Announcement PDF ©) RESOURCES RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 Financial Report for the Year Ended 30 June 2024 A.B.N. 81 649 632 744 Financial Report for the Year Ended 30 June 2024 RIGHT RESOURCES PTY LTD CONTENTS PAGE Directors' Report 1 Consolidated Statement of Profit or Loss and Other Comprehensive Income 5 Consolidated Statement of Financial Position 6 Consolidated Statement of Changes in Equity 7 Consolidated Statement of Cash Flows 8 Notes to the Financial Statements 9 Directors' Declaration 21 Auditor’s Independence Declaration 22 Independent Auditor's Report 23 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 Graham Howard Lauren Robinson Damien Harris (resigned on 18 August 2023) Experience and expertise: Executive Director Lauren has over 16 years’ experience in project management across the mining and construction industries, with 7 years in senior leadership roles. Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. Christopher John Brown (appointed on 1 March 2024) Information on Directors Experience and expertise: Qualifications: During the last 6 years, Lauren has held senior management roles in private small-cap gold and critical mineral exploration companies, with proven ability in corporate governance, exploration program and tenement management, delivery of resource estimation, feasibility studies and approvals, successful non-dilutive funding through Research & Development Tax Incentives, and investor relations management. Lauren has significant experience in project planning, scheduling and dispute resolution, having provided consulting services to major WA infrastructure and health projects. Lauren is also the Executive Officer for VP Minerals Limited focusing on gold and critical minerals exploration in Northwest Victoria. BAppSc (Construction Management) Title: Qualifications: Graham has over 35 years in the resource industry, leading technical and approval teams that have successfully delivered or defined mining projects with life of mine greater than 20 years and revenue greater than AUD 20 billion. This includes management of exploration programs to deliver over 45 million ounces gold, multiple copper deposits and over a billion tonnes of critical mineral. His career includes over twenty years of narrow vein and bulk underground mining (SLC, Block Cave) and corresponding open pit experience. RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 DIRECTORS' REPORT Directors The names of the Directors in office at any time during, or since the end of, the year are: Lauren Amanda Robinson (appointed on 18 August 2023) The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'Consolidated Entity' or "Group") consisting of Right Resources Pty Ltd (referred to hereafter as the 'Company' or 'Parent Entity') and the entities it controlled at the end of, or during, the year ended 30 June 2024. Graham Roger Howard (appointed on 26 February 2024) Lauren also played a key role in the delivery of VHM Limited’s Definitive Feasibility Study and Initial Public Offering to the ASX in 2023. Title: Name: BAppSc (Geology), FAusIMM Executive Director Name: Graham has significant corporate experience as Non-Executive Director, Chief Executive Officer and Managing Director of ASX listed companies. He has a proven track record in creating, developing and funding companies as either unlisted or listed corporate entities. Graham has demonstrated experience in fostering exemplary occupational health and safety performance in both corporate and high-risk operational environments. This includes major project experience at Telfer (Au/Cu), Boddington Au/Cu (Newcrest), Silangan Au/Cu Project (Philex/Silangan), and Goschen critical mineral (rare earth, zircon and titanium) Project (VHM). 1 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 DIRECTORS' REPORT - - - Qualifications: Experience and expertise: BBus (Accounting & Law), MBA, DBA Chris has over 35 years as a corporate advisory director of Chartered accounting firm William Buck (est 1895) as well as holding directorships of public and private companies in Australia, USA, UK, China, Hong Kong and Singapore. Name: Title: Non-Executive Chairman Christopher Brown During the financial year the Company completed Light Detection and Ranging (LiDAR) surveys across both Tumbarumba and its New England tenements. The LiDAR data enabled evaluation of extent of historical workings across the Tumbarumba district. Several circular features were also identified that indicated potential for porphyry style mineralisation, leading to the identification of a 4.5km x 4km circular area referred to as Bullseye Project on EL9089. The LiDAR analysis also identified extensive alluvial workings around Bullseye, Laurel Hill and East Maragle indicating substantially more (27Mt of material mined) alluvial workings occurred across the Company tenements. The workings were noted to occur proximal to large circular features identified in the LiDAR analysis. Review of Operations The Company also reprocessed publicly available magnetic and radiometric geophysics data which lead to development of thorium / potassium ratio (Th/k) as an indicator of altered rock in the Tumbarumba district. This work led to identification of seventeen (17) Th/k anomalies across the four granted tenements in the Tumbarumba district (1,006km2 area). The Company also successfully completed land access arrangements with Forestry Corporation of NSW, and the Right to Negotiate process with Mining, Exploration and Geoscience, enabling the Company to commence planned low impact exploration work. Chris has provided strategic advice to a diverse range of clients in various industry sectors including mining & energy, infrastructure, life sciences, digital & new generation technologies, capital markets and philanthropy. No significant changes in the Group's state of affairs occurred during the financial year. The permits enabled the Company to complete two regional field mapping surface geochemistry programs in the financial year. This work identified five (5) prospects on the east side and one (1) on the west side of a large