Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

FIN RESOURCES LIMITED Annual Report 2019

Sep 18, 2019

64920_rns_2019-09-18_1736a666-230e-4112-ab65-070acab034db.pdf

Annual Report

Open in viewer

Opens in your device viewer

==> picture [185 x 148] intentionally omitted <==

Fin Resources Limited

Annual Report 30 June 2019

finresources.com.au ABN 25 009 121 644

==> picture [596 x 337] intentionally omitted <==

==> picture [53 x 43] intentionally omitted <==

CONTENTS PAGE
Corporate Directory 1
Directors’ Report 2
Consolidated Statement of Profit or Loss and Other Comprehensive Income 11
Consolidated Statement of Financial Position 12
Consolidated Statement of Changes in Equity 13
Consolidated Statement of Cash Flows 14
Notes to the Consolidated Financial Statements 15
Directors’ Declaration 34
Auditor’s Independence Declaration 35
Independent Auditor’s Report 36
ASX Additional Information 40
Tenements and Project Locations 43
Important Information and Disclaimers 44

CORPORATE DIRECTORY

Directors

Jason Bontempo - Non-Executive Director Andrew Radonjic - Non-Executive Director Justin Tremain - Non-Executive Director

Company Secretary

Aaron Bertolatti

Registered Office

First Floor 35 Richardson Street WEST PERTH WA 6005

Share Registry

Advanced Share Registry Pty Ltd 110 Stirling Highway NEDLANDS WA 6009

Auditors

Stantons International Audit & Consulting Pty Ltd Level 2, 1 Walker Avenue WEST PERTH WA 6005

Solicitors

Edwards Mac Scovell Level 7, 140 St Georges Terrace Perth WA 6000

Stock Exchange

Australian Securities Exchange (Home Exchange: Perth, Western Australia) ASX Code: FIN

Website

finresources.com.au

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

The Directors present their report for Fin Resources Limited (“Fin Resources”, “Fin” or “the Company”) and its subsidiaries (“the Group”) for the year ended 30 June 2019.

DIRECTORS

The names, qualifications and experience of the Company’s Directors in office during the year and until the date of this report are as follows. Directors were in office for the entire year unless otherwise stated.

Jason Bontempo

Non-Executive Director

Mr Bontempo has 22 years’ experience in public company management, corporate advisory, investment banking and public company accounting, qualifying as a chartered accountant with Ernst & Young. Mr Bontempo has worked primarily serving on the board and the executive management of minerals and resources public companies focusing on advancing and developing mineral resource assets and business development. Mr Bontempo also provides corporate advice services and the financing of resource companies across multiple capital markets including resource asset acquisitions and divestments.

Andrew Radonjic

Non-Executive Director

Andrew Radonjic is a geologist and holds a master’s degree in Mineral Economics. He has over 30 years of experience in mining and exploration, with a specific focus on gold and nickel in the Eastern Goldfields of Western Australia. During Mr. Radonjic’s career he has been instrumental in the discovery of three significant gold deposits near Kalgoorlie in Western Australia as well as a major tin/tungsten deposit in Tasmania

Mr. Radonjic is Managing Director of ASX listed Venture Minerals Limited (ASX: VMS) and is a Technical Director of Blackstone Minerals Limited (ASX: BSX).

Justin Tremain

Non-Executive Director

Justin Tremain graduated from the University of Western Australia with a Bachelor of Commerce degree. Mr. Tremain cofounded ASX listed Renaissance Minerals Limited in June 2010 and served as Managing Director until its takeover by ASX Emerald Resources NL in November 2016. Prior to founding Renaissance Minerals Limited, he had over 10 years’ investment banking experience in the natural resources sector. He has held positions with Investec, NM Rothschild & Sons and Macquarie Bank and has extensive experience in the funding of natural resource projects in the junior to mid-tier resource sector.

DIRECTORSHIPS OF OTHER LISTED COMPANIES

Directorships of other listed companies held by current directors in the 3 years immediately before the end of the financial year are as follows:

Director Company Period of Directorship
Jason Bontempo Red Emperor Resources NL
Odin Metals Limited
First Cobalt Corporation
Director since January 2011
Director since February 2018
Director from November 2015 to December 2017
Andrew Radonjic Venture Minerals Limited
Blackstone Minerals Limited
Director since May 2006
Director since August 2016
Justin Tremain Carnaby Resources Limited
Odin Metals Limited
Exore Resources Limited
Emerald Resources NL
Director since February 2016
Director since October 2017
Director since February 2018
Director from September 2016 to October 2018

2 2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

COMPANY SECRETARY

Aaron Bertolatti

Aaron Bertolatti is a qualified Chartered Accountant and Company Secretary with over 15 years’ experience in the mining industry and accounting profession. Mr. Bertolatti has both local and international experience and provides assistance to a number of resource companies with financial accounting and stock exchange compliance. Mr. Bertolatti has significant experience in the administration of ASX listed companies, corporate governance and corporate finance.

INTERESTS IN THE SECURITIES OF THE COMPANY

As at the date of this report, the interests of the Directors in the securities of Fin Resources Limited are:

Director Ordinary Shares Performance Rights
Jason Bontempo - 2,000,000
Andrew Radonjic - 2,000,000
Justin Tremain - 2,000,000

RESULTS OF OPERATIONS

The Group’s net loss after taxation attributable to the members of Fin Resources for the year to 30 June 2019 was $274,901 (2018: net loss $576,273).

DIVIDENDS

No dividend was paid or declared by the Company during the year and up to the date of this report.

CORPORATE STRUCTURE

Fin Resources Limited is a company limited by shares, which is incorporated and domiciled in Australia.

NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was mineral exploration and evaluation.

REVIEW OF OPERATIONS

Fin Resources Limited is an Australian based resources company listed on the Australian Securities Exchange (ASX: FIN). The Company’s projects comprise exploration licences covering ground located in Western Australia, which the Company intends to explore for gold, base metals and graphite.

McKenzie Springs Project

The McKenzie Springs Project is located 85km northeast of the township of Halls Creek in the Kimberley region of Western Australia. The Project comprises a single granted Exploration Licence, namely E80/4808. The Project hosts mafic and ultramafic intrusions that are prospective for magmatic Ni-Cu sulfide and Platinum Group Element (PGE) mineralisation. Additionally, the Tickalara Metamorphic geology within the project is prospective for graphite mineralisation. Nickel mineralisation within the McKenzie Springs Project is associated with the basal contact of mafic-ultramafic rocks in a similar geological setting to the Savannah Nickel Mine owned by Panoramic Resources Ltd (ASX: PAN) to the north.

Commencement of Nickel-Copper Exploration

In August 2018, the Company announced the commencement of exploration activities at the McKenzie Springs Project. After an extensive review of previously gathered exploration data the Company commenced a field work program of soil geochemical sampling, rock chip sampling and geological mapping. The aim of the program was to identify and prioritise Nickel-Copper-Cobalt and PGM (Platinum Group Metals) targets for a follow-up electromagnetic (EM) survey, to define priority drill target areas.

3

2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

A total of 735 (minus 1.6mm sieved) soil samples were taken over a 11.5 kilometre strike of the McKenzie Spring intrusion on a 400m by 40m sample spacing. Results returned up to 1,354ppm Nickel (Ni), 508ppm Copper (Cu), 140ppm Cobalt (Co), 41ppb Palladium (Pd), 39ppb Platinum (Pt), 25ppb Gold (Au) and 460ppb Silver (Ag) (refer ASX announcement dated 30 January 2019).

In addition, newly released public domain EM Survey Data led to a re-interpretation with all other geophysical data along with the recently updated geochemical and geological datasets, yielding priority drill ready targets. The results, combined with geological mapping and reprocessing of the EM survey data, confirmed the potential for the McKenzie Springs Project to host Voisey’s Bay-style nickel-copper-cobalt sulfide mineralisation.

During June 2019, an external review of the potential of the McKenzie Springs Project was completed by a consultant. The review confirmed that one of the priority targets (MK25) coincides with an isolated gravity anomaly and has the appropriate geological setting to host Ni-Cu-Co occurrences. The target is greatly enhanced by the considerable thickening of magma to other targeted areas within the licence and has reported a similar EM response to the Savanna Ni-Cu-Co Mine that is located along strike to the NE of the project.

The external consultant review highlighted the much larger Spring Creek intrusion complex (located in the northern section of the license) which hosts a minor airborne EM anomaly that remains untested, with little modern exploration work done over this area (one drill hole targeting PGM and a rock chip traverse). It was recommended to extend the geochemistry coverage of the intrusion as well as other areas not previously covered. The Company now considers completing a new geochemical survey over the Spring Creek intrusion as essential before prioritising target area for drilling.

South Big Bell Project

The South Big Bell Project is located 25km west of the township of Cue in the Murchison Goldfields. The Project comprises a single granted Exploration Licence, namely E20/900. The Project lies to the south of the Big Bell Gold Mine, currently held by Westgold Resources Ltd (ASX: WGX) which forms part of their Central Murchison Gold Project. The South Big Bell tenement covers the southern extension of the Mount MagnetMeekatharra Greenstone Belt. Desktop studies were completed during the year on the South Big Bell Project, however no field work was undertaken.

