,000
- (4,500,000)
-
-
-
14 May 2020 14 May 2023
$0.1097
650,000
-
(650,000)
-
-
-
25 Nov 2019 24 Nov 2022
$0.087
3,250,000
- (3,250,000)
-
-
-
16 Jul 2021
14 Jul 2024
$0.3790
750,000
-
-
750,000
750,000
6 Dec 2022
7 Feb 2025
$0.390
-
7,000,000
-
-
7,000,000
7,000,000
6 Dec 2022
5 May 2025
$0.592
-
1,000,000
(1,000,000)
-
-
26 May 2023 23 May 2026
$0.211
-
1,000,000
-
-
1,000,000
500,000
26 May 2023 23 May 2027
$0.248
-
1,000,000
-
-
1,000,000
500,000
9,150,000
10,000,000 (8,400,000) (1,000,000)
9,750,000
8,750,000
72
25. SHARE BASED PAYMENTS (cont.)
Employee Option Plan (cont.)
Zenith Minerals Limited
Weighted
average
exercise
price
Number of
Options
Weighted
average
exercise
Price
Number of
options
2024
2024
2023
2023
Outstanding at the beginning of the period
$0.36
9,750,000
$0.12
9,250,000
Exercised during the period
-
-
$0.17
(9,400,000)
Granted during the period
$0.153
970,000
$0.38
10,000,000
Forfeited during the period
-
-
$0.592
(1,000,000)
Lapsed during the period
-
-
-
-
Outstanding at end of the period
$0.34
10,720,000
$0.36
9,750,000
Exercisable at the end of the period
$0.34
10,720,000
$0.41
8,750,000
2023:
Grant date
Expiry date
Share
price at
grant
date
Exercise
price
Expected
volatility
Dividend
yield
Risk-
free
interest
rate
Fair value
at grant
date
6 Dec 2022
5 May 2023
$0.285
$0.390
74%
-
3.24%
$0.0990
26 May 2023
26 May 2026
$0.135
$0.211
62%
-
3.24%
$0.0416
26 May 2023
26 May 2027
$0.135
$0.248
62%
-
3.24%
$0.0457
The expected price volatility is based on the historical volatility (based on the remaining life of the
options), adjusted for any expected changes to future volatility due to public available information.
Total expense recognised as share-based payments for the 2024 financial year was $94,397 (2023:
$736,411).
The weighted average remaining contractual life of share options outstanding at the end of the year was
1 year (2023: 2.3 years).
The weighted average exercise price during the financial year was $0.34 (2023: $0.36).
26. RECONCILIATION OF PROFIT/(LOSS) BEFORE INCOME TAX EXPENSE TO NET
CASH USED IN OPERATING ACTIVITIES
Consolidated Entity
2024
$
2023
$
(Loss)/ Profit for the year
(4,473,522)
(9,314,093)
Add:
Non-cash items
Share of (gain)/losses and impairment of Associate accounted for
using equity method
(23,482)
95,441
Net fair value loss on other financial assets
2,437,526
2,565,420
Depreciation
22,292
22,043
Share based payment expense
94,397
736,411
Profit on sale of tenements
(333,945)
-
Exploration expenditure written off
1,992,513
-
73
26. RECONCILIATION OF PROFIT/(LOSS) BEFORE INCOME TAX EXPENSE TO NET
CASH USED IN OPERATING ACTIVITIES (cont.)
Changes in operating liabilities:
Decrease/(Increase) in trade and other receivables and other current
assets
(2,409)
57,780
Decrease/(Increase) in exploration expenditure capitalised
-
(1,038,631)
Increase/(Decrease) in trade and other payables relating to operating
activities
(524,987)
566,718
Increase/(Decrease) in provisions
(26,550)
11,067
Net cash (used in) operating activities
(838,167)
(6,297,844)
(a) Non-cash investing and financing activities.
During 2024, there were no non-cash investing and financing activities to disclose other than those in Note 29.
