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TUNGSTEN MINING NL Annual Report 2021

Sep 6, 2021

65918_rns_2021-09-06_13648099-b0b8-4ec2-86fa-a1e31b470df9.pdf

Annual Report

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2021 Financial Re ort p

Contents

Directors’ Report ...................................................................................................................................................... 3 Auditor’s Independence Declaration ...................................................................................................................... 16 Consolidated Statement of Profit or Loss and Other Comprehensive Income ....................................................... 17 Consolidated Statement of Financial Position ........................................................................................................ 18 Consolidated Statement of Changes in Equity ....................................................................................................... 19 Consolidated Statement of Cash Flows ................................................................................................................. 20 Notes to Financial Statements ............................................................................................................................... 21 Directors’ Declaration ............................................................................................................................................. 44 Independent Auditor’s Report ................................................................................................................................ 45

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Page 2 of 49

Directors’ Report

The directors of Tungsten Mining NL (“Tungsten Mining” or “the Company”) present their report for Tungsten Mining NL, comprising the Company and the entities it controls (“the Group”), for the year ended 30 June 2021.

DIRECTORS

The names and details of the Company’s directors in office during the financial year and until the date of this report are as follows. Directors were in office for the entire period unless otherwise stated.

Names, qualifications, experience and special responsibilities

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Gary Lyons Non-executive Chairman

Mr Lyons is a successful and well respected Perth based businessman; being a shareholder and the Managing Director of the Heiniger Group’s Australasian operations for over 30 years.

Mr Lyons was appointed a director on 16 July 2014 and elected non-executive chairman on 5 January 2015. Mr Lyons is a member of the Audit Risk Management Committee.

Other present ASX company directorships: GWR Group Limited, eMetals Limited, Western Gold Resources Limited Other previous ASX company directorships (last 3 years): Nil

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Tan Sri Dato' Tien Seng Law Non-executive Deputy Chairman

Mr Law was appointed to the Board on 15 January 2018.

Mr Law is a highly experienced investor in iron ore companies and was previously the Deputy Chairman and major shareholder of Midwest Corporation Limited. Mr Law also has extensive business interests and investments in China. Mr Law is currently the executive Chairman of T.S. Law Holding Sdn Bhd, an investment holding company in Malaysia, covering a diverse range of industries. These companies include those with activities in steel making and distribution, property investment and development and food and beverage.

Mr Law is the appointed Malaysian Business Advisor of Jinan Group of Companies of the Shandong Province, the People’s Republic of China. He has a substantial interest in Ji Kang Dimensi Sdn Bhd, a company within the Jinan Group of Companies operating a steel plates manufacturing plant in Malaysia.

Mr Law is a substantial stakeholder and Deputy Chairman of Hiap Teck Venture Berhad, a Malaysian listed company engaged in distribution and trading of steel related products and as well as manufacturing of steel pipes.

Mr Law through Hiap Teck Venture Bhd, entered into a joint venture with Beijing’s Jianlong Heavy Industry Group Co. Ltd to set up Eastern Steel Sdn Bhd (ESSB), an integrated steel mill with a production capacity of 1.5 million MT, located on the east coast of Peninsula Malaysia. The Jianlong Group ranks eighth in the world and fifth in China for steel making.

Other present ASX company directorships: GWR Group Limited Other previous ASX company directorships (last 3 years): Nil

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Page 3 of 49

Directors’ Report

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Kong Leng (Jimmy) Lee

Non-executive Director

Mr Lee is a mining engineer with more than 30 years of industry experience and is a member of AusIMM. He has successfully worked with a number of major Australian mining companies and has held senior positions with Hamersley Iron Ltd, Dominion Mining Ltd, Christmas Island Phosphates, North Ltd and Carey Mining Ltd.

Mr Lee provides mining and corporate advisory services to the mining industry and was formerly a founding director of Terrain Minerals Limited. In addition, he has a successful track record with contract negotiations and company investment strategies. Mr Lee is a member of the Audit Risk Management Committee.

Other present ASX company directorships: GWR Group Limited Other previous ASX company directorships (last 3 years): Excelsior Gold Limited

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Chew Wai Chuen

Non-executive Director

Mr Chew Wai Chuen was appointed to the Board as a non-executive Director on 17 April 2014. He is also a member of Audit Risk Management Committee.

Mr Chew is presently the Chairman and Independent Director of Fortress Minerals Limited, a resources company listed on the Singapore Securities Exchange (SGX), whose primarily focused is on the exploration and development of iron ore projects in Malaysia, and is also the Managing Partner of Precious Capital Pte Ltd, a company engaged in the business of providing management and advisory services to mining companies in Australia and South East Asia.

Mr. Chew has more than 15 years of financial advisory experience and specializes in the provision of corporate and wealth management for ultra-high net worth individuals. He has accumulated experience in the private banking sector with Credit Suisse, United Overseas Bank, Standard Chartered Bank and OCBC Bank.

In 2000, Mr Chew has obtained his bachelor’s degree in business administration from Thames Valley University.

Other present ASX company directorships: Nil Other previous ASX company directorships (last 3 years)

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Teck Siong Wong Non-executive Director

Mr Wong has considerable international business experience having worked in Hong Kong, the United Kingdom and now in Malaysia and Indonesia after graduating with a Bachelor of Business degree from Swinburne University (Melbourne).

Mr Wong is involved with the iron ore mining industry in Indonesia. He was previously involved in the sales and export of steel related products and was a director of a retail chain business in the United Kingdom, previously known as JW Carpenter Ltd. Mr Wong was working in the OEM plastic manufacturing industry in Hong Kong prior to taking up a position in the steel industry in Malaysia. Mr Wong is a member of the Audit Risk Management Committee.

Other present ASX company directorships: eMetals Limited and Western Gold Resources Limited. Alternate director at GWR Group Ltd for Tan Sri Dato’ Tien Seng Law

Other previous ASX company directorships (last 3 years): Nil

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Page 4 of 49

Directors’ Report

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Russell Clark Non-executive Director

Mr Clark was appointed as a non-executive Director on 11 February 2020. Mr Clark is a highly experienced and successful senior resource sector executive, and has more than 40 years’ experience in corporate, operational and project development roles in Australia and elsewhere. He is currently also the Chairman of unlisted iron ore development company Pearl Gull.

Mr Clark’s experience includes being the Managing Director of Wolf Minerals, CEO of Azimuth Resources, CEO of Kasbah Resources and Managing Director of Grange Resources. Prior to these roles he worked for Renison Goldfields for 18 years at numerous mining operations and spent eight years with Newmont where his final role was Group Executive of Operations, responsible for seven mining operations in Australia and New Zealand.

As Managing Director of Wolf Minerals, Mr Clark successfully oversaw the financing and construction of the Hemerdon tungsten project in Devon, UK an open pit mining operation and processing plant producing tungsten concentrate. Mr Clark holds a Mining Engineering degree (BSc Hons) from the Royal School of Mines, London, UK and Graduate Diploma from the Securities Institute of Australia. He is a fellow of the Australian Institute of Company Directors. Mr Clark is a member of the Audit Risk Management Committee.

Other present ASX company directorships: Nil Other previous ASX company directorships (last 3 years): Nil

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Wai Cheong Law

Alternate Director for Tan Sri Dato’ Tien Seng Law

Mr Law was appointed as an alternate director to Tan Sri Dato’ Tien Seng Law on 20 July 2018.

Mr Law holds an LLB (Hons) from Cardiff University in Wales, UK, and an MSc in Management from Cass Business School, University of London, UK. He is also a Barrister-at-Law at Lincoln’s Inn.

Mr Law has experience in various facets of business and industry. He currently oversees and spearheads the business development for the Malaysian familyowned TS Law Group, a burgeoning and diversified group of companies engaged in steel production, mining and property development and investments in Malaysia, China, Australia, United Kingdom and the USA. Mr Law is also an executive member of the board of directors of Hiap Teck Venture Berhad, a Malaysian PLC.

Other present ASX company directorships: Nil Other previous ASX company directorships (last 3 years): Nil

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Page 5 of 49

Directors’ Report

COMPANY SECRETARIES

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Mark Pitts

Mr Pitts is a Fellow of the Institute of Chartered Accountants with more than 25 years’ experience in statutory reporting and business administration. He has been directly involved with and consulted to a number of public companies holding senior financial management positions.

He is a Partner in the corporate advisory firm Endeavour Corporate providing company secretarial support, corporate and compliance advice to a number of ASX listed public companies.

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Simon Borck

Mr Borck was appointed as joint Company Secretary on 8 November 2016. He is a Chartered Accountant with 20 years’ experience in statutory, financial and management reporting for companies operating within the resources sector and has held senior financial management positions.

