Austchina Holdings Limited (AUH) 2024年年度報告「ASX」.pdf

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1、 Holdings Limited ANNUAL REPORT For the year ended 30 June 2024 1 AustChina Holdings Limited ABN 20 075 877 075 Annual Report 30 June 2024 Page Corporate Directory 2 Competent Persons Statement 3 Chairmans Report 5 CEOs Report and Operational Review 6 Directors Report 17 Remuneration Report 26 Audit

2、ors Independence Declaration 37 Financial Report Consolidated Statement of Profit or Loss and Other Comprehensive Income 38 Consolidated Balance Sheet 39 Consolidated Statement of Changes in Equity 40 Consolidated Statement of Cash Flows 41 Notes to the Financial Statements 32 Consolidated Entity Di

3、sclosure Statement 79 Directors Declaration 80 Independent Auditors Report to the Members 81 Shareholder Information 85 2 CORPORATE DIRECTORY Directors Anthony Chan(Chairman)George Lam(Deputy Chairman)Daniel Chan Mena Habib Andrew Macintosh Peter Tsang Executives Andrew Fogg(Chief Executive Officer)

4、Company Secretary Suzanne Yeates Registered Office c/-Piper Alderman Level 26,Riparian Plaza 71 Eagle Street Brisbane QLD 4000 Principal Place of Business Level 7 344 Queen Street Brisbane QLD 4000 Share Register Link Market Services Limited Level 19,324 Queen Street Brisbane QLD 4000 +61 1300 554 4

5、74 Auditor Nexia Brisbane Audit Pty Ltd Level 28,10 Eagle Street Brisbane QLD 4000 (07)3229 2022 Bankers Westpac Banking Corporation 388 Queen Eagle Street Brisbane QLD 4000 Stock Exchange Listing AustChina Holdings Limited shares are listed on the Australian Securities Exchange using the stock code

6、 AUH.Website Address 3 COMPETENT PERSONS STATEMENT BLACKALL COAL PROJECT I Rowan Johnson confirm that I am the Competent Person for the Competent Person Report from which the information to be publicly released has been obtained and also confirm that:I have read and understood the requirements of th

7、e 2012 Edition of the Australasian Code for Reporting of Exploration Results,Mineral Resources and Ore Reserves(JORC Code,2012 Edition),the 2014 Edition of the Australian Guidelines for the Estimation and Classification of Coal Resources and the relevant sections of Chapter 5 and Guidance Note 31 fr

8、om the ASX Listing Rules.I am a Competent Person as defined by the JORC Code 2012 Edition,having 39 years of experience that is relevant to the coal types,quality and potential mining method(s)of the deposit(s)described in the Report.In addition,I have 25 years of experience in the estimation,assess

9、ment and evaluation of Coal Resources,the activity for which I am accepting responsibility.I am a Member of The Australasian Institute of Mining and Metallurgy.I have reviewed the Report or Excerpt from the Report to which this Consent Statement applies.I am a consultant working for McElroy Bryan Ge

10、ological Services and have been engaged by AustChina Holdings Limited to prepare the documentation for the Blackall Coal Project Inverness Deposit on which the Report is based.In addition:I have disclosed to AustChina Holdings Limited the full nature of the relationship between myself and the Compan

11、y,including any issues that could be perceived by investors as a conflict of interest.I verify that the Report is based on and fairly and accurately reflects in the form and context in which it appears,the information in my supporting documentation relating to Coal Resources.I consent to the release

12、 of the Report and this Consent Statement by the Directors of AustChina Holdings Limited.4 COMPETENT PERSONS STATEMENT-CHENENE LITHIUM PROJECT The information in this report that relates to Exploration Targets,Exploration Results,Mineral Resources or Ore Resources is based on information compiled by

13、 George van der Walt,a Competent Person who is a Member of the South African Council for Natural Scientific Professions(SACNASP,member number 400306/07),a Recognised Professional Organisation(RPO)included in a list that is posted on the ASX website from time to time.George van der Walt is employed b

14、y The MSA Group(Pty)Ltd and has no direct interest in the business of AustChina.George van der Walt has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in th

15、e 2012 Edition of the Australasian Code for Reporting of Exploration Results,Mineral Resources and Ore Reserves.George van der Walt consents to the inclusion in the report of the matters based on his(or her)information in the form and context in which it appears.5 CHAIRMANS REPORT On behalf of the A

16、ustChina Board,I am pleased to introduce the Companys 2024 Annual Report.The company reported an upgraded JORC Mineral Resource Estimate(MRE)for the Blackall Coal Project on 27 February 2024.1 The upgraded MRE reflects the results of the Companys 2023 drilling campaign at the Project and has provide

17、d an appropriate level of geological certainty to nearly double the Indicated coal resource to 55 million tonnes.Maintaining its resources and energy focus,AustChina continued to consider novel means of extracting value from its coal tenements using low-carbon technology,with the goal of identifying

18、 processes for generation of energy and/or other products based on coal processing technologies.In 3rd Quarter FY2024,AustChina sent selected samples from the 2023 drilling campaign to laboratories in the USA as part of baseline studies in microwave processing.Along with exploring alternative techno

19、logies,the company commissioned a mining study to identify optimal mining locations and mining methods for the Blackall coal deposit.The outcomes of the study will assist the Company when evaluating alternatives for development.On 7th March 2024,the company announced a Binding Heads of Agreement wit

20、h Cassius Mining Limited(ASX:CMD)(Cassius)and its wholly owned subsidiary Cassius Mining(T)Limited(CMT)to which it was granted an exclusive and binding option to acquire(Option)100%of the issued capital in CMT,the holder of four prospecting licences which comprise the Chenene Lithium Project.2 As pa

21、rt of its due diligence process in respect of the Option,AustChina has completed a drilling programme to test high-priority targets at the Chenene Project.Initial interim assay results received in August 2024 indicated that the presence of lithium-bearing minerals and associated lithium grades were

22、thin and discontinuous.As such,the company decided not to proceed with the option to acquire the shares in Cassius Mining(T)Limited and terminated the Heads of Agreement with the Project vendors.While the Company continues exploration at the existing Blackall Project,the Board views the acquisition

23、of the Chenene Lithium Project as a potential value driver for shareholders as it will allow the Company to regenerate and diversify its existing asset portfolio through exposure to lithium assets.AustChina has long valued exposure to development of mineral projects with high potential to provide mu

24、ch needed natural resources including copper for the increasing rate of electrification in the world.AustChina holds 2.5million shares in Revolver Resources Holdings Ltd,whose assets include projects around a former copper mine in North Queensland,and tenements in the North-West Minerals province in

25、 Queensland.On 4 October 2023,the Company was pleased to announce the appointment of Mr.Mena Habib as a Non-Executive Director following the resignation of David Morris who resigned due to other professional commitments.On 22 December 2023,the Board welcomed back Mr.Anthony Chan as Chairman,replacin

26、g Daniel Chan who continues as a Non-Executive Director.1 ASX:AUH 27 Feb 2024“Coal Resource Upgrade for the Blackall Coal Project”.2 ASX:AUH 7 Mar 2024“Option to acquire Chenene Lithium Project”6 Mr.Peter Tsang was also appointed in December 2023 as a non-executive Director following resignations of

27、 James Dick and of the Hon.Bernard Ripoll.The Board and Management thanked them for their service and wished them all the best in the future.On behalf of the Board,I thank existing shareholders for your continued support and welcome new shareholders to the Company as we explore new avenues to develo

28、p the Company.I also take this opportunity to thank the Board of Directors and Management for their contributions to the Company during the year.Anthony Chan Chairman 7 CEOS REPORT AND OPERATIONAL REVIEW ENERGY PORTFOLIO AustChinas Blackall Coal Project A schedule of the Exploration Permits held as

29、of 30 June 2024 by AustChina is provided in Table 1.Tenement Project Name Ownership%Date Granted Expiry Date EPC 1719 BARCOO RIVER-BLACKALL RAIL 100 28/07/2010 27/07/2025 EPC 1993 BLACKALL SOUTH CORNER 100 17/03/2010 16/03/2026 Table 1:AustChina Holdings Limited Tenement Portfolio Exploration Permit

30、s for Coal 1719 and 1993 are located near Blackall in Central Queensland and remain within a single project-based administration area approved by the Department of Resources.AustChinas coal exploration footprint is shown in Figure 1,with its focus on the Blackall Coal Project contained within EPCs 1

31、719 and 1993 to the south of the township of Blackall.In June 2024 81 sub-blocks were voluntarily relinquished from EPC 1719.The 81 sub-blocks relinquished lie within the eastern portion of the EPC where it is believed that the Winton Formation is not present and are outside the JORC coal resource a

32、rea within the EPC.They are not required for any potential development of the resource.Figure 1:AustChina Coal Exploration Portfolio in Queensland 30th June 2024.8 At the end of the 2023 financial year AustChinas 2023 coal exploration drilling programme was about to commence,with the primary objecti

33、ves being to:(a)increase the level of confidence in the Resource base by closing the spacing of the drill holes.This was targeted to increase the extent of the resource classified in the Indicated category,a necessary step in consideration for an application for a mineral development license and for

34、 future development of the project;and (b)obtain additional samples that can be used for evaluating alternate uses for the coal through new processes or technologies other than traditional uses such as for use in coal fired power stations.Field drilling operations were carried out in July 2023,with

35、all four planned cored holes successfully drilled and geophysically logged,and the drill rig demobilised.3 Core samples were delivered to the laboratory for analysis with the bulk of the undertaken during the December 2023 Quarter.Mineral Resources and Reserves On 27 February 2024 AustChina announce

36、d an upgrade to its Resource Statement with the additional data obtained during the 2023 drilling programme being incorporated into the resource model.4 Figure 2 shows the drill hole location plan for the project.The assessment incorporated material results from the geological and analytical data ge

37、nerated from the drilling programme.The upgraded Resource statement reflects that the in-fill drilling in 2023 has provided the appropriate level in geological certainty to nearly double the Indicated coal resource to 55 million tonnes.Table 2 provides the updated Summary Coal Resources for the Blac

