2022
ANNUAL REPORT | INFORME ANUAL
ABN 40 052 468 569
CORPORATE DIRECTORY | DIRECTORIO CORPORATIVO
Directors
Mr Ian Middlemas
Chairman
Mr Robert Behets Acting Managing Director
Mr Francisco Bellón Executive Director
Mr Adam Parker Non-Executive Director
Company Secretary
Mr Dylan Browne
Spanish
Office
Berkeley Minera España, S.A.
Carretera SA-322, Km 30
37495 Retortillo
Salamanca, España
Telephone: +34 923 193 903
London
Office
Unit 3C, Princes House
38 Jermyn Street
London SW1Y 6DN, United Kingdom
Registered Office
Telephone: +61 8 9322 6322
Facsimile: +61 8 9322 6558
Website
and Email
www.berkeleyenergia.com
info@berkeleyenergia.com
Auditor
Spain
Ernst & Young España
Australia
Ernst and Young Australia - Perth
Bankers
Spain
Santander Bank
Australia
National Australia Bank Ltd
Australia and New Zealand Banking Group Ltd
Solicitors
Spain
Herbert Smith Freehills, S.L.P
United Kingdom
Bryan Cave Leighton Paisner LLP
Australia
Thomson Geer
Share Registry
Spain
IBERCLEAR
Plaza de la Lealtad, 1
28014 Madrid España
United Kingdom
Computershare Investor Services PLC
The Pavilions, Bridgewater Road
Bristol BS99 6ZZ
Telephone: +44 370 702 0000
Australia
Computershare Investor Services Pty Ltd
Level 11, 172 St Georges Terrace
Perth WA 6000
Telephone: +61 8 9323 2000
Stock Exchange Listing
s
Spain
Madrid, Barcelona, Bilboa and Valencia Stock Exchanges
(Code:
BKY)
United Kingdom
London Stock Exchange – Main Board (LSE Code: BKY)
Australia
Australian Securities Exchange (ASX Code: BKY)
CONTENTS | CONTENIDO
Page | Página
Directors' Report
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to and forming part of the Financial Statements
Directors' Declaration
Auditor's Independence Declaration
57
Independent Auditor’s Report
58
Corporate Governance
Mineral Resources and Ore Reserves Statement
ASX Additional Information
DIRECTORS’ REPORT
30 JUNE 2022
ANNUAL REPORT 2022
1
The Directors of Berkeley Energia Limited submit their report on the Consolidated Entity consisting of Berkeley
Energia Limited (“Company” or “Berkeley” or “Parent”) and the entities it controlled at the end of, or during, the year
ended 30 June 2022 (“Consolidated Entity” or “Group”).
OPERATING AND FINANCIAL REVIEW
Highlights
Highlights for and subsequent to the year end include:
x Appointment of Spanish Based Director:
The Company strengthened the Board’s technical capacity and Spanish operating experience with the
appointment of Mr Francisco Bellón as an Executive Director.
Mr Bellón is a Mining Engineer with more than 25 years of experience in the resources sector, including
specialisation in mineral processing. During his career, Mr Bellón has participated in the construction,
commissioning and operation of four mines in Spain, two in South America and two in West Africa, working at
an executive level for Toronto, New York or Madrid Stock Exchange listed companies, such as Rio Narcea
Gold Mines, Lundin Mining, ENDESA and Duro Felguera.
Mr Bellón who is based in Salamanca, joined Berkeley in 2011 as General Manager of Operations, and was
subsequently promoted to Chief Operating Officer in 2017. During this period, Mr Bellón has been responsible
for the Company’s day-to-day operations in Spain, and has overseen the development of the Salamanca
Project from the Scoping Study stage through to the completion of the Definitive Feasibility Study and Front
End Engineering Design.
Mr Bellón has a Masters Degrees in Mining Engineering and Occupational Health and Safety, Investor
Relations Certification from the Madrid Stock Exchange, and is Member of the Australasian Institute of Mining
and Metallurgy.
x European Nuclear Power and Global Uranium Market:
The outlook for nuclear power and the uranium market strengthened during the year, with a number of
important recent events, including:
x The response to the Russian invasion of Ukraine and the concern regarding import bans on Russian oil
and gas being expanded to uranium, which has also seen electricity prices in Spain increase by more than
10x compared to a year ago, with similar price hikes seen across Europe, causing mass social and
economic unrest
x In response, the European Parliament voted to reject objections to the inclusion of natural gas and nuclear
power in its taxonomy plan which had been subjected to extensive debate since late 2021. A majority of
ministers voted against the effort to block the inclusion of the two fuels/generating technologies.
Reportedly, “the result means the European Commission’s proposals to include certain nuclear and gas
activities within the list of investments that meet the taxonomy requirements, is now due to come into force
from the start of 2023, given that the European Council is not expected to object to it”.
Further, the European Commission released its proposed “REPowerEU Plan” in response to the Russian
invasion of Ukraine. The Plan looks to reduce/eliminate the European Union’s dependency on fossil fuel
imports from Russia
x Spain’s main opposition party, Partido Popular (“PP”), outlined its economic proposals to deal with the
economic and energy crises that the country is currently experiencing. The actions include the resurrection
of nuclear power in Spain and "extending the useful life of the reactors" in line with what other European
countries are doing. The PP believes that this technology must play a key role in the ecological transition
as a support for renewable energies, since the opposite would imply greater gas consumption and
therefore greater dependence on countries such as Russia. Further in August 2022, PP outlined its political
view that Spain should modify its current climate change law with respect to uranium reserves in Spain to
ensure Spain’s energy future is not reliant on Russian sources.
Security of supply concerns continued to be raised in Spain given that the country’s existing nuclear power
and fuel fabrication facilities import approximate 39% (2020) of their required uranium from Russia.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
2 BERKELEY ENERGIA LIMITED
OPERATING AND FINANCIAL REVIEW (Continued)
Highlights (Continued)
x At the Group of Seven (“G7”) meeting held in Germany, the broad-ranging G7 Leader’s Communique
specifically addressed the Russian aggression in Ukraine and its effects on global energy. Regarding
commercial nuclear power, the world leaders stated; “Those countries that opt to use it reaffirm the role of
nuclear energy in their energy mix. Those countries recognise its potential to provide affordable low-carbon
energy and contribute to the security of energy supply as a source of baseload energy and grid flexibility.”
Recognising the global role of Russian-sourced nuclear fuel, the communique clearly stated; “We will
further reduce reliance on civil nuclear and related goods from Russia, including working to assist countries
seeking to diversify their supplies. We task our relevant Ministers to evaluate the feasibility and efficiency
of these measures urgently.
x The International Energy Agency (“IEA”) released a new report Nuclear Power and Secure Energy
Transitions: From Today’s Challenges to Tomorrow’s Clean Energy Systems that highlights nuclear has
an essential part to play in delivering a clean, affordable and secure energy future. According to the IEA’s
report, a low-carbon, sustainable, affordable and secure energy future needs nuclear.
x President Macron cancelled the plan to close 12 reactors by 2035 and requested the state-owned nuclear
operator, EDF, to study the feasibility of prolonging reactor lifespans beyond the statutory 50 years. In
addition, his government supports the construction of six European Pressurised Reactors by 2050.
x Belgium’s Nuclear Research Centre announced that it will soon begin working with international partners
to evaluate the use case for advanced reactors in Belgium. The agency said it is now operating with a
Belgian federal government issued €100 million budget, and allocated €25 million per year for four years,
to conduct in-depth research into new nuclear units.
x The Czech Republic has launched a tender to build a new reactor at the Dukovany nuclear plant as the
country aims to increase its reliance on nuclear power generation. The project's estimated cost of
approximately €6 billion (US$6.4 billion) is the biggest single investment in the Czech Republic.
x Germany disclosed that it is reviewing all options at its disposal to ensure the country’s energy supply
remains robust amid uncertainty over Russian gas supply. The Economy Ministry stated in July that
Germany may extend the life of its three remaining nuclear power plants, as public support increases in
the face of growing energy shortages. The three plants – Isar 2, Emsland and Neckarwestheim 2 – which
made up 6% of Germany's power production in the first quarter of 2022, are scheduled to close at the end
of the year.
x The UK government released its national energy strategy policy paper outlining that nation’s plans for
enhanced energy security. Under the energy policy, nuclear would provide up to 25% of the country’s
electricity by 2050 from up to 24 GWe of nuclear generating capacity. In order to support its ambitious
commercial nuclear power goals, the UK will establish the Great British Nuclear Vehicle designed to
provide support to nuclear projects “through every stage of the development process.
x China announced plans to construct a further six nuclear reactors as the country pursues its Net Zero
goals, with approval given for Sanmen units 3 and 4, Haiyang 3 and 4, and Lufeng 5 and 6.
x Japan will have as many as nine nuclear power reactors in operation this winter, stated Prime Minister
Fumio Kishida. With five reactors currently online, the move will boost combined capacity from nuclear to
around 10% of the country's electricity needs. "We want to have ample capacity to ensure a stable supply
of electricity during peak times," Kishida said. "The national government will take the lead" on restarting
these reactors, "making tenacious efforts to secure the understanding and cooperation of local
governments and other stakeholders."
x South Korea released its revised energy policy which sets the goal of maintaining nuclear power’s share
of total electricity generation at a minimum of 30% by 2030.
ANNUAL REPORT 2022
3
Newly-elected President, Yoon Suk-yeol announced the construction of two reactors would resume
immediately. The Ministry of Trade, Industry and Energy also commented that in response to the global goals
of carbon neutrality and the Russia-Ukraine conflict which threatens global energy security supply chains, “it
is imperative that new energy policy goals and directions are set to better accomplish carbon neutral
government projects and the expansion of nuclear power.” Included in the energy policy are the goals of
exporting 10 nuclear power plants by 2030 as well as the development of a Korean small modular reactor
design.
The Uranium spot price closed at US$49 per pound at the end of the year, having seen a high of just below
US$65 per pound reached in April.
Longer-term uranium price indicators continued to rise steadily with a 23.5% increase year to date. At the end
of June, prices closed at US$50.00 per pound (Long-Term); US$54.50 per pound (3-year forward price); and
US$57.25 per pound (5-year forward price).
x Settlement of OIA Claim:
In April 2022, the Company announced that the claims brought against the Company by Singapore Mining
Acquisition Co Pte Ltd (a subsidiary of the Oman Investment Authority (“OIA”), formerly the State General
Reserve Fund of Oman) in relation to the investment agreement and convertible note (“Convertible Note”)
(“Claim”) had been settled with the parties agreeing to discontinue legal proceedings in the Supreme Court of
Western Australia.
The settlement of the Claim was achieved following the sale of 186,814,815 fully paid ordinary shares issued
to OIA in November 2021, via a fixed-price bookbuild at a price of A$0.35 per share executed as a Special
Crossing on ASX to clients of Argonaut Securities that included several specialist natural resources funds and
a broad array of high-quality investors based in Australia and overseas.
x Balance Sheet:
The Company is in a strong financial position with A$80 million in cash reserves and no debt.
Operations
Salamanca Project Summary
The Salamanca Project (“Salamanca” or “Project”) is being developed in an historic uranium mining area in Western
Spain about three hours west of Madrid.
The Project hosts a Mineral Resource of 89.3Mlb uranium, with more than two thirds in the Measured and Indicated
category. In 2016, Berkeley published the results of a robust Definitive Feasibility Study (“DFS”) for Salamanca
confirming that the Project will be one of the world’s lowest cost producers, capable of generating strong after-tax
cash flows. The DFS was based solely on Measured and Indicated Resources, with the following key study outputs
and economics:
x Producing 4.4 million pounds of uranium per annum (steady state operation)
x Initial mine life of 14 years
x Uranium prices based on UxC annual mid-long term base price projection (US$39.06 per pound (2017) –
US$67.69 per pound (2030))
x Initial capital cost of US$95.7 million
x Operating costs of US$15.39 per pound
x Post-tax NPV
8
of US$531.9 million
x Post-tax IRR of 60%
In 2021, the Company received formal notification from Ministry for Ecological Transition and the Demographic
Challenge (“MITECO”) that it had rejected the Authorisation for Construction for the uranium plant as a radioactive
facility (“NSC II”) application at Salamanca. This decision followed the unfavourable NSC II report issued by the
Nuclear Safety Council (“NSC”) in July 2021.
The Company continues to strongly defend its position in relation to the adverse resolution by MITECO and has
submitted an administrative appeal against the decision under Spanish law.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
4 BERKELEY ENERGIA LIMITED
OPERATING AND FINANCIAL REVIEW (Continued)
Operations (Continued)
Salamanca Project Summary (Continued):
In Berkeley’s strong opinion, MITECO has rejected the Company’s NSC II application without following a legally
established procedure and the Company believes that MITECO has infringed regulations on administrative
procedures in Spain, as well as Berkeley’s right of defence, which would imply that the decision on the rejection of
the Company’s NSC II application is not legal.
NSC II is the only key approval required to commence full construction of the Salamanca mine.
The Salamanca Project is being developed to the highest international standards and the Company’s commitment
to health, safety and the environment is a priority. Berkeley holds certificates in Sustainable Mining (UNE 22470-
80) and Environmental Management (ISO 14001) which were awarded by AENOR, an independent Spanish
government agency.
These management systems ensure that Company procedures are compliant with current regulations, ensure that
the environment is protected, the project is sustainable, and that all activities are carried out with respect for and in
collaboration with the local communities.
Berkeley’s efforts in the key area of Sustainable Mining have been independently recognised with it being selected
as the winner of the Outstanding Contribution to Sustainable Mining – Europe category in the 2020 Capital Finance
International Sustainability Awards.
Project Update:
The Company continued with its commitment to health, safety and the environment as a priority.
During year, the Company measured and reported its performance against its planned 2021 objectives in the areas
of health, safety, environment and sustainability.
The Sustainability Performance Report is a voluntary transparency initiative through which the Company openly
communicates information regarding its management systems in the areas of health, safety, environmental
protection and social responsibility, as well as its performance in sustainability, to all stakeholders.
The Sustainability Performance Report, which provides a detailed overview of environmental, social and
governance (“ESG”) activities over the 12-month period to 31 December 2021, has been distributed to key
stakeholders.
ANNUAL REPORT 2022
5
A copy of the Sustainable Performance Report can be found on the Company’s website at:
www.berkeleyenergia.com/sustainable-mining/.
Berkeley is committed to sustainable development, and accordingly has implemented Environmental and
Sustainable Management Systems to ensure compliance with performance standards. The UNE 22470-80 standard
for Sustainable Mining Management has established 55 indicators that are certified annually. Of these 55 indicators,
36 are currently applicable to Berkeley’s Salamanca Project. These are divided into: economic (5), social (19) and
environmental (12) categories.
Highlights from the 2021 performance include:
x R&D investment by the Company increased by 5%.
x 74% of consumables acquired by the Company were sourced locally i.e. promoting the socioeconomic
development of the province.
x Investment in environmental protection increased by 55% compared to previous year
Also noteworthy is the 29% reduction achieved in energy consumption, derived from fuel and electricity
consumption. These energy savings minimise resource depletion and contribute to a decrease in CO2 emissions
into the atmosphere. During 2021, The Company reduced CO
2
emissions by ~28% or the equivalent of eight tonnes
of CO
2
emissions to the atmosphere.
The Company continued its strong engagement with key stakeholders at a local, regional and federal level in Spain
during the year.
Exploration:
The Company continued with its exploration program focusing on battery and critical metals in Spain.
The exploration program is targeting lithium, cobalt, tin, tungsten and rare earths, within the Company’s existing
tenement package in western Spain. Further analysis of the mineral and metal endowment across the entire mineral
rich province and other prospective regions in Spain is also being undertaken, with a view to identifying additional
targets and regional consolidation opportunities.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
6 BERKELEY ENERGIA LIMITED
OPERATING AND FINANCIAL REVIEW (Continued)
Operations (Continued)
Exploration (Continued):
Whilst Berkeley remains focused on defending its position in relation to the adverse resolution by MITECO and
ultimately advancing the Salamanca Project towards production, the planned battery and critical metals exploration
initiative also facilitates the Company’s participation in these important, rapidly evolving, growth sectors which are
integral to the global clean energy transition.
Investigation Permit Conchas
The Investigation Permit (“I.P.”) Conchas is located ~10km south of Berkeley’s Alameda deposit, in the very western
part of Salamanca province, close to the Portuguese border (Figure 1).
Figure 1: I.P. Conchas Location Map
The I.P. covers an area of ~31km
2
in the western part of the Ciudad Rodrigo Basin and is largely covered by
Cenozoic aged sediments. Only the north-western part of the tenement is uncovered and dominated by the Guarda
Batholith (Vilar Formoso-Fuentes de Oñoro sector) intrusion. The tenement hosts a number of sites where small-
scale historical tin and tungsten mining was undertaken. In addition, several mineral occurrences (tin, tungsten,
titanium, lithium) have been identified during historical mapping or stream sediment sampling programs.
The Company completed initial soil sampling programs in northern and central portions of the tenement during
2021. The sampling, which was undertaken on a 200m by 200m grid, defined a tin-lithium anomaly covering
approximately 1.1km by 0.7km which correlated with a mapped aplo-pegmatitic leucogranite.
During the year, an infill and extension soil sampling program was undertaken to follow-up the 2021 results. A total
of 116 samples was collected to close the grid down to a 100m by 100m spacing over the previous defined anomaly,
and extend the coverage to the east on a 200m by 200m grid. The samples were subsequently prepared and sent
to ALS Seville for analysis.
The results of the infill soil sampling program have confirmed the spatial location, scale and tenor of the tin-lithium
anomaly defined in 2021 but failed to extend the anomalism to the east (Figure 2).
The Company has also recently obtained a report summarising exploration work undertaken by Billiton PLC on the
I.P. Conchas between 1981 and 1983. Billiton’s exploration was focused on tin and tantalum and comprised regional
and detailed geological mapping, geochemistry, trenching and limited drilling.
ANNUAL REPORT 2022
7
The results of Berkeley’s recent soil sampling program are encouraging and the Company is currently verifying,
evaluating and incorporating the additional historical information contained in the Billiton report, with a view to
planning the next phase of exploration activity to assess the tin-lithium anomaly.
Figure 2: I.P. Conchas 2021 and 2022 Soil Sampling Results
Board Changes:
On 26 October 2021, Mr Deepankar Panigrahi resigned as a Director of Berkeley.
On 1 July 2022, Mr Francisco Bellón was appointed as an Executive Director of Berkeley.
Results of Operations
The Consolidated Entity’s net profit after tax for the year ended 30 June 2022 was $65,038,000 (2021: restated loss
of $49,120,000). Significant items contributing to the year end profit and substantial differences from the previous
year include the following:
(i) Exploration and evaluation expenses of $3,792,000 (2021: $5,328,000), which is attributable to the Group’s
accounting policy of expensing exploration and evaluation expenditure incurred subsequent to the
acquisition of the rights to explore and up to and until a decision to develop or mine is made;
(ii) Non-cash fair value gain of $64,720,000 (2021 restated: loss of $21,620,000) on the Convertible Note and
unlisted options issued to OIA (the “OIA Options”). The fair value of the Convertible Note was calculated
using a probability-weighted payout approach on the basis that the Convertible Note converted at 30
November 2021 at the floor price of £0.27. At the date the Convertible Note automatically converted, the
valuation date share price was £0.105, which resulted in a gain of $60,789,000 (2021: loss of $18,546,000).
