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DALAROO METALS LTD Annual Report 2022

Sep 27, 2022

64756_rns_2022-09-27_2427a4d4-358f-4f00-9106-267eb790127a.pdf

Annual Report

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ANNUAL REPORT 2022

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CONTENTS
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Corporate Directory 3
Chairman’s Review 4
Directors’ Report 5
Auditor’s Independence Declaration 38
Statement of Proft or Loss and Other 39
Comprehensive Income
Statement of Financial Position 40
Statement of Changes in Equity 41
Statement of Cash Flows 42
Notes to the Financial Statements 43
Directors’ Declaration 65
Independent Audit Report 66
ASX additional information 70

CORPORATE DIRECTORY

Directors David Quinlivan – Non Executive Chairman Robert Beeck – Non Executive Director Harjinder Kehal – Managing Director Company secretary John Arbuckle (appointed 1 September 2022) David Peterson (resigned 31 August 2022) Annual General Meeting 11.00 am Wednesday 30 November 2022 at The Celtic Club 48 Ord Street West Perth WA 6005 Registered office Suite 1, 346 Barker Road Subiaco WA 6008 Principal place of business Suite 1, 346 Barker Road Subiaco WA 6008 Share register Advanced Share Registry Services Ltd 110 Stirling Highway Nedlands WA 6009 Auditor Crowe Perth Level 5, 45 St Georges Terrace Perth, WA 6000 Solicitors AGH Law Level 1, 50 Kings Park Road West Perth WA 6005 Stock Exchange Listing Dalaroo Metals Ltd is listed on the Australian Securities Exchange. The home exchange is Perth, Western Australia. (ASX code: DAL) Website www.dalaroometals.com.au

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CHAIRMANS REVIEW

CHAIRMAN’S REVIEW

Dear Shareholder

On behalf of the Board of Dalaroo Metals Ltd (“ Dalaroo ” or the “ Company ”), I am pleased to present the Annual Report for the financial year ending 30 June 2022.

I am pleased to advise that following the Company’s successful listing on the ASX on 28 September 2021, Dalaroo has made significant progress on advancing the planned exploration programs set out in the 2021 Prospectus for both the Namban (Ni-Cu-PGE) and Lyons River (Zn-Pb-Cu) projects.

Both Dalaroo’s projects are strategically located in the Tier 1 exploration and mining jurisdiction of Western Australia and collectively cover an area of approximately 1,140 square kilometres (Namban 437 km[2] and Lyons River 703 km[2] ) that we believe is highly prospective.

Namban Project

Dalaroo’s Namban tenements, located approximately 150 km to the north of Perth adjacent to the mid north regional centre of Moora, extend over a north – south strike distance of approximately 60 kilometres and lie adjacent to the Darling Fault on the western margin of the Archean Yilgarn Craton.

Multiple Induced Polarisation (IP) anomalies coincident with large PGE-Ni-Cu-Au geochemical anomalies were identified and developed during the year within a two kilometre long by half a kilometre wide zone at Manning and we are very much looking forward to drill testing these targets once full access to the land is available following completion of the 2022 grain harvest in December.

The prominent seven kilometre long by three kilometre wide “lensoid” magnetic anomaly previously identified in the Watheroo area was further refined during the year. Elevated copper results from stream sampling in this area together with the physical characteristics of this anomaly suggest the presence of a significant mafic "chonolith" type intrusive that is prospective for nickel and copper. Again, we are looking forward to undertaking the next phase of exploration work in this area following completion of the 2022 grain harvest.

Lyons River Project

Dalaroo’s Lyons River tenements, located approximately 1,100 km north of Perth and 220 km to the northeast of the coastal town of Carnarvon, extend over an area that measures approximately 30 kilometres by 25 kilometres and lie within the early Proterozoic aged Mutherbukin Zone of the Gascoyne Province.

Pb-Zn mineralization at the Browns prospect extending over a strike length of more than 800 metres was outlined during the year, and this mineralisation remains open in all directions. The significant Pb-Zn sulphide intercepts coincident with the silver intercepts delineated in this area further support and strengthen our confidence in the BHT/SEDEX setting model with potential for the discovery of multiple Pb-Zn-Ag deposits.

At the Goodbody prospect, significant gold anomalism over a two-kilometre strike length within a broad eastwest structural corridor was also identified during the year. These results highlight the potential for the Goodbody prospect to add a precious metals element to what we believe is a very prospective area.

Our disciplined and methodical approach to exploration using the latest techniques during the year has delineated a number of exciting prospects at both projects that are worthy of immediate first pass drill testing or follow up drilling and we look forward to actively pursuing our exploration programs in these areas in the year ahead.

In closing I would like to thank all our shareholders, employees and contractors for your continued support of Dalaroo throughout the year.

Yours sincerely

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David Quinlivan Chairman

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

The directors present their report, together with the financial statements, on Dalaroo Metals Ltd (referred to hereafter as the “Company” or “Dalaroo” ) at the end of, and during, the year ended 30 June 2022.

DIRECTORS

The following persons were directors of the company during the whole of the reporting year and up to the date of this report, unless otherwise stated:

Mr David Quinlivan - Non-Executive Chairman B.App Sci, MinEng, Grad. Dip. Fin Serv, FAusImm, FFINSA, MMICA

Mr Quinlivan is a mining engineer with significant mining and executive leadership experience, having held 11 years of service at WMC Resources Limited, followed by a number of high-profile mining development positions.

Since 1989, Mr Quinlivan has served as Principal of Borden Mining Services, a mining and consulting services firm, where he has worked on a number of mining projects in various capacities. Currently, Mr Quinlivan is Chairman of Silver Lake Resources (ASX:SLR) and Non-Executive Director of Ora Banda Mining (ASX:OBM). Previously, Mr Quinlivan served as Chief Executive Officer of Sons of Gwalia Ltd (post appointment of administrators), Chief Operating Officer of Mount Gibson Iron Ltd, President and Chief Executive Officer of Alacer Gold Corporation and Chairman of Churchill Mining PLC.

Mr Quinlivan is not considered to be an independent Director given he is also a Director of Serena Minerals Limited, which is a substantial Shareholder.

Mr Quinlivan was appointed as a Director on 5 March 2021.

Mr Harjinder Kehal - Managing Director BSc (Hons), MMEE, MAusIMM, HAIG

Mr Kehal is a geologist with 30 years’ experience in the mineral resources sector in Australia, Chile, India and Vietnam.

Mr Kehal has a proven track record in project management and evaluation, feasibility studies, joint venture negotiations and statutory reporting and played a leading role in the discovery of a number of gold and base metal deposits in Western Australia and the Northern Territory, including the 1 million ounce Golden Cities deposit, 600,000 ounce Tooheys Well gold deposit and Erayinia VMS lead-zinc deposit.

Currently, Mr Kehal is also Managing Director of Serena Minerals Limited. Previous positions include Chief Operating Officer of AXG Mining Ltd and Executive Director and Chairman of Altera Resources Ltd.

Mr Kehal was appointed as a Director on 5 March 2021.

Mr Robert Beeck - Non-Executive Director MBA, Associate Member of the AusIMM

Mr Beeck has 30 years’ experience in mineral processing operations management in Australia with relation to nickel, diamonds, gold and iron ore. Mr Beeck has held senior roles in mine operations, feasibility studies, engineer design and construction of ore processing and infrastructure projects. Mr Beeck is an associate member of the AusIMM and Master of Business Administration (University of Western Australia).

Currently, Mr Beeck is General Manager of API Management, the manager of the joint venture of the West Pilbara Iron Ore Project.

Mr Beeck is not considered to be an independent director given he is a Director of Serena Minerals Limited and Shenton Resources Limited, both substantial shareholders of the Company. Mr Beeck was appointed as a Director on 5 March 2021.

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COMPANY SECRETARY

Mr David Peterson B.A (Acc), CPA, FGIA, FCG (resigned 31 August 2022)

Mr Peterson has over 30 years’ experience as a company secretary in the mining and exploration industry in Western Australia and Queensland. For the 12 years to December 2011, Mr Peterson was company secretary and executive general manager corporate at Kagara Ltd, an ASX listed base metals producer and for 10 years prior to that was company secretary and administration manager at Forrestania Gold NL a gold producer listed on ASX until it was taken over 1997. Since January 2012, David has been providing company secretarial, corporate and related consultancy services to listed and publicly unlisted companies.

Mr Peterson was appointed as Company Secretary on 5 March 2021.

Mr John Arbuckle B.Bus, CPA ( appointed 1 September 2022 )

Mr Arbuckle is an accountant with over 30 years’ experience in the resource industry with extensive experience in Company Secretary, Chief Financial Officer and Non-Executive Director roles in ASX listed companies. He has previously held senior financial management roles with CRA Ltd, North Ltd, Anaconda Nickel Ltd and was the Chief Financial Officer of Perilya Ltd and Mt Gibson Iron Ltd before starting his own company secretarial and corporate advisory business.

PRINCIPAL ACTIVITIES

During the financial year the principal activities of the company consisted of exploration activities at the company’s exploration tenements situated in Western Australia and undertaking preparations to list the company on the ASX.

There were no other significant changes in these activities during the financial year.

RESULTS OF OPERATIONS

The net loss for the Company after providing for income tax amounted to $2,666,980 (2021: Loss of $79,745).

The Company continues to undertake exploration and evaluation activities on its tenements located in Western Australia.

REVIEW OF OPERATIONS

Dalaroo’s Namban and Lyons River projects occupy a large strategic land position totalling 1,140 km[2 ] with scale to host significant sized orebodies located in the Tier 1 jurisdiction of Western Australia (Figure 1).

Namban Project

Namban is an extensive unexplored ground package (437 km[2] ), located in the mid-north wheatbelt, ~ 150 km north-northeast of Perth, adjacent to the regional center of Moora in Western Australia. The project is prospective for magmatic intrusion related Ni-Cu-PGE (Platinum Group Metal) deposits in the newly defined Yilgarn Ni-Cu Province (Figure 1).

The project tenements cover a strike distance of 60 km, adjacent to the crustal-scale Darling Fault, on the western margin of the Archaean Yilgarn Craton. The Company has a 100% interest comprising six tenements extending from the townships of Moora in the south to Three Springs in the north. No modern systematic exploration has been undertaken over Namban Project of the Archaean age Jimperding Metamporhic Belt prior to the very recent work by Dalaroo.

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The Company has been successful in delineating three targets at the Namban Project by undertaking detailed drone “UAV” and soil/auger geochemical surveys. Three drone “UAV” surveys were completed using 50m line spacing and 25m ground clearance for a total of 1,370km with lines flown east-west identifying multiple targets in the southern part of the Namban Project. These results have been used to generate a structural interpretation that has guided the systematic soil and auger geochemical sampling that was undertaken following the completion of the 2021 annual grain harvest (Figure 3). (ASX: DAL – see announcement from 15 November 2021).

