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1、 ABN 64 639 427 099 Annual Report For the Financial Year Ended 30 June 2024 Aurumin Limited Annual Report For the year ended 30 June 2024 CONTENTS 2 PAGE Corporate Directory 3 Directors Report 4 Auditors Independence Declaration 41 Consolidated Statement of Profit or Loss and Other Comprehensive Inc
2、ome 42 Consolidated Statement of Financial Position 43 Consolidated Statement of Changes in Equity 44 Consolidated Statement of Cash Flows 45 Notes to the Consolidated Financial Statements 46 Consolidated Entity Disclosure Statement 67 Directors Declaration 68 Independent Auditors Report to the Memb
3、ers of Aurumin Limited 69 Additional Shareholder Information 75 Aurumin Limited Annual Report For the year ended 30 June 2024 CORPORATE DIRECTORY 3 Directors Mr Piers Lewis Non-Executive Chairman Mr Bradley Valiukas Managing Director Mr Shaun Day Non-Executive Director Mr Daniel Raihani Non-Executiv
4、e Director Company Secretary Victor Goh Registered and Principal Office C/-SmallCap Corporate Pty Ltd Unit 1,295 Rokeby Road Subiaco WA 6008 Phone:+61 8 6555 2950 Email:.au Website:.au Stock Exchange Listing Australian Securities Exchange(ASX)ASX Code:AUN Share Registry Computershare Investor Servic
5、es Pty Limited Level 17,221 St Georges Terrace Perth WA 6000 Phone(within Australia):1300 850 505 Phone(outside Australia):+61 3 9415 4000 Auditor Hall Chadwick WA Audit Pty Ltd 283 Rokeby Road Subiaco WA 6008 Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 4 The direc
6、tors present their report,together with the financial statements,on the consolidated entity(referred to hereafter as“Aurumin”or“the Group”)consisting of Aurumin Limited(referred to hereafter as the“Company”or“parent entity”)and the entities it controlled at the end of,or during,the year ended 30 Jun
7、e 2024.1)BOARD OF DIRECTORS The names of the Companys directors in office during and since the financial year until the date of the report are as follows:Directors Position Piers Lewis Non-Executive Chairman Bradley Valiukas Managing Director Shaun Day Non-Executive Director Daniel Raihani Non-Execu
8、tive Director(appointed 1 December 2023)2)INFORMATION ON DIRECTORS Piers Lewis(19 May 2020 current)Mr Lewis is a Chartered Accountant and Chartered Company Secretary with over 20 years global corporate experience.Mr Lewis currently sits on the Board of OD6 Metals Limited and Noronex Limited,and serv
9、es as company secretary on several ASX listed companies,including Grange Resources Limited.Mr Lewis holds a Bachelor of Commerce(Accounting and Finance),and is a Chartered Accountant and member of the Governance Institute of Australia.Interest in shares and options at the date of this report 2,667,1
10、47 Ordinary Shares 100,000 Options with an exercise price of$0.40 expiring 31 July 2025.120,000 Option with an exercise price of$0.25 expiring 31 July 2026750,000 Option with an exercise price of$0.06 expiring 31 July 2027.Directorships held in other listed entities(last 3 years)Noronex Limited(curr
11、ent)OD6 Metals Limited(current)Bradley Valiukas(28 February 2020-current)Mr Valiukas is a mining engineer with 25 years operational,management and executive experience in underground and open pit operations across multiple commodities around Australia and internationally.He has extensive experience
12、in the rectification and expansion of existing operations and the direct responsibility for multiple new mines.Mr Valiukas holds a Bachelor of Engineering(Mining)from the University of NSW,a Graduate Certificate in Economics from Murdoch University and is a member of the AusIMM.He has held multiple
13、senior management roles including as COO at companies including Mincor Resources,Focus Minerals and Manager-Technical Services at Northern Star Resources.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 5 Interest in shares and options at the date of this report 8,104,6
14、42 Ordinary Shares 1,333,333 Options with an exercise price of$0.40 expiring 31 July 2025.2,400,000 Options with an exercise price of$0.25 expiring 31 July 2026.15,000,000 Options with an exercise price of$0.06 expiring 31 July 2027.Directorships held in other listed entities(last 3 years)Kaiser Ree
15、f Limited(current)Shaun Day(19 May 2020 current)Mr Day is an experienced professional with over 20 years of experience in executive and commercial roles across mining,infrastructure and investment banking.Mr Day was previously the CFO of Northern Star Resources Ltd,Sakari Resources Ltd and Straits R
16、esources Ltd.Mr Day is Chairman of Blue Ocean Monitoring Limited and a member of the Senate of the University of Western Australia.Mr Day is currently the Managing Director of London listed Greatland Gold PLC.Interest in shares and options at the date of this report 425,000 Ordinary Shares 100,000 O
17、ptions with an exercise price of$0.40 expiring 31 July 2025.100,000 Options with an exercise price of$0.25 expiring 31 July 2026562,500 Options with an exercise price of$0.06 expiring 31 July 2027.Directorships held in other listed entities(last 3 years)Greatland Gold PLC(current)Daniel Raihani(1 De
18、cember 2023 current)Mr Raihani is an Accountant and Tax Professional with a wide range of experience at the Executive level in for-profit and not-for-profits.Currently Mr Raihani has controlling equity positions and directorships in companies involved in real estate sales and management,property dev
19、elopment,manufacturing,automotive exports,and tax consultancy,with offices in the UAE,Sydney&Hong Kong.Mr Raihani is a member of the Australian Institute of Company Directors(MAICD)and a Justice of the Peace.He holds a Bachelor of Business and Diploma of Financial Services.He is a non-executive dire
20、ctor of ASX listed company FirstAu Limited(ASX:FAU).Interest in shares and options at the date of this report 55,000,000 Ordinary Shares 10,000,000 Options with an exercise price of$0.06 expiring 22 December 2026 Directorships held in other listed entities(last 3 years)First Au Limited(current)Aurum
21、in Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 6 3)COMPANY SECRETARY Yew Thai(Victor)Goh(Appointed 16 June 2020 current)Mr Goh is a corporate advisor and accountant at SmallCap Corporate,providing accounting and company secretarial services for a number of listed and unlis
22、ted companies.Mr Goh holds a Bachelor of Commerce from the University of Western Australia and is a member of Chartered Accountants Australia and New Zealand.4)PRINCIPAL ACTIVITIES Aurumin Limited is an ASX-listed mineral exploration Company focused on the Sandstone region in Western Australia.The S
23、andstone Gold Operations were cornerstoned by the acquisition of the Central Sandstone Project by the Company in early 2022.In addition to the Sandstone Operations,the Company has a significant landholding at its Southern Cross Operations.5)FINANCIAL RESULTS The financial results of the Company for
24、the year ended 30 June 2024 are:30/06/2024 30/06/2023%Change Cash and cash equivalents($)919,692 1,416,548(34%)Net assets($)14,092,216 11,181,802 4%Other income($)423,892 108,154 240%Net loss after tax($)(3,080,508)(6,154,996)(8%)6)DIVIDENDS PAID OR RECOMMENDED The directors do not recommend the pay
25、ment of a dividend and no amount has been paid or declared by way of a dividend to the date of this report.7)REVIEW OF OPERATIONS Summary Aurumins strategy is to acquire or define sufficient mineral resources to progress to mining and production,where the Company has strong management experience.We
26、are pleased with the results and developments at both our Sandstone and Southern Cross Operations Highlights include:April Sandstone Drilling Campaign 20,21 24,26 Plum Pudding Extensional Drilling:SN_XP_RC_24_0036 18m 25.80g/t Au from 30m(including 2m unexpected void 0.0g/t)including 2m 215.20g/t Au
27、 from 43m and 7m 1.48g/t Au from 71m Mt Klempt South-New Target:SN_XP_RC_24_0006 2m 11.02g/t Au from 16m and 1m 1.20g/t Au from 22m and 2m 1.24g/t Au from 34m SN_XP_RC_24_0002 3m 1.26g/t Au from 51m Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 7 SN_XP_RC_24_0007 2m
28、3.69g/t Au from 44m Two Mile Hill West-New Target:SN_XP_RC_24_0018 1m 3.87g/t Au from 71m and 3m 2.19g/t Au from 77m Old Town Trend-New Target:SN_XP_RC_24_0010 2m 3.44g/t Au from 37m and 2m 1.03g/t Au from 45m Mt Palmer Drilling 10 Pegmatites intersected over broad widths and confirmed to be lithium
29、-caesium-tantalum(LCT)pegmatites Low level lithium mineralisation.Max values up to 940ppm Li(0.2%Li2O)over 1m Mt Palmer Divestment 25 Binding Term Sheet(Agreement)with Kula Gold Limited(ASX:KGD)(Kula),for Kula to acquire the Mt Palmer Project(tenements M77/406,E77/2210,E77/2423,E77/2668)Aurumin to r
30、eceive$250,000,in shares or cash at Kulas option,upon Completion for Kula to acquire a 51%interest in the Tenements and Mining Information.Kula to spend$1,000,000 to earn a further 29%interest over 3 years;thereafter spending will be pro rata or Aurumin will dilute to a 1%royalty Sale of Mt Dimer Mi
31、ning Tenements to Beacon Minerals 9,11,15 Mining tenements M77/427,M77/428,M77/957,M77/958,M77/965,P77/4568,L77/0083,L77/0135,L77/0147,L77/328(application),L77/329(application),L77/330(application),L16/135(application)divested by Aurumin to Beacon Minerals Limited(ASX:BCN)(Beacon)Cash consideration
32、of$3.0M Aurumin to receive a 2%net smelter return royalty on the Mt Dimer Mining Tenements on gold production above 12,000 ounces and 2%net smelter return royalty on all other minerals recovered from the tenements Sale of Mt Dimer Iron Ore Rights 12 Iron Ore rights for exploration licence E77/2662 a
33、nd exploration licence applications E77/2974,E77/2983 and E77/2985 sold to MinRes Cash consideration of$250k is payable to Aurumin on satisfaction of the Conditions Precedent Progress payment of$250k on granting of first programme of works(PoW)Other progress payments up to a total of$1M on decision
34、to mine,approvals to mine and mining Aurumin will also receive a$1.00/t royalty on Iron Ore exported Aurumin to conduct MinRes approved exploration activity and receive a management fee Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 8 Karramindie Project Sale 7,8 Sale
35、 of E15/1769 to Lithium Resources Investments Pty Ltd(a subsidiary of Mineral Resources Limited)Cash consideration of$500,000 Sale proceeds were used to reduce the Convertible Note that the Company has in place Final Redemption Notice for Remaining Convertible Note 17 Aurumin issued a final redempti
36、on notice to Collins St Asset Management and repaid the remaining balance of the Convertible Note($1.07M)from available cash on hand Aurumin is now debt free Drill for Equity Agreement with Topdrill 19 Agreement refreshed with Topdrill Pty Ltd(Topdrill).The drill for equity agreement allows Aurumin
37、flexibility to increase drilling and preserve cash Subsequent to the end of the financial year,Aurumin announced the discovery of high-grade iron ore at the Sandstone Project.27 High-grade rock-chip assays were returned with grades up to 67%Fe from a series of banded iron formations over a discontin
38、uous strike 6km demonstrating potential for Direct Shipping Iron Ore(DSO)on mining leases.This discovery is located proximal to main sealed road currently used for hauling DSO iron ore and opens up potential for complimentary synergies with the progressing gold project.Southern Geoscience Consultant
39、s have been engaged to undertake modelling of the Companys existing geophysical datasets,including gravity and magnetics,to aid in quantifying an Exploration Target for iron ore.28 No sampling for iron has been conducted on historical drilling and Aurumin has been able to select historical drillhole
40、s for assay and an initial evaluation of iron ore potential.Approximately 320 sample pulps have been retrieved and submitted for iron and multi-element assay.29 Aurumin has also released its plans for the next round of drilling at Aurumins Sandstone Gold Operations.26,29 All drilling permits are gra
41、nted and drill site preparation is underway.Drilling will target new iron ore targets as well as follow up the recent 18m 25.80g/t Au,from 30m,result at Plum Pudding,targeting resource extension.Drilling will also complete the second round drilling for mining lease gold targets including Mt Klempt S
42、outh,Two Mile Hill West and Old Town Trend and the first drill programme for the prospective Birrigrin,Dandaraga and E57/1140 Projects.As we plan and execute our exploration programmes,we do so with a focus on good environmental,social and governance standards.We have made a conscious effort on buyi
43、ng local wherever possible,rehabilitating as we go(including rehabilitating historical exploration and production sites)and ensuring all staff and contractors follow safe working practices.The Company recorded no Lost Time Injuries(LTIs)during the reporting period.Sandstone Operations Sandstone Oper