These financial liabilities increase or decrease in value as the share price of the Company fluctuates. During
the period, the Company issued 186,814,815 fully paid ordinary shares in the capital of the Company to OIA
following the automatic conversion of the Convertible Note in accordance with the terms of the investment
agreement and Convertible Note entered in with OIA in 2017. This has resulted in the Convertible Note
liability being derecognised with the Company’s share capital increasing;
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
8 BERKELEY ENERGIA LIMITED
OPERATING AND FINANCIAL REVIEW (Continued)
Results of Operations (Continued)
(iii) Foreign exchange gain of $5,311,000 (restated 2021: loss of $9,621,000) largely attributable on the US$53
million held in cash by the Group following the weakening of the AUD against the USD by some 8% during
the year;
(iv) Business development expenses of $124,000 (2021: $160,000) which includes the Group’s investor
relations activities including but not limited to public relations costs, marketing and digital marketing, broker
fees, travel costs, conference fees, business development consultant fees and stock exchange admission
fees;
(v) Non-cash share-based payment reversal of $101,000 (2021: expense of $186,000) was recognised in
respect of incentive securities granted to directors, employees and key consultants. The Company’s policy
is to expense the incentive securities over the vesting period; and
(vi) Non-cash impairment expenses of nil (restated 2021: $11,082,000). For the year ended 30 June 2021, the
Company impaired its non-current assets in relation to the Salamanca Project in accordance with the
requisite accounting standards following the formal notification from MITECO that it had rejected the
Company’s NSC II application at the Salamanca Project. This decision by MITECO followed the
unfavourable NSC II report issued by the NSC in July 2021.
The Company continues to strongly defend its position in relation to the adverse resolution by MITECO and
has submitted an administrative appeal against the decision under Spanish law.
In Berkeley’s strong opinion, MITECO has rejected the Company’s NSC II application without following a
legally established procedure and the Company believes that MITECO has infringed regulations on
administrative procedures in Spain, as well as Berkeley’s right of defence, which would imply that the
decision on the rejection of the Company’s NSC II application is not legal.
NSC II is the only key approval required to commence construction of the Salamanca mine.
Financial Position
At 30 June 2022, the Group is in an extremely strong financial position with cash reserves of $79,943,000 (2021:
$79,066,000). The Company had cash outflows during the year totalling $5,884,000, which was offset by foreign
exchange gain of $6,761,000 following the weakening of the AUD against the USD by some 8% during the year.
The Group had net assets of $87,633,000 at 30 June 2022 (2021 restated: net liabilities $13,332,000). The increase
is consistent and largely attributable to the conversion of the Convertible Note and derecognition of the associated
financial liability and corresponding increase in issued capital.
Business Strategies and Prospects for Future Financial Years
Berkeley’s strategic objective is to create long-term shareholder value with the Company's primary focus continuing
to be on progressing the approvals required to commence construction of the Salamanca mine and bring it into
production.
To achieve its strategic objective, the Company currently has the following business strategies and prospects:
x Continue in the defence of the Company’s rights with respect to the Salamanca Project;
x Continue to assess other business, development and investment opportunities at the Salamanca Project;
and
x Continue to assess other business and development opportunities in the resources sector.
All of these activities are inherently risky and the Board is unable to provide certainty that any or all of these activities
will be able to be achieved. The material business risks faced by the Company that are likely to have an effect on
the Company’s future prospects, and how the Company manages these risks, include but are not limited to the
following:
ANNUAL REPORT 2022
9
Mining licences and government approvals required – With the mining licence, environmental licence and the
Urbanism Licence (“UL”) already obtained at the Salamanca Project, the only major approval to commence
construction at the Project is NSC II.
During the year ended 30 June 2021, Berkeley reported that the NSC had issued an unfavourable report for the
grant of the NSC II. In November 2021, the Company received formal notification from MITECO that it had rejected
the NSC II application at the Company’s Salamanca Project. This decision followed the unfavourable NSC II report
issued by the NSC in July 2021.
In this regard, in December 2021, the Company submitted an administrative appeal against MITECO’s decision
under Spanish law. In the appeal, the Company refutes the NSC’s assessment on the basis that the NSC has
adopted an arbitrary decision with the technical issues used as justification to issue the unfavourable report lacking
in both technical and legal support. Furthermore, the Company states in the appeal that MITECO has rejected the
Company’s NSC II application without following a legally established procedure, and that MITECO has infringed the
Company’s right of defence, which would imply that the decision on the rejection of the Company’s NSC II
application is not legal. The MITECO appeal is currently pending resolution and there is no certainty on whether it
will be successful.
Berkeley also submitted further documentation to MITECO in which the Company, with strongly supported
arguments, dismantles all of the technical issues used by the NSC as justification to issue the unfavourable report.
Berkeley strongly refutes the NSC’s assessment and notes that all documentation submitted by the Company in
relation to NCS II has been prepared following advice from independent, nationally and internationally recognised
advisors and consultants who are experts in their field.
It should also be noted that more than 120 previous permits and favourable reports have been granted by the
relevant authorities at the local, regional, federal and European Union levels in relation to the Salamanca Project,
among which nine have been from the NSC.
The Company will continue to strongly defend its position in relation to the adverse decision by the NSC however
there remains a risk that the Company’s updated documentation and Improvement Report may not be considered
and NSCII is not awarded by MITECO.
Further, various appeals have also been made against other permits and approvals the Company has received for
the Salamanca Project, as allowed for under Spanish law, and the Company expects that further appeals will be
made against these and future authorisations and approvals in the ordinary course of events. Whilst none of these
appeals have been finally determined, no precautionary or interim measures have been granted in relation to the
appeals regarding the award of licences and authorisations at the Salamanca Project to date.
However, the successful development of the Salamanca mine will be dependent on the granting of all permits and
licences necessary for the construction and production phases, in particular the award NSC II which will allow for
the construction of the plant as a radioactive facility.
However, with any development project, there is no guarantee that the Company will be successful in applying for
and maintaining all required permits and licences to complete construction and subsequently enter into production.
If the required permits and licences are not obtained, then this could have a material adverse effect on the Group's
financial performance, which has led to a reduction in the carrying value of assets and may materially jeopardise
the viability of the Salamanca Project and the price of its Ordinary Shares.
Further, the Company’s exploration and any future mining activities are dependent upon the maintenance and
renewal from time to time of the appropriate title interests, licences, concessions, leases, claims, permits,
environmental decisions, planning consents and other regulatory consents which may be withdrawn or made
subject to new limitations. The maintaining or obtaining of renewals or attainment and grant of title interests often
depends on the Company being successful in obtaining and maintaining required statutory approvals for its
proposed activities. The Company closely monitors the status of its mining permits and licences and works closely
with the relevant Government departments in Spain to ensure the various licences are maintained and renewed
when required. However, there is no assurance that such title interests, licenses, concessions, leases, claims,
permits, decisions or consents will not be revoked, significantly altered or not renewed to the detriment of the
Company or that the renewals and new applications will be successful;
The Company may not successfully acquire new projects – In conjunction with seeking to overturn the negative
MITECO decision, the Company is also searching for and assessing other new business opportunities at the
Salamanca Project but also for new business opportunities in the resources sector which could have the potential
to build shareholder value. These new business opportunities may take the form of direct project acquisitions, joint
ventures, farm-ins, acquisition of tenements/permits, or direct equity participation.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
10 BERKELEY ENERGIA LIMITED
OPERATING AND FINANCIAL REVIEW (Continued)
Business Strategies and Prospects for Future Financial Years (Continued)
The Company’s success in its acquisition activities depends on its ability to identify suitable projects, acquire them
on acceptable terms, and integrate the projects successfully, which the Company’s Board is experienced in doing.
However, there can be no guarantee that any proposed acquisition will be completed or be successful and the
Directors are not able to assess the likelihood or timing of a successful acquisition. If a proposed acquisition is
completed the usual risks associated with a new project and/or business activities will remain. Further, any new
acquisition may require the establishment of a new business. The Company’s ability to generate revenue from a
new business will depend on the Company being successful in exploring, identifying mineral resources and
establishing mining operations in relation to a new project. Whilst the Directors have extensive industry experience,
there is no guarantee that the Company will be successful in exploring and developing a new project;
The Company’s activities are subject to Government regulations and approvals – The Company’s exploration and
any future mining activities are dependent upon the maintenance and renewal from time to time of the appropriate
title interests, licences, concessions, leases, claims, permits, environmental decisions, planning consents and other
regulatory consents which may be withdrawn or made subject to new limitations. The maintaining or obtaining of
renewals or attainment and grant of title interests often depends on the Company being successful in obtaining and
maintaining required statutory approvals for its proposed activities. The mining licence for the Salamanca Project
was granted in April 2014 and is valid until April 2044 (and renewable for two further periods of 30 years each).
The Company closely monitors the status of its mining and exploration permits and licences and works closely with
the relevant government departments in Spain to ensure the various licences are maintained and renewed when
required. However, there is no assurance that such title interests, licenses, concessions, leases, claims, permits,
decisions or consents will not be revoked, significantly altered or not renewed to the detriment of the Company or
that the renewals and new applications will be successful.
If such title interests, licences, concessions, leases, claims, permits, environmental decisions, planning consents
and other regulatory consents are not maintained or renewed then this could have a material adverse effect on the
Company’s financial performance and the price of its Ordinary Shares.
There can also be no assurances that the Company’s interests in its properties and licences are free from defects.
The Company has investigated its rights and believes that these rights are in good standing. There is no assurance,
however, that such rights and title interests will not be revoked or significantly altered to the detriment of the
Company.
In April 2021, the parliament in Spain (the “Spanish Parliament”) approved an amendment to the draft climate
change and energy transition bill relating to the investigation and exploitation of radioactive minerals (e.g. uranium).
The Spanish Parliament reviewed and approved the amendment to Article 10 under which: (i) new applications for
exploration, investigation and direct exploitation concessions for radioactive materials, and their extensions, would
not be accepted following the entry into force of this law; and (ii) existing concessions, and open proceedings and
applications related to these, would continue as per normal based on the previous legislation. The new law was
published in the Official Spanish State Gazette and came into effect in May 2021.
The Company currently holds legal, valid and consolidated rights for the investigation and exploitation of its mining
projects, including the 30-year mining licence (renewable for two further periods of 30 years) for the Salamanca
Project, however any new proceedings opened by the Company is now not allowed under the aforementioned new
law. This could create uncertainty and pose a risk on future applications, renewals or proceedings the Company
may have to make in the future at the Salamanca Project or elsewhere, which if unfavourable could have a
detrimental effect on the viability of the Salamanca Project or the Company’s pursuit of other development
opportunities.
Therefore, there can be no assurances that the Company’s rights and title interests will not be challenged or
impugned by third parties or governments in the future. To the extent that any such rights or title interests are
revoked or significantly altered to the detriment of the Company, then this could have a material adverse effect on
the Group’s financial performance and the price of its Ordinary Shares;
Additional requirements for capital – the ability to finance a mining project is dependent on the Company’s existing
financial position, the availability and cost of project funding and other debt markets, the availability and cost of
leasing and similar finance packages for project infrastructure and mobile equipment, the availability of mezzanine
and offtake financing and the ability to access equity markets to raise new capital. There can be no guarantees that
when the Company seeks to implement further financing strategies to pursue the development of its projects that
suitable financing alternatives will be available and at a cost acceptable to the Company;
ANNUAL REPORT 2022
11
The Company may be adversely affected by fluctuations in commodity prices – The price of uranium has fluctuated
widely since the Fukushima nuclear power plant disaster in March 2011 and is affected by further numerous factors
beyond the control of the Company. Future production, if any, from the Salamanca Project will be dependent upon
the price of uranium being adequate to make these properties economic. The Company currently does not engage
in any hedging or derivative transactions to manage commodity price risk, but as the Company’s Salamanca Project
advances, this policy will be reviewed periodically;
The Group’s projects are not yet in production – As a result of the substantial expenditures involved in mine
development projects, mine developments are prone to material cost overruns versus budget. The capital
expenditures and time required to develop new mines are considerable and changes in cost or construction
schedules can significantly increase both the time and capital required to build the mine; and
Global financial conditions may adversely affect the Company’s growth and profitability – Many industries, including
the mineral resource industry, are impacted by these market conditions. Some of the key impacts of the current
financial market turmoil include contraction in credit markets resulting in a widening of credit risk, devaluations and
high volatility in global equity, commodity, foreign exchange and energy markets, and a lack of market liquidity. A
slowdown in the financial markets or other economic conditions may adversely affect the Company’s growth and
ability to finance its activities.
DIRECTORS
The names of Directors in office at any time during the financial year or since the end of the financial year are:
Directors
Mr Ian Middlemas Chairman
Mr Robert Behets Non-Executive Director (Acting Managing Director)
Mr Francisco Bellón Executive Director (appointed 1 July 2022)
Mr Adam Parker Non-Executive Director
Mr Deepankar Panigrahi Non-Executive Director (resigned 26 October 2021)
Unless otherwise disclosed, Directors held their office from 1 July 2021 until the date of this report.
CURRENT DIRECTORS AND OFFICERS
Ian Middlemas
Chairman
Qualifications – B.Com, CA
Mr Middlemas is a Chartered Accountant, a member of the Australian Institute of Company Directors and holds a
Bachelor of Commerce degree. He worked for a large international Chartered Accounting firm before joining the
Normandy Mining Group where he was a senior group executive for approximately 10 years. He has had extensive
corporate and management experience, and is currently a director with a number of publicly listed companies in the
resources sector.
Mr Middlemas was appointed a Director and Chairman of Berkeley Energia Limited on 27 April 2012. During the
three year period to the end of the financial year, Mr Middlemas has held directorships in Constellation Resources
Limited (November 2017 – present), Apollo Minerals Limited (July 2016 – present), GCX Metals Limited (October
2013 – present), GreenX Metals Limited (August 2011 – present), Salt Lake Potash Limited (January 2010 –
present), Equatorial Resources Limited (November 2009 – present), Sovereign Metals Limited (July 2006 –
present), Odyssey Gold Limited (September 2005 – present), Peregrine Gold Limited (September 2020 – February
2022), Piedmont Lithium Limited (September 2009 – December 2020) and Cradle Resources Limited (May 2016 –
July 2019).
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
12 BERKELEY ENERGIA LIMITED
CURRENT DIRECTORS AND OFFICERS (Continued)
Robert Behets
Acting Managing Director, Non-Executive Director
Qualifications – B.Sc (Hons), FAusIMM, MAIG
Mr Behets is a geologist with over 30 years’ experience in the mineral exploration and mining industry in Australia
and internationally. He was instrumental in the founding, growth and development of Mantra Resources Limited, an
African focused uranium company, through to its acquisition by ARMZ for approximately A$1 billion in 2011. Prior
to Mantra, Mr Behets held various senior management positions during a long career with WMC Resources Limited.
Mr Behets has a strong combination of technical, commercial and managerial skills and extensive experience in
exploration, mineral resource and ore reserve estimation, feasibility studies and operations across a range of
commodities, including uranium, gold and base metals. He is a Fellow of The Australasian Institute of Mining and
Metallurgy, a Member of the Australian Institute of Geoscientists and was also previously a member of the
Australasian Joint Ore Reserve Committee (“JORC”).
Mr Behets was appointed a Director of the Company on 27 April 2012. During the three year period to the end of
the financial year, Mr Behets has held directorships in Odyssey Gold Limited (August 2020 – present), Constellation
Resources Limited (June 2017 – present), Apollo Minerals Limited (October 2016 – present) and Equatorial
Resources Limited (February 2016 – present).
Francisco Bellón del Rosal (Francisco Bellón)
Executive Director and Chief Operations Officer
Qualifications – M.Sc, MAusIMM
Mr Bellón is a Mining Engineer with more than 25 years of experience in the resources sector, including
specialisation in mineral processing. During his career, Mr Bellón has participated in the construction,
commissioning and operation of four mines in Spain, two in South America and two in West Africa, working at an
executive level for Toronto, New York or Madrid Stock Exchange listed companies, such as Rio Narcea Gold Mines,
Lundin Mining, ENDESA and Duro Felguera.
Mr Bellón who is based in Salamanca, joined Berkeley in 2011 as General Manager of Operations, and was
subsequently promoted to Chief Operating Officer in 2017. During this period, Mr Bellón has been responsible for
the Company’s day-to-day operations in Spain, and has overseen the development of the Salamanca Project from
the Scoping Study stage through to the completion of the Definitive Feasibility Study and Front End Engineering
Design. He has also been a Director of the Company’s Spanish subsidiaries since 2011.
Mr Bellón has a Masters Degrees in Mining Engineering and Occupational Health and Safety, Investor Relations
Certification from the Madrid Stock Exchange, and is Member of the Australasian Institute of Mining and Metallurgy
(“AusIMM”).
Mr Bellón was appointed a Director of the Company on 1 July 2022. Mr Bellón has not been a Director of another
listed company in the three years prior to the end of the financial year.
Adam Parker
Non-Executive Director
Qualifications – MA.Chem (Hons), ASIP
Mr Parker joined the Company after a long and successful career in institutional fund management in the City of
London spanning almost three decades, including being a co-founder of Majedie Asset Management. Mr Parker
began his career in 1987 at Mercury Asset Management (subsequently acquired by Merrill Lynch and now part of
BlackRock) and left in 2002 when he co-founded Majedie Asset Management.
Mr Parker was instrumental in building Majedie Asset Management into the successful investment boutique that it
is today. He managed funds including the Majedie UK Opportunities Fund, the Majedie UK Smaller Companies
Fund and a quarter of the Majedie UK Focus Fund. He left Majedie in 2015 and Majedie Asset Management has
since been acquired by Liontrust Asset Management in 2022.
Mr Parker was appointed a Director of Berkeley Energia Limited on 14 June 2017. Mr Parker has not been a Director
of another listed company in the three years prior to the end of the financial year.
ANNUAL REPORT 2022
13
Dylan Browne
Company Secretary
Qualifications – B.Com, CA, AGIA ACG
Mr Browne is a Chartered Accountant and Associate Member of the Governance Institute of Australia (Chartered
Secretary) who is currently Company Secretary for a number of ASX and European listed companies that operate
in the resources sector. He commenced his career at a large international accounting firm and has since been
involved with a number of exploration and development companies operating in the resources sector, based in
London and Perth, including Sovereign Metals Limited, Apollo Minerals Limited, GreenX Metals Limited and Papillon
Resources Limited. Mr Browne successfully listed GreenX on the Main Board of the London Stock Exchange and
the Warsaw Stock Exchange in 2015 and oversaw Berkeley’s listings on the Main Board London Stock Exchange
and the Spanish Stock Exchanges. Mr Browne was appointed Company Secretary of the Company on 29 October
2015.
