REG - European Metals Hldg - Annual Financial Report
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RNS Number : 6703Y European Metals Holdings Limited 30 March 2026
For immediate
release
30 March 2026
European Metals Holdings Limited
("European Metals" or the "Company")
ANNUAL RESULTS
European Metals Holdings Limited (ASX & AIM: EMH, OTCQX and OTCQB: EMHXY
and EMHLF) ("European Metals" or the "Company") are pleased to announce the
Company's Annual results for the year ended 31 December 2025.
The annual report has been released on the Australian Securities Exchange
("ASX") as required under the listing rules of the ASX.
Whilst the financial information included in this announcement has been
prepared in accordance with the accounting policies and basis of preparation
set out below, this announcement does not constitute the Company's statutory
financial statements.
A copy of the annual report will be posted to shareholders and is also
available on the Company's website www.europeanmet.com.
ENQUIRIES:
European Metals Holdings Limited
Keith Coughlan, Executive Chairman Tel: +61 (0) 419 996 333
Email: keith@europeanmet.com (mailto:keith@europeanmet.com)
Kiran Morzaria, Non-Executive Director Tel: +44 (0) 20 7440 0647
Carly Terzanidis, Company Secretary Tel: +61 8 6245 2050
Email: cosec@europeanmet.com
Zeus Capital Limited (Nomad & Broker)
James Joyce / Darshan Patel / Chris Wardley Tel: +44 (0) 203 829 5000
(Corporate Finance)
Harry Ansell (Broking)
BlytheRay (Financial PR)
Tim Blythe Tel: +44 (0) 20 7138 3222
Megan Ray
Chapter 1 Advisors (Financial PR - Aus)
David Tasker Tel: +61 (0) 433 112 936
CHAIRMAN'S LETTER
Dear Shareholders
Welcome to the 2025 Annual Report of European Metals Holdings Limited.
On behalf of the Board of Directors, I am pleased to present this report after
a very significant year in the development of the Cinovec Lithium Project
("Project"). The Project has received the full support of both the European
Union and the Czech Government, with its strategic importance being formally
recognised and culminating in the award of two grants totalling approximately
EUR 400 million. This very significant level of funding is a major contributor
to the certainty of the Cinovec Project.
The Definitive Feasibility Study ("DFS") for the Project was also completed
during the year, establishing a robust base case for the development of the
Cinovec Project and confirming its potential role in enabling the local
sourcing of a significant portion of the lithium required for the region's
energy transition. Since completion of the DFS, the Company and Geomet s.r.o.
have continued to review optimisation opportunities and early engineering
initiatives, including further testwork and studies intended to support value
engineering and the next phase of project development. This is particularly
important for the Project, given its profile in the region and the likelihood
that the Project will be one of the largest local suppliers of lithium
chemicals to the European Union.
While the Project continues to benefit from strong support at both Czech
Republic and European Union level, the Board remains focused on disciplined
execution. Key priorities for 2026 include progressing the environmental
approval process, advancing project optimisation and engineering work,
continuing stakeholder engagement, and evaluating funding pathways to support
the Project through the pre-Final Investment Decision ("FID") period.
We are seeing a renewed focus on energy security as well as raw material
security as the world experiences a period of geopolitical uncertainty. This
is particularly evident in Europe, with the European Council restating its
concerns and plans for the security of the raw materials required to enable
the green energy transition.
The macro conditions in the global lithium market improved over the year, and
we are confident in a positive outlook for the foreseeable future. Production
of electric vehicles has increased sharply, particularly in Europe, as has the
demand for Energy Storage Systems. These are clearly the two key drivers for
lithium demand. The ESG credentials of the Project continue to be a focus and
we have made significant progress in the field of stakeholder engagement, as
evidenced by the strong government support.
Finally, I would like to take this opportunity to thank all staff, advisors,
contractors, our project partners, CEZ, and shareholders who continue to
support us through the ebbs and flows of developing this very large Project. I
look forward to continuing to update you throughout the new year as we
progress permitting, project optimisation, financing discussions and the
workstreams required to move the Project towards FID.
___________________________
Keith Coughlan
EXECUTIVE CHAIRMAN
PROJECT REVIEW
In March 2025 the Company announced an update for the Cinovec Project
("Cinovec" or "the Project"), confirming that the Cinovec mineral deposit had
been designated a Strategic Deposit for the purposes of the Czech Construction
Code, which is a major step forward for the Project resulting in a simplified
and shortened permitting timeframe.
Cinovec's Strategic Deposit designation will enable Geomet to obtain certain
permits and take actions to secure the development of the Project without
undue delay. This designation helps accelerate permitting processes via:
• Expedited approval processes - Strategically significant
deposits will have priority in obtaining permits and official approvals,
reducing the time required for project preparation and mining initiation.
• Reduced administrative burden - The designation streamlines
coordination between various authorities, eliminating bureaucratic obstacles
and minimising assessment duplication, fulfilling "One Stop Shop" permitting
assessment as required under the European Union's Critical Raw Materials Act
("CRMA").
• Priority environmental impact assessment ("EIA") review -
The EIA process may have accelerated deadlines or be coordinated to minimise
delays caused by complex administrative procedures.
• Use of exceptional procedures - Strategically significant
deposits may be eligible for special legislative procedures similar to those
for key infrastructure projects, potentially limiting blocking possibilities
by certain institutions or civil organisations.
Overall, the Strategic Deposit status enhances the predictability and speed of
permitting processes, facilitating the timely extraction of raw materials
critical for energy security and industrial needs.
Also in March 2025, the Company announced that the European Commission
declared Cinovec to be a Strategic Project under the CRMA, confirming the
importance of Cinovec in supplying battery grade lithium chemicals to the
European battery supply chain.
Strategic Project status will bring with it explicit support from European
institutions, including financial institutions, and permitting will be brought
within accelerated and simplified process and time limits set out within the
CRMA.
The CRMA aims to strengthen security of critical raw material supplies, reduce
dependence on imports from third countries, and support innovation in the
sustainable sourcing of mineral resources.
In April 2025, the Company announced an update in relation to grant funding by
the European Union, whereby the Czech selection panel of the managing
authority for the EU Just Transition Fund ("JTF") approved a CZK800 million
(US$36 million) grant to the Cinovec Project. The approval of financial
support for the Project under the JTF represents a further important
confirmation of support from European and Czech institutions.
The JTF grant was provided conditional on the Project EIA being submitted by
31 December 2025 (which was confirmed by the Company subsequent to the end of
the period) and approval of the EIA by the Czech Ministry of Environment by 30
June 2026.
In August 2025 the Company announced that Geomet s.r.o., its associate, was
granted an updated Preliminary Mining Permit ("Permit") by the Czech Ministry
of the Environment for the southern part of the Cinovec deposit (Cinovec-III
South).
The Permit, valid for a period of 8 years until 2033, covers an area of
1.4807km². This Permit serves as a critical legal prerequisite for obtaining
a Final Mining Permit and secures the Company's priority right to apply for
and obtain a Final Mining Area and Final Mining Permit. Together with the
existing Preliminary Mining Permits for Cinovec- Northwest and Cinovec-East
(valid until 2028), this Permit encompasses the entirety of the Cinovec ore
reserve.
The Company also noted its plans to consolidate all three Preliminary Mining
Permits (Cinovec Northwest, Cinovec-East and Cinovec-South) into a single
Preliminary Mining Permit. This consolidation is a strategic step to
facilitate the development of the mine by streamlining the process of
obtaining a single Final Mining Area and Final Mining Permit.
Also in August 2025, the Company announced an EUR11.0m Geomet cash call to
fund completion of the Cinovec Definitive Feasibility Study, with the
Company's share, pursuant to the Project's ownership structure, being EUR5.39m
(~AU$9.67m).
To support the cash call obligation, the Company confirmed completion of a
AU$3.0m placement via the issue of 18.75 million shares at $0.16 per share,
with proceeds applied to the obligation and working capital.
Consistent with the strategy to minimise shareholder dilution, in September
2025 the Company announced the refinancing of the CZK121m (~AU$8.86m) Dukla
loan that was advanced to Geomet s.r.o. in December 2023 for the acquisition
of land at Dukla. The land purchase was originally contemplated as the site of
the Lithium Chemical Plant, however given the plant's proposed relocation to
Prunéřov, most of the land is no longer required. The refinance resulted in
the Company retaining a buy-back right over the loan, exercisable at any time
prior to 31 December 2025.
In November 2025 the Company announced that, subject to completion of
administrative processes, Geomet s.r.o. had been informed of the award of a
grant of up to EUR360 million (AU$645 million) under the "Strategic
Investments for a Climate-Neutral Economy" programme (the "Programme"),
administered by the Ministry of Industry and Trade of the Czech Republic for
the development of the Company's Cinovec Project.
The Programme is designed to support significant investments in the production
and expansion of equipment, key components, and critical raw materials
essential for the transition to a climate neutral economy. The Programme is
aligned with the European Commission's Temporary Crisis and Transition
Framework and aims to accelerate economic development and investment in
strategic sectors.
In December 2025 the Company released the Cinovec Definitive Feasibility Study
("DFS"), confirming the Project as a long-life producer of battery grade
lithium carbonate strategically located within the European EV and battery
manufacturing corridor.
Highlights of the DFS include:
• Steady-state (excluding ramp up/ramp down) production of
37,500 tonnes per annum (tpa) of battery-grade lithium carbonate (Li₂CO₃),
representing approximately 5.2% of EU demand in 2030 and sufficient for up to
1,300,000 60kWh EV batteries annually.
• 26+ year operating life, underpinned by a Mineral Resource
Estimate of 747.54 Mt @ 0.19% Li (0.40% Li₂O) (7.45 Mt lithium carbonate
equivalent ("LCE")) and an Ore Reserve of 54.40 Mt @ 0.27% Li (0.58% Li₂O)
(145,000t contained Li), with expansion optionality.
• Robust economics based upon the first 23 years of the full
life of mine ("LOM") 27-year production schedule: (ungeared, using flat
US$26,000 lithium carbonate price)
o Pre-tax NPV8%: US$1.455bn (Inclusive of grants and exclusive of inferred
resources)
o Pre-tax IRR: 14.8% (Inclusive of grants and exclusive of inferred
resources)
o LOM C1 costs: US$12,621/t
o LOM AISC: US$13,879/t
• Initial CAPEX of US$1.72bn (including contingency and net of
approved grants) and sustaining CAPEX (life of mine) of US$0.498B.
• Vertically integrated project comprising underground mine,
Prunéřov beneficiation and lithium chemical plant and all necessary
integration of utilities and transport requirements.
• Strong ESG profile aligned with EU CRMA, Equator Principles
and International Finance Corporation standards.
Completion of the DFS enables advancement of key workstreams:
• EU stakeholder engagement for additional grant and debt
support
• Formal project financing discussions
• Finalisation of advanced off-take negotiations
• Optimisation, permitting and pre-FID planning focused upon
improving the base case DFS
EVENTS AFTER REPORTING PERIOD
On 30 January 2026, the Company successfully completed a $3,459,680 capital
raise, having issued 10,811,500 fully paid ordinary shares at an issue price
of $0.32 per share.
The Company also announced that Geomet s.r.o. was informed that it had
received Regional Rezoning approval for the Cinovec Project, with the Ústí
nad Labem Regional Assembly voting to support the rezoning application
submitted by the Czech Ministry of Industry and Trade.
The rezoning defines the Project's areas and corridors for lithium mining and
processing, including corridors for necessary utility supply developments
including water, electricity and gas at all of the Project's sites. It also
defines the area for the storage and processing of materials from mining
activities and the treatment of lithium concentrate at the Prunéřov
Processing Plant site, and the planned tailings management facilities in the
Doly Nastup Tušimice ("DNT") mining area.
On 10 February 2026, the $750,000 loan payable to a third party was repaid in
full via a cash payment.
Other than the matters referred to above, no other matter or circumstance has
arisen since 31 December 2025 that has significantly affected, or may
significantly affect, the Group's operations, the results of those operations,
or the Group's state of affairs in future financial years.
RISKS AND UNCERTAINTIES
The Group's activities have inherent risk, and the Board is unable to provide
certainty of the expected results of activities, or that any or all of the
likely activities will be achieved. The material business risks faced by the
Group that could influence the Group's future prospects, and how the Group
manages these risks, are provided below.
Operational risk
The Company may be affected by various operational factors. In the event that
any of these potential risks eventuate, the Company's operational and
financial performance may be adversely affected. No assurances can be given
that the Company will achieve commercial viability through successful
exploration outcomes on its tenement holdings. Until the Company is able to
realise value from its projects, it is likely to incur ongoing operating
losses.
The operations of the Company may be affected by various factors, including
failure to achieve predicted grades during mining, operational and technical
difficulties encountered during mining, lack of infrastructure in the
Company's areas of operation, unanticipated metallurgical problems which may
affect value of defined resources, increases in the costs of consumables,
spare parts, plant and equipment.
Mineral Resource estimates are made in accordance with the 2012 edition of the
JORC Code. Mineral resources are estimates only. An estimate is an expression
of judgement based on knowledge, experience and industry practice. Estimates
may alter significantly when new information or techniques become available.
