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MARMOTA LIMITED Annual Report 2021

Sep 23, 2021

65315_rns_2021-09-23_826d80cb-51d9-49c7-bfe3-e47b6e0eff10.pdf

Annual Report

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Marmota Limited

Consolidated Entity

ABN 38 119 270 816

Consolidated Financial Statements for the year ended 30 June 2021

CORPORATE DIRECTORY

Marmota Limited

ABN 38 119 270 816 Incorporated in SA

Registered Office Unit 6, 79-81 Brighton Road Glenelg SA 5045 Telephone: (08) 8294 0899 Facsimile: (08) 8376 8633 Email: [email protected]

Share Registrar

Auditor

Link Market Services Limited BDO Audit (SA) Pty Ltd Locked Bag A14 Chartered Accountants Sydney South NSW 1235 Level 7 Telephone: +61 1300 554 474 420 King William Street Facsimile: +61 2 9287 0303 Adelaide SA 5000 Email: [email protected] Website: www.linkmarketservices.com.au

Marmota Limited and Controlled Entities Directors’ Report

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The Directors present their report on Marmota Limited and controlled entities (‘Group’) for the financial year ended 30 June 2021 and the auditor’s report thereon.

Directors

The Directors of Marmota Limited (‘the Company’) at any time during or since the end of the financial year are as set out below. Details of Directors’ qualifications, experience and special responsibilities are as follows:

Dr Colin Rose Executive Chairman

PhD (Economics)

Experience and expertise

Dr Rose has been non-executive Chairman of Marmota since 1 May 2015 and Executive Chairman since 5 June 2017. Dr Rose holds a PhD in Economics from the University of Sydney. He is a long-term fundamentals investor in the mining and exploration sector, with particular exposure to gold and copper. He has extensive business experience as the founder and director of a technology company whose software is used in over 55 countries. He has been invited to speak to the Reserve Bank of Australia, the Bank of England, the National Bureau of Economic Research (USA), and the London School of Economics (Financial Markets Group).

Responsibilities

Special responsibilities include Chairman of the Board of Directors, and Chairman of the Audit, Governance and Remuneration Committee.

Interests in Shares and Options (as at 12 August 2021):

  • 96,848,820 ordinary shares

Mr Neville Bergin Non-executive Director – Production (appointed 11 May 2021)

BSc Mining, First Class Mine Managers Certificate, MAusIMM, MAICD

Experience and expertise

Mr Bergin is a mining engineer with over four decades of experience in the mining industry, primarily in operations in the gold sector. He has both open pit and underground operational experience. Mr Bergin has previously held roles as a director of Northern Star Resources Ltd, as Vice President of Gold Fields Australia Pty Ltd where he oversaw operational management of the company’s Australian mines, and as General Manager (Operations) for Jubilee Mines. He was the manager of the Fosterville Gold Project when it was an oxide gold heap leach operation – of particular relevance to Marmota, which plans a heap leach operation at its Aurora Tank gold discovery. Mr Bergin most recently managed the Definitive Feasibility Study for Capricorn Metals Karlawinda Gold Project which poured its first gold in the June quarter 2021. He has a BSc from the Camborne School of Mines in the UK.

Responsibilities

Mr Bergin is a member of the Audit, Governance and Remuneration Committee.

Current and former directorships in the last 3 years

Mr Bergin is a Director of Metal Tiger PLC and Nkwe Platinum Ltd.

Interests in Shares and Options (as at 12 August 2021):

  • 330,000 ordinary shares

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Marmota Limited and Controlled Entities Directors’ Report

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Mr Aaron Brown Executive Director – Exploration (appointed 11 May 2021) BSc (Hons), Geology

Experience and expertise

Mr Brown is an exploration geologist with over 17 years’ experience, exploring for gold, uranium, copper and nickel across a range of terrains in South Australia (particularly in the Gawler Craton), the Northern Territory and Western Australia. Aaron joined Marmota in January 2018 as Senior Geologist, and has been working together with Dr Kevin Wills in driving the development of the Aurora Tank gold discovery. Mr Brown also heads up Marmota’s biogeochemical exploration program that has given rise to the discovery of the new NW flank at Aurora Tank, including multiple outstanding intersections of over 100 g/t gold over 1m.

Responsibilities

Mr Brown acts as Head of Exploration and as a competent person on JORC resource reporting matters.

Interests in Shares and Options (as at 12 August 2021):

  • 500,000 ordinary shares

  • 1,500,000 unlisted 10 cent Options expiring 23 August 2023 issued under the Director & Employee Share Option Plan (DESOP).

Dr Kevin Wills Executive Director – Exploration ( ceased 11 May 2021) BSc, PhD, ARSM, FAusIMM

Experience and expertise

Dr Wills was acting Managing Director for the period 14 November 2016 to 30 January 2017, and Executive Director (Exploration) from 5 June 2017 to 11 May 2021. He is a geologist with significant experience in multicommodity mineral exploration including feasibility studies, mine operations and corporate activities in Australasia. He has been closely involved in the discovery and evaluation of economic mineral deposits of: diamonds (Argyle, WA), base metals (Thalanga & Waterloo QLD), gold (Murchison WA and Challenger SA), mineral sands (Burekup, WA) and iron ore (Blacksmith WA). Dr Wills was Managing Director of Flinders Mines Limited for over ten years. He is an Associate of the Royal School of Mines, past Chairman of the Adelaide Branch and a Fellow of the Australian Institute of Mining and Metallurgy. Between 2010 and 2015, he was an Adjunct Associate Professor at the University of Adelaide engaging in teaching economic geology and mineral exploration. He founded the SA Exploration and Mining Conference in 2004 and was Chairman of the organising committee until early 2018. In 2016, he was awarded the GSA’s Joe Harms Medal for excellence in mineral exploration, and in 2017, the AusIMM’s Institute Service Award.

Responsibilities

Dr Wills also acts as consulting geologist and as a competent person on JORC resource reporting matters.

Interests in Shares and Options (as at 12 August 2021):

  • 930,062 fully paid ordinary Shares

  • 2,000,000 unlisted 3 cent Options expiring 9 November 2021 issued under the Director & Employee Share Option Plan (DESOP).

  • 2,000,000 unlisted 10 cent Options expiring 8 December 2023 issued under the Director & Employee Share Option Plan (DESOP).

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Marmota Limited and Controlled Entities Directors’ Report

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Mr Shane Barker Executive Director – Production ( ceased 11 May 2021) BAppSc (Metallurgy)

Experience and expertise

Mr Barker joined the Board on 1 September 2019 in the new role of Executive Director (Production). He is a metallurgist with more than 30 years experience. He has worked both within Australia and internationally.

Responsibilities

n/a

Interests in Shares and Options (as at 12 August 2021):

  • 2,000,000 unlisted 10 cent Options expiring 8 December 2023 issued under the Director & Employee Share Option Plan (DESOP).

Directors’ meetings

The number of Directors’ meetings and number of meetings attended by each of the Directors of the Company (including committees of Directors) during the financial year were as follows:

Director
Dr Colin Rose
Neville Bergin
Aaron Brown
Dr Kevin Wills
Shane Barker
Directors’ Meetings
Audit, Governance and Remuneration
**Committee Meetings **
Number Eligible
to attend
Number attended
Number Eligible
to attend
Number attended
5
5
2
2
-
-
-
-
-
-
-
-
5
5
2
2
5
5
-
-

Company Secretary

Lisa Askham-Levy (CGMA) was appointed Company Secretary, effective 18 January 2018.

Ms Askham-Levy is a Member of the Chartered Institute of Management Accountants and has completed a Graduate Certificate of Applied Corporate Governance and Risk Management. She has over 10 years of accounting experience, including accounting positions in a number of listed companies. Lisa has worked within the healthcare, finance and not-for-profit industries.

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Marmota Limited and Controlled Entities Directors’ Report

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Principal activities

The Group’s principal activity is minerals exploration.

Review and results of operations

During the Financial Year, Marmota focused its exploration efforts on its highly prospective gold tenements in the Gawler Craton that are yielding excellent results.

Gold Discovery at Aurora Tank

During the financial year, Marmota drilled more than 12,500m (RC) at Aurora Tank yielding Marmota’s best ever gold intersection of 165g/t gold over 1m (at ~ 57m from surface) [ ASX:MEU 4 Feb 2021 ]. This result surpasses Marmota’s previous best 1m intersections at Aurora Tank of 120 g/t gold (21m from surface), 105 g/t gold (located 120m to the North; 38m from surface) and 93 g/t gold (located 200m to the NE; 32m from surface). The program has tripled the strike along the new high-grade NW Flank, and intersected the first highgrade gold at depth (30g/t over 1m, at a depth of 122m downhole), and remains open to the North and at depth.

