The Company

Mahesh S/o Pulandaran (Non-Executive Director)

Jim Williams (Chairman)

+ 65 6438 8995

+ 44 7774 274 836

AQSE Growth Market Corporate Adviser:

Peterhouse Capital Limited

Guy Miller/Mark Anwyl

+44 (0) 20 7469 0936

Year ended
31 December 2022

Year ended

31 December

2021

Note

£’000

£’000

Revenue

4

Investment income

-

-

Total revenue

-

Administration expenses

(139)

(431)

Loss allowance for loan

(17)

-

Operating loss

5

(156)

(431)

Finance costs

-

-

Loss before taxation

(156)

(431)

Taxation

8

-

-

Loss for the period attributable to equity holders of the company

(156)

(431)

Other comprehensive income

Translation exchange (loss)/gain

-

-

Other comprehensive income for the period net of taxation

-

-

Total comprehensive income for the period attributable to equity holders of the company

(156)

(431)

Loss per share

Basic and diluted (pence)

9

(7.46)

(22.87)

31 December

31 December

2022

2021

Note

£’000

£’000

Non-current assets

Investments accounted for using the equity method

10

136

136

Current assets

Trade and other receivables

11

23

22

Cash and cash equivalents

208

87

231

109

Total assets

367

245

Current liabilities

Trade and other payables

12

(83)

(97)

(83)

(97)

Net current assets

148

12

Net assets

284

148

Equity

Share capital

13

-

-

Share premium

13

1,154

863

Share based payment reserve

26

26

Retained earnings

(896)

(741)

Total equity

284

148

Share

capital

Share

premium

Share based payment reserve

Retained

earnings

Total

£’000

£’000

£’000

£’000

£’000

At 31 December 2020

-

643

26

(310)

359

Loss for the period

-

-

-

(431)

(431)

Total Comprehensive Income

-

-

-

(431)

(431)

Issue of share capital

-

220

-

-

220

Share based payments

-

-

-

-

-

Total contributions by and distributions to owners of the Company

-

220

-

-

220

At 31 December 2021

-

863

26

(741))

148

Loss for the period

-

-

-

(156)

(156)

Total Comprehensive Income

(156)

(156)

Issue of share capital

-

291

-

-

291

Total contributions by and distributions to owners of the Company

-

291

-

-

291

At 31 December 2022

-

1,154

26

(896)

284

Year ended

Year ended

31 Dec 2022

31 Dec 2021

£’000

£’000

Cash flows from operating activities

Operating loss

(156)

(431)

Share based payment charge

-

-

Issue of shares to settle liabilities

-

-

(Increase) in trade and other receivables

(1)

(4)

Increase/(decrease) in trade and other payables

(13)

30

Net cash outflow in operating activities

(170)

(405)

Financing activities

Issue of share capital

291

220

Issue costs

-

-

Net cash inflow/(outflow) from financing activities

291

220

Net decrease in cash and cash equivalents

121

(185)

Cash and cash equivalents at beginning of period

87

272

Cash and cash equivalents at end of period

208

87

1

General information

VVV Resources Limited (formerly Veni Vidi Vici Ltd) is a company incorporated on 14 November 2017 in the British Virgin Islands (“BVI”) under the BVI Business Companies Act, 2004 (as amended).  The address of its registered office is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands. The Company's ordinary shares are traded on the AQSE Growth Market as operated by Aquis Stock Exchange (“AQSE”).  The Company’s registered number is 1960948 and its place of business is 65 Chulia Steet, OCBC Centre #42-06, Singapore 049513. Its principal activity is that of an investment vehicle to identify investment opportunities and acquisitions in companies in the Precious Metals and Base Metals sectors.

The financial statements of VVV Resources Limited (formerly Veni Vidi Vici Ltd) for the year ended 31 December 2022 were authorised for issue by the Board on 7 July 2023 and the statements of financial position signed on the Board's behalf by Mahesh Pulandaran.

