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BAYAN MINING AND MINERALS LIMITED — Annual Report 2019
Jul 11, 2021
64541_rns_2021-07-11_528cc953-3d57-43bd-9aba-9d3813826b8a.pdf
Annual Report
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CENTRALIST PTY LTD ABN 41 618 766 715
Financial Report For the Year ended 30 June 2019
Contents
| Page | ||
|---|---|---|
| 1. | Directors’ Report | 3 |
| 2. | Auditor’s Independence Declaration | 8 |
| 3. | Independent Auditor’s Report | 9 |
| 4. | Directors’ Declaration | 12 |
| 5. | Statement of Comprehensive Income | 13 |
| 6. | Statement of Financial Position | 14 |
| 7. | Statement of Changes in Equity | 15 |
| 8. | Statement of Cash Flows | 16 |
| 9. | Notes to the Financial Statements | 17 |
| 10. | Additional Information | 33 |
.
Directors’ Report
DIRECTORS’ REPORT
The Directors’ present their report together with the financial statements of Centralist Pty Ltd (“the Company”) and its controlled entities (“the Group”, “Centralist” or “Consolidated Entity”) for the year ended 30 June 2019.
All amounts are presented to Australian Dollars (AU$), unless noted otherwise.
Directors
The names of the Directors who held office during or since the end of the financial year and until the date of this report are disclosed below.
| Name | Appointment | Resignation |
|---|---|---|
| Mr Luke Martino | Appointed on 26 February 2018 | - |
| Mr Nicholas Sage | Appointed on 21 June 2019 | Resigned on 3 March 2021 |
| Mr Michael Davy | Appointed on 26 February 2018 | Resigned on 21 June 2019 |
Principal activities
During the year the principal activity of the Group was mineralisation exploration in the Republic of Serbia.
Dividends paid or recommended
There were no dividends paid or recommended during the financial year ended 30 June 2019 (2018: Nil).
Significant changes in state of affairs
In the opinion of the Directors, there were no significant changes in the state of affairs of the Group which have not been disclosed elsewhere in the Annual Report.
Review of operations and Financial Results
The Group made a loss for the year ended 30 June 2019 of $385,239 (2018: loss of $21,063).
Throughout the reporting period, the Group advanced its strategy of becoming a leading exploration company by executing multiple disciplined exploration campaigns across all its’ Serbian projects. The objective of the exploration program was to gain a better understanding of the projects geology and result in generating drill targets for both pegmatite style mineralisation, as well as sediment hosted Lithium-Boron type deposits. During the reporting period, the Group’s exploration teams have executed disciplined exploration programs, all of which have added to the understanding of the various projects and in identifying the most promising areas for follow up work and drill target location.
After further follow up work on the Bukulja and Krajkovac Projects, the Group decided to relinquish these projects, as it was determined that the likelihood of defining economic resources on the project areas was low.
Following are the key activities undertaken by the Group on all the projects during the 2019 financial year.
Rekovac Project
During the year, the company carried out its first soil and rock sampling program on the Rekovac project which returned encouraging results. The objective of the field mapping and soil sampling program was to outline areas with anomalous Li and B values and associated elements as well as to determine the most prospective area for follow up detail rock chips sampling. This program was completed after the financial year and the results were finalized in August 2019.
During the maiden sampling campaign, the Company undertook two soil sampling programs and collected a total of 291 samples. The assays returned with elevated Lithium and Boron values with up to 342 ppm of boron and up to 149 ppm of lithium. The elevated values highlight a prospective area in the central and the southern part of the project area.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
3
Directors’ Report
As a result of encouraging soil sampling results, the Company conducted a follow up detail rock chip sampling with a focus on the identified anomalies with 26 rock samples being collected and analysed. The rock chip sampling focused on exposed lower and middle Miocene sedimentary formations (which are known to host large Lithium Boron deposits in Serbia, such as Rio Tinto’s jadar deposit), in an attempt to identify the presence of potentially permissive environment or evidence of sources of the elevated Li and B values.
During the sampling program, the presence of scattered spherical nodules and pseudomorphs were identified, which are most likely replacing evaporite minerals within the fine pelitic sediments. XRD analyses of selected samples, indicated the presence of two evaporate minerals; Dolomite and Analcime, both of which are considered to be indicators of a saline-alkaline environment
In conjunction with the field activities, the Company acquired regional gravity and magnetic survey data from a local contractor who re-interpreted the data with the aim to outline underlying basin geometry and define the presence Calc-Alkaline volcanism that may be a source of mineral-bearing fluids. The data was analysed in conjunction with the surface sampling data and used to assist in defining target zones which will be the focus of the Company’s scout drilling program.
Cer Project
During the period the Group completed is preliminary sampling campaign on the Cer Project. As a result of the initial campaign, the Group defined a target area in the south eastern part of the project area. The target was defined by elevated multi element values (stream sediment sampling). In total, the Company collected 100 stream sediment samples and 144 rock chip samples on the Cer project.
Vranje-South Project
The Company carried out three sampling and reconciliation programs, with the last program being completed in July 2019, which resulted in the collection and analysis of 493 soil samples, 39 rock chip samples, 30 stream sediment samples. Additionally, the Company acquired and analyised regional gravity and magnetic survey data from a local contractor who re-interpreted the data with the aim to outline underlying basin geometry and define the presence Calc-Alkaline volcanism that may be a source of mineral-bearing fluids.
In August 2018, the Company completed its first maiden reconnaissance sampling and mapping activities on the Vranje-South project in southern Serbia. The objective of the program was to identify anomalous zones within the license area, which may point to lithium-borate mineralisation at depth. The soil sampling program defined 4 zones with elevated Boron anomalies, two of which were also elevated in lithium.
As a result of the second phase sampling program, completed in November 2018, preliminary stream sediment and soil surveys defined a number of areas with elevated lithium and borate values on the project with good correlation between borate and lithium zones defined in two areas. Of particular interest were the encouraging borate values, with the highest value peaking above 800ppm borate and the lithium values peaking at 220ppm both of which are considered anomalous soil samples.