He has a range of experience with mining service providers and has operated with resources companies in all stages of exploration, development and production. Past positions include Financial Controller of iron ore producer Territory Resources Limited, which was listed on the ASX prior to its acquisition by the Noble Group.

INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY AND RELATED BODIES CORPORATE

As at the date of this report, the interests of directors in shares or options of the Company were:

Ordinary shares Unlisted options
Number Number
Non-executive Directors
GaryLyons 8,000,000 -
Tan Sri Dato’ Tien SengLaw 77,415,000 -
KongLeng (Jimmy)Lee 6,000,000 -
Russell Clark - -
Teck SiongWong 6,000,000 -
Chew Wai Chuen 6,729,168 -
Wai CheongLaw 5,831,148 -

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Page 6 of 49

Directors’ Report

SHARES UNDER OPTION

At the date of this report and balance date, there were no unissued shares of the Company under option (2020:16,000,000). Since balance date to the date of this report the Company had issued no options (2020: nil).

During the year ended 30 June 2021, 16,000,000 options (2020: 41,521,617) were exercised. These options were issued to Directors following shareholder approval at the Annual General Meeting held on 29 November 2016 and were exercisable per the following table:

Exercise price Unlisted options
exercised
$ Number
Director options – tranche 1 0.03 3,200,000
Director options – tranche 2 0.04 3,200,000
Director options – tranche 3 0.05 9,600,000
Total options exercised 16,000,000

No options expired during the year ended 30 June 2021 (2020: nil) and no options were cancelled (2020: nil).

During the year ended 30 June 2021, no employee options were issued or exercised (2020: nil). At balance date, no employee options were on issue (2020: nil).

The holders of unlisted options were not entitled to any voting rights until the options were exercised into ordinary shares. These unlisted options do not entitle the holder to participate in any share issue of the Company or any other body corporate. Refer to the Remuneration Report for further details of options for Key Management Personnel (KMP).

MEETINGS OF DIRECTORS

The number of meetings of the company’s Board of Directors and of each board committee held during the year ended 30 June 2021, and the number of meetings attended by each director were:

Full Board Full Board Audit Committee Audit Committee
Attended Held Attended Held
Gary Lyons 5 5 2 2
Tan Sri Dato’ Tien Seng Law 4 5 2 2
Kong Leng (Jimmy) Lee 5 5 2 2
Russell Clark 5 5 2 2
Chew Wai Chuen 5 5 2 2
Teck Siong Wong 5 5 2 2

Tan Sri Dato’ Tien Seng Law’s attendance represents the number of meetings that he or his alternate director, Wai Cheong Law attended.

INDEMNITY AND INSURANCE OF OFFICERS

The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity as a director or executive, for which they may be held personally liable, except where there is a lack of good faith.

During the financial year, the Company paid a premium in respect of a contract to ensure the directors and executives of the Company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of liability and the amount of the premium.

INDEMNITY AND INSURANCE OF AUDITORS

The Company has not, during or since the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by auditor.

During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the company or any related entity.

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Page 7 of 49

Directors’ Report

DIVIDENDS

No dividends have been paid or declared since the start of the financial year and the directors do not recommend the payment of dividend in respect of the financial year.

PRINCIPAL ACTIVITIES

The principal activity of the Group during the financial year were feasibility studies on the Mt Mulgine project and exploration activities in relation to tungsten.

OPERATING AND FINANCIAL REVIEW

Review of operations

During the 2021 financial year, the Company progressed and completed the pre-feasibility study (PFS) to assess the technical and economic viability of large scale mining and processing activities at Mt Mulgine for the production of tungsten concentrate and valuable by-products.

The PFS undertaken from April 2019 to November 2020 incorporated; resource definition drilling, including ~48,000m of Reverse Circulation (RC) and 595m of diamond tails, updates of the Mulgine Trench Mineral Resource Estimate, metallurgical test work programs and flow sheet development, engineering work to design the process plant, all nonprocess infrastructure and also the development of capital and operating cost estimates, detailed market analysis, pit optimisations and mining studies, Ore Reserve estimation, extensive flora and fauna studies across the Mt Mulgine tenements together with hydrogeological and ground water studies and subterranean fauna assessments.

The PFS confirmed the technical and financial viability of a 6Mtpa mining and processing operation at the Mt Mulgine Tungsten Project, highlights included:

  • Declaration of maiden Ore Reserve Estimate of 140 million tonnes @ 0.10% tungsten (WO3), 288ppm molybdenum (Mo), 0.12g/t gold (Au), 5.9g/t silver (Ag) and 0.03% copper (Cu).

  • Long life operation with 23.5 years of processing activities.

  • Average annual production of approximately 460,000 MTU’s of WO3 in concentrate over the Life of Mine (LOM). Production of by-product concentrates of molybdenum and copper/gold/silver with contained metal of approximately 1,070t of molybdenum 1,265t of copper, 9,400 oz of gold and 525,000 oz of silver per annum.

  • PFS financial model reported a Net Present Value (before tax) of $422M over the life of the Project.

  • Low-cost tungsten concentrate production with LOM operating costs (net of by-product credits) of US$92 per MTU WO3 and all-in sustaining costs of US$111 per MTU WO3.

A summary of the findings of the PFS was announced to the market in January 2021 (refer ASX announcement. “Tungsten Mining’s Mt Mulgine PFS confirms large scale, long life, low cost tungsten concentrate production”, 29 January 2021).

Work related to formalising the maiden Mt Mulgine Ore Reserve Estimate was completed in the December quarter and reported to the market in January 2021 (refer ASX announcement “Maiden Ore Reserve Estimate – Mt Mulgine Project” , 29 January 2021). Following completion and release of the PFS results the Company has focussed on the next phase of work at Mt Mulgine and engaging with potential partners to support the development of the Project.

To advance the existing studies and to provide samples for additional metallurgical test work and geological understanding at the Project a diamond drilling program commenced at the Mulgine Trench deposit in June 2021. Holes have been designed to recover material that is representative of the ore that will be mined during the various stages of pit development as outlined in the PFS. Up to 40 tonnes of large diameter (PQ) diamond drill core will be collected. Further details on these activities can be found more fully in the relevant Company announcements and Quarterly Reports (refer www.tungstenmining.com).

Operating results for the year

The loss after income tax benefit for the year ended 30 June 2021 was $4,722,655 (2020: $12,302,034), which included an expense of $1,826,677 (2020: $9,231,867) for exploration expenditure and $2,809,740 (2020: $3,123,870) of remuneration expenses.

Environmental Issues

The Group is aware of its environmental obligations with regards to its exploration activities and ensures that it complies with all applicable regulations when carrying out exploration work.

Events since the end of the financial year

There have been no events occurring subsequent to balance date which have a significant impact on the results or position of the company.

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Page 8 of 49

Directors’ Report

REMUNERATION REPORT (AUDITED)

This report outlines the remuneration arrangements in place for Key Management Personnel (KMP) of the Group.

KMP’s Remuneration Policy

  • The policy of the Group is to pay remuneration of KMP in line with employment market conditions relevant in the minerals exploration industry.

  • The Group’s performance, and hence that of its KMP, is measured in terms of a combination of Group share price growth, its liquidity and the success of its exploration and development activities.

Relationship between Remuneration Policy and Company Performance

Objective

The Company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the Group and so as to:

  • reward executives for Group, business team and individual performance;

  • align the interests of executives with those of shareholders; and

  • ensure total remuneration is competitive by market standards.

Structure

At this time, the cash component of remuneration paid to the Directors, the Company Secretary and other senior managers is not dependent upon the satisfaction of performance conditions.

  • It is current policy that some executives be engaged by way of consultancy agreements with the Group, under which they receive a contract rate based upon the number of hours of service supplied to the Group. There is provision for yearly review and adjustment based on consumer price indices. Such remuneration is hence not dependent upon the achievement of specific performance conditions. This policy is considered to be appropriate for the Group, having regard to the current state of its development.

  • The Company recognises the benefit of directors, officers and other employees of the Group holding securities in the Company and are encouraged to hold shares, provided that any trading is consistent with its Policy for Trading in Company Securities. The Directors, officers and employees of the Group may also participate in the share and option plans as described in this report.