Investing policy

The investment strategy of the Company is to provide Shareholders with an attractive total return achieved primarily through capital appreciation. The Directors believe that there are numerous investment opportunities within both private and public businesses in the Base Metals and Precious Metals sector in North America and Australia.

The Board, through its extensive network of contacts, has identified a number of potentially interesting investment opportunities, although formal discussions in respect of any of these opportunities have not yet commenced.

The Company is likely to be an active investor and acquire control of certain target companies although it may also consider acquiring non-controlling shareholdings. The proposed investments to be made by the Company may be in either quoted or unquoted securities and made by direct acquisition of an interest in companies, partnerships or joint ventures, or direct interests in projects and can be at any stage of development. Accordingly, the Company’s equity interest in a proposed investment may range from a minority position to 100 per cent. ownership and a controlling interest.

If the Company takes a controlling stake, the acquisition could trigger a Reverse Takeover under Rule 57 of the AQSE Exchange Rules.

The Directors intend to acquire one or more investments in quoted or unquoted businesses or companies (in whole or in part) thereby creating a platform for further investments. The Company may need to raise additional funds for these purposes and may use both debt and/or equity.

The Directors and the Technical Adviser believe that their broad, collective experience, together with their extensive network of contacts, will assist them in identifying, evaluating and funding suitable investment opportunities. External advisers and investment professionals, over and above the Technical Adviser, will be engaged as necessary to assist with sourcing and due diligence of prospective opportunities. The Directors will also consider appointing additional directors with relevant experience if the need arises.

It is anticipated that returns to Shareholders will be delivered primarily through an appreciation in the price of the Ordinary Shares rather than capital distribution via regular dividends. In addition, there may be opportunities to spin out businesses in the form of distributions to Shareholders or make trade sales of business divisions and therefore contemplate returns via special dividends. Given the nature of the investment strategy, the Company does not intend to make additional regular and periodic disclosures or calculations of net asset value outside of the requirements for a AQSE Growth Market traded company. It is anticipated that the Company will hold investments for the medium to long term, although where opportunities exist for shorter term investments, the Company may undertake such investments.

Investing policy (continued)

In compliance with Rule 51 of the AQSE Exchange Rules, if the Company (as an Investment Vehicle) has not substantially implemented its investing policy after the period of one year following Admission, it will seek Shareholder approval in respect of the subsequent year for the further pursuit of its investment strategy.

Pursuant to Rule 52 of the AQSE Exchange Rules, the Company (as an Investment Vehicle), is required to substantially implement its investment strategy within a period of two years following Admission. In the event that the Company has not undertaken a transaction constituting a Reverse Takeover under Rule 57 of the AQSE Exchange Rules, or if it has otherwise failed to substantially implement its investment strategy within such two year period, AQSE Exchange will suspend trading of the Company’s Issued Share Capital in accordance with Rule 78 of the AQSE Exchange Rules. If suspension occurs, the Directors will consider returning the Company’s cash to Shareholders after deducting all related expenses.

The Directors intend to review the investment strategy on an annual basis and, subject to their review and in the absence of unforeseen circumstances, the Directors intends to adhere to the investment strategy. Changes to the investment strategy may be prompted, inter alia, by changes in government policies or economic conditions which alter or introduce additional investment opportunities. It is the intention of the Directors to invest the Company’s cash resources, as far as practicable, in accordance with the investment strategy. However, due to market and other investment considerations, it may take some time before the cash resources of the Company are fully invested.

It is intended that the funds initially available to the Company will be used to meet general working capital requirements, to undertake due diligence on potential target acquisitions and to make investments in accordance with the investment guidelines described above.

Statement of compliance with IFRS

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and as applied in accordance with the provisions of the BVI Business Companies Act, 2004 (as amended). The principal accounting policies adopted by the Company are set out below.

Basis of preparation

The financial statements have been prepared on the historical cost basis, except for the measurement to fair value of assets and financial instruments as described in the accounting policies below, and on a going concern basis.

The financial report is presented in Pound Sterling (£) and all values are rounded to the nearest thousand pounds (£‘000) unless otherwise stated.