27. SUBSEQUENT EVENTS
On 23 July 2024, the Company announced the appointment of Mr Andrew Smith as Managing Director of
the Company, which became effective from 31 July 2024.
No other matter or material event has arisen since 30 June 2024, which has significantly affected or may
significantly affect the Consolidated Entity’s operations, the results of those operations, or the Consolidated
Entity’s future state of affairs.
28. SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly
owned subsidiaries in accordance with the accounting policy described in Note 3.
Name
Principal place of
business/country of
incorporation
Ownership interest
2024
%
2023
%
Nanutarra Minerals Pty Ltd
Australia
100%
100%
Earaheedy Minerals Pty Ltd
Australia
100%
100%
Mackerel Metals Ltd (formerly S2M2
Coal Pty Ltd)
Australia
100%
100%
Mackerel Copper Pty Ltd (formerly
Kalicoal Pty Ltd)
Australia
100%
100%
MKM Gold (WA) Pty Ltd *
Australia
100%
100%
MKM Gold (QLD) Pty Ltd *
Australia
100%
100%
Mamucoal Pty Ltd
Australia
100%
100%
S2M2 Eastern Coal Pty Ltd
Australia
100%
100%
Black Dragon Energy (Aus) Pty Ltd
Australia
100%
100%
Zacatecas Minerals Pty Ltd
Australia
100%
100%
Fossil Prospecting Pty Ltd
Australia
100%
100%
Caldera Metals Pty Ltd
Australia
100%
100%
Lighthouse Min Pty Ltd (deregistered
15/05/24)
Australia
-
100%
Reel Min Pty Ltd
Australia
100%
100%
Lifeboat Min Pty Ltd (deregistered
12/05/24)
Australia
-
100%
* These subsidiaries have no balance and not traded in current year
The Consolidated Entity is incorporated in Australia and its principal activity is exploration.
74
29. PARENT ENTITY DISCLOSURES
As at and throughout the financial year ended 30 June 2024, the parent entity of the Consolidated Entity was
Zenith Minerals Limited.
2024
$
2023
$
Result of Parent Entity:
Profit (loss) for the period
(1,488,376)
(9,043,333)
Other comprehensive income (loss)
-
-
Total Comprehensive Income (loss) for the period
(1,488,376)
(9,043,333)
Financial Position of Parent Entity at Year End:
Current assets
5,020,037
6,896,840
Total Assets
16,627,019
18,416,099
Current liabilities
403,625
798,727
Total Liabilities
403,625
798,727
Total Equity of the Parent Entity Comprising of:
Share capital
40,028,343
40,028,343
Reserves
946,773
852,375
Retained earnings/(losses)
(24,751,722)
(23,263,346)
16,223,394
17,617,372
The Parent Entity has no guarantees at 30 June 2024 (2023: Nil)
Contingent Assets and Liabilities
There are no contingent assets and liabilities at reporting date (2023: Nil).
30. DIVIDENDS
No dividends have been paid or provided for.
31. CONTINGENT ASSETS AND LIABILITIES
There are no contingent assets and liabilities at reporting date (2023: Nil).
75
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
Name
Type of
entity
% of
share
capital
Place of
incorporation
Australian
resident
or foreign
resident
Foreign
jurisdiction(s)
of foreign
residents
Parent Company
Zenith Minerals Limited
Body
corporate
100%
Australia
100%
n/a
Controlled Entities
Nanutarra Minerals Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Earaheedy Minerals Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Mackerel Metals Ltd (formerly
S2M2 Coal Pty Ltd)
Body
corporate
100%
Australia
100%
n/a
Mackerel Copper Pty Ltd
(formerly Kalicoal Pty Ltd)
Body
corporate
100%
Australia
100%
n/a
MKM Gold (WA) Pty Ltd *
Body
corporate
100%
Australia
100%
n/a
MKM Gold (QLD) Pty Ltd *
Body
corporate
100%
Australia
100%
n/a
Mamucoal Pty Ltd
Body
corporate
100%
Australia
100%
n/a
S2M2 Eastern Coal Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Black Dragon Energy (Aus)
Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Zacatecas Minerals Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Fossil Prospecting Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Caldera Metals Pty Ltd
Body
corporate
100%
Australia
100%
n/a
Reel Min Pty Ltd
Body
corporate
100%
Australia
100%
n/a
* These subsidiaries have no balance and not traded in current year
Basis of preparation
This Consolidated Entity disclosure statement (CEDS) has been prepared in accordance with the Corporations
Act 2001 and includes information for each entity that was part of the Consolidated Entity as at the end of the
financial year in accordance with AASB 10 Consolidated Financial Statements.