On the basis of the positive results, the Company initiated follow up mapping and rock sampling work, with the objective of defining zones of interest for drill testing. Reconciliation provided further encouraging indications of potential mineralisation within the basin, which was completed subsequent to the reporting period, in July 2019.
This was further encouraged by the reinterpretation of historical gravity and magnetic data.
Bukulja Project (relinquished during the period)
During the year, the Company carried out a maiden sampling campaign on the Bukulja project, during which a total of 54 stream samples; 16 soil samples and 10 rock samples were collected. Preliminary stream sediment and soil surveys defined several anomalous zones on the Bukulja granitoid, which is considered prospective for pegmatite hosted lithium mineralisation. The anomalies were defined by multi-element values including Be, Sb, Sn, As and Li.
After further follow up work on the license, which included further mapping and soil sampling, the Company decided to relinquish the Bukulja project, as it was determined that the likelihood of defining economic lithium resources on the project areas was low.
4
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
Directors’ Report
Krajkovac Project (relinquished during the period)
During the year, the Company carried out its two sampling programs on the Krajkovac project, which resulted in a total of 48 stream sediment samples, 149 soil samples and 13 rock chip samples being collected.
After further follow up work on the license, which included further mapping and soil sampling, the Company decided to relinquish the Krajkovac project, as it was determined that the likelihood of defining economic lithium resources on the project areas was low.
Significant events after reporting date
Subsequent to year end the following key events have occurred:
-
After further follow up work on the Cer and Vranje-South Projects, during the year ended 30 June 2020, the Group decided to relinquish these projects, as it was determined that the likelihood of defining economic resources on the project areas was low.
-
In January 2021, the Group received a three (3) year extension of its Rekovac exploration licenses.
-
On 24 February 2021, the Company’s sole shareholder, Jadar Resources Limited (ASX: JDR) announced its intentions to spin out its Serbian lithium and borate assets (comprising of its Rekovac Project and pending applications for new exploration permits in Serbia) into a new incorporated subsidiary called Balkan Mining and Minerals Limited (“Balkan”) subject to shareholder approval. It is intended that Balkan will undertake an Initial Public Offering (“IPO”) to facilitate an admission to the official list of the ASX and see Balkan raise $6.5 million of new equity. Under the proposed transaction, Jadar will retain approximately 22% of the equity in Balkan and retain exposure to Serbia assets via equity interest.
Sandfire has conditionally agreed to participate in the proposed IPO with a strategic investment of $2M amounting to an approximate 22% equity in Balkan on the key terms and conditions set out in the Company’s announcement dated 24 February 2021. As part of Sandfire’s investment, Sandfire has also agreed to collaborate with Balkan.
The proposed transaction will create a new listed company with a sole focus on exploration and development of mineral projects in the Balkans, assisted by a dedicated board and management team with the ability to give direct focus to the Serbian lithium and borate assets and allocate the necessary resources required to generate immediate value.
- In March 2021, the Group secured four new exploration licences in Serbia covering an area of 261 km2.
The Ursule and Siokovac exploration licences are adjacent to the Group’s existing Rekovac licence where the Group’s maiden drilling program identified the presence of preserved Borate and Lithium mineralisation.
The Ursule licence covers the central part of the Grear Rekovac Basin (Rekovac Block) over an area of 99 km2 and is located approximately 110 km south-southeast of Belgrade. Most of the central portions of the basin were mapped as middle Miocene age sediments. The target boratiferous lower Miocene sediments (Dragovo Formation), outcropping in the southwestern portion of the licence area close to their contacts with basement formations. These permissive sediments are anticipated to extend to the northnortheast where it is covered and preserved by younger sediment cover. NE-SW trending faults are thought to be major structural controls on basement fracturing and basin development and may also serve as zones of migration for mineral-bearing fluids. The Siokovac licences cover the northern part of the Grear Rekovac Basin (Rekovac Block) and the licence area is approximately 98 km2. The central and northern part of the licenced area is covered by a younger quaternary lake and alluvial formation which overlies middle Miocene marine sediments. The target lower Miocene lacustrine sediments (Dragovo Formation) paraconformably lay under marine sediments.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
5
Directors’ Report
The Dobrinja and Pranjani licence areas (Čačak Block) are located in western Serbia approximately 90 km south-southwest of Belgrade (Figure 3). The Project area is covered by two exploration licences covering approximately 64 km2 (Dobrinja 38 km2 , Pranjani 26 km2 ) of outcropping Neogene age basins containing lithified lacustrine sediments mapped as early, middle and upper Miocene.
Earlier studies carried out by the Yugoslavian Geological Survey identified favourable lacustrine strata for hosting lithium and boron within the licenced areas, which was followed up by Jadar´s desktop studies that identified the basin’s potential. The Dobrinja Basin is located in the southeast of the Kosjeric Basin and southwest of the Pranjani Basin. Available literature describes that the Dobrinja and Pranjani Basins are relicts of one much larger basin, which has eroded over time, leaving behind two smaller separated basins. The Dobrinja Basin is elongated in a northeast-southwest direction and filled by Neogene lacustrine sediments. The target lower Miocene sediments are exposed within western and eastern basin margins close to the contact with Basement formations. The target lower Miocene sediments lay below younger middle and upper Miocene sediments. The margins of the basin are either peridotites - serpentinite and diabase formation to the north, east and southeast and cretaceous limestone, paleozoic schist and triassic limestone to the west, southwest and south. The targeted lower Miocene continental-lacustrine sediments are characterised by marlstone, claystone, ash-flow tuffs and spring aprons travertines.
The Pranjani Basin lies immediately northeast of the Dobrinja Basin and extends over an area of approximately 40 km2 . The lake structural basin is filled by Neogene aged continental - lacustrine sediments mapped as middle Miocene. These sediments are composed mainly of marls, claystones, siltstones, ash-flow tuffs and clastics flows close to the basin margins. The geologic map indicates spread magnesite occurrences within the Pranjani Basin. These magnesite occurrences appear to be a good indicator that suggests a component of spring-sourced waters was supplied to the lake during sediment deposition. Hydrothermal magnesites are found in many other basins associated with lithium-boron enriched fluids and their precipitates.