Resource estimates can be imprecise and depend on interpretations, which may
prove to be inaccurate.
The Company's interests in mining tenements are at various stages of
exploration and potential production and potential investors should understand
that mineral exploration and production is a speculative and high-risk
undertaking that may be impeded by circumstances and factors beyond the
control of the Company. The Company has interests in mining tenements in the
Czech Republic which operate under different regulatory conditions which may
impact on time taken to evaluate projects and may affect the viability of
resources.
There can be no assurance that the tenements, or any other exploration
properties that may be acquired in the future, will result in the exploitation
of an economic mineral resource. Even though an apparently viable deposit has
been identified, there is no guarantee that it can be economically exploited.
The Company will need to apply for a mining lease to undertake development and
mining on the relevant tenement. There is no guarantee that the Company will
be granted a mining lease and if it is granted, it will be subject to
conditions which may impact on the financial viability of the project.
Project development, permitting and pre-FID execution risk
The Cinovec Project has now progressed to a stage where several interrelated
development risks have increased in importance. These include the timing and
outcome of the EIA process, the timing of subsequent permitting and approvals,
the incorporation of optimisation outcomes and further engineering into the
project development pathway, and the availability of funding to support the
Project through the pre-FID period. Delays in any of these areas may affect
the timing of development milestones, including FID, and may increase project
costs or require changes to scope, sequencing or implementation strategy. The
Group seeks to manage these risks through active engagement with regulators,
continued stakeholder consultation, staged engineering and optimisation work,
disciplined budget management and ongoing evaluation of funding alternatives.
Renewals
Mining and exploration tenements are subject to periodic renewal. The renewal
of the term of granted tenements is subject to compliance with the applicable
mining legislation and regulations and the discretion of the relevant mining
authority. Renewal conditions may include increased expenditure and work
commitments or compulsory relinquishment of areas of the tenements. The
imposition of new conditions or the inability to meet those conditions may
adversely affect the operations, financial position and/or performance of the
Company. The Company considers the likelihood of tenure forfeiture to be low
given the laws and regulations governing exploration in the Czech Republic and
the ongoing expenditure budgeted for by the Company. However, the consequence
of forfeiture or involuntary surrender of a granted tenement for reasons
beyond the control of the Company could be significant.
Title to tenements
Notwithstanding that the exploration licenses, the subject of the Cinovec
Project have been granted, if the application for the licenses did not
strictly comply with the application requirements (i.e. the required reports
were not lodged or were lodged late), there is a risk that the tenements could
be deemed invalid.
Global conditions
General economic conditions, movements in interest and inflation rates and
currency exchange rates may have an adverse effect on the Company's potential
development activities, as well as on its ability to fund those activities.
General economic conditions, laws relating to taxation, new legislation, trade
barriers including tariffs, interest and inflation rates, currency exchange
controls, national and international political circumstances (including
outbreaks in international hostilities, wars, terrorist acts, sabotage,
subversive activities, security operations, labour unrest, civil disorder, and
states of emergency), natural disasters (including fires, earthquakes and
floods), and quarantine restrictions, epidemics and pandemics, may have an
adverse effect on the Company's operations and financial performance,
including the Company's exploration and development activities, as well as on
its ability to fund those activities.
Regulatory compliance
Regulatory risks of the Company's operating activities are subject to
extensive laws and regulations relating to numerous matters including resource
licence consent, environmental compliance and rehabilitation, taxation,
employee relations, health and worker safety, waste disposal, protection of
the environment, protection of endangered and protected species and other
matters. The Company requires permits from regulatory authorities to authorise
the Company's operations. These permits relate to exploration, development,
production and rehabilitation activities. While the Company believes that it
will operate in substantial compliance with all material current laws and
regulations, agreements or changes in their enforcement or regulatory
interpretation could result in changes in legal requirements or in the terms
of existing permits and agreements applicable to the Company or its
properties, which could have a material adverse impact on the Company's
current operations or planned activities.
Obtaining necessary permits can be a time-consuming process and there is a
risk that Company will not obtain these permits on acceptable terms, in a
timely manner or at all. The costs and delays associated with obtaining
necessary permits and complying with these permits and applicable laws and
regulations could materially delay or restrict the Company from proceeding
with the development of a project or the operation or development of a mine.
Any failure to comply with applicable laws and regulations or permits, even if
inadvertent, could result in material fines, penalties or other liabilities.
In extreme cases, failure could result in suspension of the Company's
activities or forfeiture of one or more of the tenements, the subject of the
Projects.
For the Cinovec Project specifically, permitting involves multiple stages and
authorities, including environmental, mining, land access, infrastructure and
other related approvals. The timing of these processes may be affected by
administrative review periods, requests for additional information,
stakeholder or community consultation, cross-border consultation requirements
and potential appeals. There is also a risk that permits, where granted, may
be subject to conditions that affect the timing, design, scope or economics of
the Project.
Climate
There are a number of climate-related factors that may affect the operations
and proposed activities of the Company. The climate change risks particularly
attributable to the Company include: (a) the emergence of new or expanded
regulations associated with the transitioning to a lower-carbon economy and
market changes related to climate change mitigation. The Company may be
impacted by changes to local or international compliance regulations related
to climate change mitigation efforts, or by specific taxation or penalties for
carbon emissions or environmental damage. These examples sit amongst an array
of possible restraints on industry that may further impact the Company and its
business viability. While the Company will endeavour to manage these risks and
limit any consequential impacts, there can be no guarantee that the Company
will not be impacted by these occurrences; and (b) climate change may cause
certain physical and environmental risks that cannot be predicted by the
Company, including events such as increased severity of weather patterns and
incidence of extreme weather events and longer-term physical risks such as
shifting climate patterns. All these risks associated with climate change may
significantly change the industry in which the Company operates.
General risks
Future funding requirements and the ability to access debt and equity markets.
The Group's funding requirements are expected to continue as the Cinovec
Project advances through permitting, optimisation, engineering and pre-FID
activities. The Group continues to assess funding alternatives at both Company
and project level, including equity, debt, strategic investment and other
arrangements. There can be no assurance that funding will be available on
acceptable terms, in the timeframe required, or at all.. Additional funding
will be required in the event development costs exceed the Company's estimates
and to effectively implement its business and operations plans in the future,
to take advantage of opportunities for acquisitions, joint ventures or other
business opportunities, and to meet any unanticipated liabilities or expenses
which the Company may incur, additional financing will be required. In
addition, should the Company consider that its development results justify
commencement of production on any of its projects, additional funding will be
required to implement the Company's development plans, the quantum of which,
remain unknown at the date of the Annual report. The Company may seek to raise
further funds through equity or debt financing, joint ventures, production
sharing arrangements or other means. Failure to obtain sufficient financing
for the Company's activities and future projects may result in delay and
indefinite postponement of development or production on the Company's
properties or even loss of a property interest or interest in a joint venture.
There can be no assurance that additional finance will be available when
needed or, if available, the terms of the financing might not be favourable to
the Company and might involve substantial dilution to shareholders.
Reliance on key personnel
The responsibility of overseeing the day-to-day operations and the strategic
management of the Company depends substantially on its senior management and
its key personnel. There can be no assurance given that there will be no
detrimental impact on the Company if one or more of these employees cease
their employment. The Company may not be able to replace its senior management
or key personnel with persons of equivalent expertise and experience within a
reasonable period of time or at all and the Company may incur additional
expenses to recruit, train and retain personnel. Loss of such personnel may
also have an adverse effect on the performance of the Company.
Competition
The industry in which the Company will be involved is subject to domestic and
global competition. Although the Company will undertake all reasonable due
diligence in its business decisions and operations, the Company will have no
influence or control over the activities or actions of its competitors, which
activities or actions may, positively or negatively, affect the operating and
financial performance of the Company's projects and business.
Market conditions
Share market conditions may affect the value of the Company's shares
regardless of the Company's operating performance. Share market conditions are
affected by many factors such as:
(a) general economic outlook;
(b) introduction of tax reform or other new legislation;
(c) interest rates and inflation rates;
(d) global health epidemics or pandemics;
(e) currency fluctuations;
(f) changes in investor sentiment toward particular market sectors;
(g) the demand for, and supply of, capital;
(h) political tensions; and
(i) terrorism or other hostilities.
The market price of shares can fall as well as rise and may be subject to
varied and unpredictable influences on the market for equities in general and
resource exploration stocks in particular. Neither the Company nor the
Directors warrant the future performance of the Company, or any return on an
investment in the Company. Potential investors should be aware that there are
risks associated with any securities investment. Securities listed on the
stock market, and in particular securities of exploration companies experience
extreme price and volume fluctuations that have often been unrelated to the
operating performance of such companies. These factors may materially affect
the market price of the shares regardless of the Company's performance. In
addition, after the end of the relevant escrow periods affecting shares in the
Company, a significant sale of then tradeable shares (or the market perception
that such a sale might occur) could have an adverse effect on the Company's
share price.
Commodity price volatility and exchange rate
If the Company achieves success leading to mineral production, the revenue it
will derive through the sale of product exposes the potential income of the
Company to commodity price and exchange rate risks. Commodity prices fluctuate
and are affected by many factors beyond the control of the Company. Such
factors include supply and demand fluctuations for precious and base metals,
technological advancements, forward selling activities and other
macro-economic factors. Furthermore, international prices of various
commodities are denominated in United States dollars, whereas the income and
expenditure of the Company will be taken into account in Australian currency,
exposing the Company to the fluctuations and volatility of the rate of
exchange between the United States dollar and the Australian dollar as
determined in international markets.
Government policy changes
Adverse changes in government policies or legislation may affect ownership of
mineral interests, taxation, royalties, land access, labour relations, and
mining and exploration activities of the Company. It is possible that the
current system of exploration and mine permitting in the Czech Republic may
change, resulting in impairment of rights and possibly expropriation of the
Company's properties without adequate compensation.
Dilution
In the future, the Company may elect to issue shares or engage in capital
raisings to fund development or construction of the Project and growth, for
investments or acquisitions that the Company may decide to undertake, to repay
debt or for any other reason the Board may determine at the relevant time.
While the Company will be subject to the constraints of the ASX Listing Rules
regarding the percentage of its capital that it is able to issue within a
12-month period (other than where exceptions apply), shareholder interests may
be diluted as a result of such issues of shares or other securities.
Taxation
The acquisition and disposal of shares will have tax consequences, which will
differ depending on the individual financial affairs of each investor. All
potential investors in the Company are urged to obtain independent financial
advice about the consequences of acquiring shares from a taxation viewpoint
and generally. To the maximum extent permitted by law, the Company, its
officers and each of their respective advisers accept no liability and
responsibility with respect to the taxation consequences of subscribing for
shares under any prospectus.
Litigation
The Company is exposed to possible litigation risks including, tenure
disputes, environmental claims, occupational health and safety claims and
employee claims. Further, the Company may be involved in disputes with other
parties in the future which may result in litigation. Any such claim or
dispute if proven, may impact adversely on the Company's operations,
reputation, financial performance and financial position. The Company is not
currently engaged in any litigation.
Environmental regulation
The operations and proposed activities of the Company are subject to Czech
laws and regulations concerning the environment. As with most exploration
projects and mining and mineral processing operations, the Company's
activities are expected to have an impact on the environment, particularly if
advanced exploration or mine and processing plant development
proceeds. Whilst the processing plant for the Cinovec Project is to be a
rehabilitated industrial site (Prunéřov EPR1), outstanding rehabilitation
requirements may arise as a result of finalisation of this. It is the
Company's intention to conduct its activities to the highest standard of
environmental obligation, including compliance with all environmental laws.
Mining operations have inherent risks and liabilities associated with safety
and damage to the environment and the disposal of waste products occurring as
a result of mineral exploration and production. The occurrence of any such
safety or environmental incident could delay production or increase production
costs. Events, such as unpredictable rainfall or bushfires may impact on
the Company's ongoing compliance with environmental legislation,
regulations, and licences. Significant liabilities could be imposed on the
Company for damages, clean-up costs or penalties in the event of certain
discharges into the environment, environmental damage caused by previous
operations or non-compliance with environmental laws or regulations.
The disposal of mining and process waste and mine water discharge are under
constant legislative scrutiny and regulation. There is a risk that
environmental laws and regulations become more onerous making the Company's
operations more expensive.
Approvals are required for land clearing and for ground disturbing activities.
Delays in obtaining such approvals can result in the delay to anticipated
exploration programs or mining activities and any other rehabilitation
requirements arising.
In addition, the Cinovec Project is subject to an extensive EIA process and
related stakeholder engagement, including in relation to cross-border impacts
and land access matters. The scale and complexity of these processes may
result in longer approval timeframes than originally anticipated, and there
can be no assurance that all environmental and related approvals will be
obtained on acceptable terms or within the desired timeframe.
The Directors present their report, together with the financial statements, on
the consolidated entity (referred to hereafter as the 'Group') consisting of
European Metals Holdings Limited (referred to hereafter as the 'Company' or
'parent entity') and the entities it controlled at the end of, or during, the
financial year ended 31 December 2025.