PRINCIPAL ACTIVITIES
There was no significant change in the nature of those activities.
DIVIDENDS
No dividends have been declared, provided for or paid in respect of the financial year ended 30 June 2022 (2021:
nil).
EARNINGS PER SHARE
2022
Cents
2021
Restated
(Note 1(e))
Cents
Basic
and diluted earnings/(loss) per share
14.59
(
11.03)
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no significant changes in the state of affairs of the Consolidated Entity during the year.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
(i) On 1 July 2022, the Company strengthened the board with the appointment of Mr Francisco Bellón as an
Executive Director.
Other than as outlined above, as at the date of this report there are no matters or circumstances, which have arisen
since 30 June 2022 that have significantly affected or may significantly affect:
• the operations, in financial years subsequent to 30 June 2022, of the Consolidated Entity;
• the results of those operations, in financial years subsequent to 30 June 2022, of the Consolidated Entity; or
• the state of affairs, in financial years subsequent to 30 June 2022, of the Consolidated Entity.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The Consolidated Entity's operations are subject to various environmental laws and regulations under the relevant
government's legislation. Full compliance with these laws and regulations is regarded as a minimum standard for
all operations to achieve. Instances of environmental non-compliance by an operation are identified either by
external compliance audits or inspections by relevant government authorities.
There have been no significant known breaches by the Consolidated Entity during the financial year.
In September 2012, Berkeley qualified for certification in accordance with ISO 14001 of Environmental
Management, which sets out the criteria for an environmental management system, and UNE 22470-40 of
Sustainable Mining Management, which allows for the systematic monitoring and tracking of sustainability
indicators, and is useful in the establishment of targets for constant improvement. These certificates are renewed
following completion of audits established by the regulations, with the most recent renewal audit successfully
completed in July 2021.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
14 BERKELEY ENERGIA LIMITED
INFORMATION ON DIRECTORS' INTERESTS IN SECURITIES OF BERKELEY
Interest in Securities at the Date of this Report
Current Directors
Ordinary Shares
(i)
Incentive Options
(ii)
Ian Middlemas
12,100,000
-
Robert Behets
2,49
0,000
2,000,000
Francisco Bellón
1,150,000
2,000,000
Adam Parker
300
,000
-
Notes:
(i) ‘Ordinary Shares’ means fully paid ordinary shares in the capital of the Company.
(ii) ‘Incentive Options’ means an unlisted option to subscribe for one Ordinary Share in the capital of the Company
SHARE OPTIONS AND PERFORMANCE RIGHTS
At the date of this report the following unlisted securities have been issued over unissued Ordinary Shares of the
Company:
x 2,900,000 Incentive Options exercisable at $0.35 each on or before 31 December 2022;
x 3,700,000 Incentive Options exercisable at $0.40 each on or before 31 December 2023;
x OIA Options as follows:
x 10,089,000 unlisted options exercisable at £0.60 each expiring on 30 November 2022;
x 15,133,000 unlisted options exercisable at £0.75 each expiring on 30 May 2023; and
x 25,222,000 unlisted options exercisable at £1.00 each, expiring on 30 November 2023.
These securities do not entitle the holders to participate in any share issue of the Company or any other body
corporate. During the year ended 30 June 2022, no Ordinary Shares were issued as a result of the exercise of
Incentive Options or OIA Options. Subsequent to the end of the financial year and up and until the date of this
report, no Ordinary shares have been issued as a result of the exercise of Incentive Options or OIA Options. During
the year ended 30 June 2022, 186,814,815 Ordinary Shares were issued following the automatic conversion of the
Convertible Note.
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company's Directors and the board committees held
during the year ended 30 June 2022, and the number of meetings attended by each director.
The Board as a whole currently performs the functions of an Audit Committee and Risk Committee, however this
will be reviewed should the size and nature of the Company’s activities change.
Board Meetings
Remuneration and Nomination
Committee
(i)
Current Directors
Number Eligible
to Attend
Number
Attended
Number Eligible
to Attend
Number
Attended
Ian Middlemas
3 3 - -
Robert Behets
3 3 - -
Francisco Bellón
(ii)
- - - -
Deepankar Panigrahi
(iii)
1 1 - -
Adam Parker
3 3 - -
Notes:
(i) Remuneration and Nomination Committee meetings are generally considered and approved by means of written
resolutions of committee members.
(ii) Appointed as an Executive Director of the Company on 1 July 2022.
(iii) Resigned 26 October 2021.
ANNUAL REPORT 2022
15
REMUNERATION REPORT (AUDITED)
This report details the amount and nature of remuneration of each director and executive officer of the Company.
Details of Key Management Personnel
The Key Management Personnel (“KMP”) of the Group during or since the end of the financial year were as follows:
Directors
Mr Ian Middlemas Chairman
Mr Robert Behets Non-Executive Director (Acting Managing Director)
Mr Francisco Bellón Executive Director (appointed 1 July 2022)
Mr Adam Parker Non-Executive Director
Mr Deepankar Panigrahi Non-Executive Director (resigned 26 October 2021)
Other KMP
Mr Dylan Browne Company Secretary
There were no other KMP of the Company or the Group. Unless otherwise disclosed, the KMP held their position
from 1 July 2021 until the date of this report.
Remuneration Policy
The remuneration policy for the Group's KMP has been developed by the Board taking into account the size of the
Group, the size of the management team for the Group, the nature and stage of development of the Group's current
operations and market conditions and comparable salary levels for companies of a similar size and operating in
similar sectors.
In addition to considering the above general factors, the Board has also placed emphasis on the following specific
issues in determining the remuneration policy for KMP:
• the Group is currently focused on undertaking development and construction activities;
• risks associated with resource companies whilst exploring and developing projects; and
• other than profit which may be generated from asset sales (if any), the Group does not expect to be undertaking
profitable operations until sometime after the successful commercialisation, production and sales of
commodities from one or more of its current projects, or the acquisition of a profitable mining operation.
Remuneration and Nomination Committee
The Board has established an independent Remuneration and Nomination Committee (“Remcom”) to oversee the
Group’s remuneration and nomination responsibilities and governance. The remuneration committee members
currently consist of two directors being Mr Parker (as Chair) and Mr Behets.
The Remcom’s role is to determine the remuneration of the Company’s executives, oversee the remuneration of
KMP, and approve awards under the Company's long-term incentive plan (“Plan”).
The Remcom reviews the performance of executives and KMP and sets the scale and structure of their
remuneration and the basis of their service/consulting agreements. In doing so, the Remcom will have due regard
to the interests of shareholders.
In determining the remuneration of executives and KMP, the Remcom seeks to enable the Company to attract and
retain executives of the highest calibre. In addition, the Remcom decides whether to grant incentives securities in
the Company and, if these are to be granted, who the recipients should be.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
16 BERKELEY ENERGIA LIMITED
REMUNERATION REPORT (AUDITED) (Continued)
Remuneration Policy for Executives
The Group's remuneration policy is to provide a fixed remuneration component and a performance based
component (Incentive Options, Performance Rights and cash bonuses, see below). The Board believes that this
remuneration policy is appropriate given the considerations discussed in the section above and is appropriate in
aligning KMP objectives with shareholder and business objectives.
Fixed Remuneration
Fixed remuneration consists of base salaries, as well as employer contributions to superannuation funds and other
non-cash benefits. Non-cash benefits may include provision of motor vehicles, housing and health care benefits.
Fixed remuneration will be reviewed annually by the Remcom. The process consists of a review of Company and
individual performance, relevant comparative remuneration externally and internally and, where appropriate,
external advice on policies and practices.
Performance Based Remuneration – Short Term Incentive
Some KMP are entitled to an annual cash bonus upon achieving various key performance indicators (“KPI’s”), as
set by the Board. Having regard to the current size, nature and opportunities of the Company, the Board has
determined that these KPI’s will include measures such as successful completion of exploration activities (e.g.
completion of exploration programmes within budgeted timeframes and costs), development activities (e.g.
completion of feasibility studies and initial infrastructure), corporate activities (e.g. recruitment of key personnel and
project financing) and business development activities (e.g. project acquisitions and capital raisings). On an annual
basis, after consideration of performance against KPI’s, the Board determines the amount, if any, of the annual
cash bonus to be paid to each KMP. During the financial year no bonus (2021: nil) was paid, or is payable to KMP.
Performance Based Remuneration – Long Term Incentive
The Group has adopted a Plan comprising the grant of Performance Rights and/or Incentive Options to reward
KMP and key employees and contractors for long-term performance of the Company. Shareholders approved the
new Plan in February 2020.
To achieve its corporate objectives, the Group needs to attract, incentivise, and retain its key employees and
contractors. The Board believes that grants of Performance Rights and/or Incentive Options to KMP will provide a
useful tool to underpin the Group's employment and engagement strategy.
(i) Incentive Options
The Group has a Plan that provides for the issuance of Incentive Options as part of KMP and key employees and
contractors remuneration and incentive arrangements in order to attract, retain and to provide an incentive linked
to the performance of the Company.
The Board’s policy is to grant Incentive Options to KMP with exercise prices at or above market share price (at the
time of agreement). As such, Incentive Options granted to KMP are generally only of benefit if the KMP perform to
the level whereby the value of the Group increases sufficiently to warrant exercising the Unlisted Options granted.
Other than service-based vesting conditions (if any) and the exercise price required to exercise the Incentive
Options, there are no additional performance criteria on the Unlisted Options granted to executives, as given the
speculative nature of the Company’s activities and the small management team responsible for its running, it is
considered the performance of the KMP and the performance and value of the Group are closely related.
The Company prohibits executives entering into arrangements to limit their exposure to Incentive Options granted
as part of their remuneration package.
During the financial year, no Incentive Options were granted to KMP and key employees under the Plan. No
Incentive Options were exercised by key employees during the financial year.
ANNUAL REPORT 2022
17
(ii) Performance Rights
The Plan also enables the Group to issue unlisted Performance Rights which, upon satisfaction of the relevant
performance conditions attached to the Performance Rights, will result in the issue of an Ordinary Share for each
Performance Right. Performance Rights are issued for no consideration and no amount is payable upon conversion
thereof.
The Plan enables the Group to: (a) recruit, incentivise and retain KMP and other key employees and contractors
needed to achieve the Group's business objectives; (b) link the reward of key staff with the achievement of strategic
goals and the long-term performance of the Group; (c) align the financial interest of participants of the Plan with
those of Shareholders; and (d) provide incentives to participants of the Plan to focus on superior performance that
creates Shareholder value.
Performance Rights granted under the Plan to eligible participants will be linked to the achievement by the Group
of certain performance conditions as determined by the Board from time to time. These performance conditions
must be satisfied in order for the Performance Rights to vest. Upon Performance Rights vesting, Ordinary Shares
are automatically issued for no consideration. If a performance condition of a Performance Right is not achieved
by the expiry date then the Performance Right will lapse.
During the financial year, 200,000 Performance Rights lapsed on 31 December 2021 and no Performance Rights
were granted or converted.
Performance Based Remuneration – Long Term Incentive
Remuneration Policy for Non-Executive Directors
The Board policy is to remunerate Non-Executive Directors at market rates for comparable companies for time,
commitment and responsibilities. Given the current size, nature and risks of the Company, incentive options have
been used to attract and retain Non-Executive Directors. The Board determines payments to the Non-Executive
Directors and reviews their remuneration annually, based on market practice, duties and accountability.
Independent external advice is sought when required.
The maximum aggregate amount of fees that can be paid to Non-Executive Directors is subject to approval by
shareholders at a General Meeting. The maximum aggregate amount that may be paid to Non-Executive Directors
in a financial year is $350,000, as approved by shareholders at a Meeting of Shareholders held on 6 May 2009.
Director’s fees paid to Non-Executive Directors accrue on a daily basis. Fees for Non-Executive Directors are not
directly linked to the performance of the economic entity. However, to align Directors’ interests with shareholder
interests, the Directors are encouraged to hold shares in the Company. Given the size, nature and opportunities of
the Company, Non-Executive Directors may receive Incentive Options or Performance Rights in order to secure
and retain their services.
Fees for the Chairman were set at $50,000 per annum (2021: $50,000) (including post-employment benefits).
Fees for Non-Executive Directors’ were set at $45,000 per annum (2021: $45,000) (including post-employment
benefits). These fees cover main board activities only. Non-Executive Directors may receive additional
remuneration for other services provided to the Company, including but not limited to, membership of committees.
During the 2022 financial year, no Incentive Options or Performance Rights were granted to Non-Executive
Directors.
The Company prohibits Non-Executive Directors entering into arrangements to limit their exposure to Incentive
Options granted as part of their remuneration package.
Relationship between Remuneration and Shareholder Wealth
During the Group's exploration and development phases of its business, the Board anticipates that the Company
will retain future earnings (if any) and other cash resources for the operation and development of its business.
Accordingly, the Company does not currently have a policy with respect to the payment of dividends and returns of
capital. Therefore, there was no relationship between the Board’s policy for determining, or in relation to, the nature
and amount of remuneration of KMP and dividends paid and returns of capital by the Company during the current
and previous four financial years.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
18 BERKELEY ENERGIA LIMITED
REMUNERATION REPORT (AUDITED) (Continued)
Relationship between Remuneration and Shareholder Wealth (Continued)
The Board does not directly base remuneration levels on the Company's share price or movement in the share
price over the financial year and the previous four financial years. Discretionary annual cash bonuses are based
upon achieving various non-financial KPIs as detailed under ‘Performance Based Remuneration – Short Term
Incentive’ and are not based on share price or earnings. As noted above, a number of KMP have also been granted
Performance Rights and Incentive Options, which generally will be of greater value should the value of the
Company's shares increase (subject to vesting conditions being met), and in the case of options, increase
sufficiently to warrant exercising the Incentive Options granted.
Relationship between Remuneration of KMP and Earnings
As discussed above, the Group is currently undertaking exploration and development activities, and does not expect
to be undertaking profitable operations until sometime after the successful commercialisation, production and sales
of commodities from one or more of its current projects.
Accordingly, the Board does not consider earnings during the current and previous four financial years when
determining, and in relation to, the nature and amount of remuneration of KMP.
The maximum aggregate amount of fees that can be paid to Non-Executive Directors is subject to approval by
shareholders at a General Meeting. Fees for Non-Executive Directors are not linked to the performance of the
economic entity. However, to align Directors' interests with shareholder interests, the Directors are encouraged to
hold shares in the Company and Non-Executive Directors have received Performance Rights and Incentive Options
in order to secure their services and as a key component of their remuneration.
General
Where required, KMP receive superannuation contributions (or foreign equivalent), currently equal to 10% (2021:
9.5%) of their salary, and do not receive any other retirement benefit. From time to time, some individuals have
chosen to sacrifice part of their salary to increase payments towards superannuation.
All remuneration paid to KMP is valued at cost to the Company and expensed. Incentive Options and Performance
Rights are valued using an appropriate valuation methodology. The value of these Incentive Options and
Performance Rights is expensed over the vesting period.
KMP Remuneration
Details of the nature and amount of each element of the remuneration of each Director and other KMP of the
Company or Group for the financial year are as follows:
Short-term Benefits
Non-Cash
Percentage
2022
Salary &
Fees
$
Cash
Incentive
$
Other
Non-
Cash
Benefits
(4)
$
Post
Employ-
ment
Benefits
(5)
$
Share-
Based
Payments
(6)
$
Total
$
of Total
Remunerat-
ion that
Consists of
Options/
Rights
%
Percent-
age
Perform-
ance
Related
%
Directors
Ian Middlemas
45,600
-
-
4,560
-
50,160
-
-
Robert Behets
238,909
-
-
4,091
-
243,000
-
-
Francisco Bellón
(1)
301,216
-
56,827
24,008
17,534
399,585
4.4
-
Adam Parker
60,000
-
-
2,250
-
62,250
-
-
Deepankar Panigrahi
(2)
11,250
-
-
-
-
11,250
-
-
Other KMP
Dylan Browne
(3)
-
-
-
-
6,137
6,137
100.0
-
Total
656,975
-
56,827
34,909
23,671
772,382
ANNUAL REPORT 2022
19
Notes:
(1)
Mr Bellón was appointed as an Executive Director of the Company on 1 July 2022. Mr Bellón has been the Company’s Chief
Operations Officer since 2017.
(2)
Mr Panigahi resigned effective 26 October 2021.
(3)
Mr Browne provided services as the Company Secretary through a services agreement with Apollo Group Pty Ltd (“Apollo
Group”). During the year, Apollo Group was paid or is payable A$240,000 for the provision of serviced office facilities and
administrative, accounting, company secretarial and transaction services to the Group
(4)
Other Non-Cash Benefits includes payments made for housing and car benefits.
(5)
Contains statutory superannuation and social security.
(6)
Share-based payments are measured for by using a Black-Scholes option pricing valuation method and are expensed over
the vesting period of the Incentive Options on issue.
Short-term Benefits
Non-Cash
Percentage
2021
Salary &
Fees
$
Cash
Incentive
$
Other
Non-
Cash
Benefits
(3)
$
Post
Employ-
ment
Benefits
(4)
$
Share-
Based
Payments
(5)
$
Total
$
of Total
Remunerat-
ion that
Consists of
Options/
Rights
%
Percent-
age
Perform-
ance
Related
%
Directors
Ian Middlemas
45,600
-
-
4,332
-
49,932
-
-
Robert Behets
206,696
-
-
3,904
23,682
234,282
10.1
-
Adam Parker
60,000
-
-
1,666
-
61,666
-
-
Nigel Jones
(1)
18,173
-
-
-
-
18,173
-
-
Deepankar Panigrahi
45,000
-
-
-
-
45,000
-
-
Other KMP
Francisco Bellón
309,886
-
54,614
24,491
50,743
439,734
11.5
-
Dylan Browne
(2)
-
-
-
-
21,499
21,499
100.0
-
Total
685,355
-
54,614
34,393
95,924
870,286
Notes:
(1)
Mr Jones resigned effective 25 November 2020.
(2)
Mr Browne provided services as the Company Secretary through a services agreement with Apollo Group Pty Ltd (“Apollo
Group”). During the year, Apollo Group was paid or is payable A$240,000 for the provision of serviced office facilities and
administrative, accounting, company secretarial and transaction services to the Group
(3)
Other Non-Cash Benefits includes payments made for housing and car benefits.
(4)
Contains statutory superannuation and social security.
(5)
Share-based payments are measured for by using a Black-Scholes option pricing valuation method and are expensed over
the vesting period of the Incentive Options on issue.
Incentive Options and Performance Rights Granted to KMP
No Incentive Options and Performance Rights were granted, exercised or lapsed for KMP of the Group during the
year ended 30 June 2022.
Employment Contracts with Directors and KMP
Current Directors
Mr Ian Middlemas, Chairman, has a letter of appointment dated 29 June 2015 confirming the terms and conditions
of his appointment. Effective from 1 July 2013, Mr Middlemas has received a fee of $50,000 per annum inclusive
of superannuation.