New standards, amendments and interpretations adopted by the Company

During the financial year, the Company has adopted the following new IFRSs (including amendments thereto) and IFRIC interpretations that became effective for the first time.

Their adoption has not had any material impact on the disclosures or amounts reported in the financial statements.

Standards issued but not yet effective:

At the date of authorisation of these financial statements, several new, but not yet effective, Standards and amendments to existing Standards, and Interpretations have been published by IASB.  None of these Standards or amendments to existing Standards have been adopted early by the Company.

Management anticipates that all relevant pronouncements will be adopted for the first period beginning on or after the effective date of the pronouncement.  New Standards, amendments and Interpretations not adopted in the current year have not been disclosed as they are not expected to have a material impact on the Company’s financial statements.

The adoption of these standards is not expected to have any material impact on the financial statements of the Company.

Going Concern

The Directors noted the losses that the Company has made for the period ended 31 December 2022.  The Directors have prepared cash flow forecasts extending to 31 December 2024 which show that, in order for the company to continue to discharge its liabilities as they fall due and to continue with its planned exploration expenditure, additional cash will be required.

2

Significant accounting policies

Finance costs / investment revenue

Borrowing costs are recognised as an expense when incurred.

Investment revenue is recognised as the Company becomes entitled to such revenue.  Dividends are accounted for on receipt thereof.

Share capital

Financial instruments issued by the Company are treated as equity only to the extent that they do not meet the definition of a financial liability.  The Company’s ordinary shares are classified as equity instruments.

Share-based payments

Where equity settled share options are awarded to directors, the fair value of the options at the date of grant is charged to the statement of comprehensive income over the vesting period.  Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest.

Fair value measurement

IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The resulting calculations under IFRS 13 affected the principles that the Company uses to assess the fair value, but the assessment of fair value under IFRS 13 has not materially changed the fair values recognised or disclosed. IFRS 13 mainly impacts the disclosures of the Company. It requires specific disclosures about fair value measurements and disclosures of fair values, some of which replace existing disclosure requirements in other standards.

The company has no assets or liabilities at fair value

Financial instruments

Financial investments

Non-derivative financial assets comprising the Company’s strategic financial investments in entities not qualifying as subsidiaries, associates or jointly controlled entities.  These assets are classified as financial assets at fair value through profit or loss. They are carried at fair value with changes in fair value recognised through the income statement.  Where there is a significant or prolonged decline in the fair value of a financial investment (which constitutes objective evidence of impairment), the full amount of the impairment is recognised in the income statement. 

The company has no assets or liabilities at fair value.

Notes to the financial statements (continued)

__________________________________________________________________________________

Trade and other receivables

Trade receivables are measured at initial recognition at fair value, and are subsequently measured at amortised cost using the effective interest rate method. Trade and other receivables are accounted for at original invoice amount less any provisions for doubtful debts.  Provisions are made where there is evidence of a risk of non-payment, taking into account the age of the debt, historical experience and general economic conditions.  If a trade debt is determined to be uncollectable, it is written off, firstly against any provisions already held and then to the statement of comprehensive income.  Subsequent recoveries of amounts previously provided for are credited to the statement of profit or loss and other income.

Appropriate allowances for estimated irrecoverable amounts are recognised in profit or loss in accordance with the expected credit loss model under IFRS 9. For trade and other receivables which do not contain a significant financing component, the Company applies the simplified approach. This approach requires the allowance for expected credit losses to be recognised at an amount equal to lifetime expected credit losses. For other debt financial assets the Company applies the general approach to providing for expected credit losses as prescribed by IFRS 9, which permits for the recognition of an allowance for the estimated expected loss resulting from default in the subsequent 12-month period. Exposure to credit loss is monitored on a continual basis and, where material, the allowance for expected credit losses is adjusted to reflect the risk of default during the lifetime of the financial asset should a significant change in credit risk be identified.