New Semi-permanent Camp

As an important step to transitioning towards a pathway to production at Aurora Tank, the company set up its first semi-permanent camp at Aurora Tank during the year, with multiple sleeping quarters, separate kitchen, management office, 10,000L self-bunded diesel tank, septic tank and waste water treatment systems, and holding capacity for 90,000 litres of water. These infrastructural improvements have already dramatically transformed the Company’s ability to operate at Aurora Tank. In other firsts, the Company completed environmental studies (flora and fauna) at Aurora Tank which are a necessary component for a Mining Lease application, and successfully sourced underground water at Aurora Tank; water is a critical component for planned diamond drilling, and to feed a heap leach mining operation.

R&D Program and Biogeochem Exploration Program

In work jointly funded under a $225,000 grant from the South Australian Government under the Accelerated Discovery Initiative , Marmota carried out during the financial year extensive geochemical and biogeochemical sampling over tenements adjacent to Aurora Tank.

COVID-19

The COVID-19 pandemic had minimal impact on the Company’s operations during the financial year. In part, this is because the Company’s exploration ground and activities are located in remote and largely uninhabited areas of South Australia, and in part because the incidence of COVID-19 in South Australia itself has been minimal. While the number of physical Board meetings has reduced, we have instead transformed to a model with frequent Board interactions by telephone. Both of the Company’s core underlying fundamentals (gold and uranium) have seen significant strength over the course of the year.

Corporate

The Company was delighted to welcome Neville Bergin and Aaron Brown to the Board. Neville is a mining engineer with over 4 decades of experience, and particular experience in bringing gold projects to production. He was the manager of the Fosterville Gold Project when it was an oxide gold heap leach operation – of particular relevance to Marmota, which plans a heap leach operation at its Aurora Tank gold discovery. Aaron has more than 17 years experience as an exploration geologist, and heads up Marmota’s exploration program, and has been working together with Dr Wills in driving the development of the Aurora Tank gold discovery. We

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Marmota Limited and Controlled Entities Directors’ Report

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thank Dr Kevin Wills and Shane Barker for their contributions to the Board. Dr Wills continues in his new role as Consulting Geologist, with particular emphasis on the new Jumbuck project.

On the capital side, the Company raised $6.5 million (before costs) via a heavily oversubscribed placement (SPP) in July 2020 at 5.3c per share. The two key objectives of the placement were to secure and fund the acquisition of the Tyranna Jumbuck gold project, and to advance Aurora Tank. The Company is very grateful for the support of our shareholders.

Acquisitions

On 30 November 2020, Marmota entered into a binding agreement with Tyranna Resources to acquire all of the rights, title and interest of Tyranna Resources Ltd in the Jumbuck Gold project, adjacent to MEU ground. The deal has been awaiting Ministerial Consent and is expected to settle imminently.

Uranium

Subsequent to the end of the financial year, the uranium market has seen dramatic improvement, which the Company is particularly well-placed to take advantage of. Given the Company’s outstanding uranium assets, this is a priority to the Board.

In summary, the Company has recorded its best gold exploration results ever, is fortunate to be in its strongest financial position in many years, at the same time that underlying fundamental gold and uranium prices are showing considerable upside, so placing the Company in a very strong position to maximise value for our shareholders.

We look forward to the year ahead!

Competent person statement

The information in this report that relates to Exploration Results and Mineral Resources is based on information compiled by Mr Aaron Brown who is a Member of the Australian Institute of Geoscientists . He has sufficient experience which is relevant to the styles of mineralisation and types of deposits under consideration and to the activities being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Brown consents to the inclusion in the report of the matters based on his information in the form and context in which they appear. Where results from previous announcements are quoted, Marmota confirms that it is not aware of any new information or data that materially affects the information included in the relevant market announcement and, in the case of estimates of Mineral Resources, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed.

Results

During the year, total cash expenditure on exploration and evaluation activities totalled $1,489,691.

The net loss of the Group after income tax was $298,290 (2020: loss $2,272,190)[1] .

The net assets of the Group have increased by $5,861,367 during the financial year from $9,106,861 at 30 June 2020 to $14,968,228 at 30 June 2021.

Dividends

No dividends have been paid or provided by the Group since the end of the previous financial year (2020: nil).

1 The 2020 loss consisted of (i) an operating loss of $208,394 and (ii) an impairment write-off of $2,063,796.

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Marmota Limited and Controlled Entities Directors’ Report

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Junior Mineral Exploration Incentive (JMEI) Credits

Marmota distributed $272,687 of JMEI Taxation Credits back to eligible shareholders in December 2020, relating to new investments made by those eligible shareholders in Marmota during the year to 30 June 2020.

State of affairs

There have been no significant changes in the state of affairs of the Group during the year.

Events subsequent to reporting date

There has not arisen any matters or circumstances, since the end of the financial year, which significantly affected or could significantly affect the operations of the Group, the results of those operations, or the state of the Group in future years.

Likely developments

The Group’s strategy is to explore for gold, base metals and uranium within the Company’s highly prospective portfolio of projects. The Board of Marmota Limited is pursuing a balance of direct self-funded exploration and exploration via strategic partnerships and funding arrangements. The primary focus of exploration is directed at progressing the Company’s Gawler Craton gold project which is yielding excellent results.

Environmental regulation and performance statement

The Group’s operations are subject to significant environmental regulations under both Commonwealth and South Australian legislation in relation to discharge of hazardous waste and materials arising from any mining activities and development conducted by the Group on any of its tenements. To date, the Group has only carried out exploration activities and there have been no known breaches of any environmental obligations.

Indemnification and insurance of officers

Indemnification

The Company is required to indemnify the Directors and other Officers of the Company against any liabilities incurred by the Directors and Officers that may arise from their position as Directors and Officers of the Company. No costs were incurred during the year pursuant to this indemnity.

The Company has entered into deeds of indemnity with each Director whereby, to the extent permitted by the Corporations Act 2001, the Company agreed to indemnify each Director against all loss and liability incurred as an officer of the Company, including all liability in defending any relevant proceedings.

Insurance premiums

Since the end of the previous year, the Company has paid insurance premiums in respect of Directors’ and Officers’ liability and legal expenses’ insurance contracts.

The terms of the policies prohibit disclosure of details of the amount of the insurance cover, the nature thereof and the premium paid.

Options

At the reporting date, unissued ordinary shares of Marmota Limited under option are:

Expiry date* Exercise price Number of Options Vested Unvested Amount paid/payable
by recipient($)
09/11/2021 $0.03 2,000,000 2,000,000 - -
22/07/2022 $0.10 68,820,755 68,820,755 - -
23/08/2023 $0.10 3,000,000 3,000,000 - -
08/12/2023 $0.10 4,000,000 4,000,000 - -
  • All options may be exercised at any time before expiry subject to escrow restrictions. Option holders will receive one ordinary share in the capital of the Company for each option exercised.

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Marmota Limited and Controlled Entities Directors’ Report

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

During the financial year, 500,000 ordinary shares were issued by the Company as a result of the exercise of employee options at 3c per share (2020: 1,000,000). There were no amounts unpaid on shares issued.

Proceedings on behalf of the Company

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

Corporate Governance Statement

The Company’s Corporate Governance Statement for the year ended 30 June 2021 may be accessed from the Company’s website at: www.marmota.com.au/corporate/policies

Non-audit services

There were no non-audit services provided by the external auditors of the Parent or its related entities during the year ended 30 June 2021.

Auditor of the Company

The auditor of the Company for the financial year was BDO Audit (SA) Pty Ltd.

Auditor’s independence declaration

The auditor’s independence declaration as required by section 307C of the Corporations Act 2001 for the year ended 30 June 2021 is set out immediately following the end of the Directors’ report.

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Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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Remuneration Report

Remuneration policy

The remuneration policy of Marmota Limited has been designed to align key management personnel objectives with shareholder and business objectives by providing a fixed remuneration component and offering other incentives based on performance in achieving key objectives as approved by the Board. The Board of Marmota Ltd believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best key management personnel to run and manage the Company, as well as create goal congruence between directors, executives and shareholders.

The Company’s policy for determining the nature and amounts of emoluments of Board members and other key management personnel of the Company is as follows.

Remuneration and Nomination

The Audit, Governance and Remuneration Committee oversees remuneration matters and makes recommendations to the Board on remuneration policy, fees and remuneration packages for non-executive directors and senior executives. Details of the committee’s members and its responsibilities are set out in the Corporate Governance Statement.

Non-executive Remuneration Policies

The Company’s Constitution specifies that the total amount of remuneration of Non-executive Directors shall be fixed from time to time by a general meeting. The current maximum aggregate remuneration of Non-executive Directors has been set at $400,000 per annum. Directors may apportion any amount up to this maximum amount amongst the Non-executive Directors as they determine. Directors are also entitled to be paid reasonable travelling, accommodation and other expenses incurred in performing their duties as Directors. The fees paid to Non-executive Directors are not incentive or performance based but are fixed amounts that are determined by reference to the nature of the role, responsibility and time commitment required for the performance of the role including membership of board committees. The fees are set by the Audit, Governance and Remuneration Committee which consults independent advice from time to time.

Non-executive Directors do not receive bonus payments and are not provided with retirement benefits other than salary sacrifice and statutory superannuation.