- Subsequent to end of the financial year, the COVID-19 outbreak was declared a pandemic by the World Health Organization in March 2020.
The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. As such, it is uncertain as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of operations. The Company is actively monitoring the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce.
The impact we have seen on our business to date has been to time delays to the Group’s exploration activities. The outbreak and the response of Governments in dealing with the pandemic is interfering with general activity levels within the community, the economy and the operations of our business. The scale and duration of these developments remain uncertain as at the date of this report.
Although the Company cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have an adverse effect on the Company’s results of future operations, financial position, and liquidity in fiscal years 2020 and 2021. This being the case, we note that the value of certain assets and liabilities recorded in the statement of financial position determined by reference to impairment assessment may materially change. These include the recoverable amount of exploration and evaluation expenditure.
The financial statements have been prepared based upon conditions existing at 30 June 2019 and considering those events occurring subsequent to that date, that provide evidence of conditions that existed at the end of the reporting period. As the outbreak of COVID-19 occurred after 30 June 2019, its impact is considered an event that is indicative of conditions that arose after the reporting period and accordingly, no adjustments have been made to financial statements as at 30 June 2019 for the impacts of COVID-19.
Other than operational results as detailed in the review of operations, there are no other significant matters subsequent to year end.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
6
Directors’ Report
Share Options
No options over issued shares or interests in the Company were granted during or since the end of the financial year and there were no options outstanding at the date of this report.
Likely Future Developments
The Company’s strategy is to increase shareholder value by maximising the value of its exploration assets in Serbia.
The Group intends to continue to undertake appropriate exploration and evaluation activities sufficient to maintain tenure of its exploration licences, as well as, determine the technical prospectively of the projects., until such time that an informed decisions can be made in order to commercially exploit or relinquish them.
Indemnifying Officers
During the financial year, the Company’s parent entity, Jadar Resources Limited (formerly called Jadar Lithium Limited) paid a premium in respect of a contract insuring the Directors of the Company (as named above) and all executive officers of the Company and of any related body corporate 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 the nature of the liability and the amount of the premium.
The Company has not otherwise, during or since the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the Company or of any related body corporate against a liability incurred as such an officer or auditor.
Environmental Regulations
The Company’s operations are not regulated by any significant environmental regulation under the Law of the Commonwealth or of a State or Territory of Australia. However, the group’s operations in the Republic of Serbia are subject to environmental regulations under Serbian Laws. The group has a policy of complying with its environmental performance obligations and at the date of this report, it is not aware of any breach of such regulations.
Proceedings on behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Group or intervene in any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or any part of those proceedings. The Group was not a party to any such proceedings during the year.
Auditor’s Independence Declaration
The lead auditor's independence declaration under section 307C of the Corporations Act 2001 is set out on page 8 for the financial year ended 30 June 2019.
This report is made in accordance with a resolution of the Board of Directors.
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Luke Martino
Director
6 May 2021
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
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Central Park, Level 43 152-158 St Georges Terrace Perth WA 6000
Correspondence to: PO Box 7757 Cloisters Square Perth WA 6850
T +61 8 9480 2000 F +61 8 9480 2050 E [email protected] W www.grantthornton.com.au
Auditor’s Independence Declaration
To the Directors of Centralist Pty Ltd
In accordance with the requirements of section 307C of the Corporations Act 2001 , as lead auditor for the audit of Centralist Pty Ltd for the year ended 30 June 2019, I declare that, to the best of my knowledge and belief, there have been:
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a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
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b no contraventions of any applicable code of professional conduct in relation to the audit.
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GRANT THORNTON AUDIT PTY LTD Chartered Accountants
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M D Dewhurst Partner – Audit & Assurance
Perth, 6 May 2021
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
www.grantthornton.com.au
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
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Liability limited by a scheme approved under Professional Standards Legislation.
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Central Park, Level 43 152-158 St Georges Terrace Perth WA 6000
Correspondence to: PO Box 7757 Cloisters Square Perth WA 6850
T +61 8 9480 2000 F +61 8 9480 2050 E [email protected] W www.grantthornton.com.au
Independent Auditor’s Report
To the Members of Centralist Pty Ltd
Report on the audit of the financial report
Qualified Opinion
We have audited the financial report of Centralist Pty Ltd (the Company) and its subsidiary (the Group), which comprises the consolidated statement of financial position as at 30 June 2019, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion section of our report, the accompanying financial report of Centralist Pty Ltd is in accordance with the Corporations Act 2001 , including:
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a giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its financial performance for the year then ended; and
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b complying with Australian Accounting Standards and the Corporations Regulations 2001 .
Basis for Qualified Opinion
The financial report for the year ended 30 June 2017 has not been audited, and we were unable to obtain sufficient appropriate audit evidence for certain amounts included in the opening balances at 1 July 2017. As opening balances enter into the determination of cash flows, we were unable to determine the effects of such adjustments, if any, as might have been determined to be necessary had this limitation of scope not existed. Accordingly, we are not in a position and do not express an opinion on the cash flows for 30 June 2018.
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (Including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
www.grantthornton.com.au
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
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Material uncertainty related to going concern
We draw attention to Note 1 in the financial statements, which indicates that the Group incurred a loss of $385,239 during the year ended 30 June 2019 and had net cash outflows from operating and exploration activities of $580,746. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Emphasis of matter – basis of accounting
We draw attention to Note 1 of the financial report, which describes the basis of accounting. The financial report has been prepared for the purpose of fulfilling the Directors’ financial reporting responsibilities under the Corporations Act 2001 . As a result, the financial report may not be suitable for another purpose. Our opinion is not modified in respect of this matter.
Information other than the financial report and auditor’s report thereon
The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2019, but does not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors’ for the financial report
The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view and have determined that the basis of preparation described in Note 1 to the financial report is appropriate to meet the requirements of the Corporations Act 2001 and is appropriate to meet the needs of the Members. The Directors’ responsibility also includes such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
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A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar3.pdf. This description forms part of our auditor’s report
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GRANT THORNTON AUDIT PTY LTD Chartered Accountants
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M D Dewhurst Partner – Audit & Assurance
Perth, 6 May 2021
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Directors' Declaration
Directors' Declaration
The Directors have determined that the Company is not a reporting entity and that this special purpose financial report should be prepared in accordance with the accounting policies described in Note 1 to the financial statements.