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Page 9 of 49

Directors’ Report

Details of Remuneration

Key Management Personnel’s remuneration for the year:

Short-Term Short-Term Short-Term Post
employment
Long-term
benefits
Total
Salary &
Fees
Other
services
Leave
Provisions
Super-
annuation
Long
Service
Leave
$
$
$
$
$
$
Non-executive directors
Gary Lyons
2021
109,589
2,500
-
10,648
-
122,737
2020
109,589
500
-
10,458
-
120,547
Tan Sri Dato’ Tien Seng Law
2021
100,000
-
-
-
-
100,000
2020
100,000
-
-
-
-
100,000
Chew Wai Chuen
2021
80,000
-
-
-
-
80,000
2020
80,000
-
-
-
-
80,000
Kong Leng (Jimmy) Lee
2021
73,059
15,000
-
6,941
-
95,000
2020
73,059
15,000
-
6,941
-
95,000
Russell Clark
2021
73,059
7,991
-
7,700
-
88,750
2020
28,381
-
-
2,696
-
31,077
Teck Siong Wong
2021
80,000
-
-
-
-
80,000
2020
80,000
-
-
-
-
80,000
Wai Cheong Law1
2021
-
-
-
-
-
-
2020
-
-
-
-
-
-
Other executives
Craig Ferrier 3
2021
341,387
-
(6,436)
25,000
5,577
365,528
2020
341,387
-
3,217
25,000
5,809
375,413
Mark Pitts2
2021
42,000
-
-
-
-
42,000
2020
42,000
-
-
-
-
42,000
Simon Borck
2021
153,150
-
4,269
14,549
2,298
174,266
2020
153,150
-
5,890
14,549
11,500
185,089
Total Remuneration4
2021
1,052,244
25,491
(2,167)
64,838
7,875
1,148,281
2020
1,007,566
15,500
9,107
59,644
17,309
1,109,126
  • 1) Wai Cheong Law is the alternate director for Tan Sri Dato’ Tien Seng Law.

  • 2) Mark Pitts is paid for his services as Company Secretary through Endeavour Corporate Pty Ltd, an entity related to Mr Pitts.

  • 3) $6,787 of Craig Ferrier’s superannuation was paid as salary during the year.

  • 4) There were nil (2020: nil) share based payments during the year ended 30 June 2021.

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Page 10 of 49

Directors’ Report

Transactions with related parties

There are no other related party transactions during the year, other than those relating to key management personnel (see Note 5).

Share and option based payments

During the year ended 30 June 2021, nil (2020: nil) options were granted to Key Management Personnel. During the year ended 30 June 2021, no loan-funded shares (2020: nil) were issued to Directors of the Company.

Under the Management Fee and Remuneration Sacrifice Share

Under the Management Fee and Remuneration Sacrifice Share Plan (“Plan”), the eligible directors and senior management of the Company may elect to sacrifice part of their directors’ fees or consulting fees to acquire shares in the Company. Under the Plan, the relevant directors and senior management will receive the remainder of their directors’ fees or consulting fees in cash. As such, the shares will be issued for nil cash consideration and will be valued at fair market value. The Plan rules were approved by shareholders at the Annual General Meeting held in November 2013 for the purposes of ASX Listing Rules. During the 2021 and 2020 financial years, no share based payments occurred under this Plan.

Analysis of shares, options and rights over equity instruments granted as compensation

Details of vesting profiles of the Options granted as compensation to KMP of the Company are detailed below.

Other
Balance at Granted as Exercised
changes

Balance at
Vested and
beginning of compensation during the
during
end of exercisable at
Year during the year year the year
year
the end of year
Number Number Number Number
Number
Number
Non-executive directors
Gary Lyons 4,000,000 - 4,000,000
-

-
-
Tan Sri Dato’ Tien -
Seng Law - - -
-

-
Chew Wai Chuen
4,000,000
- 4,000,000
-

-
-
Kong Leng - -
(Jimmy) Lee 4,000,000 - 4,000,000
-
Russell Clark - - -
-

-
-
Teck Siong Wong
4,000,000
- 4,000,000
-

-
-
Wai Cheong Law - - -
-

-
-
Other executives
Craig Ferrier - - -
-

-
-
Simon Borck - - -
-

-
-
Mark Pitts - - -
-

-
-
16,000,000 16,000,000 - -

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Page 11 of 49

Directors’ Report

Details of Options granted as compensation in prior years and exercised in the current year by KMP of the Company are detailed below. There were no options granted to KMP during the year (2020: nil).

Vested and
Fair value of exercisable Vested and
granted at the Exercised exercisable
Granted as options at beginning during the at the end
Grant date compensation grant date of Year year of year
Number $ % Number %
Non-executive directors
Gary Lyons 23 Dec 2016 4,000,000 69,632 100% 4,000,000 -
Chew Wai
Chuen
23 Dec 2016 4,000,000 69,632 100% 4,000,000 -
Kong Leng
(Jimmy) Lee
23 Dec 2016 4,000,000 69,632 100% 4,000,000 -
Teck Siong
Wong
23 Dec 2016 4,000,000 69,632 100% 4,000,000 -
16,000,000 278,528 16,000,000

The value of granted Options is the fair value calculated at grant date. The total value is included in the table above and is allocated to remuneration over the vesting period. Refer to Note 18 in the Financial Statements of this report for further details of options granted to KMP as remuneration. There were no shares granted to KMP during the financial year (2020:nil).

Details of Loan-funded shares granted as compensation held at reporting date by KMP of the Company are detailed below.

Number Fair value of
Granted as share based
Grant date **compensation ** Maturity Date payment Total loan value
Number $ $
Non-executive directors
Gary Lyons 26 Jul 2018 4,000,000 26 Jul 2028 1,749,080
1,912,000
Tan Sri Dato’
Tien Seng Law 26 Jul 2018 6,000,000 26 Jul 2028 2,623,620
2,868,000
Chew Wai
Chuen 26 Jul 2018 2,000,000 26 Jul 2028 874,540
956,000
Kong Leng
(Jimmy) Lee 26 Jul 2018 2,000,000 26 Jul 2028 874,540
956,000
Teck Siong
Wong 26 Jul 2018 2,000,000 26 Jul 2028 874,540
956,000
16,000,000 6,996,320
7,648,000

The funds to acquire these shares were provided to the Directors under interest free, limited recourse loan agreements and are repayable at the earlier of: the 10 year anniversary of the grant of the shares, the sale of the underlying shares, or the breach of the agreement. Any dividends received on the loan funded shares are first applied to any outstanding loan balance on a post tax basis.

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Page 12 of 49

Directors’ Report

Service agreements

There are no contracts in place with regard to the services provided by KMP unless otherwise stated.

Agreements with Non-executive Directors

Mr Gary Lyons was appointed as a Non-executive Director on 16 July 2014 and elected Chairman on 5 January 2015. Pursuant to an agreement dated 16 July 2014, his director’s fee was initially set at $40,000 per annum, inclusive of superannuation requirement. Pursuant to the circular resolution signed on the 23 May 2018, the level of directors fees payable to Mr Lyons were revised to $120,000 per annum, inclusive of superannuation. In the event of termination, there is no notice period required.

Tan Sri Dato’ Tien Seng Law was appointed as a Non-executive Director on 15 January 2018. Pursuant to an agreement dated 15 January 2018, his director’s fee was set at $100,000 per annum, inclusive of superannuation requirement. In the event of termination, there is no notice period required.

Mr Kong Leng (Jimmy) Lee was appointed as a Non-executive Director on 2 April 2014. Pursuant to an agreement dated 2 April 2014, his director’s fee was set at $40,000 per annum, inclusive of superannuation requirement. In the event of termination, there is no notice period required. Pursuant to the circular resolution signed on the 23 May 2018, his directors fees were revised to $80,000 per annum inclusive of superannuation.

Mr Russell Clark was appointed as a Non-executive Director on 11 February 2020. His director’s fee was set at $80,000 per annum, inclusive of superannuation requirement. In the event of termination, there is no notice period required.

Mr Chew Wai Chuen was appointed as a Non-executive Director on 17 April 2014. Pursuant to an agreement dated 17 April 2014, his director’s fee was set at $40,000 per annum, inclusive of superannuation requirement. In the event of termination, there is no notice period required. Pursuant to the circular resolution signed on the 23 May 2018, his directors fees were revised to $80,000 per annum.

Mr Teck Siong Wong was appointed as a Non-executive Director on 8 February 2016. Pursuant to an agreement dated 8 February 2016, his director’s fee was set at $40,000 per annum, inclusive of superannuation requirement. In the event of termination, there is no notice period required. Pursuant to the circular resolution signed on the 23 May 2018, his directors fees were revised to $80,000 per annum.

Mr Ferrier is the Chief Executive Officer and his remuneration was $334,600 (2020: $334,600) (plus superannuation contributions). During the year, $6,787 of his superannuation entitlement was paid as salary. The Company may terminate the agreement by giving three months’ notice in writing. The Company may pay Mr Ferrier for any or all of the three months’ notice period in lieu of notice.