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Figure 1: Dalaroo Metals projects Location

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Figure 2: Namban Project Location

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Figure 3: Namban Project – location of Manning and Cattady prospects

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Manning

Systematic auger geochemical sampling totalling 537 samples has been completed by Dalaroo at the Manning prospect, spaced on a pattern of 100 X 50m and 200 X 50m. A large coincident PGE-Cu-NiAu anomaly along the eastern boundary of tenement E70/4928 has been defined. The PGE anomaly covers an area of 2 km X 0.5 km and remains open along strike to the north and south. The Pd anomaly with a peak value of 28ppb is coincident with Cu (peak value of 605 ppm) and Ni anomalism (peak value of 206 ppm) (Figures 4 and 5). (ASX: DAL – see announcement from 11 April 2022).

The Geological Survey of Western Australia geological mapping and subsequent in field follow-up by Dalaroo indicates the large Manning PGE-Cu-Ni-Au anomaly lies on or near the terrain boundary between Archaean age gneisses and mafic rocks and the Proterozoic age Moora Group to the west.

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peak Pd
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Figure 4: Manning auger geochemical sampling – Pd anomalism and Cu anomaly outline. See Minerals 260’s Mallory PGE-Au anomaly located to the east of Manning.

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Figure 5: Manning auger geochemical sampling – Cu anomalism with Pd anomaly outline. See Minerals 260’s Mallory PGE-Au anomaly located to the east of Manning.

At Manning, Au values up to 43ppb occur in the west (Figure 6), complementing first phase soil geochemical Au values of up to 224ppb in the east.

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Figure 6: Manning auger geochemical sampling – Au anomalism with Pd anomaly outline. See Minerals 260’s Mallory PGE-Au anomaly located to the east of Manning.

An orientation Dipole Dipole Induced Polarisation (DDIP) survey was undertaken at Manning during May/June 2022. The DDIP survey was designed to cover PGE-Ni-Cu-Au auger geochemical anomalies at Manning to determine if a sulphide basement source was present that may reflect primary mineralisation. Originally planned as seven east-west oriented traverses of various line lengths and spacings, the survey was subsequently modified due to access limitations because of wheat cropping. The field acquisition of the IP data was monitored and then interpreted by Core Geophysics before inversions were conducted converting the pseudo section results to chargeability and resistivity depth. The IP survey consisted of six lines of which five were oriented east-west and one north-south for a total of 6.8km (Figures 7).

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Multiple Induced Polarisation (IP) anomalies have been outlined that are coincident with the large PGENi-Cu-Au geochemical anomalies at Manning, covering an area of 2 km X 0.5 km (Figure 1). Of these, only Line 1 effectively covered the centre of the southern extent of the Manning PGE-Ni-Cu geochemical anomaly. Line 1 was fully completed and displays a well formed, but weak chargeability anomaly (4mV/V) at a depth of 120m. This position correlates well with Pd-Au geochemical anomalism defined by Dalaroo and requires follow up IP surveys to the south. The resistivity on Line 1 may reflect the Archean/Proterozoic contact (Figure 8). (ASX: DAL – see announcement from 20 June 2022).

Line 9 at the northern end of the DDIP survey returned high chargeability values of up to 30 mV/V (Figure 9) which correlates well with anomalous PGE-Ni-Cu geochemistry results. The north-south Line 10 was effective in covering the central spine of the large Manning PGE-Ni-Cu geochemical anomaly, returning elevated chargeability results (Figure 10).

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Figure 7: Manning IP survey with final DDIP traverses over Ni geochem anomalies

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Figure 8: Manning, Line 1 – IP inversion results highlighting bedrock chargeability anomaly

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Figure 9: Manning Line 9 - IP inversion results highlighting bedrock anomaly with chargeability of up to 30 mV/V

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Figure 10: Manning – Line 10 North South line - IP inversion results highlighting bedrock chargeability anomalies

Cattady

An aircore (AC) drilling program was undertaken to test areas of surface geochemical Pd and Au anomalism at Cattady. The Cattady Anomaly comprised two parallel PGE* trends with values of up to 97ppb Pd + Pt, 28ppb Au and peak anomalous values of 642 ppm Nickel (Ni) and 226 ppm Copper (Cu) outlined over a 1 km strike length.

The AC drilling program goals were to obtain an understanding of the regolith profile and provide key geological constraints on the rock types that underlie the surface soil geochemical Pd and Au anomalism, with a focus on identifying potential mafic lithologies that confirm geochemical anomalism that could be prospective for hosting magmatic PGE-Ni-Cu mineralization.

A total of 90 drill holes for 1,495 metres were completed at Cattady. East-west drill lines were mostly 150 - 100 m apart, with a 50m spacing on each drill section. A total of 534 samples were collected from the AC drill program.

The AC drilling program defined two north-south, north-northwest trending mafic rock types hosted within a broader felsic gneiss package. The north-south trending mafic intrusive defined over 1 km broadly coincides with the soil geochemical anomalies, see Figure 11. Best results include: 18m @ 61 ppb Pd +Pt from 0m, including 1m @ 0.155 g/t Pd + Pt + Au and 391ppm Cu in drill hole CAC003 (Figure 11). Further work by Dalaroo will investigate the significance of the PGE anomalous mafic intrusive phase at the Cattady prospect (ASX: DAL – see announcement from 11 April 2022).

In addition, AC drilling also tested Au geochemical anomalies. Within the felsic gneiss package, zones of hematite +/- epidote +/- chlorite alteration and pyrite were observed in proximity to an inferred northeast trending structure and intervals of quartz veining; however, these do not show any correlation with gold-in-soil anomalism. AC drilling has highlighted that the Proterozoic age Dalaroo Siltstone is unconformably overlying the Archean crust at a shallow angle. Interestingly at this contact, moderate to intense hematite altered Archean felsic gneiss was observed, returning an encouraging intersection of 4m @ 108ppb Au. This implies that this major unconformity / contact zone has the potential to host Au mineralisation.

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Figure 11: Cattady Anomaly – Prospect geology with anomalous Pd and Au zones with AC drill holes and results. Proterozoic Dalaroo siltstone to the west unconformably overlies the Archean to the east at a shallow angle.

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Watheroo

A UAV magnetic survey at the Watheroo magnetic anomaly was completed using 50m line spacing and 30m ground clearance with lines flown east-west for a total 768 line km. This survey has outlined a very prominent 7 km long by 3 km wide lensoid magnetic anomaly considered to represent a mafic intrusive and thought to be a “Chonolith” prospective for Ni-Cu deposits (ASX: DAL – see announcement from 20 April 2022). The survey results highlight three principal magnetic zones striking NNW, with the magnetic intensity decreasing towards the west, suggesting a plunge or stepped offset of the intrusion in that direction (Figure 12).

The most prominent magnetic feature is located on the eastern boundary of the mafic intrusion, where it extends for over 4 km of strike and the central magnetic feature extends over 2.5 km. A strong magnetic trend along the western margin has a sinuous appearance and may represent a palaeochannel.

The magnetic zones correspond to mapped mafic intrusive rocks on the Geological Survey of Western Australia map (1:250,000 Moora sheet) of indeterminate Precambrian age and also extend under recent cover.

Next Steps at Namban Project

At Manning, the consulting geophysicist, Core Geophysics, has recommended that these IP results be followed up with additional IP as per the original planned survey, when full access is available in November once the 2022 grain harvest has been completed. This will further validate the chargeable anomalies with potential for follow up RC drill testing for primary sulphide PGE-Ni-Cu-Au mineralisation at Manning to be undertaken during the December quarter 2022.

Dalaroo proposes to undertake systematic geochemical sampling over the prominent 7 km long by 3 km wide magnetic anomaly considered to represent a mafic intrusive and thought to be a “Chonolith” prospective for Ni-Cu deposits once land access agreements and approvals are in place.

Dependent on receiving positive results from geochemical sampling, AC or RC drilling and ground geophysical surveys, such as EM, will be planned.

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Figure 12: Watheroo 7km X 3km magnetic anomaly identified from UAV drone 50m spaced airborne magnetics survey

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Lyons River Project

Dalaroo’s Lyons River Project is a strategic (100% owned) land position of 703 km[2] within the Proterozoic Mutherbukin Zone of the Gascoyne Province, located 220km north-east of Carnarvon (Figure 13). The Company believes the district is an emerging Broken Hill Type (“BHT”) / Sedimentary Exhalative (“SEDEX”) deposit setting with potential to host significant Pb-Zn-Cu deposits.

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Figure 13: Lyons River Project location

Sweet Spot for BHTs/SEDEXs

Combination of all previously completed exploration work has led to the development of a conceptual model that suggests the Lyons River Project is prospective for Broken Hill Type ( BHT ) deposits.

Geoscience Australia’s 2019 study, using surface wave tomography and a parameterisation for anelasticity at seismic frequencies shows 85% of the world’s sediment hosted base metal deposits occur within 200km of the edges of thick lithosphere. The Australian model shows striking correlation between major sediment hosted deposits and edge of thick lithosphere, defined by 170 km lithosphereaesthenosphere boundary (LAB) contour. Lyons River Project is located 156km from the 170km LAB contour (Figure 14).

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Figure 14: Distribution of SEDEX deposits, function of lithospheric thickness in Australia.

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Assay results from an Exploration Incentive Scheme funded diamond drilling program (Figures 15 and 16) has validated the geological model for BHT/SEDEX style base metal mineralization. Drill hole LRDD003 confirmed that anomalous and higher grade Pb-Zn-Ag intersections are hosted in an interpreted metamorphosed stratabound sequence of pyritic psammitic and pelitic rocks that have undergone high grade metamorphism and comprise quartz-biotite-garnet-cordierite-sillimanite. The IP chargeable anomaly (up to 30mv/v) within the NE zone, strong sulphide zones intersected and corresponding Pb-Zn geochemistry further validates and helps support the BHT/SEDEX prospectivity for the Lyons River area. Dalaroo’s encouraging results from drill hole LRDD003 (ASX: DAL – see announcement from 25 October 2021 include (Figure 16):

  • 1m @ 0.68% Pb, 0.28% Zn and 0.6 g/t Ag from 223m including 0.2m @ 3.05% Pb, 1.37% Zn and 3 g/t Ag from 223.2m

  • 1m @ 0.65% Pb and 0.24% Zn and 1 g/t Ag from 226m

  • 4.9m @ 0.22% Pb from 238.5m including 1m @ 0.60% Pb, 454 ppm Zn and 1 g/t Ag

  • 1m @ 0.57% Pb and 0.17% Zn and 1 g/t Ag from 273m

Significant intervals of disseminated/blebby pyrite occur within the IP chargeability zones which were the foci of the completed diamond drilling programme. In addition, silicified zones with accompanying pyrite and chlorite, pyrrhotite and weak-to-moderate hematite alteration, were logged. Coeval galena and sphalerite have been observed with trace amounts of chalcopyrite in the holes (Figures 15A and B).