44、ations consists of the Sandstone and Birrigrin Projects as well as the Johnson Range Project and has a combined mineral resource estimate of 946koz(881koz at Sandstone and 65koz at Johnson Range).1,2,3 Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 9 The Sandstone pro
45、ject is centred approximately 10 kilometres south of Sandstone,approximately 600km northeast of Perth in the East Murchison Mineral Field,Western Australia(WA).The Project Area can be accessed by a gravel airstrip located north of the township or via the sealed highway between Mt Magnet and Leinster
46、.The airstrip is suitable for light aircraft during daylight hours and services the mining operation and local community.The Birrigrin Project is approximately 70km north of this area.The Johnson Range Project is located midway between Southern Cross and Sandstone.The Birrigrin Project area was adde
47、d in late 2022 and is 70km north of the Central Sandstone Gold Project.The Project has 39 mapped shafts dating to the early 1900s with recorded production grades up to 196g/t Au.The Central Sandstone Project also has DSO iron ore potential,that the company is looking to advance in parallel with the
48、gold Resources.The company has identified a discontinuous 6km strike of banded iron outcrops,with potential widths of 5 to 40m and a peak grade of 67%Fe from rock chips.27,28,29 Central Sandstone Project April Sandstone Drilling Campaign 20,21,24,26 Aurumin completed a 38 hole RC programme with 7 ne
49、w open pit targets tested with first pass exploration drilling,and 2 open pit resources further tested(see ASX release 15 April 2024).The campaign was a success,with 4 of the 7 new targets returning positive results and extensional drilling returning a bonanza result at the Plum Pudding deposit.Plum
50、 Pudding The Plum Pudding Resource is located 800m west of the Sandstone Processing Plant footprint and 3km west of the Ridge and McClaren deposits.At Plum Pudding there are limited laterite workings,an existing resource of 14,100oz and likely some minor underground workings,identified in the April
51、drilling campaign.Completed Work and Interpretation The recent drilling at Plum Pudding successfully extended and confirmed that the resource remains open on the margins,with an outstanding result of 18m 25.80g/t Au from 30m and 7m 1.48g/t Au from 71m(Figure 1 and Figure 2).Mineralisation at Plum Pu
52、dding occurs as a sub-vertical zone of stockwork quartz veining within sheared ultramafic rocks.The bonanza grade intercept may represent a localised sub-horizontal supergene enrichment,potentially from a hitherto unidentified sub-vertical structure.Gold mineralisation was observed to persist in sto
53、ckwork veining from the oxide into fresh ultramafic rock.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 10 Figure 1 SN_XP_RC_24_0036 with assays.20m window,block model clipped to section;looking north on 6889831mN.Aurumin Limited Annual Report For the year ended 30 Ju
54、ne 2024 DIRECTORS REPORT 11 Figure 2 Plan View of Plum Pudding Drilling Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 12 Mt Klempt South The Mt Klempt South target area is located 1.5km east of the Sandstone Processing Plant footprint and 0.5km west of the Ridge and
55、McClaren deposits.Aurumins 2022 Auger programme confirmed a strong gold anomaly,which coincides with areas of extensive prospector activity and some shallow historical workings.Completed Work and Interpretation The April programme of 6 holes at Mt Klempt South was designed to test for shear type min
56、eralisation and potential relationships to interpreted intrusive bodies.The area has been historically mined by scraping with further pushing and detecting by generations of prospectors.There are several shallow workings preserved however the bulk of activity appears to have terminated at the extens
57、ive hard cap.Four of the six holes from the April drilling campaign returned intersections consistent with structurally controlled mineralisation.Critically the mineralisation identified is below the hard cap and alluvial signatures that swamp the area.Mineralisation appears to be associated with qu
58、artz veining and shearing and has potentially identified subparallel high-grade structures over a strike of 160m at shallow depths.Highlights form the April drilling campaign include 2m 11.02g/t Au from 16m(SN_XP_RC_24_0006),2m 3.69g/t Au from 44m(SN_XP_RC_24_0007)and 3m 1.26g/t Au from 51m(SN_XP_RC
59、_24_0002)(Figure 3).Figure 3 Old Town Trend and Mt Klempt South Drilling Results Over Gridded Auger Gold Geochemistry.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 13 Old Town Trend The Old Town Trend Target was identified in Aurumins 2022 auger geochemical programme
60、.The target represents the intersection of the projection of the ENE striking mineralised trend that hosts the Old Town Well Resource and southeast striking stratigraphy.A low west-northwest striking fault has been interpreted to run through the area.Completed Work and Interpretation Several positio
61、ns were drilled in the April campaign.Quartz veining was intercepted in all holes,with the best results received from SN_XP_RC_24_0010 which returned 2m 3.44g/t Au from 37m and 2m 1.03g/t Au from 45m.Hole SN_XP_RC_24_0013 also returned 1m 1.97g/t Au from 42m(Figure 3).Drill hole SN_XP_RC_24_0010 is
62、the most northerly of the holes drilled,and the hole most closely targeting the projected trend of the inferred Old Town Well structure.Results were closely associated with massive quartz veining suggesting a structural component and were consistent with historical RAB drilling approximately 150m to
63、 the southeast which included 10m 1.1g/t Au(NGP2863)and 26m 1.1g/t Au(NGP2860).A further 200m to the northwest of this intercept historical RAB drilling has returned similar shallow but wide intercepts 26m 1.1g/t Au(NGP2860).The drilling at Old Town Trend has highlighted a 400m prospective corridor
64、striking northwest southeast.Two Mile Hill West Two Mile West is an interpreted extension of the BIF that hosts the Shillington deposit and is located 800m directly west of the Two Mile Hill open pit.Completed Work and Interpretation Drilling at Two Mile Hill West was designed to test a 400m broadly
65、 defined north-northwest trending structural corridor,interpreted to host several north striking faults that represent potential gold feeder structures to multiple BIF horizons,and a resultant 600m gold in soil anomaly in the target area.Final results from the April drilling campaign include 3m 2.19
66、g/t Au from 77m and 6m 0.68g/t Au from 89m(SN_XP_RC_24_0018)surrounding completely clay altered zones within the BIF and mafic succession.The localised clay zones may represent the inferred structural features(Figure 4).Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 1
67、4 Figure 4 Two Mile Hill West Drilling Results Over Gridded Auger Gold Geochemistry.Targets and Planned Work 26 Subsequent to the end of the year Aurumin announced its plans for a drill programme that will follow up on the recent drilling results,look to expand the existing Resource at Plum Pudding
68、and flesh-out some of the confirmed new gold and iron ore targets on the mining leases discussed above.Additionally the drill programme will step further afield to regional projects and prospects for the first time for Aurumin at Sandstone Operations.Drilling will extend to the Birrigrin Project and
69、 Dandaraga prospect areas and test Aurumin generated UltraFine soil targets on E57/1140.Greater detail of the targets to be drilled,and Aurumins ongoing exploration plans can be found in ASX release dated 02/07/2024.E57/1140 UltraFine Soil Results 26 Tenement E57/1140 is located 3.5km to the west of
70、 the Central Sandstone mining leases.In the southern end of the lease the geology is characterised by a north-northeast striking mafic volcanic sequence surrounding a series of narrow BIF,and dolerite/gabbro with a known,approximately bedding conformable,felsic intrusive.The stratigraphy is crosscut
71、 in places by northwest striking faults generating prospective cross cutting structural controls.In the north of the tenement the geology folds through 40 degrees.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 15 Completed Work and Interpretation Ultrafine soil geoche
72、mistry results for the southern portion of tenement E57/1140 have been returned.Aurumin previously reported results for the northern portion of the tenement with several prospective areas identified(see ASX announcement 30/01/2023).These new results were collected on a 100 by 200m spaced grid on eas
73、t-west lines.The results have highlighted a number of additional prospective anomalies that are coincident with structural and stratigraphic targets.The targets are sited west and north of the previously mined Bulchina open pit(Figure 5).The Secret South area is a strong gold anomaly that traces the
74、 trend of a felsic intrusive striking SSW on the eastern edge of the greenstone belt flanking Sandstone.Historical drilling on this unit includes high grade intercepts from RAB drilling including 9m 10.5g/t Au(DBP0757),5m 65.4g/t Au(DBP0778)and 3m 0.81g/t Au(DBP0785)(See WAMEX A56581).Grades appear
75、to be localised where northwest striking camp scale structures intersect and displace stratigraphy.Target 2A corresponds to a strong gold and arsenic anomaly at the intersection of interpreted structural features which displace prospective stratigraphy.The faulting potentially creates the opportunit
76、y for an area of increased fluid flow through an area of banded iron that may be thickened by faulting and folding locally.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 16 Figure 5.Newly returned Ultrafine Soil results(Au)Showing New Geochemical,Structural and Lithol
77、ogical Targets Over Interpreted Geology(after Standing,J.,2001).Sandstone Footprint Further Increased with Acquisitions 6,22 During the year Aurumin completed two transactions to acquire an additional seven tenements in the Sandstone region,further solidifying its position at its flagship asset.The
78、first agreement involved Aurumin acquiring private company Kurnod Pty Ltd(Kurnod).Kurnod holds exploration tenement applications E57/1294 and E57/1302 that were drawn first in time in recent tenement ballots(Figure 1).The tenement applications are located adjacent to,or proximal to,existing tenure a
79、t Aurumins 881koz Au Sandstone Gold Project.Both tenement applications are located within the proven Youanmi Terrane Greenstone(greater than 1Moz Au has been produced regionally).E57/1294 adjoins Aurumins Central Sandstone mining tenements to the north-east and contains the Hacks Creek Structure run
80、ning NNW through the length of the tenement.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 17 E57/1302 further consolidates the greenstone trend that hosts the Bellchambers,Bulchina and Golden Raven mineralisation.Key Terms of the acquisition were:$32,087 cash(Conside
81、ration Cash)One million(1,000,000)Aurumin Limited shares at a deemed issue price of$0.03 1%net smelter return(NSR)royalty The second transaction saw Aurumin acquire five additional tenements and 60km2 of Youanmi Terrane Greenstone in the Sandstone District from a syndicate of private holders.These t
82、enements have existing targets,including historical workings and mineralisation trends including the Good Hope deposit which was mined at 29t 23.17g/t Au in early 1900s 31.Key terms of the acquisition were:$130,000 cash 4.5M Aurumin Limited shares at a deemed issue price of$0.04 Additionally the San
83、dstone region has had a number of exploration leases granted over the past year.The current footprint at the Sandstone Project is shown in Figure 6.Figure 6.Sandstone Project Tenements Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 18 Southern Cross Operations Aurumin
84、s Southern Cross Operations consist of the Mt Dimer and Mt Palmer Projects.Mt Dimer regionally has a substantial tenure footprint with gold and iron ore potential.The Company is currently working towards completion of the sale of iron ore rights to MinRes for a combination of upfront and milestone c
85、ash payments and a$1/t royalty.12 The Mt Dimer Mining Tenements have been divested to Beacon Minerals Limited(Beacon).Historically the Mt Dimer Mining Tenements produced over 125,000 ounces of gold from open pit and underground production of approximately 600,000 tonnes 6.4g/t.Aurumin retains a 2%ne
86、t smelter return royalty on gold production above 12,000 ounces and on all other minerals and Beacon have released an initial Reserve of 21,100 oz Au.15,30 The Mt Palmer Project historically produced via open pit and underground methods,generating approximately 158,000 ounces of gold at an average g