Determination of tax residency
Section 295 (3A)(vi) of the Corporation Act 2001 defines tax residency as having the meaning in the Income Tax
Assessment Act 1997. The determination of tax residency involves judgement as there are different
interpretations that could be adopted, and which could give rise to a different conclusion on residency.
In determining tax residency, the Consolidated Entity has applied the following interpretations:
• Australian tax residency
The Consolidated Entity has applied current legislation and judicial precedent, including having regard to
the Tax Commissioner's public guidance in Tax Ruling TR 2018/5
• Foreign tax residency
76
Where necessary, the Consolidated Entity has used independent tax advisers in foreign jurisdictions to
assist in its determination of tax residency to ensure applicable foreign tax legislation has been complied
with (see section 295(3A)(vii) of the Corporations Act 2001).
77
DIRECTORS’ DECLARATION
1.
In the opinion of the directors of Zenith Minerals Limited:
(a)
the Financial Statements and notes thereto, are in accordance with the Corporations Act 2001,
including:
i) giving a true and fair view of the Consolidated Entity's financial position as at 30 June 2024 and
Remuneration Report marked as audited, and its performance for the financial year ended on
that date; and
ii) complying with Australian Accounting Standards, the Corporations Regulations 2001 and other
mandatory professional reporting requirements;
(b) the Financial Report also complies with International Financial Reporting Standards as issued
by the International Accounting Standards Board as disclosed in note 2(a);
(c) there are reasonable grounds to believe that the Company and the Consolidated Entity will be able
to pay its debts as and when they become due and payable.
2. The information disclosed in the attached consolidated entity disclosure statement is true and correct.
3.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to s.295(5)(a) of the Corporations Act
2001.
On behalf of the Directors
Andrew R H Smith
Managing Director
Dated: 24 September 2024
PERTH, WA
78
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF ZENITH MINERALS LIMITED
Report on the Financial Report
Opinion
We have audited the financial report of Zenith Minerals Limited (the “Company”), which comprises the consolidated
statement of financial position as at 30 June 2024, the consolidated statement of profit or loss and other comprehensive
income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then
ended, and notes to the financial statements, including material accounting policy information, the consolidated entity
disclosure statement, and the directors’ declaration of the Company and the consolidated entity comprising the Company
and the entities it controlled at the year’s end or from time to time during the financial year.
In our opinion the accompanying financial report of Zenith Minerals Limited is in accordance with the Corporations Act
2001, including:
i)
Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2024 and of its performance for
the year ended on that date; and
ii)A SX ZNC
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are
further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty Related to Going Concern
Without modifying our opinion, we draw attention to the financial report which indicates the consolidated entity has
incurred a loss of $4,473,522, has operating cash outflows of $838,167 and has a cash and cash equivalents balance of
$1,138,489 for the year ended 30 June2024. These conditions along with other matters in note 2, indicate the existence of
a material uncertainty that may cast significant doubt about the consolidated entity’s ability to continue as a going concern
and therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the normal course
of business.
The financial report of the consolidated entity does not include any adjustments in relation to the recoverability and
classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should
the consolidated entity not continue as a going concern.
Independence
We are independent of the consolidated entity in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110
Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit
of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
79
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial report for the current period. These matters were addressed in the context of our audit of the financial report as
a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to
the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matter
described below to be the key audit matter to be communicated in our report.