Sentinel Project

The Sentinel Project is located 130km east-northeast of the township of Kalgoorlie in the Eastern Goldfields. The Project comprises a single granted Exploration Licence, namely E28/2652. The Project lies within the southern Laverton Tectonic Zone, a regional scale shear/fault system that extends as a set of NNE and NNW trending structures from Laverton towards the Pinjin area.

The area has been explored for gold by a number of companies since the 1980s, exploration including predominantly reconnaissance and surface geochemical programs, and limited geochemical drill traverses through covered terrain. Mapping has located minor gold diggings at the Sentinel Prospect on the northern margin of Lake Rebecca.

Desktop studies, reports and a GIS data review were completed at the Sentinel Project during the year, however, no field work was undertaken.

Corporate - Other

The Company completed a Non-Renounceable Entitlement Issue pursuant to its prospectus dated 9 November 2018 (“Entitlement Issue”). The Entitlement Issue offered eligible shareholders registered on the Record Date the ability to subscribe for Options on the basis of one (1) Option for every three (3) Shares held at an issue price of $0.001 per Option to raising up to approximately $97,230 (before costs).

4 2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There have been no significant changes in the state of affairs of the Group during the financial year, other than as set out in this report.

SIGNIFICANT EVENTS AFTER THE REPORTING DATE

There have been no significant events subsequent to the end of the financial year to the date of this report.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS

The Directors have excluded from this report any further information on the likely developments in the operations of the Group and the expected results of those operations in future financial years, as the Directors believe that it would be speculative and prejudicial to the interests of the Group.

ENVIRONMENTAL REGULATIONS AND PERFORMANCE

The operations of the Group are presently subject to environmental regulation under the laws of Australia. The Group is, to the best of its knowledge, at all times in full environmental compliance with the conditions of its licences.

SHARE OPTIONS AND PERFORMANCE RIGHTS

As at the date of this report there were 137,230,915 unissued ordinary shares under options and 8,000,000 under performance rights. The details of these securities are as follows:

Number **Type ** Exercise Price $ Expiry Date
32,000,000 Unlisted Options $0.03 14 May2021
105,230,915 Listed Options(ASX: FINOA) $0.025 31 December 2021
8,000,000 Performance Rights $0.001 14 May2023

No holder has any right under the options or performance rights to participate in any other share issue of the Company or any other entity. No options or performance rights expired unexercised during the financial year. No options or performance rights were exercised during or since the year ended 30 June 2019.

INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS

The Company has made an agreement indemnifying all the Directors and Officers of the Company against all losses or liabilities incurred by each Director or Officer in their capacity as Directors or Officers of the Company to the extent permitted by the Corporations Act 2001. The indemnification specifically excludes wilful acts of negligence. The Company paid insurance premiums in respect of Directors’ and Officers’ Liability Insurance contracts for current officers of the Company, including Officers of the Company’s controlled entities. The liabilities insured are damages and legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of entities in the Group.

DIRECTORS’ MEETINGS

During the financial year, in addition to frequent Board discussions, the Directors met regularly to discuss all matters associated with investment strategy, review of opportunities, and other Company matters on an informal basis. Circular resolutions were passed as necessary to execute formal Board decisions. The number of meetings of Directors held during the year and the number of meetings attended by each Director were as follows:

Director Number of Meetings
Eligible to Attend
Number of Meetings
Attended
Jason Bontempo 1
1
1
1
-
1
Andrew Radonjic
Justin Tremain

5 2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

PROCEEDINGS ON BEHALF OF COMPANY

No person has applied for leave of the Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year.

CORPORATE GOVERNANCE

In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Fin Resources Limited support and have adhered to the principles of sound corporate governance. The Board recognises the recommendations of the Australian Securities Exchange Corporate Governance Council, and considers that Fin Resources complies to the extent possible with those guidelines, which are of importance to the commercial operation of a junior listed resources company.

During the financial year, shareholders continued to receive the benefit of an efficient and cost-effective corporate governance policy for the Company. The Company has established a set of corporate governance policies and procedures which can be found, along with the Company’s Corporate Governance Statement, on the Fin Resources website:

finresources.com.au.

AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES

Section 307C of the Corporations Act 2001 requires the Company’s auditors to provide the Directors of Fin Resources with an Independence Declaration in relation to the audit of the financial report. A copy of that declaration is included within this annual report. There were no non-audit services provided by the Company’s auditor.

Officers of the company who are former partners of Stantons International Audit and Consulting Pty Ltd

There are no officers of the company who are former partners of Stantons International Audit and Consulting Pty Ltd (“Stantons”).

Auditor

Stantons continue in office in accordance with section 327 of the Corporations Act 2001.

AUDITED REMUNERATION REPORT

This report, which forms part of the directors’ report, outlines the remuneration arrangements in place for the key management personnel (“KMP”) of Fin Resources Limited for the financial year ended 30 June 2019. The information provided in this remuneration report has been audited as required by Section 308(3C) of the Corporations Act 2001.

The remuneration report details the remuneration arrangements for KMP who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any director (whether executive or otherwise) of the Group.

Details of Key Management Personnel

  • Jason Bontempo - Non-Executive Director

  • Andrew Radonjic - Non-Executive Director

  • Justin Tremain - Non-Executive Director

  • Aaron Bertolatti - Company Secretary

6

2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

Remuneration Policy

The Board is responsible for determining and reviewing compensation arrangements for the Directors. The Board assesses the appropriateness of the nature and amount of emoluments of such officers on a yearly basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high-quality board and executive team. The expected outcome of this remuneration structure is to retain and motivate Directors.

As part of its Corporate Governance Policies and Procedures, the board has adopted a formal Remuneration Committee Charter and Remuneration Policy. The Board has elected not to establish a remuneration committee based on the size of the organisation and has instead agreed to meet as deemed necessary and allocate the appropriate time at its board meetings.

‑ Fees and payments to non executive directors reflect the demands which are made on, and the responsibilities of the directors. Non ‑ executive directors’ fees and payments are reviewed annually by the Board. Non ‑ executive directors do not receive performance-based pay, other than performance rights issued in the prior year.

Level Cash Remuneration
Non-Executive Director Upto A$36,000
Senior Executives Upto A$60,000

Additional fees

A Director may also be paid fees or other amounts as the Directors determine if a Director performs special duties or otherwise performs services outside the scope of the ordinary duties of a Director. A Director may also be reimbursed for out of pocket expenses incurred as a result of their directorship or any special duties.

Remuneration Consultants

Remuneration consultants have not been used in determining the remuneration paid.

Retirement allowances for Directors

Superannuation contributions required under the Australian Superannuation Guarantee Legislation continue to be made and are deducted from the directors’ overall fee entitlements where applicable.

Details of Remuneration

Details of the nature and amount of each element of the remuneration of each Director and Executive of the Company for the year ended 30 June 2019 are as follows:

2019 Short term4 Short term4 Options Total Option
related
%
Base
Salary $
Director Consulting
Share Based
Super
$
$
Fees $
Fees $
Payments $
Directors -
-
-
-
36,000
27,397
27,397
-
-
-
-
60,000
8,616
8,616
8,616
8,616
3,420
2,603
2,603
-
48,036
38,616
38,616
68,616
17.9
22.3
22.3
12.5
Jason Bontempo
Andrew Radonjic
Justin Tremain
Officers
Aaron Bertolatti
- 90,794 60,000 34,464 8,626 193,884 17.7

There were no other executive officers of the Company during the financial year ended 30 June 2019.

The fees paid to Directors’ and Officers’ related entities were for the provision of management services of the particular individual to the Group:

  • BR Corporation Pty Ltd, an entity associated with Jason Bontempo.

  • 1918 Consulting Pty Ltd, an entity associated with Aaron Bertolatti.

7 2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

Details of the nature and amount of each element of the remuneration of each Director and Executive of the Company for the year ended 30 June 2018 are as follows:

2018 Short term4 Short term4 Options Other Total Option
Base
Salary $
Director Consulting
Share Based
Super
$
Benefits $
related
%
Fees $
Fees $
Payments $
$
Directors 75,000
-
-
-
-
-
-
18,000
12,000
2,500
2,500
-
-
-
-
-
-
45,000
-
-
-
-
-
-
7,125
1,710
-
238
238
-
66,3373
-
-
-
-
-
148,462
19,710
12,000
2,738
2,738
45,000
-
-
-
-
-
-
Greg Bandy1
Jason Bontempo
Nathan Rayner1
Andrew Radonjic2
Justin Tremain2
Officers
Aaron Bertolatti
75,000 35,000 45,000 - 9,311 66,337 230,648 -
  • 1 Greg Bandy and Nathan Rayner resigned on 14 May 2018.

  • 2 Andrew Radonjic and Justin Tremain were appointed on 14 May 2018.

  • 3 The other benefits of $66,337 paid to Greg Bandy related to the accrued annual leave payable upon his resignation from the Board of Directors.

  • 4 The Board decided to suspend all Director and corporate advisory fees effective 1 December 2017. The suspension would last until the Company was able to identify and subsequently enter into a transaction suitable for the purposes of having its shares re-quoted and trading on the ASX. Payment of Director fees recommenced on 1 June 2018.

There were no other executive officers of the Company during the financial year ended 30 June 2018.

Shareholdings of Key Management Personnel

The number of shares in the Company held during the financial year by each Director and specified executives of the Group, including their personally related parties, is set out below. There were no shares granted during the reporting year as compensation.