circular feature at East Maragle on EL9446. The work identified strong alteration at Knuckles prospect which indicated that the area was highly prospective for porphyry related gold mineralisation. Three major gold assets were defined within the Tumbarumba tenure by June 2024, along with an emerging copper target identified at the Bullseye Project. The major gold assets include: Laurel Hill Project contains Brie and Havarti prospects, with new large scale lower grade vein system identified by mapping returning up to 2.25g/t Au referred to as the Halloumi prospect. Bullseye Project hosts gold mineralisation extending 4.5km x 4km. Mapping confirmed multiple stockwork and upper level of the porphyry system at surface, with gold grades up to 40.7g/t Au, along with several new copper anomalies discovered with grades up to 0.1% Cu. East Maragle Project highest grades identified at the Pan prospect, with stream assays returning up to 5.8g/t Au. A porphyry system that is 6km x 3km with multiple different alteration assemblages backed up by strong geophysics and geochemistry responses . Significant Changes in the State of Affairs Principal Activities The principal activities of the Group during the financial year were mineral exploration of gold and copper. No significant change in the nature of these activities occurred during the year. Information on Directors (continued) 2 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 DIRECTORS' REPORT Subsequent to year end, the Company raised $120,000 at $0.50 per share and $1,201,423 at $0.75 per share. Date of Issue Number of Shares Price per Share Total Amount Paid 7 August 2024 240,000 $0.50 $120,000 26 September 2024 668,532 $0.75 $501,399 21 October 2024 666,700 $0.75 $500,025 29 November 2024 266,665 $0.75 $199,999 The net loss of the Group for the financial year after providing for income tax amounted to $224,291 (2023: net profit of $70,555). Events Subsequent to the End of the Reporting Period Review of Operations (continued) This work advanced the Company’s gold targets and basement fault structure interpretation of both Tumbarumba and New England project areas. The Company continues to uncover more gold and copper prospects and is ranking these finds as part of future exploration drilling. The rapid definition of the gold prospects provides a basis for a major gold porphyry discovery in the near term. Such a discovery will result in a rerating of the market capital of the Company. Subsequent to the end of the financial year, a capital raising of $2,112,818 (net) was completed, whereby the shares are expected to be issued at the end of February 2025. Also subsequent to the end of the financial year, an employee sustained an injury whilst on site with the estimated liability amounting to $40,000. No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years. Likely Developments and Expected Results of Operations Likely developments in the operations of the Group and the expected results of those operations in future financial years have not been included in this report as the inclusion of such information is likely to result in unreasonable prejudice to the Group. Environmental Regulation The operations and proposed activities of the Group are subject to regulations concerning the environment. The Group's activities are expected to have an impact on the environment, particularly if advanced production development proceeds. The Group has a policy of exceeding, or at a minimum, complying with its environmental performance obligations, including compliance with all environmental laws. Production operations have inherent risks and liabilities associated with safety and damage to the environment and the disposal of waste products occurring as a result of development and production of the projects. The occurrence of any such safety or environmental incident could delay production or increase production costs. Events, such as unpredictable rainfall or wildfires may impact on the Group's ongoing compliance with environmental legislation, regulations and licences. Significant liabilities could be imposed on the Group for damages, clean up costs or penalties in the event of certain discharges into the environment, environmental damage caused by previous operations or non-compliance with environmental laws or regulations. There is a risk that environmental laws and regulations become more onerous making the Group's operations more expensive. Approvals are required for land clearing and for ground disturbing activities. Delays in obtaining such approvals can result in the delay to anticipated development and production activities. Dividends The Directors recommend that no dividend be provided for the year ended 30 June 2024 (2023: Nil). Shares under Option There were no unissued ordinary shares of the Company under option outstanding at the date of this report. Shares Issued on the Exercise of Options There were no ordinary shares of the Company issued on the exercise of options during the year ended 30 June 2024 and up to the date of this report. 3 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 DIRECTORS' REPORT Graham Howard Managing Director Date: 20/2/25 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 has been a lack of good faith. During the financial year, the Company paid a premium in respect of a contract to insure 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 the liability and the amount of the premium. Indemnity and Insurance of Auditor The Group has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Group or any related entity against a liability incurred by the auditor. During the financial year, the Group has not paid a premium in respect of a contract to insure the auditor of the Group or any related entity. Proceedings on Behalf of the Group No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Group, or to intervene in any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or part of those proceedings. 