Mr Borck is the Group Financial Controller and was appointed as the Joint Company Secretary on 8 November 2016. For services he provides to the Group, his remuneration was $153,150 per annum (2020: $153,150) (plus statutory superannuation contributions). Mr Borck may terminate his employment by the giving of four weeks’ notice in writing to the Company. The Company may terminate his employment agreement by giving four weeks’ notice in writing.

Use of remuneration consultants

The Group did not employ the services of any remuneration consultants during the year ended 30 June 2021.

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Page 13 of 49

Directors’ Report

Shares

Shareholdings for KMP The number of ordinary shares in the Company held by KMP during the 2021 financial year is as follows:

Balance at
beginning of
Year / on
appointment
Granted as
remuneration
Issued on
exercise of
options during
the year
Other
changes
during the
year

Balance at
end of year
or
cessation of
office
Number Number Number Number Number
Non-executive directors
GaryLyons 4,000,000
-
4,000,000 -
8,000,000
Tan Sri Dato’Tien Seng Law
77,415,000

-
- - 77,415,000
Chew Wai Chuen 2,729,168
-
4,000,000 - 6,729,168
Kong Leng (Jimmy) Lee 2,000,000
-
4,000,000 - 6,000,000
RussellClark -
-
- -
-
Teck Siong Wong 2,000,000
-
4,000,000 - 6,000,000
Wai Cheong Law 5,831,148
-
- - 5,831,148
Other executives
Craig Ferrier - - - - -
Simon Borck -
-
- -
-
Mark Pitts - - - - -
93,975,316 - 16,000,000 -
109,975,316

End of Remuneration Report

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Page 14 of 49

Directors’ Report

Auditor’s Independence Declaration

A copy of the auditor’s independence declaration as required under Section 307C of the Corporations Act 2001 is set out on page 16 and forms part of this report.

The report is made in accordance with a resolution of directors.

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Gary Lyons Chairman Perth Dated 7 September 2021

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Page 15 of 49

PO Box 1908 West Perth WA 6872 Australia

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7 SEPTEMBER 2021

Level 2, 1 Walker Avenue West Perth WA 6005 Australia

Tel: +61 8 9481 3188 Fax: +61 8 9321 1204 ABN: 84 144 581 519 www.stantons.com.au

Board of Directors Tungsten Mining NL Level 4, 46 Colin Street, West Perth WA 6005

Dear Directors

RE: TUNGSTEN MINING NL

In accordance with section 307C of the Corporations Act 2001 , I am pleased to provide the following declaration of independence to the directors of Tungsten Mining NL.

As the Audit Director for the audit of the financial statements of Tungsten Mining NL for the year ended 30 June 2021, I declare that to the best of my knowledge and belief, there have been no contraventions of:

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

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

Yours sincerely

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD

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Samir Tirodkar Director

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Liability limited by a scheme approved under Professional Standards Legislation.

Stantons Is a member of the Russell Bedford International network of firms

2021 Financial Statements

Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2021

2021
2020
Note $
$
Revenue from continuing activities
R&D tax offset
Interest
Sale of tenements
Other
Total revenue
Expenses
Administration
Exploration
Remuneration
Loss from continuing operations before income tax
Income tax benefit
4
Net loss for the year
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Items that may be reclassified subsequently to profit or loss
Total comprehensive loss for the year
Net loss attributable to members of the Parent
Total comprehensive loss attributable to members of the Parent
Basic loss per share (cents per share)
7
452,231
573,727
98,267
411,400
125,000
-
143,475
170,171
818,973
1,155,298
(905,211)
(1,101,595)
(1,826,677)
(9,231,867)
(2,809,740)
(3,123,870)
(4,722,655)
(12,302,034)
-
-
(4,722,655)
(12,302,034)
-
-
-
-
(4,722,655)
(12,302,034)
(4,722,655)
(12,302,034)
(4,722,655)
(12,302,034)
(0.61)
(1.64)

Diluted loss per share is not disclosed as it would not reflect an inferior position.

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

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Page 17 of 49

2021 Financial Statements

Consolidated Statement of Financial Position As at 30 June 2021

2021
2020
Note $
$
Current assets
Cash and cash equivalents
8
Trade and other receivables
9
Other financial assets
10
Total current assets
Non-current assets
Plant and equipment
11
Right of use assets
12
Exploration and evaluation
13
Total non-current assets
Total assets
Current liabilities
Trade and other payables
14
Lease liabilities
15
Provisions
16
Total current liabilities
Non-current liabilities
Lease liabilities
15
Provisions
16
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
17
Reserves
18
Accumulated losses
19
Total equity
19,345,209
22,956,290
58,206
75,630
320,058
337,570
19,723,473
23,369,490




2,908,375
2,807,820
533,715
750,918
19,707,196
19,707,196
23,149,286
23,265,934
42,872,759
46,635,424
931,735
484,478
245,879
189,598
328,741
338,794
1,506,355
1,012,870




410,458
651,558
447,712
439,345
858,170
1,090,903
2,364,525
2,103,773

40,508,234
44,531,651




82,460,127
81,760,889
7,851,718
7,851,718
(49,803,611)
(45,080,956)
40,508,234
44,531,651

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

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Page 18 of 49

2021 Financial Statements

Consolidated Statement of Changes in Equity For the year ended 30 June 2021

Issued capital
Reserves
Accumulated
losses
Total
$
$
$
$
At 1 July 2019
Loss for the year
Other comprehensive loss (net of tax)
Total comprehensive loss for the
year (net of tax)
Transactions with owners in their
capacity as owners:
Share-based payments
Shares issued
Options exercised
Share issue transaction costs
At 30 June 2020
At 1 July 2020
Loss for the year
Other comprehensive loss (net of tax)
Total comprehensive loss for the
year (net of tax)
Transactions with owners in their
capacity as owners:
Share-based payments
Shares issued
Options exercised
Share issue transaction costs
At 30 June 2021
80,533,512
7,851,718
(32,778,922)
55,606,308
-
-
(12,302,034)
(12,302,034)
-
-
-
-
-
-
(12,302,034)
(12,302,034)
-
-
-
-
-
-
-
-
1,245,649
-
-
1,245,649
(18,272)
-
-
(18,272)
81,760,889
7,851,718
(45,080,956)
44,531,651
81,760,889
7,851,718
(45,080,956)
44,531,651
-
-
(4,722,655)
(4,722,655)
-
-
-
-
-
-
(4,722,655)
(4,722,655)
-
-
-
-
-
-
-
-
704,000
-
-
704,000
(4,762)
-
-
(4,762)
82,460,127
7,851,718
(49,803,611)
**40,508,234 **

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Page 19 of 49

2021 Financial Statements

Consolidated Statement of Cash Flows As at 30 June 2021

2021
2020
Note $
$
Operating activities
Payments to suppliers and employees
Receipts from customers
R&D tax offset received
Government grants
Interest received
Net cash flows (used in) operating activities
23
Investing activities
Payments for property, plant and equipment
Payment for the acquisition of subsidiary
Proceeds from sale of tenements
Security deposits refunded / (paid)
Net cash flows / (used in) investing activities
Financing activities
Lease payments
Payments of share issue costs
17
Proceeds from the exercise of options
17
Net cash flows from financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
8
(4,841,435)
(12,795,552)
73,125
118,603
452,231
573,727
68,725
50,171
108,772
497,929
(4,138,582)
(11,555,122)

(73,109)
(163,723)
-
(85,187)
125,000
-
7,500
(22,500)
59,391
(271,410)

(231,128)
(228,072)
(4,762)
(18,272)
704,000
1,245,649
468,110
999,305

(3,611,081)
(10,827,227)
22,956,290
33,783,517
19,345,209
22,956,290

.

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

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Page 20 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 1: Corporate Information

Tungsten Mining NL (“the Company”) is a public no liability company and was incorporated on 13 July 2011 in Australia. The consolidated financial report of the Company for the year ended 30 June 2021 comprises the Company and its subsidiaries (together referred to as the “Group”). The Group’s principal activities are mineral exploration, evaluation and development.

The nature of operations and principal activities of the Group are described in the directors’ report.

Note 2: Statement of significant accounting policies

(a) Basis of preparation

The consolidated financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and Interpretations, and other authoritative pronouncements of the Australian Accounting Standards Board. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards as issued by the IASB.

The consolidated financial report has also been prepared on an accruals and historical cost basis. Cost is based on the fair values of the consideration given in exchange of assets.

The consolidated financial report is presented in Australian dollars.

The accounting policies detailed below have been consistently followed throughout the period presented unless otherwise stated.