87、rade of 15.9g/t.Aurumin has divested 51%of Mt Palmer to Kula Gold Limited,who can earn up to 80%by spending a$1M over 3 years.Aurumin can dilute to a 1%royalty on all minerals.25 Mt Palmer Mt Palmer Divestment 25 During the year Aurumin entered into a Binding Term Sheet(Agreement)with Kula Gold Limi
88、ted(ASX:KGD)(Kula),for Kula to acquire the Mt Palmer Project(tenements M77/406,E77/2210,E77/2423,E77/2668,P77/4527(added by agreement).Key Terms of Agreement included:Aurumin to receive$250,000,in shares or cash at Kulas option,upon Completion for Kula to acquire a 51%interest in the Tenements and M
89、ining Information Kula to spend$1,000,000 to earn a further 29%interest over 3 years;thereafter spending will be prorate or Aurumin will dilute Aurumins equity position will convert to a 1%gross royalty if it dilutes to less than 10%.If Kula elects not to proceed with the Stage 2 Earn-In,or does not
90、 satisfy the Stage 2 Earn-In Interest Condition within the 3 year period Aurumin shall be able,at its sole discretion,to purchase back a 2%Joint Venture Percentage Share in the Tenements for AU$1.00 Kula to be responsible for maintaining tenements in good standing Subsequent to the end of the financ
91、ial year conditions precedent were met and Kula has commenced drilling at the Mt Palmer Project(ASX:KGD 29/08/2024 and 26/09/2024).Diamond Drilling Targeting Lithium 7 Four diamond holes targeting lithium-bearing pegmatites were completed at Vickers Find South at Mt Palmer in July 2023 as part of th
92、e Department of Mines,Industry Regulation and Safety(DMIRSs)Exploration Incentive Scheme(EIS)funding agreement,for a total of 994m drilled(Figure 7).Vickers Find South has been identified as prospective for lithium mineralisation based on confirmed pegmatites within a mafic-ultramafic sequence in a
93、geological setting analogous to the Mt Holland lithium deposit located approximately 65km to the south.Previous exploration has identified lithium and pathfinder element anomalism from rock chip,soil,and drill spoil sampling programmes.Aurumin Limited Annual Report For the year ended 30 June 2024 DI
94、RECTORS REPORT 19 Previous orientation drilling confirmed sheet like pegmatites 20m in thickness,while geochemical analysis identified potentially fertile source material with extensive pathfinder elements and low-level lithium but had limited testing due to ground conditions and water ingress.This
95、round of drilling aimed to test the most prospective targets from the“Goldilocks Zone”,that were unable to be drilled previously due to permitting requirements,and was targeted on existing geochemical multielement anomalism,with lithium results up to 146ppm and tantalum results up to 391ppm.All four
96、 holes intersected pegmatite and pegmatitic granite sheets over varying thicknesses from 1m up to 60m.The four holes were drilled to an average depth of 250m to adequately test the high priority targets.Lithium results returned were subdued with a best individual assay result of 940ppm Li(0.2%Li2O)w
97、ithin broader intervals of low-level lithium(100 ppm Li)and pathfinder elements anomalism.The anomalous lithium and pathfinder element results indicate the pegmatites to be LCT in nature however the lithium results indicate the pegmatites within the Vickers Find South prospect to be limited in lithi
98、um mineralisation.Figure 7.Diamond drillhole collar locations over ultrafine soil sample lithium results and other samples.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 20 Mt Dimer Divestment of Mt Dimer Mining Tenements 5,6,8 During the financial year Aurumin entere
99、d into and completed the sale of the Mt Dimer mining leases and miscellaneous licences to Beacon Minerals Ltd(Beacon).The sale involved M77/427,M77/428,M77/957,M77/958,M77/965,P77/4568,L77/0083,L77/0135,L77/0147,L77/328(application),L77/329(application),L77/330(application),L16/135(application)(Mt D
100、imer Mining Tenements).The Mt Dimer Mining Tenements host the high-grade Lightning and Golden Slipper Deposits and are located 120km north-east of Southern Cross.As part of the sale process,Beacon subscribed to a$500,000 placement(20,000,000 shares at a price of$0.025)in Aurumin in exchange for an e
101、xclusivity period,commencing on the signing of the Sale Agreement,to finalise due diligence and other conditions precedent on the Mt Dimer Mining Tenements.Key Terms of the sale were:Cash consideration of$3.0M 2%net smelter return royalty on the Mt Dimer Mining Tenements on gold production above 12,
102、000 ounces and a 2%net smelter return royalty on all other minerals recovered from the tenements The sale sees Aurumin retain the exploration footprint at Mt Dimer whilst unlocking upside from the Mining Tenements with continued participation through a royalty.Subsequent to the end of the financial
103、year,Beacon announced a maiden ore reserve defined by pre-feasibility study of 21,000 recoverable ounces for Lightning and Golden Slipper using a gold price of$AU 3,400(ASX:BCN 06/08/2024).Sale of Mt Dimer Iron Ore Rights 4 During the year Aurumin executed a binding term sheet(Term Sheet)with Polari
104、s Metals Pty Ltd,a subsidiary of Mineral Resources Limited(MinRes)for the sale of the Iron Ore rights on four of Aurumins Mt Dimer exploration tenements(Iron Ore Rights).Tenements involved in the agreement are E77/2662,E77/2974(application),E77/2983(application)and E77/2985(application).Key Terms of
105、 the sale are:Cash consideration of$250k is payable to Aurumin on satisfaction of the Conditions Precedent Progress payment of$250k on granting of first programme of works(PoW)Other progress payments up to a total of$1M on decision to mine,approvals to mine and mining Aurumin will also receive a$1.0
106、0/t royalty on Iron Ore exported Conditions Precedent include:Grant of the exploration licences Obtaining all necessary regulatory,statutory or other approvals to effect the transaction Other highlights:Reimbursement by MinRes of tenement outgoings Expenditure by MinRes of no less than minimum expen
107、diture obligations for the tenements Aurumin to conduct MinRes approved exploration activity and receive a management fee Iron Ore means hematite ore and hematite bearing material.The remaining conditions precedent are to be satisfied within 12 months from execution of the term sheet(or such later d
108、ate agreed between the parties)Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 21 and are all in progress with no objections to the grant of the tenements.Investors are cautioned that,whilst the Term Sheet is binding,it is still conditional on the conditions precedent
109、and,if any conditions precedent are not satisfied or waived,then completion will not occur.Sustainability Aurumins commitment to Environment,Social and Governance(ESG)principals aligns to our Core Values of Integrity,Respect,Responsibility and Achievement.Aurumin believes that environmental stewards
110、hip and social responsibility is integral to the success of its businesses.We strive to adhere to the best industry standards and governance in order to create additional value for our stakeholders and shareholders.At the current stage of the company activities,our ESG priorities include:Environment
111、al Stewardship-Aurumin is committed to ensuring all exploration activities are conducted responsibly,that risks and impacts from historical activities are minimised Support Local-Wherever practicable,Aurumin utilises local contractors and,purchases good and services in the local community Mutual Ben
112、efit-Aurumin is committed to developing enduring and mutually beneficial outcomes for all stakeholders Low Carbon-Aurumin is committed to minimising the carbon footprint and environmental impact of future development Some of our initiatives undertaken to date include:Local Procurement Wherever possi
113、ble,Aurumin utilises local contractors and,purchases good and services in the local community.This includes using local earthmoving contractors,drilling companies and employing local residents to undertake care and maintenance activities at our Sandstone Project.Supporting local communities also inc
114、luded the sponsorship of local events such as the Southern Cross Motocross Club Event.Environmental Surveys and Monitoring Vegetation mapping has been completed across the projects to understand the ecosystem that we operate within,thus aiding in the implementation of environment management measures
115、 to minimise operational footprints and conserve ecological values.Monitoring of Malleefowl mounds at the Mt Dimer Project was completed to track our potential impacts on biodiversity in the area.Rehabilitation Aurumin is committed to progressive rehabilitation to ensure disturbance footprints are m
116、inimised and ecosystem functioning are restored within project areas.Energy Efficiency Wherever possible,Aurumin contracts with parties that are committed to reducing greenhouse gas emissions.Additionally,where practicable the use of existing transport services to move personnel including other mini
117、ng company charter flights have been used.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 22 Health and Safety Continuing to improve health and safety within our workforce and contractor is always a priority.During this period systems of work were refined including haz
118、ard identification and risk assessments,these refinements incorporated the acknowledgment,awareness and ongoing management of psychosocial aspects across the business.The Company is pleased to report that it had no Lost Time Injuries(LTIs)during the reporting period relating to exploration activitie
119、s.The health and safety of our staff and contractors is paramount in all of our endeavours.Competent Persons Statements The information in this release that relates to exploration results,data quality,geological interpretations and mineral resources for the Central Sandstone Project were first relea
120、sed in the Companys announcements dated 16 December 2021,25 March 2022,28 April 2022,2 May 2022,9 June 2022,21 June 2022,11 July 2022,11 August 2022,26 August 2022,5 September 2022,12 September 2022,6 October 2022,31 October 2022,25 November 2022,30 January 2023,23 May 2023,17 July 2023,27 November
121、2023,3 January 2024,3 April 2024,15 April 2024,22 April 2024,28 May 2024,2 July 2024,18 July 2024,25 July 2024 and 23 August 2024.The Company confirms that it is not aware of any new information or data that materially affects the information included in the announcements and confirms that all mater
122、ial assumptions and technical parameters underpinning the estimates in the relevant market announcements continue to apply and have not materially changed.The information in this release that relates to exploration results,data quality,geological interpretations and mineral resources for the Birrigr
123、in Project were first released in the Companys announcement dated 24 November 2022.The Company confirms that it is not aware of any new information or data that materially affects the information included in the announcements and confirms that all material assumptions and technical parameters underp
124、inning the estimates in the relevant market announcements continue to apply and have not materially changed.The information in this release that relates to exploration results,data quality,geological interpretations and mineral resources for the Johnson Range Project were first released in the Compa
125、nys announcement dated 25 August 2021.The Company confirms that it is not aware of any new information or data that materially affects the information included in the announcement and confirms that all material assumptions and technical parameters underpinning the estimates in the relevant market an
126、nouncement continue to apply and have not materially changed.The information in this release that relates to exploration results,data quality,geological interpretations and mineral resources for the Mt Dimer Gold and Silver Project were first released in the Companys announcements dated 8 December 2
127、020,22 December 2020,27 January 2021,8 March 2021,22 April 2021,1 September 2021,3 November 2021,17 December 2021,27 April 2022,18 October 2023 and 28 December 2023.The Company confirms that it is not aware of any new information or data that materially affects the information included in the announ
128、cements and confirms that all material assumptions and technical parameters underpinning the estimates in the relevant market announcements continue to apply and have not materially changed.The information in this release that relates to exploration results,data quality,geological interpretations an
129、d mineral resources for the Mt Dimer Iron Ore Project were first released in the Companys announcement dated 11 February 2022 and 24 November 2023.The Company confirms that it is not aware of any new information or data that materially affects the information included in the announcements and confir