The consolidated entity’s accounting policy in
respect of exploration and evaluation expenditure
is outlined in notes 2(d) and 3.
•
in
determining
whether
facts
and
circumstances indicate that the exploration
and evaluation assets should be tested for
impairment in accordance with Australian
Accounting Standard AASB 6 - Exploration for
and Evaluation of Mineral Resources (“AASB
6”); and
in determining the treatment of exploration
and evaluation expenditure in accordance
with AASB 6, and the consolidated entity’s
accounting policy. In particular:
•
•
which elements of exploration and
evaluation
expenditures
qualify
for
capitalisation for each area of interest.
Our work included, but was not limited to, the
following procedures:
•
o
assessing whether the rights to tenure of
the areas of interest remained current at
reporting date as well as confirming that
rights to tenure are expected to be
renewed for permits that will expire in the
near future;
holding discussions with the Directors and
management as to the status of ongoing
exploration programmes for the areas of
interest, as well as assessing if there was
evidence that a decision had been made to
discontinue activities in any specific areas
of interest; and
obtaining and assessing evidence of the
consolidated entity’s future intention for
the areas of interest, including reviewing
future budgeted expenditure and related
work programmes;
considering whether exploration activities for
the areas of interest had reached a stage where
a reasonable assessment of economically
recoverable reserves existed;
testing, on a sample basis, exploration and
evaluation expenditure incurred during the year
for compliance with AASB 6 and the consolidated
entity’s accounting policy; and
assessing the appropriateness of the related
disclosures in notes 2(d), 3 and 16.
80
Other Information
Those charged with governance are responsible for the other information. The other information comprises the information
included in the consolidated entity’s annual report for the year ended 30 June 2024, but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of
assurance conclusion thereon, with the exception of the Remuneration Report.
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 Directors’ for the Financial Report
The Directors of the Company are responsible for the preparation of:-
a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001; and
b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act2001;
and for such internal control as the Directors determine is necessary to enable the preparation of:-
i)
the financial report (other than the consolidated entity disclosure statements) that gives a true and fair view and is
free from material misstatement, whether due to fraud or error; and
ii)
the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to
fraud or error.
In preparing the financial report, the Directors are responsible for assessing the consolidated entity’s ability to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
unless the Directors either intend to liquidate the consolidated entity or to cease operations, or have no realistic alternative
but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Australian Auditing
Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of this financial report.
81
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
consolidated entity’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the Directors.
• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt
on the consolidated entity’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the consolidated entity to cease to
continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether
the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the consolidated entity to express an opinion on the group financial report. We are responsible for the direction,
supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Directors, we determine those matters that were of most significance in the
audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in
our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
82
Report on the Remuneration Report
Opinion
We have audited the Remuneration Report included in the Directors’ Report for the year ended 30 June 2024.
In our opinion, the Remuneration Report of Zenith Minerals Limited for the year ended 30 June 2024, complies with section
300A of the Corporations Act 2001.
Responsibilities
The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration
Report, based on our audit conducted in accordance with Australian Auditing Standards.
PKF PERTH
ALEXANDRA CARVALHO
PARTNER
24 September 2024
PERTH, WESTERN AUSTRALIA
83
CORPORATE GOVERNANCE STATEMENT
Zenith Minerals Limited and its subsidiaries (‘Group’) Corporate Governance Statement outlines the main
corporate governance practices of Zenith Minerals Limited and its subsidiaries (‘Group’) in place throughout the
financial year ended 30 June 2024, which comply with the 3rd Edition of the Australian Securities Exchange
(‘ASX’) Corporate Governance Principles and Recommendations of the ASX Corporate Governance
Council, unless otherwise stated.
The Group’s Corporate Governance Statement for the financial year ending 30 June 2024 is current as at 24
September 2024 and has been approved by the Board of Directors of Zenith Minerals Limited.
The Corporate Governance Statement is available on the Zenith Minerals Limited website at
https://www.zenithminerals.com.au/corporate/corporate-governance-policies/ .