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Figure 15: (A) Base metal mineralisation at 223.2 m in LRDD003 assaying 0.20 m @ 3.05% Pb, 1.36% Zn and 3 g/t Ag from 223.2 m. (B) Mineralogy assemblage from Bruker spectral scan in LRDD003, biotite-calcite-quartz-anorthoclase-sphalerite-galena

The Company’s maiden RC drilling program in December Quarter 2021 of eight holes was successful in intersecting zones of interbedded psammitic to pelitic plus mafic lithologies together with multiple zones of disseminated base metal sulphides associated with significant pyrite intervals.

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The psammitic to pelitic and mafic lithologies display varying garnet intensities that appear laterally extensive. In addition to extending Pb-Zn mineralisation along strike, the programme has provided geological constraints on the underlying stratigraphic package at Four Corners prospect, which will be crucial for targeting future work programs at Lyons River.

Multi-element assay results received from the RC drilling program (ASX: DAL – see announcement from 16 March 2022) also highlight encouraging Pb, Zn and Ag intersections including:

  • Drill hole LRRC001 intersected 1 m @ 0.43% Pb, 0.95% Zn and 7.5 g/t Ag from 47m

  • Drill hole LRRC006 with 9m @ 0.34% Pb, 0.21%Zn and 1g/t Ag from 141m including 5m @ 0.48% Pb, 0.26% Zn and 1.3 g/t Ag from 144m

These encouraging RC drill results when coupled with the previous EIS funded 2020 diamond drill results of 0.2m @ 3.05% Pb, 1.37% Zn and 3 g/t Ag in drill hole LRDD003 has outlined a zone of PbZn-Ag mineralization over a strike length of over 500m which remains open to the north, east and west (Figure 17).

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Figure 16: Four Corners prospect drill section 371700E with drill hole LRDD003

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Figure 17: Four Corners prospect, drill hole location map with historical holes, EIS diamond holes, Dalaroo’s recently completed RC drill holes and base metal results.

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Of special note are the significant intervals of Ag assays that have been intersected in the RC drill programme at Four corners with two holes (LRRC001 and LRRC006) returning Ag values of up to 7.5g/t. The presence of Ag confirms that the Pb-Zn base mineralization outlined to date supports a BHT/SEDEX setting model (Figure 18).

Encouragingly, several zones of favourable hydrothermal carbonate alteration have also been identified. Manganese (Mn)-rich carbonate, as observed in LRDD003, is known to occur commonly with high grade base-metal mineralisation in other BHT deposit settings. The meta-sedimentary package has been extensively intruded by a series of pegmatite dykes, some of which are K-felspar rich with moderate to intense hematite alteration.

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Figure 18: Four Corners prospect drill section 371900E.

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Figure 19: RC drill rig at Four Corners prospect

Next Steps at Lyons River

Base metal – BHT/SEDEX targets

An aircore drilling programme of 20 holes has been completed at the Browns prospect to test a very compelling broad Pb-Zn soil and rock chip geochemical anomaly (max 1445ppm Pb, 1080 Zn ppm) with a strike length of 2 km and width of 1 km, associated with extensive iron-rich and gossanous material at surface (Figure 20).

Exploration activities planned for the Four Corners base metal prospect include surface IP and radial/downhole IP surveys once a specialist geophysical contractor becomes available to conduct these surveys early in the December Quarter 2022. These IP surveys are expected to provide vectors for the next phase of drill testing at Four Corners with a proposed RC drill program of 2,000m.

In addition, the IP anomaly NE and SE zones remain open to the east, IP survey lines will be extended further to the east to determine the eventual size of the currently defined 2.5 km strike length anomaly.

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Figure 20: Lyons River, Four Corners prospect and new Pb-Zn soil geochemical prospects /targets

Goodbody – gold target

At Goodbody a broad east-west structural corridor containing gold anomalism and rock chip values of up to 6.25 g/t Au occurs over a strike length of several kilometres with the potential to host gold deposits (Figure 22). The Goodbody gold anomaly remains open to the west. (ASX: DAL – see announcement from 4 April 2022).

Further exploration comprising infill soil geochemical sampling at Goodbody will continue into the December Quarter 2022. Aircore drilling of this compelling gold target is also proposed, once site relevant access approvals are in place.

Lithium potential targets

Dalaroo has identified multiple lithium anomalies where statistically elevated lithium concentrations have been observed. Lithium values of up to 125 ppm are seen in the four acid data showing enrichments compared to average background granites concentrations by up to six times and are supported by elevated levels of pathfinder and indicator elements including rubidium, beryllium, caesium, tantalum and tin. (ASX: DAL – see announcement from 26 May 2022).

A program of field geological mapping and rock chip sampling of outcropping pegmatites on the high priority lithium targets generated by multi-element data review and geophysical targets. Dalaroo will also undertake infill soil sampling programs at the lithium targets (Figure 21). Results from the field geological mapping coupled with rock chip sampling and subsequent infill soil geochemical sampling programs will guide the next phase of exploration including RC drill testing to determine the extent of Li rich pegmatites.

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DALAROO METALS LTD ANNUAL REPORT 2022

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DALAROO METALS LTD

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DIRECTORS’ REPORT

==> picture [465 x 396] intentionally omitted <==

Figure 21: Lyons River Project, multiple lithium anomalies, fertile granite areas and area of significant interest with pegmatite swarm

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DALAROO METALS LTD ANNUAL REPORT 2022

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==> picture [452 x 386] intentionally omitted <==

Figure 22: Lyons River Project, Goodbody prospect with gold—in soil contours, historical rock chip results and total magnetic intensity image (warm colours represent lithologies with higher level of magnetism).

COMPETENT PERSON

The information in this report that relates to Exploration results is based on information compiled by Dalaroo Metals Ltd and reviewed by Mr Harjinder Kehal who is the Managing Director of the Company and is a Registered Practicing Geologist and Member of the AusIMM and AIG. Mr Kehal has sufficient experience that is relevant to the style of mineralisation, the type of deposit under consideration and to the activities undertaken to qualify as a Competent person as defined in the 2012 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Kehal consents to the inclusion in this report of the matters based on this information in the form and context in which it appears.

The information in this report that references previously reported exploration results is extracted from the Company’s ASX market announcements released on the date noted in the body of the text where that reference appears. The previous market announcements are available to view on the Company's website or on the ASX website (www. asx.com.au). The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.

[28]

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DALAROO METALS LTD

ACN 648 476 699

DIRECTORS’ REPORT

DIRECTORS’ REPORT

Tenement Schedule as at 30 June 2022

Project Name Location Tenement Licence Interest held at
30 June 2022
Lyons River WA E09/1824 100%
Lyons River WA E09/1825 100%
Lyons River WA E09/2098 100%
Lyons River WA E09/2102 100%
Lyons River WA E09/2304 100%
Lyons River WA E09/2305 100%
Lyons River WA E09/2312 100%
Lyons River WA E09/2680 (application) 100%
Lyons River WA E09/2708 (application) 100%
Lyons River WA E09/2713 (application) 100%
Namban WA E70/4694 100%
Namban WA E70/4928 100%
Namban WA E70/5702 100%
Namban WA E70/5494 100%
Namban WA E70/5502 100%
Namban WA E70/5604 100%

Note: All the Tenement Licences are granted, apart from E09/2680, E09/2708 and E09/2713

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

UPDATE

On 24 September 2021, the Company was admitted to the Official List of the ASX. The Company raised $5 million pursuant to the offer under its prospectus dated 16 August 2021 by the issue of 25 million ordinary shares at an issue price of $0.20 per share.

There were no other significant changes in the state of affairs of the company during the financial year.

DIRECTORS’ INTERESTS

As at the date of this report the Directors’ interests in shares and unlisted options of the Company are as follows:

Director Directors’ Interests in Directors’ Interests in
Ordinary Shares Unlisted Options
D Quinlivan 100,000 -
H Kehal - -
R Beeck 100,000 -

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DALAROO METALS LTD ANNUAL REPORT 2022

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DALAROO METALS LTD

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DIRECTORS’ REPORT

DIRECTORS’ MEETINGS

The number of meetings of the Company’s Directors held either in person or through circular resolution during the year ended 30 June 2022, and the number of meetings attended by each Director are as follows:

Board Meetings Board Meetings Audit & Risk Committee Audit & Risk Committee
Meetings
Director Eligible to Attended Eligible to Attended
Attend Attend
D Quinlivan 16 16 1 1
H Kehal 16 16 - -
R Beeck 16 16 1 1

OPTIONS OVER UNISSUED CAPITAL Unlisted Options

As at the date of this report 13,000,000 unissued ordinary shares of the Company are under option as follows:

Number of Options Granted Exercise Price Expiry Date
8,000,000 25 cents each 28 September 2025
5,000,000 25 cents each 28 September 2024

All options on issue at the date of this report are subject to separate ASX restrictions.

During the financial year the Company granted no unlisted options over unissued shares.

No options have been cancelled during, or since the end of, the financial year.

No shares have been issued on the exercise of options during, or since the end of the financial year.

Options do not entitle the holder to participate in any share issue of the Company or any other body corporate.

The holders of unlisted options are not entitled to any voting rights until the options are exercised into ordinary shares.

ISSUED CAPITAL

At the date of this report, the number of fully paid ordinary shares on issue were as follows:

Number of Shares on Issue
2022 2021
Ordinary fully paid shares 54,000,000 29,000,000

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DALAROO METALS LTD

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

DIVIDENDS

No dividend has been paid and no dividend is recommended for the financial year ended 30 June 2022 (2021: Nil).

MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR

There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company to affect substantially the operations of the Company, the results of those operations or the state of affairs of the Company in subsequent financial years.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS

The Company expects to maintain exploration programs at its Namban and Lyons River Projects in Western Australia.

Disclosure of any further information has not been included in this report because, in the reasonable opinion of the Directors to do so would be likely to prejudice the business activities of the Company and is dependent upon the results of the future exploration and evaluation.

ENVIRONMENTAL REGULATION AND PERFORMANCE

The Company holds various exploration licences to regulate its exploration activities in Australia. These licences include conditions and regulations with respect to the rehabilitation of areas disturbed during the course of its exploration activities.

So far as the Directors are aware, all exploration activities have been undertaken in compliance with all relevant environmental regulations.

REMUNERATION REPORT (AUDITED)

Remuneration paid to Directors and Officers of the Company is set by reference to such payments made by other ASX listed companies of a similar size and operating in the mineral exploration industry. In addition, reference is made to the specific skills and experience of the Directors and Officers.

Details of the nature and amount of remuneration of each Director, and other Key Management Personnel if applicable, are disclosed annually in the Company’s Annual Report.

Remuneration Committee

The Board has adopted a formal Remuneration Committee Charter which provides a framework for the consideration of remuneration matters.

The Company does not have a separate remuneration committee and as such all remuneration matters are considered by the Board as a whole, with no Member deliberating or considering such matter in respect of their own remuneration.