Directors
The following persons were Directors of European Metals Holdings Limited
during the whole of the financial period and up to the date of this report,
unless otherwise stated:
Mr Keith Coughlan Executive Chairman
Mr Richard Pavlik Executive Director
Mr Kiran Morzaria Non-Executive Director
Ambassador Lincoln Bloomfield Jr Non-Executive Director
Ms Merrill Gray Non-Executive Director
Company secretary
Mr Henko Vos - appointed: 1 February 2024, resigned: 14 July 2025
Ms Sujana Karthik - appointed: 14 July 2025, resigned: 5 November 2025
Ms Carly Terzanidis - appointed: 5 November 2025
Ms Terzanidis is an experienced corporate professional with 20 years' prior
experience in the financial services industry, with a focus on capital markets
and governance, and is a Chartered Secretary. Ms Terzanidis is an Associate of
the Governance Institute of Australia and holds a Bachelor of Commerce with
majors in Accounting and Corporate & Resources Administration. Ms
Terzanidis is currently company secretary of a number of ASX listed companies.
Principal activities
The Group is primarily involved in the exploration activities of the Cinovec
lithium project in the Czech Republic.
Review of operations
The 12 months ended 31 December 2025 have been one of significant growth and
development for the Group. For further information refer to the Project Review
section of this report.
Results of operations
The loss for the Group after providing for income tax amounted to $8,210,596
(six-months ended 31 December 2024: $1,250,604).
Financial position
The net assets of the Group have decreased by $2,121,087 to $32,211,480 at 31
December 2025 (31 December 2024: $34,332,567).
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the Group during
the financial period other than as disclosed in the Project Review section of
this report.
Dividends
There were no dividends paid, recommended or declared during the current or
previous financial period.
Information on Directors
Name: Keith Coughlan
Title: Executive Chairman - Appointed 30 June 2020
Previously Managing Director (Chief Executive Officer) - Appointed 6 September
2013 to 30 June 2020
Qualifications: Bachelor of Arts
Experience and expertise: Mr Coughlan has had almost 30 years' experience in stockbroking and funds
management. He has been largely involved in the funding and promoting of
resource companies listed on ASX, AIM and TSX. He has advised various
companies on the identification and acquisition of resource projects and was
previously employed by one of Australia's then largest funds management
organisations.
Other current directorships: Mr Coughlan is a Non-Executive Director of Codrus Minerals Limited (appointed
22 July 2024)
Mr Coughlan is a Non-Executive Director of Geomet s.r.o. (appointed April
2014)
Former directorships (last 3 years): Mr Coughlan was previously the Non-Executive Chairman of Doriemus plc
(appointed 19 June 2019, resigned 18 June 2024)
Special responsibilities: Member of Nomination Committee
Member of Environment, Social and Governance Committee
Interests in shares: Mr Coughlan held, at the date of this report, 850,000 shares via a direct
interest and 4,900,000 shares via an indirect interest by Inswinger Holdings
Pty Ltd, an entity of which Mr Coughlan is a director and a shareholder
Interests in options: Nil
Interests in performance rights: Nil
Name: Richard Pavlik
Title: Executive Director - Appointed 27 June 2017
Qualifications: Masters Degree in Mining Engineering
Experience and expertise: Mr Pavlik is the Chief Advisor to the Chief Executive Officer of Geomet s.r.o.
and is a highly experienced Czech mining executive. Mr Pavlik holds a Masters
Degree in Mining Engineering from the Technical University of Ostrava in the
Czech Republic. He is the former Chief Project Manager and Advisor to the
Chief Executive Officer at OKD. OKD has been a major coal producer in the
Czech Republic. He has almost 30 years of relevant industry experience in the
Czech Republic. Mr Pavlik also has experience as a Project Analyst
at Normandy Capital in Sydney as part of a postgraduate program
from Swinburne University. Mr Pavlik has held previous senior positions
within OKD and New World Resources as Chief Engineer, and as Head of Surveying
and Geology. He has also served as the Head of the Supervisory Board of NWR
Karbonia, a Polish subsidiary of New World Resources (UK) Limited. He has an
intimate knowledge of mining in the Czech Republic.
Other current directorships: Mr Pavlik is Executive Director of Geomet s.r.o. (appointed September 2023)
Former directorships (last 3 years): Nil
Special responsibilities: Member of Environment, Social and Governance Committee
Member of Nomination Committee
Interests in shares: Mr Pavlik held, at the date of this report, 300,000 shares via a direct
interest
Interests in options: Nil
Interests in performance rights: Nil
Name: Kiran Morzaria
Title: Non-Executive Director - Appointed 10 December 2015
Qualifications: Bachelor of Engineering (Industrial Geology) from the Camborne School of
Mines and an MBA (Finance) from CASS Business School
Experience and expertise: Mr Morzaria has extensive experience in the mineral resource industry working
in both operational and management roles. He spent the first four years of
his career in exploration, mining and civil engineering before obtaining his
MBA. Mr Morzaria has served as a director of a number of public companies in
both an executive and non-executive capacity.
Other current directorships: Mr Morzaria is a Non-Executive Director of Geomet s.r.o. (appointed April
2014). Mr Morzaria is Chief Executive Officer and Director of Cadence Minerals
plc (appointed 31 July 2015) and Director of UK Oil & Gas plc (appointed
23 October 2015).
Former directorships (last 3 years): Nil
Special responsibilities: Chair of Remuneration Committee
Chair of Nomination Committee
Member of Audit and Risk Committee
Member of Environment, Social and Governance Committee
Interests in shares: Mr Morzaria held, at the date of this report, 200,000 shares via a direct
interest.
Interests in options: Nil
Interests in performance rights: Nil
Name: Lincoln Bloomfield Jr.
Title: Non-Executive Director - Appointed 3 January 2021
Qualifications: Harvard College (cum laude, Government, 1974), Fletcher School of Law and
Diplomacy (M.A.L.D., 1980)
Experience and expertise: Ambassador Bloomfield is based in Washington, DC, and brings governance and
regulatory experience, years of international diplomacy and security expertise
to the EMH Board, along with a North American
presence, while his private sector experience is centred on sustainability,
resilience and renewable energy.
Other current directorships: Nil
Former directorships (last 3 years): Nil
Special responsibilities: Chair of Environment, Social and Governance Committee
Chair of Audit and Risk Committee
Member of Remuneration Committee
Member of Nomination Committee
Interests in shares: Ambassador Bloomfield held, at the date of this report, 644,630 shares via a
direct interest
Interests in options: Nil
Interests in performance rights: Nil
Name: Merrill Gray
Title: Non-Executive Director - Appointed 18 April 2024
Qualifications: Bachelor of Engineering, Bachelor of Science, MBA, fellow of The Australasian
Institute of Mining and Metallurgy and the Australian Institute of
Engineering.
Experience and expertise: Ms Gray is a highly experienced executive and non-executive director of ASX
and private companies. Her appointment brings over 30 years of metallurgical
and mining engineering as well as geology experience., including large scale
new technology project development and production management skills. Ms Gray
currently works as a global critical minerals and renewable energy (including
hydrogen derivatives) corporate advisor, having previously been Managing
Director and Chief Executive Officer of Syngas Ltd (Founder), NH3 Clean Energy
Limited (previously: Hexagon Energy Materials Limited) (ASX:NH3) and
Co-Managing Director of lithium-ion battery recycling company, Primobius GmbH.
She has significant international experience, including within the European
Union and specifically with German automotive OEMs. Ms Gray brings experience
and networks across the lithium-ion battery supply chain.
Other current directorships: Ms Gray is Managing Director of AnteoTech Ltd (appointed 18 August 2025),
previously interim Managing Director (appointed 18 April 2025) and
Non-Executive Director (appointed 31 January 2025)
Former directorships (last 3 years):
Special responsibilities: Member of Environment, Social and Governance Committee
Member of Audit and Risk Committee
Member of Nomination Committee
Interests in shares: Nil
Interests in options: Nil
Interests in performance rights: Nil
'Other current directorships' quoted above are current directorships for
listed entities only and excludes directorships of all other types of
entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in
the last 3 years for listed entities only and excludes directorships of all
other types of entities, unless otherwise stated.
Meetings of Directors
The number of meetings of the Company's Board of Directors ('the Board') held
during the period ended 31 December 2025, and the number of meetings attended
by each Director were:
Directors' Meetings Audit and Risk Committee Nomination Committee Remuneration Committee ESG Committee
Name Number attended Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend
Keith Coughlan 5 5 - - - - - - 1 1
Richard Pavlik 5 5 - - - - - - 1 1
Kiran Morzaria 3 5 2 2 - - 2 2 - 1
Lincoln Bloomfield, Jr 5 5 2 2 - - 2 2 1 1
Merrill Gray 5 5 2 2 - - 2 2 1 1
The Board considers remuneration, nomination, and Environmental, Social, and
Governance ("ESG") matters as integral to its strategic oversight. As such,
these matters were discussed as part of Board meeting agendas rather than
solely through separate committee meetings. This approach ensures that all
Directors remain actively engaged in these critical areas, fostering a
holistic and informed decision-making process aligned with the Company's
objectives and governance principles.
Indemnifying officers or auditor
During the financial year ended 31 December 2025 the Company has given an
indemnity or entered into an agreement to indemnify, or paid or agreed to pay
insurance premiums as follows:
(i) The Company has entered into agreements to indemnify all Directors and provide
access to documents, against any liability arising from a claim brought by a
third party against the Company. The agreement provides for the Company to pay
all damages and costs which may be awarded against the Directors.
(ii) The Company has paid premiums to insure each of the Directors against
liabilities for costs and expenses incurred by them in defending any legal
proceedings arising out of their conduct while acting in the capacity of
Director of the Company, other than conduct involving a wilful breach of duty
in relation to the Company. Under the terms and conditions of the insurance
contract, the nature of the liabilities insured against, and the premium paid
cannot be disclosed.
(iii) No indemnity or insurance of auditors has been paid.
Shares under option
Unissued ordinary shares of European Metals Holdings Limited under option at
the date of this report are as follows:
Grant Expiry Exercise Number
date date price under option
07/10/2024 30/06/2026 $0.25 5,000,000
31/10/2025 31/10/2028 $0.20 2,500,000
7,500,000
No person entitled to exercise the options had or has any right by virtue of
the option to participate in any share issue of the Company or of any other
body corporate.
Shares issued on the exercise of options
There were no ordinary shares of European Metals Holdings Limited issued on
the exercise of options during the year ended 31 December 2025 and up to the
date of this report.
Performance Rights
Performance rights on issue at the date of this report is as follows:
Grant Issue Expiry Number
Issued to date date date on issue
Employee in terms of employee incentive plan ("Plan") 07/10/2024 31/10/2024 02/03/2026 100,000
Environmental, Social and Governance
The Company has adopted a set of ESG metrics and disclosures following the
recommendations released by the World Economic Forum ("WEF") in Geneva,
Switzerland which are acknowledged as the gold standard for ESG reporting.
The establishment of an ESG Committee at Board level is chaired by Ambassador
Lincoln Bloomfield who has considerable private sector experience centred on
sustainability, resilience and renewable energy. Ambassador Bloomfield has
stated, "European Metals is making every effort to ensure that any finished
product containing our lithium will satisfy the public's need for assurance
that high ESG standards have been upheld at every stage of our production
process. We are committed to the well-being of our workforce, minimising
environmental impact throughout our process, and engaging with the local
community".
The Company's ESG transparency commitment is a precursor to an independent
lithium production Life Cycle Assessment2 ("LCA") which includes a full Carbon
Footprint assessment.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act
2001 for leave to bring proceedings on behalf of the Company, or to intervene
in any proceedings to which the Company is a party for the purpose of taking
responsibility on behalf of the Company for all or part of those proceedings.
Non-audit services
There were no non-audit services provided during the financial period by the
auditor.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section
307C of the Corporations Act 2001 is set out immediately after this Directors'
report.
Corporate Governance Statement
The Company's 2025 Corporate Governance Statement has been released as a
separate document and is located on the Company's website at
https://www.europeanmet.com/corporate-governance/ .
Rounding of amounts
The Company is of a kind referred to in Corporations Instrument 2016/191,
issued by the Australian Securities and Investments Commission, relating to
'rounding-off'. Amounts in this report have been rounded off in accordance
with that Corporations Instrument to the nearest dollar.
Remuneration report (audited)
This report details the nature and amount of remuneration for each Director of
the Company, and key management personnel ("KMP"). The Directors are pleased
to present the remuneration report which sets out the remuneration information
for European Metals Holdings Limited's Non-Executive Directors, Executive
Directors and other key management personnel.
A. Principles used to determine the nature and amount of remuneration
The remuneration policy of the Group has been designed to align Director and
management objectives with shareholder and business objectives by providing a
fixed remuneration component, and offering specific long-term incentives based
on key performance areas affecting the Group financial results. The Board of
the Company believes the remuneration policy to be appropriate and effective
in its ability to attract and retain the best management and Directors to run
and manage the Group, as well as create goal congruence between Directors,
executives and shareholders
The Board's policy for determining the nature and amount of remuneration for
Board members and senior executives of the Group is as follows:
· The remuneration policy, setting the terms and conditions for the
executive Directors and other senior executives, was developed by the Board.