38、kall Coal Project(EPCs 1719 and 1993).3 ASX:AUH 11 August 2023:“2023 Blackall Coal Project Field Work Completed”4 ASX:AUH 27 February 2024:“Coal Resource Upgrade for the Blackall Coal Project”.9 Figure 2:Drill Hole Location Plan Blackall Coal Project 10 Table 2:Summary of Coal Resources for the Blac

39、kall Coal Project(EPCs 1719 and 1993)COAL RESOURCESCOAL RESOURCES A:A:Coal Resources Within Mine Plan Area Coal Resources Within Mine Plan Area 26 February 2024 Mining Mining MethodMethod Depth Depth IntervalInterval (m)(m)Measured(A)Measured(A)Indicated(B)Indicated(B)(A+B)(A+B)InferredInferred Tonn

40、es (Mt)Quality Tonnes(Mt)Quality Tonnes(Mt)Tonnes(Mt)Quality CV(kcal/kg)Ash(%)CV(kcal/kg)Ash(%)CV(kcal/kg)Ash(%)OC 0 50-OC 50 100-OC 100 150-TotalTotal -B:B:Coal Resources Outside Mine Plan Area Coal Resources Outside Mine Plan Area 26 February 2024 Mining Mining MethodMethod Depth Depth IntervalInt

41、erval (m)(m)Measured(A)Measured(A)Indicated(B)Indicated(B)(A+B)(A+B)InferredInferred Tonnes(Mt)Quality Tonnes(Mt)Quality Tonnes(Mt)Tonnes(Mt)Quality CV(kcal/kg)Ash(%)CV(kcal/kg)Ash(%)CV(kcal/kg)Ash(%)OC 0 50-47.4 3590 22.8 47.4 761 3820 19.7 OC 50 100-7.3 3920 18.5 7.3 416 3900 19.1 OC 100 150-43 42

42、70 15.3 TotalTotal -54.7 3640 22.2 54.7 1220 3850 19.5 C:C:Total Coal Resources Total Coal Resources(Inclusive of Resources modified to produce Reserves)(Inclusive of Resources modified to produce Reserves)26 February 2024 Mining Mining MethoMethod d Depth Depth IntervalInterval (m)(m)Measured(A)Mea

43、sured(A)Indicated(B)Indicated(B)(A+B)(A+B)InferredInferred Tonnes(Mt)Quality Tonnes(Mt)Quality Tonnes(Mt)Tonnes(Mt)Quality CV(kcal/kg)Ash(%)CV(kcal/kg)Ash(%)CV(kcal/kg)Ash(%)OC 0 50-47.4 3590 22.8 47.4 761 3820 19.7 OC 50 100-7.2 3920 18.5 7.2 416 3900 19.1 OC 100 150-43 4270 15.3 TotalTotal -54.7 3

44、640 22.2 54.7 1220 3850 19.5 Table 2:Tables A,B&C EPC1719 and EPC1993 Summary Coal Resources,by Mining Method and Depth at the Blackall Project.There are no Mineral Reserves pertaining to the Companys tenements.The Inverness Deposit is situated within a broad synclinal structure trending north-north

45、west throughout the 25-kilometre length of the deposit.The coal seams are relatively flat-lying and the upper seams sub-crop locally,controlled by the gentle structure.Over 800Mt of the resources were estimated at less than 50 metres depth.11 The updated geological models and analytical data resulti

46、ng from the 2023 exploration programme will contribute valuable information for future concept studies including mining,coal utilisation and commercial aspects,ahead of prefeasibility/feasibility studies depending on the outcomes of the concept studies.This preliminary work will assist any decision

47、for an application for a Mineral Development Licence(a higher level of tenure than an Exploration Permit under the Minerals Resources Act 1989)or a Mining Lease as a step towards development of the tenement.The company continues to investigate alternative technologies to utilise its coal on-site,inc

48、luding research into these technologies where appropriate.In Q4 FY 2024,the Company commissioned a mining study to identify the optimal mining locations and mining methods best suited to the nature of the deposit.Alternate Uses for Coal The Company has been considering novel means of extracting valu

49、e from its coal tenements using low-carbon technology,with the goal of identifying alternative technologies to utilise its coal on-site,including research into these technologies where appropriate.In early 2024,AustChina sent selected samples from the 2023 exploration programme to the National Energ

50、y Technology Laboratory in West Virginia to be included in baseline studies in microwave processing.The samples were of a range of densities for testing aimed at identifying an optimal ash cutoff for product from a future mining operation should this process be adopted.Tests examine the release of k

51、ey syngas components(hydrogen,carbon monoxide,carbon dioxide and methane).Initial testing involved gasification of 11 samples selected from laboratory reserves from the 2023 Blackall drilling programme at 8000C using air as gasifying agent.Additional testing of an 18.4%ash sample was carried out usi

52、ng a mix of steam and air as the gasifying agent,and with CO2 as the gasifying agent.It is anticipated that further testing will be carried out at a time yet to be determined.MINERALS PORTFOLIO REVOLVER RESOURCES INVESTMENT AustChina has long valued exposure to development of mineral projects with h

53、igh potential to provide much needed natural resources for the increasing rate of electrification in the world.AustChina holds 2.5million shares in Revolver Resources Holdings Ltd,whose assets include:The Dianne Project which is located in the proven polymetallic Hodgkinson Province in North Queensl

54、and around the Dianne Mine which produced high grade copper during its operation between 1979 and 1983,and Project Osprey which lies within the North West Minerals Province,one of the worlds richest mineral producing regions.The principal targets are Mount Isa style copper deposits.Revolver has been

55、 undertaking a well-managed,systematic exploration programme across its projects,with particular emphasis on the Dianne Project.For further information .au 12 In its investor presentation in May 2024 Revolver Resources updated the market on the continued advancement of its copper-focussed businesses

56、,presenting its roadmap to copper production from its Dianne Copper Mine Project in the first half of 2025.5 AustChina continues to see long term potential in the copper sector.CHENENE LITHIUM PROJECTCHENENE LITHIUM PROJECT Background Background-Option to Acquire Chenene Lithium ProjectOption to Acq

57、uire Chenene Lithium Project On 7 March 2024,AustChina announced it had entered into a Binding Heads of Agreement with Cassius Mining Limited(ASX:CMD)(Cassius)and its wholly owned subsidiary Cassius Mining(T)Limited(CMT)pursuant to which it has been granted an exclusive and binding option to acquire

58、(Option)100%of the issued capital in CMT,the holder of four prospecting licences which comprise the Chenene Lithium Project.6 The Chenene Project consists of four contiguous prospecting licenses(PL11920,PL11921,PL11720 and PL11721),covering a total area of 300 km2,that are located approximately 50 k

59、m north of Dodoma,the capital of Tanzania,and are prospective lithium-bearing pegmatites.The details of the project are shown in Figure 3 and Table 3.Figure 3:Location of the Chenene Project in Tanzania 5 ASX:RRR 7 May 2024:ASX“RRR-RIU Sydney Resources Round-up Investor Presentation”6 ASX:AUH 7 Marc

60、h 2024:“Option to Acquire Chenene Lithium Project”13 Table 3:Prospecting License details of CMT relevant to the Chenene Project Project GeologyProject Geology Pegmatites are hosted in metamorphosed mafic and ultramafic(amphibolitic)schists within the quartzo-feldspathic gneisses of the Meso-to Neo-A

61、rchaean(3200 2500 Ma)Dodoman Terrane within the Tanzanian Craton.The main features are the NW-trending Chenene Hills that form a belt of outcrops along the margins of sheared synorogenic granites exposed intermittently above granitic soil plains.Two primary exploration target areas(Target Area#1 and

62、 Target Area#2)were identified by CMT within PL 11921 and PL 11720 respectively(Figure 4).7 Figure 4:Geology of the Chenene Project area and primary target locations Work Com pleted by CMTWork Com pleted by CMT Most of the work completed by CMT was focused on Target#1 in PL 11921,where two main area

63、s of interest have been identified namely,Dulu and Nemazi.Pegmatite rock chip samples taken by CMT 7 ASX:CMD Release 16 Feb 2023“Chenene Lithium Project Rock Sample Assays to 1.08%Li2O”This release includes a Competent Persons Statement.Prospecting Licence Holder InterestTypeCommodity Grant Date Exp

64、iry Date Area(km2)PL 11720CMT100%Prospecting(Exploration)Lithium29/03/2022 03/10/202592.63PL 11721CMT100%Prospecting(Exploration)Lithium29/03/2022 03/10/202545.55PL 11920CMT100%Prospecting(Exploration)Lithium13/05/2022 12/05/202647.00PL 11921CMT100%Prospecting(Exploration)Lithium13/05/2022 12/05/202

65、6115.40 14 returned grades up to 1.08%Li2O,2,782 ppm caesium and 181 ppm tantalum mainly from the Dulu area8 (Figure 5).Figure 5:Geology of the Chenene Project area and primary target locations Target#2 in the adjacent PL 11720 to the East lies within 2.5km of the known spodumene-bearing pegmatites

66、in the Hombolo area,within an adjacent 3rd party license.Due Diligence Due Diligence Drill ProgramDrill Programmeme by AustChinaby AustChina As a key part of its due diligence process in respect of the Option,AustChina commenced a drilling programme in June 2024 to test the high-priority Dulu area i

67、n Target#1 at the Chenene Project.The Company engaged Tier-1 geological consultants,The MSA Group,to manage the drilling programme and data quality.SGS was appointed to undertake sample preparation and laboratory analysis at its laboratories in Tanzania and South Africa respectively.Drilling was und

68、ertaken using HQ(63.5 mm)diamond core equipment.By 30 June 2024 six holes had been completed.9 Fieldwork was finalised in July 2024(post the end of the 2023 Financial Year)with 9 cored holes completed(increased from an initial 8 planned holes).A total of 403.8 metres were drilled to an average depth

69、 per hole of 45 metres.Samples were taken at 1 m nominal sampling intervals over the pegmatite zones and sent for analysis.10 8 ASX:CMD Release 16 Feb 2023“Chenene Lithium Project Rock Sample Assays to 1.08%Li2O”This release includes a Competent Persons Statement.9 ASX:AUH 4 July 2024“Drilling progr