In the absence of a separate Remuneration Committee, the Board is responsible for:

  1. Setting remuneration packages for Executive Directors, Non-Executive Directors and other Key Management Personnel; and

  2. Implementing employee incentive and equity based plans and making awards pursuant to those plans.

Non-Executive Remuneration

The Company’s policy is to remunerate Non-Executive Directors, at rates comparable to other ASX listed companies in the same industry, for their time, commitment and responsibilities.

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DALAROO METALS LTD

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

Non-Executive Remuneration is not linked to the performance of the Company, however to align Directors’ interests with shareholders’ interests, remuneration may be provided to Non-Executive Directors in the form of equity based long term incentives.

  1. Fees payable to Non-Executive Directors are set within the aggregate amount approved by shareholders at the Company’s Annual General Meeting;

  2. Non-Executive Directors’ fees are payable in the form of cash and superannuation benefits;

  3. Non-Executive superannuation benefits are limited to statutory superannuation entitlements; and

  4. Participation in equity based remuneration schemes by Non-Executive Directors is subject to consideration and approval by the Company’s shareholders.

The maximum Non-Executive Directors fees, payable in aggregate are currently set at $300,000 per annum.

Executive Director and Other Key Management Personnel Remuneration

Executive remuneration consists of base salary, plus other performance incentives to ensure that:

  1. Remuneration packages incorporate a balance between fixed and incentive pay, reflecting short and long term performance objectives appropriate to the Company’s circumstances and objectives; and

  2. A proportion of remuneration is structured in a manner to link reward to corporate and individual performances.

The performance indicators framework is still to be finalised by the Board.

Executives are offered a competitive level of base salary at market rates (based on comparable ASX listed companies) and are reviewed regularly to ensure market competitiveness. To date the Company has not engaged external remuneration consultants to advise the Board on remuneration matters.

Incentive Plans

The Company plans to provide long term incentives to Directors and Employees pursuant to the Dalaroo Employee Securities Incentive Plan, which will be tabled for approval by shareholders at the Company’s first AGM.

The Board, acting in remuneration matters:

  1. Ensures that incentive plans are designed around appropriate and realistic performance targets and provide rewards when those targets are achieved;

  2. Reviews and approves existing incentive plans established for employees; and

  3. Approves the administration of the incentive plans, including receiving recommendations for, and the consideration and approval of grants pursuant to such incentive plans.

Engagement of Non-Executive Directors

Non-Executive Directors conduct their duties under the following terms:

  1. A Non-Executive Director may resign from his/her position and thus terminate their contract on written notice to the Company; and

  2. A Non-Executive Director may, following resolution of the Company’s shareholders, be removed before the expiration of their year of office (if applicable). Payment is made in lieu of any notice year if termination is initiated by the Company, except where termination is initiated for serious misconduct.

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

In consideration of the services provided by Mr David Quinlivan as Non-Executive Chairman the Company will pay him $65,000 plus statutory superannuation per annum, from 28 September 2021, the date the Company was admitted to the Official List of the ASX.

In consideration of the services provided by Mr Robert Beeck as Non-Executive Director the Company will pay him $45,000 plus statutory superannuation per annum, from 28 September 2021, the date the Company was admitted to the Official List of the ASX.

Messrs Quinlivan and Beeck are also entitled to fees for other amounts as the Board determines where they perform special duties or otherwise perform extra services or make special exertions on behalf of the Company. There were no such fees paid during the financial year ended 30 June 2022.

Engagement of Executive Director

The Company has entered into an executive service agreement with Mr Harjinder Kehal on the following material terms and conditions:

Mr Kehal’s service agreement with the Company, in respect of his engagement as Managing Director, is effective for three years from 28 September 2021. Mr Kehal will receive a base salary of $250,000 per annum plus statutory superannuation per annum. Under the terms of the service agreement, if the Company terminates Mr Kehal’s employment, other than due to illness or Summary Termination, the Company is required to pay Mr Kehal six (6) months remuneration (less taxation) in full and final satisfaction of all claims against the Company.

The Managing Director may also receive an annual short term performance based bonus which may be calculated as a percentage of his current base salary, the performance criteria, assessment and timing of which is negotiated annually with the Non-Executive Directors.

The Managing Director may, subject to shareholder approval, participate in the Dalaroo Employee Securities Incentive Plan and other long term incentive plans adopted by the Board.

Short Term Incentive Payments

Each year, the Non-Executive Directors will set the Key Performance Indicators (KPI’s) for the Executive Director. The KPI’s are chosen to align the reward of the individual Executives to the strategy and performance of the Company.

Performance objectives, which may be financial or non-financial, or a combination of both, are weighted when calculating the maximum short term incentives payable to Executives. At the end of the year, the Non-Executive Directors will assess the actual performance of the Executives against the set Performance Objectives. The maximum amount of the short term Incentive, or a lesser amount depending on actual performance achieved will be paid to the Executives on a basis to be finalised by the Board.

No short term incentives are payable to Executives where it is considered that the actual performance has fallen below the minimum requirement.

Shareholding Qualifications

The Directors are not required to hold any shares in Dalaroo under the terms of the Company’s constitution.

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

Company Performance

In considering the Company’s performance, the Board provides the following indices in respect of the current financial years and previous financial years:

2022 2021
Loss for the year attributable to shareholders $2,666,980 $79,745
Closing share price at 30 June $0.087 N/A

As an exploration company the Board does not consider the profit/(loss) attributable to shareholders as one of the performance indicators when implementing Short Term Incentive Payments.

In addition to technical exploration success, the Board considers the effective management of safety, environmental and operational matters and the acquisition and consolidation of high quality landholdings, as more appropriate indicators of management performance.

Remuneration Disclosures

The Key Management Personnel of the Company have been identified as:

Mr David Quinlivan Non-Executive Chairman Mr Harjinder Kehal Managing Director Mr Robert Beeck Non-Executive Director

The details of the remuneration of each Director and member of Key Management Personnel of the Company is as follows:

30 June
2022
Base Salary Short
Term
Incentive
Superannuation
Contributions
Superannuation
Contributions
Accrued
Leave
Value of
Options
Value of
Options


Total
Options as
Proportion of
Remuneration

$ $ $ $ $ $ %
D Quinlivan1 49,489 - 4,949 - -
54,437
-
H Kehal1,2 229,716 - 19,034 16,553 - 265,303 -
R Beeck1 34,261 - 3,426 - -
37,688
-
Total 313,466 - 27,409 16,553 - 357,428 -

Note: (1) All remuneration commenced on 28 September 2021

(2) Mr Kehal received fees of $39,375 for services provided until 28 September 2021

30 June
2021
Base Salary Base Salary Short
Term
Incentive
Superannuation
Contributions
Accrued
Leave

Value of
Options

Value of
Options
Total Options as
Proportion of
Remuneration

$ $ $ $ $ $ %
D Quinlivan1 - -
-
- - - -
H Kehal2 12,500 -
-
- - 12,500 -
R Beeck1 - -
-
- - - -
Total 12,500 -
-
- - 12,500 -

Note: (1) Messrs Quinlivan, Beeck & Kehal remuneration commences 28 September 2021. (2) Mr Kehal received consulting fees of $12,500 for services provided in June 2021 through the Kehal Family Trust.

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DALAROO METALS LTD

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

Details of Performance Related Remuneration

During the year, no short term incentive payments were paid to executive directors:

No performance indicators have been set for the for the 2021/22 financial year.

Options Granted as Remuneration

No options have been issued as remuneration during, or since the end of, the financial year.

The fair value of options issued as remuneration is allocated to the relevant vesting year of the options. Options are provided at no cost to the recipients.

No options were exercised by Key Management Personnel during the financial year.

Exercise of Options Granted as Remuneration

During the year, no ordinary shares were issued in respect of the exercise of options previously granted as remuneration to Directors or Key Management Personnel of the Company.

Equity Instrument Disclosures Relating to Key Management Personnel

Option Holdings

Key Management Personnel have the following interests (direct and indirect) in unlisted options over unissued shares of the Company:

2022
Name
Balance at
Start of the
Year

Received
During the
Year as
Remuneration
Other
Changes
During the
Year
Balance at
the End of
the Year
Balance at
the End of
the Year
Vested and
Exercisable
at the End of
the Year
Key Management Personnel
(KMP)
D Quinlivan1 - - - - -
H Kehal1 - - - - -
R Beeck1, 2 - - - - -
2021
Name
Balance at
Start of the
Year
Received
Suring the
Period as
Remuneration
Other
Changes
During the
Year
Balance at
the End of
the Year
Balance at
the End of
the Year


Vested and
Exercisable
at the End of
the Year
Key Management Personnel
(KMP)
D Quinlivan1 -
-
- -
-
H Kehal1 -
-
- -
-
R Beeck1, 2 -
-
- -
-

Note: (1) These KMP’s are directors of Serena Minerals Limited which holds 4.0 million unlisted options in the Company. (2) This KMP is a director of Shenton Resources Limited which holds 4.0 million unlisted options in the Company.

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DALAROO METALS LTD ANNUAL REPORT 2022

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DALAROO METALS LTD

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

Share Holdings

The number of shares in the Company held during the financial year by key management personnel of the Company, including their related parties are set out below. There were no shares granted during the reporting year as compensation.

Received During
2022 Balance at Start the Year on Other Changes Balance at the
Name of the Year Exercise of During the Year End of the Year
Options
Key Management Personnel (KMP)
D Quinlivan 1 - -
100,000
100,000
H Kehal1 - -
-
-
R Beeck1, 2 - -
100,000
100,000
Received During
2021 Balance at Start the Period on Other Changes Balance at the
Name of the Year Exercise of During the Year End of the Year
Options
Key Management Personnel (KMP)
D Quinlivan 1 -
-
-
H Kehal1 -
-
- -
R Beeck1, 2 -
-
- -

Note: (1) These KMP’s are directors of Serena Minerals Limited which holds 11,499,999 fully paid ordinary Shares in the Company.

(2) This KMP is a director of Shenton Resources Limited which holds 11,224,999 fully paid ordinary Shares in the Company.

Loans Made to Key Management Personnel

No loans were made to key management personnel, including personally related entities during the reporting year.

Other Transactions with Key Management Personnel

Corporate office rental expense of $134,250 were paid to Borden Holdings Pty Ltd, as owners of the property, to which David Quinlivan is a director. Refer to Note 18 for further information.

There were no other transactions with key management personnel.

End of Remuneration Report

OFFICERS’ INDEMNITIES AND INSURANCE

During the year, the Company did not pay an insurance premium to insure officers of the Company. The Company has not provided any insurance for the auditor of the Company.

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DIRECTORS’ REPORT

DIRECTORS’ REPORT

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001.

NON-AUDIT SERVICES

During the year Crowe Perth the Company’s auditor, has not performed any other services in addition to their statutory duties, other than as stated below.