All executives receive a base salary (which is based on factors such as length
of service and experience), superannuation and options and performance
incentives (as determined by the Board and approved by shareholders as
required). The Board reviews executive packages annually by reference to the
Group's performance, executive performance, and comparable information from
industry sectors and other listed companies in similar industries.
· Executives are also entitled to participate in the employee share
and option arrangements via the employee incentive plan.
· All remuneration paid to Directors and Executives is valued at
the cost to the Group and expensed.
· The Board policy is to remunerate Non-executive Directors at an
amount of $70,000 per annum (or equivalent in other currencies), including an
allowance for membership of committees, and to remunerate Executive Chairman
at an amount of $490,000 per annum, including superannuation but excluding
bonuses and long-term incentives. 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 the Annual
General Meeting. Fees for Non-executive Directors are not linked to the
performance of the Group. However, to align Directors' interests with
shareholder interests, the Directors are encouraged to hold shares in the
Company.
· The remuneration policy has been tailored to increase the direct
positive relationship between shareholders' investment objectives and
Directors' and Executives' performance. The policy allows for the issue of
options to the Directors and Executives to encourage the alignment of personal
and shareholder interests. The Company believes this policy will be effective
in increasing shareholder wealth. For details of Directors' and Executives'
interests in shares, options and performance shares at year end, refer to
sections d, e and f of the remuneration report.
At the 2025 AGM of shareholders, 82.9% of the votes received supported the
adoption of the remuneration report for the six-month period ended 31 December
2024. The Company did not receive any specific feedback at the AGM regarding
its remuneration practices.
B. Details of remuneration
Details of the nature and amount of each element of the emoluments of each of
the KMP of the Company (the Directors) for the year ended 31 December 2025 are
set out in the following tables:
The maximum amount of remuneration for Non-Executive Directors is $300,000 as
approved by shareholders.
During the financial period, the Company did not engage any remuneration
consultants.
Short-term benefits Post-employment benefits Long-term benefits Equity-settled share-based payments % related to performance
Salary fees and leave Profit share and bonuses Non-monetary Super-annuation Annual leave and long service leave Performance rights/ options Total
31 December 2025 $ $ $ $ $ $ $ %
Executive director
Keith Coughlan((i)) 445,049 - - 32,500 (24,771) - 452,778 -
Non-executive directors
Richard Pavlik 80,357 - - - - - 80,357 -
Kiran Morzaria 54,576 - - - - - 54,576 -
Lincoln Bloomfield Jr 69,996 - - - - - 69,996 -
Merrill Gray 72,916 - - - - - 72,916 -
722,894 - - 32,500 (24,771) - 730,623
((i)) During the financial year, a total of $137,280 of Mr Coughlan's remuneration
was reimbursed by Geomet s.r.o.
Short-term benefits Post-employment benefits Long-term benefits Equity-settled share-based payments % related to performance
Salary fees and leave Profit share and bonuses Non-monetary Super-annuation Annual leave and long service leave Performance rights/ options((ii)) Total
Six-month period ended 31 December 2024 $ $ $ $ $ $ $ %
Executive director
Keith Coughlan((i)) 236,661 - - 15,000 22,793 (584,984) (310,530) -
Non-executive directors
Richard Pavlik 38,448 - - - - (292,492) (254,044) -
Kiran Morzaria 29,446 - - - - - 29,446 -
Lincoln Bloomfield Jr 35,023 - - - - - 35,023 -
Merrill Gray 35,000 - - - - - 35,000 -
374,578 - - 15,000 22,793 (877,476) (465,105)
((i)) During the financial year, a total of $68,640 of Mr Coughlan's remuneration
was reimbursed by Geomet s.r.o.
((ii)) As noted in section F "Performance rights granted for the transitional
financial year ended 31 December 2024" of the Remuneration Report, performance
rights were granted to Keith Coughlan and Richard Pavlik on 17 December 2020.
The Group's estimate of the probability of when these performance rights will
vest has been updated, as disclosed in section F. As a result, there has been
a reversal of the expense.
C. Service agreements
It was formally agreed at a meeting of the Directors that the following
remuneration be established; there are no formal notice periods or termination
benefits payable on termination.
Mr Keith Coughlan, Executive Chairman, receives a salary of $460,000 plus
statutory superannuation contribution per annum.
D. Loan shares
During the financial year ended 31 December 2025 no shares were issued to KMP
under the Plan (transitional financial year ended 31 December 2024: nil).
Loan shares on issue to KMP under the Plan are as follows:
31 Loan shares Exercised Lapsed/ Balance at
December grant details cancelled end of the period
2025
Grant date No. Value No. Value No. Value No. vested Value
$ $ $ $
Group KMP
Keith Coughlan 30/11/2017 850,000 592,245 - - - - 850,000 592,245
Richard Pavlik 30/11/2017 300,000 209,028 - - - - 300,000 209,028
Kiran Morzaria 30/11/2017 200,000 139,352 - - - - 200,000 139,352
1,350,000 940,625 - - - - 1,350,000 940,625
The terms of the loan shares are disclosed in note 16(c).
E. Options issued for the financial year ended 31 December 2025
No options were issued as part of the remuneration for the financial year
ended 31 December 2025 (six-month period ended 31 December 2024: nil).
No options were held by KMP at 31 December 2025 (31 December 2024: nil).
F. Performance rights granted for the financial year ended 31 December 2025
No performance rights were granted as part of the remuneration for the
financial year ended 31 December 2025 (31 December 2024: nil).
Granted in previous periods Performance rights details Exercised Lapsed/ Cancelled Balance at Vested Unve-sted
end of the period
Grant date No. Value No. Value No. (1) Value(2) No. Value No. No.
$ $ $ $
Group KMP -
Keith Coughlan 17/12/2020 2,400,000 2,088,000 - - (2,400,000) (2,088,000) - - - -
Richard Pavlik 17/12/2020 1,200,000 1,044,000 - - (1,200,000) (1,044,000) - - - -
((1)) On 2 March 2025, the above performance rights expired/lapsed as the relevant
performance hurdles were not achieved by the applicable testing date. As a
result, these rights ceased to be exercisable.
((2)) The probability assigned to performance rights was considered to be 0% and as
a result, the accumulated vesting expense had been reversed in the prior year.
G. Equity instruments issued on exercise of remuneration options
No equity instruments were issued during the financial year ended 31 December
2025 to Directors or other KMP (31 December 2024: Nil).
H. Loans to Directors and key management personnel
No loans were issued to Directors or KMP during the financial year ended 31
December 2025 (31 December 2024: Nil). See section D for share loans currently
recognised from previous issue.
I. Company performance, shareholder wealth and Directors' and executives'
remuneration
The remuneration policy has been tailored to increase the direct positive
relationship between shareholders' investment objectives and Directors' and
executives' performance. This may be facilitated through the issue of options
to the majority of Directors and executives to encourage the alignment of
personal and shareholder interests. The Company believes this policy will be
effective in increasing shareholder wealth. At commencement of mine
production, performance-based bonuses based on key performance indicators are
expected to be introduced.
J. Other information - Shareholdings
Balance at start of period Granted as remuneration during the period Issued on exercise of options Other changes during the period Balance at end of the period
Name No. No. No. No. No.
Keith Coughlan 850,000 - - - 850,000
Keith Coughlan - Indirect(1) 4,900,000 - - - 4,900,000
Richard Pavlik 300,000 - - - 300,000
Kiran Morzaria 200,000 - - - 200,000
Lincoln Bloomfield, Jr 525,000 - - 119,630(3) 644,630
6,775,000(2) - - 119,630 6,894,630
((1)) Mr Coughlan held, at 31 December 2025, 850,000 shares via a direct interest
and 4,900,000 shares via an indirect interest held by Inswinger Holdings Pty
Ltd, an entity of which Mr Coughlan is a director and a shareholder.
((2)) The prior year balance has been updated to reflect the sale of shares in the
2024 year by Cadence Minerals. Mr Morzaria is a director of Cadence Minerals
plc, who does not exert control of the acquisition or disposal of the shares
held by Cadence Minerals and he is not a beneficiary.
((3)) During the period ended 31 December 2025, Ambassador Bloomfield acquired
119,630 shares directly through on-market trades (six-month ended 31 December
2024: nil).
K. Other transactions with key management personnel
Purchases from related parties are made on terms equivalent to those that
prevail in arm's length transactions.
During the year the Company received company secretarial, accounting and
bookkeeping services from Nexia Perth (Nexia) and Occam Corporate Pty Ltd.
Nexia, a company at which the spouse of Executive Chairman, Keith Coughlan,
acted as KMP from January 2025 to April 2025 received $55,071 (2024: $110,015)
plus GST from the Company. The amount payable to Nexia as at 31 December 2025
was nil (31 December 2024: $15,543).
Occam Corporate Pty Ltd, a company at which the spouse of Executive Chairman,
Keith Coughlan, acts as Director from April 2025 to December 2025 received
$61,311 (2024: nil) plus GST from the Company. The amount payable to Occam
Corporate Pty Ltd as at 31 December 2025 was $32,000 (31 December 2024: nil).
In addition, the Company charges Occam Corporate Pty Ltd's $2,000 per month
for use of the Company's office.
There were no other transactions with KMP during the financial year ended 31
December 2025.
L. Additional information
The earnings of the Group for the five years to 31 December 2025 are
summarised below:
31 December 2025 six-month period ended 31 December 2024 30 30 30
June June June
2024 2023 2022
$ $ $ $ $
Sales revenue - - - - -
Loss after income tax (8,210,596) (1,250,604) (3,355,576) (5,928,441) (6,802,895)
EBITDA (8,148,510) (1,218,042) (3,289,784) (5,876,476) (6,758,452)
EBIT (8,199,859) (1,243,778) (3,344,508) (5,925,349) (6,798,864)
Reconciliation from EBITDA to the loss after income tax
Consolidated
31 December 2025 six-month period ended 31 December 2024
$ $
EBITDA (8,158,510) (1,218,042)
Interest (10,737) (6,826)
Depreciation (51,349) (25,736)
Loss after income tax (8,210,596) (1,250,604)
The factors that are considered to affect total shareholders return ('TSR')
are summarised below:
31 December 2025 six-month period ended 31 December 2024 30 30 30
June June June
2024 2023 2022
Share price at financial period end ($) 0.36 0.17 0.28 0.83 0.65
Total dividends declared (cents per share) - - - - -
Basic earnings per share (cents per share) (3.81) (0.60) (1.64) (3.14) (3.78)
Diluted earnings per share (cents per share) (3.81) (0.60) (1.64) (3.14) (3.78)
This concludes the remuneration report, which has been audited.
This report is made in accordance with a resolution of Directors, pursuant to
section 298(2)(a) of the Corporations Act 2001.
On behalf of the Directors
___________________________
Keith Coughlan
EXECUTIVE CHAIRMAN
30 March 2026
Consolidated statement of profit or loss and other comprehensive income
For the financial year ended 31 December 2025
Consolidated
31 December 2025 Six-month period ended 31 December 2024
Note $ $
Finance income 546,886 377,490
Other income 394,100 -
Expenses
Share based payments 17 (417,130) 1,366,048
Share of loss of equity accounted investee 11 (2,707,417) (1,486,398)
Loss on disposal of loan 12 (2,116,793) -
Professional fees (1,959,529) (561,617)
Employee benefits expense (637,905) (309,418)
Advertising and promotion (282,561) (168,260)
Travel and accommodation (81,100) (95,263)
Directors' fees (277,845) (148,404)
Share registry and listing expenses (157,611) (70,067)
Insurance expense (65,613) (35,293)
Depreciation and amortisation expense (51,349) (25,736)
Facility, advance fee and finance costs (10,737) (6,826)
Foreign exchange gain/(loss) 73,529 98,769
Other expenses (459,521) (185,629)
Loss before income tax expense (8,210,596) (1,250,604)
Income tax expense 4 - -
Loss after income tax expense for the period (8,210,596) (1,250,604)
Other comprehensive income/(loss)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations 649,974 (370,368)
Exchange difference on translating investment in Geomet s.r.o. 11 2,112,501 836,346
Other comprehensive income/(loss) for the period, net of tax 2,762,475 465,978
Total comprehensive loss for the period (5,448,121) (784,626)
Consolidated
31 December 2025
Six-month period ended 31 December 2024
Note
$
$
Finance income
546,886
377,490
Other income
394,100
-
Expenses
Share based payments
17
(417,130)
1,366,048
Share of loss of equity accounted investee
11
(2,707,417)
(1,486,398)
Loss on disposal of loan
12
(2,116,793)
-
Professional fees
(1,959,529)
(561,617)
Employee benefits expense
(637,905)
(309,418)
Advertising and promotion
(282,561)
(168,260)
Travel and accommodation
(81,100)
(95,263)
Directors' fees
(277,845)
(148,404)
Share registry and listing expenses
(157,611)
(70,067)
Insurance expense
(65,613)
(35,293)
Depreciation and amortisation expense
(51,349)
(25,736)
Facility, advance fee and finance costs
(10,737)
(6,826)
Foreign exchange gain/(loss)
73,529
98,769
Other expenses
(459,521)
(185,629)
Loss before income tax expense
(8,210,596)
(1,250,604)
Income tax expense
4
-
-
Loss after income tax expense for the period
(8,210,596)
(1,250,604)
Other comprehensive income/(loss)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations
649,974
(370,368)
Exchange difference on translating investment in Geomet s.r.o.