70、essing at Chenene Lithium Project,Tanzania”10 ASX:AUH 19 July 2024“Drilling Completed at Chenene Lithium Project”15 Figure 6 shows the drill hole locations,and drill hole coordinates,orientation and total depths are provided in Table 4.Figure 7 shows the rig at work at the Chenene project.Figure 6:P

71、lan showing the completed borehole locations at the Chenene Lithium Project.Table 4:Borehole Coordinates,Dips,Azimuths and End of Hole Depths from Chenene Project drilling Borehole IDXYZDipAzimuthEOH(m)CDD00180184493691881260-5533586.2CDD00280168793691991255-50874.2CDD00380154693692341255-502832.2CD

72、D00480139893692841258-601426.3CDD00580175193691981257-50444.2CDD00680168093691751255-50856.2CDD00780154093692231255-502826.2CDD00880139593692721258-601432.3CDD00980134093693021260-551226GPS Coordinates:WGS84,UTM Zone 36M 16 Figure 7:Drilling at Chenene Lithium Project.Initial interim assay results r

73、eceived in August 2024 indicated that the presence of lithium-bearing minerals and associated lithium grades were thin and discontinuous.The interim assay results did not meet the minimum lithium intersection and grade criteria stipulated under AustChinas due diligence process.As such,the company de

74、cided not to proceed with the option to acquire the shares in Cassius Mining(T)Limited and terminated the Heads of Agreement with the Project vendors.Operations Outlook Development potential for the Blackall Coal Project leans towards the adoption of alternative technologies to produce high value pr

75、oducts on site.The Company will progress its understanding of the deposit through the mining study currently under way to identify optimal mining locations and mining methods.In parallel with this it is expected that further examination of the suitability of Blackall coal for the application of alte

76、rnative technologies will continue.AustChina seeks to build a platform for wider exposure to developing energy markets through targeted technology in conjunction with its minerals and energy focus.The company also continues to evaluate and review a number of additional value adding mineral assets.An

77、drew Fogg Chief Executive Officer 17 DIRECTORS REPORT Your Directors present their report on the consolidated entity(referred to hereafter as the Group)consisting of AustChina Holdings Limited(“the Company”)and the entities it controlled at the end of,or during,the year ended 30 June 2024.DIRECTORS

78、The following persons were Directors of AustChina Holdings Limited during the whole of the year and up to the date of this report(unless otherwise stated):A Chan(appointed 22 December 2023)D Chan M Habib(appointed 4 October 2023)G Lam J Dick(resigned 27 November 2023)A Macintosh David Morris(resigne

79、d 4 October 2023)Bernard Ripoll(resigned 22 December 2023)Peter Tsang(appointed 22 December 2023)PRINCIPAL ACTIVITIES During the year the principal continuing activities of the Group consisted of exploration and investment in energy and resources.REVIEW OF OPERATIONS The operating loss after income

80、tax of the Group for the year was$1,410,317(2023:loss$1,171,949).Information on the operations of AustChina Holdings Limited and its business strategies and prospects is set out in the CEOs Report and Review of Operations on pages 7 to 16 of this annual report.MATERIAL BUSINESS RISKS Future capital

81、requirements The Company has no operating revenue and is unlikely to generate any operating revenue unless and until the Companys projects(Projects)are successfully explored,evaluated,developed and production commences.The future capital requirements of the Company will depend on many factors includ

82、ing its business development activities.In order to successfully evaluate and develop the Projects and for production to commence,the Company will require further financing in the future.Any additional equity financing may be dilutive to Shareholders,may be undertaken at lower prices than the then m

83、arket price or may involve restrictive covenants which limit the Companys operations and business strategy.Debt financing,if available,may involve restrictions on financing and operating activities.18 Although the Directors believe that additional capital can be obtained,no assurances can be made th

84、at appropriate capital or funding,if and when needed,will be available on terms favourable to the Company or at all.If the Company is unable to obtain additional financing as needed,it may be required to reduce the scope of its activities and this could have a material adverse effect on the Companys

85、 activities including resulting in the tenements being subject to forfeiture,and could affect the Companys ability to continue as a going concern.The Company may undertake additional offerings of Shares and of Securities convertible into Shares in the future.The increase in the number of Shares issu

86、ed and outstanding and the possibility of sales of such Shares may have a depressive effect on the price of Shares.In addition,as a result of such additional Shares,the voting power of the Companys Existing Shareholders will be diluted.Exploration and development risk There can be no assurance that

87、exploration of the Projects or any other tenements that may be acquired in the future,will result in the discovery of an economic deposit.Even if an apparently viable deposit is identified,there is no guarantee that it can be economically exploited.Mineral exploration and development is a speculativ

88、e and high-risk undertaking that may be impeded by circumstances and factors beyond the control of the Company.Success in this process involves,among other things:(i)discovery and proving-up,or acquiring,an economically recoverable resource or reserve;(ii)access to adequate capital throughout the ac

89、quisition/discovery and project development phases;(iii)securing and maintaining title to mineral exploration projects;(iv)obtaining required development consents and approvals necessary for the acquisition,mineral exploration,development and production phases;and(v)accessing the necessary experienc

90、ed operational staff,the appropriate financial management and recruiting skilled contractors,consultants and employees.There can be no assurance that exploration on the Projects,or any other exploration properties that may be acquired in the future,will result in the discovery of an economic mineral

91、 resource.Even if an apparently viable mineral resource is identified,there is no guarantee that it can be economically exploited.Resource estimates Whilst the Company intends to undertake exploration activities with the aim of defining a resource on Projects,no assurance can be given that the explo

92、ration will result in the determination of new or additional resources on any Tenement.Even if a resource is identified,no assurance can be provided that this can be economically extracted.19 If the Company successfully delineates a resource or reserve on any of the tenements(or where the Projects h

93、ave defined resources),resource or reserve estimates are expressions of judgment based on knowledge,experience and industry practice.Estimates which were valid when originally calculated may alter significantly when new information or techniques become available.In addition,by their very nature,reso

94、urce estimates are imprecise and depend to some extent on interpretations,which may prove to be inaccurate.As further information becomes available through additional fieldwork and analysis,resource estimates are likely to change.This may result in alterations to development and mining plans which m

95、ay,in turn,adversely affect the Companys operations.Results of studies Subject to the results of exploration and testing programs to be undertaken,the Company may progressively undertake a number of studies in relation to its Projects.These studies may include scoping,pre-feasibility,definitive feas

96、ibility and bankable feasibility studies.These studies will be completed within parameters designed to determine the economic feasibility of the subject Projects within certain limits.There can be no guarantee that any of these studies will confirm the economic viability of the subject Projects or t

97、he results of other studies undertaken by the Company(e.g.the results of a feasibility study may materially differ from the results of a scoping study).Even if a study confirms the economic viability of a Project,there can be no guarantee that the Project will be successfully brought into production

98、 as assumed or within the estimated parameters in the feasibility study(e.g.operational costs and commodity prices)once production commences.Further,the ability of the Company to complete a study may be dependent on the Companys ability to raise further funds to complete the study if required.Teneme

99、nt conditions The Companys projects will be subject to various tenement conditions(including,without limitation,minimum work requirements).Failure to comply with such conditions may lead to forfeiture.The tenements will also be subject to renewal.If any of the tenements are not renewed for any reaso

100、n the Company could suffer damage through loss of opportunity to explore and develop those tenements.The Directors are not aware of any reason why renewal of the tenements will not occur.Title and tenure The Companys Projects only currently permit exploration activities.If the Company successfully d

101、elineates an economic resource on any of these exploration permits or implements a technology aimed at extraction of resources,it will need to apply for a mining permit to undertake development and mining.There is no guarantee that the Company will be granted a mining permit if one is applied for,as

102、 such grants are discretionary.Exploration permits are subject to annual review and periodic renewal.The renewal of the term of a granted exploration permit is also subject to the discretion of the relevant Minister.Renewal conditions may include increased expenditure and work commitments or compuls

103、ory relinquishment of areas of the permits comprising the Companys Projects.While it is the Companys intention to 20 satisfy the conditions that apply to the tenements,there can be no guarantees that,in the future,the tenements that are subject to renewal will be renewed or that minimum expenditure

104、and other conditions that apply to the tenements will be satisfied.Renewal conditions may include increased expenditure and work commitments or compulsory relinquishment of areas of the tenements comprising the Projects that adversely impact the Company.If a tenement holder fails to comply with the

105、terms and conditions of a tenement,the Minister may impose a fine or order that the tenement be forfeited.In most cases,an order for forfeiture can only be made where the breach is of sufficient gravity to justify forfeiture of the tenement.Native Title and Aboriginal heritage Where Native Title doe

106、s or may exist over any of the Companys tenements,the ability of the Company to convert such tenements or part thereof into a valid mining lease(for example in the event of the Company making a discovery)will be subject to the Company reaching a commercial agreement with the holders of or applicants

107、 for Native Title or on the Company obtaining a determination from the National Native Title Tribunal that the mining lease be granted in the absence of such an agreement.The negotiation of such a commercial agreement or proceedings in the courts could materially delay the grant of such a mining lea

108、se and substantially add to the Companys costs;failure to reach such an agreement could result in the Company being unable to obtain a mining lease.Irrespective of whether Native Title exists in the relevant areas,in order to conduct exploration activities on the tenements,the Company will usually n

109、eed to undertake clearance activities in conjunction with the appropriate Aboriginal parties,anthropologists and archaeologists to ascertain whether any sites of significance to Aboriginal parties exist in the relevant areas.Undertaking and completing such site clearance procedures can cause delays

110、to the implementation of exploration activities.Delays in completing such clearance activities can impede or prevent the Company from satisfying the minimum expenditure conditions on the relevant tenements,with the result that the Company may in some instances need to seek whole or partial exemption

111、s from expenditure under the relevant mining legislation in order to keep the relevant tenements in good standing.There is no certainty that such exemptions will be granted in all instances.Where such significant sites do exist,the Companys ability to conduct exploration on those areas may be subjec

112、t to obtaining relevant consents under the Aboriginal heritage laws.AustChina Holdings Limited has a Cultural Heritage Management Agreement in place with the Bidjara People under which exploration activities on its coal exploration permits are conducted.Land access and compensation There is a substa