130、ms that all material assumptions and technical parameters underpinning the estimates in the relevant market announcements continue to apply and have not materially changed.except as updated in this announcement.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 23 The inf
131、ormation in this release that relates to exploration results,data quality,geological interpretations and mineral resources for the Mt Palmer Project were first released in the Companys announcements dated 3 June 21,20 October 2021,24 March 2022,21 April 2022,27 April 2022,10 May 2022,3 June 2022,21
132、June 2023 and 3 November 2023.The Company confirms that it is not aware of any new information or data that materially affects the information included in the announcements and confirms that all material assumptions and technical parameters underpinning the estimates in the relevant market announcem
133、ents continue to apply and have not materially changed.References ASX Announcements 1 25-Aug-21 64,700oz Johnson Range Mineral Resource Estimate 2 16-Dec-21 Aurumin To Acquire 784,000oz Au Sandstone Gold Project 3 31-Oct-22 Re-release-Sandstone Resource Increased to 946koz 4 21-Jun-23 Drilling for L
134、ithium at Mt Palmer to Commence 5 12-Jul-23 Drilling for Lithium at Mt Palmer Completed 6 17-Jul-23 Aurumin Expands Footprint at Sandstone 7 3-Aug-23 Agreement to Sell Karramindie Project Assets 8 31-Aug-23 Completion of Karramindie Project Sale 9 18-Oct-23 Sale of Mt Dimer Mining Tenements 10 3-Nov
135、-23 Drilling Results for Mt Palmer Lithium Targets 11 15-Nov-23 Sale of Mt Dimer Mining Tenements-Progress Update 12 24-Nov-23 Sale of Mt Dimer Iron Ore Rights 13 27-Nov-23 Sandstone-Additional Tenements Granted 14 1-Dec-23 Appointment of Director and Appendix 3X 15 28-Dec-23 Sale of Mt Dimer Mining
136、 Tenements Completed;Material Reduction in Convertible Note&Placement Completed to Key Stakeholders 16 3-Jan-24 Sandstone Update-New Tenement Granted 17 6-Mar-24 Final Redemption Notice for Remaining Convertible Note 18 8-Mar-24 Aurumin Funded to Advance Sandstone Gold Project 19 12-Mar-24 Refreshed
137、 Drill for Equity Agreement with Topdrill 20 3-Apr-24 Drilling Commenced at Sandstone 21 15-Apr-24 First Pass Drilling on New Targets Completed 22 22-Apr-24 Sandstone Footprint Further Increased 23 23-May-24 Results of Meeting 24 28-May-24 DRILLING HITS 18m 25.8g/t Au AT PLUM PUDDING 25 30-May-24 Mt
138、 Palmer Divestment 26 2-Jul-24 Drilling Results,Soil Sampling Results and Drilling Plans 27 18-Jul-24 High-Grade Iron Ore Discovery at Central Sandstone Project 28 25-Jul-24 Southern Geoscience Engaged to Model Iron Targets 29 23-Aug-24 Drill Site Preparations and Sample Pulps sent for Assay 30 6-Au
139、g-24 ASX:BCN Mt Dimer Maiden Ore Reserve Defined by Pre-Feasibility Study Minede 31 S0014371 https:/minedex.dmirs.wa.gov.au/Web/sites/details/434B3656-A824-4FB0-AA8B-469D52AE8D71 8)SIGNFICANT CHANGES IN STATE OF AFFAIRS Other than as described in the review of operations,there have been no significa
140、nt changes in the state of affairs.9)EVENTS SINCE THE END OF THE FINANCIAL YEAR Subsequent to year end,the Company finalised the sale of 51%of its Mt Palmer project to Kula Gold Limited(ASX:KGD)for$250,000.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 24 The director
141、s are not aware of any other matters or circumstances that have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Company,the results of those operations,or the state of affairs of the Company in future financial years.10)MEETIN
142、GS OF DIRECTORS The number of Directors meetings held during the financial year and the number of meetings attended by each Director during the time the Director held office are:Directors Meetings Directors Number Eligible to Attend Meetings Attended Piers Lewis 4 4 Bradley Valiukas 4 4 Shaun Day 4
143、2 Daniel Raihani 2 2 The Company does not have a formally constituted audit committee nor a remuneration committee as the board considers that the companys size and type of operation do not warrant such committees.11)LIKELY DEVELOPMENTS AND RESULTS The Directors continue to actively explore its tene
144、ments and pursue further acquisitions that complement its existing focus and create additional Shareholder value.The directors have excluded from this report any further information on the likely developments in the operations of the Group and the expected results of those operations in future finan
145、cial years,as the Directors believe that it would be speculative and prejudicial to the interests of the Group.12)ISSUES,REGULATIONS AND PERFORMANCE The Company is not subject to any significant environmental regulation under the Commonwealth or State legislation.The Board is not aware of any breach
146、 of environmental requirements as they apply to the Company.13)OPTIONS At the date of this report,the number of Options of the Company on issue are:Expiry Date Exercise Price Number of Options 17 March 2025$0.30 12,500,000 15 February 2025$0.30 2,000,000 31 July 2025$0.40 3,836,111 31 July 2026$0.25
147、 7,710,000 31 August 2026$0.06 20,000,000 22 December 2026$0.06 50,000,000 2 April 2027$0.06 5,000,000 31 July 2027$0.06 47,000,000 Total 148,046,111 Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 25 During the year 16,666 ordinary shares have been issued as a result
148、of the exercise of options,while a total of 29,440 options were exercised since the end of the financial year.No option holder has any right under the options to participate in any other share issue of the Company or any other entity.14)INDEMNIFICATION OF DIRECTORS AND OFFICERS During the financial
149、year,the Company paid a premium in respect of a contract insuring all its Directors and current and former executive officers against a liability incurred as such a Director or executive officer to the extent permitted by the Corporations Act 2001.The contract of insurance prohibits disclosure of th
150、e nature of the liability and the amount of the premium.During the year the amount paid for Directors and Officers insurance was$21,295.15)INDEMNIFICATION OF THE AUDITOR The Company has not,during or since the end of the financial year,indemnified or agreed to indemnify the auditor of the Company or
151、 any related entity against a liability incurred by the auditor.During the financial year,the Company has not paid a premium in respect of a contract to insure the auditor of the company or any related entity.16)PROCEEDINGS ON BEHALF OF COMPANY No person has applied for leave of Court to bring proce
152、edings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of these proceedings.The Company was not a party to any such proceedings during the year.17)ROUNDING OF AMOUNTS The co
153、mpany is of a kind referred to in Corporations Instruments 2016/191,issues by the Australian Securities and Investment Commission,relating to rounding-off.Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar.Aurumin Limited Annual Report
154、For the year ended 30 June 2024 DIRECTORS REPORT 26 18)CORPORATE GOVERNANCE In recognising the need for the highest standards of corporate behaviour and accountability,the Directors of Aurumin Limited support and adhere to the principles of sound corporate governance.The Board recognises the recomme
155、ndations of the Australian Securities Exchange Corporate Governance Council,and considers that Aurumin complies to the extent possible with those guidelines,which are of importance and add value to the commercial operation of an ASX listed resources company.The Company has established a set of corpo
156、rate governance policies and procedures and these can be found on the Companys website:.au 19)REMUNERATION REPORT(AUDITED)The remuneration report is set out under the following main headings:A.Principles used to determine the nature and amount of remuneration B.Details of remuneration C.Share-based
157、payments D.Directors Equity Holdings E.Loans to/from key management personnel The information provided in this remuneration report has been audited as required by section 308(3C)of the Corporations Act 2001.The key management personnel of the Company comprise the Directors(who held their roles for t
158、he entire year,unless otherwise stated),being:Directors Position Piers Lewis Non-Executive Chairman Bradley Valiukas Managing Director Shaun Day Non-Executive Director Daniel Raihani Non-Executive Director(appointed 1 December 2023)A.Principles used to determine the nature and amount of remuneration
159、 The whole Board form the Remuneration Committee.The remuneration policy has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component with the flexibility to offer specific long term incentives based on key performa
160、nce areas affecting the Companys financial results.The Board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best directors and executives to manage the Company.The Boards policy for determining the nature and amount of remuneration for Board
161、 members and senior executives is as follows:The remuneration policy,setting the terms and conditions for the executive directors and other senior executives,was developed by the Board.All executives receive a base salary(which is based on factors such as length of service and experience)and superan
162、nuation.The Board reviews executive packages annually and determines policy recommendations by reference to executive performance and comparable information from industry sectors and other listed companies in similar industries.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS
163、REPORT 27 The Board may exercise discretion in relation to approving incentives,bonuses and options.The policy is designed to attract and retain the highest calibre of executives and reward them for performance that results in long term growth in shareholder wealth.All remuneration paid to directors
164、 and executives is valued at the cost to the Company and expensed.The Board policy is to remunerate non-executive directors at market rates for comparable companies for time,commitment and responsibilities.The Board determines payments to the non-executive directors and reviews the remuneration annu
165、ally,based on market practice,duties and accountability.Independent external advice is sought when required.The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting.Fees for non-executive directors are not l
166、inked to the performance of the Company.The remuneration policy has been tailored to increase the direct positive relationship between shareholders investment objectives and directors and executive performance.Currently,this is facilitated through the issue of options to the directors and executives
167、 to encourage the alignment of personal and shareholder interests.The Company believes this policy will be effective in increasing shareholder wealth.The overall level of key management personnels compensation is assessed on the basis of market conditions and the status of the Companys projects.The
168、Companys projects are not at a stage where production or positive cash flows have been established,which may affect the Consolidated Entitys current performance and shareholder wealth.The Companys earnings in the past 2 years have remained negative which is due to the nature of the Companys activiti
169、es as an early stage exploration Company.Shareholder wealth reflects this speculative and volatile market sector.No dividends have ever been declared by the Consolidated Entity.The earnings of the consolidated entity for the two years are as follows:Loss financial year ended 2024$3,080,508 Loss fina
170、ncial year ended 2023$6,154,996 Factors that are considered to affect total shareholder return are summarised below:2024 2023 Share price at financial year end($A)$0.035$0.031 Basic earnings per share(cents per share)(0.86)(3.46)The Company did not utilise any remuneration consultants during the yea
171、r.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 28 Non-Executive directors The remuneration of Non-Executive directors consists of directors fees,payable in arrears.The total aggregate fee pool to be paid to directors(excluding Executive directors)is set at$200,000 p
172、er year.Remuneration of Non-Executive directors is based on fees approved by the Board of directors and is set at levels to reflect market conditions and encourage the continued services of the directors.Non-Executive directors do not receive retirement benefits but are able to participate in share-
173、based incentive programmes in accordance with Company policy.The Companys Non-Executive directors are eligible to receive fees for their services and the reimbursement of reasonable expenses.Executive directors On 1 July 2020,the Company entered into an executive services agreement with Mr Bradley V