Mr Robert Behets, Non-Executive Director (Acting Managing Director), has a letter of appointment dated 29 June
2015 confirming the terms and conditions of his appointment. Effective 1 July 2017, Mr Behets has received a fee
of $45,000 per annum inclusive of superannuation. Mr Behets also has a services agreement with the Company
dated 18 June 2012, which provides for a consultancy fee at the rate of $1,200 per day for management and
technical services provided by Mr Behets. Either party may terminate the agreement without penalty or payment by
giving two months’ notice.
DIRECTORS’ REPORT
30 JUNE 2022
(Continued)
20 BERKELEY ENERGIA LIMITED
REMUNERATION REPORT (AUDITED) (Continued)
Employment Contracts with Directors and KMP (Continued)
Current Directors (Continued)
Mr Francisco Bellón, has a letter of appointment confirming the terms and conditions of his appointment as an
executive director of the Company dated 24 June 2022. Mr Bellón was appointed as an executive director of the
Company effective 1 July 2022. Mr Bellón also has a contract of employment dated 14 April 2011 which was
amended on 1 July 2011, 13 January 2015 and 16 March 2017. The contract specifies the duties and obligations
to be fulfilled by the Chief Operations Officer. The contract has a rolling term and may be terminated by the Company
giving six months’ notice, or 12 months in the event of a change of control of the Company. In addition to the notice
period, Mr Bellón will also be entitled to receive an amount equivalent to statutory unemployment benefits
(approximately €25,000) and statutory severance benefits (equivalent to 45 days remuneration per year worked
from 9 May 2011 to 11 February 2012, and 33 days remuneration per year worked from 12 February 2012 until
termination). No amount is payable in the event of termination for neglect of duty or gross misconduct. Mr Bellón
received a fixed remuneration component of €190,000 per annum (increasing to €220,000 per annum as at 1 July
2022) plus compulsory social security contributions regulated by Spanish law, as well as the provision of
accommodation in Salamanca and a motor vehicle.
Mr Adam Parker, Non-Executive Director, has a letter of appointment with Berkeley dated 5 June 2017 confirming
the terms and conditions of his appointment. Effective from 28 August 2017, Mr Parker receives a fee of $45,000
per annum for his Board duties and $15,000 for chairing the Remcom.
Equity instruments held by Key Management Personnel
Incentive Options and Performance Rights holdings of KMP
2022
Held at
1 July 2021
Granted as
Compen-
sation
Vested
securities
exercised
Expired
Held at
30 June
2022
Vested and
exerciseable
at 30 June
2022
Directors
Ian Middlemas
-
-
-
-
-
-
Robert Behets
2,000,000
-
-
-
2,000,000
2,000,000
Francisco Bellón
(1)
2,000,000
-
-
-
2,000,000
2,000,000
Adam Parker
-
-
-
-
-
-
Deepankar Panigrahi
-
-
-
-
-
(2)
-
Other KMP
Dylan Browne
700,000
-
-
-
700,000
700,000
Notes:
(1)
Appointed as an Executive Director of the Company on 1 July 2022. Mr Bellón has been the Company’s Chief Operations
Officer since 2017.
(2)
As at resignation date being 26 October 2021.
Shareholdings of KMP
2022
Held at
1 July 2021
Granted as
Compensation
Options
exercised/Rights
converted
On market
purchase/(sale)
Held at
30 June 2022
Directors
Ian Middlemas
9,300,000
-
-
2,800,000
12,100,000
Robert Behets
2,490,000
-
-
-
2,490,000
Francisco Bellón
(1)
1,150,000
-
-
-
1,150,000
Adam Parker
200,000
-
-
100,000
300,000
Deepankar Panigrahi
-
-
-
-
-
(2)
Other KMP
Dylan Browne
-
-
-
-
-
ANNUAL REPORT 2022
21
Notes:
(1)
Appointed as an Executive Director of the Company on 1 July 2022. Mr Bellón has been the Company’s Chief Operations
Officer since 2017.
(2)
As at resignation date being 26 October 2021.
End of Remuneration Report.
AUDITOR’S AND OFFICERS' INDEMNITIES AND INSURANCE
Under the Constitution the Company is obliged, to the extent permitted by law, to indemnify an officer (including
Directors) of the Company against liabilities incurred by the officer in that capacity, against costs and expenses
incurred by the officer in successfully defending civil or criminal proceedings, and against any liability which arises
out of conduct not involving a lack of good faith.
During the financial year, the Company has paid an insurance premium to insure Directors and officers of the
Company against certain liabilities arising out of their conduct while acting as a Director or Officer of the Company.
Under the terms and conditions of the insurance contract, the nature of liabilities insured against cannot be
disclosed.
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the
terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified
amount). No payment has been made to indemnify Ernst & Young during or since the financial year.
NON-AUDIT SERVICES
During the year, the Company’s auditor, Ernst & Young, received, or is due to receive, $80,747 (2021: $55,038) for
the provision of non-audit services. The Directors are satisfied that the provision of non-audit services is compatible
with the general standard and independence for auditors imposed by the Corporations Act 2001 (“Corporations
Act”).
ROUNDING
The amounts contained in the financial report have been rounded to the nearest $1,000 (where rounding is
applicable) where noted ($000) under the option available to the Company under ASIC Corporations (Rounding in
Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which this legislative instrument
applies.
AUDITOR'S INDEPENDENCE DECLARATION
The auditor's independence declaration is on page 57 of the Annual Financial Report.
This report is made in accordance with a resolution of the Directors made pursuant to section 298(2) of the
Corporations Act.
For and on behalf of the Directors
ROBERT BEHETS
Director
30 August 2022
Forward Looking Statement
Statements regarding plans with respect to Berkeley’s mineral properties are forward-looking statements. There can be no
assurance that Berkeley’s plans for development of its mineral properties will proceed as currently expected. There can
also be no assurance that Berkeley will be able to confirm the presence of additional mineral deposits, that any
mineralisation will prove to be economic or that a mine will successfully be developed on any of Berkeley’s mineral
properties.
RO
RO
RO
RO
RO
RO
R
R
RO
O
O
RO
R
O
RO
RO
RO
O
O
O
RO
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
BE
BE
E
BE
E
B
B
B
B
B
B
E
E
E
BE
BE
B
BE
B
BE
B
BE
E
BE
B
B
B
B
BE
BE
BE
BE
B
B
B
E
E
E
BE
BE
BE
BE
B
BE
BE
E
E
B
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
RT
RT
RT
RT
RT
T
T
RT
RT
RT
R
RT
RT
RT
T
RT
RT
R
RT
RT
R
RT
R
R
R
RT
R
RT
R
RT
RT
RT
RT
R
R
R
R
R
R
R
R
R
RT
R
R
R
R
R
RT
R
R
R
RT
R
R
RT
RT
R
R
R
RT
RT
R
R
R
R
R
R
R
R
R
R
R
R
T
T
RT
R
R
R
T
T
T
T
T
T
RT
T
R
R
R
R
RT
T
R
R
T
T
R
R
R
R
R
R
T
R
R
R
R
R
R
R
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
EH
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
E
ET
S
Di
D
D
re
re
e
re
re
re
re
e
e
re
e
e
e
re
e
e
re
e
re
re
e
e
e
e
e
e
e
e
re
re
re
e
e
e
r
re
r
r
r
re
e
e
r
r
e
r
r
r
r
r
r
r
r
r
r
r
r
r
r
e
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
ct
or
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2022
22 BERKELEY ENERGIA LIMITED
Note
2022
$
000
2021
Restated
(Note 1(e))
$000
Interest income
Exploration
and evaluation expenses
(3,792 )
(5,328 )
Business development expenses
(124 )
(160 )
Corporate and a
dministration expenses
(1,210 )
(1,146 )
Share
-based payment reversal/(expenses)
(186 )
Fair value movement on financial liabilities
(
Foreign exchange movements
(
Impairment expenses
(
Profit/(loss) before income tax
(49,120 )
Income tax
benefit/(expense)
5
Profit/(loss) after income tax
(
Other comprehensive income, net of income tax:
Items that may be classified subsequently to profit or loss
:
Exchange differences arising on translation of foreign
operations
(514 )
(604 )
Ot
her comprehensive loss, net of income tax
(514 )
(604 )
Total comprehensive income/(loss) for the year
attributable to Members of Berkeley Energia Limited
(49,724 )
Basic and diluted earnings/(loss) per share (cents per share)
(11.03 )
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in
conjunction with the accompanying Notes
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE
2022
ANNUAL REPORT 2022
23
Note
2022
$
000
2021
Restated
(Note 1(e))
$000
ASSETS
Current Assets
Cash and cash equivalents
Other receivables
Total Current Assets
Non-current Assets
Exploration expenditure
Property, plant and equipment
Other financial assets
Total Non-current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and
other payables
Financial liabilities
Other liabilities
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS/(LIABILITIES)
(13,332 )
EQUITY/(SHAREHOLDERS’ DEFICIT)
Equity attributable to equity holders of the
Company
Issued capital
Reserves
(2,187 )
(1,572 )
Accumulated losses
(116,584 )
(
TOTAL EQUITY/(DEFICIENCY)
(
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying
Notes
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022
24 BERKELEY ENERGIA LIMITED
Issued Capital
Share-
Based
Payments
Reserve
Foreign
Currency
Translation
Reserve
Accumulated
Losses
Total Equity
$000
$000
$000
$000
$000
Restated a
s at 1 July 2021
(2,014 )
(181,622 )
(
Total comprehensive profit/(loss) for the
period:
Net
profit/(loss) for the year
-
-
-
Other Comprehensive Income:
Exchange differences arising on translation
of foreign operations
-
-
(
-
(514 )
Total comprehensive
profit/(loss)
-
-
(
Issue of ordinary shares
-
-
-
Share issue costs
(93 )
-
-
-
(93 )
Lapse of Performance Rights
-
(148 )
-
-
(148 )
Share
-based payments expense
-
-
-
As at 30 June
2022
(
(
As at 1 July
2020
(1,410 )
(132,502 )
Total comprehensive loss for the
period:
Restated net loss for the year (note 1(e))
-
-
-
(49,120 )
(49,120 )
O
ther Comprehensive Income:
Exchange differences arising on
translation of foreign operations
-
-
(604 )
-
(604 )
Restated total comprehensive loss
-
-
(604 )
(
(49,724 )
Issue of ordinary shares
(38 )
-
-
-
Share issue costs
(5 )
-
-
-
(5 )
Share
-based payments expense
-
-
-
As at 30 June
2021 (restated)
(2,014 )
(
(
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying
Notes
CONSOLIDATED STATEMENT OF
CASH FLOWS
FOR THE YEAR ENDED 30 JUNE
2022
ANNUAL REPORT 2022
25
Note
2022
$000
2021
$000
Cash flows from operating activities
Payments to suppliers and employees
(5,823 )
(5,614 )
Interest received
Net cash outflow from operating activities
(5,791 )
(5,591 )
Cash flows from investing activities
Payments for property, plant and equipment
(95 )
Net cash outflow from investing activities
(95 )
Cash flows from financing activities
Transaction costs from issue of
securities
(93 )
(5 )
Net cash outflow from financing activities
(93 )
(5 )
Net decrease in cash and cash equivalents held
(5,884 )
(5,691 )
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
(7,010 )
Cash and cash equivalents at the end of the financial year
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying Notes
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
26 BERKELEY ENERGIA LIMITED
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies adopted in preparing the financial report of Berkeley Energia Limited (“Berkeley”
or “Company” or “Parent”) and its consolidated entities (“Consolidated Entity” or “Group”) for the year ended 30
June 2022 are stated to assist in a general understanding of the financial report.
Berkeley is a company limited by shares incorporated in Australia whose shares are publicly traded on the
Australian Securities Exchange (“ASX”), the Main Board of the London Stock Exchange (“LSE”) and the Madrid,
Barcelona, Bilboa and Valencia Stock Exchanges (together the “Spanish Stock Exchanges”).
The financial report of the Company for the year ended 30 June 2022 was authorised for issue in accordance with
a resolution of the Directors.
(a) Basis of Preparation
The financial report is a general purpose financial report, which has been prepared in accordance with Australian
Accounting Standards (“AASBs”) adopted by the Australian Accounting Standards Board (“AASB”) and the
Corporations Act 2001. The financial statements comprise the consolidated financial statements of the Group. For
the purposes of preparing the consolidated financial statements, the Company is a for-profit entity.
The financial report has been prepared on a historical cost basis, except for certain financial liabilities which have
been measured at fair value. The financial report is presented in Australian dollars.
The consolidated financial statements have been prepared on a going concern basis which assumes the continuity
of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of
business.
(b) Statement of Compliance
The financial report complies with International Financial Reporting Standards (“IFRS”) as issued by the
International Accounting Standards Board.
In the current period, the Group has adopted all of the new and revised Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective
for the current annual reporting period.
New and revised Standards and amendments thereof and Interpretations effective for the current year that are
relevant to the Group include:
• AASB 2020-3 Amendment to AASB 9 – Test for Derecognition of Financial Liabilities
• Conceptual Framework and Financial Reporting
The adoption of these new and amended Accounting Standards and Interpretations had no impact on the Group.
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
effective have not been adopted by the Group for the annual reporting period ended 30 June 2022. Those which
may be relevant to the Group are set out in the table below, but these are not expected to have any significant
impact on the Group's financial statements as detailed below.
Standard/Interpretation
Application
date of
standard
Application
date for Group
AASB 2020-3 Amendments to Australian Accounting Standards – Annual Improvements
2018-2020 and Other Amendments (AASB 1, 3, 9, 116, 137 & 141)
1 January 2022
1 July 202
2
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of
Liabilities as Current or Non-Current
1 January 2023
1 July 202
3
AASB 2020-6 Amendments to Australian Accounting Standards – Classification of
Liabilities as Current or Non-Current – Deferral of Effective Date
1 January 2023
1 July 202
3
AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of
Accounting Policies and Definition of Accounting Estimates
1 January 2023
1 July 202
3
AASB 2021-7(a-c) Amendments to Australian Accounting Standards – Effective Date of
Amendments to AASB 10 and AASB 128 and Editorial Corrections
1 January 2025
1 July 2025
ANNUAL REPORT 2022
27
(c) Principles of Consolidation
The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by Berkeley
Energia Limited at reporting date. Control is achieved when the Company has power over the investee, is exposed,
or has rights, to variable returns from its involvement with the investee and has the ability to use its power to affect
its returns. The Company reassesses whether or not it controls an investee if facts and circumstances indicate that
there are changes to one or more of the three elements of control listed above. When the Company has less than
a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to
give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all
relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are
sufficient to give it power.
Where controlled entities have entered or left the group during the year, the financial performance of those entities
are included only for the period of the year that they were controlled. A list of controlled entities is contained in the
financial statements.
In preparing the consolidated financial statements, all inter-group balances and transactions between entities in the
consolidated group have been eliminated on consolidation. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with those adopted by the parent entity.
(d) Business Combinations
The acquisition method of accounting is used to account for business combinations regardless of whether equity
instruments or other assets are acquired. The cost of a business combination is measured as the fair value of the
assets given, shares issued or liabilities incurred or assumed at the date of exchange and the amount of any non-
controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling
interest in the acquiree either at fair value or at the proportionate share of the acquiree's identifiable net assets.
Acquisition-related costs are expensed as incurred.
Where equity instruments are issued in a business combination, the fair value of the instruments is their published
market price as at the date of exchange unless, in rare circumstances, it can be demonstrated that the published
price at the date of exchange is an unreliable indicator of fair value and that other evidence and valuation methods
provide a more reliable measure of fair value.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date, irrespective of the extent of any non-controlling interest.
The excess of the cost of the business combination over the fair value of the Group’s share of the identifiable net
assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets acquired,
the difference is recognised directly in the income statement, but only after a reassessment of the identification and
measurement of the net assets acquired.
If the business combination is achieved in stages, the acquisition date fair value of the acquirer's previously held
equity interest in the acquiree is remeasured at fair value as at the acquisition date through profit or loss.
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted
to their present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate,
being the rate at which a similar borrowing could be obtained from an independent financier under comparable
terms and conditions.
(e) Significant Accounting Judgements, Estimates, Assumptions and Adjustments to the Comparative
Period
The preparation of the financial report requires management to make judgements, 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. The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if
the revision affects only that period, or in the period of the revision and future periods if the revision affects both
current and future periods.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amount recognised in the financial statements are
described in the following notes:
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
28 BERKELEY ENERGIA LIMITED
(e) Significant Accounting Judgements, Estimates, Assumptions and Adjustments to the Comparative
Period (Continued)
Exploration and Evaluation Assets (Note 7) – the Group’s accounting policy for exploration and evaluation assets
is set out in Note 1(t). The application of this policy requires management to make certain judgements and estimates
as to future events and circumstances, in particular, the assessment of whether economic quantities of reserves
have been found and the point at which exploration and evaluation assets should be transferred to mine
development properties. The determination of an area of interest also requires judgement.
Accounting for derivative financial liabilities (Note 11) – Estimating fair value for financial liabilities requires the
determination of the most appropriate valuation model and the determination of the most appropriate inputs to the
valuation model. The assumptions used for estimating the fair value of the financial liabilities are disclosed in Note
11.
Share-Based Payments (Note 18) - The Group initially measures the cost of equity-settled transactions with
employees by reference to the fair value of the equity instrument at the date at which they are granted. Estimating
fair value for share-based payment transactions requires the determination of the most appropriate valuation model.
This estimate also requires the determination of the most appropriate inputs to the valuation model including the
expected life of the share option, volatility and dividend yield. The assumption and models used for estimating the
fair value for share-based payment transactions are disclosed in Note 18.
Functional currency of foreign operations (Note 1(g)) - determination of the functional currency of foreign
subsidiaries requires judgement regarding the primary currency of labour, material and exploration spend in that
subsidiary.
Adjustments to the Comparative Period
For the year ended 30 June 2021, the Group impaired all its non-current assets in relation to the Salamanca Project
after an unfavourable NSC II report was issued by the NSC in July 2021 which was followed by a formal notification
from MITECO that it had rejected the Company’s NSC II application at the Salamanca Project. During the current
financial year, the Group reviewed the impairment write-down of the land previously purchased in connection with
the Salamanca Project and has assessed that the carrying value of the land, prior to the impairment write-down in
2021, was not in excess of its estimated recoverable value. Accordingly, the 2021 comparatives in these financial
statements have been restated and the impairment loss recognised on the land amounting to $9,276,000 reversed.
In addition, the Group reassessed the valuation of the Convertible Note in 2021. The Convertible Note was
classified as a financial liability at fair value through profit and loss. It was determined that the market share price
of the Company should have been used as the input into the valuation model rather than the conversion price of
the Convertible Note as stipulated in the contract. As a consequence of using the conversion price valuation input,
the carrying value of the Convertible Note has been adjusted by $3,443,000 at 30 June 2021. The 2021
comparatives have been restated in these financial statements.