113、ntial level of regulation and restriction on the ability of exploration and mining companies to gain access to land in Australia.Negotiations with both Native Title parties and land-owners/occupiers are generally required before the Company can access land for exploration or mining activities.The Co

114、mpany will experience delays and cost overruns if it is unable to access the land required for its operations.This may be as a result of weather,environmental restraints,harvesting,government legislation,landholder or community activities or other factors.21 Access to land often depends on the Compa

115、ny being successful in negotiating with landholders or other stakeholders.There is no assurance that the Company will obtain all the permissions required as and when required or that new conditions will not be imposed in connection therewith.To the extent such permissions are not obtained,the Compan

116、ys current and future exploration and development activities may be curtailed or their continuation prohibited.Acquisitions and commercialisation risks The Company is pursuing a strategy to acquire technologies that compliment its mineral projects.Should the Company acquire new technology or assets,

117、its ability to generate revenue will depend on the Company being successful in developing and commercialising these new technologies and assets.The Company has no operating revenue and is unlikely to generate any operating revenue unless and until the one or more of its mineral projects or investmen

118、ts in technologies is successfully developed and commercially exploited.There can be no guarantee that any new project acquisition or investment will eventuate from these pursuits,or that any acquisitions will result in a return for Shareholders.Such acquisitions may result in use of the Companys ca

119、sh resources and/or the issuance of equity securities,which will dilute shareholdings.Environmental risks The operations and proposed activities of the Company are subject to laws and regulations concerning the environment.The Companys activities are expected to have an impact on the environment.It

120、is the intention of the Company to adhere to its environmental obligations,including compliance with environmental laws.Further,events such as unpredictable rainfall or bushfires may impact on the Companys ongoing compliance with environmental legislation,regulations and licences.Significant liabili

121、ties could be imposed on the Company for damages,clean-up costs or penalties in the event of certain discharges to the environment,or non-compliance with environmental laws or regulations.Regulatory risks The Companys activities are subject to extensive laws and regulations relating to numerous matt

122、ers including licences and approvals,environmental compliance and rehabilitation,taxation,health and worker safety,waste disposal,protection of the environment,native title and heritage matters and other matters.Whilst the Company believes that it is in substantial compliance with all material curre

123、nt laws and regulations,changes in how laws and regulations are enforced or regulatory interpretation could result in changes in legal requirements or in the terms of existing licences,approvals and agreements applicable to the Company or its future projects.This could have a material adverse impact

124、 on the Companys future and planned operations in respect to the BSS Project.DIVIDEND The Directors do not recommend the payment of a dividend.No dividend was paid during the year.SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS There were no significant changes in the state of affairs of the Group durin

125、g the financial year.22 MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR Since the end of the financial year the Company has decided not to proceed with the option to acquire the shares in Cassius Mining(T)Limited and has terminated the Heads of Agreement with the Project vendors.No other matters

126、 or circumstances have arisen since 30 June 2024 which significantly affected the groups operations,results or state of affairs,or may do so in future years.LIKELY DEVELOPMENTS AND EXPECTED RESULTS FROM OPERATIONS Comments on expected results of certain operations of the Group are included in this a

127、nnual report under the CEOs Report and Review of Operations on pages 7 to 16.ENVIRONMENTAL REGULATION The Group is subject to environmental regulation in respect of its exploration activities in Australia and is committed to undertaking all its operations in an environmentally responsible manner.To

128、the best of the Directors knowledge,the Group has adequate systems in place to ensure compliance with the requirements of all environmental legislation and is not aware of any breach of those requirements during the financial year and up to the date of the Directors Report.INFORMATION ON DIRECTORS A

129、 Chan Non-executive Director(from 22 December 2023)Experience and expertise Mr Chan has extensive experience in managing both listed and unlisted entities,engaged in the resource industry commercial and residential development and early childhood education.Mr Chan is also actively involved in commun

130、ity services and organisations.Other current directorships Nil Former directorships in last 3 years Nil Special responsibilities Chairman.Interests in shares and options Indirect interest in 927,114,671 Ordinary Shares 23 D Chan CFA,MRICS Non-executive Director Experience and expertise Mr Chan has e

131、xtensive experience in the financial and investment arena and holds a Masters Degree in Finance from the Imperial College London and Chartered Financial Analyst(CFA)and is a member of the Royal Institute of Chartered Surveyors(MRICS).Mr Chan has over 13 years experience in China real estate investme

132、nt.Other current directorships Nil Former directorships in last 3 years Nil Special responsibilities Member of the Audit and Risk Management Committee and Member of the Remuneration Committee.Mr Chan is also AustChinas representative Director on Utilitas Group Pty Ltd.Interests in shares and options

133、 Indirect interest in 927,114,671 Ordinary Shares M Habib Independent Non-executive Director Experience and expertise Mr Habib is an experienced and results-focused executive and business development management professional whose current and recent roles are in the mineral resources industry.Other c

134、urrent directorships Managing Director of Power Minerals Limited(ASX:PNN).Non-executive Director of Adelong Gold Limited(ASX:ADG)Former directorships in last 3 years Executive Director of Pepinnini Minerals Limited(ASX:PNN)(2021 to 2023)Non-executive Director of Equinox Resources Limited(ASX:EQN)(20

135、21 to 2023)Special responsibilities Nil Interests in shares and options Direct interest in 20,000,000 options over ordinary shares Indirect interest in 2,000,000 ordinary shares 24 G Lam BSc,MSc,MBA,DPA,MPA,LLB(Hons),LLM,PCLL,PhD,FHKIoD,FHKIArb,FCMA,FCPA(Aust.)Independent Non-executive Director Expe

136、rience and expertise Dr.George Lam has over 40 years of international experience in general management,strategy consulting,corporate governance,direct investment,investment banking and asset management.He is Chair of the United Nations ESCAP Sustainable Business Network(ESBN)and Chair of the ESBN Fi

137、nance Task Force.He has also held a number of leadership positions in banking and finance,professional services and the innovation and technology sector in Hong Kong and the Asia Pacific region,and is the immediate past Chairman of Cyberport,Hong Kongs digital technology flagship and FinTech and Gre

138、enTech hub.Dr.Lam is a member of the Hong Kong Special Administrative Region Government Green Technology and Finance Development Committee and Hong Kong Growth Portfolio Governance Committee.He is also a member of the Belt and Road and Greater Bay Area Committee of the Hong Kong Trade Development Co

139、uncil,Advisor to Our Hong Kong Foundation,Advisor to the Hong Kong Investor Relations Association,Senior Advisor to the Australian Chamber of Commerce in Hong Kong and Macau,and a Board member and Chairman of the Permanent Commission on Economic and Financial Issues of the World Union of Small and M

140、edium Enterprises.Other current directorships Nil Former directorships in last 3 years Nil Special responsibilities Chairman of the Audit and Risk Management Committee and Chairman of the Remuneration Committee Interests in shares and options Indirect interest in 20,000,000 options over ordinary sha

141、res A Macintosh Independent Non-executive Director Experience and expertise Mr Macintosh holds an MBA(Finance,Economics)and a Bachelor of Science(Computer Science,Mathematics).Mr Macintosh is non-executive Chairman of Acorus Investment Management,a China-Africa private equity fund and has extensive

142、experience in investment banking and finance,both in Australia and overseas.Other current directorships Nil Former directorships in last 3 years Nil Special responsibilities Nil Interests in shares and options Direct interest in 20,000,000 options over ordinary shares 25 P Tsang Independent Non-exec

143、utive Director Experience and expertise Mr Tsang has over 30 years of professional experience in Australian tax,auditing,corporate governance,due diligence projects and financial management.He introduced foreign investments to Australia and specialises in representing foreign investors in all facets

144、 of management.Other current directorships Nil Former directorships in last 3 years Nil Special responsibilities Nil Interests in shares and options Direct interest in 20,000,000 options over ordinary shares COMPANY SECRETARY The company secretary is Suzanne Yeates CA,B.Bus.Suzanne was appointed to

145、the position of Company Secretary in 2021.Suzanne is the Principal in a Chartered Accounting firm and holds the office of Company Secretary with other ASX listed companies.MEETINGS OF DIRECTORS The number of meetings of the Companys Board of Directors and of each Board committee held during the year

146、 ended 30 June 2024,and the number of meetings attended by each Director were:Full Meetings of Directors A B Anthony Chan 4 5 Daniel Chan 9 10 James Dick 4 4 Mena Habib 7 7 George Lam 7 10 Andrew Macintosh 8 10 David Morris 1 3 Bernard Ripoll 5 5 Peter Tsang 5 5 A Number of meetings attended B Numbe

147、r of meetings held during the time the Director held office or was a member of the committee during the year.There were no meetings of the Remuneration Committee during the year.26 REMUNERATION REPORT(AUDITED)The Directors are pleased to present AustChina Holdings Limiteds 2024 remuneration report w

148、hich sets out remuneration information for AustChina Holdings Limiteds Non-executive Directors,Executive Directors,and other key management personnel.The report contains the following sections:(a)Key management personnel disclosed in this report(b)Remuneration governance(c)Use of remuneration consul

149、tants(d)Executive remuneration policy and framework(e)Relationship between remuneration and AustChina Holdings Limiteds performance(f)Non-executive Director remuneration policy(g)Voting and comments made at the Companys 2023 Annual General Meeting(h)Details of remuneration(i)Service agreements(j)Det

150、ails of share-based compensation and bonuses(k)Equity instruments held by key management personnel(l)Loans to key management personnel(m)Other transactions with key management personnel(a)Key management personnel disclosed in this report Non-executive and Executive Directors(see pages 22-25 for deta

151、ils about each Director)Name Position A Chan Non-executive Chairman appointed 22 December 2023 D Chan Non-executive Director appointed 22 November 2013 M Habib Independent Non-executive Director appointed 4 October 2023 G Lam Independent Non-executive Director appointed 22 November 2013 J Dick Indep

152、endent Non-executive Director resigned 27 November 2023 A Macintosh Independent Non-executive Director appointed 4 July 2019 D Morris Independent Non-executive Director resigned 4 October 2023 B Ripoll Independent Non-executive Director resigned 22 December 2023 P Tsang Independent Non-executive Dir