174、aliukas,pursuant to which the Company will pay a fee of$240,000 per annum excluding statutory superannuation from 1 August 2020 for services provided by Mr Valiukas as Managing Director of the Company.Mr Valiukas is also entitled to be issued an annual long term incentive in the form of equity secur
175、ities valued at 100%of his base salary.The executive services agreement requires a 6 month notice period by written notice for the termination of the agreement.B.Details of remuneration Details of remuneration of the directors and key management personnel(as defined in AASB 124 Related Party Disclos
176、ures)of Aurumin Limited are set out in the following table.The key management personnel of Aurumin Limited are the directors as previously described earlier in the Directors Report,and other personnel as determined by the Board.The Company does not have any other employees who are required to have t
177、heir remuneration disclosed in accordance with the Corporations Act 2001.The table below shows the 2024 and 2023 figures for remuneration received by the Companys key management personnel:Short Term Post-employment Equity settled share-based payments Total$Performance based%of remunerate-on Salary&F
178、ees$Bonus$Allowa-nces$Super-annuation$Prescribed benefits$Options$2024 Piers Lewis 48,000-14,400 62,400 23.1%Bradley Valiukas 221,721-24,059-288,000 533,780 54.0%Shaun Day 36,000-10,800 46,800 23.1%Daniel Raihani(1)21,000-21,000-326,721-24,059-313,200 663,980 2023 Piers Lewis 48,000-3,338 51,338 6.5
179、%Bradley Valiukas 240,000-3,000 25,200-66,721 334,921 19.9%Shaun Day 36,000-2,781 38,781 7.2%Darren Holden(2)30,729-3,257-2,781 36,767 7.6%354,729-3,000 28,457-75,621 461,807 (1)Director Daniel Raihani was appointed 1 December 2023.(2)Director Darren Holden resigned on 9 June 2023.Aurumin Limited An
180、nual Report For the year ended 30 June 2024 DIRECTORS REPORT 29 For the 30 June 2024 financial year,Smallcap Corporate Pty Ltd(an entity in which Mr Lewis has a beneficial interest)provided company secretary,and financial accounting services to the Company.Total fees incurred to Smallcap Corporate P
181、ty Ltd for the year was$120,105(2023:$76,453).As at 30 June 2024,the amount owing to Smallcap Corporate Pty Ltd was$26,414(2023:$33,196).C.Share-based payments Equity-settled share based payments to employees and others providing similar services are measured at the fair value of the equity instrume
182、nts at the grant date.The fair value determined at the grant date of the share-based payments is expensed on a straight-line basis over the vesting period,based on the Companys estimate of equity instruments that will eventually vest with a corresponding increase in equity.As approved by shareholder
183、s on 27 February 2024,Directors were issued 16,312,500 options with an exercise price of$0.06 and an expiry date of 31 July 2027.The valuation of the options was based on an appropriate option valuation method with the following key inputs:Number of options 16,312,500 Underlying share price($)0.037
184、Exercise price($)0.06 Expected volatility 90%Life of the options(years)3.4 Expected dividends Nil The value per option was$0.0192.There were no performance conditions attached to the options;the value of the options when exercised is directly linked to the share price,and consequently is linked to p
185、erformance.The options issued per director are as follows:Holder Options Value per option$Recognised as expenses Bradley Valiukas 15,000,000 0.0192 288,000 Piers Lewis 750,000 0.0192 14,400 Shaun Day 562,500 0.0192 10,800 Total recognised as expenses 16,312,500 313,200 D.Directors equity holdings (i
186、)Fully paid ordinary shares of Aurumin Limited:The number of shares in the Company held during the financial year by Directors and Executive Officers of the Group,including their personally related parties,is set out below.There were no shares granted during the reporting year as compensation.Aurumi
187、n Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 30 Balance at 1 July or Appointment Date No.Granted as remuneration No.Net other change No.At date of resignation No.Balance at 30 June No.2024 Directors Piers Lewis 1,104,647-1,562,500-2,667,147 Bradley Valiukas 8,104,642-8,10
188、4,642 Shaun Day 425,000-425,000 Daniel Raihani 36,000,000-19,000,000-55,000,000 45,634,289-20,562,500-66,196,789 All equity transactions with Directors other than those arising from the exercise of remuneration options have been entered into under terms and conditions no more favourable than those t
189、he Company would have adopted if dealing at arms length (ii)Options of Aurumin Limited:The number of options in the Company held during the financial year by Directors and Executive Officers of the Group,including their personally related parties,is set out below.Balance at 1 July or Appointment Dat
190、e No.Granted as remuneration No.Net other change No.At date of resignation No.Balance at 30 June No.2024 Directors Piers Lewis 841,428 750,000-1,591,428 Bradley Valiukas 9,233,332 15,000,000-24,233,332 Shaun Day 600,000 562,500-1,162,500 Daniel Raihani 10,000,000-10,000,000-20,000,000 20,674,760 16,
191、312,500 10,000,000-46,987,260 No options were exercised by directors during or since the end of the financial year.No option holder has any right under the options to participate in any other share issue of the Company or any other entity.Options granted as part of remuneration have been valued usin
192、g the Black Scholes option pricing model that takes into account the exercise price,the term of the option,the impact of dilution,the share price at grant date and expected price volatility of the underlying share and the risk-free interest rate for the term of the option.Options granted under the p
193、lan carry no dividend or voting rights.E.Loans to/from key management personnel There were no loan transactions to key management personnel.END OF REMUNERATION REPORT(AUDITED).Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 31 20)MATERIAL BUSINESS RISKS The proposed fu
194、ture activities of the Consolidated Entity are subject to a number of risks and other factors which may impact its future performance.Some of these risks can be mitigated by the use of safeguards and appropriate controls.However,many of the risks are outside the control of the directors and manageme
195、nt of the Company and cannot be mitigated.An investment in the Company is not risk free and should be considered speculative.This section provides a non-exhaustive list of the risks faced by the Consolidated Entity or by investors in the Company.The risks should be considered in connection with forw
196、ard looking statements in this Annual Report.Actual events may be materially different to those described and may therefore affect the Consolidated Entity in a different way.Investors should be aware that the performance of the Consolidated Entity may be affected by these risk factors and the value
197、of its Shares may rise or fall over any given period.None of the directors or any person associated with the Consolidated Entity guarantee the Consolidated Entitys performance.Risks specific to the Company a)Exploration&development risk Potential investors should understand that mineral exploration
198、and development are high-risk undertakings.There can be no assurance that exploration and development will result in the discovery of further mineral deposits.Even if an apparently viable deposit is identified,there is no guarantee that it can be economically exploited.The future exploration and dev
199、elopment activities of the Company may be affected by a range of factors,including geological conditions,limitations on activities due to seasonal weather patterns,unanticipated operational and technical difficulties,industrial and environmental accidents,native title process,changing government reg
200、ulations and many other factors beyond the control of the Company.Further to the above,the future development of mining operations at the Mt Dimer,Mt Palmer,Johnson Range,and/or Sandstone Project(or any other current or future projects that the Company may have or acquire an interest in)is dependent
201、 on a number of factors and avoiding various risks,including,but not limited to the ability of the Company to repay its existing debt facilities,the mechanical failure of operating plant and equipment,unexpected shortages or increases in the price of consumables,spare parts and plant and equipment,c
202、ost overruns,risk of access to the required level of funding and contracting risk from third parties providing essential services.In addition,the construction of any proposed development may exceed the expected timeframe or cost for a variety of reasons out of the Companys control.Any delays to proj
203、ect development could adversely affect the Companys operations and financial results and may require the Company to raise further funds to complete the project development and commence operations.b)Limited operating history The Company was incorporated on 28 February 2020 and therefore has limited o
204、perational and financial history on which to evaluate its business and prospects.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 32 The prospects of the Company must be considered in light of the risks,expenses and difficulties frequently encountered by companies in th
205、e early stages of their development,particularly in the mineral exploration sector,which has a high level of inherent risk and uncertainty.No assurance can be given that the Company will achieve commercial viability through the successful exploration on,or mining development of,its existing projects
206、.Until the Company is able to realise value from its projects,it is likely to incur operational losses.c)Future capital and funding requirements The Company has no operating revenue and is unlikely to generate any operating revenue unless and until its projects are successfully developed and product
207、ion commences.The future capital requirements of the Company will depend on many factors including its business development activities.The Company believes its available cash should be adequate to fund its business activities and other Company objectives in the short term.However,the Company will re
208、quire additional funding in the future in order to fund its business development activities,exploration program and other Company objectives.In order to successfully develop its projects and for production to commence,the Company will require further financing in the future.Any additional equity fin
209、ancing may be dilutive to Shareholders,may be undertaken at lower prices than the then market 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.Although the D
210、irectors believe that additional capital can be obtained,no assurances can be made that 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
211、scope of its activities and this could have a material adverse effect on the Companys 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 secur
212、ities convertible into Shares in the future.The increase in the number of Shares issued 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 Sharehol
213、ders will be diluted.d)New projects and potential acquisitions The Company will actively pursue and assess other new business opportunities in the resources sector.These new business opportunities may take the form of direct project acquisitions,joint ventures,farm-ins,acquisition of tenements/permi
214、ts,and/or direct equity participation.The acquisition of projects(whether completed or not)may require the payment of monies(as a deposit and/or exclusivity fee)after only limited due diligence or prior to the completion of comprehensive due diligence.There can be no guarantee that any proposed acqu
215、isition will be completed or be successful.If the proposed acquisition is not completed,monies advanced may not be recoverable,which may have a material adverse effect on the Company.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 33 If an acquisition is completed,the
216、Directors will need to reassess at that time,the funding allocated to current projects and new projects,which may result in the Company reallocating funds from other projects and/or raising additional capital(if available).Furthermore,notwithstanding that an acquisition may proceed upon the completi
217、on of due diligence,the usual risks associated with the new project/business activities will remain.Mining industry risks a)Resource risk There is inherent uncertainty with mineral resource estimates.In addition,there is no guarantee that inferred mineral resource estimates can successfully be conve