The majority of the Company's financial assets are expected to have a low risk of default. A review of the historical occurrence of credit losses indicates that credit losses are insignificant due to the size of the Company's clients and the nature of its activities. The outlook for the natural resources industry is not expected to result in a significant change in the Company's exposure to credit losses. As lifetime expected credit losses are not expected to be significant the Company has opted not to adopt the practical expedient available under IFRS 9 to utilise a provision matrix for the recognition of lifetime expected credit losses on trade receivables. Allowances are calculated on a case-by-case basis based on the credit risk applicable to individual counterparties.

Trade and other payables

Trade and other payables are held at amortised cost which equates to nominal value.

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand, current balances with banks and similar institutions and liquid investments generally with maturities of 3 months or less.  They are readily convertible into known amounts of cash and have an insignificant risk of changes in values.

Investment in joint venture

A joint venture is a contractual arrangement whereby the Company and other parties undertake an economic activity that is subject to joint control; that is when the strategic financial and operating policy decisions relating to the activities require the unanimous consent of the parties sharing control.

These financial statements include the Company’s share of the total recognised gains and losses of joint ventures using the equity method, from the date that significant influence or joint control commences to the date that it ceases, based on present ownership interests and excluding the possible exercise of potential voting rights, less any impairment losses. When the Company’s interest in a joint venture has been reduced to nil because the Company’s share of losses exceeds its interest in the joint venture, the Company only provides for additional losses to the extent that it has incurred legal or constructive obligations to fund such losses, or where the Company has made payments on behalf of the joint venture. Where the disposal of an investment in a joint venture is considered to be highly probable, the investment ceases to be equity accounted and, instead, is classified as held for sale and stated at the lower of carrying amount and fair value less costs to sell.

Reversals of impairment losses are recognised in the income statement.

Notes to the financial statements (continued)

___________________________________________________________________________________

Impairment of non-current assets

The carrying values of all non-current assets are reviewed for impairment when there is an indication that the assets might be impaired.  Any provision for impairment is charged to the statement of comprehensive income in the year concerned.

Impairment losses on other non-current assets are only reversed if there has been a change in estimates used to determine recoverable amounts and only to the extent that the revised recoverable amounts do not exceed the carrying values that would have existed, net of depreciation or amortisation, had no impairments been recognised.

Taxation

BVI Business Companies are exempt from the BVI income tax, from tax on dividends, interest, royalties, compensations and other amounts paid by a company, also they are exempt from all the capital gains, estate, inheritance, succession or gift tax with respect to any shares, debt obligations or other securities of the BVI International Business Companies.  The companies are exempt from any kind of stamp duties relating in any way to its assets or activities, with an exception for land-ownership transactions in the BVI: in that case stamp duty remains payable.

Provisions

Provisions are recognised when the Company has a present obligation as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.  The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation.

Foreign currency translation

Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction.  Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the end of the reporting period.  All differences are taken to the statement of profit or loss and other comprehensive income.

3

Critical accounting judgements and key sources of estimation uncertainty

The preparation of financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses.  The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources.

Actual results may differ from these estimates.  The estimates and underlying assumptions are reviewed on an ongoing basis.  Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision only affects that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Significant estimates and assumptions that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities at 31 December 2022 are set out below:

Carrying value of the investment in Joint Venture

Management have reviewed the carrying value of the investment for signs of impairment. Largely due to the COVID pandemic limited activity commenced in early 2021 which was sufficient to meet the minimum licence spend of an average of $2,000 per year over the licence period. The licence expired in August 2021 and the Company, together with its joint venture partner renewed it for a further four years.  Management acknowledge that the carrying value of the investment which is based on its initial cost is based on judgement.  Therefore an annual impairment review is carried out each year end by the Directors and due to this uncertainty they approved at 31 December 2021 year end for a valuation to be carried out by a third party expert for the purposes of the audit.  Accordingly, the directors have concluded that no impairment is required as at 31 December 2022 having given approval for one of the Company’s suitably qualified and experienced directors to perform an internal valuation and impairment review based on the prior year’s external valuation.