The Directors of the Company declare that:
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1 The financial statements and notes, as set out on pages 13 to 32, are in accordance with the Corporations Act 2001:
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a. Comply with Accounting Standards as described in Note 1 to the financial statements, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
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b. Give a true and fair view of the financial position as at 30 June 2019 and of the performance for the year ended on that date of the Company in accordance with the accounting policies described in Note 1 to the financial statements; and
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2 There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Luke Martino
Director
6 May 2021
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
12
Statement of Profit or Loss and Other Comprehensive Income For the Year Ended 30 June 2019
| NOTE Other Income Exploration written off 7 Professional fees 2 Interest expense Other expenses Loss before income tax expense Income tax expense 3 Loss for the year Other comprehensive income: Items which may be subsequently reclassified to profit or loss Exchange differences on translating foreign operations Total other comprehensive income for the year Total Comprehensive loss for the year |
2019 $ 2018 $ - 2,767 (282,585) - (37,562) (12,238) (49,205) (4,706) (15,887) (6,886) |
|---|---|
| (385,239) (21,063) - - |
|
| (385,239) (21,063) |
|
| (860) (9,722) |
|
| (860) (9,722) |
|
| (386,099) (30,785) |
The accompanying notes form part of these financial statements.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
13
Statement of Financial Position As at 30 June 2019
| NOTES Current Assets Cash & cash equivalents 5 Trade & other receivables 6 Other current assets Total Current Assets Non-Current Assets Exploration asset 7 Total Non-Current Assets Total Assets Current Liabilities Trade & other payables Total Current Liabilities Non-Current Liabilities Borrowings 8 Total Non-Current Liabilities Total Liabilities Net Assets/(Liabilities) Equity Issued capital 10 Reserves 11 Accumulated losses Total Equity |
2019 $ 25,320 10,320 122 |
2018 $ 99,879 17,854 22,533 |
|---|---|---|
| 35,762 | 140,266 | |
| 614,168 | 376,538 | |
| 614,168 | 376,538 | |
| 649,930 | 516,804 | |
| 1,203 | 38,824 | |
| 1,203 | 38,824 | |
| 741,528 | 312,585 | |
| 741,528 | 312,585 | |
| 742,731 | 351,409 | |
| (92,801) | 165,395 | |
| 100,010 213,491 (406,302) |
100,010 86,448 (21,063) |
|
| (92,801) | 165,395 |
The accompanying notes form part of these financial statements.
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Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
Statement of Changes in Equity For the Year Ended 30 June 2019
| CONSOLIDATED ENTITY Note |
Issued Capital $ Capital Contribution Reserve $ Foreign Currency Reserve $ Accumulated Losses $ Total $ |
|---|---|
| Balance at 1 July 2017 Loss for the year Other comprehensive income Total comprehensive loss for the year Transactions with owners, recognised directly in equity Issued capital Fair value adjustment on shareholder loans Acquisitions Balance at 30 June 2018 Balance at 1 July 2018 Loss for the year Other comprehensive income Total comprehensive loss for the year Fair value adjustment on shareholder loans Balance at 30 June 2019 |
1 - - - 1 - - - (21,063) (21,063) - - (9,722) - (9,722) |
| - - (9,722) (21,063) (30,784) 9 - - - 9 96,170 96,170 100,000 - - - 100,000 |
|
| 100,010 96,170 (9,722) (21,063) 165,395 |
|
| 100,010 96,170 (9,722) (21,063) 165,395 - - (385,239) (385,239) - (860) - (860) |
|
| - (860) (385,239) (386,099) - 127,903 - - 127,903 |
|
| 100,010 224,073 (10,582) (406,302) (92,801) |
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Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
Statement of Cash Flows
For the Year Ended 30 June 2019
| NOTES Cash Flows from Operating Activities Payments to suppliers and employees Interest paid Net cash (used in) operating activities 13 Cash Flows from Investing Activities Payments for exploration and evaluation Net cash (used in) investing activities Cash Flows from Financing Activities Proceeds from issue of shares Redemption of redeemable shares Proceeds from borrowings Net cash provided by financing activities Net (decrease)/ increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Foreign exchange Cash and cash equivalents at the end of the financial year 5 |
2019 $ 2018 $ (23,255) (31,287) (486) (888) |
|---|---|
| (23,741) (32,175) |
|
| (557,005) (262,282) |
|
| (557,005) (262,282) |
|
| - 10 - (1) 507,641 404,048 |
|
| 507,641 404,057 |
|
| (73,105) 109,600 |
|
| 99,879 1 (1,454) (9,722) |
|
| 25,320 99,879 |
The accompanying notes form part of these financial statements.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
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Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
1. Statement of Significant Accounting Policies
The Directors’ have prepared the financial statements on the basis that the Company is a non-reporting entity because there are no users dependent on a general purpose financial report. The financial report is therefore a special purpose financial report that has been prepared in order to meet the requirements of the Corporations Act 2001 .
These financial statements have been prepared in accordance with the recognition and measurement requirements specified by the Australian Accounting Standards and Interpretations and the disclosure requirements of AASB 101 Presentation of Financial Statements , AASB 107 Statement of Cash Flows , AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors and AASB 1054 Australian Additional Disclosures.
The financial report covers the consolidated entity of Centralist Pty Ltd (the “Company”) and controlled entities (the “Group”). Centralist Pty Ltd is a proprietary limited company, incorporated and domiciled in Australia. The company is a for-profit entity for the purpose of preparing financial statements. The financial report was authorised for issue by a resolution of the Board of Directors on 6 May 2021.
Basis of Preparation
The financial statements have been prepared on an accruals basis and are based on historical costs modified by the revaluation of selected non-current assets and financial instruments for which the fair value basis of accounting has been applied. The reporting currency is Australian Dollars.