Balance at the
start of the year
Granted during
the year as
compensation
On exercise of
share options
Other changes
during the year
Balance at the
end of the year
Directors -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Jason Bontempo
Andrew Radonjic
Justin Tremain
Officers
Aaron Bertolatti

All equity transactions with key management personnel other than arising from the exercise of remuneration options have been entered into under terms and conditions no more favourable than those the Company would have adopted if dealing at arm’s length.

Option holdings of Key Management Personnel

The numbers of options over ordinary shares in the Company held during the financial year by each Director of Fin Resources Limited and specified executives of the Group, including their personally related parties, are set out below:

8 2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

Balance at Granted Exercised Other Balance Exercisable Un-
exercisable
the start of
during the
during changes at the
the year
year as

the year

during the
end of

compensation


year
the year
Directors -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

-

-

-

-
-
-
-
-
-
-
-
-
Jason Bontempo
Andrew Radonjic
Justin Tremain
Officers
Aaron Bertolatti

Performance Right holdings of Key Management Personnel

The numbers of Performance Rights over ordinary shares in the Company held during the financial year by each Director of Fin Resources Limited and specified executives of the Group, including their personally related parties, are set out below:

Balance at Granted Exercised Other Balance at

Exercisable

Un-
the start of
during the
during the changes the end of exercisable
the year
year as

year

during the
the year

compensation


year
Directors 2,000,000
2,000,000
2,000,000
2,000,000
-
-
-
-
-
-
2,000,000
2,000,000
2,000,000
2,000,000
-
-
-
-

2,000,000

2,000,000

2,000,000

2,000,000
Jason Bontempo
Andrew Radonjic
Justin Tremain
Officers
Aaron Bertolatti

8 million Performance Rights, exercisable at $0.001, were issued during the year to Directors and Officers as approved by shareholders on 13 April 2018. The Performance Rights vest and become exercisable by the holder upon the Company achieving a VWAP of at least $0.03 over a period of 20 trading days. The deadline for conversion is 5 years from the date of issue (14 May 2023).

Performance Rights Affecting Remuneration

The terms and conditions of Performance Rights affecting remuneration in the current or future reporting years are as follows:

2019 Grant
Date
Grant
Number
Expiry
date/last
exercise
date
Exercise
price
per
option
Value of
options at
grant date1
Number of
options
vested2
Vested
%

Max
value yet
to vest
Directors 14/05/18
14/05/18
14/05/18
14/05/18
2,000,000
2,000,000
2,000,000
2,000,000
14/05/23
14/05/23
14/05/23
14/05/23
$0.001
$0.001
$0.001
$0.001
$46,571
$46,571
$46,571
$46,571
-
-
-
-
-
-
-
-
$37,955
$37,955
$37,955
$37,955
Jason Bontempo
Andrew Radonjic
Justin Tremain
Officers
Aaron Bertolatti
8,000,000 $186,284 - - $151,820

1 The value at grant date has been calculated in accordance with AASB 2 Share based payments.

2 The Performance Rights vest and become exercisable by the holder upon the Company achieving a VWAP of at least $0.03 over a period of 20 trading days. The deadline for conversion is 5 years from the date of issue (14 May 2023).

9

2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Report

==> picture [53 x 42] intentionally omitted <==

Non-Executive Director Service Agreements

On appointment to the Board, all non-executive directors enter into a service agreement with the Group in the form of a letter of appointment. The letter summarises the Board policies and terms, including compensation ranging from $30,000 to $39,420 per annum (including Superannuation), relevant to the director. There is no termination clause included in the letter.

Senior Executives

Aaron Bertolatti (Company Secretary) is engaged under an Executive Agreement dated 1 May 2018. Under the agreement Mr. Bertolatti is paid an annual fee of A$60,000. The Agreement may be terminated by the Company without notice or without cause by giving three months’ notice in writing or payment in lieu of notice. The Agreement may also be terminated by Mr. Bertolatti by providing three months’ notice in writing.

Loans to Directors and Executives

There were no loans to Directors and executives during the financial year ended 30 June 2019.

Additional Information

The earnings of the Group for the five years to 30 June 2019 are summarised below:

2019 2018 2017 2016 2015
$ $ $ $ $
Other income 61,073 61,603 34,693 36,317 8,520
EBITDA (274,901) (576,273) (473,118) (860,045) (2,675,077)
EBIT (274,901) (576,273) (473,118) (860,045) (2,675,077)
Profit after income tax (274,901) (576,273) (473,118) (860,045) (2,675,077)

The factors that are considered to affect total shareholders return ('TSR') are summarised below:

2019 2018 2017 2016 2015
Shareprice at financialyear end($) 0.012 0.021 0.024
0.024
0.026
Total dividends declared(centsper share) - -
-

-

-
Basic earningsper share(centsper share) (0.09) (0.24) (0.10) (0.19) (0.59)

Voting and comments made at the Company's 2018 Annual General Meeting

Fin Resources Limited received 99.6% of “yes” votes on its remuneration report for the 2018 financial year. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.

END OF AUDITED REMUNERATION REPORT

Signed on behalf of the board in accordance with a resolution of the Directors.

==> picture [122 x 46] intentionally omitted <==

Jason Bontempo

Non-Executive Director

Perth, Western Australia 19 September 2019

10

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

==> picture [52 x 42] intentionally omitted <==

Consolidated Statement of Profit or Loss and Other Comprehensive Income

for the year ended 30 June 2019

Note 30 June 2019
$
30 June 2018
$
Continuing operations
Consultancy fees
Corporate and compliance expense
Employee benefits expense
Share based payments
18(a)
Other expenses
Total expenses
Other income
Loss before income tax from continuing operations
Income tax expense
Loss after income tax from continuing operations
Loss for the year
Other comprehensive income
Items that may be reclassified to profit and loss
Other comprehensive income for the year net of tax
Total comprehensive loss for the year
Loss attributable to:
Owners of the parent
Total comprehensive loss attributable to:
Owners of the parent
Loss per share
From continuing operations
Basic and diluted loss per share (cents)
16
(60,500)
(70,000)
(89,551)
(277,607)
(99,420)
(131,515)
(34,464)
(108,000)
(52,039)
(50,754)
(335,974)
(637,876)
61,073
61,603
(274,901)
(576,273)
-
-
(274,901)
(576,273)
(274,901)
(576,273)
-
-
-
-
(274,901)
(576,273)
(274,901)
(576,273)
(274,901)
(576,273)
(274,901)
(576,273)
(274,901)
(576,273)
(0.09)
(0.24)

The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

11

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

==> picture [52 x 42] intentionally omitted <==

Consolidated Statement of Financial Position

as at 30 June 2019

30 June 2019
30 June 2018
Note $
$
Current Assets
Cash and cash equivalents
4
Trade and other receivables
5
Other assets
6
Other financial assets
7
Total Current Assets
Non-Current Assets
Exploration and evaluation expenditure
8
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
9
Provisions
10
Total Current Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
11
Reserves
12
Accumulated losses
13
Total Equity
3,805,868
4,220,486
9,568
22,180
17,187
18,740
100
100
3,832,723
4,261,506
680,440
459,635
680,440
459,635
4,513,163
4,721,141
42,904
89,898
-
-
42,904
89,898
42,904
89,898
4,470,259
4,631,243
29,848,259
29,892,965
2,745,272
2,586,649
(28,123,272)
(27,848,371)
4,470,259
4,631,243

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

12

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

==> picture [52 x 42] intentionally omitted <==

Consolidated Statement of Changes in Equity

for the year ended 30 June 2019

Issued
capital
$
Accumulated
losses
$
Reserves
$
Total
$
3,812,137
(576,273)
-
(576,273)
1,200,000
1,200
(93,821)
288,000
4,631,243
4,631,243

(274,901)

-

(274,901)

105,231

(25,778)

34,464
4,470,259
Balance at 1 July 2017
Total comprehensive loss for the year
Loss for the year
Other Comprehensive Income
Total comprehensive loss for the year
Transactions with owners in their
capacity as owners
Shares issued during the year
Subscription proceeds from options
issued during the year
Cost of issue
Share based payment
Balance at 30 June 2018
Balance at 1 July 2018
Total comprehensive loss for the year
Loss for the year
Other Comprehensive Income
Total comprehensive loss for the year
Transactions with owners in their
capacity as owners
Subscription proceeds from options
issued during the year
Cost of issue
Share based payment
Balance at 30 June 2019
28,786,786
(27,272,098)
2,297,449
-
(576,273)
-
-
-
-
-
(576,273)
-
1,200,000
-
-
-
-
1,200
(93,821)
-
-
-
-
288,000
29,892,965
(27,848,371)
2,586,649
29,892,965
(27,848,371)
2,586,649
-
(274,901)
-
-
-
-
-
(274,901)
-
-
-
105,231
(44,706)
-
18,928
-
-
34,464
29,848,259
(28,123,272)
2,745,272

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

13

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

==> picture [52 x 42] intentionally omitted <==

Consolidated Statement of Cash Flows

for the year ended 30 June 2019

Note 30 June 2019
30 June 2018
$
$
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Net cash used in operating activities
4
Cash flows from investing activities
Payments for exploration expenditure
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from issue of options
Payments for share issue costs
Net cash provided by financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at the end of the year
4
(277,039)
(613,921)
61,073
61,603
(215,966)
(552,318)
(278,727)
(19,635)
(278,727)
(19,635)
-
1,000,000
105,231
1,200
(25,156)
(93,821)
80,075
907,379
(414,618)
335,426
4,220,486
3,885,060
3,805,868
4,220,486

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

14

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

1. Corporate Information

The financial report of Fin Resources Limited (“Fin Resources”, “Fin” or “the Company”) and its controlled subsidiaries (the “Group”) for the year ended 30 June 2019 was authorised for issue in accordance with a resolution of the Directors on 19 September 2019. Fin Resources is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange. The nature of the operations and the principal activities of the Company are described in the Directors’ Report.