11
2,112,501
836,346
Other comprehensive income/(loss) for the period, net of tax
2,762,475
465,978
Total comprehensive loss for the period
(5,448,121)
(784,626)
The above consolidated statement of profit or loss and other comprehensive
income should be read in conjunction with the accompanying notes
Cents Cents
Basic loss per share 8 (3.81) (0.60)
Diluted loss per share 8 (3.81) (0.60)
Consolidated statement of financial position
As at 31 December 2025
Consolidated
31 December 2025 31 December 2024
Note $ $
Assets
Current assets
Cash and cash equivalents 9 397,473 3,524,484
Trade and other receivables 66,798 349,385
Other assets 91,658 144,429
Total current assets 555,929 4,018,298
Non-current assets
Other assets 30,785 30,075
Right-of-use assets 91,415 141,281
Investments accounted for using the equity method 11 34,463,594 22,881,546
Loan receivable 12 - 8,052,790
Property, plant and equipment 5,524 4,407
Total non-current assets 34,591,318 31,110,099
Total assets 35,147,247 35,128,397
Liabilities
Current liabilities
Trade and other payables 13 2,074,232 325,624
Employee benefits 12,877 326,350
Lease liabilities 55,598 49,086
Loan payable 14 750,000 -
Total current liabilities 2,892,707 701,060
Non-current liabilities
Lease liabilities 43,060 94,770
Total non-current liabilities 43,060 94,770
Total liabilities 2,935,767 795,830
Net assets 32,211,480 34,332,567
Equity
Issued capital 15 61,796,611 58,886,707
Reserves 16 5,990,646 2,811,041
Accumulated losses (35,575,777) (27,365,181)
Total equity 32,211,480 34,332,567
Consolidated
31 December 2025
31 December 2024
Note
$
$
Assets
Current assets
Cash and cash equivalents
9
397,473
3,524,484
Trade and other receivables
66,798
349,385
Other assets
91,658
144,429
Total current assets
555,929
4,018,298
Non-current assets
Other assets
30,785
30,075
Right-of-use assets
91,415
141,281
Investments accounted for using the equity method
11
34,463,594
22,881,546
Loan receivable
12
-
8,052,790
Property, plant and equipment
5,524
4,407
Total non-current assets
34,591,318
31,110,099
Total assets
35,147,247
35,128,397
Liabilities
Current liabilities
Trade and other payables
13
2,074,232
325,624
Employee benefits
12,877
326,350
Lease liabilities
55,598
49,086
Loan payable
14
750,000
-
Total current liabilities
2,892,707
701,060
Non-current liabilities
Lease liabilities
43,060
94,770
Total non-current liabilities
43,060
94,770
Total liabilities
2,935,767
795,830
Net assets
32,211,480
34,332,567
Equity
Issued capital
15
61,796,611
58,886,707
Reserves
16
5,990,646
2,811,041
Accumulated losses
(35,575,777)
(27,365,181)
Total equity
32,211,480
34,332,567
The above consolidated statement of financial position should be read in
conjunction with the accompanying notes
Consolidated statement of changes in
equity
For the financial year ended 31 December 2025
Issued Share based payment Foreign currency translation Accumulated Total equity
capital reserve reserve losses
Consolidated $ $ $ $ $
Balance at 1 July 2024 58,886,707 6,996,449 688,148 (30,088,063) 36,483,241
Loss after income tax expense for the period - - - (1,250,604) (1,250,604)
Other comprehensive income for the period, net of tax - - 465,978 - 465,978
Total comprehensive income/(loss) for the period - - 465,978 (1,250,604) (784,626)
Transactions with owners, recognised directly in equity:
Share-based payments - (1,366,048) - - (1,366,048)
Transfer from performance rights/options reserve - (3,973,486) - 3,973,486 -
Transactions with owners, recognised directly in equity:
Balance at 31 December 2024 58,886,707 1,656,915 1,154,126 (27,365,181) 34,332,567
Issued
Share based payment
Foreign currency translation
Accumulated
Total equity
capital
reserve
reserve
losses
Consolidated
$
$
$
$
$
Balance at 1 July 2024
58,886,707
6,996,449
688,148
(30,088,063)
36,483,241
Loss after income tax expense for the period
-
-
-
(1,250,604)
(1,250,604)
Other comprehensive income for the period, net of tax
-
-
465,978
-
465,978
Total comprehensive income/(loss) for the period
-
-
465,978
(1,250,604)
(784,626)
Transactions with owners, recognised directly in equity:
Share-based payments
-
(1,366,048)
-
-
(1,366,048)
Transfer from performance rights/options reserve
-
(3,973,486)
-
3,973,486
-
Transactions with owners, recognised directly in equity:
Balance at 31 December 2024
58,886,707
1,656,915
1,154,126
(27,365,181)
34,332,567
Issued Share based payment Foreign currency translation Accumulated Total equity
capital reserve reserve losses
Consolidated $ $ $ $ $
Balance at 1 January 2025 58,886,707 1,656,915 1,154,126 (27,365,181) 34,332,567
Loss after income tax expense for the period - - - (8,210,596) (8,210,596)
Other comprehensive income for the period, net of tax - - 2,762,475 - 2,762,475
Total comprehensive income/(loss) for the period - - 2,762,475 (8,210,596) (5,448,121)
Transactions with owners, recognised directly in equity:
Share-based payments (note 17) - 417,130 - - 417,130
Shares issued during the year (15) 2,909,904 - - - 2,909,904
Balance at 31 December 2025 61,796,611 2,074,045 3,916,601 (35,575,777) 32,211,480
The above consolidated statement of changes in equity should be read in
conjunction with the accompanying notes.
Consolidated statement of cash flows
For the financial year ended 31 December 2025
Consolidated
Note 31 December 2025 six-month period ended 31 December 2024
$ $
Cash flows from operating activities
Payments to suppliers and employees (1,687,690) (1,652,575)
Interest received 552,748 378,390
Interest paid (10,737) -
Net cash used in operating activities 18 (1,145,679) (1,274,185)
Cash flows from investing activities
Proceeds from disposal of loan 6,763,794 -
Payments for investments in associate (12,176,964) -
Payments for property, plant and equipment (2,600) -
Net cash used in investing activities (5,415,770) -
Cash flows from financing activities
Proceeds from issue of shares 3,112,500 -
Share issue transaction costs (202,596) -
Proceeds from borrowings 750,000 -
Repayment of lease liabilities (144,930) (43,514)
Net cash (used in)/from financing activities 3,514,974 (43,514)
Net decrease in cash and cash equivalents (3,046,475) (1,317,699)
Cash and cash equivalents at the beginning of the financial period 3,524,484 4,727,375
Effects of exchange rate changes on cash and cash equivalents (80,536) 114,808
Cash and cash equivalents at the end of the financial period 9 397,473 3,524,484
The above consolidated statement of cash flows should be read in conjunction
with the accompanying notes.
Note 1. General information
The financial statements cover European Metals Holdings Limited as a Group
consisting of European Metals Holdings Limited and the entities it controlled
at the end of, or during, the year. The financial statements are presented in
Australian dollars, which is European Metals Holdings Limited's functional and
presentation currency.
European Metals Holdings Limited is a listed public company limited by shares,
incorporated and domiciled in Australia. Its registered office and principal
place of business is:
Ground Floor, 41 Colin Street
West Perth WA 6005
Telephone 08 6245 2050
Email www.europeanmet.com
A description of the nature of the Group's operations and its principal
activities are included in the Directors' report, which is not part of the
financial statements.
The financial statements were authorised for issue, in accordance with a
resolution of Directors, on 30 March 2026.
Note 2. Material accounting policy information
(a) Basis of preparation
These consolidated financial statements and notes represent those of European
Metals Holdings Limited ("EMH" or "the Company") and its Controlled Entities
(the "Consolidated Group" or "Group").
The consolidated financial statements are general purpose financial
statements, which have been prepared in accordance with Australian Accounting
Standards, Australian Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting Standards Boards (AASB) and the
Corporations Act 2001. The Group is a for-profit entity for financial
reporting purposes under Australian Accounting Standards.
The accounting policies detailed below have been adopted in the preparation of
the financial report. Except for cash flow information, the consolidated
financial statements have been prepared on an accrual basis and are based on
historical cost, modified, where applicable, by the measurement at fair values
of selected non-current assets, financial assets and financial liabilities.
The Company is a listed public company, incorporated in Australia.
(i) New and Revised Accounting Standards Adopted by the Group
The Group has adopted all the new or amended Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ("AASB")
that are mandatory for the current reporting period.
New and revised Accounting Standards for Application in Future Periods
Australian Accounting Standards and Interpretations that have recently been
issued or amended but are not yet mandatory, have not been early adopted by
the consolidated entity for the annual reporting period ended 31 December
2025. The consolidated entity's assessment of the impact of these new or
amended Accounting Standards and Interpretations, most relevant to the
consolidated entity, are set out below.
AASB 18 Presentation and Disclosure in Financial Statements
This standard is applicable to annual reporting periods beginning on or after
1 January 2027 and early adoption is permitted. The standard replaces IAS 1
'Presentation of Financial Statements', with many of the original disclosure
requirements retained and there will be no impact on the recognition and
measurement of items in the financial statements. But the standard will affect
presentation and disclosure in the financial statements, including introducing
five categories in the statement of profit or loss and other comprehensive
income: operating, investing, financing, income taxes and discontinued
operations. The standard introduces two mandatory sub-totals in the statement:
'Operating profit' and 'Profit before financing and income taxes'. There are
also new disclosure requirements for 'management-defined performance
measures', such as earnings before interest, taxes, depreciation and
amortisation ('EBITDA') or 'adjusted profit'. The standard provides enhanced
guidance on grouping of information (aggregation and disaggregation),
including whether to present this information in the primary financial
statements or in the notes. The consolidated entity will adopt this standard
from 1 January 2027, and it is expected that there will be a significant
change to the layout of the statement of profit or loss and other
comprehensive income.
(ii) Statement of Compliance
Australian Accounting Standards set out accounting policies that the AASB has
concluded would result in the financial statements containing relevant and
reliable information about transactions, events and conditions. Compliance
with Australian Accounting Standards ensures that the financial statements and
notes also comply with International Financial Reporting Standards as issued
by the International Accounting Standards Board ("IASB").
(iii) Reporting period and comparative information
The Company changed its financial year end from 30 June to 31 December in the
prior reporting period. As such, the comparative information relates to the
six-month period ended 31 December 2024 and therefore the comparative amounts
presented are not entirely comparable.
(iv) Going concern
The Group's financial statements have been prepared on the going concern
basis, which contemplates continuity of normal business activities and the
realisation of assets and the settlement of liabilities in the ordinary course
of business.
At 31 December 2025, the Group had a cash position of $397,473 (31
December 2024: $3,524,484) and a working capital deficit of $2,369,868 (31
December 2024: surplus of $3,317,238). For the financial year ended 31
December 2025, the Group recorded a loss of $8,243,686 (six-month ended 31
December 2024: $1,250,604) and had net cash outflows from operating and
investing activities of $5,415,770 (six-month ended 31 December 2024: cash
outflow of $1,274,185).
The Group's cash flow forecast to 31 March 2027 indicates that
the Group will be required to raise additional funds to meet its current
level of operating costs and investment activities in order to maintain its
current level of ownership in Geomet s.r.o.
Should the Group not be able to meet its proportional share of any cash calls,
its interest in Geomet s.r.o. may be diluted under the terms of the
Shareholders' Agreement. The Group intends to maintain its current investment
strategy to maintain its current investment in Geomet s.r.o., and as a result,
there is a material uncertainty that may cast significant doubt over the
entity's ability to continue as a going concern in respect to the current
investment strategy.
The Directors believe it is appropriate to prepare the financial report on a
going concern basis for the following reasons:
- the Group has a net asset position of $32,178,390 and a cash
balance of $397,473 as at reporting date.
- the Group has the ability to raise further funds through a capital
raising as it has successfully demonstrated in the past, in particular the
successful $3,500,000 capital raise completed subsequent to period end.
- the Group continues its focus on maintaining an appropriate level of
corporate overheads in line with the available cash resources.
- if the Group cannot meet any future cash calls from Geomet s.r.o.,
it has the option of either raising additional funds through a capital raising
or diluting its interest in the event that it decides not to meet such cash
calls.
Based on these factors, the directors believe that it is appropriate to
prepare the 31 December 2025 financial statements on a going concern basis.
In the event that the Company is not able to continue as a going concern, it
may be unable to realise its assets and discharge its liabilities in the
normal course of business. The financial statements do not include adjustments
relating to the recoverability and classification of recorded asset amounts,
nor to the amounts and classification of liabilities that might be necessary
should the Company and the Group not continue as a going concern.