Going Concern Basis of Preparation
The financial statements have been prepared on the basis of going concern which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business. Whilst acknowledging the inherent uncertainties of progressing to profitable mining operations and managing working capital requirements, the Directors consider this to be appropriate.
For the year ended 30 June 2019 the Group recorded a loss of $385,239 (30 June 2018: loss of $21,063) and had net cash outflows from operating and exploration activities of $580,746 (30 June 2018: $294,457).
The Directors are mindful of the Company’s working capital requirements and cognisant of its developed capital management program that will provide funding to maximize the potential of its current asset and provide a strong base for increasing shareholder value. To date, the Group has been financed through borrowings from its 100% parent company Jadar Resources Limited. Based on forecasts, the completion of Balkan Mining and Minerals Limited capital raising of $6.5 million and listing on the ASX and/or Jadar Resource Limited’s continued financial support should Balkan Mining and Minerals not be successful with its capital raising and ASX listing, the directors consider the basis of going concern to be appropriate. The ability of the consolidated entity to continue as a going concern is also dependent upon the successful exploitation of its mineral tenements and progression of its exploration activities into a successful production stage.
Should the entity not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements and that the financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the entity not continue as a going concern.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
17
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
a. Principles of Consolidation
The Group financial statements consolidate those of the Parent Company and all of its subsidiaries as of 30 June 2019. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of 30 June.
All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s profit or loss and net assets that is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests.
b. Income Tax
The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred tax expense (income).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at the end of the reporting period. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well unused tax losses.
Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at the end of the reporting period. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
18
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
c. Leases
A distinction is made between finance leases which effectively transfer from the lessor to the lessee substantially all the risks and benefits incidental to ownership of leased non-current assets, and operating leases under which the lessor effectively retains substantially all such risks and benefits.
Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair value of the leased property or the present value of the minimum lease payments, including any guaranteed residual values. Lease payments are allocated between the reduction of the lease liability and the lease interest expense for the period.
Leased assets are depreciated on a straight-line basis over the shorter of their estimated useful lives or the lease term.
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses in the periods in which they are incurred. Lease incentives under operating leases are recognised as a liability and amortised on a straight-line basis over the life of the lease term.
d. Financial Instruments
Recognition, initial measurement and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument, and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value through profit or loss, which are measured initially at fair value. Subsequent measurement of financial assets and financial liabilities are described below.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
Classification and subsequent measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable)
For the purpose of subsequent measurement, financial assets other than those designated and effective as hedging instruments are classified into amortised costs.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
19
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses.
Classifications are determined by both:
-
The entities business model for managing the financial asset
-
The contractual cash flow characteristics of the financial assets
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables, which is presented within other expenses.
Subsequent measurement financial assets
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVPL):
• they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows
• the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most other receivables fall into this category of financial instruments.
Impairment of Financial assets
AASB 9’s impairment requirements use more forward looking information to recognize expected credit losses - the ‘expected credit losses (ECL) model’. Instruments within the scope of the new requirements included loans and other debt-type financial assets measured at amortised cost and FVOCI, trade receivables, contract assets recognised and measured under AASB 15 and loan commitments and some financial guarantee contracts (for the issuer) that are not measured at fair value through profit or loss.
The Group considers a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
In applying this forward-looking approach, a distinction is made between:
• financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk (‘Stage 1’) and
• financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low (‘Stage 2’).
‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date.
‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are recognised for the second category.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
20
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument.
Trade and other receivables and contract assets
The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss allowance at the amount equal to the expected lifetime credit losses. In using this practical expedient, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix.
The Group assess impairment of trade receivables on a collective basis as they possess credit risk characteristics based on the days past due. The Group allows 1% for amounts that are 30 to 60 days past due, 1.5% for amounts that are between 60 and 90 days past due and writes off fully any amounts that are more than 90 days past due.
Classification and measurement of financial liabilities
As the accounting for financial liabilities remains largely unchanged from AASB 139, the Group’s financial liabilities were not impacted by the adoption of AASB 9. However, for completeness, the accounting policy is disclosed below.
The Group’s financial liabilities include borrowings, trade and other payables and derivative financial instruments.
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss.
Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than derivative financial instruments that are designated and effective as hedging instruments).
All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included within finance costs or finance income.
Accounting policies applicable to comparative period (30 June 2018)
Recognition and Initial Measurement
Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial assets that are delivered within timeframes established by marketplace convention.
Financial instruments are initially measured at fair value plus transactions costs where the instrument is not classified as at fair value through profit and loss. Transaction costs related to instruments classified as at fair value through profit or loss are expensed to profit or loss immediately. Financial instruments are classified and measured as set out below.
Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expire. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised as profit or loss.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
21
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
Classification and Subsequent Measurement
i. Financial assets at fair value through profit or loss
Financial assets are classified at fair value through profit and loss when they are held for trading for the purpose of short term profit taking, where they are derivatives not held for hedging purposes, or designated as such to avoid an accounting mismatch or to enable performance evaluation where a group of financial assets is managed by key management personnel on a fair value basis in accordance with a documented risk management or investment strategy. Realised and unrealised gains and losses arising from changes in fair value are included in profit or loss in the period in which they arise.
ii. Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost using the effective interest rate method.
iii. Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the group’s intention to hold these investments to maturity. They are subsequently measured at amortised cost using the effective interest rate method.
iv. Available-for-sale (AFS) financial assets
AFS financial assets are non-derivative financial assets that are either designated as such or that are not classified in any of the other categories. They comprise investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments. All AFS financial assets are measured at fair value. Gains and losses are recognised in other comprehensive income and reported within the AFS reserve within equity, except for impairment losses and foreign exchange differences on monetary assets, which are recognised in profit or loss. When the asset is disposed of or is determined to be impaired the cumulative gain or loss recognised in other comprehensive income is reclassified from the equity reserve to profit or loss and presented as a reclassification adjustment within other comprehensive income. Interest calculated using the effective interest method and dividends are recognised in profit or loss within ‘finance income’.
v. Impairment
At each reporting date, the Group assesses whether there is objective evidence that a financial instrument has been impaired. In the case of available-for-sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether impairment has arisen. Impairment losses are recognised in profit or loss.
vi. Financial liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost using the effective interest rate method.
e. Exploration and evaluation
Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:
-
i. the rights to tenure of the area of interest are current; and
-
ii. at least one of the following conditions is also met:
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
22
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
-
a. the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or
-
b. exploration and evaluation activities in the area of interest have not at the reporting date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest is continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortised of assets used in exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (for the cash generating unit(s) to which it has been allocated being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years.