These adjustments can be quantified as follows:
Restatement of comparative financial information
Impact on consolidated statement of financial position
30 June 2021 as
previously disclosed
$000
30 June 2021
adjustments
$000
30 June 2021
Restated
$000
Property, plant and equipment
94
9,276
9,370
Total assets
80,789
9,276
90,065
Financial liabilities
97,535
3,443
100,978
Total liabilities
99,954
3,443
103,397
Issued capital
169,862
-
169,862
Reserves
(1,572)
-
(1,572)
Accumulated losses
(187,455)
5,833
(181,622)
TOTAL EQUITY/(DEFICIENCY)
(19,165)
5,833
(13,332)
ANNUAL REPORT 2022
29
Impact on consolidated statement of profit or loss and other comprehensive income
30 June 2021
as
previously
disclosed
$000
30 June 2021
adjustments
$000
30 June 2021
Restated
$000
Fair value movement on financial liabilities
(18,253)
(3,367)
(21,620)
Impairment expenses
(20,358)
9,276
(11,082)
Profit/(loss) before income tax
(54,953)
5,833
(49,120)
Profit/(loss) after
income tax
(54,953)
5,833
(49,120)
Other comprehensive loss, net of income tax
(604)
-
(604)
Total comprehensive income/(loss) for the year
attributable to Members of Berkeley Energia Limited
(55,557)
5,833
(49,724)
As a result of the above restatements, loss per share for the year ended 30 June 2021 has been restated from
12.36 cents per share to 11.03 cents per share.
Restatement of 31 December 2021 half year financial statements
The change in the fair value measurement of the Convertible Note liability and the value ascribed to the shares
issued on conversion of the Convertible Notes has been adjusted in the 30 June 2022 annual financial statements
from what was disclosed in the 31 December 2021 half year financial statements. The Convertible Note liability was
converted into ordinary shares on 30 November 2021 through the issue of 186,814,815 shares. The change in the
fair value of the Convertible Notes between 30 June 2021 and the conversion date of 30 November 2021 was
determined based on Berkley’s closing share price at 30 November 2021 of £0.105, a gain of $60,789,000 which
was not recognised in the 31 December 2021 half year financial statements. Had the correct amount been recorded
in the 31 December 2021 half year financial statements, the gain on fair value movement on financial liabilities
within the statement of profit or loss would have increased by $60,789,000, and issued capital and accumulated
losses would have decreased by an equivalent amount. The earnings per share disclosed in the 31 December 2021
half year financial statements should have been 14.31 cents per share.
(f) Revenue Recognition
Interest revenue is recognised as it accrues, taking into account the effective yield on the financial asset.
(g) Foreign Currency Translation
Both the functional and presentation currency of Berkeley at 30 June 2022 was Australian Dollars.
The following table sets out the functional currency of the subsidiaries (unless dormant) of the Group:
Company Name
Functional Currency
Berkeley Exploration Limited
A$
Berkeley Minera Espana, S.
L.U Euro
Berkeley Exploration Espana
, S.L.U Euro
Each entity in the Group determines its own functional currency and items included in the financial statements of
each entity are measured using that functional currency.
Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates 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 balance sheet date.
All exchange differences in the consolidated financial report are taken to the income statement with the exception
of exchange differences on intercompany loans which are not expected or planned to be repaid. These are taken
directly to equity until the disposal of the net investment, at which time they are recognised in the income statement.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
30 BERKELEY ENERGIA LIMITED
(g) Foreign Currency Translation (Continued)
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rate as at the date of the initial transaction.
Where the functional currency of a subsidiary of Berkeley Energia Limited is not Australian Dollars the assets and
liabilities of the subsidiary at reporting date are translated into the presentation currency of Berkeley at the rate of
exchange ruling at the balance sheet date and the income statements are translated by applying the average
exchange rate for the year.
Any exchange differences arising on this retranslation are taken directly to the foreign currency translation reserve
in equity. On disposal of a foreign entity, the deferred cumulative amount recognised in equity and relating to that
particular foreign operation is recognised in the Statement of Profit or Loss and Other Comprehensive Income.
(h) Income Tax
The income tax expense for the year is the tax payable on the current period's taxable income based on the
national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable
to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial
statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when
the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantively
enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable
temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary
differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised
in relation to these temporary differences if they arose on goodwill or in a transaction, other than a business
combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and
tax bases of investments in controlled entities where the Parent Entity is able to control the timing of the reversal of
the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable
that future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of deferred income tax assets is reviewed at each balance sheet 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.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly
in equity.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current
tax assets against tax liabilities and the deferred tax liabilities relate to the same taxable entity and the same taxation
authority.
(i) Cash and Cash Equivalents
‘Cash and cash equivalents’ includes cash on hand, deposits held at call with financial institutions, and other short-
term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an
insignificant risk of changes in value. For the purposes of the Statement of Cash Flows, cash and cash equivalents
consist of cash and cash equivalents as defined above.
ANNUAL REPORT 2022
31
(j) Impairment of Non-Current Assets
The Group assesses at each reporting date whether there is an indication that a non-current asset may be impaired.
If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an
estimate of the asset's recoverable amount. An asset's recoverable amount is the higher of its fair value less costs
to dispose and its value in use and is determined for an individual asset, unless the asset does not generate cash
inflows that are largely independent of those from other assets of groups of assets and the asset's value in use
cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the
cash-generating unit to which it belongs. When the carrying amount of an asset or cash-generating unit exceeds
its recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its
recoverable amount.
In assessing the 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.
Impairment losses relating to continuing operations are recognised in those expense categories consistent with the
function of the impaired asset unless the asset is carried at a revalued amount (in which case the impairment loss
is treated as a revaluation decrease).
An assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is
estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates
used to determine the asset's recoverable amount since the last impairment loss was recognised. If that is the case
the carrying amount of the asset is increased to its recoverable amount.
The increased amount cannot exceed the carrying amount that would have been determined, net of depreciation,
had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in profit or loss
unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.
After such a reversal the depreciation charge is adjusted in future periods to allocate the asset's revised carrying
amount, less any residual value, on a systematic basis over its remaining useful life.
(k) Trade and Other Receivables
Trade receivables are recognised and carried at original invoice amount less any Expected Credit Loss (“ECL”).
Receivables from related parties are recognised and carried at the nominal amount due and are interest free.
(l) Financial Assets
(i) Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through
other comprehensive income (“OCI”), and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow
characteristics and the Group’s business model for managing them. The Group initially measures a financial asset
at its fair value plus, in the case of a financial asset not at fair value through profit or loss, less transaction costs.
(ii) Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
x Financial assets at amortised cost (relevant to the Group);
x Financial assets at fair value through OCI with recycling of cumulative gains and losses (not relevant to the
Group);
x Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon
x derecognition (equity instruments – not relevant to the Group); and
x Financial assets at fair value through profit or loss (relevant to the Group).
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
32 BERKELEY ENERGIA LIMITED
(l) Financial Assets (Continued)
Financial assets at amortised cost (debt instruments)
The Group measures financial assets at amortised cost if both of the following conditions are met:
x The financial asset is held within a business model with the objective to hold financial assets in order to
collect contractual cash flows; and
x 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.
Financial assets at amortised cost are subsequently measured using the effective interest rate (“EIR”) method and
are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised,
modified or impaired.
The Group’s financial assets at amortised cost includes GST and other taxes receivables, interest receivable and
security deposits.
Impairment
The Group recognises an allowance for ECLs for all debt instruments not held at fair value through profit or loss.
ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all
the cash flows that the Group expects to receive, discounted at an approximation of the original EIR. ECLs are
recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk
since initial recognition, ECLs are provided for credit losses that result from default events that are possible within
the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase
in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life
of the exposure, irrespective of the timing of the default (a lifetime ECL).
For receivables due in less than 12 months, the Group recognises a loss allowance based on the financial asset’s
lifetime ECL at each reporting date.
Given the nature of financial assets held by the Group, it considers a financial asset to be in default when internal
or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full
before taking into account any credit enhancements held by the Group. A financial asset is written off when there
is no reasonable expectation of recovering the contractual cash flows.
At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit impaired.
A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future
cash flows of the financial asset have occurred.
(m) Property, Plant and Equipment
Property, plant and equipment is stated at historical cost less accumulated depreciation and any accumulated
impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during
the financial period in which they are incurred.
Property, plant and equipment is depreciated on a reducing balance or straight line basis at rates based upon the
individual assets effective useful life as follows:
Life
Plant and equipment
2 - 13 years
Property (buildings
and land) 50 years
The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date.
ANNUAL REPORT 2022
33
An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is
greater than its estimated recoverable amount.
An item of plant and equipment is derecognised upon disposal or when no further economic benefits are expected
from its use or disposal. Gains and losses on disposals are determined by comparing the net disposal proceeds
with carrying amount of the asset. These are included in the profit or loss in the period the asset is derecognised.
(n) Trade and Other Payables
Trade payables and other payables are carried at amortised cost and represent liabilities for the 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. The amounts are
unsecured and are usually paid within 30 days. Payables are carried at amortised cost.
(o) Financial liabilities
(i) Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans
and borrowings or payables.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables,
net of directly attributable transaction costs.
The Group’s financial liabilities include trade and other payables and financial instruments.
(ii) Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities
designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near
term.
Gains or losses on liabilities held for trading are recognised in the statement of profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial
date of recognition, and only if the criteria in AASB 9 are satisfied. The Group has designated the Convertible Note
and OIA Options as financial liabilities at fair value through profit or loss (termed Financial Derivatives in the notes).
Loans and borrowings
After initial recognition, loans and borrowings are subsequently measured at amortised cost using the EIR method.
Gains and losses are then recognised in profit or loss when the liabilities are derecognised as well as through the
EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on initial recognition and fees or costs
that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or
loss.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
34 BERKELEY ENERGIA LIMITED
(o) Financial liabilities (Continued)
(iii) Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another liability on substantially different terms, or the terms of an
existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised
in the statement of profit or loss.
(p) Employee Benefits
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within
twelve 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.
Employee benefits payable later than 12 months have been measured using the projected unit credit valuation
method.
(q) Issued Capital
Ordinary shares are classified as equity. Issued and paid up capital is recognised at the fair value of the
consideration received by the Company.
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.
(r) Dividends
Provision is made for the amount of any dividend declared on or before the end of the year but not distributed at
balance date.
(s) Earnings per Share (EPS)
Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders of the Company,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary
shares outstanding during the year, adjusted for bonus elements in ordinary shares issued during the year. Diluted
earnings per share adjusts the figures used in the determination of basic earnings per share to take into account
the after tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the
weighted average number of shares assumed to have been issued for no consideration in relation to dilutive
potential ordinary shares.
(t) Exploration and Evaluation Expenditure
Expenditure on exploration and evaluation is accounted for in accordance with the 'area of interest' method.
Exploration and evaluation expenditure encompasses 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.
For each area of interest, expenditure incurred in the acquisition of rights to explore is capitalised, classified as
tangible or intangible, and recognised as an exploration and evaluation asset. Exploration and evaluation assets
are measured at cost at recognition and are recorded as an asset if:
(i) the rights to tenure of the area of interest are current; and
(ii) at least one of the following conditions is also met:
x the exploration and evaluation expenditures are expected to be recouped through successful
development and exploitation of the area of interest, or alternatively, by its sale; and
x exploration and evaluation activities in the area of interest have not at the reporting date reached a
stage which permits a reasonable assessment of the existence or otherwise of economically
recoverable reserves, and active and significant operations in, or in relation to, the area of interest
are continuing.
Exploration and evaluation expenditure incurred by the group subsequent to the acquisition of the rights to explore
is expensed as incurred, up to until a decision to develop or mine is made.
ANNUAL REPORT 2022
35
A provision for unsuccessful exploration and evaluation is created against each area of interest by means of a
charge to the income statement.
The recoverable amount of each area of interest is determined on a bi-annual basis and impairment recorded in
respect of that area adjusted so that the net carrying amount does not exceed the recoverable amount. For areas
of interest that are not considered to have any commercial value, or where exploration rights are no longer current,
the capitalised amounts are derecognised and any remaining balance charged against profit or loss.
When a decision is made to proceed with development, the accumulated exploration and evaluation asset will be
tested for impairment and transferred to development properties, and then amortised over the life of the reserves
associated with the area of interest once mining operations have commenced. Recoverability of the carrying amount
of the exploration and evaluation assets is dependent on successful development and commercial exploitation, or
alternatively, sale of the respective areas of interest.
Impairment
Capitalised exploration costs are reviewed each reporting date to establish whether an indication of impairment
exists. If any such indication exists, the recoverable amount of the capitalised exploration costs is estimated to
determine the extent of the impairment loss (if any).
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised
estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the
carrying amount that would have been determined had no impairment loss been recognised for the asset in previous
years.
(u) Goods and Services Tax (“GST”)
Revenues, expenses and assets are recognised net of the amount of GST except:
• when 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 Statement of cash flows on a gross basis and the GST component of cash flows
arising from investing and financing activities, which are 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.
(v) Share Based Payments
(i) Equity settled transactions:
The Group provides benefits to directors, employees, consultants and other advisors of the Group in the form of
share-based payments, whereby the directors, employees, consultants and other advisors render services in
exchange for shares or rights over shares (equity-settled transactions).
The cost of these equity-settled transactions is measured by reference to the fair value of the equity instruments at
the date at which they are granted. The fair value is determined by an external valuer using an appropriate method
(e.g. binomial model or Black-Scholes option pricing model).
In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions
linked to the price of the shares of Berkeley (market conditions) if applicable.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the
period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant
employees become fully entitled to the award (the vesting period).
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
36 BERKELEY ENERGIA LIMITED
(v) Share Based Payments (Continued)
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects
(i) the extent to which the vesting period has expired and (ii) the Group's best estimate of the number of equity
instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions
being met as the effect of these conditions is included in the determination of fair value at grant date. The income
statement charge or credit for a period represents the movement in cumulative expense recognised as at the
beginning and end of that period. No expense is recognised for awards that do not ultimately vest, except for awards
where vesting is only conditional upon a market condition.
If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had
not been modified. In addition, an expense is recognised for any modification that increases the total fair value of
the share-based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of
modification.
If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense
not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled
award and designated as a replacement award on the date that it is granted, the cancelled and new award are
treated as if they were a modification of the original award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of
earnings per share.
(w) Provisions
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 a provision is
presented in the statement of profit or loss 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 reporting date. If the effect of the time value of money is material, provisions are
discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When
discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Notes
2022
$000
2021
$000
2.
REVENUE
Interest income
32
23
32
23
3.
FAIR VALUE MOVEMENTS
Fair value movement on financial liabilities through profit and loss
64,720
(21,620)
1
Note:
(1)
ANNUAL REPORT 2022
37
2022
$000
2021
$000
4.
EXPENSES
Profit/(Loss) from ordinary activities before income tax expense
includes the following specific expenses:
(a) Expenses
Depreciation and amortisation
- Plant and equipment
- Lease amortisation
(13)
(81)
(320)
(163)
(94)
(483)
(b) Employee Benefits Expense
Salaries, wages and fees
(1,723)
(1,645)
Defined contribution/Social Security
(274)
(347)
Share-based reversal/(payments) (refer Note 18(a))
101
(186)
Total Employee Benefits Expense
(1,896)
(2,178)
Notes
2022
$000
2021
Restated
(Note 1(e))
$000
(c) Impairment Expenses
Exploration expenditure impairment expense
-
(8,206)
Property, plant and equipment expenses
-
(2,876)
Total Impairment Expense
(1)
-
(11,082)
Note:
(1)
For the year ended 30 June 2021, the Group impaired all its non-current assets in relation to the Salamanca Project after
an unfavourable NSC II report was issued by the NSC in July 2021 this was followed by a formal notification from MITECO
that it had rejected the Company’s NSC II application at the Salamanca Project. In the 30 June 2021 financial statements
due to the uncertainties, the fair value less cost of disposal of the Salamanca project assets were assessed to be nil. During
the current financial year, the Group reviewed the impairment of land previously purchased in connection with the
Salamanca Project and has assessed that the carrying value of the land, prior to any impairment write-down in 2021, was
not in excess of its estimated recoverable value. In this regard the recoverable value of the land was determined based on
its estimated fair value less cost of disposal using a market comparison approach which is level 3 within the fair value
hierarchy. Accordingly, the 2021 comparatives in these financial statements have been restated to reverse the impairment
write-down of the land (see note 1(e)).
The Company strongly refutes the NSC’s assessment and, in the Company’s opinion, the NSC has adopted an arbitrary
decision with the technical issues used as justification to issue the unfavourable report lacking in both technical and legal
support.
In this regard, Berkeley has submitted an administrative appeal against MITECO’s decision under Spanish law. In Berkeley’s
strong opinion, MITECO has rejected the Company’s NSC II application without following a legally established procedure
and the Company believes that MITECO has infringed regulations on administrative procedures in Spain, as well as
Berkeley’s right of defence, which would imply that the decision on the rejection of the Company’s NSC II application is not
legal.
The Company will continue to strongly defend its position in relation to the adverse resolution by MITECO. Refer to Notes
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
38 BERKELEY ENERGIA LIMITED
2022
$000
2021
Restated
(Note 1(e))
$000
5.
INCOME TAX EXPENSE
(a) Recognised in the Income Statement
Current income tax
Current income tax expense in respect of the year
-
-
Deferred income tax
Relating to origination and reversal of temporary differences
-
-
Income tax reported in the income statement
-
-
(b
)
Reconciliation Between Tax Expense and Accounting
Profit/(Loss) Before Income Tax
Accounting
profit/(loss) before income tax
65,038
(
49,120)
At the domestic income tax rate of
30% (2021: 26%)
19,511
(
12,771)
Expenditure not allowable for income tax
purposes
-
8,998
Income not assessable for income tax purposes
(18,216)
-
Effect of increase in tax rate
(3,653)
-
Temporary differences previously not brought to account
(2,215)
-
Temporary differences not brought to account
4,573
3,773
Income tax
(benefit)/expense reported in the income statement
-
-
c) Deferred Income Tax
Deferred income tax relates to the following:
Deferred Tax Liabilities
Accrued interest
-
Unrealised foreign exchange
925
-
Deferred tax assets used to offset deferred tax liabilities
(925)
-
-
-
Deferred Tax Assets
Accrued expenditure
17
15
Capital allowances
17,344
14,041
Tax losses available to offset against future taxable income
11,879
9,686
Deferred tax assets used to offset deferred tax liabilities
(925)
-
Deferred tax assets not brought to account
(28,315)
(23,742)
-
-
This future income tax benefit will only be obtained if:
• future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised;
• the conditions for deductibility imposed by tax legislation continue to be complied with; and
• no changes in tax legislation adversely affect the Company in realising the benefit.
(d) Tax Consolidations
As Berkeley Energia Limited is the only Australian company in the Group, tax consolidation is not applicable.
ANNUAL REPORT 2022
39
2022
$000
2021
$000
6.
CURRENT ASSETS – OTHER RECEIVABLES
GST and other taxes
receivable
763
1,235
Other
214
271
977
1,506
Note
2022
$000
2021
$000
7.