153、ector appointed 22 December 2023 Other key management personnel Name Position Andrew Fogg Chief Executive Officer appointed 2 December 2013 There have been no changes in key management personnel since the end of the financial year.27 REMUNERATION REPORT(AUDITED)(CONTINUED)(b)Remuneration governance

154、The Board is responsible for:the over-arching executive remuneration framework operation of the incentive plans which apply to the executive team,including key performance indicators and performance hurdles remuneration levels of executive directors and other key management personnel,and non-executi

155、ve directors fees.The objective is to ensure that remuneration policies and structures are fair and competitive and aligned with the long-term interests of the Group.(c)Use of remuneration consultants The Group has not engaged the services of any remuneration consultants during the current or prior

156、financial years.(d)Executive remuneration policy and framework The combination of base pay and superannuation make up the executives fixed remuneration.Base pay for the executives is reviewed annually to ensure the executives pay is competitive with the market.Executive pay is linked to the performa

157、nce of the Company through the issue of performance rights and share options.The Board ensures that executive reward satisfies the following key criteria for good reward governance practices:competitiveness and reasonableness acceptability to shareholders transparency capital management.Long-term in

158、centives Refer to section(j)of the Remuneration Report below for details regarding the Groups long-term incentives.(e)Relationship between remuneration and AustChina Holdings Limiteds performance During the year,the Group has generated losses from its principal activity of exploration and investment

159、 in energy and resources.As the Group is still in the exploration and development stage,the link between remuneration,Group performance and shareholder wealth is tenuous.Share prices are subject to the influence of coal prices and market sentiment towards the sector,and as such increases or decrease

160、s may occur quite independent of executive performance or remuneration.28 REMUNERATION REPORT(AUDITED)(CONTINUED)During the current and previous financial years the Group has generated losses from its exploration and evaluation activities.Given the nature of the Groups activities and the consequenti

161、al operating results,no dividends have been paid.There have been no returns of capital in the current or previous financial periods.Additional information The earnings of the consolidated entity for the five years to 30 June 2024 are summarised below:2024$2023$2022$2021$2020$EBIT(1,430,285)(1,198,24

162、6)(413,960)(1,139,709)(490,776)EBITDA(1,430,285)(1,198,246)(413,960)(1,139,709)(490,776)Profit(loss)after income tax(1,410,317)(1,171,949)(415,583)(1,118,036)(413,867)2024 Cents 2023 cents 2022 Cents 2021 Cents 2020 Cents Share price at financial year end(cents per share)0.20 0.40 0.60 1.20 0.30 Tot

163、al dividends declared(cents per share)0.00 0.00 0.00 0.00 0.00 Basic earnings per share(cents per share)(0.07)(0.06)(0.02)(0.07)(0.03)(f)Non-executive Director remuneration policy Fees and payments to Non-executive Directors reflect the demands which are made on,and the responsibilities of,the Direc

164、tors.Non-executive Directors fees and payments are reviewed annually by the Board.Non-executive Directors do not receive performance-based pay.Share options are issued to Non-executive Directors at the discretion of the Board and following shareholder approval.The current base fees were last reviewe

165、d with effect from 1 April 2019 when they were reduced.Non-executive Directors fees are determined within an aggregate directors fee pool limit,which is periodically recommended for approval by shareholders.The maximum currently stands at$400,000 in aggregate and was approved by shareholders at the

166、annual general meeting on 9 November 2009.The following fees have applied:Base fees Chair Other Non-executive Directors$24,000 16,000 29 REMUNERATION REPORT(AUDITED)(CONTINUED)(g)Voting and comments made at the Companys 2023 Annual General Meeting At the Companys 2023 Annual General Meeting the shar

167、eholders voted 99.23%in favour of the advisory remuneration report resolution on a poll.(h)Details of remuneration Amounts of remuneration Details of the remuneration of the directors and the key management personnel(as defined in AASB 124 Related Party Disclosures)of AustChina Holdings Limited are

168、set out in the following tables.30 REMUNERATION REPORT(AUDITED)(CONTINUED)Key management personnel of AustChina Holdings Limited 2024 Short-term benefits Post-employment benefits Share-based payments Name Cash salary and fees$Superannuation$Options$Total$A%B%Non-executive Directors A Chan,Chairman D

169、 Chan 6,593 21,802-6,593 21,802 100%100%-Independent Non-executive Directors -J Dick M Habib G Lam A Macintosh D Morris B Ripoll P Tsang 10,505 6,665 16,000 16,000 8,132 11,604 4,396 1,156-1,760 895 1,276 484-25,200 25,200 25,200-25,200 11,661 31,865 41,200 42,960 9,027 12,880 30,080 100%21%39%41%10

170、0%100%16%-79%61%59%-84%Sub-total Non-executive Directors 101,697 5,571 100,800 208,068 52%48%Other key management personnel A Fogg Chief Executive Officer 125,000 -25,200 150,200 83%17%Total KMP compensation 226,697 5,571 126,000 358,268 65%35%A Proportion of remuneration that is fixed remuneration

171、B Percentage of remuneration that is share-based payment 31 REMUNERATION REPORT(AUDITED)(CONTINUED)2023 Short-term benefits Post-employment benefits Share-based payments Name Cash salary and fees$Superannuation$Options$Total$A%B%Non-executive Directors D Chan,Chairman 24,000-24,000 100%-Independent

172、Non-executive Directors G Lam J Dick A Macintosh D Morris B Ripoll 16,000 9,174 16,000 16,000 16,000-983 1,720 1,720 1,720-16,000 10,157 17,720 17,720 17,720 100%100%100%100%100%-Sub-total Non-executive Directors 97,174 6,143-103,317 100%-Other key management personnel A Fogg Chief Executive Officer

173、 125,000 -125,000 100%-Total KMP compensation 222,174 6,143-228,317 100%-A Proportion of remuneration that is fixed remuneration B Percentage of remuneration that is share-based payment 32 REMUNERATION REPORT(AUDITED)(CONTINUED)(i)Service agreements The Company has a service agreement with NABJA Con

174、sulting Services Pty Ltd for the services of Mr Andrew Fogg,Chief Executive Officer.The service agreement was for an initial period of 5 years and commenced on 1 December 2013.The base fees were$15,833 per month.The contract includes a change of control clause which is triggered if Treasure Wheel Gl

175、obal Limited ceases to hold 25%or more of AustChina Holdings Limited.Under the change of control clause a compensation amount equal to one year remuneration is payable.In addition,under the contract the contractor or his nominee is entitled to receive five million performance rights in the Company,o

176、nce the share price equals or exceeds two cents for five consecutive trading days.The initial contract term expired on 1 December 2019 and in accordance with the provisions of the contract it was extended for an indefinite term.(j)Details of share-based compensation and bonuses Options The terms and

177、 conditions of each grant of options affecting remuneration in the current or a future reporting period are as follows:Grant date Vesting and exercise date Expiry date Number Under option Exercise price Value per option at grant date Performance achieved%vested 07/06/2024 07/06/2024 24/06/2027 100,0

178、00,000$0.005$0.00126 100%100%The options carry no dividend or voting rights.When exercisable,each option is convertible into one ordinary share of AustChina Holdings Limited.The table below shows a reconciliation of options held by each Key Management Personnel from the beginning to the end of the f

179、inancial year.No options were forfeited during the year.2024 Name&Grant dates Balance at the start of the year Granted as compensation Lapsed Vested Balance at the end of the year Vested Number%Vested&exercisable D Chan 30 Nov 2020 20,000,000 -(20,000,000)-M Habib 7 June 2024 -20,000,000 -20,000,000

180、 100%20,000,000 A MacIntosh 30 Nov 2020 7 June 2024 20,000,000-20,000,000 (20,000,000)-20,000,000 -100%-20,000,000 G Lam 30 Nov 2020 7 June 2024 20,000,000-20,000,000 (20,000,000)-20,000,000 -100%-20,000,000 P Tsang 7 June 2024 -20,000,000 -20,000,000 100%20,000,000 A Fogg 30 Nov 2020 7 June 2024 5,

181、000,000-20,000,000 (5,000,000)-20,000,000 -100%-20,000,000 33 REMUNERATION REPORT(AUDITED)(CONTINUED)The options carry no dividend or voting rights.When exercisable,each option is convertible into one ordinary share of AustChina Holdings Limited.Shares provided on exercise of remuneration options Th

182、ere were no ordinary shares in the Company issued on the exercise of remuneration options during the financial year(2023:nil).Performance rights There were no performance rights over ordinary shares in the Company provided as remuneration during the financial year(2023:nil).Shares provided on exerci

183、se of performance rights There were no ordinary shares in the Company issued to key management personnel during the financial year from the exercise of performance rights.(k)Equity instruments held by key management personnel The tables below show the number of shares in the Company that were held d

184、uring the financial year by key management personnel of the Group,including their close family members and entities related to them.Shareholdings 2024 Name Balance at the start of the year On market trades Other changes during the year Balance at the end of the year Ordinary shares Directors A Chan

185、D Chan#M Habib G Lam J Dick A Macintosh D Morris B Ripoll P Tsang 927,114,671 927,114,671-2,000,000-927,114,671 927,114,671 2,000,000-Other key management personnel A Fogg 17,500,000 -17,500,000#A Chan,father of D Chan,is a director and shareholder of Loyal Strategic Investment Ltd,the holding compa

186、ny of Treasure Wheel Global Limited,which is the registered holder of the 927,114,671 shares.34 REMUNERATION REPORT(AUDITED)(CONTINUED)(l)Loans to key management personnel There were no loans to key management personnel during the financial period.(m)Other transactions with key management personnel

187、There were no other transactions with key management personnel during the financial period.This is the end of the remuneration report(audited).35 Shares under Option Unissued ordinary shares of AustChina Holdings Limited under option at the date of this report are as follows:Date options granted Exp

188、iry date Exercise price Number under option 7 June 2024 24 June 2027$0.005 120,000,000 24 June 2024 7 June 2026$0.014 23,600,000 Shares Issued on the Exercise of Options There were no fully paid ordinary shares issued on the exercise of options during the financial year.No ordinary shares of AustChi