Executive Remuneration Policies

The remuneration of the Executive Chairman is determined by the Audit, Governance and Remuneration Committee and approved by the Board as part of the terms and conditions of his/her employment which are subject to review from time to time. The remuneration of other executive officers and employees is determined by the Executive Chairman subject to the approval of the Board.

The Company’s remuneration structure is based on a number of factors including the particular experience and performance of the individual in meeting key objectives of the Company. The Audit, Governance and Remuneration Committee is responsible for assessing relevant employment market conditions and achieving the overall, long term objective of maximising shareholder benefits, through the retention of high quality personnel.

The remuneration structure and packages offered to executives are summarised below:

  • Short-term incentive - The Company does not presently emphasise payment for results through the provision of cash bonus schemes or other incentive payments based on key performance indicators of Marmota Limited given the nature of the Company’s business as a mineral exploration entity and the current status of its activities. However, the Board may approve the payment of cash bonuses from time to time in order to reward individual executive performance in achieving key objectives as considered appropriate by the Board.

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Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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  • Long-term incentive – equity grants, which may be granted annually at the discretion of the Board. From time to time, the Company may grant retention rights as considered appropriate by the Audit, Governance and Remuneration Committee and the Board, as a long-term incentive for key management personnel. These rights are subject to shareholder approval at the Annual General Meeting in the year of grant. The intention of this remuneration is to facilitate the retention of key management personnel in order that the goals of the business and shareholders can be met. Under the terms of the issue of the retention rights, the rights will vest over a period of time, with a proportion of the rights vesting each year.

The Company also has a Director & Employee Share Option Plan approved by shareholders that will enable the Board to offer eligible employees options to acquire ordinary fully paid shares in the Company. Under the terms of the Plan, options for ordinary fully paid shares may be offered to the Company’s eligible employees at no cost unless otherwise determined by the Board in accordance with the terms and conditions of the Plan. The objective of the Plan is to align the interests of employees and shareholders by providing employees of the Company with the opportunity to participate in the equity of the Company as an incentive to achieve greater success and profitability for the Company and to maximise the long-term performance of the Company. Options issued under the DESOP are generally issued with an exercise price that is significantly higher than the current share price, which implicitly requires that the ultimate performance target of maximising shareholder value is achieved.

At this time, the remuneration that is paid to Key Management Personnel is not otherwise related to the Company’s financial performance over the last five years.

Remuneration Consultants

The company did not use any remuneration consultants during the year.

Shares issued on exercise of remuneration options

No shares were issued to Directors as a result of the exercise of remuneration options during the financial year.

Remuneration of Directors and key management personnel

This report details the nature and amount of remuneration for each key management personnel of the consolidated entity and for the executives receiving the highest remuneration.

(a) Directors and key management personnel

The names and positions held by Directors and key management personnel of the consolidated entity during the whole of the financial year are:

Directors Position
Dr C Rose Chairman
Executive
from 5 June 2017
Mr N Bergin Director(Production)Non-executive
from 11 May2021
Mr A Brown Director(Exploration)Executive
from 11 May2021
Dr K Wills Director(Exploration)Executive
from 5 June 2017 to 11 May2021
Mr S Barker Director(Production)Executive
from 1 September 2019 to 11 May2021
Key Management
Personnel
Ms L Askham-Levy CompanySecretaryand CFO
from 18 January2018

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Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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(b) Directors’ remuneration

Short Term Employee
Benefits
Post-Employee
Benefits
Long Term
Employee
Benefits
Share-based
payments
2021primary benefits Directors’
fees
$
Fixed
Remuneration
$
Non-
Monetary
Benefits
$
Super
contributions
$
Change in
LSL
Provision
$
Option
based
benefits
$
Share
based
payments
$
Total
$
Directors
Dr C Rose
Mr N Bergin
Mr A Brown
Dr K Wills
Mr S Barker
*
1
72,999
12,000
-
-
-
85,000
5,040
-
-
-
-
-
-
5,040
-
14,042
-
1,334
-
2,103
-
17,479
-
63,023
-
-
-
2,804
-
65,827
-
13,539
-
-
-
2,804
-
16,343
5,041
163,603
-
13,334
-
7,711
-
189,689
Short Term Employee
Benefits
Post-Employee
Benefits
Long Term
Employee
Benefits
Share-based
payments
2020primary benefits Directors’
fees
$
Fixed
Remuneration
$
Non-
Monetary
Benefits
$
Super
contributions
$
Change in
LSL
Provision
$
Option
based
benefits
$
Share
based
payments
$
Total
$
Directors
Dr C Rose
Dr K Wills
Mr S Barker

Mr P Thompson
**
1
72,999
-
12,000
-
-
-
85,000
-
52,298
-
-
-
-
-
52,298
-
9,311
-
-
-
-
-
9,311
5,667
-
-
-
-
-
-
5,667
5,668
134,608
-
12,000
-
-
-
152,276

There were no cash bonuses paid in 2021 or 2020.

  • Director’s fees for Dr Wills are paid to a related entity of the Director.

  • ** Director’s fees for Mr Barker are paid to a related entity of the Director.

  • *** Director’s fees for Mr Thompson are paid to a related entity of the Director.

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Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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(c) Key management personnel remuneration

Short Term Employee Post-Employee
Long Term

Long Term
Benefits Benefits Employee Benefits
Fixed Super Option based
Share based
Proportion of
Invoiced
Remuneration
contributions
benefits
payments Total remuneration related
2021primary benefits $
$
$ $ $ $ toperformance
Key management personnel excluding Directors
Ms L Askham-Levy -
40,639
3,861 2,103 - 46,603 -
-
40,639
3,861 2,103 - 46,603 -
Short Term Employee Post-Employee
Long Term
Benefits Benefits Employee Benefits
Fixed Super Option based
Share based
Proportion of
Invoiced
Remuneration
contributions
benefits
payments Total remuneration related
2020primary benefits $
$
$ $ $ $ toperformance
Key management personnel excluding Directors
Ms L Askham-Levy 31,400
11,324
1,076 - - 43,800 -
31,400
11,324
1,076 - - 43,800 -

There were no cash bonuses paid in 2021 or 2020.

(d) Share based payments

Share-based payments are in line with the Marmota Limited Director & Employee Share Option Plan, and approved under ASX Listing Rule 10.14. Listed below are summaries of options granted:

(i) Options issued to directors and key management personnel

3,000,000 unlisted 10 cent Options expiring 23 August 2023 issued under the Director & Employee Share Option Plan (DESOP).

4,000,000 unlisted 10 cent Options expiring 8 December 2023 issued under the Director & Employee Share Option Plan (DESOP).

(ii) Share based payments to key management personnel Options

The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and other key management personnel in this financial year or future reporting years are as follows:.

Number of Fair value
options Grant Expiry Exercise per option at
Name granted date2 date price grant date
Dr C Rose - - - - -
Mr N Bergin - - - - -
Mr A Brown 1,500,000 24/08/2020 23/08/2023 10 cents 0.014 cents
Dr K Wills 2,000,000 09/12/2020 08/12/2023 10 cents 0.014 cents
Mr S Barker 2,000,000 09/12/2020 08/12/2023 10 cents 0.014 cents
Ms L Askham-Levy 1,500,000 24/08/2020 23/08/2023 10 cents 0.014 cents

2 Also the Vesting date and Exercisable date.

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Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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Options granted carry no dividend or voting rights.

All options were granted over unissued fully paid ordinary shares in the company, with no performance conditions attached. The objective of the issue of these options is to align the interests of employees and shareholders by providing employees of the Company with the opportunity to participate in the equity of the Company as an incentive to achieve greater success and profitability for the Company and to maximise the long-term performance of the Company. Options issued under the DESOP are generally issued with an exercise price that is significantly higher than the current share price, which implicitly requires that the ultimate performance target of maximising shareholder value is achieved. Options are exercisable by the holder as from the vesting date. There has not been any alteration to the terms or conditions of the grant since the grant date. There are no amounts paid or payable by the recipient in relation to the granting of such options other than on their potential exercise.

Values of options over ordinary shares granted, exercised and lapsed for directors and other key management personnel as part of compensation during the year ended 30 June 2021 are set out below:

Value of options Value of options Value of options Remuneration
granted during exercised during lapsed during consisting of options
the year the year the year for the year
Name $ $ $ %
Dr C Rose - - - -
Mr N Bergin - - - -
Mr A Brown 2,103 - - 12.0%
Dr K Wills 2,804 - - 4.3%
Mr S Barker 2,804 - - 17.2%
Ms L Askham-Levy 2,103 - - 4.5%

(e) Service agreements

Dr Rose moved from the role of non-executive Chairman to Executive Chairman on 5 June 2017. The salary under the terms of his employment was set at $85,000 per annum inclusive of superannuation guarantee contributions and included a one-month notice period.

Mr Brown was appointed Executive Director (Exploration) on 11 May 2021. The salary under the terms of his employment was set at $110,000 including superannuation guarantee contributions and includes a one month notice period.