Total remuneration paid to auditors during the financial year: 2022
$
2021
$
Audit and review of the Company’s financial statements
Other services – Preparation of an Independent Limited Assurance
Report and associated procedures for inclusion in a Prospectus
Total
19,800
10,000
-
25,571
10,000
19,800
35,571
35,571

The board considers any non-audit services provided during the year by the auditor and satisfies itself that the provision of any non-audit services during the year by the auditor is compatible with, and does not compromise, the auditor independence requirements of the Corporations Act 2001 for the following reasons:

  • all non-audit services are reviewed by the board to ensure they do not impact the impartiality and objectivity of the auditor; and

  • the non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants , as they do not involve reviewing or auditing the auditor’s own work, acting in a management or decision making capacity for the Company, acting as an advocate for the Company or jointly sharing risks and rewards.

AUDITOR’S INDEPENDENCE DECLARATION

A copy of the Auditor’s Independence Declaration as required under Section 307C of the Corporations Act is set out on the following page.

This report is made in accordance with a resolution of the Directors.

Dated at Perth this 21 27[st][th] day of September 2022.

Harjinder Kehal Managing Director

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37

AUDITOR’S INDEPENDENCE DECLARATION

==> picture [101 x 30] intentionally omitted <==

AUDITOR’S INDEPENDENCE DECLARATION

In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Dalaroo Metals Limited for the year ended 30 June 2022, I declare that, to the best of my knowledge and belief, there have been:

  • (a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  • (b) no contraventions of any applicable code of professional conduct in relation to the audit.

==> picture [120 x 47] intentionally omitted <==

Crowe Perth

==> picture [89 x 56] intentionally omitted <==

Cyrus Patell Partner

Signed at Perth, 27 September 2022

Findex (Aust) Pty Ltd, trading as Crowe Australasia is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global is a separate and independent legal entity. Findex (Aust) Pty Ltd and its affiliates are not responsible or liable for any acts or omissions of Crowe Global or any other member of Crowe Global. Crowe Global does not render any professional services and does not have an ownership or partnership interest in Findex (Aust) Pty Ltd. Services are provided by Crowe Perth, an affiliate of Findex (Aust) Pty Ltd. Liability limited by a scheme approved under Professional Standards Legislation. Liability limited other than for acts or omissions of financial services licensees. © 2022 Findex (Aust) Pty Ltd

DALAROO METALS LTD ANNUAL REPORT 2022

38

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022 30 JUNE 2022

Note
Year Ended
30 June 2022
$
Period Ended
30 June 2021
$
Revenue
Total income
Employee expenses
Professional fees
Finance costs
IPO & Related costs
Depreciation
Administration and Other expenses
Exploration costs expensed
Loss before income tax
Income tax benefit
5
Loss after tax
Other comprehensive income
Total comprehensive loss for the year
Earnings per share for loss attributable to the
ordinary equity holders of the Company
Basic/Diluted earnings/(loss) cents per share
25
2,350
4
2,350
4
(456,908)
(16,695)
(40,292)
(31,000)
(11,310)
-
(244,853)
(19,918)
(78,278)
-
(169,759)
(7,355)
(1,667,930)
(4,777)
(2,666,980)
(79,745)
-
-
(2,666,980)
(79,745)
-
-
(2,666,980)
(79,745)
(5.57)
(0.83)

The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

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DALAROO METALS LTD ANNUAL REPORT 2022

39

AS AT 30 JUNE 2022

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2022 STATEMENT OF FINANCIAL POSITION

Note
30 June 2022
$
30 June 2021
$
Current assets
Cash and cash equivalents
6
Financial Assets
7
Trade and other receivables
Prepayments
Total current assets
Non-current assets
Property, Plant & equipment
8
Right of use assets
9
Exploration & Evaluation Assets
10
Total non-current assets
Total assets
Current liabilities
Trade and Other payables
11 (a)
Lease Liability
12
Employee Benefits Provision
11 (b)
Total current liabilities
Non-current liabilities
Lease Liability
12
Employee Benefits Provision
11 (b)
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
13
Accumulated losses
15
Options reserve
14
Total equity
1,675,897
402,152
1,000,000
50,563
6,365
12,121
13,132
2,738,581
421,649
6,966
-
154,709
-
971,759
971,540
1,133,434
971,540
3,872,015
1,393,189
404,648
126,932
77,270
17,118
499,036
126,932
81,831
-
249
-
82,080
-
581,116
126,932
3,290,899
1,266,257
6,032,624
1,346,002
(2,746,725)
(79,745)
5,000
-
3,290,899
1,266,257

The above statement of financial position should be read in conjunction with the accompanying notes.

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DALAROO METALS LTD ANNUAL REPORT 2022

40

STATEMENT OF CHANGES IN EQUITY

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022 STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022

Issued
Capital
$
Accumulated
Losses
$
Share Option
Reserve
$
Total
$
2021
Balance at 1 July 2020
Comprehensive Income:
Loss for the year
Shares issued (net of costs)
Balance at 30 June 2021
2022
Balance at 1 July 2021
Comprehensive Income:
Loss for the year
Shares issued (net of costs)
Options Reserve
Balance at 30 June 2022
-
-
-
-
-
(79,475)
(79,745)
(79,745)
1,346,002
-
1,346,002
1,346,002
1,346,002
(79,745)
1,266,257
1,266,257
1,346,002
(79,745)
-
1,266,257
-
(2,666,980)
-
(2,666,980)
4,686,622
-
-
4,686,621
5,000
5,000
6,032,624
(2,746,725)
5,000
3,290,899

The above statement of changes in equity should be read in conjunction with the accompanying notes.

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DALAROO METALS LTD ANNUAL REPORT 2022

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DALAROO METALS LTD

ACN 648 476 699

STATEMENT OF CASH FLOWS

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022 STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 30 JUNE 2022

Note
30 June 2022
$
30 June 2021
$
Cash flows from operating activities
Interest received
Interest expense
Payments to suppliers and employees (corporate)
Payments to suppliers and employees (exploration)
Net cash outflow from operating activities
24
Cash flows from investing activities
Payments for exploration and evaluation
(capitalised)
Payments for property, plant and equipment
Payments for term deposits
Net cash outflow from investing activities
Cash flows from financing activities
Repayment of borrowings
Proceeds from borrowings
Proceeds from the issue of shares
Payments for share issue costs
Payments for Lease Liabilities
Net cash inflow from financing activities
Net increase in cash held
Cash at the beginning of the financial year
6
Cash at the end of the financial year
6
2,350
4
(272)
-
(962,477)
(10,029)
(1,365,369)
-
(2,325,768)
(10,025)
(219)
(4,777)
(7,890)
-
(1,000,000)
-
(1,008,109)
(4,777)
-
(1,117)
-
2,069
5,005,000
440,002
(313,378)
(24,000)
(84,000)
-
4,607,622
416,954
1,273,745
402,152
402,152
-
1,675,897
402,152

The above statement of cash flows should be read in conjunction with the accompanying notes.

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ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 1 Summary of Significant Accounting Policies

The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have been consistently applied throughout the reporting year, unless otherwise stated.

(a) Basis of Preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB').

These financial statements reflect Dalaroo Metals Ltd as an individual entity. They are prepared and presented in Australian Dollars which is the functional and presentation currency of the company.

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive income, investment properties, certain classes of property, plant and equipment and derivative financial instruments.

(b) Mineral Exploration and Evaluation Expenditure

Exploration and evaluation expenditure is written off as incurred, other than tenement acquisition costs which are initially capitalised. Costs are only carried forward to the extent that they are expected to be recouped through the successful development and exploitation of the area of interest, or by its sale or where exploration activities in the area are continuing and have not yet reached a stage, which permits reasonable assessment of the existence of economically recoverable reserves. Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are expensed as incurred and treated as exploration and evaluation expenditure.

(c) Operating segments

Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance.

(d) Business Combinations / Asset Acquisitions

The Company applies the acquisition method when the assets acquired and liabilities assumed constitute a business. A business is an integrated set of activities and assets that is capable of being conducted and managed for the purpose of providing goods or services to customers, generating investment income or other income from ordinary activities. A business will generally consist of inputs and processes applied to those inputs. In a business combination all transaction costs are expensed.

If the assets acquired do not constitute a business, the Company accounts for the transaction as an asset acquisition, whereby the asset and liabilities are assigned carrying values based on their relative fair values in an asset purchase transaction. No deferred taxes will arise in relation to the acquired

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assets or liabilities assumed as a result of the application of the initial exemption for deferred tax under AASB 112. No goodwill arises on the acquisition. Transaction costs in relation to asset acquisitions are capitalized.

(e) Lease Liabilities

A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the entity’s incremental borrowing rate.

Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the year in which they are incurred.

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

(f) Right of Use Assets

A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset and restoring the site or asset.

Right-of-use assets are depreciated on a straight-line basis, over the unexpired year of the lease or the estimated useful life of the asset, whichever is the shorter. Where the entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Rightof use assets are subject to impairment or adjusted for any remeasurement of lease liabilities.

The Company has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.

(g) Earnings Per Share

Basic earnings per share

Basic earnings per share is calculated by dividing the earnings attributable to equity holders of the Company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year.

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Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

(h) Financial Instruments

Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is being avoided.

Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, its carrying value is written off.

Impairment of financial assets

The entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or air value through other comprehensive income. The measurement of the loss allowance depends upon the entity’s assessment at the end of each reporting year as to whether the financial instruments credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12 month expected credit loss allowance is estimated. This represents a portion of the asset’s lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset’s lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.

For financial assets measured at fair value through other comprehensive income, the loss allowance is recognised within other comprehensive income. In all other cases, the loss allowance is recognised in profit loss.

(i) Impairment of non-financial assets

The carrying amounts of the Company’s non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

For goodwill and intangible assets that have indefinite lives or that are not yet available for use, the recoverable amount is estimated each year at the same time.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit”). Any goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are expected to benefit from the synergies of the combination.

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An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior years are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(j) Share Based Payments

For equity settled share-based payment transactions with parties other than employees (and those providing similar services), the Company measures the goods or services received, and the corresponding increase in equity, directly, at the fair value of the goods or services received, unless the fair value cannot be reliably estimated. If the Company cannot reliably estimate the fair value of the goods or services received, it measures their fair value, and the corresponding increase in equity, indirectly, by reference to the fair value of the equity instruments granted.

For transactions measured by reference to the fair value of the equity instruments granted, the Company measures the fair value of the equity instruments granted at the measurement date. For transactions with parties other than employees (and those providing similar services), the measurement date is the date that the Company obtains the goods or the counterparty renders the service.

(k) Issued Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

(l) Income Tax

The income tax expense or benefit for the year is the tax payable on that year's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior years, where applicable.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:

  • When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or

  • When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

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ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

(m) Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short- term highly liquid investments with original maturities of three months or less, and bank overdrafts.