189、na Holdings Limited issued since the end of the year ended 30 June 2024 on the exercise of options.Insurance of Officers During the financial year AustChina Holdings Limited paid a premium to insure the directors and officers of the Company.The policy prohibits disclosure of details of the cover and

190、 the amount of premium paid.The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of the entity,and any other payments arising from liabilities incurred by the officers in connect

191、ion with such proceedings,other than where such liabilities arise out of conduct involving a willful breach of duty by the officers or the improper use by the officers of their position or of information to gain advantage for themselves or someone else or to cause detriment to the Company.Agreement

192、to Indemnify Officers AustChina Holdings Limited is party to an agreement to indemnify the directors and officers of the Company.The indemnity relates to any liability:(a)incurred in connection with or as a consequence of the directors and officers acting in the capacity including,without limiting t

193、he foregoing,representing the Company on any body corporate,and(b)for legal costs incurred in defending an action in connection with or as a consequence of the director or officer acting in the capacity.No liability has arisen under these indemnities as at the date of this report.36 Indemnity of aud

194、itors AustChina Holdings Limited 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,AustChina Holdings Limited has not paid a premium in respec

195、t of a contract to insure the auditor of the Company or any related entity.Proceedings on Behalf of Company No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company,or to intervene in any proceedings to which the Compan

196、y is a party,for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.Non-audit services Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are outlined in Note 18 to the financi

197、al statements.The directors are satisfied that the provision of non-audit services during the financial year,by the auditor(or by another person or firm on the auditors behalf),is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.The directors are

198、 of the opinion that the services as disclosed in Note 18 to the financial statements do not compromise the external auditors independence requirements of the Corporations Act 2001 as there were no services engaged for other than directly associated with the year end audit or half-year review of the

199、 Group.Officers of the Company who are former partners of Nexia Brisbane Audit Pty Ltd There are no officers of the Company who are former partners of Nexia Brisbane Audit Pty Ltd.Auditors independence declaration A copy of the auditors independence declaration as required under section 307C of the

200、Corporations Act 2001 is set out on page 37.Auditor Nexia Brisbane Audit Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.This report is made in accordance with a resolution of the Directors,pursuant to section 298(2)(a)of the Corporations Act 2001.A Chan Chair

201、man Brisbane,26 September 2024 Auditors Independence Declaration under section 307C of the Corporations Act 2001 To the Directors of AustChina Holdings Limited As lead auditor for the audit of the financial report of AustChina Holdings Limited,I declare that to the best of my knowledge and belief,du

202、ring the year ended 30 June 2024,there have been no contraventions of:(i)the auditor independence requirements of the Corporations Act 2001 in relation to the audit;and (ii)any applicable code of professional conduct in relation to the audit.This declaration is in respect of AustChina Holdings Limit

203、ed and the entities it controlled during the year.Nexia Brisbane Audit Pty Ltd Gavin Ruddell Director Date:26 September 2024 38 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2024 Consolidated Notes 2024$2023$Interest income 20,553 26,297 Loss on f

204、air value of investments Gain on derecognition of convertible note liability (135,000)-(337,500)151,733 Tenement expenditure expensed (431,619)-Professional services expenses (215,186)(264,400)Corporate overhead expenses (390,392)(241,874)Directors remuneration (106,888)(103,317)Finance and interest

205、 costs (585)-Share based payments expense (151,200)-Share of loss from equity accounted investment 24-(81,534)Impairment of equity accounted investment 24-(321,354)Loss before income tax 5 (1,410,317)(1,171,949)Income tax expense 6-Net loss for the year (1,410,317)(1,171,949)Other comprehensive inco

206、me -Total comprehensive loss for the year (1,410,317)(1,171,949)Cents Cents Loss per share attributable to the ordinary equity holders of AustChina Holdings Limited:Basic loss per share 23(0.07)(0.06)Diluted loss per share 23(0.07)(0.06)The above consolidated statement of profit or loss and other co

207、mprehensive income should be read in conjunction with the accompanying notes.39 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2024 Consolidated Notes 2024$2023$ASSETS Current assets Cash and cash equivalents 7 702,331 2,262,628 Trade and other receivables 8 24,845 30,211 Total current a

208、ssets 727,176 2,292,839 Non-current assets Investments at fair value through profit or loss 9 140,000 275,000 Exploration and evaluation assets 10 16,264,251 15,799,132 Other assets 11 8,200 8,200 Total non-current assets 16,412,451 16,082,332 Total assets 17,139,627 18,375,171 LIABILITIES Current l

209、iabilities Trade and other payables 12 132,870 149,582 Total current liabilities 132,870 149,582 Non-current liabilities Other financial liabilities 13 1,500,000 1,500,000 Total non-current liabilities 1,500,000 1,500,000 Total liabilities 1,632,870 1,649,582 Net assets 15,506,757 16,725,589 EQUITY

210、Issued capital 14 70,658,852 70,618,567 Reserves 15(a)3,917,243 3,766,043 Accumulated losses 15(b)(59,069,338)(57,659,021)Total equity 15,506,757 16,725,589 The above consolidated statement of financial position should be read in conjunction with the accompanying notes.40 CONSOLIDATED STATEMENT OF C

211、HANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2024 Notes Issued Capital$Share-based payment reserve$Accumulated Losses$Total$Balance at 30 June 2022 70,518,509 3,766,043 (56,487,072)17,797,480 Loss for the year Other comprehensive income -(1,171,949)-(1,171,949)-Total comprehensive loss -(1,171,949)(1

212、,171,949)Transactions with owners in their capacity as owners:Contributions of equity,net of transaction costs 14 100,058 -100,058 Balance at 30 June 2023 70,618,567 3,766,043(57,659,021)16,725,589 Loss for the year Other comprehensive income -(1,410,317)-(1,410,317)-Total comprehensive loss -(1,410

213、,317)(1,410,317)Transactions with owners in their capacity as owners:Issue of placement options,net of transaction costs Shares issued for brokers services Share-based payments,options issued 14 14 (27,515)67,500 -151,200 -(27,515)67,500 151,200 Balance at 30 June 2024 70,658,852 3,917,243 (59,069,3

214、38)15,506,757 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.41 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2024 Consolidated Notes 2024$2023$Cash flows from operating activities Receipts in the course of operations

215、 8,163 63,482 Payments to suppliers (1,151,074)(617,203)Interest paid (585)-Interest received 20,553 26,297 Net cash outflows from operating activities 20 (1,122,943)(527,424)Cash flows from investing activities Payments for exploration and evaluation assets (410,139)(162,508)Net cash inflows from i

216、nvesting activities (410,139)(162,508)Cash flows from financing activities Proceeds from option issue 11,800-Repayment of convertible note -(250,000)Payment of security issue expenses (39,015)(2,114)Net cash inflows(outflows)from financing activities (27,215)(252,114)Net increase(decrease)in cash an

217、d cash equivalents (1,560,297)(942,046)Cash and cash equivalents at the beginning of the financial year 2,262,628 3,204,674 Cash and cash equivalents at the end of the financial year 7 702,331 2,262,628 The above consolidated statement of cash flows should be read in conjunction with the accompanyin

218、g notes.42 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 This financial report covers the Consolidated Entity of AustChina Holdings Limited(the“Company”)and its controlled entities(together referred to as the“Consolidated Entity”or“Group”).The separate financial statements of the

219、 Parent Entity,AustChina Holdings Limited,have not been presented within this financial report as permitted by the Corporations Act 2001.The financial report was authorised for issue on 26 September 2024.Note 1 Summary of material accounting policy information(a)Basis of preparation These general pu

220、rpose consolidated financial statements have been prepared in accordance with the Corporations Act 2001,Australian Accounting Standards and Interpretations of the Australian Accounting Standards Board and in compliance with International Financial Reporting Standards as issued by the International A

221、ccounting Standards Board.The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards.Material accounting policy information adopted in the preparation of these financial statements are presented below and have been consistently applied unless stated other

222、wise.Except for the cash flow information,the financial statements have been prepared on an accruals basis and are based on historical costs,modified,where applicable,by the measurement at fair value of selected non-current assets,financial assets and financial liabilities.Going concern This financi

223、al report has been prepared on a going concern basis which assumes that the Group will be able to realise its assets and discharge its liabilities in the normal course of business for the foreseeable future.The Group has recorded a loss for the year of$1,410,317,has net cash outflows from operations

224、 of$1,122,943 and retains accumulated losses of$59,069,338 on its balance sheet.The Directors believe the going concern basis of preparation of the financial statements remains appropriate due to the nature of the Groups operations,being an exploration and evaluation entity within the extractive res

225、ources industry.Consequently,to continue the Groups future operations the Directors will find it necessary to periodically obtain additional funds from a variety of sources which may include,but not necessarily be limited to the following:-Raising of equity capital;-Sale of exploration assets where

226、increased value has been created through previous exploration activity;43 Note 1 Summary of material accounting policy information(continued)-Disposal of non-core assets;-Farm-in arrangements with joint venture partners.Specifically,as at 30 June 2024 the Group held cash reserves of$702,331 which th

227、e Directors considered sufficient to meet its working capital requirements for at least 12 months from the date of approval of these financial statements and consequently the Group will be able to pay its debts as and when they fall due.As a result,the Directors are satisfied there is no material un

228、certainty in respect of the Groups ability to continue as a going concern for the period assessed above due primarily to the level of its current cash holdings.Nevertheless,in the event the Group fails to achieve its planned outcomes it is therefore possible the Group may not be able to pay its debt

229、s as and when they fall due and therefore be unable to continue as a going concern.These financial statements do not include any adjustments relating to the classification and recoverability of recorded asset amounts or to the amounts and classification of liabilities that may be necessary should th

230、e Group be unable to continue as a going concern.(b)Principles of consolidation The consolidated financial statements incorporate all of the assets,liabilities and results of the Parent and all of the subsidiaries(including any structured entities).Subsidiaries are entities the Parent controls.The P

231、arent controls an entity when it 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 over the entity.A list of the subsidiaries is provided in Note 22.The assets,liabilities and results of all subsidiaries