Dr Wills was appointed Executive Director on 5 June 2017 and ceased 11 May 2021. In accordance with this agreement, Dr Wills is remunerated as follows:

  • From 1 July 2020, Dr Wills’ remuneration amounts to $5,984 per month (excluding GST) as Executive Director. The amount of hours varies if Dr Wills is required to work additional days.

Mr Barker was appointed Executive Director on 1 September 2019 and ceased 11 May 2021. In accordance with this agreement, Mr Barker is remunerated as follows:

  • From 1 July 2021, Mr Barkers’ remuneration amounts to $1,485 per month (excluding GST) as Executive Director. The amount of hours varies if Mr Barker is required to work additional days.

There were no post-employment, retirement or termination benefits previously approved by members of the Company in a general meeting, nor any such benefits paid to Directors of the Company.

13

Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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(f) Director related entities

Directors’ transactions with the Company

A number of Directors of the Company, or their Director related entities, held positions in other entities during the financial year that result in them having control or significant influence over the financial or operating policies of those entities.

The terms and conditions of the transactions with Directors and their Director related entities were no more favourable to the Directors and their Director related entities than those available, or which might reasonably be expected to be available, on similar transactions to Non-director related entities on an arm’s length basis.

There are no amounts recognised during the year or the prior year (excluding remuneration and reimbursement of expenses incurred on behalf of the Company) relating to Directors and their Director related entities.

Amounts receivable from and payable to Directors and their Director related entities at reporting date arising from these transactions were as follows:

arising from these transactions were as follows:
Consolidated
2021
$ 2020
$
Current payables
Amounts payable to directors(1)
Accrued directors fees(1)
3,000
5,849
7,083
7,083
10,083
12,932
  • (1) FY21 amount is amount payable for Director’s fees to the director or (related entity) of:

  • Dr C Rose $7,083 (FY20 $7,083); and

  • Mr N Bergin $3,000 (FY20 $0); and

  • • Dr K Wills $0 (FY20 $5,849).

(g) Post-employment/retirement and termination benefits

Other than superannuation contributions, there were no post-employment retirement and termination benefits paid or payable to directors and key management personnel.

14

Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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(h) Directors and key management personnel equity remuneration, holdings and transactions (i) Share holdings

The number of shares in the company held during the financial year by each director of Marmota Limited and other key management personnel of the group, including their personal related parties, are set out below. There were no shares granted to directors or key management personnel during the financial year.

Received Total held in
Balance as Options Net change Balance escrow
Shares 1/07/20 remuneration exercised Other(1) 30/06/21 30/06/21
Held by Directors in own name
Dr C Rose 92,093,871 - - 3,903,633 95,997,504 -
Mr N Bergin - - - - - -
Mr A Brown 500,000 - - - 500,000 -
Dr K Wills(2) - - - - - -
Mr S Barker(3) 371,087 - - - 371,087 -
Held by Directors’ personally related entities
Dr C Rose 851,316 - - - 851,316 -
Mr N Bergin - - - 330,000 330,000 -
Mr A Brown - - - - - -
Dr K Wills(2) 930,062 - - - 930,062 -
Mr S Barker(3) - - - - - -
Total held by Directors 94,746,336 - - 4,233,633 98,979,969 -

(1) Net changes represent securities purchased by directors on-market during the financial year.

  • (2) Dr Wills’ role as director ended on 11 May 2021.

  • (3) Mr Barker’s role as director ended on 11 May 2021.

Received Total held in
Balance as Options Net change Balance escrow
Shares 1/07/20 remuneration exercised Other 30/06/21 30/06/21
Held by Key Management Personnel in own name
Ms Lisa Askham-Levy 250,000 - - - 250,000 -
Held by Key Management Personnel inpersonally related entities
Ms Lisa Askham-Levy - - - - - -
Total held by Key
Management Personnel 250,000 - - - 250,000 -

15

Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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(ii) Option holdings

The number of options over ordinary shares in the company held during the financial year by each director of Marmota Limited and any other key management personnel of the group, including their personal related parties, are set out below.

Received Total
Balance as Options Lapsed Balance Total vested exercisable
Options 1/07/20 remuneration exercised 30/06/21
30/06/21
30/06/21
Held by Directors in own
name
Dr C Rose - - - - - - -
Mr N Bergin - - - - - - -
Mr A Brown - 1,500,000 - - 1,500,000 1,500,000 1,500,000
Dr K Wills - - - - - - -
Mr S Barker - - - - - - -

Directors’ personally related entities

Directors’ personally related entities
Dr C Rose - - - - - - -
Mr N Bergin - - - - - - -
Mr A Brown - - - - - - -
Dr K Wills 2,000,000 2,000,000 - - 4,000,000 4,000,000 4,000,000
Mr S Barker - 2,000,000 - - 2,000,000 2,000,000 2,000,000
Total held by Director 2,000,000 5,500,000 - - 7,500,000 7,500,000 7,500,000
Received Total
Balance as Options Lapsed Balance Total vested exercisable
Options 1/07/20 remuneration exercised 30/06/21
30/06/21
30/06/21
Held by Key Management Personnel in own name
Ms Lisa Askham-Levy - 1,500,000 - - 1,500,000 1,500,000 1,500,000
- - - - - - -
Held by Key Management Personnel in personally
related entities
Ms Lisa Askham-Levy - - - - - - -
Total held by Key - 1,500,000 - - 1,500,000 1,500,000 1,500,000
Management Personnel

(iii) Share rights holdings

No rights over ordinary shares in the company were held during the financial year by any director of Marmota Limited or by any other key management personnel of the group, including their personal related parties. No share rights were granted to directors or key management personnel during the financial year.

End of Remuneration Report

16

Marmota Limited and Controlled Entities Directors’ Report (continued) Remuneration Report – Audited

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The Report of Directors, incorporating the Remuneration Report, is signed in accordance with a resolution of the Board of Directors:

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Dr Colin Rose Chairman

Dated at Sydney this 23[rd] day of September 2021

17

Tel: +61 8 7324 6000 Fax: +61 8 7324 6111 www.bdo.com.au

Level 7, BDO Centre 420 King William Street Adelaide SA 5000 GPO Box 2018, Adelaide SA 5001 AUSTRALIA

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DECLARATION OF INDEPENDENCE

BY ANDREW TICKLE

TO THE DIRECTORS OF MARMOTA LIMITED

As lead auditor for the review of Marmota Limited for the-year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been:

  1. No contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the audit; and

  2. No contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Marmota Limited and the entities it controlled during the period.

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Andrew Tickle Director

BDO Audit (SA) Pty Ltd

Adelaide, 23 September 2021

BDO Audit (SA) Pty Ltd ABN 33 161 379 086 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (SA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Marmota Limited and Controlled Entities Consolidated Statement of Profit and Loss and Other Comprehensive Income For the year ended 30 June 2021

Consolidated
Note 2021
$ 2020
$
Interest revenue
Other income
2
Total revenue
Administration expenses
3
Consulting expenses
3
Depreciation expense
3
Employment expenses
3
Impairment of assets
3
(Loss) before income tax expense
Income tax (expense)
4
(Loss) for the year
Loss attributable to members of the parent entity
Other comprehensive income
Items that will be reclassified to profit or loss
Fair value movement on other financial assets
Total comprehensive income for the year net of tax
Basic earnings per share (cents)
6
Diluted earnings per share (cents)
6
33,738
27,398
43,060
30,112
76,798
57,510
140,565
149,079
39,147
5,180
27,821
5,022
156,301
106,623
11,254
2,063,796
(298,290)
(2,272,190)
-
-
(298,290)
(2,272,190)
(298,290)
(2,272,190)
(1,000)
1,000
(299,290)
(2,271,190)
(0.031 cents)
(0.285 cents)
(0.031 cents)
(0.285 cents)

The accompanying notes form part of these financial statements.

19

Marmota Limited and Controlled Entities Consolidated Statement of Financial Position As at 30 June 2021

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Consolidated
Note 2021
$ 2020
$
Current assets
Cash and cash equivalents
7
Short term investments
Trade and other receivables
8
Other assets
10
Total current assets
Non-current assets
Trade and other receivables
8
Plant and equipment
11
Right of use assets
9
Jumbuck Project Consideration
13
Other financial assets
12
Exploration and evaluation assets
15
Total non-current assets
Total assets
Current liabilities
Trade and other payables
16
Provisions
17
Lease liabilities
18
Total current liabilities
Non-current liabilities
Provisions
17
Lease liabilities
18
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
19
Reserves
27
Retained losses
Total equity
4,088,589
2,411,717
37,500
37,500
40,707
11,563
28,910
17,021
4,195,706
2,477,801
30,000
30,000
208,124
34,193
67,889
107,630
2,500,000
-
4,000
5,000
8,450,918
6,735,962
11,260,931
6,912,785
15,456,637
9,390,586
375,777
148,110
29,454
11,547
32,529
35,051
437,760
194,708
14,578
16,438
36,071
72,579
50,649
89,017
488,409
283,725
14,968,228
9,106,861
47,269,360
41,120,619
4,771
(2,731)
(32,305,903)
(32,011,027)
14,968,228
9,106,861

The accompanying notes form part of these financial statements.