(b) New accounting standards and interpretations

The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period.

The adoption of the new or amended Accounting Standards and Interpretation did not result in any significant changes to the Group’s accounting policies in the current or future period.

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

(c) Critical accounting estimates and judgements

The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the period in which the estimate is revised if it affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Recovery of deferred tax assets

Deferred tax assets are recognised for deductible temporary differences only when management considers that it is probable that sufficient future tax profits will be available to utilise those temporary differences. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits over the next two years together with future tax planning strategies.

Mineral acquisition costs

The Group capitalises and carries forward mineral acquisition costs that are expected to be recouped through sale or successful development and exploitation of the area of interest or where exploration and evaluation activities in the area of interest have not reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

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Page 21 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 2: Statement of significant accounting policies (continued)

(c) Critical accounting estimates and judgements (continued)

Coronavirus (COVID-19) pandemic

The Group has exercised judgement in considering the impacts of COVID-19 since the World Health Organisation declared the outbreak a pandemic in March 2020. The response from the government in dealing with the outbreak has impacted access to tenements and the economy. As of reporting date, the scale and duration of the developments remain uncertain. It is difficult to estimate the ongoing effect from the pandemic or government responses on the accounting estimates or forecasts. The Group has taken into consideration the limited/prohibited access to tenements and as a result may request reduction in minimum expenditures where possible. The methodology for estimates have not changed and have been prepared based upon conditions existing at the date of report.

(d) Exploration and evaluation expenditure

Exploration and evaluation costs are expensed in the period they are incurred apart from mineral acquisition costs, which are capitalised and carried forward where right to tenure of the area of interest is current and they are expected to be recouped through sale or successful development and exploitation of the area of interest, or where exploration and evaluation activities in the area of interest have not reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

Where an area of interest is abandoned or the directors decide that it is not commercial, any accumulated mineral acquisition costs in respect of that area are written off in the financial period the decision is made. Each area of interest is also reviewed at the end of each accounting period and capitalised costs written off to the extent it is deemed that they will not be recoverable in the future.

Amortisation is not charged on costs carried forward in respect of areas of interest in the development phase until production commences.

(e) Plant & Equipment

Plant and equipment is stated at historical cost less accumulated depreciation and any accumulated impaired in value. Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Plant and equipment – over 3 to 25 years

Impairment

The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

If any indication exists of impairment and where the carrying values exceed the estimated recoverable amount, the assets or cash-generating units are written down to their recoverable amount.

The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

Derecognition

An item of plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in profit or loss in the period the item is derecognised.

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Page 22 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 2: Statement of significant accounting policies (continued)

(f) Income tax

Current tax assets and liabilities for the period is measured at amounts expected to be recovered from or paid to the taxation authorities based on the current year’s taxable income. The tax rates and tax laws used for computations are enacted or substantively enacted by the balance date. Deferred income tax is provided on all temporary differences at balance date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except where the deferred income tax liability arises from the initial recognition of goodwill of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry-forward of unused tax assets and unused tax losses can be utilised except where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in the statement of comprehensive income.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

(g) Goods and services tax

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

  • where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

  • receivables and payables are stated with the amount of GST included.

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

(h) Provisions and employee benefits

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of comprehensive income net of any reimbursement. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the balance date. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the time value of money and the risks specific to the liability. The increase in the provision resulting from the passage of time is recognised in finance costs.

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Page 23 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 2: Statement of significant accounting policies (continued)

(h) Provisions and employee benefits (continued)

Employee leave benefits

(i) Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries including non-monetary benefits, annual leave and accumulating sick leave due to be settled within 12 months of the reporting date are recognised in provisions in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and measured at the rates paid or payable.

(ii) Long service leave

The liability for long service leave is recognised and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to the expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

(i) Cash and cash equivalents

Cash and cash equivalents in the statement of financial position comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less. For the purposes of the Consolidated Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

(j) Receivables

Receivables, which generally have 30-90 day terms, are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method, less an allowance for any uncollectible amounts.

Collectability or receivables are reviewed on an ongoing basis. Debts that are known to be uncollectible are written off when identified. An allowance for doubtful debts is raised when there is objective evidence that the Group will not be able to collect the debt.

(k) Revenue recognition

Under AASB15 revenue is recognised when a performance obligation is satisfied, being when control of the goods or services underlying the performance obligations is transferred to the customer.

R&D tax rebates are recognised when the receipts are deemed probable and the amounts can be measured reliably. Government grants are recognised when received.

(l) Contributed equity

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

(m) Trade and other payables

Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services.

(n) Earnings/(Loss) per share

Basic earnings/(loss) per share is calculated as net profit/(loss) attributable to members of the Group adjusted to exclude any costs of servicing equity (other than dividends) divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Options that are considered to be dilutive are taken into consideration when calculating the diluted earnings per share.

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Page 24 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 2: Statement of significant accounting policies (continued)

(o) Financial Instruments

Recognition, initial measurement and derecognition

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

Trade receivables are initially measured at the transaction price if the receivables do not contain a significant financing component in accordance with AASB 15.

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

Classification and subsequent measurement

Financial assets

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

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

  • amortised cost;

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

  • fair value through profit or loss (FVPL).

Classifications are determined by both:

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

  • The entities business model for managing the financial asset.

Financial assets at amortised cost

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

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

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

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

Financial assets at fair value through other comprehensive income (Equity instruments)

The Group measures debt instruments at fair value through OCI if both of the following conditions are met:

  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding; and

  • The financial asset is held within a business model with the objective of both holding to collect contractual cash flows and selling the financial asset.

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Page 25 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 2: Statement of significant accounting policies (continued)

(o) Financial Instruments (continued)

For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and impairment losses or reversals are recognised in the statement of profit or loss and computed in the same manner as for financial assets measured at amortised cost. The remaining fair value changes are recognised in OCI.

Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under AASB 132 Financial Instruments: Presentation and are not held for trading.

Financial assets at fair value through profit or loss (FVPL)

Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term.

Financial liabilities

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss.

Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss.

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

Impairment

The Group assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at amortised cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk. For trade receivables, the Group applies the simplified approach permitted by AASB, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

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Page 26 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 2: Statement of significant accounting policies (continued)

(p) Leases

The Group has various property leases. Lease contracts are typically made for fixed periods of 1 to 5 years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.

Leases have been recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the Group. Each lease payment was allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

  • fixed payments (including in-substance fixed payments), less any lease incentives receivable

  • variable lease payment that are based on an index or a rate

  • amounts expected to be payable by the lessee under residual value guarantees

  • the exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and

  • payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the Company’s incremental borrowing rate is used, being the rate that the Company would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability;

  • any lease payments made at or before the commencement date less any lease incentives received;

  • any initial direct costs, and

  • restoration costs.

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.

(q) Share Based Payments

Under AASB 2 Share Based Payments, the Group must recognise the fair value of options granted to directors, employees and consultants/contractors as remuneration as an expense on a pro-rata basis over the vesting period in the Consolidated Statement of Profit or Loss and Other Comprehensive income with a corresponding adjustment to equity.

The Group provides benefits to employees (including directors) and consultants/contractors of the Group in the form of share based payment transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled transactions”). The cost of these equity-settled transactions with employees (including directors) and consultants/contractors is measured by reference to fair value at the date they are granted. The fair value is determined using the Black Scholes option pricing model.

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Page 27 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 3(a): Segment information

The Group has based its operating segment on the internal reports that are reviewed and used by the chief operators decision makers (the Board) in assessing performance and in determining the allocation of resources.

The Group currently does not have production and is only involved in exploration and evaluation. As a consequence, activities in the operating segment are identified by the Board based on the manner in which resources are allocated, the nature of the resources provided and the identity of the manager and country of expenditure. Information is reviewed on a whole of entity basis.

Based on these criteria, the Group has only one operating segment, being exploration, and evaluation and the segment operations and results are reported internally based on the accounting policies as described in note 2 for the computation of the controlled entity’s results presented in this set of financial statements.

Note 3(b): Principles of Consolidation

The consolidated financial statements incorporate all of the assets, liabilities and results of the parent Tungsten Mining NL and all of the subsidiaries. Subsidiaries are entities the parent controls. The parent controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. A list of the subsidiaries is provided in Note 27.

The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between Group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group.

Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non controlling interests". The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the subsidiary's net assets on liquidation at either fair value or at the noncontrolling interests' proportionate share of the subsidiary's net assets. Subsequent to initial recognition, noncontrolling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling interests are shown separately within the equity section of the statement of financial position and statement of comprehensive income.