2. Summary of Significant Accounting Policies (a) Basis of preparation

The financial statements are general-purpose financial statements, which have been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. The financial statements have also been prepared on a historical cost basis. The presentation currency is Australian dollars.

(b) Statement of compliance

The financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS).

(c) Parent entity information

In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary information about the parent entity is disclosed in note 22.

(d) Basis of consolidation

The consolidated financial statements incorporate all of the assets, liabilities and results of the parent (Fin Resources Limited) and all of the subsidiaries. Subsidiaries are those entities over which the Company has the power to govern the financial and operating policies so as to obtain benefits from their activities. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether a Company controls another entity. A list of the subsidiaries is provided in note 15(c).

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses resulting from intra-company transactions have been eliminated in full. Unrealised losses are also eliminated unless costs cannot be recovered. Non-controlling interests in the results and equity of subsidiaries are shown separately in the Statement of Profit or Loss and Other Comprehensive Income and Consolidated Statement of Financial Position respectively.

(e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Bank overdrafts are shown within borrowings in current liabilities in the statement of financial position.

(f) Employee benefits

A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave, and sick leave when it is probable that settlement will be required and they are capable of being measured reliably. Liabilities recognised in respect of employee benefits expected to be settled within 12 months, are measured at their nominal values using the remuneration rate expected to apply at the time of settlement. Liabilities recognised in respect of employee benefits which are not expected to be settled within 12 months are measured as the present value of the estimated future cash outflows to be made by the Group in respect of services provided by employees up to reporting date.

15

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

(g) Fair Value of Assets and Liabilities

The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable Accounting Standard. Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly (i.e. unforced) transaction between independent, knowledgeable and willing market participants at the measurement date.

As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments to market values may be made having regard to the characteristics of the specific asset or liability. The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data.

To the extent possible, market information is extracted from either the principal market for the asset or liability (i.e. the market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity at the end of the reporting period (i.e. the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account transaction costs and transport costs). For non-financial assets, the fair value measurement also takes into account a market participant's ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use.

The fair value of liabilities and the entity's own equity instruments (excluding those related to share-based payment arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial instruments, by reference to observable market information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective note to the financial statements.

Valuation techniques

In the absence of an active market for an identical asset or liability, the Group selects and uses one or more valuation techniques to measure the fair value of the asset or liability, The Group selects a valuation technique that is appropriate in the circumstances and for which sufficient data is available to measure fair value. The availability of sufficient and relevant data primarily depends on the specific characteristics of the asset or liability being measured. The valuation techniques selected by the Group are consistent with one or more of the following valuation approaches:

  • Market approach: valuation techniques that use prices and other relevant information generated by market transactions for identical or similar assets or liabilities.

  • Income approach: valuation techniques that convert estimated future cash flows or income and expenses into a single discounted present value.

  • Cost approach: valuation techniques that reflect the current replacement cost of an asset at its current service capacity.

  • Each valuation technique requires inputs that reflect the assumptions that buyers and sellers would use when pricing the asset or liability, including assumptions about risks. When selecting a valuation technique, the Group gives priority to those techniques that maximise the use of observable inputs and minimise the use of unobservable inputs.

Inputs that are developed using market data (such as publicly available information on actual transactions) and reflect the assumptions that buyers and sellers would generally use when pricing the asset or liability are considered observable, whereas inputs for which market data is not available and therefore are developed using the best information available about such assumptions are considered unobservable.

16 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

Fair value hierarchy

AASB 13 requires the disclosure of fair value information by level of the fair value hierarchy, which categorises fair value measurements into one of three possible levels based on the lowest level that an input that is significant to the measurement can be categorised into as follows:

Level 1

Measurements based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

Level 2

Measurements based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3

Measurements based on unobservable inputs for the asset or liability.

The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data. If all significant inputs required to measure fair value are observable, the asset or liability is included in Level 2. If one or more significant inputs are not based on observable market data, the asset or liability is included in Level 3.

The Group would change the categorisation within the fair value hierarchy only in the following circumstances:

  • i. if a market that was previously considered active (Level 1) became inactive (Level 2 or Level 3) or vice versa; or

  • ii. if significant inputs that were previously unobservable (Level 3) became observable (Level 2) or vice versa.

When a change in the categorisation occurs, the Group recognises transfers between levels of the fair value hierarchy (i.e. transfers into and out of each level of the fair value hierarchy) on the date the event or change in circumstances occurred.

(h)Financial assets

Recognition, initial measurement and derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument. Financial instruments (except for trade receivables) are measured initially at fair value adjusted by transactions costs, except for those carried “at fair value through profit or loss”, in which case transaction costs are expensed to profit or loss. Where available, quoted prices in an active market are used to determine the fair value. In other circumstances, valuation techniques are adopted. Subsequent measurement of financial assets and financial liabilities are described below.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.

Financial assets

Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable).

For the purpose of subsequent measurement, financial assets other than those designated and effective as hedging instruments, are classified into the following categories upon initial recognition:

▪ amortised cost;

17

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

  • fair value through other comprehensive income (FVOCI); and

  • fair value through profit or loss (FVPL).

Classifications are determined by both:

  • the contractual cash flow characteristics of the financial assets; and

  • the entities business model for managing the financial asset.

Financial assets at amortised cost

Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVPL):

  • they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows; and

  • the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.

After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most other receivables fall into this category of financial instruments.

Financial liabilities

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss.

All interest-related charges and, if applicable, gains and losses arising on changes in fair value that are recognised in profit or loss.

Impairment

From 1 July 2018, the Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortised cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

Comparative information

The Group has applied AASB 9 Financial Instruments retrospectively, but has elected not to restate comparative information. As a result, the comparative information provided continues to be accounted for in accordance with the Group’s previous accounting policy.

Classification

Until 30 June 2018, the Group classified its financial assets in the following categories:

  • financial assets at fair value through profit or loss;

  • loans and receivables;

  • held-to-maturity investments; and

  • available-for-sale financial assets.

The classification depended on the purpose for which the investments were acquired. Management determined the classification of its investments at initial recognition and, in the case of assets classified as held-to-maturity, re-evaluated this designation at the end of each reporting period.

18 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

(i) Goods and services tax

Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:

  • i. where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of an asset or as part of an item of expense; or

  • ii. for receivables and payables which are recognised inclusive of GST.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables. Cash flows are included in the cash flow statement on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows.

(j) Impairment of assets

At each reporting date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. 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 which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cashgenerating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cashgenerating unit) is reduced to its recoverable amount. An impairment loss is recognised in profit or loss immediately.

Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised in profit or loss immediately.

(k) Income tax

Current tax

Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).

Deferred tax

Deferred tax is accounted for using the statement of financial position liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items.

In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised.

However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill.

19 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, branches, associates and joint ventures except where the Group is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with these investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the company/Group intends to settle its current tax assets and liabilities on a net basis.

Current and deferred tax for the period

Current and deferred tax is recognised as an expense or income in the statement of profit or loss and other comprehensive income, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the determination of goodwill or excess.

(l) Payables

Trade payables and other accounts payable are recognised when the Group becomes obliged to make future payments resulting from the purchase of goods and services.

(m) Revenue recognition

The Group has applied AASB 15 Revenue from Contracts with Customers using the cumulative effective method. Therefore, the comparative information has not been restated and continues to be presented under AASB 118 Revenue and AASB 111 Construction Contracts. The Group does not have any revenue from contracts with customers.

Interest revenue

Revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

(n) Exploration and evaluation expenditure

Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:

  • (i) the rights to tenure of the area of interest are current; and

  • (ii) at least one of the following conditions is also met:

  • (a) the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or

  • (b) exploration and evaluation activities in the area of interest have not at the balance date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

20 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortisation of assets used in exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.

Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (for the cash generating unit(s) to which it has been allocated being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any).

Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years.

Where a decision has been made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to development. Where an area of interest is abandoned, any expenditure carried forward in respect of that area is written off.

(o) Interests in joint ventures

Joint arrangements represent the contractual sharing of control between parties in a business venture where unanimous decisions about relevant activities are required. Separate joint venture entities providing joint ventures with an interest to net assets are classified as a "joint venture" and accounted for using the equity method.

Joint venture operations represent arrangements whereby joint operators maintain direct interests in each asset and exposure to each liability of the arrangement. The Group's interests in the assets, liabilities, revenue and expenses of joint operations are included in the respective line items of the consolidated financial statements. Gains and losses resulting from sales to a joint operation are recognised to the extent of the other parties' interests. When the Group makes purchases from a joint operation, it does not recognise its share of the gains and losses from the joint arrangement until it resells those goods/assets to a third party.

(p) Share based payments

Equity-settled share-based payments with employees and others providing similar services are measured at the fair value of the equity instrument at the grant date. Fair value is measured either with reference to the value of the goods and services provided or by use of a Black Scholes model. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. Further details on how the fair value of equity-settled share-based transactions has been determined can be found in note 18.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of shares that will eventually vest.