Valuation of share-based payments to employees

The Company estimates the expected value of share-based payments to employees and this is charged through the income statement over the vesting period.  The fair value is estimated using the Black Scholes valuation model which requires a number of assumptions to be made such as level of share vesting, time of exercise, expected length of service and employee turnover and share price volatility.  This method of estimating the value of share-based payments is intended to ensure that the actual value transferred to employees is provided for by the time such payments are made.

4

Segmental information

An operating segment is a distinguishable component of the Company that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the Company’s chief operating decision maker to make decisions about the allocation of resources and assessment of performance and about which discrete financial information is available.

The chief operating decision maker has defined that the Company’s only reportable operating segments during the period is that of investment within the Precious and Base Metals Sector.

Subject to further acquisitions the Company expects to further review its segmental information during the forthcoming financial period.

The Company has not generated any revenues from external customers during the reported period.

In respect of the total assets of £383,000 (2021: £245,000), all arise in the company and within the Investment sector noted above.

5

Operating loss

Period to 31

Period to 31

Dec 2022

Dec 2021

£’000

£’000

Operating loss is stated after charging:

Directors’ remuneration

42

266

Audit fees

21

21

6

Auditor’s remuneration

2022

2021

£’000

£’000

Fees payable to the company’s auditors for the audit of the company’s

annual accounts

12

12

Fees payable to the company’s auditors for bookkeeping services

9

9

7

Directors’ remuneration

2022

2021

£’000

£’000

Remuneration

42

266

Fees and

Share based

salaries

payments

Total

2022

£’000

£’000

£’000

M Pulandaran

18

-

18

D Rigoll (2)

16

-

16

J Williams (4)

5

-

5

M Macleod (5)

3

-

3

42

-

42

Fees and

Share based

salaries

payments

Total

2021

£’000

£’000

£’000

M Pulandaran

18

-

18

L Kemp (1)

60

-

60

D Rigoll (2)

           183                

-

183

S Clarke (3)

5

-

5

266

-

266

Directors’ fees totalling £66,000 have been accrued as at 31 December 2022 (2021: £66,000) and those due to S Clarke in the year amounting to £Nil (2021: £5,000) were paid to Taisen (Hong Kong) Limited as detailed in Note 16 Related party transactions.  Remuneration for the highest paid director shown above related to director’s fees for consultancy and professional fees.

Directors have no pension benefits accruing at either year end.

1. Lester Kemp appointed 20 June 2021, resigned 19 July 2022
2. David Rigoll appointed 10 March 2021, resigned 11 October 2022
3. Simon Clarke appointed 20 June 2021, resigned 19 July 2022
4. Jim Williams appointed 17 October 2022
5. Malcolm Macleod appointed 30 September 2022

The Company has no other directly employed personnel.

8

Taxation

Year ended

Year to 31

31 Dec 2022

Dec 2021

£’000

£’000

Total current tax

-

-

The standard rate applicable in the BVI is 0% (2021: 0%) for the reasons set out in the following reconciliation:

2022

2021

£’000

£’000

Loss on ordinary activities before tax

(156)

(431)

Tax thereon at rates above

-

-

Current tax for the period

9

Loss per share

2022

2021

The calculation of loss per share is based on the loss after taxation divided by the weighted average number of shares in issue during the period:

£’000

£’000

Net loss after taxation

(156)

(431)

Number of shares

Weighted average number of ordinary shares for the purposes of basic loss per share

                   2,089,400

1,884,167

Basic and diluted loss per share (expressed in pence)

(7.46)

(22.87)

As inclusion of the potential ordinary shares would result in a decrease in the earnings per share, they are considered to be anti-dilutive, as such, a diluted earnings per share is not included.

10

Investments in associates and joint ventures

31 December

31 December

2022

2021

£’000

£’000

Opening balance

136

136

Purchased during the period

-

-

Impairment

-

-

At 31 December – carrying value

136

136

On 10 December 2018, the Company completed the Sale and Purchase Agreement with Goldfields Consolidated Pty Ltd for a 51 % beneficial interest in the Shangri La gold, copper and silver project in, Western Australia for AUD $220,000 consideration.