20

Marmota Limited and Controlled Entities Consolidated Statement of Changes in Equity For the year ended 30 June 2021

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Issued
capital
Share option
reserve
FVOCI
reserve
Retained
Total
(Note 19)
(Note 27)
(Note 27)
Earnings
$ $ $ $ $
Balance at 1 July 2019
Loss attributable to the members
of the parent entity
Other comprehensive income
Total comprehensive income
Transactions with owners in their
capacity as owners:
Shares issued during the year
Options issued during the year
Options expired or exercised
Transaction costs associated with
the issue of shares net of tax
Balance at 30 June 2020
Balance at 1 July 2020
Loss attributable to the members
of the parent entity
Other comprehensive income
Total comprehensive income
Transactions with owners in their
capacity as owners:
Shares issued during the year
Options issued during the year
Options expired or exercised
Transaction costs associated with
the issue of shares net of tax
Balance at 30 June 2021
38,616,749
21,856
(11,500)
(29,752,924)
8,874,181
-
-
-
(2,272,190)
(2,272,190)
-
-
1,000
-
1,000
-
-
1,000
(2,272,190)
(2,271,190)
2,530,000
-
-
-
2,530,000
-
-
-
-
-
-
(14,087)
-
14,087
-
(26,130)
-
-
-
(26,130)
2,503,870
(14,087)
-
14,087
2,503,870
41,120,619
7,769
(10,500)
(32,011,027)
9,106,861
41,120,619
7,769
(10,500)
(32,011,027)
9,106,861
-
-
-
(298,290)
(298,290)
-
-
(1,000)
-
(1,000)
-
-
(1,000)
(298,290)
(299,290)
6,515,000
-
-
-
6,515,000
-
11,916
-
-
11,916
-
(3,414)
-
3,414
-
(366,259)
-
-
-
(366,259)
6,148,741
8,502
-
3,414
6,160,657
47,269,360
16,271
(11,500)
(32,305,903)
14,968,228

The accompanying notes form part of these financial statements.

21

Marmota Limited and Controlled Entities Consolidated Statement of Cash Flows For the year ended 30 June 2021

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Marmota Limited and Controlled Entities
Consolidated Statement of Cash Flows
For the year ended 30 June 2021
Consolidated
Note 2021
$ 2020
$
Cash flows from operating activities
Cash receipts in the course of operations
Cash payments in the course of operations
Interest received
Net cash (used in) operating activities
23(b)
Cash flows from investing activities
Payments for plant and equipment
Payments for exploration and evaluation assets
Payments for short term investments
Payments for acquisition of tenements/ Jumbuck acquisition
Cash receipts from sale of assets
Net cash (used in) investing activities
Cash flows from financing activities
Proceeds from issue of shares
Payment of transaction costs associated with capital raisings
Repayment of leasing liabilities
Net cash provided by financing activities
Net increase in cash held
Cash at the beginning of the financial year
Cash at the end of the financial year
23(a)
5,238
-
(279,104)
(438,144)
33,738
27,398
(240,128)
(410,746)
(202,042)
(14,878)
(1,489,691)
(999,033)
-
(37,500)
(2,500,000)
-
-
454
(4,191,733)
(1,050,957)
6,515,000
2,530,000
(367,239)
(26,130)
(39,030)
(4,581)
6,108,731
2,499,289
1,676,872
1,037,586
2,411,717
1,374,131
4,088,589
2,411,717

The accompanying notes form part of these financial statements.

22

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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1 Statement of significant accounting policies

The financial report includes the consolidated financial statements and notes of Marmota Limited and controlled entities (‘consolidated group’ or ‘Group’).

(a) Basis of preparation

This general purpose financial report has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board (AASB) and the Corporation Act 2001. Compliance with Australian Accounting Standards results in full compliance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). The Company is a for-profit entity for the purposes of preparing financial statements.

The following report covers the consolidated entity, Marmota Limited, a listed public company, incorporated and domiciled in Australia.

Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of this financial report are presented below and have been consistently applied unless otherwise stated.

The financial report has been prepared on an accruals basis and is based on historical costs, modified where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.

(b) New accounting standards and interpretations

Accounting standards issued but not yet effective and not adopted early by the Company

Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2021.

New Standards and Interpretations

The Directors reviewed all Standards and Interpretations in issue not yet adopted for the year ended 30 June 2021. As a result of this review, the Directors have determined that that there is no material impact of the Standards and Interpretations in issue not yet adopted on the Group and, therefore, no change is necessary to Group accounting policies. All new Standards and Interpretations were adopted with no material impact to the financial statements.

(c) Principles of consolidation

The Group financial statements consolidate those of the Parent and all of its subsidiaries as of 30 June 2021. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.

23

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.

(d) Income tax

The income tax expense/(benefit) for the year comprises current income tax expense/(income) and deferred income tax expense/(income).

Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted at reporting date.

Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses.

Current and deferred income tax (expense)/benefit is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity.

Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the Statement of Profit or Loss and Other Comprehensive Income except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.

Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.

The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the Company will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

(e) Plant and equipment

Each class of plant and equipment is carried at cost less any accumulated depreciation and impairment losses.

Plant and equipment

Plant and equipment are measured on the cost basis less depreciation and impairment losses.

The carrying amount of plant and equipment is reviewed annually by Directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts.

Depreciation

All fixed assets are depreciated on a straight-line basis over their useful lives to the Group commencing from the time the asset is held ready for use.

The depreciation rates used for each class of depreciable assets are:

Depreciation
Class of fixed asset rate
Plant and equipment 5% – 33%

The depreciation rates have not changed during the year ending 30 June 2021.

24

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the Statement of Profit or Loss and Other Comprehensive Income.

(f) Right of use assets

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

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

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

(g) Exploration and evaluation expenditure

Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Costs of site restoration are provided over the life of the facility from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal and rehabilitation of the site in accordance with clauses of the mining permits. Such costs are determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly, the costs are determined on the basis that the restoration will be completed within one year of abandoning the site.

(h) Lease liabilities

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

25

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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

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

(i) Other financial assets

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

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

Financial assets at fair value through profit or loss

Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.

Financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income include equity investments that the consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition.

Impairment of financial assets

The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity’s assessment at the end of each reporting period as to whether the financial instrument’s credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain.

Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12month expected credit loss allowance is estimated. This represents a portion of the asset’s lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset’s lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.

26

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset’s carrying value with a corresponding expense through profit or loss.

(j) Impairment of non-financial assets

At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the Statement of Profit or Loss and Other Comprehensive Income.

(k) Employee benefits

Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to reporting date. Employee benefits that are expected to be wholly settled within one year are measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year are measured at the present value of the estimated future cash outflows to be made for those benefits.

In determining the liability, consideration is given to employee wage increases and the probability that the employee may satisfy vesting requirements. Those cash flows are discounted using market yields on high quality corporate bonds with terms to maturity that match the expected timing of cash flows.

Equity settled compensation

The Group operates equity settled share-based payment employee share option schemes. The fair value of options is ascertained using the Black-Scholes pricing model which incorporates all market vesting conditions. The fair value of retention rights is ascertained using the Binomial valuation model.

(l)

Provisions

Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.

(m)

Cash and cash equivalents

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

(n)

Interest revenue

Interest revenue is recognised using the effective interest rate method, which, for floating rate financial assets, is the rate inherent in the instrument. All revenue is stated net of goods and services tax (GST).

(o)

Goods and services tax

Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is not recoverable from the Australian Tax Office (ATO). In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense.

Receivables and payables are stated in the Statement of Financial Position inclusive of GST.

The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the Statement of Financial Position.

Cash flows are included in the Statement of Cash Flows on a gross basis. The GST components of cash flows arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.

27

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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(p) Interests in joint arrangements

A joint venture is an arrangement that the Group controls jointly with one or more other investors, and over which the Group has rights to a share of the arrangement’s net assets rather than direct rights to underlying assets and obligations for underlying liabilities. A joint arrangement in which the Group has direct rights to underlying assets and obligations for underlying liabilities is classified as a joint operation.

(q) Investments in associates

Associate companies are companies in which the group has significant influence through holding, directly or indirectly, 20% or more of the voting power of the company. Investments in associate companies are recognised in the financial statements by applying the equity method of accounting. The equity method of accounting recognises the initial investment at cost and adjusted thereafter for the Group’s share of post-acquisition reserves and profits/ (losses) of its associates.

(r) Trade and other payables

Trade and other payables represent the liability outstanding at the end of the reporting period for goods and services received by the group during the period which remains unpaid. The balance is recognised as a current liability with the amount being normally paid within 30 days of recognition of the liability.