(v) Critical accounting estimates and judgements
The application of accounting policies requires the use of judgements,
estimates and assumptions about carrying values of assets and liabilities that
are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are
considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions are recognised in the period in which the estimate is revised if it
affects only that period or in the period of the revision and future periods
if the revision affects both current and future periods.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees and
consultants by reference to the estimated fair value of the equity instruments
at the date at which they are granted. These are expensed over the estimated
vesting periods. Judgement has been exercised on the probability and timing of
achieving milestones related to performance rights granted to Directors.
Recognition of deferred tax assets
Deferred tax assets relating to temporary differences and unused tax losses
have not been recognised as the Directors are of the opinion that it is not
probable that future taxable profit will be available against which the
benefits of the deferred tax assets can be utilised.
Investment in associate
Control exists where the parent entity is exposed or has the rights to
variable returns from its involvement with the investee and has the ability to
affect those returns through its power over the investee. Power over the
investee exists when it has existing rights to direct the relevant activities
of the investee which are those which significantly affect the investee's
returns. Joint control is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the relevant activities
require the unanimous consent of the parties sharing control. Significant
influence exists if the Group holds 20% or more of the voting power of an
investee and has the power to participate in the financial and operating
policy decisions of the entity.
Judgements are required by the Group to consider the existence of control,
joint control or significant influence over an investee. The Group has
considered its investment in Geomet s.r.o. concluding the Group has
significant influence but not control or joint control. Control and joint
control do not exist as the Group does not direct and does not have the power
to direct the relevant activities of Geomet s.r.o. This lies with the Geomet
s.r.o. board, of which there are only 3 out of 7 in common with the Group, and
Geomet s.r.o. Chief Executive Officer and Chief Financial Officer who are
employed and work directly for Geomet s.r.o.
(b) Income Tax
Current income tax expense charged to the profit or loss is the tax payable on
taxable income calculated using applicable income tax rates enacted, or
substantially enacted, as at reporting date. Current tax liabilities (assets)
are therefore measured at the amounts expected to be paid to (recovered from)
the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and
deferred tax liability balances during the year as well unused tax losses.
Current and deferred income tax expense (income) is charged or credited
directly to equity instead of the profit or loss when the tax relates to items
that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary
differences arising between the tax bases of assets and liabilities and their
carrying amounts in the consolidated financial statements. Deferred tax assets
also result where amounts have been fully expensed but future tax deductions
are available. No deferred income tax will be recognised from the initial
recognition of an asset or liability, excluding a business combination, where
there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are
expected to apply to the period when the asset is realised or the liability is
settled, based on tax rates enacted or substantively enacted at reporting
date. Their measurement also reflects the manner in which management expects
to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses
are recognised only to the extent that it is probable that future taxable
profit will be available against which the benefits of the deferred tax asset
can be utilised. Where temporary differences exist in relation to investments
in subsidiaries, branches, associates, and joint ventures, deferred tax assets
and liabilities are not recognised where the timing of the reversal of the
temporary difference can be controlled, and it is not probable that the
reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable
right of set-off exists and it is intended that net settlement or simultaneous
realisation, and settlement of the respective asset and liability will
occur. Deferred tax assets and liabilities are offset where a legally
enforceable right of set-off exists, the deferred tax assets and liabilities
relate to income taxes levied by the same taxation authority on either the
same taxable entity or different taxable entities where it is intended that
net settlement or simultaneous realisation and settlement of the respective
asset and liability will occur in future periods in which significant amounts
of deferred tax assets or liabilities are expected to be recovered or settled.
(c) Impairment of Assets
At the end of each reporting period the Group assesses whether there is an
indication that an 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 sell 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 or 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 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 revalued amount in which case the impairment loss is
treated as a revaluation decrease.
An assessment is also made at each reporting period 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. That
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
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.
(d) Segment reporting
An operating segment is a component of the Group that engages in business
activities from which it may earn revenues and incur expenses, including
revenues and expenses that relate to transactions with any of the Group's
other components. Operating segments' results are reviewed by the Group's
Executive Chairman to make decisions about resources to be allocated to the
segment and assess its performance, and for which discrete financial
information is available.
(e) Principles of Consolidation
The consolidated financial statements incorporate all of the assets,
liabilities and results of the parent European Metals Holdings Limited and all
of the subsidiaries. Subsidiaries are entities the parent controls. The parent
controls an entity when it is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those
returns through its power over the entity. A list of the subsidiaries is
provided in note 20.
The assets, liabilities and results of all subsidiaries are fully consolidated
into the financial statements of the Group from the date on which control is
obtained by the Group. The consolidation of a subsidiary is discontinued from
the date that control ceases. Intercompany transactions, balances and
unrealised gains or losses on transactions between Group entities are fully
eliminated on consolidation. Accounting policies of subsidiaries have been
changed and adjustments made where necessary to ensure uniformity of the
accounting policies adopted by the Group.
(f) Share based payments
The grant date fair value of share-based payment awards granted to employees
is recognised as an employee expense, with a corresponding increase in equity,
over the period that the employees unconditionally become entitled to the
awards. The amount recognised as an expense is adjusted to reflect the number
of awards for which the related service and non-market vesting conditions are
expected to be met, such that the amount ultimately recognised as an expense
is based on the number of awards that do not meet the related service and
non-market performance conditions at the vesting date. For share-based payment
awards with non-vesting conditions, the grant date fair value of the
share-based payment is measured to reflect such conditions and there is no
true-up for differences between expected and actual outcomes.
Loan shares are treated similar to options and value is an estimate calculated
using an appropriate mathematical formula based on Black-Scholes option
pricing model. The choice of models and the resultant Loan share value
require assumptions to be made in relation to the likelihood and timing of the
vesting of the Loan shares and the value and volatility of the price of the
underlying shares.
(g) Foreign Currency Transactions and Balances
Functional and presentation currency
The functional currency of each of the Group's entities is measured using the
currency of the primary economic environment in which that entity operates.
The consolidated financial statements are presented in Australian dollars
which is the parent entity's functional and presentation currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using
the exchange rates prevailing at the date of the transaction. Foreign currency
monetary items are translated at the year-end exchange rate. Non-monetary
items measured at historical cost continue to be carried at the exchange rate
at the date of the transaction. Non-monetary items measured at fair value are
reported at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are
recognised in Profit or Loss, except where deferred in equity as a qualifying
cash flow or net investment hedge. Exchange differences arising on the
translation of non-monetary items are recognised directly in equity to the
extent that the gain or loss is directly recognised in other comprehensive
income; otherwise the exchange difference is recognised in Profit or Loss.
Group companies
The financial results and position of foreign operations whose functional
currency is different from the Group's presentation currency are translated as
follows:
· Assets and liabilities are translated at year end exchange rates
prevailing at the end of the reporting period;
· Income and expenses are translated at average exchange rates for the
period; and
· Retained earnings are translated at the exchange rates prevailing at the
date of the transaction.
Exchange differences arising on translation of foreign operations recognised
in the other comprehensive income and included in the foreign currency
translation reserve in the Statement of Financial Position. These differences
are reclassified into Profit or Loss in the period in which the operation is
disposed.
(h) Investments in associates
Associates are entities over which the consolidated entity has significant
influence but not control or joint control. Investments in associates are
accounted for using the equity method. Under the equity method, the share of
the profits or losses of the associate is recognised in profit or loss and the
share of the movements in equity is recognised in other comprehensive income.
Investments in associates are carried in the statement of financial position
at cost plus post-acquisition changes in the consolidated entity's share of
net assets of the associate. Goodwill relating to the associate is included in
the carrying amount of the investment and is neither amortised nor
individually tested for impairment. Dividends received or receivable from
associates reduce the carrying amount of the investment.
When the consolidated entity's share of losses in an associate equal or
exceeds its interest in the associate, including any unsecured long-term
receivables, the consolidated entity does not recognise further losses, unless
it has incurred obligations or made payments on behalf of the associate.
The consolidated entity discontinues the use of the equity method upon the
loss of significant influence over the associate and recognises any retained
investment at its fair value. Any difference between the associate's carrying
amount, fair value of the retained investment and proceeds from disposal is
recognised in profit or loss.
Note 3. Determination of fair values
A number of the Group's accounting policies and disclosures require the
determination of fair value, for both financial and non-financial assets and
liabilities. Fair values have been determined for measurement and / or
disclosure purposes based on the following methods. When applicable, further
information about the assumptions made in determining fair values is disclosed
in the notes specific to that asset or liability.
When an asset or liability, financial or non-financial, is measured at fair
value for recognition or disclosure purposes, the fair value is based on the
price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date;
and assumes that the transaction will take place either: in the principal
market; or in the absence of a principal market, in the most advantageous
market.
Fair value is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming they act in their economic
best interests. For non-financial assets, the fair value measurement is based
on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair
value, are used, maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three
levels, using a fair value hierarchy that reflects the significance of the
inputs used in making the measurements. Classifications are reviewed at each
reporting date and transfers between levels are determined based on a
reassessment of the lowest level of input that is significant to the fair
value measurement.
For recurring and non-recurring fair value measurements, external valuers may
be used when internal expertise is either not available or when the valuation
is deemed to be significant. External valuers are selected based on market
knowledge and reputation. Where there is a significant change in fair value of
an asset or liability from one period to another, an analysis is undertaken,
which includes a verification of the major inputs applied in the latest
valuation and a comparison, where applicable, with external sources of data.
Share-based payment transactions
The fair value of the employee share options is measured using the
Black-Scholes formula. Measurement inputs include share price on measurement
date, exercise price of the instrument, expected volatility (based on weighted
average historic volatility adjusted for changes expected due to publicly
available information), weighted average expected life of the instruments
(based on historical experience and general option holder behaviour), expected
dividends, and the risk-free interest rate (based on government bonds).
Service and non-market performance conditions attached to the transactions are
not taken into account in determining the fair value.
The fair value of consultant share options is measured at the fee for the
services received, except for when the fair value of the services cannot be
estimated reliably, in which case the fair value is measured using the
Black-Scholes formula.
The fair value of performance rights granted to Directors is measured using
the share price at grant date. Service and non-market performance conditions
attached to the transactions are not taken into account in determining the
fair value. Note 4. Income tax expense
Consolidated
31 December 2025 six-month period ended 31 December 2024
$ $
(a) Income tax benefit
Current tax - -
Deferred tax - origination and reversal of temporary differences - -
Aggregate income tax expense - -
Deferred tax included in income tax expense comprises:
Decrease in deferred tax assets - -
Increase in deferred tax liabilities * - -
Deferred tax - origination and reversal of temporary differences - -
(b) Numerical reconciliation of income tax benefit and tax at the statutory
rate
Loss before income tax expense (8,210,596) (1,250,604)
Tax at the statutory tax rate of 25% (2,052,649) (312,651)
Tax effect amounts which are not deductible/(taxable) in calculating taxable
income:
Non-deductible expenses 1,332,007 490,387
Non-assessable income - (341,512)
Adjustments recognised in the current year in relation to the current tax of - -
previous years
Effect of temporary differences that would be recognised directly in equity - -
Temporary differences not recognised 720,642 163,776
Income tax expense - -
Consolidated
31 December 2025 31 December 2024
$ $
Deferred tax assets/(liabilities) not recognised
Deferred tax assets/(liabilities) not recognised comprises temporary
differences attributable to:
Tax losses 2,989,024 2,213,330
Other future deductions 480 672
Cash and cash equivalents - (43,101)
Trade and other receivables - (1,466)
Prepayment (24,949) (36,107)
Property, plant and equipment (593)
Trade and other payables 10,453 9,203
Right-of-use assets (22,854) (35,320)
Lease liabilities 24,665 35,964
Unrealised foreign exchange gains (22,018)
Employee benefits 3,219 85,337
Unrecognised net deferred tax asset 2,957,427 2,228,512
Any capital gain on disposal of shares in Geomet s.r.o. held by European
Metals (UK) Limited ("EMH UK") is tax-exempt under the current UK legislation
(Schedule 7AC of the Taxation of Chargeable Gains Act 1992). For this reason,
no deferred tax liability has been recognised as at 31 December 2025.
The Company is a tax resident of Australia. The unused tax losses are
representative of losses incurred in Australia. These tax losses can only be
utilised in the future if the continuity of ownership test is passed, or
failing that, the business continuity test.
The Company is subject to UK taxation regulations in respect of European
Metals (UK) Limited.
Note 5. Related party transactions
Transactions between related parties are at arms' length and on normal
commercial terms and conditions no more favourable than those available to
other parties unless otherwise stated.
During the financial year ended 31 December 2025, the Company received a total
of $2,502,472 (six-months ended 31 December 2024: $488,438) from its
associate, Geomet s.r.o. These amounts related mainly to recharges for
management services provided for the Cinovec project. The balance owing from
Geomet s.r.o at 31 December 2025 is nil (31 December 2024: $94,802). The
Company's Executive Chairman also received remuneration of $15,777 from Geomet
s.r.o, during the financial year (six-months ended 31 December 2024: $68,640),
for his services as a non-executive director.
From January 2025 to April 2025, the Company received company secretarial,
accounting and bookkeeping services of $47,571 plus GST from Nexia (six-months
period ended 31 December 2024: $100,015), a company at which the spouse of
Executive Chairman, Keith Coughlan, acted as KMP. The amount payable to Nexia
as at 31 December 2025 was nil (31 December 2024: $15,543).