Where a decision has been made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to development.
f. Foreign Currency Transactions and Balances
Functional and presentation currency
The functional currency of each of the group’s entities is measured using the currency of the primary consolidated environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Nonmonetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in profit or loss, except where deferred in equity as a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity; otherwise the exchange difference is recognised in profit or loss.
Group companies
The financial results and position of foreign operations whose functional currency is different from the group’s presentation currency are translated as follows:
Assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
23
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
Income and expenses are translated at average exchange rates for the period;
Retained earnings are translated at the exchange rates prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations are transferred directly to the group’s foreign currency translation reserve in the statement of financial position. These differences are recognised in profit or loss in the period in which the operation is disposed.
g. Employee Entitlements
Provision is made for the Company’s liability for employee benefits arising from services rendered by employees to reporting date. Employee benefits that are expected to be settled wholly within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits.
h. Cash
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of one month or less, and bank overdrafts. Bank overdrafts are shown within short-term borrowings in current liabilities on the statement of financial position.
i. Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
All other borrowing costs are expensed in the period in which they are incurred.
j. Trade and Other Creditors
These amounts represent liabilities for goods and services provided to the Consolidated Entity prior to the end of the financial year and which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.
k. Contributed Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.
l. Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST.
Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.
24
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
m. Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.
n. Critical Accounting Estimates and Judgements
The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical knowledge and experience, best available information and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the period in which the estimate is revised if it affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
The critical accounting estimates and judgements applicable to this financial report are as follows:
Exploration and evaluation expenditure
The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to be recovered or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. While there are certain areas of interest from which no reserves have been extracted, the directors are of the continued belief that such expenditure should not be written off since feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at reporting date at nil value.
o. New, revised or amending Accounting Standards and Interpretations adopted
Australian Accounting Standards
| AASB No. | Title | Application date of **standard *** |
Issue date |
|---|---|---|---|
| AASB 9 | Financial Instruments | 1 January 2018 | December 2014 |
| AASB 15 | Revenues from Contracts with Customers | 1 January 2018 | October 2015 |
| AASB 16 | Leases | 1 January 2019 | February 2016 |
- Annual reporting periods beginning after
The above table is complete as at 30 June 2019, therefore any further standards/interpretations issued after this date will also need to be disclosed up until the date of authorisation of the financial report.
AASB 9 Financial Instruments
AASB 9 Financial Instruments replaces AASB 139 Financial Instruments: Recognition and Measurement. It makes major changes to the previous guidance on the classification and measurement of financial assets and introduces an ‘expected credit loss’ model for impairment of financial assets.
The adoption of this standard has had no impact on the current or previous reporting period and as such there have been no adjustments to the opening balance of retained earnings
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
25
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
AASB 15 Revenue from Contracts with Customers
AASB 15 replaces AASB 118 Revenue, AASB 111 Construction Contracts and several revenue-related Interpretations. The group is currently in a pre-revenue stage and there has been no impact following adoption of the new standard on the financial statements.
New standards and interpretations not yet adopted
AASB 16 Leases
AASB 16 eliminates the operating and finance lease classifications for lessees currently accounted for under AASB 117 Leases. It instead requires an entity to bring most leases onto its balance sheet in a similar way to how existing finance leases are treated under AASB 117. An entity is required to recognise a lease liability and a right of use asset in its balance sheet for most leases. There are some optional exemptions for leases with a period of 12 months or less and for low value leases.
Lessor accounting remains largely unchanged from AASB 117.
The entity is yet to undertake a detailed assessment of the impact of AASB 16. However, based on the entity’s preliminary assessment, the Standard is not expected to have any impact on the transactions and balances, material or other, recognised in the financial statements when it is first adopted for the year ending 30 June 2020.
There are no other standards that are not yet effective and that are expected to have a material impact on the Group in the current or future reporting period and in the foreseeable future.
2. Professional fees
| Consolidated entity | |
|---|---|
| Accounting fees Legal fees |
2019 $ 2018 $ 8,572 2,815 28,990 9,423 |
| 37,562 12,238 |
3. Income Tax Expense
Reconciliation of income tax expense to prima facie tax payable
| Consolidated entity | |
|---|---|
| The components of income tax expense comprise: Current tax Deferred tax Under / (over) provisions in respect of prior years |
2019 $ 2018 $ |
| - - - - - - - - |
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
26
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
4. Acquisition of Subsidiary
On 22 December 2017, the Company completed the acquisition of 100% of the issued share capital of Jadar Lithium d.o.o which is the holder of the Serbian tenements. In consideration for the acquisition, the Company issued to the vendors 20 consideration shares (representing 2/15[ths] of the Company’s share capital).
The assets and liabilities recognised as a result of the acquisitions are as follows:
| $ | |
|---|---|
| Net identifiable assets acquired: Exploration assets Pre-acquisition net assets acquired Total consideration paid |
126,769 (26,769) |
| 100,000 |
As a condition precedent to the acquisition, Mr Bozo Guzjian will be engaged as an in country-manager by Jadar Lithium D.O.O from completion. In consideration for his services he was paid a salary of EUR65,000 per annum for a minimum term of two years.
The acquisition has been accounted for as an acquisition of an asset on the basis that it does not constitute a business as defined by AASB 3 Business Combinations.
5. Cash and Cash Equivalents
| Consolidated | entity | |
|---|---|---|
| 2019 | 2018 | |
| $ | $ | |
| Cash at bank and on hand | 25,320 | 99,879 |
Funds held at bank is denominated in Serbian dinars.