218、rted to indicated or measured mineral resource estimates to allow potential reserve estimates.There remains risk,regardless of JORC Code or other status,with actual mining performance against any resource or reserve estimate.b)Operating risk The operations of the Company may be affected by various f
219、actors,including failure to locate or identify mineral deposits,failure to achieve predicted grades in exploration and mining,operational and technical difficulties encountered in mining;difficulties in commissioning and operating plant and equipment,mechanical failure or plant breakdown,unanticipat
220、ed metallurgical problems which may affect extraction costs;adverse weather conditions,industrial and environmental accidents,industrial disputes and unexpected shortages or increases in the costs of consumables,spare parts,plant and equipment.No assurances can be given that the Company will achieve
221、 commercial viability through the successful exploration and/or mining of its Tenement interests.Unless and until the Company is able to realise value from its projects,it is likely to incur ongoing operating losses.c)Metallurgy Metal and/or mineral recoveries are dependent upon the metallurgical pr
222、ocess,and by its nature contain elements of significant risk such as:(i)identifying a metallurgical process through test work to produce a saleable metal and/or concentrate;(ii)developing an economic process route to produce a metal and/or concentrate;and (iii)changes in mineralogy in the ore deposi
223、t can result in inconsistent metal recovery,affecting the economic viability of the project.d)Environmental risks The operations and proposed activities of the Company are subject to State and Federal laws and regulations concerning the environment.As with most exploration projects and mining operat
224、ions,the Companys activities are expected to have an impact on the environment,particularly if advanced exploration or mine development proceeds.It is the Companys intention to conduct its activities to the highest standard of environmental obligation,including compliance with all environmental laws
225、.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 34 Mining operations have inherent risks and liabilities associated with safety and damage to the environment and the disposal of waste products occurring as a result of mineral exploration and production.The occurrence
226、of any such safety or environmental incident could delay production or increase production costs.Events,such as unpredictable rainfall or bushfires may impact on the Companys ongoing compliance with environmental legislation,regulations and licences.Significant liabilities could be imposed on the Co
227、mpany for damages,clean up costs or penalties in the event of certain discharges into the environment,environmental damage caused by previous operations or noncompliance with environmental laws or regulations.The disposal of mining and process waste and mine water discharge are under constant legisl
228、ative scrutiny and regulation.There is a risk that environmental laws and regulations become more onerous making the Companys operations more expensive.Approvals are required for land clearing and for ground disturbing activities.Delays in obtaining such approvals can result in the delay to anticipa
229、ted exploration programmes or mining activities.Furthermore,under the Mining Rehabilitation Fund Act 2012(WA)(Mining Rehabilitation Fund Act),the Company is required to provide assessment information to the Department of Mines,Industry Regulation and Safety in respect of a mining rehabilitation levy
230、 payable for mining tenements granted under the Mining Act.The Company is required to contribute annually to the mining rehabilitation fund established under the Mining Rehabilitation Fund Act if its rehabilitation liability is above$50,000 on a given Tenement.The Company currently contributes a lev
231、y of approximately$47,000 annually to the Mining Rehabilitation Fund.There is a risk that as the Company increases its activities in the future,that it annual levy will increase.e)Grant,tenure and forfeiture of licences The Companys Tenements are subject to the applicable mining acts and regulations
232、 in Western Australia,pursuant to which mining and exploration tenements are subject to periodic renewal.The renewal of the term of a granted tenement is also subject to the discretion of the relevant Minister.There is no guarantee that current or future tenements or future applications for producti
233、on tenements will be approved.Renewal conditions may include increased expenditure and work commitments or compulsory relinquishment of areas of the tenements comprising the Companys projects.The imposition of new conditions or the inability to meet those conditions may adversely affect the operatio
234、ns,financial position and/or performance of the Company.Prior to any development on any of its properties,subsidiaries of the Company must receive licences/permits from appropriate governmental authorities.There is no certainty that the Company and its subsidiaries will hold all licences/permits nec
235、essary to develop or continue operating at any particular property.The Company considers the likelihood of tenure forfeiture to be low given the laws and regulations governing exploration in Western Australia and the ongoing expenditure being budgeted by the Company.However,the consequences of forfe
236、iture or involuntary surrender of a granted tenement for reasons beyond the control of the Company could be significant.Similarly,the rights to mining leases and exploration licences carry with them various obligations which the holder is required to comply with in order to ensure the continued good
237、 standing of the lease or licence and,specifically,obligations in regard to minimum Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 35 expenditure levels and responsibilities in respect of the environment and safety.Failure to observe these requirements could prejudice
238、 the right to maintain title to a given area and result in government action to forfeit a lease or leases or licence or licences.There is no guarantee that current or future exploration applications or existing licence renewals will be granted,that they will be granted without undue delay,or that th
239、e Company can economically comply with any conditions imposed on any granted exploration permits.f)Native title and Aboriginal heritage The Company is currently aware of two registered native title claims and one known Aboriginal site covering the Tenements on its existing projects(other than the Sa
240、ndstone Project).The Company is not aware of any native title claims or Aboriginal sites covering the tenements comprising the Sandstone Project.In the future if the existence of native title claims occur over the area covered by the Tenements,or a subsequent determination of native title over the a
241、rea occurs,this will not impact the rights or interests of the holder provided the Tenements have been or will be validly granted in accordance with the Native Title Act 1993(Cth)(NT Act).If any of the Tenements were not validly granted in compliance with the NT Act,this may have an adverse impact o
242、n the Companys activities.The Company is not aware of any circumstances to indicate that any of the Tenements were not or will not be validly granted in accordance with the NT Act.The grant of any future tenure to the Company over areas that are covered by registered claims or determinations will li
243、kely require engagement with the relevant claimants or native title holders(as relevant)in accordance with the NT Act.The Directors will closely monitor the potential effect of native title claims involving the Tenements in which the Company has or may have an interest.There remains a risk that addi
244、tional Aboriginal sites may exist on the land the subject of the Tenements.The existence of such sites may preclude or limit mining activities in certain areas of the Tenements.The State Government is currently progressing changes to the laws governing the protection and management of Aboriginal her
245、itage in Western Australia.As a result of these changes,the Aboriginal Cultural Heritage Act 2021(WA)(ACH Act),that came into force on 1 July 2023 to replace the existing Aboriginal Heritage Act 1972(WA)(AHA)will be repealed.An amended version of the AHA,by way of the Aboriginal Heritage Legislation
246、 Amendment and Repeal Bill 2023(WA)(Bill)was presented to Parliament on 9 August 2023.The Bill also provides for the repeal of the ACH Act.Until such time that the ACH Act is formally repealed,the provisions of the ACH Act will continue to be law,creating a period of uncertainty around Aboriginal he
247、ritage laws.The State Government has been unable to confirm the timing of the introduction of the amended version of the AHA and the repeal of the ACH Act.Despite this uncertainty,the Company will endeavour to comply with the appropriate Aboriginal heritage laws in the conduct of its activities.Auru
248、min Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 36 g)Third party tenure risks Under Western Australian and Commonwealth legislation,the Company may be required,in respect of exploration or mining activities on the Tenements,to recognise the rights of,obtain the consent of,
249、and/or pay compensation to the holders of third-party interests which overlay areas within the Tenements,including other mining tenure,pastoral leases or petroleum tenure.The Company will continue to be required to negotiate access arrangements and pay compensation to land owners,local authorities,t
250、raditional land users and others who may have an interest in the area covered by a Tenement.The Companys ability to resolve access and compensation issues will have an impact on the future success and financial performance of the Companys operations.If the Company is unable to resolve such compensat
251、ion claims on economic terms,this could have a material adverse effect on the business,results or operations and financial condition of the Company.Any delays or costs in respect of conflicting third-party rights(for example,in relation to the assignment of any access agreements or the relocation of
252、 existing infrastructure on any existing miscellaneous licences that overlap with a Tenement),obtaining necessary consents,or compensation obligations,may adversely impact the Companys ability to carry out exploration or mining activities within the affected areas.h)Gold price and demand volatility
253、and exchange rate risks If the Company achieves success leading to mineral production,the revenue it will derive through the sale of commodities may expose the potential income of the Company to commodity price and exchange rate risks.The price of gold and base metals fluctuate and are affected by n
254、umerous factors beyond the control of the Company,such as industrial and retail supply and demand,exchange rates,inflation rates,changes in global economies,confidence in the global monetary system,forward sales of metals by producers and speculators as well as other global or regional political,soc
255、ial or economic events.Future serious price declines in the market values of gold,and other minerals could cause the development of,and eventually the commercial production from,the Companys projects and the Companys other properties to be rendered uneconomic.Depending on the prices of commodities,t
256、he Company could be forced to discontinue production or development and may lose its interest in,or may be forced to sell,some of its properties.There is no assurance that,even as commercial quantities of gold and base metals are produced,a profitable market will exist for it.Furthermore,internation
257、al prices of various commodities are denominated in United States dollars,whereas the income and expenditure of the Company are and will be taken into account in Australian currency,exposing the Company to the fluctuations and volatility of the rate of exchange between the United States dollar and t
258、he Australian dollar as determined in international markets.In addition to adversely affecting any potential future reserve estimates of the Company and its financial condition,declining commodity prices can impact operations by requiring a reassessment of the feasibility of a particular project.Suc
259、h a reassessment may be the result of a management decision or may be required under financing arrangements related to a particular project.Even if a project is ultimately determined to be economically viable,the need to conduct such a reassessment may cause substantial delays or may interrupt opera
260、tions until the reassessment can be completed.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 37 i)Competition risk The industry in which the Company is involved is subject to domestic and global competition,including major mineral exploration and production companies.