NON-CURRENT ASSETS – EXPLORATION
EXPENDITURE
The Group has mineral exploration costs carried forward in
respect of areas of interest
(1)(2)
:
Areas in exploration at cost:
Balance at the beginning of year
-
8,293
Foreign exchange differences
-
(87)
Impairment provision
-
(8,206)
(3)
Balance at end of year
-
-
Notes:
(1)
The value of the exploration interests is dependent upon the discovery of commercially viable reserves and the successful
development or alternatively sale, of the respective tenements. An amount of €6m (A$8.994m) was capitalised in respect
of fees paid to ENUSA under the Co-operation Agreement relating to the tenements within the State Reserves. The
Company reached agreement with ENUSA in July 2012 in the form of an Addendum to the Consortium Agreement signed
in January 2009. The Addendum includes the following terms:
x The Consortium now consists of State Reserves 28 and 29;
x Berkeley's stake in the Consortium has increased to 100%;
x ENUSA will remain the owner of State Reserves 28 and 29, however the exploitation rights have been assigned to
Berkeley, together with authority to submit all applications for the permitting process;
x The Company is now the sole and exclusive operator in the Addendum Reserves, with the right to exploit the contained
uranium resources and has full ownership of any uranium produced;
x ENUSA will receive a production fee equivalent to 2.5% of the net sale value (after marketing and transport costs) of
any uranium produced within the Addendum Reserves;
x Berkeley has waived its rights to mining in State Reserves 2,25, 30, 31, Hoja 528-1 and the Saelices El Chico
Exploitation Concession, and has waived any rights to management of the Quercus plant; and
x The Co-operation Agreement with ENUSA, signed on 29 January 2009, has been terminated.
The Group’s accounting policy is to account for contingent consideration on asset acquisitions as contingent liabilities.
(2)
In June 2016, the Company completed an upfront royalty sale. The royalty financing comprised the sale of a 0.375% fully
secured net smelter royalty over the project for US$5 million (A$6.7million) which was deducted from exploration
expenditure.
(3)
Refer to Note 4(c) for details on the impairment.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
40 BERKELEY ENERGIA LIMITED
8. NON-CURRENT ASSETS – PROPERTY, PLANT AND EQUIPMENT
Land and
Buildings
Plant and
equipment
Right-of-
use assets
Total
$000
$000
$000
$000
Carrying amount at 1 July 2021
9,276
13
81
9,370
Additions
-
-
-
-
Disposals
-
-
-
-
Depreciation and amortisation
-
(13)
(81)
(94)
Foreign exchange differences
(404)
-
-
(404)
Impairment provision (Note 4(c))
-
-
-
-
Carrying amount at 30 June 2022
8,872
-
-
8,872
- at cost
10,720
3,225
407
14,352
- accumulated depreciation, amortisation and
impairment
(1,848)
(3,225)
(407)
(14,352)
Carrying amount at 1 July 2020
10,798
1,813
244
12,855
Additions
-
95
-
95
Disposals
-
(29)
-
(29)
Adjustment
1,215
(1,215)
-
-
Depreciation and amortisation
(33)
(91)
(163)
(287)
Foreign exchange differences
(371)
(17)
-
(388)
Impairment provision (Notes 4(c) and 1(e))
(2,333)
(543)
-
(2,876)
Restated carrying amount at 30 June 2021
9,276
13
81
9,370
- at cost
10,720
3,225
407
14,352
- accumulated depreciation, amortisation and
impairment
(1,444)
(3,212)
(326)
(4,982)
2022
$000
2021
$000
9.
NON-CURRENT ASSETS –
OTHER FINANCIAL ASSETS
Security bonds
97
123
10.
CURRENT LIABILITIES –
TRADE AND OTHER
PAYABLES
Trade creditors
1,005
1,767
All trade and other payables are current. There are no overdue amounts. Trade creditors are non-interest bearing and settled on
30-day terms. Accrued expenses are non-interest bearing and have an average term of six months.
ANNUAL REPORT 2022
41
2022
$000
2021
Restated
(Note
1(e))
$000
11. FINANCIAL LIABILITIES
(a) Financial liabilities at fair value through profit and loss
Convertible Note
(1)
-
96,393
OIA Options
669
4,585
669
100,978
Consolidated
30 June 2021
Restated
(Note 1(e))
Consolidated
30 June 2022
Opening
Balance
$000
Fair Value
Change
$000
Foreign
Exchange
Loss/(Gain)
$000
Automatic
conversion
Total
$000
(b) Reconciliation
Convertible Note
96,393
(60,789)
1,031
(36,635)
(1)
-
OIA
Options
4,585
(3,931)
15
-
669
Total fair value
100,978
(64,720)
1,046
(36,635)
669
Note:
(1)
On 30 November 2017, the Company issued an interest-free and unsecured US$65 million Convertible Note to OIA. On
30 November 2021, the Company issued 186,814,815 fully paid ordinary shares in the capital of the Company to OIA
following the automatic conversion of the Convertible Note in accordance with the terms of the Investment Agreement
and Convertible Note entered in with OIA in 2017. Refer to note 13(b) for further disclosure
Consolidated
30 June 2020
Consolidated
30 June 2021
Restated
(Note 1(e))
Opening
Balance
$000
Fair Value
Change
$000
Foreign
Exchange
Loss/(Gain)
$000
Total
$000
Convertible Note
75,331
18,546
2,516
9
6,393
OIA
Options
1,416
3,074
95
4,585
Total fair value
76,747
21,620
2,611
100,978
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
42 BERKELEY ENERGIA LIMITED
11. FINANCIAL LIABILITIES (Continued)
(c) Fair Value Estimation
The fair value of the OIA Options was determined using a binomial option pricing model. The fair value of the
Convertible Note was calculated using a probability-weighted payout approach on the basis that the Convertible
Note converted at 30 November 2021 at the floor price of £0.27. At the date the Convertible Note automatically
converted, the valuation date share price was £0.105. The fair value movement of both the OIA Options and the
Convertible Note has been recognised in the Statement of Profit and Loss. Both fair value measurements are Level
2 valuation in the fair value hierarchy. On 30 November 2021, the Convertible Note converted into ordinary shares
in the Company and was derecognised as a liability.
The reporting date fair values of the Convertible Note and OIA Options were estimated using the following
assumptions:
Convertible Note (Fair Value Level 2 Measurements):
2022
2021
Restated
(Note 1(e))
Conversion price
£0.270
£0.270
Valuation date share price
£0.105
£0.280
Number of shares (probability weighted average) (‘000)
186,815
186,815
Fair value per share
$0.196
(1)
$0.516
Note
(1)
Fair value as at conversion date, 30 November 2021.
OIA Options (Fair Value Level 3 Measurements):
30 June 2022
Tranche 1
Tranche 2
Tranche 3
Exercise price
£0.600
£0.750
£1.000
Valuation date share price
£0.201
£0.201
£0.201
Dividend yield
(1)
-
-
-
Volatility
(2)
85%
85%
85%
Risk-free interest rate
1.83%
1.83%
1.90%
Number of OIA Options
10,088,625
15,132,973
25,221,562
Estimated Expiry date
30 Nov 2022
31 May 2023
30 Nov 2023
Fair value (£)
0.002
0.007
0.010
Fair value ($)
0.003
0.012
0.018
30 June 2021
Tranche 1
Tranche 2
Tranche 3
Exercise price
£0.600
£0.750
£1.000
Valuation date share price
£0.280
£0.280
£0.280
Dividend yield
(1)
-
-
-
Volatility
(2)
82%
82%
82%
Risk-free interest rate
0.05%
0.08%
0.12%
Number of OIA Options
10,088,625
15,132,973
25,221,562
Estimated Expiry date
30 Nov 2022
31 May 2023
30 Nov 2023
Fair value (£)
0.047
0.050
0.050
Fair value ($)
0.086
0.093
0.092
Notes
(1)
The dividend yield reflects the assumption that the current dividend payout will remain unchanged.
(2)
The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may not
necessarily be the actual outcome.
ANNUAL REPORT 2022
43
Historical volatility is deemed to be the only unquoted input used in the fair value measurements of the OIA Options.
The higher the volatility, the higher is the fair value of the OIA option moves due to the increased uncertainty. A
10% (2021: 10%) increase (decrease) in the historical volatility would increase in fair value of the OIA options by
$425,000 (2021: $1,442,000) while a 10% decrease of the historical volatility increase the fair value of OIA options
by $304,000 (2021: increase of $1,354,000).
2022
$000
2021
$000
12.
CURRENT LIABILITIES – OTHER LIABILITIES
Provisions
(1)
582
551
Lease liability
-
101
582
652
Note:
(1)
Reforestation provision to plant 30,000 young oak trees as part of the environmental licence at the project.
2022
$000
2021
$000
13.
ISSUED CAPITAL
(a) Issued and Paid up Capital
445,7
97,000 (2021: 258,982,000) fully paid ordinary shares
206,404
169,862
(b) Movements in Ordinary Share Capital During the Past Two Years:
Date
Details
Number of
Shares
‘000
$000
1 Jul 21
Opening Balance
258,982
169,862
30 Nov 21
Automatic Conversion of Convertible Note (Note
(b))
186,815
36,635
Jul 21 to Jun 22
Share issue costs
-
(93)
30 Jun 22
Closing Balance
445,797
206,404
1 Jul 20
Opening Balance
258,605
169,829
26 Mar 21
Exercise of A$0.35 Incentive Options (cashless)
377
38
Jul 20 to Jun 21
Share issue costs
-
(5)
30 Jun 21
Closing Balance
258,982
169,862
(c) Terms and conditions of Ordinary Shares
(i) General
The ordinary shares (“Shares”) are ordinary shares and rank equally in all respects with all ordinary shares in the
Company.
The rights attaching to the Shares arise from a combination of the Company's Constitution, statute and general law.
Copies of the Company's Constitution are available for inspection during business hours at its registered office.
(ii) Reports and Notices
Shareholders are entitled to receive all notices, reports, accounts and other documents required to be furnished to
shareholders under the Company's Constitution, the Corporations Act and the Listing Rules.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
44 BERKELEY ENERGIA LIMITED
13. ISSUED CAPITAL (Continued)
(c) Terms and conditions of Ordinary Shares (Continued)
(iii) Voting
Subject to any rights or restrictions at the time being attached to any shares or class of shares of the Company,
each member of the Company is entitled to receive notice of, attend and vote at a general meeting. Resolutions of
members will be decided by a poll.
On a poll each eligible member has one vote for each fully paid share held and a fraction of a vote for each partly
paid share determined by the amount paid up on that share.
(iv) Variation of Shares and Rights Attaching to Shares
Shares may be converted or cancelled with member approval and the Company's share capital may be reduced in
accordance with the requirements of the Corporations Act.
Class rights attaching to a particular class of shares may be varied or cancelled with the consent in writing of holders
of 75% of the shares in that class or by a special resolution of the holders of shares in that class.
(v) Unmarketable Parcels
The Company may procure the disposal of Shares where the member holds less than a marketable parcel of Shares
within the meaning of the Listing Rules (being a parcel of shares with a market value of less than $500). To invoke
this procedure, the Directors must first give notice to the relevant member holding less than a marketable parcel of
Shares, who may then elect not to have his or her Shares sold by notifying the Directors.
(vi) Changes to the Constitution
The Company's Constitution can only be amended by a special resolution passed by at least three quarters of the
members present and voting at a general meeting of the Company. At least 28 days' written notice specifying the
intention to propose the resolution as a special resolution must be given.
(vii) Listing Rules
Provided the Company remains admitted to the Official List of the Australian Securities Exchange Ltd, then despite
anything in the Constitution, no act may be done that is prohibited by the Listing Rules, and authority is given for
acts required to be done by the Listing Rules. The Company's Constitution will be deemed to comply with the Listing
Rules as amended from time to time.
14. RESERVES
(a) Nature and Purpose of Reserves
Share-based payments reserve
The share-based payments reserve records the fair value of share-based payments made by the Company.
Foreign currency translation reserve
Exchange differences arising on translation of a foreign controlled entity are taken to the foreign currency translation
reserve, as described in Note 1(g). The reserve is recognised in profit and loss when the net investment is disposed
of.
2022
2021
Note
$000
$000
Share-based payments reserve
14(b)
341
442
Foreign currency translation reserve
(2,528)
(2,014)
(2,187)
(1,572)
ANNUAL REPORT 2022
45
(b) Movements in Incentive Options and Performance Rights during the Past Two Years:
Date
Details
Number of
Incentive
Options
‘000
Number of
Performance
Rights
‘000
$000
1 Jul 21
Opening Balance
6,600
200
442
31 Dec 21
Lapse of
unvested Performance Rights
-
(200)
(148)
Jul
21 to Jun
22
Share
-based payments expense
-
-
47
30 Jun 22
Closing Balance
6,600
-
341
1 Jul 20
Opening Balance
7,400
200
294
26 Mar 21
Exercise of A$0.35
Incentive Options
(cashless)
(800)
-
(38)
Jul
20 to Jun
21
Share
-based payments expense
-
-
186
30 Jun 21
Closing Balance
6,600
200
442
(c) Terms and conditions of Incentive Options
Incentive Options granted as share-based payments have the following terms and conditions:
x Each Incentive Option entitles the holder to the right to subscribe for one Share upon the exercise of each
Incentive Option;
x The Incentive Options granted as share-based payments at the end of the financial year have the following
exercise prices and expiry dates:
x 2,900,000 Incentive Options expiring exercisable at $0.35 on or before 31 December 2022; and
x 3,700,000 Incentive Options expiring exercisable at $0.40 on or before 31 December 2023
.
x The Incentive Options are exercisable at any time prior to the Expiry Date, subject to vesting conditions
being satisfied (if applicable);
x Shares issued on exercise of the Incentive Options rank equally with the then Shares of the Company;
x Application will be made by the Company to ASX for official quotation of the Shares issued upon the
exercise of the Incentive Options;
x If there is any reconstruction of the issued share capital of the Company, the rights of the Incentive Option
holders may be varied to comply with the ASX Listing Rules which apply to the reconstruction at the time of
the reconstruction; and
x No application for quotation of the Incentive Options will be made by the Company.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
46 BERKELEY ENERGIA LIMITED
15. PARENT ENTITY INFORMATION
2022
$000
2021
Restated
(Note 1(e))
$000
Current
assets
79,768
78,703
Total assets
79,775
93,895
Current liabilities
1,017
101,505
Total liabilities
1,017
101,505
Net Assets/(Liabilities)
78,758
(
7,610)
Issued Capital
206,404
169,862
Reserves
341
442
Accumulated losses
(127,987)
(
177,914)
Total equity
78,758
(
7,610)
Profit/(Loss)
of the parent entity
61,575
(
37,600)
Total comprehensive Profit/(Loss) of the parent entity
61,575
(37,600)
The Parent Company had no guarantees, commitments or contingencies at 30 June 2022 other than as disclosed
elsewhere in this report (2021: None).
16. RELATED PARTY DISCLOSURES
(a) Subsidiaries
The consolidated financial statements include the financial statements of the Company and the subsidiaries listed
in the following table:
Name of Controlled Entity
Place of
Incorporation
Equity Interest
2022
%
2021
%
Berkeley Exploration Ltd
UK
100
100
Berkeley Minera Espana S.L.
U Spain
100
100
Berkeley Exploration Espana
S.L.U Spain
100
100
(b) Ultimate Parent
(c) Key Management Personnel
Details relating to KMP, including remuneration paid, are included at Note 17.
(d) Transactions with Related Parties in the Consolidated Group
Balances and transactions between the Company and its subsidiaries, which are related parties of the Company,
have been eliminated on consolidation and are not disclosed in this note.
ANNUAL REPORT 2022
47
17. KEY MANAGEMENT PERSONNEL
(a) Details of Key Management Personnel
The KMP of the Group during or since the end of the financial year were as follows:
Directors
Ian Middlemas Chairman
Robert Behets Non-Executive Director (Acting Managing Director)
Francisco Bellón Executive Director (appointed 1 July 2022)
Adam Parker Non-Executive Director
Deepankar Panigrahi Non-Executive Director (resigned 26 October 2021)
Other KMP
Dylan Browne Company Secretary
There were no other KMP of the Company or the Group. Unless otherwise disclosed, the KMP held their position
from 1 July 2021 to 30 June 2022.
(b) Key Management Personnel Compensation
2022
$
2021
$
Short
-term benefits
(713,802)
(739,969)
Post
-employment benefits
(34,909)
(34,393)
Share
-based payments
(23,671)
(95,924)
(772,382)
(870,286)
18. SHARE-BASED PAYMENTS
(a) Recognised Share-Based Payment Expense
2022
$000
2021
$000
Net e
xpense arising from equity-settled share-
based payment
transactions (incentive
securities)
(47)
(186)
Lapse of unvested performance rights
148
-
Total share
-based reversal/(payments)
recognised during the
year
101
(186)
(b) Summary of Incentive Options and Performance Rights Granted as Share-based Payments
No Incentive Options were granted as share-based payments during the last two years.
The following table illustrates the number and weighted average exercise prices (“WAEP”) of Incentive Options
issued as share-based payments at the beginning and end of the financial year:
Options
2022
‘000
2022
WAEP
2021
‘000
2021
WAEP
Outstanding at beginning of year
6,600
$0.378
7,400
$0.375
Granted during the year
-
-
-
-
Exercised
during the year
-
-
(800)
(1)
$0.350
Outstanding at end of year
6,600
$0.378
6,600
$0.378
Note
(1)
The weighted average share price at the date of exercise was $0.645.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
48 BERKELEY ENERGIA LIMITED
18. SHARE-BASED PAYMENTS (Continued)
(b) Summary of Incentive Options and Performance Rights Granted as Share-based Payments
(Continued)
The outstanding balance of Incentive Options as at 30 June 2022 is represented by:
• 2,900,000 Incentive Options expiring exercisable at $0.35 on or before 31 December 2022; and
• 3,700,000 Incentive Options expiring exercisable at $0.40 on or before 31 December 2023.
The following table illustrates the number and WAEP of Performance Rights issued as share-based payments at
the beginning and end of the financial year:
Performance/share Rights
2022
‘000
2022
WAEP
2021
‘000
2021
WAEP
Outstanding at
beginning of year
200
-
200
-
Lapsed
during the year
(200)
-
-
-
Cancelled
during the year
-
-
-
-
Converted during the year
-
-
-
-
Outstanding at end of year
-
-
200
-
(c)
Weighted Average Remaining Contractual Life
At 30 June 2022, the weighted average remaining contractual life for Incentive Options on issue that had been
granted as share-based payments was 1.06 years (2021: 2.06 years).
(d) Range of Exercise Prices
At 30 June 2022 and 2021, the range of exercise prices for Incentive Options on issue that had been granted as
share-based payments was $0.35 and $0.40.
(e) Weighted Average Fair Value
There were no Incentive Options or Performance Rights granted as share-based payments during the year ended
30 June 2022 and 30 June 2021.
(f) Option and Performance Rights Pricing Model
The fair value of the equity-settled Incentive Options granted is estimated as at the date of grant using the binomial
option valuation model taking into account the terms and conditions upon which the Incentive Options are granted.
The fair value of the equity-settled share Performance Rights granted is estimated as at the date of grant with
reference to the share price on that date.
No Incentive Options were granted as share-based payments in the financial year ended 30 June 2022 (2021: nil).