232、 are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group.The consolidation of a subsidiary is discontinued from the date that control ceases.Intercompany transactions,balances and unrealised gains or losses on transactions between Gro

233、up entities are fully eliminated on consolidation.Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group.Equity interests in a subsidiary not attributable,directly or indirectly,to the Group are

234、presented as“non-controlling interests”.The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the subsidiarys net assets on liquidation at either fair value or the non-controlling interests proportio

235、nate share of the subsidiarys net assets.Subsequent to initial recognition,non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income.Non-controlling interests are shown separately within the equity section of the statement of financial po

236、sition and statement of comprehensive income.44 Note 1 Summary of material accounting policy information(continued)(c)Income taxes The income tax expense(income)for the year comprises current income tax expense(income)and deferred tax expense(income).Current income tax expense charged to profit or l

237、oss is the tax payable on taxable income for the current period.Current tax liabilities(assets)are measured at the amounts expected to be paid to(recovered from)the relevant taxation authority using tax rates(and tax laws)that have been enacted or substantively enacted by the end of the reporting pe

238、riod.Deferred tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses.Current and deferred income tax expense(income)is charged or credited outside profit or loss when the tax relates to items that are recognised outside p

239、rofit or loss or arising from a business combination.A deferred tax liability shall be recognised for all taxable temporary differences,except to the extent that the deferred tax liability arises from:(a)the initial recognition of goodwill;or(b)the initial recognition of an asset or liability in a t

240、ransaction which:(i)is not a business combination;and(ii)at the time of the transaction,affects neither accounting profit nor taxable profit(tax loss).Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liabil

241、ity is settled and their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.With respect to non-depreciable items of property,plant and equipment measured at fair value and items of investment property measured

242、at fair value,the related deferred tax liability or deferred tax asset is measured on the basis that the carrying amount of the asset will be recovered entirely through sale.When an investment property that is depreciable is held by the entity in a business model whose objective is to consume substa

243、ntially all of the economic benefits embodied in the property through use over time(rather than through sale),the related deferred tax liability or deferred tax asset is measured on the basis that the carrying amount of such property will be recovered entirely through use.Deferred tax assets relatin

244、g to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised,unless the deferred tax asset relating to temporary differences arises from the ini

245、tial recognition of an asset or liability in a transaction that:is not a business combination;and at the time of the transaction,affects neither accounting profit nor taxable profit(tax loss)45 Note 1 Summary of material accounting policy information(continued)(c)Income taxes(continued)Where tempora

246、ry differences exist in relation to investments in subsidiaries,branches,associates and joint ventures,deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the fore

247、seeable future.Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur.Deferred tax assets and liabilities are offset where:(i)

248、a legally enforceable right of set-off exists;and(ii)the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlemen

249、t of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.To the extent that uncertainty exists as it relates to the acceptability by a taxing authority of the companys tax treatment

250、s,the company estimates the probability of acceptance by the taxing authority and,where acceptance is not probable,recognises the expected value of the uncertainty in either income tax expense or other comprehensive income,as appropriate.Tax Consolidation The company and its wholly-owned Australian

251、resident entities have formed a tax-Consolidated Group and are therefore taxed as a single entity from that date.The head entity within the tax-consolidated Group is AustChina Holdings Limited.The members of the tax-consolidated Group are identified in Note 22.Tax expense/income,deferred tax liabili

252、ties and deferred tax assets arising from temporary differences of the members of the tax-consolidated Group are recognised in the separate financial statements of the members of the tax-consolidated Group using the“separate taxpayer within group”approach by reference to the carrying amounts in the

253、separate financial statements of each entity and the tax values applying under tax consolidation.Current tax liabilities and assets and deferred tax assets arising from unused tax losses and relevant tax credits of the members of the tax-consolidated Group are recognised by the Company(as head entit

254、y in the tax-consolidated Group).Due to the existence of a tax funding agreement between the entities in the tax-consolidated Group,amounts are recognised as payable to or receivable by the Company and each member of the Group in relation to the tax contribution amounts paid or payable between the P

255、arent Entity and the other members of the tax-consolidated Group in accordance with the arrangement.46 Note 1 Summary of material accounting policy information(continued)(d)Exploration and evaluation assets Exploration,evaluation and development expenditures incurred are capitalised in respect of ea

256、ch identifiable area of interest.These costs are only capitalised to the extent that they are expected to be recovered through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recov

257、erable reserves.Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.When production commences,the accumulated costs for the relevant area of interest are amortised over the life of the area according

258、to the rate of depletion of the economically recoverable reserves.A regular review has been undertaken on each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.(e)Impairment of non-financial assets At the end of each reportin

259、g period the Group assesses whether there is any indication that individual assets are impaired.Where impairment indicators exist,recoverable amounts are determined and impairment losses are recognised in profit or loss where the assets carrying value exceeds its recoverable amount.Recoverable amoun

260、t is the higher of an assets fair value less costs to sell and value in use.For the purpose of assessing value in use,the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks

261、specific to the asset.Where it is not possible to estimate recoverable amount for an individual asset,recoverable amount is determined for the cash-generating unit to which the asset belongs.(f)Trade and other payables These amounts represent liabilities for goods and services provided to the Group

262、prior to the end of the financial year and which are unpaid.These amounts are unsecured and usually have 30 day payment terms.(g)Cash and cash equivalents Cash and cash equivalents include cash on hand,deposits held at call with financial institutions,other short-term,highly liquid investments with

263、original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.47 Note 1 Summary of material accounting policy information(continued)(h)Goods and Services Tax(“GST”)Revenues,expenses and assets are

264、recognised net of the amount of GST,except where the amount of GST incurred is not recoverable from the Australian Taxation Office(ATO).Receivables and payables are stated inclusive of the amount of GST receivable or payable.The net amount of GST recoverable from,or payable to,the ATO is included in

265、 other receivables or payables in the Consolidated Balance Sheet.Cash flows are presented on a gross basis.The GST components of cash flows arising from investing or financing activities which are recoverable from,or payable to the taxation authority,are presented as operating cash flows.(i)Financia

266、l instruments Initial recognition and measurement Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions to the instrument.For financial assets,this is the date that the Group commits itself to either the purchase or sale of the asset(i

267、e trade date accounting is adopted).Financial instruments(except for trade receivables)are initially measured at fair value plus transaction costs,except where the instrument is classified“at fair value through profit or loss”,in which case transaction costs are expensed to profit or loss immediatel

268、y.Where available,quoted prices in an active market are used to determine fair value.In other circumstances,valuation techniques are adopted.Trade receivables are initially measured at the transaction price if the trade receivables do not contain a significant financing component or if the practical

269、 expedient was applied as specified in AASB 15.63.Classification and subsequent measurement Financial liabilities All of the Groups financial liabilities are subsequently measured at amortised cost using the effective interest method.The effective interest method is a method of calculating the amort

270、ised cost of a debt instrument and of allocating interest expense in profit or loss over the relevant period.The effective interest rate is the internal rate of return of the financial asset or liability.That is,it is the rate that exactly discounts the estimated future cash flows through the expect

271、ed life of the instrument to the net carrying amount at initial recognition.48 Note 1 Summary of material accounting policy information(continued)(i)Financial instruments(continued)The Group does not have any financial liabilities classified as held for trading,designated as fair value through profi

272、t or loss or any financial guarantee contracts.A financial liability cannot be reclassified.Financial assets Financial assets are subsequently measured at:amortised cost;or fair value through profit or loss.Measurement is on the basis of two primary criteria:the contractual cash flow characteristics

273、 of the financial asset;and the business model for managing the financial assets.A financial asset that meets the following conditions is subsequently measured at amortised cost:the financial asset is managed solely to collect contractual cash flows;and the contractual terms within the financial ass

274、et give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding on specified dates.By default,all other financial assets that do not meet the measurement conditions of amortised cost and fair value through other comprehensive income are subsequently

275、measured at fair value through profit or loss.The Group initially designates a financial instrument as measured at fair value through profit or loss if:it eliminates or significantly reduces a measurement or recognition inconsistency(often referred to as“accounting mismatch”)that would otherwise ari

276、se from measuring assets or liabilities or Recognising the gains and losses on them on different bases;it is in accordance with the documented risk management or investment strategy,and information about the groupings was documented appropriately,so that the performance of the financial liability th

277、at was part of a group of financial liabilities or financial assets can be managed and evaluated consistently on a fair value basis;it is a hybrid contract that contains an embedded derivative that significantly modifies the cash flows otherwise required by the contract.The initial designation of th

278、e financial instruments to measure at fair value through profit or loss is a one-time option on initial classification and is irrevocable until the financial asset is derecognised.49 Note 1 Summary of material accounting policy information(continued)(i)Financial instruments(continued)Derecognition D

279、erecognition refers to the removal of a previously recognised financial asset or financial liability from the statement of financial position.Derecognition of financial liabilities A liability is derecognised when it is extinguished(ie when the obligation in the contract is discharged,cancelled or e

280、xpires).An exchange of an existing financial liability for a new one with substantially modified terms,or a substantial modification to the terms of a financial liability is treated as an extinguishment of the existing liability and recognition of a new financial liability.The difference between the

281、 carrying amount of the financial liability derecognised and the consideration paid and payable,including any non-cash assets transferred or liabilities assumed,is recognised in profit or loss.Derecognition of financial assets A financial asset is derecognised when the holders contractual rights to

282、its cash flows expires,or the asset is transferred in such a way that all the risks and rewards of ownership are substantially transferred.All of the following criteria need to be satisfied for derecognition of financial asset:the right to receive cash flows from the asset has expired or been transf

283、erred;all risk and rewards of ownership of the asset have been substantially transferred;and the Group no longer controls the asset(ie the Group has no practical ability to make a unilateral decision to sell the asset to a third party).On derecognition of a financial asset measured at amortised cost

284、,the difference between the assets carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.On derecognition of an investment in equity which was elected to be classified under fair value through other comprehensive income,the cumulative gain or loss p

285、reviously accumulated in the investment revaluation reserve is not reclassified to profit or loss,but is transferred to retained earnings.50 Note 1 Summary of material accounting policy information(continued)(i)Financial instruments(continued)Impairment The Group recognises a loss allowance for expe