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 22. This Directors' Report is signed in accordance with a resolution of the Board of Directors: 4 Lauren Robinson Executive Director Unaudited Note 2024 2023 $ $ Revenue and other income Consulting fees 2 60,505 301,143 Interest income 882 - 61,387 301,143 Expenses Accounting, audit and bookkeeping fees 34,372 28,293 Consulting expenses 41,650 - Employee benefits expense 3 194,189 191,612 Occupancy expenses 6,232 - Other expenses 9,235 10,683 Total expenditure 285,678 230,588 (Loss)/Profit before income tax (224,291) 70,555 Income tax expense 4 - - (Loss)/Profit after income tax expense for the year (224,291) 70,555 Other comprehensive loss Other comprehensive loss for the year, net of tax - - Total comprehensive (loss)/income for the year (224,291) 70,555 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2024 The accompanying notes form part of these financial statements. X2A0T 5 Unaudited Note 2024 2023 $ $ Assets Current assets Cash and cash equivalents 7 504,455 155,879 Trade and other receivables 8 43,689 - Other current asset 9 79 - Income tax receivable 13 448 - Total current assets 548,671 155,879 Non-current assets Exploration and evaluation 10 534,902 101,579 Other non-current asset 9 60,000 60,000 Total non-current assets 594,902 161,579 Total assets 1,143,573 317,458 Liabilities Current liabilities Trade and other payables 12 254,904 17,839 Provision for annual leave 14 5,720 12,379 Total current liabilities 260,624 30,218 Total liabilities 260,624 30,218 Net assets 882,949 287,240 Equity Issued capital 15 1,033,100 213,100 Accumulated losses (150,151) 74,140 Total equity 882,949 287,240 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2024 The accompanying notes form part of these financial statements. X3A0T 6 Note Issued Capital Accumulated Losses Total $ $ $ Balance at 1 July 2022 (unaudited) 2,100 3,585 5,685 Profit after income tax expense for the year - 70,555 70,555 Shares issued during the year 15 211,000 - 211,000 Balance at 30 June 2023 (unaudited) 213,100 74,140 287,240 Balance at 1 July 2023 213,100 74,140 287,240 Loss after income tax expense for the year - (224,291) (224,291) Shares issued during the year 15 820,000 - 820,000 Balance at 30 June 2024 1,033,100 (150,151) 882,949 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2024 The accompanying notes form part of these financial statements. X4A0T 7 Unaudited 2024 2023 Note $ $ CASH FLOWS FROM OPERATING ACTIVITIES Consulting fees received 60,505 301,143 Payments to suppliers and employees (99,040) (285,721) Interest received 882 - Income tax paid (448) (1,692) Net cash (used in)/provided by operating activities 18 (38,101) 13,730 CASH FLOWS FROM INVESTING ACTIVITIES Payments for exploration and evaluation expenditure (433,323) (87,768) Net cash used in investing activities (433,323) (87,768) CASH FLOWS FROM FINANCING ACTIVITIES Share capital issued 820,000 211,000 Payment of shareholders' loans - (61,000) Net cash provided by financing activities 820,000 150,000 Net increase in cash held 348,576 75,962 Cash and cash equivalents at beginning of financial year 155,879 79,917 Cash and cash equivalents at end of financial year 7 504,455 155,879 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2024 The accompanying notes form part of these financial statements. X5A0T 8 Historical cost convention (a) (b) RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 Basis of Preparation The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, certain classes of property, plant and equipment and cash flow information. Going Concern General Information These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001. The Company is a for-profit entity for financial reporting purposes under Australian Accounting Standards. Note 1 Material Accounting Policies Parent Entity Information The financial statements cover Right Resources Pty Ltd as a consolidated entity consisting of Right Resources Pty Ltd and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Right Resources Pty Ltd's functional and presentation currency. In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in Note 20. The financial statements for the year ended 30 June 2024 have been prepared on the basis that the Group is a going concern and therefore, contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business. The Group’s ability to continue as a going concern is dependent upon its ability to generate cash flow through its business operations and the ability to raise additional finance from debt or equity if and when required to contribute to the Group’s working capital position. The Directors continue to be focused on meeting the Group’s business objectives and are mindful of the funding requirements to meet these objectives. These conditions indicate a material uncertainty that may cast significant doubt about the Group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business. The financial statements have been prepared on the basis that the Group is a going concern, which contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for the following reasons: The Group has historically demonstrated its ability to raise funds to satisfy its cash requirements. Management have considered the future capital requirements of the Group and will consider all funding options as required. Subsequent to 30 June 2024 the Group raised capital of $3,434,241; and The Group has the ability to scale back certain activities that are non-essential so as to conserve cash. During the year, the Group recorded a net loss after tax of $224,291 (2023: net profit after tax of $70,555) and had net cash outflows from operating activities of $38,101 (2023: net cash inflows of $13,730). Should the Group not be able to continue as a going concern it may be required to realise its assets and discharge its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements. The financial report does not include any adjustments relating to the recoverability or classification of recorded asset amounts, nor the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern. 9 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (a) Exploration and Evaluation Expenditure (b) Cash and Cash Equivalents (c) Employee Benefits (d) Provisions (e) Trade and Other Payables Note 