(s) Earnings per share

(i) Basic earnings per share

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

(ii) Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after-income tax effect and other financing costs associated with dilutive potential ordinary shares and the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

(t) Comparative Figures

When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.

(u) Critical accounting estimates and judgements

The Directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends of economic data, obtained both externally and within the Group.

Key estimates – impairment

The Group assesses impairment at each reporting date by evaluating conditions specific to the Group that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined.

Key judgements - exploration and evaluation expenditure

The group capitalises expenditure relating to exploration and evaluation where it is considered likely to be recoverable or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. While there are certain areas of interest from which no reserves have been

28

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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extracted, the directors are of the continued belief that such expenditure should not be written off since feasibility studies in such areas have not yet concluded.

Incremental borrowing rate

Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to discount future lease payments to measure the present value of the lease liability at the lease commencement date. Such a rate is based on what the consolidated entity estimates it would have to pay a third party to borrow the funds necessary to obtain an asset of a similar value to the rightof-use asset, with similar terms, security and economic environment.

(v) Parent entity financial information

The financial information for the parent entity, Marmota Limited, disclosed in Note 29 has been prepared on the same basis as the consolidated financial statements.

(w) Foreign currency translation

Functional and presentational currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (functional currency). The consolidated financial statements are presented in Australian dollars, which is Marmota Limited’s functional and presentational currency.

(x) Authorisation for issue of financial statements

The financial statements were authorised for issue by the Board of Directors on 23 September 2021.

29

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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2
3

30

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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4 Income tax

Income tax
Consolidated
2021
$ 2020
$
The components of tax expense comprise:
Current income tax
Deferred tax
Tax portion of capital raising costs
Income tax (expense) reported in the Statement of Profit or Loss and
Other Comprehensive Income
The prima facie tax on profit before income tax is reconciled to the
income tax as follows:
Prima facie income tax (expense) calculated at 26.0% on loss
(2020: 27.50%)
Tax effect of:
Deferred tax asset in respect of tax losses not brought to
account
Exploration expenditure s40-730
Tax effect in amounts not deductable
Impairment expense previously brought to account
Income tax (expense) attributable to loss
Income tax losses
Deferred tax asset arising from carried forward tax losses not
recognised at reporting date as the asset is not regarded as meeting
the probable criteria
- tax losses at 25% (FY20: 26%)
- tax losses distributed as JMEI/EDI credits
Total deferred tax asset
Temporary differences
-
-
-
-
-
-
-
-
(77,555)
(624,852)
608,685
339,245
(445,889)
(274,736)
(88,167)
(7,203)
2,926
567,544
-
-
7,239,723
7,598,729
(272,687)
(363,000)
6,967,036
7,235,429
(7,061)
(19)

The consolidated entity has tax losses arising in Australia of $28,719,549 (2020: $26,397,031) that may be available and may be offset against future taxable profits. In addition, these losses can only be utilised in the future if the continuity of ownership test is passed, or if failing that, the same business test is passed.

The Group had nil franking credits in its franking account at 30 June 2021 (2020: nil)

No deferred tax liability has been recognised for expenditure pertaining to exploration and evaluation. The deferred tax amount of $2,112,730 (2020: $1,751,350) is fully offset by available deferred tax assets.

No deferred tax asset has been recognised because it is not likely future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised.

31

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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Consolidated
2021
$ 2020
$
Auditors’ remuneration
Audit services:
Auditors of the Group – BDO Audit (SA) Pty Ltd (2020:
Grant Thornton)
Audit and review of the financial reports
30,000
31,170
30,000
31,170

5 Auditors’ remuneration

No non-audit services are provided.

6 Earnings per shar e

(a) Classification of securities

All ordinary shares have been included in basic earnings per share.

(b) Classification of securities as potential ordinary shares

2,000,000 unlisted options exercisable at $0.03 by 9/11/2021 (2020: 5,000,000)
68,820,755 unlisted options exercisable at $0.10 by 22/7/2022 (2020: 0)
3,000,000 unlisted options exercisable at $0.10 by 23/8/2023 (2020: 0)
4,000,000 unlisted options exercisable at $0.10 by 8/12/2023 (2020: 0)

Options granted to employees under the Marmota Limited Director & Employee Share Option Plan are considered to be potential ordinary shares and have been included in the determination of diluted earnings per share to the extent to which they are dilutive.

Consolidated
2021
$ 2020
$
(c) Earnings used in the calculation of earnings per share
(Loss) after income tax expense
(298,290)
(2,272,190)
Weighted average number of shares outstanding during the year in calculating earnings per share Weighted average number of shares outstanding during the year in calculating earnings per share Weighted average number of shares outstanding during the year in calculating earnings per share
Number for basic and diluted earnings per share
Ordinary shares 961,325,548 796,908,540

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Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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7
8
9
10
11
Consolidated
2021
$ 2020
$
Cash and cash equivalents
Cash at bank
4,088,589
2,411,717
Deposits at call
-
-
4,088,589
2,411,717
Trade and other receivables
Current
Other receivables
40,707
11,563
40,707
11,563
Non-Current
Other receivables
30,000
30,000
30,000
30,000
Other receivables represent accrued interest receivable, bond deposits, and GST refunds. Receivables are not
considered past due and/or impaired.
Right of use assets
Right of use assets (Property)
At cost
105,382
112,211
Accumulated depreciation
(37,493)
(4,581)
Net book value
67,889
107,630
Reconciliations
Reconciliations of the carrying amounts for
each Right of use asset are set out below:
Right of use assets
Carrying amount at beginning of year
107,630
-
Additions
-
112,211
Disposals
(2,248)
-
Depreciation
(37,493)
(4,581)
Carrying amount at end of year
67,889
107,630
Other current assets
Prepayments
28,910
17,021
Plant and equipment
Plant and equipment
At cost
959,331
757,289
Accumulated depreciation
(751,207)
(723,096)
Net book value
208,124
34,193
4,088,589
2,411,717
-
-
4,088,589
2,411,717
40,707
11,563
40,707
11,563
30,000
30,000
30,000
30,000

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Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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Reconciliations

Reconciliations of the carrying amounts for each class of plant and equipment are set out below:

Plant and equipment
Carrying amount at beginning of year
Additions
Disposals
Depreciation
Carrying amount at end of year
34,193
24,336
202,042
27,903
-
-
(28,111)
(18,046)
208,124
34,193

12 Financial Assets

Financial Assets
Consolidated
2021
$ 2020
$
Equity investments at fair value through other comprehensive
income – shares in listed companies
4,000
5,000

13 Jumbuck Gold Project

On 30 November 2020, Marmota Limited entered into a binding agreement with Tyranna Resources to acquire all of the rights, title and interest of Tyranna Resources Ltd in the Jumbuck Gold project, adjacent to Marmota ground in a $3million deal composed of $2.5 million cash (already paid into a trust fund pending Ministerial Consent and completion) and $500,000 in shares in Marmota (on completion). Marmota expects the transaction to complete imminently, during October 2021.

34

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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14 Controlled entities

(a) Controlled entities consolidated

The consolidated financial statements incorporate the assets, liabilities and results of the following controlled entity in accordance with the accounting policy described in Note 1(b):

Country of Percentage owned (%)
incorporation
2021 2020
Parent entity:
Marmota Limited Australia
Subsidiary entity:
Marmosa Pty Ltd Australia 100 100

15 Exploration and evaluation assets

Exploration and evaluation assets
Consolidated
2021
$ 2020
$
Movement:
Carrying amount at beginning of year
Additional costs capitalised during the year
Impairment(1)
Carrying amount at end of year
6,735,962
7,800,725
1,714,956
999,033
(11,254)
(2,063,796)
8,450,918
6,735,962

(1) The ultimate recoupment of costs carried forward for exploration phase is dependent on the successful development and commercial exploitation or sale of the respective areas. During the year, a number of tenements expired and were not renewed. All of the associated costs with these tenements were written off during the year.

Consolidated
2021
$ 2020
$
Closing balance comprises:
Exploration and evaluation
-
100% owned
Exploration and evaluation
-
Joint operation
8,450,918
6,537,019
-
198,943
8,450,918
6,735,962

Costs in relation to joint operation tenement were reallocated to 100% owned tenement during the period as they relate to the same area of interest.

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Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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16 Trade and other payables

Trade and other payables
Trade payables
Other payables and accruals
Amounts payable to Director related entities*
256,127
63,076
109,567
72,102
10,083
12,932
375,777
148,110
  • Details of amounts payable to Director related entities are detailed in Note 24.

17 Provisions

Provisions
Current
Employee benefits
Non-current
Employee benefits
29,454
11,547
14,578
16,438

Provision for long service leave

A provision for long service leave has been recognised for employee benefits. In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken is based on historical data. The measurement and recognition criteria relating to employee benefits have been included in Note 1(k) to this report.