The company’s ASX Appendix 4G, which is a checklist that cross-references the ASX Principles and
Recommendations to the relevant disclosures in either this statement, the Annual Report or the company website,
is contained on the website at www.zenithminerals.com.au.
84
ADDITIONAL SHAREHOLDERS INFORMATION
In Compliance with ASX Requirements
The shareholder information set out below was applicable as at 17 September 2024.
1.
DISTRIBUTION OF EQUITY SECURITIES
a) Analysis of numbers of shareholders by size of holding – ordinary fully paid shares (ZNC)
Holding Ranges
Holders
Total Units
% Issued Share Capital
0 up to and including 1,000
460
159,520
0.05%
1,000 up to and including 5,000
679
1,793,139
0.51%
5,000 up to and including 10,000
320
2,592,838
0.74%
10,000 up to and including 100,000
838
29,202,126
8.29%
> 100,000
308
318,633,260
90.42%
Totals
2,605
352,380,883
100.00%
b) Number of shareholders holding less than a marketable parcel – 1,522 (at 17 September 2024).
2.
PARTICULARS OF TWENTY LARGEST SHAREHOLDERS
The names of the twenty largest holders of quoted shares are listed below:
Shareholder Shares Issued
Fully Paid Ordinary
Shares
Number held
% of total
1
BNP PARIBAS NOMS PTY LTD
32,653,896
9.27%
2
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
28,354,793
8.05%
3
CITICORP NOMINEES PTY LIMITED
22,241,634
6.31%
4
MS NADA GRANICH
8,883,404
2.52%
5
MRS PAULINE TILBROOK & MR JOHN BEVAN TILBROOK & MR JOHN
EDWIN TILBROOK
8,050,000
2.28%
6
ABINGDON NOMINEES PTY LTD
7,446,353
2.11%
7
MS SUZI QUELI MIQUILINI
7,433,446
2.11%
8
GREENHILL ROAD INVESTMENTS PTY LTD
6,832,418
1.94%
9
BREAMLEA PTY LTD
6,826,364
1.94%
10
BNP PARIBAS NOMINEES PTY LTD
5,678,343
1.61%
11
FIRST TRUSTEE COMPANY (NZ) LIMITED
5,000,000
1.42%
12
GDR PTY LTD
5,000,000
1.42%
13
BREAMLEA PTY LTD
4,790,091
1.36%
14
MR JOHN BEVAN TILBROOK
4,050,000
1.15%
15
COBALT CONSULTING PTY LTD
3,979,404
1.13%
16
STRUVEN NOMINEES PTY LTD
3,963,832
1.12%
17
TINTERN (VIC) PTY LTD
3,828,228
1.09%
18
EV METALS GROUP PLC
3,654,677
1.04%
19
YANDAL INVESTMENTS PTY LTD
3,588,417
1.02%
20
MR JOHN BEVAN TILBROOK & MRS PAULINE TILBROOK & MR JOHN
EDWIN TILBROOK
3,450,000
0.98%
TOTAL FOR TOP 20:
182,381,417
51.76%
85
ADDITIONAL SHAREHOLDERS INFORMATION
3.
VOTING RIGHTS
Ordinary Shares: At general meetings of the Company, each member entitled to vote may vote in person
or by proxy or attorney or representative. On a show of hands every person who is a member or a
representative of a member has one vote, and on a poll every person present in person or by proxy or
attorney has one vote for each share held.
Options: No voting rights
4.
SUBSTANTIAL SHAREHOLDERS
Substantial shareholders in the Company are:
Ordinary Shares
Number
held
% Interest
BNP PARIBAS NOMS PTY LTD
32,653,896
9.27%
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
28,354,793
8.05%
CITICORP NOMINEES PTY LIMITED
22,241,634
6.31%
5.