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Page 28 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 4: Income Tax

Consolidated Consolidated
2021 2020
$ $
(a)Prima facie income tax benefit at 30% on loss from ordinary activities is reconciled to the income tax
provided in the financial statements
Loss from continuing operations before income tax (4,722,655) (12,302,034)
Prima facie tax benefit at the Australian tax rate of 30% (1,416,797) (3,690,610)
Tax effect of:
Non-deductible expenses 24,345 30,108
Non-assessable income (139,393) (187,118)
Adjustments in the current year in relation to the current tax of previous
years 311,884 7,146
Change in corporate tax rate - -
Effect of deferred taxes that would be recognised directly in equity (1,429) (5,482)
Tax losses & temporary differences not brought to account 1,221,390 3,845,956
Income tax expense/(benefit) - -
(b)
Deferred tax assets
Deferred tax assets that have not be recognised:
Accrued expenses 22,500 37,211
Employee benefits 104,656 89,905
Other future deductions 231,608 378,820
Unused tax losses 13,262,187 11,888,183
13,620,951 12,394,119
Deferred tax asset not recognised (13,620,951) (12,394,119)
- -
(c)
Deferred tax liabilities
Accrued interest 1,295 4,447
Prepayments 21,610 27,805
Mining tenements and rights 128,555 105,611
151,460 137,863
Deferred tax liability not brought to account (151,460) (137,863)
- -

Potential deferred tax assets of $13,469,491 as at 30 June 2021 (2020: $12,256,256), arising from tax losses and temporary differences have not been recognised as an asset because recovery of these tax losses and temporary differences is not yet probable.

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Page 29 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 5: Key Management Personnel remuneration

Consolidated
2021
2020
$
$
1,075,568
1,032,173
-
-
7,875
17,309
64,838
59,644
1,148,281
1,109,126
Short-term benefits
Share-based payments
Long-term benefits
Post-employment benefits
Total KMP compensation

Refer to the remuneration report contained in the directors’ report for further details of the remuneration paid or payable and equity holdings of the Group’s key management personnel.

Note 6: Auditor’s remuneration

Consolidated
2021
2020
$
$
Remuneration of the auditor of the Group for:
- auditing or reviewing the financial report (accruals)
- (over)/under accrual in prior year
49,691
42,538
3,938
8,956
53,629
51,494

Note 7: Loss per share

Consolidated Consolidated
2021 2020
$ $
Basic loss per share (cents) (0.61) (1.64)
Loss used in calculating basic loss per share (4,722,655) (12,302,034)
Number Number
Weighted average number of ordinary shares used in the calculation of
basic loss per share 777,121,121 751,308,929

The diluted loss per share is not disclosed as it would not reflect an inferior position.

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Page 30 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 8: Cash and cash equivalents

Consolidated
2021
2020
$
$
Cash at bank
Term deposits
2,154,831
2,463,523
17,190,378
20,492,767
19,345,209
22,956,290

Cash and cash equivalents earn interest at floating rates based on daily bank deposit rates. Short term deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates.

Note 9: Trade and other receivables

Consolidated
2021
2020
$
$
Current
GST receivable
Interest Receivable
Other receivables
26,262
27,306
4,318
14,824
27,626
33,500
58,206
75,630

These non-trade receivables are non-interest bearing and are generally on 30-90 days terms. The carrying amounts of these receivables represent fair value and are not considered to be impaired. $21,976 (2020: $22,000), of other receivables is recoverable from GWR Group Limited which is a related party to the Group (Refer to Note 22(a)).

Note 10: Other financial assets

Consolidated
2021
2020
$
$
Current
Prepayments
Secured cash – Term deposits
Other
72,033
92,682
244,310
244,310
3,715
578
320,058
337,570

Secured cash support certain bank guarantees that reduce credit risk to the Group for the terms of arrangements in place.

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Page 31 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 11: Plant and equipment

Processing
Plant
Office
Equipment
Exploration
Equipment
Computer
Software
Total
$
$
$
$
$
2021
Cost
Accumulated depreciation
Opening net carrying value
Additions
Depreciation charge for the year
Closing net carrying value
2,667,347
160,343
237,598
67,270
3,132,558
-
(99,176)
(73,852)
(51,155)
(224,183)
2,667,347
61,167
163,746
16,115
2,908,375
2,576,297
93,811
110,947
26,765
2,807,820
91,050
-
69,587
-
160,637
-
(32,644)
(16,788)
(10,650)
(60,082)
2,667,347
61,167
163,746
16,115
2,908,375

Processing Plant

The processing plant above relates to a dismantled mineral processing facility and two new x-ray ore sorters, both of which are not currently being depreciated as neither are in use.

In prior financial years, the Group acquired a dismantled mineral processing facility and relocated it from its location in the Pilbara to storage in a laydown area near Mt Mulgine for total consideration of $827,197.

In addition, during prior financial years, the Group acquired two new x-ray ore sorters for total consideration and acquisition costs was $1,840,150. This balance includes $91,050 incurred, but not yet paid pursuant the terms of the purchase agreement with the counterparty.

Processing
Plant
Office
Equipment
Exploration
Equipment
Computer
Software
Total
$
$
$
$
$
2020
Cost
Accumulated depreciation
Opening net carrying value
Additions
Depreciation charge for the year
Closing net carrying value
2,576,297
160,343
168,012
67,270
2,971,922
-
(66,532)
(57,065)
(40,505)
(164,102)
2,576,297
93,811
110,947
26,765
2,807,820
2,485,247
120,606
99,475
37,444
2,742,772
91,050
5,075
27,598
-
123,723
-
(31,870)
(16,126)
(10,679)
(58,675)
2,576,297
93,811
110,947
26,765
2,807,820

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Page 32 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 12: Right of use assets

Consolidated Consolidated
2021 2020
$ $

Cost
1,086,019 1,086,019
Accumulated depreciation (552,304) (335,101)
533,715 750,918

Opening net carrying value

750,918

968,122
Additions -
-
Depreciation charge for the year (217,203) (217,204)
Closingnet carryingvalue 533,715 750,918

Building leases

The above right-of-use assets relate to certain building leases that were entered into in prior years by the Group (refer Note 15). The right-of-use asset is measured at the amount equal to the lease liability at the inception of the lease and then this cost is amortised over the life of the lease.

Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability

  • any lease payments made at or before the commencement date less any lease incentives receive

  • any initial direct costs

  • and restoration costs

These right-of-use assets are being amortised over the lease term on a straight-line basis of five years.

Note 13: Exploration and evaluation

Consolidated
2021
2020
$
$
At 1 July 2020
Acquisitions during the year
As at 30 June 2021
19,707,196
19,707,196
-
-
19,707,196
19,707,196

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Page 33 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 13: Exploration and evaluation (continued)

Mineral acquisition costs

The Group capitalises the acquisition costs in accordance with its accounting policy for exploration and evaluation expenditure. The ultimate recoupment of acquisition costs carried forward in the exploration and evaluation phases are dependent on the successful development and commercial exploitation or sale of the respective areas.

The following table illustrates the movement in the carrying value of Exploration and evaluation:

Mt Mulgine
Big Hill
Kilba
Watershed
Hatches
Creek
Total
$
$
$
$
$
$
At 1 July 2019
At 30 June 2020
At 1 July 2020
At 30 June 2021
1,193,546
158,625
1,000,000
15,548,896
1,806,129
19,707,196
1,193,546
158,625
1,000,000
15,548,896
1,806,129
19,707,196
1,193,546
158,625
1,000,000
15,548,896
1,806,129
19,707,196
1,193,546
158,625
1,000,000
15,548,896
1,806,129
19,707,196

Hatches Creek Farm-in Agreement

In the prior financial years, on 3 June 2019, the Company announced the execution of a Farm-in agreement with related party GWR Group Limited (“GWR”) to acquire a 20% interest in the Hatches Creek Tungsten Project (“Hatches Creek”).

The Farm-in agreement stages are as follows:

  • The Company has initially acquired a 20% interest in Hatches Creek through the reimbursement of $1,720,942 in past exploration expenditure incurred by GWR;

  • The Company can increase its interest to 51% by the expenditure of $3,000,000 on exploration, development and mining activities within 5 years of the acquisition date; and

  • Once a decision to mine has been made, the Company can acquire GWR’s remaining interest for $6,959,058 (indexed for CPI).

Note 14: Trade and other payables

Consolidated
2021
2020
$
$
Current
Trade payables
Accrued expenses
Other payables
507,235
379,048
352,971
30,827
71,529
74,603
931,735
484,478

These unsecured payables are non-interest bearing and are generally on 30-90 days terms. Due to the short term nature of these payables, the carrying value is assumed to approximate their fair value.