From April 2025 to December 2025, the Company received company secretarial,
accounting and bookkeeping services of $61,311 plus GST from Occam Corporate
Services Pty Ltd, a company at which the spouse of Executive Chairman, Keith
Coughlan, acts as Director. The amount payable to Occam Corporate Services Pty
Ltd as at 31 December 2025 was $32,000 (31 December 2024: nil). In addition,
the Company charges Occam Corporate Pty Ltd's $2,000 per month for use of the
Company's office.
On 31 May 2023, a loan of $8,418,872 (initial value of CZK 121,000,000) was
advanced to Geomet s.r.o by the Company. The loan was due for repayment on 31
December 2028 and carried a fixed interest rate at 8.8% per annum. On 12
September 2025, the company settled a cash call from Geomet s.r.o., in part,
via the refinancing of the full value of the loan to Geomet s.r.o. There have
been no further loan advancements or repayments made during the year. Interest
charged and paid for the year was $333,953 (CZK 4,584,556). Closing balance of
the loan is nil (31 December 2204: $8,052,790) (See note 12).
There were no other transactions with related parties during the financial
year.
Subsidiaries
Interests in subsidiaries are set out in note 20.
Key management personnel
Disclosures relating to KMP are set out in note 6 and the remuneration report
included in the Directors' report.
Note 6. Key management personnel disclosures
Refer to the Remuneration report contained in the Directors' report for
details of the remuneration paid or payable to each member of the Group's KMP
for financial year ended 31 December 2025 and six-month period ended 31
December 2024.
The totals of remuneration paid to KMP during the year are as follows:
Consolidated
31 December 2025 six-month period ended 31 December 2024
$ $
Short-term benefits 722,894 374,578
Post-employment benefits 32,500 15,000
Annual leave and long service leave (24,771) 22,793
730,623 412,371
Equity settled - (877,477)
730,623 (465,106)
There were no new loans to KMP during the financial year ended 31 December
2025 (six-month period ended 31 December 2024: nil). The total value of loan
shares at 31 December 2025 amounted to $940,625 (31 December 2024: $940,625).
The fair value of the remaining 1,350,000 loan shares is $940,625 at 31
December 2025 (31 December 2024: $940,625) (Specified in note 16).
Note 7. Remuneration of auditors
Consolidated
31 December 2025 six-month period ended 31 December 2024
Auditor's services $ $
Audit and review of financial report 116,200 43,554
Under provision in prior year - 14,606
116,200 58,160
Note 8. Earnings per share
Consolidated
31 December 2025 six-month period ended 31 December 2024
$ $
Loss after income tax (8,210,596) (1,250,604)
Number Number
Weighted average number of ordinary shares used in calculating basic earnings 214,147,371 207,444,705
per share
Cents Cents
Basic loss per share (3.81) (0.60)
Diluted loss per share (3.81) (0.60)
Potential ordinary shares of the Company consist of 7,500,000 options and
100,000 performance rights which were considered as being potentially dilutive
at balance date.
In accordance with AASB 133 'Earnings per Share' these options have been
excluded from the calculation of diluted loss per share due to their
antidilutive effect and as such, diluted loss per share is equal to basic loss
per share.
Note 9. Cash and cash equivalents
Consolidated
31 December 2025 31 December 2024
$ $
Current assets
Cash at bank 397,473 1,767,689
Cash on deposit - 1,756,795
397,473 3,524,484
Note 10. Trade and other receivables
Consolidated
31 December 2025 31 December 2024
$ $
Current assets
Trade receivables - 94,802
Other receivables - 211,432
Interest receivable - 5,862
BAS receivable 66,798 37,289
66,798 349,385
Note 11. Investments accounted for using the equity method
Consolidated
31 December 2025 31 December 2024
$ $
Non-current assets
Investments accounted for using equity method 34,463,594 22,881,546
Reconciliation
Reconciliation of the carrying amounts at the beginning and end of the current
and previous financial period are set out below:
Opening carrying amount 22,881,546 23,531,598
Increase in investment(1) 12,176,964 -
Share of loss - associates (2,707,417) (1,486,398)
Share of the movement in foreign currency translation reserve - associates 2,112,501 836,346
Closing carrying amount 34,463,594 22,881,546
((1) ) During the financial year ended 31 December 2025, the
Company increased its investment in Geomet s.r.o. via the contribution of cash
calls, largely to support the successful completion of the Definitive
Feasibility Study (DFS) for the Cinovec Project.
Effective 28 April 2020 and up to 31 December 2025, Geomet s.r.o. was equity
accounted (i.e. 49% of share of the profit or loss of the investee after the
date of acquisition) for as Investment in Associate by EMH. The Company was
appointed to provide services for managing the Cinovec project development,
see note 5 for details.
Contingent liabilities, commitments and bank guarantees
Geomet had no contingent liabilities, commitments or bank guarantees at 31
December 2025 (31 December 2024: nil).
31 December 2025 31 December 2024
$ $
Summarised statement of financial position
Current assets 8,796,654 7,368,336
Non-current assets 104,326,197 80,218,467
Total assets 113,122,851 87,586,803
Current liabilities 3.499.926 4,665,823
Non-current liabilities 18,139,387 16,644,730
Total liabilities 21,639,313 21,310,553
Net assets 91,483,538 66,276,250
31 December 2025 Six-month period ended 31 December 2024
Summarised statement of profit or loss and other comprehensive income $ $
Other income 212,106 340,242
Expenses (5,648,194) (3,373,707)
Loss for the year (5,436,088) (3,033,465)
Note 12. Loan receivable
Consolidated
31 December 2025 31 December 2024
$ $
Non-current assets
Advances to associate - 8,052,790
During the year, the Company entered into a transaction to sell its loan
receivable owing from Geomet s.r.o., which had a principal amount of
$8,052,790 (CZK 121,000,000). The loan carried a fixed interest rate of 8.8%
per annum and was due to mature on 31 December 2028.
On 12 September 2025, the loan was refinanced to a third party, with the
Company retaining a buy‑back right exercisable up to 31 December 2025. The
loan sale was undertaken as part of the settlement of a cash call from Geomet
s.r.o.
The buy‑back right expired unexercised on 31 December 2025, at which time
control and substantially all risks and rewards of ownership transferred to
the third party. Accordingly, the loan receivable was derecognised in
accordance with AASB 9 Financial Instruments.
The carrying amount of the loan derecognised was $8,689,469 (CZK 121,000,000).
Cash consideration of $6,572,676 (CZK 92,000,000) was received, resulting in a
loss of $2,116,793 recognised in the Statement of Profit & Loss. The
Company has no continuing involvement in respect of the loan following
derecognition.
Significant accounting judgement - Derecognition of loan receivable
Management exercised judgement in determining the timing of derecognition of
the loan receivable to Geomet s.r.o. While the loan was refinanced to a third
party on 12 September 2025, the Company retained a contractual buy‑back
right until 31 December 2025. Management concluded that control and
substantially all risks and rewards of ownership were transferred only upon
the expiry of the buy‑back right. Accordingly, the loan was derecognised on
31 December 2025.
Note 13. Trade and other payables
Consolidated
31 December 2025 31 December 2024
$ $
Current liabilities
Accruals(1) 1,694,881 80,989
Trade payables 322,152 165,745
Other payables 57,199 78,890
2,074,232 325,624
((1)) On 21 January 2026, the Company entered into an Amended Consulting Agreement
with a consultant which had been providing consultancy services to the Company
and to Geomet s.r.o. in respect to financing the Cinovec Project under a
consulting agreement dated 10 June 2019 that ceased as of 30 June 2023. This
Amended Consulting Agreement was executed to recognise the continued financial
and corporate consulting provided after 30 June 2023 up to 31 December 2025.
As at 31 December 2025 an amount of $1,544,300 remained uninvoiced pursuant to
the Amended Consulting Agreement and has been accrued as at 31 December 2025.
( )
Note 14. Loan payable
Consolidated
31 December 2025 31 December 2024
$ $
Current liabilities
Short-term borrowing 750,000 -
750,000 -
( )
During the financial year ended 31 December 2025, the Company entered into a
loan agreement, under which the lender agreed to provide loan funding of up to
$500,000, with amounts repayable by 1 February 2026. As consideration for the
facility, the Company agreed to issue equity instruments comprising a fixed
return of $50,000 in shares and a further return of $25,000 in shares upon
drawdown, based on a share price of $0.20 per share (375,000 shares issued on
31 October 2025).
On 19 December 2025, the parties executed an extension and variation letter
under which the repayment date was extended from 1 February 2026 to 28
February 2026. In consideration for the extension, the Company agreed to issue
the lender 187,500 fully paid ordinary shares, and the available loan amount
was increased from $500,000 to $750,000.
The loan was fully repaid on 10 February 2026.
Note 15. Issued capital
(a) Issued and paid up capital
Consolidated
31 December 2025 31 December 2024 31 December 2025 31 December 2024
Shares Shares $ $
Issued capital 226,757,205 207,444,705 61,796,611 58,886,707
(b) Movements in shares
Consolidated
No. of shares Issue $
price
Opening balance 1 January 2025 207,444,705 58,886,707
Share issue 22-Aug-2025 8,917,000 $0.16 1,426,720
Share issue 25-Aug-2025 8,657,000 $0.16 1,385,120
Share issue 28-Aug-2025 1,176,000 $0.16 188,160
Share issue 31-Oct-2025 375,000 $0.20 75,000
Share issue 29-Dec-2025 187,500 $0.20 37,500
Less: share issue costs (202,596)
226,757,205 61,796,611
There were no movements in shares during the six-month period ended 31
December 2024.
(c) Capital risk management
The Group's objectives when managing capital are to safeguard its ability to
continue as a going concern, so that it may continue to provide returns for
shareholders and benefits for other stakeholders.
The capital structure of the Group consists of equity comprising issued
capital, reserves and accumulated losses.
The Group does not have ready access to credit facilities, with the primary
source of funding being equity raisings. Therefore, the focus of the Group's
capital risk management is to maintain sufficient current working capital to
meet the requirements of the Group to meet exploration programs and corporate
overheads. The Group's strategy is to ensure appropriate liquidity is
maintained to meet anticipated operating requirements, with a view to
initiating appropriate capital raisings as required. The working capital
position of the Group at 31 December 2025 is as follows:
Consolidated
31 December 2025 31 December 2024
$ $
Cash and cash equivalents 397,473 3,524,484
Trade and other receivables 66,798 349,385
Other assets 91,658 144,429
Trade and other payables (2,074,232) (325,624)
Employee benefits (12,877) (326,350)
Lease liability (55,598) (49,086)
Loan payable (750,000) -
Working capital surplus (2,336,778) 3,317,238
The Group is not subject to any externally imposed capital requirements.
Note 16. Reserves
Consolidated
31 December 2025 31 December 2024
$ $
Options reserve 14(a) 1,133,420 716,290
Loan shares reserve 14(d) 940,625 940,625
Foreign currency reserve 14(e) 3,916,601 1,154,126
5,990,646 2,811,041
(a) Option reserve
Consolidated
31 December 2025 31 December 2024
$ $
Balance at the beginning of the period 716,290 418,000
Share based payment expense 417,130 298,290
Balance at the end of the period 1,133,420 716,290
The following options existed as at 31 December 2024 and 31 December 2025:
Balance at Issued during Exercised during Expired during Balance at
Expiry date 31 the period the period the period 31
December 2024 December 2025
Options @ 80 cents(1) 31/12/2025 1,000,000 - - (1,000,000) -
Options @ 25 cents(2) 30/06/2026 5,000,000 - - - 5,000,000
Options @ 20 cents(3) 31/10/2028 - 2,500,000 - - 2,500,000
6,000,000 2,500,000 - (1,000,000) 7,500,000
((1)) 2,000,000 options exercisable at $0.80 on or before 31 December 2025 were
granted to consultants on 15 June 2023, subject to vesting conditions. The
share-based payment expense of $418,000 was recognised in the consolidated
statement of profit or loss and other comprehensive income at 30 June 2023 as
1,000,000 had met vesting conditions. The remaining 1,000,000 did not meet
vesting conditions and therefore lapsed on 28 March 2024. On 31 December
2025, 1,000,000 options expired without being exercised.
((2)) 5,000,000 options exercisable at $0.25 on or before 30 June 2026 were granted
to consultants on 7 October 2024, they were not subject to vesting conditions
therefore the share-based payment expense of $298,290 was recognised in the
consolidated statement of profit or loss and other comprehensive income for
the six-month period ended 31 December 2024.
((3)) 2,500,000 options exercisable at $0.20 on or before 31 October 2028 were
granted to consultants on 31 October 2025, they were not subject to vesting
conditions therefore the share-based payment expense of $417,130 was
recognised in the consolidated statement of profit or loss and other
comprehensive income for the financial year ended 31 December 2025.
(b) Performance rights reserve
31 December 2025 31 December 2025 31 December 2024 31 December 2024
Number $ Number $
Balance at the beginning of the period 7,600,000 - 7,300,000 1,664,338
Granted - - 300,000 -
Converted - - - -
Expired (7,500,000) - - -
Movement(1) - - - (1,664,338)
Transfer to retained earnings - - - -
Balance at the end of the period 100,000 - 7,600,000 -
((1)) Movement relates to reassessment of probability of performance rights by
management during the six-month period ended 31 December 2024.