Equity-settled share-based payment transactions with other parties are measured at the fair value of the goods and services received, except where the fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service.

21

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

(q) Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors of Fin Resources Limited. The entity does not have any operating segments with discrete financial information. The Board of Directors review internal management reports on a monthly basis that is consistent with the information provided in the statement of comprehensive income, statement of financial position and statement of cash flows. As a result, no reconciliation is required because the information as presented is what is used by the Board to make strategic decision.

(r) Critical accounting judgements and key sources of estimation uncertainty

For cash-settled share-based payments, a liability equal to the portion of the goods or services received is recognised at the current fair value determined at each reporting date. In the application of the Group’s accounting policies, which are described in note 2, management is required to make judgments, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources.

The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Key Sources of estimation uncertainty

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year:

Deferred tax assets

The Group recognises deferred tax assets when it becomes probable that sufficient taxable income will be derived in future periods against which to offset these assets. At each reporting date, the Group assesses the level of expected future cash flows from the business and the probability associated with realising these cash flows, and makes an assessment of whether the deferred tax assets of the Group should be recognised.

(s) New and amended standards adopted by the Group

The Group has adopted AASB 15 Revenue from Contracts with Customers and AASB 9 Financial Instruments which became effective for financial reporting periods commencing on or after 1 January 2018.

AASB 15 Revenue from contracts with customers

AASB 15 replaces AASB 118 Revenue, AASB 111 Construction Contracts and several revenue-related Interpretations. AASB 15 establishes a five-step model to account for revenue arising from contracts with customers and requires that revenue to be recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer.

The Group has applied the new Standard effective from 1 July 2018 using the modified retrospective approach. Under this method, the cumulative effect of initial application is recognised as an adjustment to the opening balance of retained earnings at 1 July 2018 and comparatives are not restated.

The adoption of AASB 15 does not have a significant impact on the Group as the Group does not currently have any revenue from customers.

22

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

AASB 9 Financial Instruments

AASB 9 Financial Instruments replaces AASB 139 Financial Instruments: Recognition and Measurement for annual periods beginning on or after 1 January 2018, bringing together all three aspects of the accounting for financial instruments: classification and measurement, impairment, and hedge accounting.

There were no financial instruments which the Group designated at fair value through profit or loss under AASB 139 that were subject to reclassification. The Board assessed the Group’s financial assets and determined the application of AASB 9 does not result in a change in the classification of the Group’s financial instruments. The adoption of AASB 9 does not have a significant impact on the financial report.

(t) New standards and interpretations not yet adopted

A number of new standards, amendments to standards and interpretations issued by the AASB which are not yet mandatorily applicable to the Group have not been applied in preparing these consolidated financial statements. Those which may be relevant to the Group are set out below. The Group does not plan to adopt these standards early.

AASB 16: Leases (applicable to annual reporting periods commencing on or after 1 January 2019).

AASB 16 removes the classification of leases as either operating leases or finance leases for the lessee effectively treating all leases as finance leases. Short term leases (less than 12 months) and leases of a low value are exempt from the lease accounting requirements. Lessor accounting remains similar to current practice. The Group will adopt this standard from 1 July 2019, however as the Company does not have any current leases that would qualify under this policy, it is not expected to have any financial impact on the entity.

Other standards not yet applicable

There are no other standards that are not yet effective and that would be expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

3.
Income Tax
(a) Income tax expense
Major component of tax expense for the year:
Current tax
Deferred tax
(b) Numerical reconciliation between aggregate tax expense
recognised in the statement of comprehensive income and tax
expense calculated per the statutory income tax rate
Loss from before income tax expense
Tax at the Australian rate of 30% (2018: 30%)
Add tax effect of:
Revenue losses and other deferred tax balances not recognised
Other non-allowable items
Less tax effect of:
Other non-assessable items
Losses recouped not previously recognised
Allowable items
Income tax expense
2019
$
2018
$
-
-
-
-
-
-
(274,901)
(576,273)
(82,470)
(172,882)
72,131
106,963
10,339
65,919
-
-
-
-
-
-
-
-
-
-

23 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

(c) Deferred tax liabilities
Exploration expenditure
Development and production assets
Deferred tax assets
Carry forward revenue losses
(d) Unrecognised deferred tax assets:
Carry forward revenue losses
Carry forward capital losses
Capital raising costs
Other
Offset of deferred tax liabilities
Net deferred tax assets not brought to account
2019
$
2018
$
107,028
25,889
(107,028)
(25,889)
-
-
-
-
2,729,620
2,526,848
1,356,430
1,356,430
32,645
41,061
9,130
9,299
4,127,825
3,933,638
(107,028)
(25,889)
4,020,797
3,907,749

The benefit for tax losses will only be obtained if:

  • i. the Company derives future assessable income in Australia of a nature and of an amount sufficient to enable the benefit from the deductions for the losses to be realised; and

  • ii. the Company continues to comply with the conditions for deductibility imposed by tax legislation in Australia; and

  • iii. no changes in tax legislation in Australia adversely affect the Company in realising the benefit from the deductions for the losses.

(e) Tax consolidation:

Fin Resources Limited and its wholly owned Australian resident subsidiaries have formed a tax consolidated group with effect from 1 July 2009. Fin Resources Limited is the head entity of the tax consolidated group.

(f) Tax losses

The Group has $9,098,735 gross revenue tax losses arising in Australia that are available to offset against future profit of the Company in which the losses arose. Utilisation of these tax losses is subject to satisfaction of either the continuity of ownership or same business test in accordance with Australian Tax requirements. Deferred tax assets have not been recognised in respect of these losses.

4.
Cash and Cash Equivalents
Reconciliation of cash
Cash comprises of:
Cash at bank
Reconciliation of operating loss after tax to net cash flow from
operations
Loss after tax
Non-cash items
Share based payments expense
Exploration and evaluation expenditure
Change in assets and liabilities
(Increase)/decrease in trade and other receivables and other assets
(Decrease) in trade and other payables
(Decrease)/increase in provisions
Net cash flow (used in) operating activities
3,805,868
4,220,486
(274,901)
(576,273)
34,464
108,000
-
(60,000)
13,543
(26,128)
10,928
56,305
-
(54,222)
(215,966)
(552,318)

24

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

Non-cash investing and financing activities

During the year ended 30 June 2018, the Company issued 10 million ordinary shares and 20 million unlisted options exercisable at $0.03 on or before 14 May 2021, as consideration for the acquisition of the McKenzie Springs Project, the South Big Bell Project and the Sentinel Project (refer notes 11(b) and 18(b)).

5.

2019
$
2018
$
Trade and Other Receivables - Current
GST receivable
9,568
22,180

Trade debtors, prepayments and GST receivable are non-interest bearing and generally receivable on 30-day terms. They are neither past due nor impaired. The amount is fully collectable. Due to the short-term nature of these receivables, their carrying value is assumed to approximate their fair value.

6. Other Assets

Prepayments
7.
Other Financial Assets
Investment in listed entity
8.
Deferred Exploration and Evaluation Expenditure
Opening Balance
Acquisition of exploration tenements1
Expenditure capitalised during the year
Closing balance
17,187
18,740
100
100
459,635
-
-
380,000
220,805
79,635
680,440
459,635

1 10 million fully paid ordinary shares in the capital of the Company and 20 million unlisted options exercisable at $0.03 on or before 14 May 2021 were issued as consideration for the acquisition of the McKenzie Springs Project, the South Big Bell Project and the Sentinel Project (refer notes 11(b) and 18(b)).

The ultimate recoupment of costs carried forward for exploration expenditure is dependent on the successful development and commercial exploitation or sale of the respective mining areas.

9.
Trade and Other Payables
Trade payables
Other payables and accruals
10.
Provisions
Current Provisions
Opening Balance
Movements in annual leave
Closing balance
11.
Issued Capital
(a) Issued and paid up capital
Issued and fully paid 291,691,438 (2018: 291,691,438)
Converting preference shares 100 (2018: 100)
20,110
68,064
22,794
21,834
42,904
89,898
-
54,222
-
(54,222)
-
-
29,847,459
29,892,165
800
800
29,848,259
29,892,965

25 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

(b) Movements in ordinary shares on issue
Opening balance
Share consolidation on a 1 for 2 basis
Shares issued via placement1
Shares issued as consideration for acquisition2
Transaction costs on share and option issue
Closing balance
30 June 2019
30 June 2018
No.
$
No.
$
291,691,438
29,892,165
463,382,876
28,785,986
-
- (231,691,438)
-
-
-
50,000,000
1,000,000
-
-
10,000,000
200,000
-
(44,706)
-
(93,821)
291,691,438
29,847,459
291,691,438
29,892,165

1 Fin completed a public offer of 50,000,000 shares in the capital of the Company at an issue price of $0.02 per share raising $1.0 million (before costs).

  • 2 10 million fully paid ordinary shares in the capital of the Company were issued as consideration for the acquisition of the McKenzie Springs Project, the South Big Bell Project and the Sentinel Project at a deemed issue price of $0.02 per share.

Fully paid ordinary shares carry one vote per share and carry the rights to dividends.

30 June 2019 30 June 2018
No. $
No.
$
(c) Movements in converting preference shares
Opening balance 2,006 800
2,006
800
Closing balance 2,006 800
2,006
800

The converting preference shares do not have any voting rights but are entitled to the payment of a dividend. The conversion terms for these shares have now expired.