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Page 34 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 15: Lease liabilities

Consolidated
2021
2020
$
$
Current
Property lease liabilities
Non-current
Property lease liabilities
Total lease liabilities
245,879
189,598
245,879
189,598

410,458
651,558
410,458
651,558
656,337
841,156

Property leases

The above lease liabilities (refer Note 12) relate to certain property leases that were entered into in prior financial years by the Group.

The lease liability at initial recognition was $1,086,019. The lease liability valuation was calculated at lease inception from the total lease payment obligations being discounted using the Group’s incremental borrowing rate. An incremental borrowing rate of 5.68% was based on a secured interest rate that would be apply if finance was sought for an amount and time period equivalent to the lease requirements of the Group. Each lease payment is allocated between the liability and finance cost. The finance cost of $46,309 (2020: $89,148) was included in administration expense in the consolidated statement of profit or loss and other comprehensive income. Lease payments during the year was $231,128 (2020: $228,072).

Note 16: Provisions

Consolidated
2021
2020
$
$
Current
Provision for rehabilitation
Provision for employee annual leave
Provision for employee long service leave
Non-current
Provision for rehabilitation
Provision for employee long service leave
Total provisions
25,000
76,535
226,690
202,318
77,051
59,941
328,741
338,794

420,000
420,000
27,712
19,345
447,712
439,345
776,453
778,139

Provision for rehabilitation

The non-current provision for rehabilitation includes an amount of $400,000 which was assumed in prior financial years as part of the Watershed acquisition.

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Page 35 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 17: Share capital

Consolidated
2021
2020
$
$
Issued and Unissued Share Capital
Ordinary shares fully paid
82,460,127
81,760,889
82,460,127
81,760,889

Capital Management

When managing capital, the Board’s objective is to ensure the entity continues as a going concern as well as to maintain optimal returns to shareholders and benefits for other stakeholders. The Board also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity. As the equity market is constantly changing the Board may issue new shares to provide for future exploration and development activity. The company is not subject to any externally imposed capital requirements.

Movements in the issued capital of the Company are:

Consolidated
2021
2020
2021
2020
$
$
Number
Number
Balance at the beginning of year
Ordinary Shares
Shares issued on the exercise of options at $0.03
Shares issued on the exercise of options at $0.04
Shares issued on the exercise of options at $0.05
Cost incurred relating to issue of shares
Balance at end of year
81,760,889
80,533,512
770,414,272
728,892,655
96,000
1,245,649
3,200,000
41,521,617
128,000
-
3,200,000
-
480,000
9,600,000
(4,762)
(18,272)
-
-
82,460,127
81,760,889
786,414,272
770,414,272

Note 18: Reserves

Consolidated
2021
2020
$
$
Share option reserve
Loan-funded share scheme reserve
855,398
855,398
6,996,320
6,996,320
7,851,718
7,851,718

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Page 36 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 18: Reserves (continued)

Movement in share options reserve

The following table illustrates the share based payments expense, number and weighted average exercise prices (WAEP) of, and movements in, share options during the year.

Number
WAEP
$
At 1 July 2019
Free-attaching options exercised during the year
Free-attaching options expired during the year
Free-attaching options expired during the year
At 30 June 2020
At 1 July 2020
Tranche 1 Directors options exercised during the year
Tranche 2 Directors optionsexercisedduring the year
Tranche 3 Directors optionsexercisedduring the year
At 30 June 2021
85,863,726
$0.216
855,398
(41,521,617)
$0.030
-
(695,050)
$0.030
-
(27,647,059)
$0.600
-
16,000,000
$0.044
855,398
16,000,000
$0.044
855,398
(3,200,000)
$0.030
-
(3,200,000)
$0.040
-
(9,600,000)
$0.050
-
-
-
855,398

Vested and exercisable options

There were no outstanding options at year end.

Note 19: Accumulated losses

Consolidated
2021
2020
$
$
Opening balance
Net loss for the year
Accumulated losses at the end of the financial year
(45,080,956)
(32,778,922)
(4,722,655)
(12,302,034)
(49,803,611)
(45,080,956)

Note 20: Commitments

Exploration

Based on the minimum annual commitments pursuant to the terms and conditions of environmental authorities, exploration licences and mineral rights the Group will have minimum annual commitment obligations of $528,589 (2020: $978,827) in the forthcoming year. These obligations are capable of being varied from time to time in order to maintain current rights of tenure to mining tenements.

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Page 37 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 21: Contingencies

In the prior years, on 3 June 2019, the Company announced the execution of a Farm-in agreement with GWR Group Limited to acquire 20% interest in the Hatches Creek Tungsten Project (refer to Note 13 for details of the agreement).

A claim for unspecified damages was filed in the District Court of Western Australia in June 2021 in relation to alleged loss and damage suffered as a result of a drilling incident that occurred at the Mt Mulgine Project in July 2019. MidWest Tungsten Pty Ltd, a wholly owned subsidiary of Tungsten Mining NL has been named as the second defendant and is defending the claim, at the date of this report it is not possible to estimate a contingent claim amount.

The Group is not aware of any other significant contingencies that existed at balance date.

Note 22: Related party transactions

(a) Associates

GWR Group Limited (GWR)

GWR is a significant shareholder in the Group’s parent Tungsten Mining NL and holds significant influence over decision making of the Group. During the year, the Group received and provided certain services to GWR as detailed in the table below.

Consolidated
2021
2020
$
$
Income
Management fee
Staff cost Recoveries
Administration reimbursements
Total Income
Expenses
Project related costs / reimbursements
Total Expenses
Net Income / (Expense)
-
120,000
101,335
-
76
1,595
101,411
121,595
(20,124)
(39,354)
(20,124)
(39,354)
81,287
82,241

The net balance outstanding as at 30 June 2021 with GWR was a receivable of $21,976 (2020: $22,000) (refer note 9)

(b) Transactions with related parties

There are no other related party transactions during the year, other than those relating to key management personnel (refer Note 5) .

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Page 38 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 23: Cash flow information

Consolidated
2021
2020
$
$
(a) Reconciliation of cash flows from operations with loss
from ordinary activities after income tax
Loss from ordinaryactivities after incometax
Add back /(deduct):
Depreciation
Right-of-asset depreciation
Sale of tenement
Interest on leases
Changes in assets and liabilities
Decrease in trade and other receivables
(Increase)/decrease in other current assets
Increase in trade and other payables
Decrease in provisions
Cash flows used in operations
(4,722,655)
(12,302,034)
60,081
58,674
217,204
217,204
(125,000)
-
46,309
89,148
9,924
133,479
17,513
(6,542)
359,730
134,534
(1,688)
120,415
(4,138,582)
(11,555,122)

(b) Non cash financing and investing activities

There were no non-cash financing and investing activities in the current or previous year.

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Page 39 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 24: Financial risk management objectives and policies

The Group’s principal financial instruments are cash and cash equivalents. The main purpose of the financial instruments is to finance the Group’s operations. The Group’s also has other financial instruments such as restricted cash, trade debtors and creditors which arise directly from its operations.

The main risks arising from the Group’s financial instruments are interest rate risk and credit risk. The board reviews and agrees policies for managing each of these risks and they are summarised below:

(a) Interest Rate Risk

Interest rate risk is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates. The Group’s exposure to interest rate risk is detailed in the table below.

The Group’s has not entered into any hedging activities to manage interest rate risk. In regard to its interest rate risk, the Group’s continuously analyses its exposure. Within this analysis consideration is given to potential renewals of existing positions, alternative investments and the mix of fixed and variable interest rates.

Weighted
Average
Effective
Interest Rate
Floating
Interest
Rate
Fixed
Interest
Rate
Total
Interest
Bearing
Non
Interest
Bearing
Total
%
$
$
$
$
$
2021
Financial Assets
Cash
Term Deposit
Receivables
Other financial assets
Financial Liabilities
Trade creditors
Lease Liability
2020
Financial Assets
Cash
Term Deposit
Receivables
Other financial assets
Financial Liabilities
Trade creditors
Lease Liability
0.06
1,930,972
-
1,930,972
223,859
2,154,831
0.24
-
17,190,378
17,190,378
-
17,190,378
-
-
-
-
58,206
58,206
0.40
-
244,310
244,310
-
244,310
1,930,972
17,434,688
19,365,660
282,065
19,647,725
-
-
-
-
931,735
931,735
5.68
-
656,337
656,337
-
656,337
-
-
656,337
-
931,735
1,588,072
0.05
2,394,907
-
2,394,907
68,616
2,463,523
0.88
-
20,492,767
20,492,767
-
20,492,767
-
-
-
-
75,630
75,630
1.12
-
244,310
244,310
-
244,310
2,394,907
20,737,077
23,131,984
144,246
23,276,230
-
-
-
-
484,478
484,478
5.68
-
841,156
-
-
841,156
-
-
841,156
-
484,478
1,325,634

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Page 40 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 24: Financial risk management objectives and policies (continued)

Interest Rate Risk Sensitivity

-10% 10%
Profit Equity Profit Equity
$ $ $ $
2021
Cash (81) (81) 81 81
Term Deposit (2,941) (2,941) 2,941 2,941
Other financial assets (68) (68) 68 68
2020
Cash (84) (84) 84 84
Term Deposit (12,632) (12,632) 12,632 12,632
Other financial assets (192) (192) 192 192

Sensitivity of 10% has been selected as this is considered reasonable given the current level of both short term and long term Australian dollar interest rates.