UNQUOTED EQUITY SECURITIES
The following unquoted options are on issue:
Number on
Issue
Number of
Holders
Options issued under the Company’s Employee Option Plan to take up
ordinary shares:
-
Exercisable at 21.1 cents expiring 26 May 2026
-
Exercisable at 24.8 cents expiring 26 May 2027
-
Exercisable at 39 cents expiring 7 February 2025
-
Exercisable at 15.3 cents expiring 13 October 2026
1,000,000(1)
1,000,000(2)
7,000,000(3)
1,000,000(4)
2
2
3
8
(1) Persons holding 20% or more:
Anna Bruton
Geoff Rogers
50%
50%
(2) Persons holding 20% or more:
Anna Bruton
Geoff Rogers
50%
50%
(3) Persons holding 20% or more:
Cobalt Consulting Pty Ltd
Creekwood Nominees Pty Ltd
29%
57%
(4) Persons holding 20% or more:
Christopher Shanley
31%
86
ADDITIONAL SHAREHOLDERS INFORMATION
6.
ON-MARKET BUY BACK
There is no current on-market buyback.
7.
RESTRICTED SECURITIES
There are no restricted securities on issue.
87
INTERESTS IN MINING TENEMENTS AS AT 30 JUNE 2024
PROJECT
LOCATION
TENEMENT
NUMBER
HOLDER
ZENITH
MINERALS
INTEREST
STATUS
Earaheedy Zinc JV
WA
E69/3464
Rumble Resources Ltd
Fossil Prospecting Pty Ltd
75%
25%
Granted
Earaheedy Zinc JV
WA
M69/150
Rumble Resources Ltd
Fossil Prospecting Pty Ltd
75%
25%
Pending
Earaheedy Mn
WA
E69/2733
Zenith Minerals Limited
100%
Granted
Earaheedy Mn
WA
E69/3414
Zenith Minerals Limited
100%
Granted
Earaheedy Mn
WA
R69/2
Zenith Minerals Limited
100%
Granted
Earaheedy Zinc
WA
E69/3869
Caldera Metals Pty Ltd
100%
Granted
Earaheedy Zinc
WA
E69/3995
Caldera Metals Pty Ltd
100%
Granted
Develin Creek
QLD
EPM16749
Mackerel Metals Limited
49%
Granted
Develin Creek
QLD
EPM17604
Mackerel Metals Limited
49%
Granted
Auburn
QLD
EPM27517 Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Privateer
QLD
EPM27552 Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Red Mountain
QLD
EPM26384 Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Waratah Well
WA
E59/2170
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Waratah Well
WA
E59/2321
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Morris Bore
WA
E52/4028
Zenith Minerals Limited
100%
Relinquished
Split Rocks
WA
E77/2375
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2386
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2388
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2395
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2457
Black Dragon Energy (AUS) Pty Ltd
100%
Relinquished
Split Rocks
WA
E77/2513
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2514
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2515
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2555
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2598
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
E77/2616
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
P77/4490
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks
WA
P77/4507
Black Dragon Energy (AUS) Pty Ltd
100%
Granted
Split Rocks-Dulcie
WA
M77/1292
Black Dragon Energy (AUS) Pty Ltd
ZNC owns
mineral rights
below 6m
Granted
88
INTERESTS IN MINING TENEMENTS cont.
PROJECT
LOCATION
TENEMENT
NUMBER
HOLDER
ZENITH
MINERALS
INTEREST
STATUS
Hayes Hill
WA
E15/1588
Loded Dog Prospecting Pty Ltd
Option to
acquire 100% Not Exercised
Hayes Hill
WA
E63/1773
Loded Dog Prospecting Pty Ltd
Option to
acquire 100% Not Exercised
Yilmia
WA
E15/1760
Kalgoorlie Mining Associates Pty Ltd
Option to
acquire 100%
of lithium
rights
Not Exercised
Yilmia
WA
E15/1783
Kalgoorlie Mining Associates Pty Ltd
Option to
acquire 100%
of lithium
rights
Not Exercised
Kavaklitepe
Turkey
EL20079861 Gubretas Maden Yatirimlari Anonim
Siketi
~20%
Granted