(d) Capital risk management

The Company’s capital comprises share capital, reserves less accumulated losses amounting to a net equity of $4,470,259 at 30 June 2019. The Company manages its capital to ensure its ability to continue as a going concern and to optimise returns to its shareholders. The Company was ungeared at year end and not subject to any externally imposed capital requirements. Refer to note 17 for further information on the Company’s financial risk management policies.

(e) Share Options and Performance Rights

As at the date of this report there were 137,230,915 unissued ordinary shares under options and 8,000,000 under performance rights. The details of these securities are as follows:

Number **Type ** Exercise Price $ Expiry Date
32,000,000 Unlisted Options $0.03 14 May2021
105,230,915 Listed Options(ASX: FINOA) $0.025 31 December 2021
8,000,000 Performance Rights $0.001 14 May2023

No holder has any right under the options or performance rights to participate in any other share issue of the Company or any other entity. No options or performance rights expired unexercised during the financial year. No options or performance rights were exercised during or since the year ended 30 June 2019.

26

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

12.
Reserves
Option, performance rights, share based payments and option premium
reserves
Movements in Reserves
Opening balance
Movement
Closing balance
2019
$
2018
$
2,745,272
2,586,649
2,586,649
2,297,449
158,623
289,200
2,745,272
2,586,649

The share based payments reserve arises on the grant of share options to Directors, Executives and senior employees as part of their remuneration, to consultants for services provided and as consideration for project acquisitions (refer to note 18). Further information about share-based payments to employees is made in the remuneration report. This reserve also includes subscription proceeds from options.

13. Accumulated losses

Movements in accumulated losses were as follows:
Opening balance
Loss for the year
Closing balance
Auditor’s Remuneration
The auditor of Fin Resources Limited is Stantons International Audit and
Consulting Pty Ltd
Amounts paid or due and payable for:
- an audit or review of the financial report
(27,848,371)
(27,272,098)
(274,901)
(576,273)
(28,123,272)
(27,848,371)
33,666
25,062
33,666
25,062

14. Auditor’s Remuneration

15. Key Management Personnel Disclosures (a) Remuneration of Key Management Personnel

Details of the nature and amount of each element of the emolument of each Director and Executive of the Company for the financial year are as follows:

Short term employee benefits
Share based payments
Other benefits
Other employee expense (superannuation)
Total remuneration
150,794
155,000
34,464
-
-
66,337
8,626
9,311
193,884
230,648

Transactions with key management personnel were made at arm’s length at normal market prices and normal commercial terms. There were no other transactions with key management personnel for the year ended 30 June 2019.

(c) Subsidiaries

The consolidated financial statements include the financial statements of Fin Resources Limited and the subsidiaries listed in the following table:

Equity Holding Equity Holding
Name of Entity Country of
Incorporation
2019 2018
Komodo Energy Pty Limited Australia
Australia
Australia
100%
100%
100%
100%
100%
100%
Crestwood Pty Ltd
SugarbayInvestments PtyLimited

27 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

(d) Loans to/from related parties

There were no loans made or outstanding to Directors of Fin Resources and other key management personnel of the Group, including their personally related parties.

16. Loss per Share

Basic Loss per share amounts are calculated by dividing net loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. The following reflects the loss and share data used in the basic and diluted earnings per share computations:

2019
2018
$
$
Loss attributable to owners of the parent (274,901)
(576,273)
Number of Shares
Weighted average number of ordinary shares used in calculating basic
loss per share:
Effect of dilution:
Share options and performance rights
Adjusted weighted average number of ordinary shares used in
calculating diluted loss per share:
291,691,438
241,883,219
291,691,438
241,883,219
2019
2018
Loss per share
From continuing operations (cents)
(0.09)
(0.24)

There have been no other transactions involving ordinary shares or potential ordinary shares since the reporting date and before the completion of these financial statements.

17. Financial Risk Management

The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The use of financial derivatives is governed by the Group’s policies approved by the Board of Directors, which provide written principles on the use of financial derivatives.

Significant accounting policies

Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in note 2 to the financial statements.

(a) Liquidity Risk

The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

(b) Interest Rate Risk

Interest rate risk arises from the possibility that changes in interest rates will affect future cash flows or the fair value of financial instruments. The Group’s exposure to market risk for changes to interest rate risk relates primarily to its earnings on cash. The Group manages the risk by investing in short term deposits.

Interest rate sensitivity

The following table demonstrates the sensitivity of the Group’s statement of profit or loss and other comprehensive income to a reasonably possible change in interest rates, with all other variables constant.

28 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited

Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

Effect on Equity including
Effect on Post Tax Loss ($) retained earnings ($)
Change in Basis Points Increase/(Decrease) Increase/(Decrease)
2019 2018 2019
2018
Increase 75 basis points 28,544
31,654
28,544
31,654
Decrease 75 basispoints (28,544) (31,654) (28,544)
(31,654)

A sensitivity of 75 basis points has been used as this is considered reasonable given the current level of both short term and long-term Australian Dollar interest rates. The change in basis points is derived from a review of historical movements and management’s judgement of future trends.

(c) Credit Risk Exposures

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted the policy of dealing with creditworthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults.

The Group measures credit risk on a fair value basis. The Group does not have any significant credit risk exposure to a single counterparty or any group of counterparties having similar characteristics. The carrying amount of financial assets recorded in the financial statements, net of any provisions for losses, represents the Group’s maximum exposure to credit risk without taking account of the fair value of any collateral or other security obtained.

2019
2018
$
$
Cash and cash equivalents AA
Trade and other receivables
3,805,868
4,220,486
9,568
22,180
3,815,436
4,242,666

(d) Capital Risk Management

When managing capital, management’s objective is to ensure the entity continues as a going concern as well as to maintain optimal returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity. In order to maintain or adjust the capital structure, the entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, enter into joint ventures or sell assets.

No dividends were paid in 2019 and no dividends are expected to be paid in respect of financial year 2019. There is no current intention to incur debt funding on behalf of the Company as on-going exploration expenditure will be funded via cash reserves, equity or joint ventures with other companies. The Company is not subject to any externally imposed capital requirements.

(e) Foreign exchange risk

The Group operated in Australia in the year ended 30 June 2019 and had minimal exposure to foreign exchange risk.

(f) Fair value estimation

The Directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements approximates their fair value. The Group has performed sensitivity analysis that demonstrates the effect on the current year results and equity which could result from a change in these risks.

29

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

Financial risk management objectives

The Group’s corporate treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk (including currency risk, fair value interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk.

Level 1
Level 2
Level 3
Total
$
$
$
$
2019 Financial Assets
Financial assets at fair value through profit and loss
2018 Financial Assets
Financial assets at fair value through profit and loss
100
-
-
100
100
-
-
100
100
-
-
100
100
-
-
100

Included within Level 1 of the hierarchy are listed investments. The fair values of these financial assets and liabilities have been based on the closing quoted prices at reporting date, excluding transaction costs. In valuing unlisted investments, included in Level 2 of the hierarchy, valuation techniques such as those using comparisons to similar investments for which market observable prices are available have been adopted to determine the fair values of these investments. Derivative instruments are included in Level 2 of the hierarchy with the fair values being determined using valuation techniques incorporating observable market data relevant to the hedged position.

18. Share Based Payments

(a) Recognised share based payment transactions

Share based payment transactions recognised either as operational expenses in the statement of profit or loss and other comprehensive income or as capitalised project acquisition costs in equity during the year were as follows:

2019
$
2018
$
Share based payments as consideration for project acquisition (note 18 (b))
Employee, Consultant and Director share based payments
(note 18 (c))
Share based payments to suppliers (note 18 (d))
-
180,000
34,464
-
18,928
108,000

(b) Project acquisition share based payments

There were no options granted as consideration for project acquisitions during the financial year ended 30 June 2019.

During the financial year ended 30 June 2018, 10 million fully paid ordinary shares in the capital of the Company and 20 million unlisted options exercisable at $0.03 on or before 14 May 2021 were issued as consideration for the acquisition of the McKenzie Springs Project, the South Big Bell Project and the Sentinel Project.

Exercisable
Exercise
Balance at

Granted
Exercised Expired Balance at at
price per
start of
during the during the during the end of the end of the
Grant Date Expiry date
option
the year year year year year year
Number Number Number Number Number Number
14/05/2018 14/05/2021 $0.03 - 20,000,000 - - 20,000,000 20,000,000

30

2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

The amount recognised in respect of the above options granted during the prior year was $180,000. These options have been valued using a binomial option pricing model. The model inputs, not included in the table above, for the project acquisition options granted as consideration for the acquisition included:

  • a) expected lives of the options was 3.0 years;

  • b) share price at grant date was $0.02;

  • c) expected volatility was 100%;

  • d) expected dividend yield of nil; and

  • e) a risk-free interest rate of 2.05%

(c) Employee, Consultant and Director share based payments

8 million Performance Rights, exercisable at $0.001, were issued during the year ended 30 June 2018 to Directors and Officers as approved by shareholders on 13 April 2018. The Performance Rights vest and become exercisable by the holder upon the Company achieving a VWAP of at least $0.03 over a period of 20 trading days. The deadline for conversion is 5 years from the date of issue (14 May 2023).