18 Lease liabilities

Current
Lease liabilities
Non-current
Lease liabilities
32,529
35,051
36,071
72,579

36

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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19 Consolidated
2021
$ 2020
$
Issued capital
Issued and paid-up share capital
968,533,690 (2020: 845,392,180) ordinary shares, fully paid
(a) Ordinary shares
Balance at the beginning of year
Shares issued during the year:
122,641,510 shares: pursuant to placement (22 Jul 2020) at $0.053
500,000 shares: exercise of employee options (20 Oct 2020) at $0.03
Shares issued during the prior year:
108,695,728 shares: pursuant to SPP (9 Dec 2019) at $0.023
1,000,000 shares:
exercise of options (28 Feb 2020) at $0.03
Less transaction costs arising from issue of shares net of tax
Balance at end of year
47,269,360
41,120,619
41,120,619
38,616,749
6,500,000
-

15,000
-
-
2,500,000
-
30,000
(366,259)
(26,130)
47,269,360
41,120,619

Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings.

Ordinary shares have no par value and the Group does not have a limited amount of authorised capital.

In the event of winding up of the Group, ordinary shareholders rank after all creditors and are fully entitled to any proceeds of liquidation.

(b) Options/rights

There were 8,500,000 share options issued under the Director and Employee Share Option Plan during the financial year.

For information relating to the Marmota Limited Director & Employee Share Option Plan including details of any options issued, exercised and lapsed during the financial year, refer to Note 20.

At 30 June 2021, there were 77,820,755 unissued shares for which the following options were outstanding.

• 2,000,000 unlisted options exercisable at $0.03 by 09/11/2021 • 68,820,755 unlisted options exercisable at $0.10 by 22/07/2022 • 3,000,000 unlisted options exercisable at $0.10 by 23/08/2023 • 4,000,000 unlisted options exercisable at $0.10 by 08/12/2023

At 30 June 2020, there were 2,500,000 unissued shares for which the following options were outstanding:

• 500,000 unlisted options exercisable at $0.03 by 06/10/2021 • 2,000,000 unlisted options exercisable at $0.03 by 09/11/2021

37

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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(c) Capital Management

Management effectively manages the Group’s capital by assessing the Group’s financial risks and adjusting its capital structure accordingly. These responses include share issues. There have been no changes in the strategy adopted by management to control the capital of the Group since the prior year. The Group’s capital is shown as issued capital in the Statement of Financial Position.

20 Share-based payments

Share-based payments are in line with the Marmota Limited Employee Share Option Plan, details of which are outlined in the Directors’ Report. Listed below are summaries of options granted:

(i) Options

2021 2020
Marmota Limited Number of
options
Weighted
average
exercise
price
Weighted
average
remaining
contractual
life

Number of
options
Weighted
average
exercise
price
Weighted
average
remaining
contractual
life
Outstanding at the
beginning of the year
2,500,000
$0.030
6,050,000
$0.029
Granted
Forfeited/Lapsed
Exercised
Expired
Outstanding at year-end
Exercisable at year-end
8,500,000
-
(1,500,000)
-
(500,000)
($0.030)
-
-
-
(2,000,000)
-
(1,000,000)
($0.030)
550,000
-
9,000,000
$0.084
687 days
9,000,000
2,500,000
$0.030
490 days
2,500,000

On 17 December 2014, 1,270,000 share options were granted to former employees under the Marmota Limited Employee Share Option Plan to take up ordinary shares at an exercise price of $0.018 each. These options were exercisable on or before 16 December 2019. Of these options, 400,000 were exercised and 320,000 lapsed in prior years; the remaining 550,000 expired during the year ending 30 June 2020.

On 6 October 2016, 1,000,000 share options were granted to employees under the Marmota Limited Employee Share Option Plan to take up ordinary shares at an exercise price of $0.03 each. These options are exercisable on or before 6 October 2021. During the 2018 year, 500,000 options were forfeited. The remaining 500,000 were exercised during the year ending 30 June 2021.

On 9 November 2016, 5,000,000 share options were granted to directors and employees under the Marmota Limited Director & Employee Share Option Plan to take up ordinary shares at an exercise price of $0.03 each. During the 2020 year, 1,000,000 options were exercised and 2,000,000 lapsed. 2,000,000 options remain at 30 June 2021; these options are exercisable on or before 9 November 2021.

On 24 August 2020, 4,500,000 share options were granted to employees under the Marmota Limited Director & Employee Share Option Plan to take up ordinary shares at an exercise price of $0.10 each. During the 2021 year, 1,500,000 options lapsed. 3,000,000 options remain at 30 June 2021; these options are exercisable on or before 23 August 2023.

On 9 December 2020, 4,000,000 share options were granted to directors under the Marmota Limited Director & Employee Share Option Plan to take up ordinary shares at an exercise price of $0.10 each. 4,000,000 options remain at 30 June 2021; these options are exercisable on or before 8 December 2023.

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Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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The options are non-transferable except as allowed under the Director & Employee Share Option Plan and are not quoted securities. At the reporting date, other than as disclosed in the table above, no share options had been exercised. All options granted to key management personnel are over ordinary shares in Marmota Limited, which confer a right of one ordinary share for every option held.

21 Financial risk management

The Group’s financial instruments consist mainly of deposits with banks, accounts receivable and payable and loans to and from subsidiaries and related entities.

The totals for each category of financial instruments, measured in accordance with AASB 9 as detailed in the accounting policies to these financial statements, are as follows:

the accounting policies to these financial statements, are as follows:
Consolidated
2021
$ 2020
$
Financial assets
Cash and cash equivalents
Short term investments
Loans and receivables
Equity investments at FVOCI
Financial liabilities
Trade and other payables
Lease liabilities
4,088,589
2,411,717
37,500
37,500
70,707
41,563
4,000
5,000
4,200,796
2,495,780
375,777
148,110
68,600
107,630
444,377
255,740

Financial risk management policies

The Board of Directors are responsible for monitoring and managing financial risk exposures of the group.

Specific financial risk exposures and management

The main financial risks the group is exposed to include liquidity risk, credit risk and interest rate risk.

(a) Liquidity risk

Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities.

The Group manages liquidity risk by monitoring forecast cash flows, only investing surplus cash with major financial institutions; and comparing the maturity profile of financial liabilities with the realisation profile of financial assets.

The Board meets on a regular basis to analyse financial risk exposure and evaluate treasury management strategies in the context of the most recent economic conditions and forecasts. The Board’s overall risk management strategy seeks to assist the consolidated group in managing its cash flows.

39

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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Financial liabilities are expected to be settled within 12 months, except for lease liabilities for which the longest expected maturity is for the year ending 30 June 2026

(b) Credit risk exposures

Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted.

The maximum exposure to credit risk on financial assets, excluding investments, of the entity which have been recognised in the Statement of Financial Position, is the carrying amount, net of any provision for doubtful debts.

No receivables are considered past due or impaired at reporting date.

The consolidated entity holds its cash and cash equivalents with one financial institution who hold credit ratings of A+.

(c) Interest rate risk

Exposure to interest rate risk arises on financial assets and liabilities recognised at reporting date whereby a future change in interest rates will affect future cash flows or the fair value of fixed rate financial instruments.

The Group has no long term financial liabilities upon which it pays interest. Cash is held in an interest yielding cheque account and on short term call deposit where the interest rate is both fixed and variable according to the financial asset. Interest rate risk is managed with a mixture of fixed and floating rate cash deposits.

(d) Sensitivity analysis

Interest rate

The Group has performed a sensitivity analysis relating to its exposure to interest rate risk at reporting date. This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in these risks. It should be noted that the Group does not have borrowings and any impacts would be in relation to deposit yields on cash investments.

Interest rate sensitivity analysis

At reporting date, the effect on profit/ (loss) and equity as a result of changes in the interest rate, with all other variables remaining constant would be as follows:

Consolidated Consolidated
2021 2020
$ $
Change in loss
Increase in interest rates by 2% 82,522 48,984
Decrease in interest rates by 2% (82,522) (48,984)
Change in equity
Increase in interest rates by 2% 82,522 48,984
Decrease in interest rates by 2% (82,522) (48,984)

40

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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22 Commitments & contingent liabilities

(a) Exploration expenditure commitments

There is no fixed commitment required by the group in order to maintain current rights of tenure to exploration tenements, as the obligations are subject to renegotiation on renewal.

(b) Guarantees

The Group has negotiated a number of bank guarantees in favour of various government authorities and service providers. The total nominal amount of these guarantees at the reporting date is $37,500 (2020: $37,500). These bank guarantees are fully secured by cash on term deposit.

(c) Contingent liabilities

As at 30 June 2021, there was a contingent liability of $66,434:

  • $47,915 for the Groundhog Services Partnership alleged assessment attributed to Marmota received from Revenue SA for payroll tax relating to 2010 – 2015 financial years in respect of a disputed change in grouping.

  • $18,519 for Marmota Ltd’s alleged assessment from Revenue SA for payroll tax relating to 20132015 financial years in respect of the disputed change in grouping.

These alleged assessments are currently being disputed. (2020: $66,434).