(n) Trade Receivables and Other Receivables

Trade receivables and other receivables, including distributions receivable, are recognised at the nominal transaction value without taking into account the time value of money.

(o) Trade Creditors and Other Payables

These amounts represent liabilities for goods and services provided to the company prior to the end of the year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.

(p) Employee benefits

Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.

Other long-term employee benefits

The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are measured at the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

Defined contribution superannuation expense

Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.

(q) Goods and Services Tax

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST included 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 balance sheet are shown inclusive of GST. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.

(r) Current and non-current classification

Assets and liabilities are presented in the statement of financial position based on current and noncurrent classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Company’s normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting year; or the asset is cash or cash equivalent

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unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting year. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the Company’s normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting year; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting year. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

(s) New or amended Accounting Standards and Interpretations adopted

The Company has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting year.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The Company has not yet assessed the impact of these new or amended Accounting Standards and Interpretations.

(t) Comparative Information

Comparative financial information for the previous reporting period is presented for the Company from the date of incorporation, being 5 March 2021, to 30 June 2021.

(u) Rounding

All amounts presented in the financial statements have been rounded to the nearest dollar.

Note 2 Financial Risk Management

The Company has exposure to a variety of risks arising from daily operations. This note presents information about the Company’s exposure to the specific risks, and the policies and processes for measuring and managing those risks. The Board of Directors has the overall responsibility for the risk management framework and has adopted a Risk Management Policy.

(a) Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from transactions with customers and investments.

Trade and Other Receivables

The current nature of the business activity of the Company does not result in trading receivables. Accordingly, the Company’s exposure to credit risk in relation to trade receivables is not material.

Cash Deposits

The Directors believe any risk associated with the use of predominantly only one bank is addressed through the use of at least an A-rated bank as a primary banker and by the holding of a portion of funds on deposit with alternative A-rated institutions. Except for this matter the Company currently has no significant concentrations of credit risk.

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ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

(b) Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company manages its liquidity risk by monitoring its cash reserves and forecast spending. Management is cognisant of the future demands for liquid finance resources to finance the Company’s current and future operations, and consideration is given to the liquid assets available to the Company before commitment is made to future expenditure or investment.

(c) Market Risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising any return.

Interest Rate Risk

The Company has cash assets which may be susceptible to fluctuations in changes in interest rates. Whilst the Company requires the cash assets to be sufficiently liquid to cover any planned or unforeseen future expenditure, which prevents the cash assets being committed to long term fixed interest arrangements, the Company does mitigate potential interest rate risk by entering into short to medium term fixed interest investments.

Foreign Exchange Risk

The Company does not have any direct contact with foreign exchange fluctuations other than their effect on the general economy.

Note 3 Critical Accounting Estimates and Assumptions

The preparation of these financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to these amounts. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Exploration and Evaluation

The future recoverability of capitalized exploration and evaluation expenditure is dependent on a number of factors, including whether the Company decides to exploit areas of interest itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale. Factors that could impact future recoverability include the level of reserves and resources, future technological changes, future legal changes (including changes to environmental obligations), future changes to rights to tenure and changes to commodity prices. To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, this will impact profit and loss in the year in which this determination is made.

Lease term

The lease term is a significant component in the measurement of both the right-of-use asset and lease liability. Judgement is exercised in determining whether there is reasonable certainty that an option to extend the lease or purchase the underlying asset will be exercised, or an option to terminate the lease

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DALAROO METALS LTD ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

will not be exercised, when ascertaining the periods to be included in the lease term. In determining the lease term, all facts and circumstances that create an economical incentive to exercise an extension option, or not to exercise a termination option, are considered at the lease commencement date. Factors considered include the importance of the asset to the company’s operations; comparison of terms and conditions to prevailing market rates; incurrence of significant penalties; existence of significant leasehold improvements; and the costs and disruption to replace the asset. The company reassesses whether it is reasonably certain to exercise an extension option, or not exercise a termination option, if there is a significant event or significant change in circumstances.

Employee benefits provision

As discussed in note 1, the liability for employee benefits expected to be settled more than 12 months from the reporting date are recognised and measured at the present value of the estimated future cash flows to be made in respect of all employees at the reporting date. In determining the present value of the liability, estimates of attrition rates and pay increases through promotion and inflation have been taken into account.

Note 4 Segment Information

The Company has identified its operating segments based on the internal reports that are reviewed and used by the board of directors in assessing performance and determining the allocation of resources. Reportable segments disclosed are based on aggregating operating segments, where the segments have similar characteristics. The Company’s sole activity is mineral exploration and resource development wholly within Australia, therefore it has aggregated all operating segments into the one reportable segment being mineral exploration.

The reportable segment is represented by the primary statements forming these financial statements.

Note 5 Income Tax

30 June 2022
$
30 June 2021
$
a) Income tax expense
Major component of tax expense for the
period:
Current tax
Deferred tax
b) Numerical
reconciliation
between
aggregate tax expense recognised in the
statement of profit or loss and other
comprehensive income and tax expense
calculated per the statutory income tax
rate.
Loss from continuing operations before
income tax expense
Tax at the Australian rate of 30%
(2021:30%)
Section 40-880
Non-deductible costs
Revenue losses and other deferred tax
balances not recognised
Income tax expense
c) Deferred tax liabilities
Exploration expenditure
-
-
-
-
(2,666,980)
(79,745)
(800,094)
(23,924)
37,327
3,340
4,261
-
758,506
20,583
-
-
41,630
3,194

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DALAROO METALS LTD ANNUAL REPORT 2022

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ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

d) Unrecognised deferred tax assets
Carry forward revenue losses
Section 40-880 costs
Provisions
Other
Net deferred tax benefit not recognised at
30% (2021:30%)
808,663
20,777
141,881
10,540
5,210
-
6,847
3,000
920,971
31,123

The deferred tax benefit of tax losses not brought to account will only be obtained if:

  • (i) The Company derives future assessable income of a nature and an amount sufficient to enable the benefit from the tax losses to be realised;

  • (ii) The Company continues to comply with the conditions for deductibility imposed by tax legislation; and

  • (iii) No changes in tax legislation adversely affect the Company realising the benefit from the deduction of the losses.

Note 6 Current Assets - Cash and Cash Equivalents

30 June 2022
$
30 June 2021
$
Cash at bank and on hand 1,675,897
402,152
1,675,897
402,152

(a) Reconciliation to Cash at the End of the Year

The above figures are reconciled to cash at the end of the financial year as shown in the statement of cash flows as follows:

Cash and cash equivalents per statement of cash flows 1,675,897 402,152

(b) Cash Balances Not Available for Use

As at 30 June 2022 there are no amounts included in cash and cash equivalents that are pledged as guarantees or otherwise unusable by the Company. (2021: nil)

Note 7 Current Assets - Financial Assets

30 June 2022
$
30 June 2021
$
Term Deposit 1,000,000
-
1,000,000
-

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Note 8 Non Current Assets – Property Plant and Equipment

30 June 2022
$
30 June 2021
$
7,890
-
(924)
-
6,966
-
-
-
7,890
-
(924)
-
6,966
-
Plant and Equipment
Cost
Accumulated depreciation
Net carrying amount
Reconciliation
Carrying amount at beginning of year
Additions
Depreciation charge for the year
Carrying amount at end of year

Note 9 Non Current Assets – Right of Use Assets

30 June 2022
$
30 June 2021
$
Leases
Carrying value at the start of the period
Right of Use Asset recognised during the
period
Depreciation charged
Carrying value at 30 June 2022
-
-
232,063
-
(77,354)
-
154,709
-

A right of use asset has been recognised in respect of the Company’s lease of its office at Suite 1, 346 Barker Road, Subiaco, Western Australia. Refer to Note 12 for details of the corresponding lease liability arising from the abovementioned lease. The lease is for a term of three years commencing 1 July 2021.

Under the terms of the lease arrangement, the Company is required to pay a fixed monthly charge of $6,000 (excluding GST) for the office accommodation and $1,000 (excluding GST) for exclusive car bay usage.

Rent Review dates occur on 1 July 2022, 1 July 2023 and 1 July 2024. The amounts payable following the Rent Review dates will be the greater of the fixed rental (immediately payable prior to the Rent Review dates) adjusted for CPI or the fixed rental (immediately payable prior to the Rent Review dates) increased by 3%.

The lease has an additional three-year option extending the lease term to 30 June 2027. The Company is not reasonably certain that the lease option will be taken up and has therefore determined the noncancellable period for which the company has the right to use the underlying asset to be three years.

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DALAROO METALS LTD ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 10 Exploration and Evaluation Assets

30 June 2022
$
30 June 2021
$
971,540
-
219
930,000
-
41,540
Opening balance at start of year
Acquisitions during the year
Acquisition related costs – stamp duty
Closing balance at 30 June 2022
971,759
971,540

During the previous reporting period, the Company entered into a number of Tenement Acquisition Agreements with Serena Minerals Limited, Shenton Resources Limited and Slambam Enterprises Pty Ltd for the purchase of a total of 13 exploration tenements. The Company did not consider that the acquisitions met the definition of a business combination in accordance with AASB 3 as the acquired assets were not deemed to be a business for accounting purposes. Given the nature of the acquisitions, the Company has accounted for these transactions under AASB 6 – Exploration for and Evaluation of Mineral Resources and recognized the fair value of the assets acquired, as an exploration and evaluation asset. This is in accordance with the Company’s accounting policy.

The consideration offered by the Company was non-cash and was in the form of fully paid ordinary shares and unlisted share options. The total number of ordinary shares and unlisted options issued as consideration was as follows:


consideration was as follows:
Serena Minerals Limited
Shenton Resources Limited
Slambam Enterprises Pty Ltd
TOTAL
Ordinary Shares
11,499,999
11,224,999
275,000
Unlisted share options
4,000,000
4,000,000
-
22,999,998 8,000,000

For the abovementioned equity settled share based payment transactions, the Company measured the tenements acquired, and the corresponding increase in equity, directly, at the fair value of the tenements acquired, in accordance with the requirements AASB 2 – Share based Payment . The fair value of the tenements acquired were measured at the point control of the assets was obtained by the Company, which was the date of execution of the Tenement Acquisition Agreements, being 20 May 2021. The primary valuation method adopted in determining fair value was the comparable transaction (market based) approach.

The unlisted share options are exercisable at $0.25 each and expire on 28 September 2025.

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DALAROO METALS LTD ANNUAL REPORT 2022

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DALAROO METALS LTD ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 11 Current Liabilities

30 June 2022
$
30 June 2021
$
(a)
Trade and other payables
Trade payables
Other payables
Other payables – related parties
381,426
125,980
13,656
-
9,566
952
404,648
126,932

Trade and other payables include both goods and services provided to the company prior to the end of the reporting period, which repaid unpaid. Trade creditors are generally paid within 30 days of recognition.

Other payables include superannuation and pay as you go withholding obligations which are paid and met under statutory guidelines.