No Performance Rights were issued as share-based payments in the financial years ended 30 June 2022 (2021:
nil).
ANNUAL REPORT 2022
49
2022
$
2021
$
19.
REMUNERATION OF AUDITORS
Amounts received or due and receivable by Ernst & Young
Australia for:
- an audit or review of the financial reports of the Company
and any other entity in the Consolidated Group
51,032
41,640
- preparation of income tax return
23,500
32,000
Amounts received or due and receivable by related practices
of Ernst & Young for:
- an audit or review of the financial reports of the Company
42,196
43,410
- other services in relation to the Company
57,247
23,038
Other auditors for:
- an audit or review of the financial reports
-
-
Total Auditors Remuneration
173,975
140,088
20. SEGMENT INFORMATION
The Consolidated Entity operates in one operating segment and one geographical segment, being uranium
exploration in Spain. This is the basis on which internal reports are provided to the Directors for assessing
performance and determining the allocation of resources within the Consolidated Entity.
The corporate and administrative functions based in Australia are considered incidental to Consolidated Entity’s
uranium exploration activities in Spain. The Group’s interest income is all earned in Australia.
(a) Reconciliation of Non-Current Assets by geographical location
2022
$000
2021 Restated
(Note
1(e))
$000
United Kingdom
-
94
Spain
8,872
9,276
8,872
9,370
21. EARNINGS PER SHARE
The following reflects the income data used in the calculations of basic and diluted earnings per share:
2022
$000
2021
Restated
(Note 1(e))
$000
Net profit/(loss) used in calculating basic and diluted earnings
per share
65,038
(49,120)
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
50 BERKELEY ENERGIA LIMITED
21. EARNINGS PER SHARE (Continued)
(a) Weighted Average Number of Shares
The following reflects the share data used in the calculations of basic and diluted earnings per share:
Number of Shares
2022
‘000
Number of Shares
2021
‘000
Weighted average number of ordinary shares
445,797
258,705
Weighted
average number of ordinary shares
to be issued upon
conversion of
Convertible Note
-
(1)
186,815
Effect
of dilutive securities
(2)
-
-
Weighted average number of ordinary shares and potential
ordinary shares used in calculating basic and diluted earnings per
share
445,797
445,520
Notes:
(1)
Convertible Note converted to Ordinary Shares on 30 November 2021. Please refer to Note 11 for further disclosure.
(2)
At 30 June 2022, 6,600,000 Incentive Options and 50,444,000 OIA Options (which represent 57,044,000 potential ordinary
shares) were considered not dilutive as the exercise price of the options was greater than the average market price of the
Company’s shares during the year whilst the performance conditions of the Rights have not been met and as such were
both excluded from the weighted average number of shares for the purposes of diluted earnings per share.
(b) Conversions, Calls, Subscriptions or Issues after 30 June 2022
There have been no conversions to, calls of, or subscriptions for ordinary shares, since the reporting date and
before the completion of this financial report.
22. STATEMENT OF CASH FLOWS
(a) Reconciliation of Net Profit/ (Loss) Before Income Tax Expense to Net Cash Flows from Operating
Activities
2022
$000
2021
Restated
(Note 1(e))
$000
Net
profit/(loss) before income tax expense
65,038
(
49,120)
Adjustment for income and expense items
Depreciation & amortisation
94
320
Share
-based payments reversal/(expense)
(101)
186
Other non
-cash movements
(65,178)
32,608
Foreign exchange movement
(5,311)
9,621
Changes in operating assets and liabilities
(Increase)/decrease in trade and other receivables
529
(70)
Increase/(decrease) in trade and other payables
(862)
388
(I
ncrease)/decrease in other financial assets
-
476
Net cash outflow from operating activities
(5,791)
(5,591)
(b)
Reconciliation of Cash and Cash Equivalents
Cash at bank and on hand
79,893
79,016
Bank short term deposits
50
50
79,943
79,066
ANNUAL REPORT 2022
51
(c) Credit Standby Arrangements with Banks
At balance date, the Company had no used or unused financing facilities (2021: None).
(d) Non-cash Financing and Investment Activities
In 2022 and 2021 no amount was recognised as a share-based payment for the issue of shares to a consultant as
part of their consulting fee. Please refer to Note 18(a) for further disclosure.
23. FINANCIAL INSTRUMENTS
(a) Overview
The Group's principal financial instruments comprise receivables, payables, security deposits, other financial
liabilities, cash and short-term deposits. The main risks arising from the Group's financial instruments are interest
rate risk, equity price risk, foreign currency risk, credit risk and liquidity risk.
This note presents information about the Group's exposure to each of the above risks, its objectives, policies and
processes for measuring and managing risk, and the management of capital. Other than as disclosed, there have
been no significant changes since the previous financial year to the exposure or management of these risks.
The Group manages its exposure to key financial risks in accordance with the Group's financial risk management
policy. Key risks are monitored and reviewed as circumstances change (e.g. acquisition of a new project) and
policies are revised as required. The overall objective of the Group's financial risk management policy is to support
the delivery of the Group's financial targets whilst protecting future financial security.
Given the nature and size of the business and uncertainty as to the timing and amount of cash inflows and outflows,
the Group does not enter into derivative transactions to mitigate the financial risks. In addition, the Group's policy
is that no trading in financial instruments shall be undertaken for the purposes of making speculative gains. As the
Group's operations change, the Directors will review this policy periodically going forward.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management
framework. The Board reviews and agrees policies for managing the Group's financial risks as summarised below.
(b) Credit Risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to
meet its contractual obligations. This risk arises principally from cash and cash equivalents and trade and other
receivables.
There are no significant concentrations of credit risk within the Group. The carrying amount of the Group's
financial assets represents the maximum credit risk exposure, as represented below:
2022
$000
2021
$000
Current Assets
Cash and cash equivalents
79,943
79,066
Trade and other receivables
977
1,506
80,920
80,572
Non-current Assets
Other financial assets
97
123
97
123
Total
81,017
80,695
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
52 BERKELEY ENERGIA LIMITED
23. FINANCIAL INSTRUMENTS (Continued)
(b) Credit Risk (Continued)
The Group does not have any significant customers and accordingly does not have any significant exposure to
ECLs. Trade and other receivables are expected to be collected in full and the Group has no history of ECLs.
As at 30 June 2022, other receivables comprise GST/VAT receivable, accrued interest and other miscellaneous
receivables. Where possible the Group trades only with recognised, creditworthy third parties. It is the Group's
policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition,
receivable balances are monitored on an ongoing basis with the result that the Group's exposure to ECLs is not
significant.
The Group’s receivables balance consists of GST/VAT refunds from recognised government entities with minimal
credit risk. While and interest receivables and cash and cash equivalents are due and/or held with reputable
financial institutions that are rated the equivalent of investment grade and above.
(c) Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Board's
approach to managing liquidity is to ensure, as far as possible, that the Group will always have sufficient liquidity to
meet its liabilities when due. At 30 June 2022 and 2021, the Group has sufficient liquid assets to meet its financial
obligations.
The contractual maturities for cash settled financial liabilities, including estimated interest payments, are provided
below. There are no netting arrangements in respect of financial liabilities.
≤ 6 months
$000
6 - 12
months
$000
1 -
5 years
$000
≥ 5 years
$000
Total
$000
2022
Financial Liabilities
Trade and other payables
1,005
-
-
-
1,005
Lease liability
-
-
-
-
-
1,005
-
-
-
1,005
2021
Financial Liabilities
Trade and other payables
1,767
-
-
-
1,767
Lease liability
101
-
-
-
101
1,868
-
-
-
1,868
(d) Interest Rate Risk
The Group's exposure to the risk of changes in market interest rates relates primarily to cash and cash equivalents
with a floating interest rate.
These financial assets with variable rates expose the Group to cash flow interest rate risk. All other financial assets
and liabilities, in the form of receivables, security deposits and payables are non-interest bearing.
At balance date, the variable interest rate exposure of the Group's was:
2022
$000
2021
$000
Interest-bearing Financial Instruments
Cash at bank and on hand
79,893
79,016
Bank short term deposits
50
50
79,943
79,066
ANNUAL REPORT 2022
53
The Group's cash at bank and on hand and short term deposits had a weighted average variable interest rate at
year end of 0.01% (2021: 0.04%).
The Group currently does not engage in any hedging or derivative transactions to manage interest rate risk.
Interest rate sensitivity
A sensitivity of one per cent has been selected as this is considered reasonable given the current level of both short
term and long term interest rates. A 1% movement in interest rates at the reporting date would have increased
(decreased) profit and loss by the amounts shown below based on the average amount of interest bearing financial
instruments held. This analysis assumes that all other variables, in particular foreign currency rates, remain
constant. The analysis is performed on the same basis for 2021.
Profit or Loss
Other Comprehensive Income
1% Increase
$000
1% Decrease
$000
1% Increase
$000
1% Decrease
$000
2022
Group
Cash and cash equivalents
799
(799)
-
-
2021
Group
Cash and cash equivalents
791
(791)
-
-
(e) Foreign Currency Risk
The Group also has transactional currency exposures. Such exposure arises from transactions denominated in
currencies other than the functional currency of the entity.
The Group currently does not engage in any hedging or derivative transactions to manage foreign currency risk.
The Group is also exposed to foreign currency risk on the Euro, Sterling and US Dollar cash and cash equivalents
that it holds.
Sensitivity analysis for currency risk
A sensitivity of 10 per cent has been selected as this is considered reasonable given historic and potential future
changes in foreign currency rates. This has been applied to the net financial instruments of Berkeley Minera Espana,
S.L.U and Berkeley Exploration Espana, S.L.U. and to the Euro and Sterling cash and cash equivalents that the
Group holds. This sensitivity analysis is prepared as at balance date.
A 10% strengthening/weakening of the Australian dollar against the Euro at 30 June 2022 would have
increased/(decreased) the net financial liabilities of the Spanish controlled entities by A$12,000/(A$12,000) (2021:
$2,000/(A$2,000)).
There would be no impact on profit or loss arising from these changes in the currency risk variables as all changes
in value are taken to a reserve.
A 10% strengthening/weakening of the Australian dollar against the Euro at 30 June 2022 of €92,000 cash held
(2021: €241,000) would have increased/(decreased) the cash and cash equivalents and profit or loss of the Group
by A$14,000/(A$14,000) (2021: A$38,000/(A$38,000)).
A 10% strengthening/weakening of the Australian dollar against the Sterling at 30 June 2022 of £41,000 cash held
(2021: £290,000) would have increased/(decreased) the cash and cash equivalents and profit or loss of the Group
by A$7,000/(A$7,000) (2021: A$53,000/(A$53,000)).
A 10% strengthening/weakening of the Australian dollar against the US Dollar at 30 June 2022 of US$52,711,000
cash held (2021: US$52,609,000) would have increased/(decreased) the cash and cash equivalents and profit or
loss of the Group by A$7,647,000/(A$7,647,000) (2021: A$7,008,000/(A$7,008,000)).
The above analysis assumes that all other variables, in particular interest rates, remain constant. The analysis for
2021 has been performed on the same basis.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022 (Continued)
54 BERKELEY ENERGIA LIMITED
23. FINANCIAL INSTRUMENTS (Continued)
(f) Commodity Price Risk
The Group is exposed to uranium commodity price risk. These commodity prices can be volatile and are influenced
by factors beyond the Group's control. As the Group is currently engaged in exploration and business development
activities, no sales of commodities are forecast for the next 12 months, and accordingly, no hedging or derivative
transactions have been used to manage commodity price risk.
(g) Capital Management
The Group normally defines its Capital as total equity of the Group, (being a net asset at 30 June 2022 of
$78,758,000 (2021: net liability $19,165,000)). The OIA Convertible Note which automatically converted on 30
November 2021 resulted in the decrease of Company liabilities of $36,635,000 (based on the 30 November 2021
valuation) and increase in share capital of the same amount increasing net assets to $78,758,000.
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while
financing the development of its project through primarily equity-based financing. The Board's policy is to maintain
a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development
of the business. Given the stage of development of the Group, the Board's objective is to minimise debt and to raise
funds as required through the issue of new shares. There were no changes in the Group's approach to capital
management during the year. The Group is not subject to externally imposed capital requirements.
(h) Fair Value
The fair value of financial assets and financial liabilities approximates their carrying value. The methods for
estimating fair value are outlined in the relevant notes to the financial statements. Please refer to Note 11 for further
disclosure.
(i) Equity Price Risk
The Group is exposed to equity securities price risk. This arises from the OIA Options held by the Group and
classified in the Statement of Financial Position as financial liabilities through profit and loss, refer to Note 11.
Equity price sensitivity
A sensitivity of 10% has been selected as this is considered reasonable given the recent trading of the Company’s
shares. The sensitivity analyses below have been determined based on the exposure to equity price risks at the
reporting date. This analysis assumes that all other variables remain constant.
Profit or loss
Other Comprehensive
Income
10%
increase
$000
10%
decrease
$000
20%
increase
$000
20%
decrease
$000
2022
Group
Convertible Note
(1)
-
-
-
-
OIA Options
(239)
182
-
-
Restated
(Note 1(e))
2021
Group
Convertible Note
(9,639)
9,639
-
-
OIA Options
(1,010)
925
-
-
Note:
(1)
Convertible Note converted to Ordinary Shares on 30 November 2021. Please refer to Note 11 for further disclosure.
ANNUAL REPORT 2022
55
24. CONTINGENT LIABILITIES
Other than the production fee arrangement with ENUSA disclosed in Note 7, the Group had no contingent liabilities
at 30 June 2022 (2021: Nil).
25. COMMITMENTS
During the financial year, management has identified the following material commitments for the Group:
Payable within 1 year
$000
Payable after 1 year
and less than 5 years
$000
Total
$000
2022
Operating Commitments
-
-
-
2021
Operating Commitments
236
-
236
Operating commitments include costs (excluding lease costs) for the provision of serviced offices and short term
minimum operational supply agreements. The disclosed amounts are based on the current terms of agreements
and based on current levels of operating activities. Agreements entered into by the Group generally provide early
termination clauses for the cancellation of agreements allowing the Group to modify the ongoing level of expenditure
to an amount significantly less than the disclosed commitments above.
26. SUBSEQUENT EVENTS
(i) On 1 July 2022, the Company strengthened the board with the appointment of Mr Francisco Bellón as an
Executive Director.
Other than as outlined above, as at the date of this report there are no matters or circumstances, which have arisen
since 30 June 2022 that have significantly affected or may significantly affect:
• the operations, in financial years subsequent to 30 June 2022, of the Consolidated Entity;
• the results of those operations, in financial years subsequent to 30 June 2022, of the Consolidated Entity; or
• the state of affairs, in financial years subsequent to 30 June 2022, of the Consolidated Entity.
DIRECTORS’ DECLARATION
56 BERKELEY ENERGIA LIMITED
In accordance with a resolution of the Directors of Berkeley Energia Limited, I state that:
(1) In the opinion of the Directors:
(a) the financial statements, notes and the additional disclosures included in the directors' report
designated as audited of the Consolidated Entity are in accordance with the Corporations Act 2001
including:
(i) giving a true and fair view of the Consolidated Entity's financial position as at 30 June 2022
and of its performance for the year ended on that date; and
(ii) complying with accounting standards and the Corporations Act 2001;
(iii) complying with International Financial Reporting Standards; and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
(2) To the best of the Directors’ knowledge, the Directors’ report includes a fair review of the development and
performance of the business and the financial position of the Group, together with a description of the
principal risks and uncertainties that the Group faces.
(3) 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 financial year ended 30 June 2022.
On behalf of the Board.
ROBERT BEHETS
Director
30 August 2022
RO
RO
R
R
RO
RO
RO
R
RO
R
RO
RO
RO
O
O
R
RO
R
R
O
O
O
R
O
O
O
R
RO
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
O
BE
BE
BE
BE
BE
BE
BE
BE
BE
E
BE
E
BE
BE
BE
BE
BE
E
BE
BE
E
BE
BE
BE
BE
E
BE
E
E
BE
BE
BE
BE
BE
BE
BE
E
BE
E
E
E
E
BE
E
E
E
BE
BE
BE
BE
E
E
E
E
E
E
E
E
E
BE
BE
E
BE
BE
BE
BE
BE
BE
BE
B
E
E
E
BE
BE
E
E
BE
BE
BE
B
B
B
BE
E
E
E
BE
BE
BE
BE
E
E
B
BE
B
B
E
B
B
B
B
B
B
BE
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B
RT
RT
RT
RT
T
RT
RT
T
RT
RT
RT
RT
T
T
RT
RT
RT
RT
T
RT
T
RT
RT
RT
R
RT
T
T
RT
RT
RT
T
T
T
RT
T
RT
T
T
T
RT
RT
T
T
T
T
R
RT
T
T
R
R
R
R
R
R
R
R
R
R
R
R
R
R
R
R
R
R
R
R
B
EH
ET
Di
r
re
r
r
r
r
r
re
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
r
ctor
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s independence declaration to the directors of Berkeley
Energia Limited
As lead auditor for the audit of the financial report of Berkeley Energia Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of Berkeley Energia Limited and the entities it controlled during the
financial year.
Ernst & Young
Jared Jaworski
Partner
30 August 2022
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +
61 8 9429 2436
ey.com/au
Independent auditor’s report to the members of Berkeley Energia
Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Berkeley Energia Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated statement of financial position as at
30 June 2022, the consolidated statement of profit or loss and comprehensive income, consolidated
statement of changes in equity and consolidated statement of cash flows for the year then ended,
notes to the financial statements, including a summary of significant accounting policies, and the
directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a. Giving a true and fair view of the consolidated financial position of the Group as at 30 June 2022
and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the 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 (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For the matter below, our description of how our audit addressed
the matter is provided in that context.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to this matter. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matter below, provide the basis for our audit opinion on the
accompanying financial report.
1. Convertible note arrangement
Why significant
How our audit addressed the key audit matter
The Group issued a convertible note and share
options in the 2018 financial year. Both the
convertible note and share options are
recognised as financial liabilities and
measured
at fair value through profit and loss.
As disclosed in note 11 of the financial report,
on 30 November 2021, under the terms of the
convertible note agreement, the convertible
note automatically converted into ordinary
shares, requiring the Group to issue
186,814,815 fully paid ordinary shares to the
noteholder.
The convertible note was fair valued
up to the date of conversion
with any changes in
fair value recognised in the profit and loss. At
30 June 2022 the share options remain
unexercised and
continue to be recognised as a
financial liability.
The accounting treatment for the convertible
note and share options are complex
. Judgment
is required in determining the classification of
the host contract as debt or equity for the
convertible note and in valuing both the
convertible note and the share options.
Due to the value of these financial liabilities
relative to the Group’s net assets, the number
of
shares issued during the year on conversion of
the convertible note, the complexity of the
accounting treatment and the related estimation
uncertainty
in determining the fair value of the
convertible note prior to its conversion
and the
share options at 30 June 2022, this was
considered a key audit matter.
We evaluated the Group’s accounting treatment
of the convertible note and share options. Our
audit procedures included the following:
►
Reviewed management’s assessment of the
applicable accounting treatment for the
convertible note and share options
and the
conversion rights.