Consolidated
Note 2021
2020
$ $

23 Notes to the statements of cash flows

(a) Cash at the end of the financial year consists of the following:

Cash at bank and at call
7
4,088,589
2,411,717
4,088,589
2,411,717

(b) Reconciliation of (loss) after income tax to net cash outflow from operating activities

(Loss) after income tax
Add/(less) non-cash items
Depreciation
Gain on sale of plant and equipment
Share based payments
Impairment of assets
Changes in operating assets and liabilities
(Increase)/decrease in other assets
(Increase)/decrease in trade and other receivables
(Decrease)/increase in trade and other payables
(Decrease)/increase in provisions
Net cash (used in) operating activities
(298,290)
(2,272,190)
27,821
5,022
-
(454)
11,916
-
11,254
2,063,796
(11,889)
(250)
(29,144)
25,361
32,157
(238,479)
16,047
6,448
(240,128)
(410,746)

41

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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24 Related parties

Directors’ transactions with the Company

A number of Directors of the Company, or their Director related entities, held positions in other entities during the financial year that result in them having control or significant influence over the financial or operating policies of those entities. The terms and conditions of the transactions with Directors and their Director related entities were no more favourable to the Directors and their Director related entities than those available, or which might reasonably be expected to be available, on similar transactions to Non-director related entities on an arm’s length basis. There are no amounts recognised during the year or the prior year (excluding remuneration and re-imbursement of expenses incurred on behalf of the Company) relating to Directors and their Director related entities.

Amounts receivable from and payable to Directors and their Director related entities at reporting date arising from these transactions were as follows:

arising from these transactions were as follows:
Consolidated
2021
$ 2020
$
Current payables
Amounts payable to directors(1)
Accrued directors fees(1)
3,000
5,849
7,083
7,083
10,083
12,932

(1) FY21 amount is amount invoiced for Director’s fees by a related entity of:

  • Dr C Rose $7,083 (FY20 $7,083); and

• Mr N Bergin $3,000 (FY20 $0); and • Dr K Wills $0 (FY20 $5,849).

Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or payable to each member of the Company’s key management personnel for the year ended 30 June 2021.

The totals of remuneration paid to directors and key management personnel during the year are as follows:

Consolidated
2021
$ 2020
$
Short term employee benefits
Post-employment benefit
Share-based payments
209,283
183,000
17,195
13,076
9,814
-
236,292
196,076

25 Operating segments

The Directors have considered the requirements of AASB8 – Operating Segments and the internal reports that are reviewed by the chief operating decision maker (the Board) in allocating resources and have concluded that at this time there are no separately identifiable segments.

26 Events subsequent to reporting date

There has not arisen any matters or circumstances, since the end of the financial year, which significantly affected or could significantly affect the operations of the Group, the results of those operations, or the state of the Group in future years.

42

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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27 Reserves

Share options reserve

The share options reserve records items recognised as expenses on valuation of employee share options and retention rights.

Fair Value through Other Comprehensive Income (FVOCI) reserve (previously available for sale reserve)

The FVOCI reserve comprises gains and losses relating to these types of financial instruments.

Consolidated
2021
$ 2020
$
Reserves
Share option reserve
Opening balance at beginning of year
Fair value of options issued to employees
Options exercised, forfeited or expired
Balance at end of year
FVOCI reserve
Opening balance at beginning of year
Fair value movement
Balance at end of year
Total Reserves
7,769
21,856
11,916
-
(3,414)
(14,087)
16,271
7,769
(10,500)
(11,500)
(1,000)
1,000
(11,500)
(10,500)
4,771
(2,731)

43

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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28 Fair value measurement of financial instruments

AASB 13 requires disclosure of fair value measurements by level of the fair value hierarchy, as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as sales prices) or indirectly (i.e. derived from prices);

Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The group’s financial asset and financial liabilities measured and recognised at fair value at

30 June 2021 Level 1
$
Level 2
$
Level 3
$
Total
$
Financial assets at fair value
Equity instruments designated at FVOCI
Listed securities
Net fair value
4,000
-
-
4,000
4,000
-
-
4,000
30 June 2020 Level 1
$
Level 2
$
Level 3
$
Total
$
Financial assets at fair value
Equity instruments classified as available for sale
Listed securities
Net fair value
5,000
-
-
5,000
5,000
-
-
5,000

30 June 2021 and 30 June 2020 on a recurring basis are as follows:

Measurement of fair value of financial instruments

The methods and fair valuation techniques used for the purpose of measuring fair value are unchanged compared to the previous reporting period.

Listed securities

Fair values have been determined by reference to their quoted bid prices at the reporting date.

Fair values of other financial assets and financial liabilities

The carrying amounts of other current and non-current receivables and payables are considered to be a reasonable approximation of their fair value.

44

Marmota Limited and Controlled Entities Notes to the financial statements For the year ended 30 June 2021

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29 Marmota Limited company information

Marmota Limited company information
2021
2020
$ $
Parent entity
Assets
Current assets
Non-current assets
Total assets
Liabilities
Total liabilities
Equity
Issued capital
Retained losses
Share option reserve
FVOCI reserve
Total equity
Financial performance
(Loss) for the year
Other comprehensive income
Total comprehensive income
Guarantees in relation to the debts of subsidiaries:
Bank guarantees – Government authorities
Contingent liabilities
Exploration expenditure commitments (Note 22)
Contractual commitments
4,195,706
2,604,608
11,260,931
6,966,737
15,456,637
9,571,345
488,409
283,727
47,269,360
41,120,619
(32,305,903)
(31,830,270)
16,271
7,769
(11,500)
(10,500)
14,968,228
9,287,618
(479,046)
(2,077,318)
-
-
(479,046)
(2,077,318)
37,500
37,500
66,434
66,434
-
-
-
-

30 Company details

The registered office and principal place of business of the Company is:

Marmota Limited Unit 6, 79–81 Brighton Road Glenelg SA 5045

45

Marmota Limited Directors’ declaration For the year ended 30 June 2021

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Directors’ declaration

The Directors of Marmota Limited declare that

  • (a) the financial statements and notes are in accordance with the Corporations Act 2001, and:

  • (i) give a true and fair view of the financial position as at 30 June 2021 and of the performance for the year ended on that date of the consolidated entity; and

  • (ii) comply with Accounting Standards; and

  • (iii) Marmota Limited complies with International Financial Reporting Standards as disclosed in Note 1.

  • (b) The person holding the Chief Executive Officer and the Chief Financial Officer functions has declared that:

  • (i) The financial records of the Company for the financial year have been properly maintained in accordance with s286 of the Corporations Act 2001;

  • (ii) The financial statements and notes for the financial year comply with the accounting standards; and

  • (iii) The financial statement and notes for the financial year give a true and fair view;

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

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

Dated at Sydney this 23[rd] day of September 2021

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Dr Colin Rose Chairman

46

Tel: +61 8 7324 6000 BDO Centre Fax: +61 8 7324 6111 Level 7, 420 King William Street www.bdo.com.au Adelaide SA 5000 GPO Box 2018 Adelaide SA 5001 Australia

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INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF MARMOTA LIMITED

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Marmota Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of profit or loss and other 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 report, 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) G iving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial performance for the year ended on that date; 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 Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

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

BDO Audit (SA) Pty Ltd ABN 33 161 379 086 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (SA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

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Carrying value of exploration and evaluation assets

KEY AUDIT MATTER HOW THE MATTER WAS ADDRESSED IN OUR AUDIT
Refer to note 15 in the financial report.
As at 30 June 2021, the Group has recognised
significant exploration and evaluation assets.
The carrying value of exploration and
evaluation assets represents a significant asset
of the group and assessing whether facts or
circumstances exist to suggest that impairment
indicators were present, and if present,
whether the carrying amount of this asset may
exceed its recoverable amount.
This assessment involves significant judgement
applied by management and was considered
key to the audit.
Our procedures, amongst others, included:

Evaluating management’s assessment of whether
impairment indicators in accordance with AASB 6
_Exploration for and Evaluation of Mineral Resources_have
been identified across the group’s exploration projects.

Verifying current tenement licences to determine whether
the group has the rights to tenure and maintain the
tenements in good standing.

Obtaining the exploration budget for the 2022 financial
year to assess whether there is reasonable forecasted
expenditure to confirm continued exploration spend for
the projects.

Reviewing ASX announcements and Board meeting minutes
for the year and subsequent to year end for exploration
activity to identify any indicators of impairment.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2021, but does not include the financial report and the auditor’s report thereon.

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

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based 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.

Other matter

The financial report of Marmota Limited, for the year ended 30 June 2020 was audited by another auditor who expressed an unmodified opinion on that report on 29 September 2020.

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.

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.

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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.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf

This description forms part of our auditor’s report.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 9 to 15 of the directors’ report for the year ended 30 June 2021.

In our opinion, the Remuneration Report of Marmota Limited, for the year ended 30 June 2021, complies with section 300A of the Corporations Act 2001 .

Responsibilities

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

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BDO Audit (SA) Pty Ltd

Andrew Tickle Director

Adelaide, 23 September 2021