30 June 2022
$
30 June 2021
$
(b)
Employee Benefits Provisions
Annual leave provision_(current)
Long service leave provision
(non-current)_
17,118
-
249
-
17,368
-

Long service leave is recognised in the provision for employee benefits and measured at present value of expected future payments in respect of services provided by employees to the end of the reporting period using the projected unit credit method.

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DALAROO METALS LTD ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 12 Lease Liabilities

30 June 2022
$
30 June 2021
$
77,270
-
81,831
-
Corporate Office Lease
Current Liability
Non-Current Liability
Fair value at 30 June
Reconciliation
Opening Balance
Additions
Lease payments
Finance Expenses
Carrying amount at end of year
Maturity of Lease Liabilities:
1 year or less
Between 1 and 2 years
Between 2 and 5 years
Over 5 years
159,101
-
-
-
232,063
-
(84,000)
-
11,038
-
159,101
-
77,270
-
81,831
-
-
-
-
-
-
-
159,101
-

Note 13 Issued Capital

a) Ordinary Shares

The Company is a public company limited by shares. The Company was incorporated in Perth, Western Australia. The Company’s shares are limited whereby the liability of its members is limited to the amount (if any) unpaid on the shares respectively held by them.

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares held. On a show of hands 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.

Ordinary shares have no par value. There is no limit to the authorised share capital of the Company.

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ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

30 June 2022 30 June 2021 June 2021
No $ No $
b)
Share capital
Issued share capital 54,000,000 6,032,624 29,000,000
1,346,002
c)
Share Movements During the
Year
Balance at the start of the financial
year 29,000,000 1,346,002 -
-
Shares issued on incorporation 2
2
Shares issued to seed investors - - 2,000,000
40,000
Shares issued to pre-IPO investors - - 4,000,000
400,000
Shares issued to acquire exploration
assets - - 22,999,998
713,000
Revaluation of tenement acquisition - - -
217,000
Shares issued on IPO 25,000,000 5,000,000 -
-
Less share issue costs (313,378) (24,000)
Balance at end of financial year 54,000,000 6,032,624 29,000,000
1,346,002

Note 14 Share Options and Share Based Payments

Employee Securities Incentive Plan

The Dalaroo Metals Ltd Employees Securities Incentive Plan (‘the Plan”) was approved at the AGM held on 8 December 2021 by the shareholders of the Company.

All eligible Directors, executive officers and employees of Dalaroo Metals Ltd who have been continuously employed by the Company are eligible to participate in the Plan.

The Plan allows the Company to issue options to eligible persons. The options can be granted free of charge and are exercisable at a fixed price in accordance with the Plan.

At the date of this report no securities have been issued pursuant to the terms and conditions of the Plan.

As at the date of this report 13,000,000 unissued ordinary shares of the Company are under option as follows:

Number of Options Granted Exercise Price Expiry Date
5,000,000 25 cents each 28 September 2024
8,000,000 25 cents each 28 September 2025
13,000,000

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DALAROO METALS LTD

ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

All options on issue at the date of this report are vested and exercisable, subject to separate ASX escrow restrictions.

No options have been cancelled during, or since the end of, the financial year.

No shares have been issued on the exercise of options during, or since the end of the financial year.

Options do not entitle the holder to participate in any share issue of the Company or any other body corporate. The holders of unlisted options are not entitled to any voting rights until the options are exercised into ordinary shares.

Movements in the number of options on issue during the year are as follows:

30 June 2022
30 June 2021
No
$
No
$
Options on issue at the start of
the financial period
Options issued to vendors as
part of Lyons River and
Namban Project tenement
acquisitions
Options issued to IPO Lead
broker pursuant to the
prospectus dated 16 August
2021
8,0000,000
-
-
-
-
-
8,000,000
-
5,000,000
5,000
-
-
13,000,000
5,000
8,000,000
-

During the period 5,000,000 unlisted options were issued to CPS Capital Pty Ltd in accordance with a Mandate Agreement dated 13 April 2021, upon successful listing of the Company on the ASX. The options have an expiry term of 3 years and an exercise price of $0.25 each. The options were issued at a cost price of $0.001 each. The issue of the options was separate and distinct from the payments made to CPS Capital Pty Ltd for services supplied under the Lead Manager and Broker Mandate. Accordingly, they were valued at the fair value of the consideration received by the Company of $5,000.

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DALAROO METALS LTD

ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Reconciliation of Movement of Options Over Unissued Shares During the Year Including Weighted Average Exercise Price (WAEP)

30 June 2022
30 June 2021
No
WAEP
(cents)
No
WAEP
(cents)
Opening balance
Options issued during the year
Options exercised during the year
Options cancelled and expired unexercised
during the year
Options outstanding at the end of the year
8,000,000
25.0
-
-
5,000,000
25.0
8,000,000
25.0
-
-
-
-
-
-
-
-
13,000,000
25.0
8,000,000
25.0

Weighted Average Contractual Life

The weighted average contractual life for un-exercised options at the end of the financial year is 34 months (2021:48 months)

Note 15 Accumulated Losses

30 June 2022
$
30 June 2021
$
Balance at the beginning of the year
Profit/(Loss) for the year
Balance at the end of the year
(79,745)
-
(2,666,980)
(79,745)
(2,746,725)
(79,745)

Note 16 Financial Risk Management

Credit Risk

The Directors do not consider that the Company’s financial assets are subject to anything more than a negligible level of credit risk, and as such no disclosures are made.

Impairment Losses

The Directors do not consider that any of the Company’s financial assets are subject to impairment at the reporting date. No impairment expense or reversal of impairment charge has occurred during the reporting year.

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DALAROO METALS LTD ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Interest Rate Risk

At the reporting date the interest profile of the Company’s interest-bearing financial instruments was:

30 June 2022
Carrying Amount
$
30 June 2021
Carrying Amount
$
30 June 2022
Carrying Amount
$
30 June 2021
Carrying Amount
$
Variable rate instruments
Cash and cash equivalents
1,675,897
402,152
Fixed rate instruments
Financial Assets
1,000,000
-
Cash Flow Sensitivity Analysis for Variable Rate Instruments
A change of 100 basis points in interest rates at the reporting date would have increased/(decreased)
equity and profit or loss by the amounts shown below. This analysis assumes that all other variables
remain constant.
1,675,897
402,152
1,000,000
-
Profit or loss
Equity
1%
Increase
1%
Decrease
1%
Increase
1%
Decrease
2022
Variable rate instruments
Fixed rate instruments
2021
Variable rate instruments
Fixed rate instruments
16,759
(16,759)
16,759
(16,759)
10,000
(10,000)
10,000
(10,000)
4,021
(4,021)
4,021
(4,021)
-
-
-
-

A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

Liquidity Risk

The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

As at the reporting date the company has total financial liabilities of $404,468 (2021: 126,932) which comprised of non-interest bearing trade creditors and accruals with a maturity of less than six months.

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DALAROO METALS LTD

ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Fair Values

Fair values versus carrying amounts

The fair values of financial assets and liabilities, together with the carrying amounts shown in the balance sheet are as follows:

30 June 2022
30 June 2021
Carrying
Amount
$
Fair Value
$
Carrying
Amount
$
Fair Value
$
Cash and cash equivalents
Financial Assets
Receivables
Trade and Other payables
Related Party payables
1,675,897
1,675,897
402,152
402,152
1,000,000
1,000,000
-
-
50,564
50,564
6,635
6,635
(395,082)
(395,082)
(125,980)
(125,980)
(9,566)
(9,566)
(952)
(952)
2,321,813
2,321,813
281,855
281,855

Note 17 Dividends

No dividends were paid or proposed during the financial year ended 30 June 2022 (2021: Nil).

The Company has no franking credits available as at 30 June 2022 (2021: Nil).

DALAROO METALS LTD ANNUAL REPORT 2022

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DALAROO METALS LTD

ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 18 Key Management Personnel Disclosures

(a) Directors and Key Management Personnel

The following persons were directors of Dalaroo Metals Ltd during the financial year:

  • (i) Chairman – non-executive David Quinlivan

  • (ii) Executive director

  • Harjinder Kehal, Managing Director

  • (iii) Non-executive director

  • Robert Beeck

There were no other persons employed by or contracted to the Company during the financial year, having responsibility for planning, directing and controlling the activities of the Company, either directly or indirectly.

(b) Key Management Personnel Compensation

A summary of total compensation paid to key management personnel during the financial year is as follows:

30 June 2022
$
30 June 2021
$
Total short-term employment benefits
Total share based payments
Total post-employment benefits
330,019
12,500
-
-
27,409
-
357,428
12,500

(c) Other Transactions with Key Management Personnel

On 19 August 2021, the Company entered into a three year lease agreement, commencing 1 July 2021, with Borden Holdings Pty Ltd, an entity associated with Mr David Quinlivan, in respect of the lease for the Company’s offices. The annual cost of the lease, inclusive of variable outgoings and excluding GST is approximately $134,000 per annum. The annual rental component under the arrangement is $72,000 per annum (exclusive of GST). Under the terms of the lease, the Company has an option to extend the lease term for a further three years, commencing 1 July 2024. The lease is considered to be entered into on normal commercial terms.

30 June 2022
$
30 June 2021
$
Payments to Related Parties:
Borden Holdings Pty Ltd
134,250
-
134,250
-

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DALAROO METALS LTD

ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 19 Remuneration of Auditors

30 June 2022
$
30 June 2021
$
Audit and review of the Company’s financial
statements
Other services – Preparation of an Independent
Limited Assurance Report and associated
procedures for inclusion in a Prospectus
19,800
10,000
-
25,571
19,800
35,571

Note 20 Contingencies

(a) Contingent liabilities

There were no material contingent liabilities as at 30 June 2022 other than:

Native Title and Aboriginal Heritage

Native title claims have been made with respect to certain areas which include tenements in which the Company has an interest. The Company is unable to determine the prospects for success or otherwise of the claims and, in any event, whether or not and to what extent the claims may significantly affect the Company or its projects. Agreement is being or has been reached with various native title claimants in relation to Aboriginal Heritage issues regarding certain areas in which the Company has an interest.

(b) Contingent assets

There were no contingent assets as at 30 June 2022 (2021: Nil).

Note 21 Commitments

(a) Exploration

The Company has certain obligations to perform minimum exploration work on mineral leases held. These obligations may be varied as a result of renegotiations of the terms of the exploration licences or their relinquishment. The minimum exploration obligations are less than the normal level of exploration expected to be undertaken by the Company.

As at balance date, total exploration expenditure commitments on tenements held by the Company have not been provided for in the financial statements and which cover the following twelve months year amount to $786,000 (2021: $660,500).

(b) Contractual Commitments

There are no material contractual commitments as at 30 June 2022 (2021: Nil) not otherwise disclosed in the financial statements.

Note 22 Related Party Transactions

Transactions with Directors during the year are disclosed at Note 18 – Key Management Personnel.