1 Exploration for and evaluation of mineral resources is the search for mineral resources after the entity has obtained legal rights to explore in a specific area, as well as the determination of the technical feasibility and commercial viability of extracting the mineral resource. Accordingly, exploration and evaluation expenditures are those expenditures incurred by the Group in connection with the exploration for and evaluation of mineral resources before the technical feasibility and commercial viability of extracting a mineral resource are demonstrable. Accounting for exploration and evaluation expenditures is assessed separately for each ‘area of interest’. An ‘area of interest’ is an individual geological area which is considered to constitute a favourable environment for the presence of a mineral deposit or has been proved to contain such a deposit. Material Accounting Policies (continued) Exploration and evaluation costs are capitalised on the basis that the Group will commence commercial production in the future, from which time the costs will be amortised in proportion to the depletion of the mineral resources. Key judgements are applied in considering costs to be capitalised which includes determining expenditures directly related to these activities and allocating overheads between those that are expensed and capitalised. In addition, costs are only capitalised that are expected to be recovered either through successful development or sale of the relevant mining interest. Factors that could impact the future commercial production at the mine include the level of reserves and resources, future technology changes, which could impact the cost of mining, future legal changes and changes in commodity prices. 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 commercial production commences. Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to the end of the reporting period. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled. Employee benefits payable later than one year have been measured at the present value of the estimated future cash outflows to be made for those benefits. In determining the liability, consideration is given to employee wage increases and the probability that the employee may not satisfy any vesting requirements. Trade and other payables represent the liabilities for goods and services received by the Group that remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability. Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period. Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. 10 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (f) Goods and Services Tax (GST) (g) Note 1 Material Accounting Policies (continued) Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses. Current and deferred income tax expense/(income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are charged or credited directly to equity. A deferred tax liability shall be recognised for all taxable temporary differences, except to the extent that the deferred tax liability arises from: (a) the initial recognition of goodwill; or (b) the initial recognition of an asset or liability in a transaction which: (i) is not a business combination; and (ii) at the time of the transaction, affects neither accounting profit nor taxable profit/(tax loss). Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled and their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability. The income tax expense/(income) for the year comprises current income tax expense/(income) and deferred tax expense/(income). Revenues, expenses and assets (excluding receivables and payables) are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office (ATO). Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the ATO is included with other receivables or payables in the statement of financial position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities, which are recoverable from or payable to the ATO, are presented as operating cash flows included in receipts from customers or payments to suppliers. Income Tax Current income tax expense charged to profit or loss is the tax payable on taxable income for the current period. Current tax liabilities/(assets) are measured at the amounts expected to be paid to/(recovered from) the relevant taxation authority using tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised. Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where: (i) a legally enforceable right of set-off exists; and (ii) the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities, where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled. 11 RIGHT RESOURCES PTY LTD A.B.N. 81 649 632 744 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (h) Revenue and Other Income (i) Principles of Consolidation (j) Critical Accounting Estimates and Judgements Indicators of impairment for exploration and evaluation assets (k) Comparative Figures (l) Adoption of new and revised standards AASB 2021-2: Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and Definition of Accounting Estimates Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. Revenue is measured at the fair value of the consideration received or receivable and is presented net of returns, discounts and rebates. Interest income is recognised using the effective interest method. When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year. For the year ended 30 June 2024, the Group has reviewed all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (“AASB”) that are relevant to its operations and effective for annual reporting periods beginning on or after 1 July 2023. None of new or amended standards have had a material impact on the Group's financial statements. The preparation of financial statements requires management to make judgement, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in within the estimate is revised and in any future period affected. The Group adopted AASB 2021-2 which amends AASB 7, AASB 101, AASB 108 and AASB 134 to require disclosure of ‘material accounting policy information’ rather than significant accounting policies’ in an entity’s financial s