The Performance Rights could not vest within 3 months of the Performance Right issue date (14 May 2018). As a result, the share based payment expense in relation to the performance rights has been recorded during the financial year ended 30 June 2019. The fair value at grant date of options granted during the reporting year was determined using the Black Scholes option pricing model that takes into account the exercise price, the term of the option, the share price at grant date, the expected price volatility of the underlying share and the risk-free interest rate for the term of the option.

The table below summarises Performance Rights granted during the year ended 30 June 2018. The vesting period for these Performance Rights commenced during the year ended 30 June 2019:

Exercise Balance at Granted Exercised Expired Balance at Exercisable at
price per start of the during the during the during the
end of the
end of the
Grant Date
Expiry date

option
year year year year year year1
Number Number Number Number Number Number
14/05/2018 14/05/2023
$0.001
- 8,000,000 - - 8,000,000 -
  • 1 Options will vest upon the Company achieving a VWAP of at least $0.03 over a period of 20 trading days.

The expense recognised in respect of the above Performance Rights which vested during the period was $34,464. The model inputs, not included in the table above, for Performance Rights granted during the year ended 30 June 2018 included:

  • a) Performance Rights were granted for nil cash consideration;

  • b) expected lives of the Performance Rights is 5 years;

  • c) share price at grant date was $0.024;

  • d) expected volatility of 100%;

  • e) expected dividend yield of nil; and

  • f) a risk-free interest rate of 1.25%

There were no options granted to Employees, Consultants or Directors during the year ended 30 June 2018.

(d) Share-based payment to suppliers

During the financial year ended 30 June 2019, the Company issued listed options to Lead Manager’s for broker related services rendered during the year. The fair value at grant date of options granted during the reporting year was determined using the Black Scholes option pricing model that takes into account the exercise price, the term of the option, the share price at grant date, the expected price volatility of the underlying share and the risk-free interest rate for the term of the option.

Fin Resources Limited 31 2019 Annual Report to Shareholders

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

The table below summarises options granted to Suppliers during the year ended 30 June 2019.

Exercisable
Exercise
Balance at

Granted
Exercised Expired Balance at at
price per
start of
during the during the during the end of the end of the
Grant Date Expiry date
option
the year year year year year year
Number Number Number Number Number Number
06/12/2018 31/12/2021 $0.025 - 8,000,000 - - 8,000,000 8,000,000

The expense recognised in respect of the above options granted during the year was $18,928. The model inputs, not included in the table above, for supplier options granted during the year ended 30 June 2018 included:

  • a) options were granted for $0.001;

  • b) expected lives of the options is 3.0 years;

  • c) share price at grant date was $0.015;

  • d) expected volatility of 53%;

  • e) expected dividend yield of nil; and

  • f) a risk-free interest rate of 1.94%

During the financial year ended 30 June 2018, the Company issued 12,000,000 unlisted options as consideration to lead mangers for services rendered.

Exercisable
Exercise
Balance at

Granted
Exercised Expired Balance at at
price per
start of
during the during the during the end of the end of the
Grant Date Expiry date
option
the year year year year year year1
Number Number Number Number Number Number
14/05/2018 14/05/2021 $0.03 - 12,000,000 - - 12,000,000 -
  • 1 Options are escrowed for a period of 24 months from the date of issue.

The expense recognised in respect of the above options granted during the year was $108,000. These options have been valued using a binomial option pricing model. The model inputs, not included in the table above, for supplier options granted during the year ended 30 June 2018 included:

  • g) options were granted for $0.0001;

  • h) expected lives of the options is 3 years;

  • i) share price at grant date was $0.02;

  • j) expected volatility of 100%;

  • k) expected dividend yield of nil; and

  • l) a risk-free interest rate of 2.05%

19. Dividends

No dividend was paid or declared by the Company in the year ended 30 June 2019 or the period since the end of the financial year and up to the date of this report. The Directors do not recommend that any amount be paid by way of dividend for the financial year ended 30 June 2019.

20. Contingent Liabilities and Contingent Assets

The Directors are not aware of any contingent liabilities or contingent assets at the reporting date.

32 2019 Annual Report to Shareholders

Fin Resources Limited

Fin Resources Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2019

==> picture [47 x 38] intentionally omitted <==

21. Subsequent Events

There have been no significant events subsequent to the end of the financial year and to the date of this report.

22. Parent Entity Information

The following details information related to the parent entity, Fin Resources Limited, at 30 June 2019. The information presented here has been prepared using consistent accounting policies as presented in note 2.

2019
$
2018
$
Current assets
Total assets
Current liabilities
Total liabilities
Net assets
Issued capital
Reserves
Accumulated losses
Profit/(loss) of the parent entity
Other comprehensive income for the year
Total comprehensive loss of the parent entity
3,832,716
4,261,500
4,513,156
4,721,134
(42,903)
(89,898)
(42,903)
(89,898)
4,470,253
4,631,236
29,848,259
29,892,965
2,745,273
2,586,649
(28,123,279)
(27,848,378)
4,470,253
4,631,236
(274,901)
(572,273)
-
-
(274,901)
(572,273)

The parent company has not provided any guarantees and does not have any other commitments or contingent assets or liabilities that are not disclosed elsewhere in the financial report.

23. Dividends

No dividend was paid or declared by the Company in the year ended 30 June 2019 or the period since the end of the financial year and up to the date of this report. The Directors do not recommend that any amount be paid by way of dividend for the financial year ended 30 June 2019.

24. Contingent Liabilities and Contingent Assets

The Directors are not aware of any contingent liabilities or contingent assets at the reporting date.

25. Subsequent Events

There have been no significant events subsequent to the end of the financial year and to the date of this report.

26. Commitments

In order to maintain an interest in the exploration tenements in which the Group is involved, the Group is committed to meet the conditions under which the tenements were granted and the obligations of any joint venture agreements. The timing and amount of exploration expenditure commitments and obligations of the Group are subject to the minimum expenditure commitments required as per the Mining Act, as amended, and may vary significantly from the forecast based upon the results of the work performed which will determine the prospectivity of the relevant area of interest.

These obligations are not provided for in the financial report and are payable. The annual minimum expenditure commitment on the Group’s tenements is $101,500.

33

2019 Annual Report to Shareholders

Fin Resources Limited

Directors’ Declaration

==> picture [46 x 38] intentionally omitted <==

In accordance with a resolution of the Directors of Fin Resources Limited, I state that:

  1. In the opinion of the Directors:

  2. a) the financial statements and notes of Fin Resources Limited for the year ended 30 June 2019 are in accordance with the Corporations Act 2001, including:

    • i. giving a true and fair view of the Company’s consolidated financial position as at 30 June 2019 and of its performance for the year ended on that date; and

    • ii. complying with Accounting Standards (including the Australian Accounting Interpretations), the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

  3. b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in note 2.

  4. There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

  5. This declaration has been made after receiving the declarations required to be made by the Directors in accordance with sections of 295A of the Corporations Act 2001 for the financial year ended 30 June 2019.

On behalf of the Board

==> picture [127 x 47] intentionally omitted <==

Jason Bontempo Non-Executive Director

Perth, Western Australia 19 September 2019

34

2019 Annual Report to Shareholders

Fin Resources Limited

Stantons International Audit and Consulting Pty Ltd trading as

PO Box 1908 West Perth WA 6872 Australia

Chartered Accountants and Consultants

==> picture [181 x 24] intentionally omitted <==

Level 2, 1 Walker Avenue West Perth WA 6005 Australia

Tel: +61 8 9481 3188 Fax: +61 8 9321 1204

ABN: 84 144 581 519 www.stantons.com.au

19 September 2019

Board of Directors Fin Resources Limited Level 1, 35 Richardson Street West Perth WA 6005

Dear Directors

RE: FIN RESOURCES LIMITED

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Fin Resources Limited.

As Audit Director for the audit of the financial statements of Fin Resources Limited for the year ended 30 June 2019, I declare that to the best of my knowledge and belief, there have been no contraventions of:

  • (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  • (ii) any applicable code of professional conduct in relation to the audit.

Yours faithfully

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD (Trading as Stantons International) (An Authorised Audit Company)

==> picture [165 x 79] intentionally omitted <==

Samir Tirodkar Director

==> picture [199 x 26] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation

Stantons International Audit and Consulting Pty Ltd trading as

PO Box 1908 West Perth WA 6872 Australia

Chartered Accountants and Consultants

==> picture [197 x 24] intentionally omitted <==

Level 2, 1 Walker Avenue West Perth WA 6005 Australia

Tel: +61 8 9481 3188 Fax: +61 8 9321 1204

ABN: 84 144 581 519 www.stantons.com.au

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF FIN RESOURCES LIMITED

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Fin Resources Limited and its subsidiaries (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2019, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.

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

  • (i) giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its financial performance for the year then ended; and

  • (ii) 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 (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

We have determined the matter below to be a Key Audit Matter communicated in our report.

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.

==> picture [199 x 26] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation

How the matter was addressed in the audit

==> picture [114 x 14] intentionally omitted <==

Key Audit Matters

Carrying Value of Exploration and Evaluation Assets

As at 30 June 2019, Exploration and Evaluation Assets totalled $680,440 (refer to Note 8 of the financial report).