The consideration payable for the Tenement Interest is AUD $220,000 (the "Purchase Price"), satisfied by AUD $20,000 paid by the Company to Goldfields in cash and the issuance of 190,000 ordinary fully paid shares in the capital of the Company.

VVV and Goldfields have also entered into a joint venture agreement ("JVA") under which VVV will be responsible for an initial expenditure fee of AUD $300,000 over three years from the commencement of the JVA. The JV is controlled jointly but Goldfields, as local partner, and is entitled to a 10% management fee of expenses incurred by the JV for services connected with the day-to-day management of the JV.

As at 31 December 2022, there has been no activity within the JV, and no profit or loss attributable to the Company.

11

Trade and other receivables

31 December 2022

31 December 2021

£’000

£’000

Current trade and other payables

Prepayments

23

22

Other receivables

17

-

Loss allowance on loan

   (17)

-

Total

23

22

11

Trade and other receivables (continued)

12

Trade and other payables

31 December

31 December

2022

2021

£’000

£’000

Current trade and other payables

Trade creditors

1

-

Accruals

82

97

Total

83

97

13

Share capital

Number

Ordinary

Deferred

of shares

share

share

capital

capital

£000

£000

Allotted, issued and fully paid

At 31 December 2020

1,760,003

-

643

Issue of new ordinary shares on 19 March 2021

Issue of new ordinary shares on 19 March 2021

         100,000

         340,000

  -

                         -

                  50

                  170

At 31 December 2021

2,220,003

-

863

Issue of new ordinary shares on 26 October 2022

300,000

-

60

Issue of new ordinary shares on 31 October 2022

75,000

-

15

Issue of new ordinary shares on 9 November 2022

235,000

-

47

Issue of new ordinary shares on 9 November 2022

595,000

-

119

Issue of new ordinary shares on 25 November 2022

125,000

-

25

Issue of new ordinary shares on 8 December 2022

125,000

-

25

At 31 December 2022

3,655,003

-

1,154

During the year, 1,455,000 shares were issued at £0.20 for £291,000 (2021: 440,000 shares at £0.50 for £220,000) to improve cashflow.

Notes to the financial statements (continued)

__________________________________________________________________________________________

Warrants in issue

As at 31 December 2022, 494,750 warrants remain outstanding. 363,750 warrants were issued during the year (2021: 100,000), and no warrants were exercised, or lapsed during either period end.  All of the warrants in issue and outstanding are exercisable at 50p per share, 30,400 for a period up 48 months and the remaining 463,750 up to 24 months; the first 30,400 lapse on 2 August 2023.

Share Options

The Company has as at 31 December 2022, 245,000 share options in issue and outstanding. During the year no options were issued (2021: Nil), no options were exercised, cancelled, or lapsed.

14

Share based payments

31 December 2022

31 December 2021

Number

WAEP

Number

WAEP

GBP

GBP

Outstanding at the beginning of the period

245,000

0.53

245,000

0.53

Granted

-

-

-

-

Exercised

-

-

-

-

Outstanding at the end of the year

245,000

0.53

245,000

0.53

Exercisable at year end

245,000

245,000

First exercise date (when vesting conditions are met)

Grant date

Exercise price

Fair value

31 December 2022

31 December 2021

£

£

Number

Number

2 August 2018

2 August 2018

0.50

0.3305

75,000

75,000

4 June 2020

4 June 2020

0.55

0.0038

170,000

170,000

245,000

245,000

14

Share based payments (continued)

Risk free rate

Share price volatility

Expected life

Share price at date of grant

2 August 2018

1.00%

84%

60 months

£0.50

4 June 2020

0.63%

84%

60 months

£0.60

15

Financial instruments

The Company’s financial instruments comprise cash at bank and payables which arise in the normal course of business.  It is, and has been throughout the period under review, the Company’s policy that no speculative trading in financial instruments shall be undertaken.  The Company has been solely equity funded during the period.  As a result, the main risk arising from the Company’s financial instruments is currency risk.