  • -10% sensitivity would move term deposit interest rates at 30 June 2021 from around 0.24% to 0.22% (2020: 0.88% to 0.79% ) representing a 2.4 (2020: 9) basis points downwards shift, which is 1.7 (2020: 6) basis points net of tax.

  • -10% sensitivity would have a negligible impact on cash interest rates at 30 June 2021 from around 0.06% to 0.05% (2020: 0.07%) representing a 0.6 (2020: 0.5) basis points downwards shift, which is 0.4 (2020: 0.4) basis points net of tax.

  • -10% sensitivity would move other financial asset interest rates at 30 June 2020 from around 0.40% to 0.36% (2020: 1.12% to 1.01%) representing a 4 basis points downwards shift, which is 2.8 basis points net of tax.

Based on the sensitivity analysis only interest revenue from variable rate deposits and cash balances is impacted resulting in a decrease or increase in overall income.

(b) Liquidity Risk

The Group manages liquidity risk by maintaining sufficient cash reserves required to meet the current exploration and administration commitments, through the continuous monitoring of actual cash flows. All payables are due within 30 days.

(c) Fair Values

For financial assets and liabilities, the net fair value approximates their carrying value. No financial assets and financial liabilities are readily traded on organised markets in standardised form.

(d) Credit Risk

Credit risk arises in the event that counterparty will not meet its obligations under a financial instrument leading to financial losses. The Group is exposed to credit risk from its operating activities, financing activities including deposits with banks. The credit risk control procedures adopted by the Group is to assess the credit quality of the institution with whom funds are deposited or invested, taking into account its financial position and past experiences.

The maximum exposure to credit risk on financial assets of the Group which have been recognised on the Consolidated Statement of Financial position is generally limited to the carrying amount. Cash and term deposits are maintained with major Australian banks.

(e) Foreign Currency Risk

The Group is not exposed to any significant foreign currency risk.

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Page 41 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 25: Subsequent events

No significant events have arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect significantly the operations of the Group, the results of those operations, or the state of affairs of the Group in the future financial year.

Note 26: Parent entity

Parent
2021
2020
$
$
Assets
Current assets
Non current assets
Total Assets
Liabilities
Current liabilities
Non current liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
19,719,472
23,357,990
22,487,657
22,552,770
42,207,129
45,910,760
1,481,354
936,335
438,171
670,904
1,919,525
1,607,239
40,287,604
44,303,521
82,460,127
81,760,889
7,851,718
7,851,717
(50,024,241)
(45,309,085)
40,287,604
44,303,521
Parent
2021
2020
$
$
Loss for the year
Other comprehensive income
Total comprehensive loss for the financial year
(4,715,156)
(11,940,840)
-
-
(4,715,156)
(11,940,840)

The Company is not aware of any significant contingencies as at the end of the financial year. The Company has not entered into any guarantees in relation to the debts of its subsidiaries.

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Page 42 of 49

Notes to Financial Statements for the year ended 30 June 2021

Note 27: Controlled entities

Tungsten Mining NL is the ultimate parent entity of the Group.

The following were controlled entities at balance date and have been included in the consolidated financial statements. All shares held are ordinary shares.

Company Name Country of
Incorporation

Percentage
Interest Held
Percentage
Interest Held
Acquired/
Incorporated
2021 2020 Date
Parent Entity
Tungsten Mining NL Australia - - 13/07/2011
Subsidiaries of Tungsten Mining NL:
SM3-W Pty Ltd Australia 100% 100% 13/12/2012
Pilbara Tungsten Pty Ltd Australia 100% 100% 30/11/2015
Mid-West Tungsten Pty Ltd Australia 100% 100% 30/11/2015
North Queensland Tungsten Pty Ltd Australia 100% 100% 09/08/2018
Territory Tungsten Pty Ltd Australia 100% 100% 01/03/2019

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Page 43 of 49

Directors’ Declaration

In the opinion of the directors of Tungsten Mining NL:

  • (a) the financial statements and notes set out on pages to 17 to 43 are in accordance with the Corporations Act 2001, including:

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

  • (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001;

  • (b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 2(a); and

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

This declaration has been made after receiving the declarations required to be made to the directors in accordance with Section 295A of the Corporations Act 2001 for the year ended 30 June 2021.

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

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Gary Lyons Chairman Perth Dated 7 September 2021

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Page 44 of 49

PO Box 1908 West Perth WA 6872 Australia

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Level 2, 1 Walker Avenue West Perth WA 6005 Australia Tel: +61 8 9481 3188 Fax: +61 8 9321 1204

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

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF TUNGSTEN MINING NL

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Tungsten Mining NL, the Company, which comprises the statement of financial position as at 30 June 2021, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.

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

  • (i) giving a true and fair view of the Company's financial position as at 30 June 2021 and of its financial performance for the year then ended; and

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

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

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

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.

Liability limited by a scheme approved under Professional Standards Legislation.

Stantons Is a member of the Russell Bedford International network of firms

Tungsten Mining NL Independent Auditor’s Report 7 September 2021

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Key Audit Matters

We have defined the matter described below to be the key audit matter to be communicated in our report. Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. This matter was 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 this matter.

Key Audit Matters Carrying Value of Exploration and Evaluation Assets (Notes 2(d), Note 13)

As of 30 June 2021, exploration and evaluation expenditure totalled $19,707,196 (refer to Note 13 of the financial report).

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

  • Amount of Exploration assets is significant (49% of Net assets as at 30 June 21)

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

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

How the matter was addressed in the audit

Inter alia, our audit procedures included the following:

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

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

  • iii. Evaluating the Group’s documents for consistency with the intentions for continuing exploration and evaluation activities in certain areas of interest and corroborated with interviews with management. The documents we evaluated included:

  • Minutes of the board and management.

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

  • ▪ Cash forecasts; and

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

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Tungsten Mining NL Independent Auditor’s Report 7 September 2021

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Key Audit Matters

How the matter was addressed in the audit

Carrying value of Plant and equipment (Notes 2(e), Note 11)

As at 30 June 2021, the carrying value of Plant and equipment totalled $2,908,375 (refer to Note 11 of the financial report).

Included in Plant and equipment is a Processing plant amounting to $2,667,347. The Processing plant relates to a dismantled mineral processing facility and two new x-ray ore sorters, any of which is not currently being depreciated as neither are in use.

The carrying value of Plant and equipment is a key audit matter due to:

  • The assessment of significant judgements made by management in relation to the carrying value and future use of the Processing plant.

Inter alia, our audit procedures included the following:

  • i. Reviewing the directors’ assessment of the carrying value of the Processing plant, ensuring management have considered the effect of potential impairment indicators and future use of the plant.

  • ii. Confirming with management and obtained documents to confirm the titles, existence and condition of the Processing plant.

  • iii. Evaluating the Group’s documents for consistency with the intentions for the use of the Processing plant and corroborated with interviews with management. The documents we evaluated included:

  • Minutes of the board and management; and

  • ▪ Announcements made by the Group to the Australian Securities Exchange.

Considering the requirements of accounting standard Impairment of Assets (“AASB 136”) and reviewing the financial statements to ensure appropriate disclosures are made.

Other Information

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

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

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

Responsibilities of the Directors for the Financial Report

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

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Tungsten Mining NL Independent Auditor’s Report 7 September 2021

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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 Company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report .

As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report.

The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control.

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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

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

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

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

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Tungsten Mining NL Independent Auditor’s Report 7 September 2021

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

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

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

Report on the Remuneration Report

We have audited the Remuneration Report included in pages 9 to 14 of the directors’ report for the year ended 30 June 2021. The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Opinion on the Remuneration Report

In our opinion the Remuneration Report of Tungsten Mining NL for the year ended 30 June 2021 complies with section 300A of the Corporations Act 2001.

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD (An Authorised Audit Company)

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Samir Tirodkar

Director

West Perth, Western Australia 7 September 2021

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