The carrying value of exploration and evaluation assets is a key audit matter due to:

  • The expenditure capitalised is material in amount and are the largest asset other than cash and cash equivalents;

  • The necessity to assess management’s application of the requirements of the accounting standard Exploration for and Evaluation of Mineral Resources (“AASB 6”), in light of any indicators of impairment that may be present; and

  • The assessment of significant judgements made by management in relation to the capitalised exploration and evaluation expenditure.

Inter alia, our audit procedures included the following:

  • i. Assessing the Group’s right to tenure over exploration assets by corroborating the ownership of the relevant licences for mineral resources to government registries and relevant third-party documentation;

  • ii. Reviewing the directors’ assessment of the carrying value of the capitalised exploration and evaluation costs, ensuring the veracity of the data presented and assessing management’s consideration of potential impairment indicators, commodity prices and the stage of the Group’s projects also against AASB 6;

  • iii. Evaluation of Group documents for consistency with the intentions for continuing exploration and evaluation activities in areas of interest and corroborated in discussions with management. The documents we evaluated included:

  • Minutes of the board and management; and

  • Announcements made by the Group to the Australian Securities Exchange; and

  • iv. Consideration of the requirements of accounting standard AASB 6 and reviewed the financial statements to ensure appropriate disclosures are made.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2019 but does not include the financial report and our auditor’s report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance opinion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view 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.

==> picture [114 x 14] intentionally omitted <==

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has 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. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report.

The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation of the financial report that gives a true and fair view 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 entity's internal control.

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.

An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.

We conclude on the appropriateness of the Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

We evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

We obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

==> picture [114 x 14] intentionally omitted <==

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.

The Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements. We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Remuneration Report

We have audited the Remuneration Report included in pages 6 to 10 of the directors’ report for the year ended 30 June 2019. 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.

Opinion on the Remuneration Report

In our opinion, the Remuneration Report of Fin Resources Limited for the year ended 30 June 2019 complies with section 300A of the Corporations Act 2001.

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD

(Trading as Stantons International) (An Authorised Audit Company)

==> picture [409 x 82] intentionally omitted <==

Samir R Tirodkar

Director

West Perth, Western Australia 19 September 2019

ASX Additional Information

==> picture [47 x 38] intentionally omitted <==

Additional information required by the Australian Stock Exchange Ltd and not shown elsewhere in this report is as follows. The information is current at 30 August 2019.

Distribution of Share Holders

Ordinary Shares Ordinary Shares
Number of Holders Number of Shares
1 - 1,000 45 10,295
1,001 - 5,000 107 334,563
5,001 - 10,000 62 493,525
10,001 - 100,000 650 22,131,484
100,001 - and over 294 268,721,571
TOTAL 1,158 291,691,438

There were 650 holders of ordinary shares holding less than a marketable parcel.

Top Twenty Share Holders

The names of the twenty largest holders of quoted equity securities are listed below:

Name Shares %
SEVENTY THREE PTY LTD 32,000,000 10.97
J & J BANDY NOMINEES PTY LTD 30,000,000 10.28
SAMBOR TRADING PTY LTD 11,083,739 3.80
MS MERLE SMITH + MS KATHRYN SMITH 10,000,000 3.43
MR JAMES ANTHONY GLEESON 8,000,000 2.74
PEARSE STREET PTY LTD 7,600,000 2.61
THIRD REEF PTY LTD 7,450,000 2.55
CAMPBELL KITCHENER HUME & ASSOCIATES PTY LTD 6,992,570 2.40
NERO RESOURCE FUND PTY LTD 6,250,000 2.14
SAMMY RESOURCES PTY LTD 5,000,000 1.71
SANCOAST PTY LTD 5,000,000 1.71
708 CAPITAL PTY LTD 4,000,000 1.37
ADRIATIC PTY LTD 3,500,000 1.20
JAMEKER PTY LTD 3,333,333 1.14
MS INGRID JOAN OLSEN 3,288,928 1.13
NEON SPACE PTY LTD 2,500,000 0.86
CROSSPICK RESOURCES PTY LTD 2,500,000 0.86
SEVENSPEED PTY LTD 2,500,000 0.86
SHOWCITY PTY LTD 2,447,370 0.84
JALAVER PTY LTD 2,300,000 0.79
155,745,940 53.39

Substantial Shareholders

Name Shares %
SEVENTY THREE PTY LTD 32,000,000 10.97
J&JBANDY NOMINEES PTY LTD 30,000,000 10.28
62,000,000 21.25

40

2019 Annual Report to Shareholders

Fin Resources Limited

ASX Additional Information

==> picture [47 x 38] intentionally omitted <==

Distribution of Option Holders

Listed Options Listed Options
Number of Holders Number of Options
1 - 1,000 8 4,600
1,001 - 5,000 18 60,546
5,001 - 10,000 15 122,842
10,001 - 100,000 112 4,390,701
100,001 - and over 55 100,652,226
TOTAL 208 105,230,915

There were 166 holders of listed options holding less than a marketable parcel.

Top Twenty Listed Option (FINOA) Holders

The names of the twenty largest holders of quoted options are listed below:

Name Options1 %
J & J BANDY NOMINEES PTY LTD 19,163,823 18.21
JALAVER PTY LTD 18,777,778 17.84
MRS DONNA LEA GULLUNI 9,666,667 9.19
SEVENTY THREE PTY LTD 5,000,000 4.75
CROSSPICK RESOURCES PTY LTD 5,000,000 4.75
SURF COAST CAPITAL PTY LTD 4,902,813 4.66
2428 PTY LTD 3,573,573 3.40
MS MERLE SMITH + MS KATHRYN SMITH 3,333,334 3.17
ABROLHOS EDGE PTY LTD 2,953,838 2.81
MR DAVID SAMUEL CHURCH 2,500,020 2.38
NERO RESOURCE FUND PTY LTD 2,083,334 1.98
MISS STACEY O'NEILL 2,000,000 1.90
MRS LEONA INEZ LAMPE 2,000,000 1.90
RANDAL INVESTMENT HOLDINGS PTY LTD 1,133,334 1.08
ACN 161 604 315 PTY LTD 1,000,000 0.95
D M L & J D L PTY LTD 1,000,000 0.95
MRS KELLY ANNE SEVILLE 1,000,000 0.95
GAZUMP RESOURCES PTY LTD 993,566 0.94
NEON SPACE PTY LTD 833,334 0.79
CROSSPICK RESOURCES PTY LTD 833,334 0.79
87,748,748 83.39

1 Options are exercisable at $0.025 each, expiring 31 December 2021.

On-Market Buy Back

There is no current on-market buy back.

Voting Rights

All ordinary shares carry one vote per share without restriction. Options have no voting rights.

Use of Proceeds

In accordance with listing rule 4.10.19, the Company confirms that it has used cash and assets in a form readily convertible to cash in a way consistent with its business objectives during the financial year ended 30 June 2019.

41 2019 Annual Report to Shareholders

Fin Resources Limited

ASX Additional Information

==> picture [47 x 38] intentionally omitted <==

Unquoted Equity Securities

Performance Rights

Number Class Holders with more than 20%
8,000,000 Performance Rights over ordinary shares
exercisable at $0.001 on or before 14 May 2023.
- Aaron Dean Bertolatti A/C> 2,000,000 performance rights
- Sasha Tara Tremain 2,000,000
performance rights
- Mrs Lenore Theresa Radonjic 2,000,000
performance rights
- Mrs Tiziana Battista
2,000,000 performance rights

Options

Number Class Holders with more than 20%
32,000,000 Options over ordinary shares exercisable at
$0.03 on or before 14 May 2021.
- Sammy Resources Pty Ltd 10,000,000
Options

Restricted Securities subject to escrow period

Shares Name
12,000,000 Unlisted Options exercisable at $0.03 on or before 14 May 2021 escrowed for 24 months
from the date of quotation.
8,000,000 Performance Rights escrowed for 24 months from the date of quotation.

42

2019 Annual Report to Shareholders

Fin Resources Limited

Tenements and Project Locations

==> picture [47 x 38] intentionally omitted <==

FIN Resources Limited Tenements

Location Area Structure
AUSTRALIA
E80/4808 Western Australia 134km2 51%
E20/900 Western Australia 50Km2 51%
E28/2652 Western Australia 44km2 51%

km[2] – Square Kilometres

Location of the Company’s Projects in Western Australia

==> picture [332 x 434] intentionally omitted <==

43 2019 Annual Report to Shareholders

Fin Resources Limited

Important Information and Disclaimers

==> picture [47 x 38] intentionally omitted <==

Competent Persons Statement

The information in this report that relates to Exploration Results and Exploration Targets is based on information compiled by Mr Scott Bishop, a consultant of the Company and a Member of The Australasian Institute of Mining and Metallurgy. Mr Bishop has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Bishop consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

The information in this report that relates to the interpretation of historic land based FLTEM and airborne VTEM Survey Results, and consequently drill hole design is based on information compiled by Mr Matthew Cooper, who is employed as a Consultant Principal Geophysicist to the Company through Core Geophysics Pty Ltd. Mr Cooper is a member of the Australian Institute of Geoscientists and has sufficient experience of relevance to the styles of mineralisation and the types of deposits under consideration, and activities undertaken, to qualify as a Competent Person as defined in the 2012 Edition of the Joint Ore reserves Committee (JORC) Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr Cooper consents to the inclusion in the report of matters based on information in the form and context in which it appears.

44

2019 Annual Report to Shareholders

Fin Resources Limited