►
Read the convertible note agreement to
understand the terms of the convertible
note and share options, including t
he terms
of conversion.
►
Assessed, with the involvement of our
valuation specialists, the methodologies,
inputs and assumptions used by the Group in
determining the fair value of the
convertible
note prior to it being converted into
ordinary shares and the fair value of the
share options at 30 June 2022.
►
Assessed whether the number of ordinary
shares issued on conversion of the
convertible note was in accordance with the
terms of the convertible note agreement.
►
Considered the adequacy of the Group’s
disclosures in respect of the convertible
note and share options, including
disclosures related to the fair value
measurement of the financial liabilities
and
the conversion of the convertible note
in the
financial report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s 2022 annual report 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, with the exception of the Remuneration Report
and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have 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.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
► Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. 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.
► Obtain an understanding of internal control relevant to the audit 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 Group’s internal control.
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
► 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.
► Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
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.
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, actions
taken to eliminate threats or safeguards applied.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the 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 audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 15 to 21 of the directors’ report for the
year ended 30 June 2022.
In our opinion, the Remuneration Report of Berkeley Energia Limited for the year ended
30 June 2022, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Jared Jaworski
Partner
Perth
30 August 2022
CORPORATE GOVERNANCE
ANNUAL REPORT 2022
63
Berkeley Energia Limited and the entities it controls believe corporate governance is important for the Company in
conducting its business activities.
The Board of Berkeley has adopted a suite of charters and key corporate governance documents which articulate
the policies and procedures followed by the Company. These documents are available in the Corporate Governance
section of the Company’s website, www.berkeleyenergia.com. These documents are reviewed annually to address
any changes in governance practices and the law.
The Company’s Corporate Governance Statement 2022, which explains how Berkeley complies with the ASX
Corporate Governance Council’s ‘Corporate Governance Principles and Recommendations – 4th Edition’ in relation
to the year ended 30 June 2022, is available in the Corporate Governance section of the Company’s website,
www.berkeleyenergia.com and will be lodged with ASX together with an Appendix 4G at the same time that this
Annual Report is lodged with ASX.
In addition to the ASX Corporate Governance Council’s ‘Corporate Governance Principles and Recommendations
– 4th Edition’ the Board has taken into account a number of important factors in determining its corporate
governance policies and procedures, including the:
• relatively simple operations of the Company, which is focused on developing a single uranium property;
• cost verses benefit of additional corporate governance requirements or processes;
• size of the Board;
• Board’s experience in the relevant sector;
• organisational reporting structure and limited number of reporting functions, operational divisions and
employees;
• relatively simple financial affairs with limited complexity and quantum;
• relatively moderate market capitalisation and economic value of the entity; and
• direct shareholder feedback.
MINERAL RESOURCES AND ORE RESERVES STATEMENT
64 BERKELEY ENERGIA LIMITED
1. MINERAL RESOURCES
Berkeley’s Mineral Resource Statement as at 30 June 2022 and 30 June 2021 is grouped by deposit, all of which
form part of the Salamanca Project in Spain as follows:
2022
2021
Deposit
Resource
Tonnes
U
3
O
8
U
3
O
8
Tonnes
U
3
O
8
U
3
O
8
Name
Category
(Mt)
(ppm)
(Mlbs)
(Mt)
(ppm)
(Mlbs)
Retortillo
Measured
4.1
498
4.5
4.1
498
4.5
Indicated
11.3
395
9.8
11.3
395
9.8
Inferred
0.2
368
0.2
0.2
368
0.2
Total
15.6
422
14.5
15.6
422
14.5
Zona 7
Measured
5.2
674
7.8
5.2
674
7.8
Indicated
10.5
761
17.6
10.5
761
17.6
Inferred
6.0
364
4.8
6.0
364
4.8
Total
21.7
631
30.2
21.7
631
30.2
Las Carbas
Inferred
0.6
443
0.6
0.6
443
0.6
Cristina
Inferred
0.8
460
0.8
0.8
460
0.8
Caridad
Inferred
0.4
382
0.4
0.4
382
0.4
Villares
Inferred
0.7
672
1.1
0.7
672
1.1
Villares North
Inferred
0.3
388
0.2
0.3
388
0.2
Total Retortillo Satellites
Inferred
2.8 492
3.0
2.8 492
3.0
Alameda
Indicated
20.0
455
20.1
20.0
455
20.1
Inferred
0.7
657
1.0
0.7
657
1.0
Total
20.7
462
21.1
20.7
462
21.1
Villar
Inferred
5.0
446
4.9
5.0
446
4.9
Alameda Nth Zone 2
Inferred
1.2
472
1.3
1.2
472
1.3
Alameda Nth Zone 19
Inferred
1.1
492
1.2
1.1
492
1.2
Alameda Nth Zone 21
Inferred
1.8
531
2.1
1.8
531
2.1
Total Alameda Satellites
Inferred
9.1 472
9.5
9.1 472
9.5
Gambuta
Inferred
12.7
394
11.1
12.7
394
11.1
Salamanca
Poject
Measured
9.3
597
12.3
9.3
597
12.3
Indicated
41.8
516
47.5
41.8
516
47.5
Inferred
31.5
425
29.5
31.5
425
29.5
Total
82.6
490
89.3
82.6
490
89.3
(*) All figures are rounded to reflect appropriate levels of confidence. Apparent differences occur due to rounding. The Measured
and Indicated Mineral Resources are inclusive of those Mineral Resources modified to produce the Ore Reserves
As a result of the annual review of the Company’s Mineral Resources, there has been no change to the Mineral
Resources reported for the Salamanca Project.
ANNUAL REPORT 2022
65
2. ORE RESERVES
The Company’s Ore Reserves as at 30 June 2022 and 30 June 2021, reported in accordance with the 2012 Edition
of the JORC Code, for the Salamanca Project are as follows:
2022
2021
Deposit
Name
Reserve
Category
Tonnes
(Mt)
U
3
O
8
(ppm)
U
3
O
8
(Mlbs)
Tonnes
(Mt)
U
3
O
8
(ppm)
U
3
O
8
(Mlbs)
Retortillo
Proved
4.0
397
3.5
4.0
397
3.5
Probable
11.9
329
7.9
11.9
329
7.9
Total
15.9
325
11.4
15.9
325
11.4
Zona 7
Proved
6.5
542
7.8
6.5
542
7.8
Probable
11.9
624
16.4
11.9
624
16.4
Total
18.4
595
24.2
18.4
595
24.2
Alameda
Proved
0.0
0.0
0.0
0.0
0.0
0.0
Probable
26.4
327
19.0
26.4
327
19.0
Total
26.4
327
19.0
26.4
327
19.0
Total
Proved
10.5
487
11.3
10.5
487
11.3
Probable
50.3
391
43.4
50.3
391
43.4
Total (*)
60.7
408
54.6
60.7
408
54.6
As a result of the annual review of the Company’s Ore Reserves, there has been no change to the Ore Reserves
reported for the Salamanca Project.
3. GOVERNANCE OF MINERAL RESOURCES AND ORE RESERVES
The Company engages external consultants and Competent Persons (as determined pursuant to the JORC Code
(2004 and 2012 editions)) to prepare and estimate the Mineral Resources and Ore Reserves. Management and the
Board review these estimates and underlying assumptions for reasonableness and accuracy. The results of the
Mineral Resource and Ore Reserve estimates are then reported in accordance with the requirements of the JORC
Code and other applicable rules (including ASX Listing Rules).
Where material changes occur during the year to the project, including the project’s size, title, exploration results or
other technical information, previous Mineral Resource and Ore Reserve estimates and market disclosures are
reviewed for completeness.
The Company generally reviews its Mineral Resources and Ore Reserves as at 30 June each year. Where a
material change has occurred in the assumptions or data used in previously reported Mineral Resources or Ore
Reserves, then where possible a revised Mineral Resource or Ore Reserve estimate will be prepared as part of the
annual review process. However, there are circumstance where this may not be possible (e.g. an ongoing drilling
programme), in which case a revised Mineral Resource or Ore Reserve estimate will be prepared and reported as
soon as practicable.
MINERAL RESOURCES AND ORE RESERVES STATEMENT
(Continued)
66 BERKELEY ENERGIA LIMITED
4. COMPETENT PERSONS STATEMENT
The information in this report that relates to Ore Reserve Estimates for the Salamanca Project, is based on, and
fairly represents, information compiled or reviewed by Mr Francisco Bellon, a Competent Person who is a member
of the Australasian Institute of Mining and Metallurgy. Mr Bellon is the Chief Operating Officer for Berkeley and a
holder of shares and options in Berkeley. Mr Bellon has sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves’. Mr Bellon consents to the inclusion in the announcement of the matters
based on his information in the form and context in which it appears.
The information in this report that relates to the Mineral Resources for the Salamanca Project (which includes
Retortillo, Zona 7, the Retortillo Satellites, Alameda, Alameda Satellites and the Gambuta deposits) is based on,
and fairly represents, information compiled or reviewed by Mr Enrique Martínez, a Competent Person who is a
Member of the Australasian Institute of Mining and Metallurgy. Mr Martínez is Berkeley’s Geology Manager and a
holder of shares and options in Berkeley. Mr Martínez has sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves’. Mr Martínez consents to the inclusion in the report of the matters based on
his information in the form and context in which it appears.
The information in this report that relates to the DFS, Mineral Resources, Ore Reserve Estimates, Mining, Uranium
Preparation, Infrastructure, Production Targets and Cost Estimation is extracted from the announcement entitled
‘Study confirms the Salamanca project as one of the world’s lowest cost uranium producers’ dated 14 July 2016,
which is available to view on Berkeley’s website at www.berkeleyenergia.com.
Berkeley confirms that: a) it is not aware of any new information or data that materially affects the information
included in the original announcement; b) all material assumptions and technical parameters underpinning the
Mineral Resources, Ore Reserve Estimate, Production Target, and related forecast financial information derived
from the Production Target included in the original announcement continue to apply and have not materially
changed; and c) the form and context in which the relevant Competent Persons’ findings presented in this report
have not been materially modified from the original announcements.
The information in this report that relates to the exploration results is extracted from the Company’s June 2022
quarterly report dated 29 July 2022 (“Quarterly Report”), which is available to view on Berkeley’s website at
www.berkeleyenergia.com.
Berkeley confirms that: a) it is not aware of any new information or data that materially affects the information
included in the Quarterly Report; b) all material assumptions and technical parameters continue to apply and have
not materially changed; and c) the form and context in which the relevant Competent Persons’ findings presented
in this report have not been materially modified from the Quarterly Report.
Forward Looking Statements
This announcement may include forward-looking statements. These forward-looking statements are based on
Berkeley’s expectations and beliefs concerning future events. Forward looking statements are necessarily subject
to risks, uncertainties and other factors, many of which are outside the control of Berkley, which could cause actual
results to differ materially from such statements. Berkeley makes no undertaking to subsequently update or revise
the forward-looking statements made in this announcement, to reflect the circumstances or events after the date of
that announcement.
ASX ADDITIONAL INFORMATION
ANNUAL REPORT 2022
67
The shareholder information set out below was applicable as at 31 July 2022.
1. TWENTY LARGEST HOLDERS OF LISTED SECURITIES
The names of the twenty largest holders of each class of listed securities are listed below:
Ordinary Shares
Name
No of
Ordinary
Shares Held
Percentage of
Issued Shares
BNP Paribas Nominees Pty Ltd
BPSSMDRDRENT4BANCBERKEL
<DRP>
213,582,955
47.91
HSBC Custody Nominees (Australia) Limited
45,851,911
10.29
Computershare Clearing Pty Ltd <CCNL DI A/C>
36,388,599
8.16
BNP Paribas Noms Pty Ltd <DRP>
29,773,681
6.68
Treasury Services Group Pty Ltd <Nero Resource Fund A/C>
14,285,714
3.20
Arredo Pty Ltd
12,100,000
2.71
HSBC Custody Nominees (Australia) Limited
- A/C 2
11,549,168
2.59
CS
Third Nominees Pty Limited <HSBC Cust Nom Au Ltd 13 A/C>
11,428,571
2.56
CS
Fourth Nominees Pty Limited <HSBC Cust Nom Au Ltd 11 A/C>
7,778,044
1.74
Brispot Nominees Pty Ltd <House Head Nominee A/C>
6,096,251
1.37
Citicorp Nominees Pty Limited
5,890,762
1.32
BNP Paribas Nominees Pty Ltd ACF Clearstream
5,088,887
1.14
National Nominees Limited
4,079,610
0.92
Warbont Nominees Pty Ltd <Unpaid Entrepot A/C>
2,519,247
0.57
Merrill Lynch (Australia) Nominees Pty Limited
2,141,696
0.48
Mr Robert Arthur Behets + Mrs Kristina Jane Behets <Behets Family A/C>
2,000,000
0.45
Inkese Pty Ltd
2,000,000
0.45
Argonaut Securities (Nominees) Pty Ltd <ASPL Client No 8 A/C>
1,248,706
0.28
Warbont Nominees Pty Ltd <Accumulation Entrepot A/C>
1,057,055
0.24
Mr Jay Hughes + Mrs Linda Hughes <Inkese Super A/C>
1,000,000
0.22
Total Top 20
415,860,857
93.28
Others
29,935,858
6.72
Total Ordinary Shares on Issue
445,796,715
100.00
ASX ADDITIONAL INFORMATION
(Continued)
68 BERKELEY ENERGIA LIMITED
2. DISTRIBUTION OF EQUITY SECURITIES
An analysis of numbers of holders of listed securities by size of holding as at 31 July 2022 is listed below:
Ordinary Shares
Distribution
Number of Shareholders
Number of Shares
1
–
1,000
358
91,763
1,001
–
5,000
418
1,148,369
5,001
–
10,000
185
1,475,159
10,001
–
100,000
320
10,275,907
100,001
–
and over
73
432,805,517
Totals
1,354
445,796,715
There were 409 holders of less than a marketable parcel of ordinary shares.
3. SUBSTANTIAL SHAREHOLDERS
No Substantial Shareholder notices have been received by the Company.
4. UNQUOTED SECURITIES
The names of the security holders holding 20% or more of an unlisted class of security at 31 July 2022, other than
those securities issued or acquired under an employee incentive scheme, are listed below:
Holder
£0.60 OIA
Options Expiring
30-Nov
-22
£0.75 OIA
Options Expiring
30-May
-23
£1.00 OIA
Options Expiring
30-Nov
-23
Singapore Mining Acquisition Co Pte Ltd
10,088,625
15,132,937
25,221,562
Others
(holding less than 20%)
-
-
-
Total
10,088,625
15,132,937
25,221,562
Total holders
1
1
1
5. VOTING RIGHTS
See Note 13 of the Notes to the Financial Statements.
6. ON-MARKET BUY BACK
There is currently no on-market buy back program for any of Berkeley's listed securities.
ANNUAL REPORT 2022
69
7. EXPLORATION INTERESTS
As at 31 July 2022, the Company has an interest in the following tenements:
Location
Tenement Name
Percentage Interest
Status
Spain
Salamanca
D.S.R Salamanca 28 (Alameda)
100%
Granted
D.S.R Salamanca 29 (Villar)
100%
Granted
E.C. Retortillo-Santidad
100%
Granted
E.C. Lucero
100%
Pending
I.P. Abedules
100%
Granted
I.P. Abetos
100%
Granted
I.P. Alcornoques
100%
Granted
I.P. Alisos
100%
Granted
I.P. Bardal
100%
Granted
I.P. Barquilla
100%
Granted
I.P. Berzosa
100%
Granted
I.P. Campillo
100%
Granted
I.P. Castaños 2
100%
Granted
I.P. Ciervo
100%
Granted
I.P. Conchas
100%
Granted
I.P. Dehesa
100%
Granted
I.P. El Águlia
100%
Granted
I.P. El Vaqueril
100%
Granted
I.P. Espinera
100%
Granted
I.P. Horcajada
100%
Granted
I.P. Lis
100%
Granted
I.P. Mailleras
100%
Granted
I.P. Mimbre
100%
Granted
I.P. Pedreras
100%
Granted
E.P. Herradura
100%
Granted
(1)
Cáceres
I.P. Almendro
100%
Granted
I.P. Ibor
100%
Granted
I.P. Olmos
100%
Granted
Badajoz
I.P. Don Benito Este
100%
Granted
I.P. Don Benito Oeste
100%
Granted
Note:
(1)
An application for a one-year extension at E.P. Herradura was rejected by the relevant government organisation during
the year but this decision has been appealed by the Company.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent assurance report to the Directors of Berkeley Energia
Limited (“the Company”)
Opinion
We have undertaken a reasonable assurance engagement on Berkeley Energia Limited’s compliance, in
all material respects, with the Commission Delegated Regulation (EU) 2019/815 of 17 December
2018 supplementing Directive 2004/109/EC of the European Commission with regard to regulatory
technical standards on the specification of a single electronic reporting format (hereinafter referred to
as “the ESEF Regulation”) so far as it relates to the Company’s annual report for the year ended 30
June 2022 (the “Annual Report 2022”).
In our opinion, the Annual Report 2022 complies, in all material respects with the requirements of the
ESEF Regulation.
Basis for opinion
We conducted our engagement in accordance with Standard on Assurance Engagements ASAE 3100
Compliance Engagements issued by the Auditing and Assurance Standards Board.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
The Company’s responsibilities
The Company is responsible for:
(a) The compliance activity undertaken to meet the ESEF Regulation; and
(b) Identification of risks that threaten the ESEF Regulation above being met and controls which will
mitigate those risks and monitor ongoing compliance.
Our independence and quality control
We have complied with the independence and relevant ethical requirements, which are founded on
fundamental principles of integrity, objectivity, professional competence and due care, confidentiality
and professional behaviour.
The firm applies Auditing Standard ASQM 1 Quality Management for Firms that Perform Audits or
Reviews of Financial Reports and Other Financial Information, or Other Assurance or Related Services
Engagements, which requires the firm to design, implement and operate a system of quality
management including policies or procedures regarding compliance with ethical requirements,
professional standards and applicable legal and regulatory requirements.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
2
Assurance practitioner’s responsibilities
Our responsibility is to express an opinion on the Company’s compliance, in all material respects, with
the ESEF Regulation so far as it relates to the Annual Report 2022. ASAE 3100 requires that we plan
and perform our procedures to obtain reasonable assurance about whether the Company has
complied, in all material respects, with the ESEF Regulation.
An assurance engagement to report on the Company’s compliance with the ESEF Regulation involves
performing procedures to obtain evidence about the compliance activity and controls implemented to
meet the ESEF Regulation. The procedures selected depend on our judgement, including the
identification and assessment of risks of material non-compliance with the ESEF Regulation, so far as it
relates to the Annual Report 2022.
Inherent limitations
Because of the inherent limitations of an assurance engagement, together with the internal control
structure it is possible that fraud, error, or non-compliance with compliance requirements may occur
and not be detected.
A reasonable assurance engagement as at 30 June 2022 does not provide assurance on whether
compliance with the ESEF Regulation will continue in the future.
Ernst & Young
Perth
26 October 2023