There are no other related party transactions, other than those already disclosed elsewhere in this financial report.

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DALAROO METALS LTD

ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 23 Events Occurring After the Balance Sheet Date

There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company to affect substantially the operations of the Company, the results of those operations or the state of affairs of the Company in subsequent financial years.

Note 24 Reconciliation of Loss After Tax to Net Cash Inflow from Operating Activities

30 June 2022
$
30 June 2021
$
Loss for the year
Adjustments for:
Depreciation
Interest on Lease Liability
(Increase)/decrease in receivables
Increase/(decrease) in payables
Decrease/(increase) in other assets
Increase/(decrease) in payables
Net cash (outflow) from operating activities
(2,666,980)
(79,745)
78,278
-
11,039
-
(44,198)
(6,365)
277,715
89,217
1,011
(13,132)
17,367
-
(2,325,768)
(10,025)

Note 25 Earnings Per Share

30 June 2022
30 June 2021
Cents
Cents
Basic / diluted loss per share
Loss attributable to ordinary equity holders
of the Company (cents per share)
Loss used in calculation of basic /
diluted loss per share
Loss
Weighted average number of ordinary
shares used as the denominator in
calculating basic / diluted loss per share
(5.57)
(0.83)
$
$
(2,666,980)
(79,745)
Number
Number
47,887,363
9,606,839

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DALAROO METALS LTD ACN 648 476 699 NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022NOTES TO THE FINANCIALS STATEMENTS FOR THE YEAR END 30 JUNE 2022

Note 26 Ultimate Parent Entity

At 30 June 2022, the Company considered Serena Minerals Limited to be its ultimate parent entity. Although Serena Minerals Limited holds less than 50% of the issued capital of the Company, based on the number of Directors of Serena Minerals Limited who are also Directors of the Company, it was concluded that the Company’s ultimate parent was Serena Minerals Limited.

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In the opinion of the Directors of Dalaroo Metals Ltd (“the Company”)

  • (a) the financial statements and notes set out on pages 39 to 6 4 are in accordance with the Corporations Act 2001, including:

  • (i) complying with Accounting Standards and the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

  • (ii) give a true and fair view of the financial position as at 30 June 2022 and of the performance for the year ended on that date of the Company.

  • (b) the remuneration disclosures that are contained in the Remuneration Report in the Directors Report comply with Australian Accounting Standard AASB 124 Related Party Disclosures, the Corporations Act 2001 and the Corporations Regulations 2001.

  • (c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

  • (d) the financial statements comply with International Financial Reporting Standards as set out in Note 1.

The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2022.

This declaration is made in accordance with a resolution of the Directors.

Signed at Perth this 27[th] day of September 2022.

Harjinder Kehal Managing Director

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INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF DALAROO METALS LIMITED

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Dalaroo Metal Limited (the Company), which comprises the statement of financial position as at 30 June 2022, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors’ declaration.

In our opinion, the accompanying financial report of the Company is in accordance with the Corporations Act 2001 , including:

  • (a) giving a true and fair view of the Company’s financial position as at 30 June 2022 and of its financial performance for the year then ended; and

  • (b) complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (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 opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

Findex (Aust) Pty Ltd, trading as Crowe Australasia is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global is a separate and independent legal entity. Findex (Aust) Pty Ltd and its affiliates are not responsible or liable for any acts or omissions of Crowe Global or any other member of Crowe Global. Crowe Global does not render any professional services and does not have an ownership or partnership interest in Findex (Aust) Pty Ltd. Services are provided by Crowe Perth, an affiliate of Findex (Aust) Pty Ltd. Liability limited by a scheme approved under Professional Standards Legislation. Liability limited other than for acts or omissions of financial services licensees. © 2022 Findex (Aust) Pty Ltd

DALAROO METALS LTD ANNUAL REPORT 2022

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Key Audit Matter

How we addressed the Key Audit Matter

Impairment of capitalised mineral exploration and evaluation expenditure

The consideration of impairment of the carrying value of the Company’s Capitalised Mineral Exploration and Evaluation Expenditure assets was material to our audit and represented an area of significant estimate and judgement within the financial report.

This matter is considered a key audit matter due to the high degree of judgement required by the directors to assess whether impairment indicators are present for specified tenements held and due to the significance of the capitalised amount of $971,759 at 30 June 2022.

The conditions and assessment undertaken in relation to impairment are disclosed in the Company’s accounting policy in Notes 1 and 10 of the financial report.

Our procedures included, but were not limited to:

  • Reviewing management’s assessment of the existence or otherwise of impairment indicators from both internal and external sources, as well as considering whether there existed any facts and circumstances to indicate that the Company should test exploration and evaluation assets for impairment;

  • Ensuring the Company had satisfactory title to the exploration tenements held;

  • Corroborating representations made by management with available external data and evidence obtained by us during the course of our audit; and

  • Considering the appropriateness of relevant disclosures in the notes to the financial statements.

Information Other than the Financial Report and the Audit’s Report Thereon

The directors are responsible for the other information. The other information comprises the information included in the Company’s 2022 Annual Report for the year ended 30 June 2022 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 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 upon the work we have performed, we conclude that there is material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

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In preparing the financial report, the directors are responsible for assessing the ability of the Company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or 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.

As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

  • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting in the preparation of the financial report. We also conclude, based on the audit evidence obtained whether a material uncertainty exists related to events and conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditor’s report to the disclosures in the financial report about the material uncertainty or, if such disclosures are inadequate, to modify the opinion on the financial report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may be reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated to the directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should be communicated in the auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included within the directors’ report for the year ended 30 June 2022.

In our opinion, the Remuneration Report of Dalaroo Metals Limited for the year ended 30 June 2022, complies with section 300A of the Corporations Act 2001.

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

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Crowe Perth

==> picture [84 x 54] intentionally omitted <==

Cyrus Patell Partner

Dated at Perth this 27 September 2022

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DALAROO METALS LTD ASX ADDITIONAL INFORMATION ACN 648 476 699 – SHAREHOLDER INFORMATION

ASX ADDITIONAL INFORMATION – SHAREHOLDER INFORMATION

Additional information required by the Australian Securities Exchange Listing Rules and not disclosed elsewhere in this report. The information was prepared based on share registry information processed up to 20 September 2022.

1. Shareholding

a) Distribution of Shareholders

Holding Range Number of Holders Fully Paid Ordinary Shares
1–1,000 10 2,164
1,001–5,000 48 149,463
5,001–10,000 96 837,002
10,001–100,000 346 12,696,045
100,001+ 54 40,315,326
Totals 539 54,000,000

b) Listed Options

At the date of this report, the Company has no listed options.

c)

Unmarketable Parcels

At $0.13 per share, the minimum marketable holding size is 3,846. 43 shareholders hold less than this amount, collectively they hold 84,605 ordinary shares.

d) Top 20

The 20 largest shareholders hold 63.35 % of the Company’s ordinary shares

e) Issued Capital

There are 54,000,000 shares on issue, held by 484 shareholders.

f) Substantial shareholders (greater than 5%)

The substantial shareholder in the Company on 20 September 2022 are the following:

  • Serena Minerals Limited holding 11,500,000 fully paid ordinary shares – 21.3%

  • Shenton Resources Limited holding 11,225,000 fully paid shares – 20.8%

  • Mr Jason Peterson holding 3,312,500 fully paid shares – 6.13%

g) Voting Rights

Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.

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ASX ADDITIONAL INFORMATION – SHAREHOLDER INFORMATION

h) Top 20 Holders (Ordinary Shares)

h) Top 20 Holders (Ordinary Shares)
Position Holder Name Shares %
1 SERENA MINERALS LIMITED 11,500,000 21.30
2 SHENTON RESOURCES LIMITED 11,225,000 20.79
3 CITYSCAPE ASSET PTY LTD 2,000,000 3.70
4 PROFESSIONAL PAYMENT SERVICES PTY LTD 1,292,500 2.39
5 BEACHCOVE CAPITAL PTE LTD 1,265,000 2.34
6 PERTH SELECT SEAFOODS PTY LTD 1,250,000 2.31
7 MR TERRY ALLEN STARK & MS NAOMI ANN STAKR STARK S/F A/C> 793,000 1.47
8 MR GAVIN JEREMY DUNHILL 700,000 1.30
9 SUNSET CAPITAL MANAGEMENT PTY LTD SUPERFUND A/C> 500,000 0.93
10 NYSHA INVESTMENTS PTY LTD 499,586 0.92
11 MR ARTIE DAMAA 433,500 0.80
12 JOHN WARDMAN & ASSOCIATES PTY LTD SUPER FUND A/C> 401,000 0.74
13 MERRIBROOK SUPER PTY LTD A/C> 400,000 0.74
14 HITMASTER PTY LTD 375,000 0.69
15 STONE PONEYS NOMINEES PTY LTD FUND A/C> 350,000 0.65
16 MR ROGER BLAKE & MRS ERICA LYNETTE BLAKE MANDY SUPER FUND A/C> 350,000 0.65
17 MR DALE MAURICE RAYNES 350,000 0.65
18 SLAMBAM ENTERPRISES PTY LTD 275,000 0.51
19 CHAMPAGNE CAPITAL PTY LTD A/C> 250,000 0.46
20 MR SHANE TIMOTHY BALL 250,000 0.46
Total: 34,459,586 63.81
Total issued capital– ordinary shares 54,000,000 100.00

2. Unquoted Securities

The Company has the following unquoted securities on issued as at 20 September 2022

Number on Issue Class Number of
Holders
8,000,000 Unlisted Options exercisable at $0.25 expiring on 28
September 2025
2
5,000,000 Unlisted Options exercisable at $0.25 expiring on 28
September 2024
18

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DALAROO METALS LTD ASX ADDITIONAL INFORMATION ACN 648 476 699 – SHAREHOLDER INFORMATION

ASX ADDITIONAL INFORMATION – SHAREHOLDER INFORMATION

Holders over 20% in each unlisted class of securities

Holder Name Class % Held in
Class
Serena Minerals Limited Unlisted Options exercisable at $0.25
expiring 28 September 2025
50.00%
Shenton Resources Limited Unlisted Options exercisable at $0.25
expiring 28 September 2025
50.00%
Cityscape Asset Pty Ltd Family A/C> Unlisted Options exercisable at $0.25
expiring 28 September 2024
38.94%
CPS Capital Group Pty Ltd Unlisted Options exercisable at $0.25
expiring 28 September 2024
28.50%
  1. The name of the company secretary is John Arbuckle.

  2. The address of the principal registered office is :

Suite 1, 346 Barker Road, Subiaco, WA 6008

  1. Registers of Securities are held at the following address:

Advanced Share Registry Limited, 110 Stirling Highway, Nedlands, WA 6009

6. Stock Exchange Listing

Quotation has been granted for all the ordinary shares of the Company on all Member Exchanges of the ASX Limited.

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