6. Current Trade and other Receivables
| Consolidated entity | |
|---|---|
| Other receivables GST/VAT Receivable Total |
2019 $ 2018 $ 22 1,746 10,298 16,108 |
| 10,320 17,854 |
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
27
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
7. Exploration Asset
| Consolidated entity | |
|---|---|
| Opening balance Asset acquisition1 Exploration capitalised Exploration written off2 Closing balance |
2019 $ 2018 $ 376,538 - - 126,769 520,215 249,769 (282,585) - |
| 614,168 376,538 |
-
Refer to note 4 for further details.
-
As referred to in the Directors’ Report “Review of Operations and Financial Results”, the Company decided to relinquish its Bukulja and Krajkovac Projects during the year ended 30 June 2019.
8. Borrowings
| Consolidated entity | |
|---|---|
| Parent company loan – non-current Total |
2019 $ 2018 $ 741,528 312,585 |
| 741,528 312,585 |
The Group has entered into loan agreements with its shareholder, Jadar Resources Limited. The loans are denominated in Australian dollars, unsecured and interest free. Loans are repayable in groups of $500,000 over equal 11 monthly installments. Jadar Resources Limited financing of the Group in the form of a shareholder loans may attach to it beneficial financing terms which under Accounting Standards are considered to be equity capital contributions by the Group.
At initial recognition, these loans are measured at fair value and are subsequently carried at amortised costs using the effective interest method (10%). The difference between the fair value and the principal amount of the shareholder loans represents an equity capital contribution in the Group.
| Carrying amount at the beginning of the year Advances from shareholder Interest on principal Fair value adjustment on initial recognition |
Consolidated entity |
|---|---|
| 2019 $ 2018 $ 312,585 - 507,641 404,048 49,205 4,706 (127,903) (96,169) |
|
| 741,528 312,585 |
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
28
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
9. Controlled Entities
The Consolidated Entity incorporates the assets, liabilities and results of the following companies:
| Country of Incorporation | Percentage | Interest | |
|---|---|---|---|
| 2019 | 2018 | ||
| Centralist Pty Ltd (Parent Entity) | Australia | ||
| Jadar Lithium d.o.o (Previously named Centurion | |||
| Metals d.o.o)., Beograd | Republic of Serbia | 100% | 100% |
10. Issued Capital
| Consolidated entity | Consolidated entity | |
|---|---|---|
| 150 (2018: 150) fully paid ordinary shares a) Ordinary Shares At the beginning of the reporting period Issue of shares Issue of shares – acquisition of subsidiaries At reporting date At the beginning of reporting period Issue of shares Share Split Issue of shares – acquisition of subsidiaries At the end of reporting period |
2019 $ 100,010 |
2018 $ 100,010 |
| 2019 $ 100,010 - - |
2018 $ - 10 100,000 |
|
| 100,010 | 100,010 | |
| 150 - - - |
No. Shares - 10 120 20 |
|
| 150 | 150 |
Ordinary shares have no par value and participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held. Every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.
| b) Redeemable shares At the beginning of the reporting period Redemption At reporting date At the beginning of reporting period Redemption At the end of reporting period |
2019 $ - - |
2018 $ 1 (1) |
|---|---|---|
| - | - | |
| - - |
No. Shares 1 (1) |
|
| - | - |
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
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Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
11. Reserves
| Reserves Foreign currency reserve Capital contribution reserve (i) Capital contribution reserve Beginning of the year Excess of shareholder loans over fair value |
Consolidated entity 2019 $ 2018 $ |
|---|---|
| (10,582) (9,722) 224,073 96,170 |
|
| 213,491 86,448 |
|
| Consolidated entity | |
| 2019 $ 2018 $ 96,170 - 127,903 96,170 |
|
| 224,073 96,170 |
The excess of principal amount of shareholder loans over their fair value in substance represents an equity contribution by the shareholders and is recognized as a capital contribution reserve.
12. Contingent Liabilities
There were no contingent liabilities or contingent assets at 30 June 2019 (2018: nil).
13. Cash Flow Information
Reconciliation of Loss after Income Tax to Net Cash Outflow from Operating Activities
| Consolidated entity | |
|---|---|
| Loss after income tax Adjustment for non-cash items Foreign loss Impairment Interest expense on shareholder loan Increase/(decrease) in: (Decrease) in GST receivables (Decrease) in other receivables (Decrease) in other current assets (Decrease)/ increase in exploration asset (Decrease)/ increase in trade and other payables Net cash outflow from operating activities |
2019 $ 2018 $ (385,239) (21,063) 594 - 282,585 - 49,205 4,706 5,809 (16,108) 1,724 (1,744) 22,413 - - - (832) 2,034 (23,741) (32,175) |
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
30
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
14. Auditor's Remuneration
| Consolidated | entity | |
|---|---|---|
| 2019 | 2018 | |
| Remuneration of Grant Thornton Audit Pty Ltd of the parent entity for: | $ | $ |
| Auditing or reviewing of financial reports | - | - |
15. Subsequent Events
Subsequent to year end the following key events have occurred:
-
After further follow up work on the Cer and Vranje-South Projects, during the year ended 30 June 2020, the Group decided to relinquish these projects, as it was determined that the likelihood of defining economic resources on the project areas was low.
-
In January 2021 the Group received a three (3) year extension of its Rekovac exploration licenses.
-
On 24 February 2021, the Company’s sole shareholder, Jadar Resources Limited (ASX: JDR) announced its intentions to spin out its Serbian lithium and borate assets (comprising of its Rekovac Project and pending applications for new exploration permits in Serbia) into a new incorporated subsidiary called Balkan Mining and Minerals Limited (“Balkan”) subject to shareholder approval. It is intended that Balkan will undertake an Initial Public Offering (“IPO”) to facilitate an admission to the official list of the ASX and see Balkan raise $6.5 million of new equity. Under the proposed transaction, Jadar will retain approximately 22% of the equity in Balkan and retain exposure to Serbia assets via equity interest.