286、cted credit losses on financial assets that are measured at amortised cost.Loss allowance is not recognised for financial assets measured at fair value through profit or loss.Expected credit losses are the probability-weighted estimate of credit losses over the expected life of a financial instrumen

287、t.A credit loss is the difference between all contractual cash flows that are due and all cash flows expected to be received,all discounted at the original effective interest rate of the financial instrument.The Group uses the simplified approach to impairment,as applicable under AASB 9:Financial In

288、struments.Simplified approach The simplified approach does not require tracking of changes in credit risk at every reporting period,but instead requires the recognition of lifetime expected credit loss at all times.In measuring the expected credit loss,a provision matrix for trade receivables was us

289、ed taking into consideration various data to get to an expected credit loss(ie diversity of customer base,appropriate groupings of historical loss experience,etc).Recognition of expected credit losses in financial statements At each reporting date,the Group recognises the movement in the loss allowa

290、nce as an impairment gain or loss in the statement of profit or loss and other comprehensive income.The carrying amount of financial assets measured at amortised cost includes the loss allowance relating to that asset.There are no expected credit losses in the Groups financial assets.51 Note 1 Summa

291、ry of material accounting policy information(continued)(j)Fair value of assets and liabilities The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis,depending on the requirements of the applicable Accounting Standard.Fair value is the price

292、the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly(ie unforced)transaction between independent,knowledgeable and willing market participants at the measurement date.As fair value is a market-based measure,the closest equivalent observable market prici

293、ng information is used to determine fair value.Adjustments to market values may be made having regard to the characteristics of the specific asset or liability.The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques.Thes

294、e valuation techniques maximise,to the extent possible,the use of observable market data.To the extent possible,market information is extracted from either the principal market for the asset or liability(ie the market with the greatest volume and level of activity for the asset or liability)or,in th

295、e absence of such a market,the most advantageous market available to the entity at the end of the reporting period(ie the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability,after taking into account transaction costs and transport c

296、osts).For non-financial assets,the fair value measurement also takes into account a market participants ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use.The fair value of liabilities and the entitys

297、own equity instruments(excluding those related to share-based payment arrangements)may be valued,where there is no observable market price in relation to the transfer of such financial instruments,by reference to observable market information where such instruments are held as assets.Where this info

298、rmation is not available,other valuation techniques are adopted and,where significant,are detailed in the respective note to the financial statements.(k)Investments in associates An associate is an entity over which the Group has significant influence.Significant influence is the power to participat

299、e in the financial and operating policy decisions of the entity but is not control or joint control of those policies.Investments in associates are accounted for in the consolidated financial statements by applying the equity method of accounting,whereby the investment is initially recognised at cos

300、t(including transaction costs)and adjusted thereafter for the post-acquisition change in the Groups share of net assets of the associate.In addition,the Groups share of the profit or loss and other comprehensive income is included in the consolidated financial statements.52 Note 1 Summary of materia

301、l accounting policy information(continued)(k)Investments in associates(continued)The carrying amount of the investment includes,when applicable,goodwill relating to the associate.Any discount on acquisition,whereby the Groups share of the net fair value of the associate exceeds the cost of investmen

302、t,is recognised in profit or loss in the period in which the investment is acquired.Profits and losses resulting from transactions between the Group and the associate are eliminated to the extent of the Groups interest in the associate.When the Groups share of losses in an associate equals or exceed

303、s its interest in the associate,the Group discontinues recognising its share of further losses unless it has incurred legal or constructive obligations or made payments on behalf of the associate.When the associate subsequently makes profits,the Group will resume recognising its share of those profi

304、ts once its share of the profits equals the share of the losses not recognised.The requirements of AASB 128:Investments in Associates and Joint Ventures and AASB 9:Financial Instruments are applied to determine whether it is necessary to recognise any impairment loss with respect to the Groups inves

305、tment in an associate.When necessary,the entire carrying amount of the investment(including goodwill)is tested for impairment in accordance with AASB 136:Impairment of Assets as a single asset by comparing its recoverable amount(higher of value in use and fair value less costs of disposal)with its c

306、arrying amount.Any impairment loss recognised forms part of the carrying amount of the investment.Any reversal of that impairment loss is recognised in accordance with AASB 136 to the extent that the recoverable amount of the investment subsequently increases.The groups investment in its associate h

307、as been impaired to nil.(l)Foreign Currency Transactions and Balances Functional and presentation currency The functional currency of each of the Groups entities is the currency of the primary economic environment in which that entity operates.The consolidated financial statements are presented in A

308、ustralian dollars,which is the Parent Entitys functional currency.Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transaction.Foreign currency monetary items are translated at the year-end exch

309、ange rate.Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction.Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.Exchange differences arising on the translation

310、 of monetary items are recognised in profit or loss,except exchange differences that arise from net investment hedges.53 Note 1 Summary of material accounting policy information(continued)(l)Foreign Currency Transactions and Balances(continued)Exchange differences arising on the translation of non-m

311、onetary items are recognised directly in other comprehensive income to the extent that the underlying gain or loss is recognised in other comprehensive income;otherwise the exchange difference is recognised in profit or loss.(m)Comparative Figures When required by Accounting Standards,comparative fi

312、gures have been adjusted to conform to changes in presentation for the current financial year.(n)New and Amended Accounting Policies Adopted by the Group AASB 2021-2:Amendments to Australian Accounting Standards Disclosure of Accounting Policies and Definition of Accounting Estimates The Group adopt

313、ed AASB 2021-2 which amends AASB 7,AASB 101,AASB 108 and AASB 134 to require disclosure of material accounting policy information rather than significant accounting policies in an entitys financial statements.It also updates AASB Practice Statement 2 to provide guidance on the application of the con

314、cept of materiality to accounting policy disclosures.The adoption of the amendment did not have a material impact on the financial statements.AASB 2022-7:Editorial Corrections to Australian Accounting Standards and Repeal of Superseded and Redundant Standards AASB 2022-7 makes editorial corrections

315、to various Australian Accounting Standards and AASB Practice Statement 2.It also formally repeals the superseded and redundant Australian Accounting Standards set out in Schedules 1 and 2 of this standard.The adoption of the amendment did not have a material impact on the financial statements.(o)New

316、 and Amended Accounting Policies Not Yet Adopted by the Group The AASB has issued a number of new and amended accounting standards and interpretation that are not mandatory for the first time in the reporting period ended 30 June 2024.The Group has assessed these standards and interpretations and de

317、termined that there are no standards or amendments to standards that are not yet effective that are expected to have a material impact on the Group in future reporting periods.The Group does not intend to early adopt any of the new standards or interpretations.It is expected that where applicable,th

318、ese standards and interpretation will have an immaterial impact to the Groups financial report.54 Note 2 Critical accounting estimates and judgements The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates.It also requires management

319、to exercise its judgement in the process of applying the Consolidated Entitys accounting policies.The directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge and best available current information.Estimates assume a reasonable expectation of f

320、uture events and are based on current trends and economic data,obtained both externally and within the Group.The estimates and underlying assumptions are reviewed on an ongoing basis.Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision effec

321、ts only that period or in the period and future periods if the revision affects both current and future periods.There were no key adjustments during the year which required estimates and/or judgements.Key judgements and estimates(i)Carrying value of exploration and evaluation assets,refer Note 10.Th

322、e Group has capitalised exploration expenditure of$16,264,251(2023:$15,799,132).This amount includes costs directly associated with exploration.These costs are capitalised until assessment and/or drilling of the permit is complete and the results have been evaluated.These costs include employee remu

323、neration,materials,rig costs,delay rentals and payments to contractors.The expenditure is carried forward until such a time as the area of interest moves into the development phase,is abandoned,sold or sub-blocks relinquished.Given exploration activities have not yet reached a stage which permits a

324、reasonable assessment of the existence or otherwise of recoverable resources and the difficulty in forecasting cash flows to assess the fair value of exploration expenditure there is uncertainty as to the carrying value of exploration expenditure.The ultimate recovery of the carrying value of explor

325、ation expenditure is dependent upon the successful development and commercial exploitation or,alternatively,sale of the interests in the tenements.There are no factors or circumstances which suggest that the carrying amount of remaining exploration and evaluation assets may exceed recoverable amount

326、.(ii)Fair value of the financial liabilities,refer Note 13.The Group has agreements with Oliver Lennox-King(Lennox-King),whereby Lennox-King has paid a net$1.5 million to the Group and in return the Group has agreed to pay Lennox-King a royalty equal to 1%of the gross value of coal sold from the ten

327、ements currently held by the Group,in the areas of the Moreton Energy Coal Project in the Clarence-Moreton Basin.The liability was initially recognised at fair value.Post initial recognition,the financial liability is accounted for in accordance with the Group policy for financial instruments set ou

328、t in Note 1(i).The royalty is only payable in the event of future production of coal.55 Note 2 Critical accounting estimates and judgements(continued)The Groups exploration and evaluation activities have not progressed to a stage to allow more reliable measurement of any future royalty payment oblig

329、ations.As such,the Board is of the view that the fair value at the time of the receipt of the funds remains the appropriate measure of fair value at reporting date.(iii)Share based payments The Group measures the cost of equity settled transactions with employees by reference to the fair value of th

330、e equity instruments at the date at which they are granted.The fair value is determined by using a Black Scholes option pricing model taking into account the terms and conditions upon which the instruments were granted.The accounting estimates and assumptions,including share price volatility,interes

331、t rates and vesting periods would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact the profit or loss and equity.(iv)Recovery of deferred tax assets,refer Note 6.Deferred tax assets are recognised for deductible temporary differe

332、nce only if the consolidated entity considers it is probable that future taxable amounts will be available to utilise those temporary differences and losses.(v)Carrying value of investment in associate,refer Note 24 The Companys investment in its associate has been reduced to nil.The Company continu

333、es to monitor the activities and financial capacity of its associate(Utilitas).Until such time as Utilitas is capable of capitalizing upon its project activities the value of the investment is likely to remain at nil.56 Note 3 Financial risk management The Groups activities expose it to a variety of financial risks;credit risk,liquidity risk and cash flow interest rate risk.The totals for each cat