261、Although the Company will undertake all reasonable due diligence in its business decisions and operations,the Company will have no influence or control over the activities or actions of its competitors,which activities or actions may,positively or negatively,affect the operating and financial perfor
262、mance of the Companys projects and business.The Companys current and future potential competitors may include entities with greater financial and other resources than the Company which,as a result,may be in a better position to compete for future business opportunities.Many of the Companys competito
263、rs not only explore for and produce minerals,but also carry out refining operations and other products on a worldwide basis.There can be no assurance that the Company can compete effectively with these entities.j)Third party contractor risks The Company is unable to predict the risk of insolvency or
264、 managerial failure by any of the third party contractors used by the Company in any of its activities or the insolvency or other managerial failure by any of the other service providers used by the Company for any activity.The effects of such failures may have an adverse effect on the Companys acti
265、vities.k)Reliance on key personnel The Company is reliant on a number of key personnel and consultants,including members of the Board.The loss of one or more of these key contributors could have an adverse impact on the business of the Company.l)Staffing It may be difficult for the Company to attrac
266、t and retain suitably qualified and experienced people given the current high demand in the industry and relatively small size of the Company,compared with other industry participants.m)Climate change There are a number of climate-related factors that may affect the Companys business.Climate change
267、or prolonged periods of adverse weather and climatic conditions(including rising sea levels,floods,hail,drought,water,scarcity,temperature extremes,frosts,earthquakes and pestilences)may have an adverse effect on the Companys ability to access its Projects and therefore the Companys ability to carry
268、 out services.Changes in policy,technological innovation and consumer or investor preferences could adversely impact the Companys business strategy,particularly in the event of a transition(which may occur in unpredictable ways)to a lower-carbon economy.n)Occupational health and safety Site safety a
269、nd occupational health and safety outcomes are a critical element in the reputation of the Company and its ability to retain and be awarded new contracts in the resources industry.While the Company has a strong commitment to achieving a safe performance on site a serious site safety incident could i
270、mpact upon the reputation and financial outcomes for the Company.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 38 Additionally,laws and regulations as well as the requirements of customers may become more complex and stringent or the subject of increasingly strict in
271、terpretation and/or enforcement.Failure to comply with applicable regulations or requirements may result in significant liabilities,to suspended operations and increased costs.Industrial accidents may occur in relation to the performance of the Companys services.Such accidents,particularly where a f
272、atality or serious injury occurs,or a series of such accidents occurs,may have operational and financial implications for the Company which may negatively impact on the financial performance and growth prospects for the Company.o)Insurance The Company intends to continue to insure its operations in
273、accordance with industry practice.In certain circumstances,the Companys insurance may not be of a nature or level to provide adequate insurance cover.The occurrence of an event that is not covered or fully covered by insurance could have a material adverse effect on the business,financial condition
274、and results of the Company.Insurance against all risks associated with mining exploration and production is not always available and where available the costs can be prohibitive.p)Unforeseen expenses The Companys cost estimates and financial forecasts include appropriate provisions for material risk
275、s and uncertainties and are considered to be fit for purpose for the proposed activities of the Company.If risks and uncertainties prove to be greater than expected,or if new currently unforeseen material risks and uncertainties arise,the expenditure proposals of the Company are likely to be adverse
276、ly affected.General risks a)General economic climate Factors such as inflation,currency fluctuations,interest rates,legislative changes,political decisions and industrial disruption have an impact on operating costs.The Companys future income,asset values and share price can be affected by these fac
277、tors and,in particular,by exchange rate movements.b)Securities investments Applicants should be aware that there are risks associated with any securities investment.The prices at which the Companys Shares trade may be above or below the issue price of the Offers and may fluctuate in response to a nu
278、mber of factors.Further,the stock market is prone to price and volume fluctuations.There can be no guarantee that trading prices will be sustained.These factors may materially affect the market price of the Shares,regardless of the Companys operational performance.c)Government and legal risk Changes
279、 in government,monetary policies,taxation and other laws can have a significant impact on the Companys assets,operations and ultimately the financial performance of the Company and its Shares.Such changes are likely to be beyond the control of the Company and may affect industry profitability as wel
280、l as the Companys capacity to explore and mine.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 39 The Company is not aware of any reviews or changes that would affect its permits(save as set out in paragraph(f)above).However,changes in community attitudes on matters su
281、ch as taxation,competition policy and environmental issues may bring about reviews and possibly changes in government policies.There is a risk that such changes may affect the Companys development plans or its rights and obligations in respect of its permits.Any such government action may also requi
282、re increased capital or operating expenditures and could prevent or delay certain operations by the Company.d)Litigation risks The Company is exposed to possible litigation risks including native title claims,tenure disputes,environmental claims,occupational health and safety claims and employee cla
283、ims.Further,the Company may be involved in disputes with other parties in the future which may result in litigation.Any such claim or dispute if proven,may impact adversely on the Companys operations,financial performance and financial position.As at the date of this Prospectus,there are no material
284、 legal proceedings affecting the Company.e)Force majeure Force majeure is a term used to refer to an event beyond the control of a party claiming that the event has occurred.Significant catastrophic events such as war,acts of terrorism,pandemics,loss of power,cyber security breaches or global threat
285、s or natural disasters such as earthquakes,fire or floods or the outbreak of epidemic disease could disrupt the Companys operations and interrupt critical functions,or otherwise harm the business.To the extent that such disruptions or uncertainties result in delays or cancellations of the deployment
286、 of the Companys products and solutions,its business,results of operations and financial condition could be harmed.f)Taxation The acquisition and disposal of Securities will have tax consequences,which will differ depending on the individual financial affairs of each investor.All potential investors
287、 in the Company are urged to obtain independent financial advice about the consequences of acquiring Securities from a taxation point of view and generally.To the maximum extent permitted by law,the Company,its officers and each of their respective advisers accept no liability and responsibility wit
288、h respect to the taxation consequences of applying for Securities under this Prospectus.g)Unforeseen risk There may be other risks which the Directors are unaware of at the time of issuing this Prospectus which may impact on the Company,its operations and/or the valuation and performance of its Shar
289、es.Aurumin Limited Annual Report For the year ended 30 June 2024 DIRECTORS REPORT 40 21)AUDITORS INDEPENDENCE DECLARATION In accordance with Section 307C of the Corporations Act 2001,the lead auditors independence declaration for the year ended 30 June 2024 has been received and can be found on page
290、 41 of the Annual Report.22)AUDITOR Hall Chadwick WA Audit Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.There are no officers of the company who are former partners of Hall Chadwick WA Audit Pty Ltd.During the financial year,no non-audit services were provi
291、ded by the Companys auditors,Hall Chadwick WA Audit Pty.Signed in accordance with a resolution of the Board of Directors made pursuant to s298(2)(a)of the Corporations Act 2001.Piers Lewis Non-Executive Chairman Dated this 30th of September 2024 To the Board of Directors,AUDITORS INDEPENDENCE DECLAR
292、ATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 As lead audit director for the audit of the financial statements of Aurumin Limited for the year ended 30 June 2024,I declare that to the best of my knowledge and belief,there have been no contraventions of:the auditor independence requirements o
293、f the Corporations Act 2001 in relation to the audit;and any applicable code of professional conduct in relation to the audit.Yours Faithfully HALL CHADWICK WA AUDIT PTY LTD MARK DELAURENTIS CA Director Dated this 30th day of September 2024 Perth,Western Australia Aurumin Limited-Annual Report For t
294、he year ended 30 June 2024 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 42 Notes 30-Jun-24 30-Jun-23$Other income 423,892 108,154 Profit on sale of exploration and evaluation assets 3 3,031,152-Administration expenses (746,277)(1,085,833)Director fees (202,516)(183,704)Dep
295、reciation expense (13,162)(42,830)Exploration and evaluation expenditure (2,404,022)(2,515,949)Finance costs 3(1,398,939)(1,609,377)Legal and compliance expenses (370,694)(367,278)Travel expenses (23,461)(25,785)Share based payments 13,14(662,156)(432,394)Impairment 8(714,325)-Loss before income tax
296、 expense (3,080,508)(6,154,996)Income tax expense 2-Net loss for the year (3,080,508)(6,154,996)Other comprehensive Income -Total comprehensive loss for the year (3,080,508)(6,154,996)Cents Cents Loss per share attributable to the ordinary equity holders of the Company:Basic and diluted loss per sha