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

2022

2021

£’000

£’000

Financial assets (current)

Cash and cash equivalents

208

87

Financial liabilities (current)

Trade payables and accruals

83

97

16

Related party transactions

During the period, the following related party transactions took place, £18,000 (2021: £18,000) was paid to CorPa Asia Advisory Pte Limited (“CorPa”) for director’s fees.  The Company’s Director Mahesh Pulandaran is an employee of CorPa. 

Also, during the period, £Nil (2021: £5,000) was paid to Taisen (Hong Kong) Limited in relation to director’s fees for Simon Clarke, the non-executive director appointed on 20 June 2021 and resigned 11 October 2022. 

Malcolm Macleod holds 20,000 shares in the Company and his wife, Leoni Macleod, holds 2,000 shares, Malcolm was appointed director in the Company on 30 September 2022 and received director’s fees of £3,000 in the period since appointment.

Remuneration of Key Management Personnel

The remuneration of the Directors and other key management personnel of the Company are set out below in aggregate for each of the categories specified in IAS24 Related party Disclosures.

2022

2021

£’000

£’000

Short-term employee benefits

42

266

Share-based payments

-

-

42

266

The SPA of March 2022, directly ties in, obtaining the remaining 49% of the Shangri La Project (held under licence by Goldfields Consolidated Pty Ltd and administered by Sorrento Resources Pty Limited with one common sole director, Thomas Reddicliffe) with 100% of the Austrian Mitterberg Project.  One of the SPA agreement signatories, namely Ventataraman Shridar Maharajapuram representing Anthony Vartkes Exploration is also a registered director and officer (elected 7 August 2017) of Battle Mountain Pty Limited, a substantial shareholder of the Company, owning 15% (2021: 25%) of the issued share capital.

Michael Shmazian assisted in fund raisings and in an advisory role to the Company during the year, post year end accepted payments for doing so which have subsequently been reimbursed; he holds 4,000 shares, under his name, in a nominee account and Exchange Minerals Ltd holds 25,000 share options in the Company. Michael Shmazian is a director in Exchange Minerals Ltd. 

Sorrento Resources Pty Limited is a related party as it administers Goldfields Consolidated Pty Ltd which wholly owned the Shangri La licence and currently owns 49% with the Company owing the remaining 51%.  Sorrento Resources Pty Limited own 5% (2021: 9%) of the Company’s issued share capital.

17

Principal risks and uncertainties

Interest rate risk and liquidity risk

The Company is funded by equity, maintaining all its funds in bank accounts.  The Company’s policy throughout the period has been to minimise the risk of placing available funds on short term deposit.  The short-term deposits are placed with banks for periods up to 1 month according to funding requirements. 

The Company had no undrawn committed borrowing facilities at any time during the period.

Currency risk

The Company is directly exposed to currency risk of its investments, as they are based in Australia, and exposed to movement against the Australian Dollar as their assets, liabilities, revenue and expenditure are denominated therein.  The company is denominated in pound sterling.

Notes to the financial statements (continued)

____________________________________________________________________________________

Market risk

The company is not currently exposed directly to market risk in relation to its investments, as these are not currently listed on any stock market anywhere in the world.

Fair values

Cash and cash equivalents (which are presented as a single class of assets on the face of the balance sheet) comprise cash held by the company with an original maturity of three months or less.  The carrying amount of these assets approximates their fair value.

The directors consider there to be no material difference between the book value of financial instruments and their values at the balance sheet date.

Risk management framework

The Company’s board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework.

The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits.  Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.  The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

Cost may be an appropriate estimation of fair value at the measurement date only in limited circumstances, such as for a pre-revenue entity when there is no catalyst for change in fair value, or the transaction date is relatively close to the measurement date. Other indicators include insufficient recent information, wide range of possible fair values and cost represents the best estimate.

18

Capital Commitments & Contingent Liabilities

There are no non-cancellable capital commitments as at the balance sheet date. The Company has no contingent liabilities at the balance sheet date.

19

Ultimate control

The Company has no individual controlling party.