Sandfire has conditionally agreed to participate in the proposed IPO with a strategic investment of $2M amounting to an approximate 22% equity in Balkan on the key terms and conditions set out in the Company’s announcement dated 24 February 2021. As part of Sandfire’s investment, Sandfire has also agreed to collaborate with Balkan.
The proposed transaction will create a new listed company with a sole focus on exploration and development of mineral projects in the Balkans, assisted by a dedicated board and management team with the ability to give direct focus to the Serbian lithium and borate assets and allocate the necessary resources required to generate immediate value.
-
In March 2021, the Group secured four new exploration licences in Serbia covering an area of 261 km2.
The Ursule and Siokovac exploration licences are adjacent to the Group’s existing Rekovac licence where the Group’s maiden drilling program identified the presence of preserved Borate and Lithium mineralisation.
The Ursule licence covers the central part of the Grear Rekovac Basin (Rekovac Block) over an area of 99 km2 and is located approximately 110 km south-southeast of Belgrade. Most of the central portions of the basin were mapped as middle Miocene age sediments. The target boratiferous lower Miocene sediments (Dragovo Formation), outcropping in the southwestern portion of the licence area close to their contacts with basement formations. These permissive sediments are anticipated to extend to the northnortheast where it is covered and preserved by younger sediment cover. NE-SW trending faults are thought to be major structural controls on basement fracturing and basin development and may also serve as zones of migration for mineral-bearing fluids. The Siokovac licences cover the northern part of the Grear Rekovac Basin (Rekovac Block) and the licence area is approximately 98 km2. The central and northern part of the licenced area is covered by a younger quaternary lake and alluvial formation which overlies middle Miocene marine sediments. The target lower Miocene lacustrine sediments (Dragovo Formation) paraconformably lay under marine sediments.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
31
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
The Dobrinja and Pranjani licence areas (Čačak Block) are located in western Serbia approximately 90 km south-southwest of Belgrade (Figure 3). The Project area is covered by two exploration licences covering approximately 64 km2 (Dobrinja 38 km2 , Pranjani 26 km2 ) of outcropping Neogene age basins containing lithified lacustrine sediments mapped as early, middle and upper Miocene.
Earlier studies carried out by the Yugoslavian Geological Survey identified favourable lacustrine strata for hosting lithium and boron within the licenced areas, which was followed up by Jadar´s desktop studies that identified the basin’s potential. The Dobrinja Basin is located in the southeast of the Kosjeric Basin and southwest of the Pranjani Basin. Available literature describes that the Dobrinja and Pranjani Basins are relicts of one much larger basin, which has eroded over time, leaving behind two smaller separated basins. The Dobrinja Basin is elongated in a northeast-southwest direction and filled by Neogene lacustrine sediments. The target lower Miocene sediments are exposed within western and eastern basin margins close to the contact with Basement formations. The target lower Miocene sediments lay below younger middle and upper Miocene sediments. The margins of the basin are either peridotites - serpentinite and diabase formation to the north, east and southeast and cretaceous limestone, paleozoic schist and triassic limestone to the west, southwest and south. The targeted lower Miocene continental-lacustrine sediments are characterised by marlstone, claystone, ash-flow tuffs and spring aprons travertines.
The Pranjani Basin lies immediately northeast of the Dobrinja Basin and extends over an area of approximately 40 km2 . The lake structural basin is filled by Neogene aged continental - lacustrine sediments mapped as middle Miocene. These sediments are composed mainly of marls, claystones, siltstones, ash-flow tuffs and clastics flows close to the basin margins. The geologic map indicates spread magnesite occurrences within the Pranjani Basin. These magnesite occurrences appear to be a good indicator that suggests a component of spring-sourced waters was supplied to the lake during sediment deposition. Hydrothermal magnesites are found in many other basins associated with lithium-boron enriched fluids and their precipitates.
- Subsequent to end of the financial year, the COVID-19 outbreak was declared a pandemic by the World Health Organization in March 2020.
The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. As such, it is uncertain as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of operations. The Company is actively monitoring the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce.
The impact we have seen on our business to date has been to time delays to the Group’s exploration activities. The outbreak and the response of Governments in dealing with the pandemic is interfering with general activity levels within the community, the economy and the operations of our business. The scale and duration of these developments remain uncertain as at the date of this report.
Although the Company cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have an adverse effect on the Company’s results of future operations, financial position, and liquidity in fiscal years 2020 and 2021. This being the case, we note that the value of certain assets and liabilities recorded in the statement of financial position determined by reference to impairment assessment may materially change. These include the recoverable amount of exploration and evaluation expenditure.
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
32
Notes to and Forming Part of the Accounts For the Year Ended 30 June 2019
The financial statements have been prepared based upon conditions existing at 30 June 2019 and considering those events occurring subsequent to that date, that provide evidence of conditions that existed at the end of the reporting period. As the outbreak of COVID-19 occurred after 30 June 2019, its impact is considered an event that is indicative of conditions that arose after the reporting period and accordingly, no adjustments have been made to financial statements as at 30 June 2019 for the impacts of COVID-19.
Other than operational results as detailed in the review of operations, there are no other significant matters subsequent to year end.
16. Contractual Commitments
| 30 June 2019 $ 30 June 2018 $ |
|
|---|---|
| Exploration expenditure commitments: No longer than 1 year Longer than 1 year and not longer than 5 years |
830,779 243,858 - 1,668,447 |
| 830,779 1,912,305 |
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019
33
Additional Information
OTHER INFORMATION
Centralist Pty Ltd, incorporated and domiciled in Australia, is a proprietary limited by shares company.
SCHEDULE OF TENEMENTS (at 30 June 2019)
| Project | Tenement ID | **Indirect Interest *** |
|---|---|---|
| SERBIA PERMITS | ||
| Rekovac | 2224 | 100% |
| Cer | 2223 | 100% |
| Vranje-South | 2225 | 100% |
-
Designates Jadar Lithium Limited’s interest in permits held through subsidiaries as follows:
-
Jadar Lithium DOO, Beograd incorporated in Serbia and owned 100% by Jadar Lithium Limited.
34
Centralist Pty Ltd ABN 41 618 766 715 – Financial Report 2019