297、re from continuing operations 16(0.86)(3.46)The accompanying notes form part of these consolidated financial statements.Aurumin Limited-Annual Report As at 30 June 2024 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 43 Notes 30-Jun-24 30-Jun-23$CURRENT ASSETS Cash and cash equivalents 4 919,692 1,416,
298、548 Trade and other receivables 5 214,505 92,394 TOTAL CURRENT ASSETS 1,134,197 1,508,942 NON-CURRENT ASSETS Other assets 6 164,932 233,920 Property,plant and equipment 7 1,918,334 1,931,496 Capitalised Exploration Expenditure 8 13,428,584 13,697,015 TOTAL NON-CURRENT ASSETS 15,511,850 15,862,431 TO
299、TAL ASSETS 16,646,047 17,371,373 CURRENT LIABILITIES Trade and other payables 9 1,007,542 957,445 Provisions 10 161,389 126,584 TOTAL CURRENT LIABILITIES 1,168,931 1,084,029 NON-CURRENT LIABILITIES Provisions 10 1,384,900 1,384,900 Convertible notes 11-3,720,642 TOTAL NON-CURRENT LIABILITIES 1,384,9
300、00 5,105,542 TOTAL LIABILITES 2,553,831 6,189,571 NET ASSETS 14,092,216 11,181,802 EQUITY Issued capital 12 35,328,813 30,271,142 Reserves 13 4,387,978 4,258,197 Accumulated losses (25,624,575)(23,347,537)TOTAL EQUITY 14,092,216 11,181,802 The accompanying notes form part of these consolidated finan
301、cial statements.Aurumin Limited-Annual Report For the year ended 30 June 2024 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 44 Issued Capital Share based payment reserve Convertible note reserve Accumulated Losses Total$Balance at 1 July 2022 24,414,756 2,754,229 803,470(17,196,971)10,775,484 Loss for
302、 the year-(6,154,996)(6,154,996)Other comprehensive income-Total comprehensive loss for the year-(6,154,996)(6,154,996)Transaction with owners in their capacity as owners:Issue of share capital(net of transaction costs)5,856,386 242,044-6,098,430 Options issued-462,884-462,884 Expiry/forfeiture of o
303、ptions-(4,430)-4,430-Balance at 30 June 2023 30,271,142 3,454,727 803,470(23,347,537)11,181,802 Balance at 1 July 2023 30,271,142 3,454,727 803,470(23,347,537)11,181,802 Loss for the year-(3,080,508)(3,080,508)Other comprehensive income-Total comprehensive loss for the year-(3,080,508)(3,080,508)Tra
304、nsaction with owners in their capacity as owners:Issue of share capital(net of transaction costs)5,057,671-5,057,671 Options issued-933,251-933,251 Convertible notes extinguished-(803,470)803,470-Balance at 30 June 2024 35,328,813 4,387,978-(25,624,575)14,092,216 The accompanying notes form part of
305、these consolidated financial statements Aurumin Limited-Annual Report For the year ended 30 June 2024 CONSOLIDATED STATEMENT OF CASH FLOWS 45 Notes 30-Jun-24 30-Jun-23$Cash flows from operating activities Interest received 13,140 11,023 Other proceeds 385,547 106,963 Payments to suppliers and employ
306、ees (2,118,137)(1,073,697)Payment for exploration expenditure (2,069,488)(3,473,067)Net cash used in operating activities 4(b)(3,788,938)(4,428,778)Cash flows from investing activities Payment for acquisition of exploration expenditure assets (327,701)(545,614)Payments for acquisition of subsidiary(
307、net of cash acquired)3,850,000-Net cash used in investing activities 3,522,299(545,614)Cash flows from financing activities Proceeds from share issues 4,773,213 6,278,940 Payments of capital raising costs (116,702)(529,447)Repayment of borrowings (4,886,728)-Repayment of convertible notes -(1,480,00
308、0)Lease payments -(30,088)Net cash from investing activities (230,217)4,239,405 Net increase/in cash and cash equivalents held (496,856)(734,987)Cash and cash equivalents at beginning of financial year 1,416,548 2,151,535 Cash and cash equivalents at end of financial year 4(a)919,692 1,416,548 The a
309、ccompanying notes form part of these consolidated financial statements Aurumin Limited-Annual Report For the year ended 30 June 2024 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 46 1.STATEMENT OF MATERIAL ACCOUNTING POLICIES The financial report is a general purpose financial report that has been
310、prepared in accordance with Australian Accounting Standards including Australian Accounting Interpretations,other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.The Company is a for-profit entity for financial reporting purposes under Australi
311、an Accounting Standards.The financial report covers the Company of Aurumin Limited and its controlled entities(“the Group”or“the Consolidated Entity”)and has been prepared in Australian dollars.The Company is a listed public company,incorporated and domiciled in Australia.The company is of a kind re
312、ferred to in Corporations Instruments 2016/191,issued by the Australian Securities and Investment Commission,relating to rounding-off.Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar.Australian Accounting Standards set out accounting
313、policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions,events and conditions to which they apply.Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with Internati
314、onal Financial Reporting Standards.The following is a summary of the material accounting policies adopted by the entity in the preparation of the financial report.The accounting policies have been consistently applied,unless otherwise stated.The financial report has been prepared on an accruals basi
315、s and is based on historical costs.Going concern:The financial report has been prepared on the going concern basis,which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business.The Group incurred a los
316、s for the year of$3,080,508(2023:$6,154,996)and net cash outflows from operating activities of$3,788,938(2023:$4,428,778).As at 30 June 2024 the Group was in a working capital deficit position of$34,734(2023:$424,913 surplus).These conditions indicate there is a material uncertainty that may cast a
317、significant doubt in relation to the entitys ability to continue as a going concern.The directors have prepared a cash flow forecast for the 12-month period from the date of this report to determine if the Group will require additional funding during the period.Based on the cash flow forecast,the Di
318、rectors are satisfied that there are reasonable grounds to believe that the Group will be able to operate as a going concern based on the basis that the Group will be able to raise further funds through capital raisings and/or reduce operating expenditure as required.Should the Company be unable to
319、raise the required funding,there is a material uncertainty as to whether the consolidated entity will be able to continue as a going concern and therefore,whether it will be able to realise its assets and discharge its liabilities in the normal course of business.The financial statements do not incl
320、ude any adjustments relating to the recoverability and classification of assets and liabilities that might be necessary should the Group not be able to continue as a going concern.(a)Critical Accounting Judgements,Estimates and Assumptions The carrying amounts of certain assets and liabilities are o
321、ften determined based on estimates and assumptions of future events.The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual report period are:Aurumin Limited Annual Report For the
322、 year ended 30 June 2024 NOTES TO THE FINANCIAL STATEMENTS 47 Exploration expenditure The recoverability of the carrying amount of the exploration and evaluation assets is dependent on the successful development and commercial exploitation,or alternatively,sale of the respective area of interest.The
323、 Group capitalises only the initial acquisition costs to obtain right of tenure exploration and evaluation assets.The Group reviews the carrying value of exploration and evaluation expenditure on a regular basis to determine whether economic quantities of reserves have been found or whether further
324、exploration and evaluation work is underway or planned to support continued carry forward of capitalised costs.This assessment requires judgement as to the status of the individual projects and their estimated recoverable amount.Share based payments The Group measures the cost of equity-settled tran
325、sactions by reference to the fair value of the equity instruments at the date at which they are granted.The fair value of ordinary shares is determined with reference to the Companys share price on the ASX.The Group measures the fair value of options at the grant date using a Black Scholes formula t
326、aking into account the terms and conditions upon which the instruments were granted.Convertible note Convertible notes consist of a debt component which are repayable in future periods and require calculation of the present values of future debt repayments.These calculations require the use of assum
327、ptions,including estimated discount rates based on the current cost of capital of the group.Refer to note 11 for further information.Provision for rehabilitation The Group as sesses its mine rehabilitation provision half-yearly in accordance with accounting policy note 1(o).Significant judgement is
328、required in determining the provision primarily relating to the estimation of costs in the Mine Closure Plan that is lodged with the Department of Mines,Industry Regulation and Safety.At-the Market Subscription Agreement On 15 December 2022,the Company entered into and announced it had entered into
329、an At-the Market Subscription Agreement(ATM)with Acuity Capital Investment Management Pty Ltd(Acuity Capital).The ATM provides the Company with up to$3,000,000 of standby equity capital for a period of 38 months.Under the ATM,the Company agreed to issue the following to Acuity Capital for nil cash c
330、onsideration 8,000,000 Shares as security for the standby equity capital.Upon early termination or maturity of the ATM,the Company may buy back(and cancel)the shares placed as security for no cash consideration(subject to shareholder approval).The Company considers that until it cannot meet its obli
331、gations under the ATM Agreement and therefore a buy-back of the shares placed as security is not likely,the Collateral Shares are not considered to be issued capital.Impairment The Group assesses impairment at the end of each reporting period by evaluating conditions and events specific to the Group
332、 that may be indicative of impairment triggers.Recoverable amounts of relevant assets are reassessed using value-in-use calculations which incorporate various key assumptions.Environmental Issues Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or ena
333、cted environmental legislation,and the directors understanding thereof.At the current stage of the Groups development and its current environmental impact the directors believe such treatment is reasonable and appropriate.Aurumin Limited Annual Report For the year ended 30 June 2024 NOTES TO THE FINANCIAL STATEMENTS 48 (b)Principles of Consolidation Subsidiaries The consolidated financial statemen