(c) Loan shares reserve
In prior years, remuneration in the form of an employee securities incentive
plan was issued to the Directors and employees to attract, motivate and retain
such persons and to provide them with an incentive to deliver growth and value
to shareholders.
The loan shares reserve records the fair value of the loan shares issued.
The loan shares represent an option arrangement. Loan shares vested
immediately. The key terms of the Plan and of each limited recourse loan
provided under the Plan are as follows:
(i) The total loan equal to issue price multiplied by the number of Plan
shares/shares applied for ("the Advance"), which shall be deemed to have been
drawn down at settlement upon issued of the loan shares.
(ii) The loan shall be interest free. However, if the advance is not repaid on or
before the repayment date, the Advance will accrue interest at the rate
disclosed in the Plan from the business day after the repayment date until
the date the Advance is repaid in full.
(iii) All or part of the loan may be repaid prior to the Advance repayment date.
Repayment date
(i) Notwithstanding paragraph iii. above, the "borrower" may repay all or part of
the Advance at any time before the repayment date i.e. the repayment date for
1,650,000 Director shares - 15 years after the date of loan advance and the
repayment date for 1,500,000 Employee shares - 7 years after the date of
loan advance.
(ii) The Loan is repayable on the earlier of:
(a) The repayment date;
(b) The Plan shares being sold;
(c) The borrower becoming insolvent;
(d) The borrower ceasing to be employed by the Company; and
(e) The Plan shares being acquired by a third party by way of an amalgamation,
arrangement, or formal takeover bid for not less than all the outstanding
shares.
Loan forgiveness
(i) The Board may, in its sole discretion, waive the right to repayment of all or
any part of the outstanding balance of an Advance where:
(a) The borrower dies or becomes permanently disabled; or
(b) The Board otherwise determines that such waiver is appropriate.
(ii) Where the Board waives repayment of the Advance in accordance with clause
6(a), the Advance is deemed to have been repaid in full for the purposes of
the Plan in this agreement.
Sale of loan shares
(i) In accordance with the terms of the Plan and the invitation, the loan shares
cannot be sold, transferred, assigned, charged or otherwise encumbered with
the Plan shares except in accordance with the Plan.
31 December 2025 31 December 2025 31 December 2024 31 December 2024
Number $ Number $
Balance at the beginning of the period 1,350,000 1,442,667 1,350,000 1,442,667
Transfer to retained earnings - - - (502,042)
Balance at the end of the period 1,350,000 1,442,667 1,350,000 940,625
Loan shares entitle the holder to participate in dividends and the proceeds on
winding up of the Company in proportion to the number of shares held. On a
show of hands every holder of a share present at a meeting in person or by
proxy, is entitled to one vote, and in a poll each share is entitled to one
vote.
The Loan shares were issued to the executive members under the Plan on 6 June
2018.
Holders of shares have the same entitlement benefits of holding the underlying
shares. Each share in the Company confers upon the Shareholder:
(1) the right to one vote at a meeting of the shareholders of the Company or on
any resolution of shareholders;
(2) the right to an equal share in any dividend paid by the Company; and
(3) the right to an equal share in the distribution of the surplus assets of the
Company on its liquidation.
Loan shares granted in prior years and existed during the financial year ended
31 December 2025:
31 Repaid during 31 December 2025
December
2024
Number the period Number
Director Loan shares 1,350,000 - 1,350,000
1,350,000 - 1,350,000
No loan shares were granted/repaid during the financial year.
The total fair value of the loan shares was fully expensed in the consolidated
statement of profit or loss and other comprehensive income in the 30 June 2019
financial year.
A summary of the outstanding Director loan shares at 31 December 2025 and the
inputs used in the valuation of the loan shares issued to Directors are as
follows:
Loan shares Keith Coughlan Richard Pavlik Kiran Morzaria
Issue price $0.725 $0.725 $0.725
Share price at date of issue $0.70 $0.70 $0.70
Grant date 30/11/2017 30/11/2017 30/11/2017
Expected volatility 143.41% 143.41% 143.41%
Expiry date 30/11/2032 30/11/2032 30/11/2032
Expected dividends Nil Nil Nil
Risk free interest rate 2.47% 2.47% 2.47%
Value per loan $0.69676 $0.69676 $0.69676
Number of loan shares 850,000 300,000 200,000
Total value $592,245 $209,028 $139,352
(e) Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising
on translation of foreign controlled subsidiary and the Group's share of
foreign exchange movement in Geomet s.r.o.
Consolidated
31 December 2025 31 December 2024
$ $
Balance at the beginning of the period 1,154,126 688,148
Movement during the period 2,762,475 465,978
Balance at the end of the period 3,916,601 1,154,126
Note 17. Share-based payments
Number of options Weighted average exercise price Number of options Weighted average exercise price
31 December 2025 31 December 2025 31 December 2024 31 December 2024
Outstanding at the beginning of the financial year 6,000,000 $0.34 1,000,000 $0.80
Granted 2,500,000 $0.20 5,000,000 $0.25
Expired (1,000,000) $0.80 - $0.00
Outstanding at the end of the financial year 7,500,000 $0.34 6,000,000 $0.34
Exercisable at the end of the financial year 7,500,000 $0.34 6,000,000 $0.34
The weighted average remaining contractual life of options outstanding at the
end of the financial year ended 31 December 2025 was 1.28 years (31 December
2024: 1.41 years).
During the financial year ended 31 December 2025, the Group incurred a
share-based payment expense of $417,130 (31 December 2025: $298,290) and nil
reversal (31 December 2024: $1,664,339). Total expense through the
consolidated statement of profit or loss and other comprehensive income for
the financial year ended 31 December 2025 was $417,130 (31 December 2024:
reversal $1,366,048) resulting from the transactions detailed below.
(i) Performance rights granted in previous years and existing during the
financial year ended 31 December 2025:
● On 17 December 2020, 3,600,000 performance rights were granted to Directors.
The performance rights were valued at $3,132,000 at grant date and were being
expensed over the vesting period as noted below. For the year ended 31
December 2025, management reassessed the probability of achieving the
financial hurdles attached to the Class A, Class B and Class C performance
rights and concluded that the probability remained at 0%. Accordingly, no
share-based payment expense was recognised in the consolidated statement of
profit or loss and other comprehensive income for the year ended 31 December
2025.
As the performance rights expired during the year unvested, no further amount
remains to be recognised in relation to these instruments.
Number Grant Expiry Share price on grant Value Total fair % vested
granted date date date per right value %
Class A((i)) 1,200,000 17/12/2020 02/03/2025 $0.87 $0.87 1,044,000 -
Class B((ii)) 1,200,000 17/12/2020 02/03/2025 $0.87 $0.87 1,044,000 -
Class C((iii)) 1,200,000 17/12/2020 02/03/2025 $0.87 $0.87 1,044,000 -
On 22 February 2022, 900,000 performance rights were granted to a consultant.
The performance rights were valued at $1,044,000 at grant date and were being
expensed over the vesting period as noted below. For the year ended 31
December 2025, management reassessed the probability of achieving the
financial hurdles attached to the Class A, Class B and Class C performance
rights and concluded that the probability remained at 0%. Accordingly, no
share-based payment expense was recognised in the consolidated statement of
profit or loss and other comprehensive income for the year ended 31 December
2025.
As the performance rights expired during the year unvested, no further amount
remains to be recognised in relation to these instruments.
Number Grant Expiry Share price on grant Value Total fair % vested
granted date date date per right value %
Class A((i)) 300,000 22/02/2022 02/03/2025 $1.16 $1.16 348,000 -
Class B((iii)) 300,000 22/02/2022 02/03/2025 $1.16 $1.16 348,000 -
Class C((ii)) 300,000 22/02/2022 02/03/2025 $1.16 $1.16 348,000 -
● On 27 February 2022, 1,200,000 performance rights were granted to a
consultant. The performance rights were valued at $1,368,000 at grant date and
were expensed over the vesting period as noted below. For the year ended 31
December 2025, management reassessed the probability of achieving the
financial hurdles attached to the Class A, Class B and Class C performance
rights and concluded that the probability remained at 0%. Accordingly, no
share-based payment expense was recognised in the consolidated statement of
profit or loss and other comprehensive income for the year ended 31 December
2025.
As the performance rights expired during the year unvested, no further amount
remains to be recognised in relation to these instruments.
Number Grant Expiry Share price on grant Value Total fair % vested
granted date date date per right value %
Class A((i)) 400,000 27/02/2022 02/03/2025 $1.14 $1.14 456,000 -
Class B((iii)) 400,000 27/02/2022 02/03/2025 $1.14 $1.14 456,000 -
Class C((ii)) 400,000 27/02/2022 02/03/2025 $1.14 $1.14 456,000 -
● On 29 August 2022, 750,000 performance rights were granted to an employee. The
performance rights were valued at $547,500 at grant date and were expensed
over the vesting period as noted below. For the year ended 31 December 2025,
management reassessed the probability of achieving the financial hurdles for
its Tranche 1, Tranche 2 and Tranche 3 performance rights and concluded that
the probability remained at 0%. Accordingly, no share-based payment expense
was recognised in the consolidated statement of profit or loss and other
comprehensive income for the year ended 31 December 2025.
As the performance rights expired during the year unvested, no further amount
remains to be recognised in relation to these instruments.
Number Grant Expiry Share price on grant Value Total fair % vested
granted date date date per right value %
Tranche 1((i)) 250,000 29/08/2022 02/03/2025 $0.73 $0.73 182,500 -
Tranche 2((ii)) 250,000 29/08/2022 02/03/2025 $0.73 $0.73 182,500 -
Tranche 3((iii)) 250,000 29/08/2022 02/03/2025 $0.73 $0.73 182,500 -
● On 14 December 2022, 100,000 performance rights were granted to an employee.
The performance rights were valued at $69,000 at grant date and were expensed
over the vesting period as noted below. For the year ended 31 December 2025,
management reassessed the probability of achieving the financial hurdles for
its Tranche 2 performance rights and concluded that the probability remained
at 0%. Accordingly, no share-based payment expense was recognised in the
consolidated statement of profit or loss and other comprehensive income for
the year ended 31 December 2025.
As the performance rights expired during the year unvested, no further amount
remains to be recognised in relation to these instruments.
Number Grant Expiry Share price on grant Value Total fair % vested
granted date date date per right value %
Tranche 2((iv)) 100,000 14/12/2022 20/12/2025 $0.69 $0.69 69,000 -
● On 7 October 2024, 300,000 performance rights were granted to a consultant.
The performance rights were valued at $49,500 at grant date and were expensed
over the vesting period as noted below. For the year ended 31 December 2025,
management reassessed the probability of achieving the financial hurdles for
its Tranche 2 performance rights and concluded that the probability remained
at 0%. Accordingly, no share-based payment expense was recognised in the
consolidated statement of profit or loss and other comprehensive income for
the year ended 31 December 2025.
The above performance rights did not have market vesting conditions and
therefore have been valued at the share price on the grant date of 7 October
2024.
The below Tranche 1 and Tranche 2 performance rights expired during the year
ended 31 December 2025
Number Grant Expiry Share price on grant Value Total fair % vested
granted date date date per right value %
Tranche 1((ii)) 100,000 07/10/2024 02/03/2025 $0.165 $0.165 16,500 -
Tranche 2((iii)) 100,000 07/10/2024 02/03/2025 $0.165 $0.165 16,500 -
Tranche 3((v)) 100,000 07/10/2024 02/03/2026 $0.165 $0.165 16,500 -
((i)) shall vest upon an announcement by the Company to the ASX stating that the
Company has executed an offtake agreement for at least 25% of the product
planned to be produced from the Cinovec Project.
((ii)) shall vest upon the attainment of Project Finance for the Cinovec Project.
((iii)) shall vest upon an announcement by the Company to the ASX stating that the
Company has made a Decision to Mine in respect of the Cinovec Project.
((iv)) shall vest upon an announcement by the Company to the ASX stating that the
Company has the detailed designs of the plant in connection with the Cinovec
Project.
((v)) shall vest upon successful commissioning of the Prunéřov Lithium Chemical
Plant, as specified in the Definitive Feasibility Study.
(ii) Options granted during the year ended 31 December 2025:
● On 31 October 2025, 2,500,000 options were granted to consultants. The options
were valued at $417,130 at grant date and were fully expensed ($417,130)
during the year period ended 31 December 2025 as there were no vesting
conditions attached.
The options granted were valued using Black-Scholes model. The number of
securities granted, and valuation inputs are outlined below.
Options Share price Expected Risk-free Fair value
issued Grant Expiry at grant Exercise volatility rate at grant
No. date date date price % % date
Consultant options 2,500,000 31/10/2025 31/10/2028 $0.25 $0.20 98.07% 3.55% 417,130
(iii) Options granted in previous years and existing during the financial
year ended 31 December 2025:
● On 7 October 2024, 5,000,000 options were granted to consultants. The options
were valued at $298,290 at grant date and were fully expensed during the
six-month period ended 31 December 2024 as there were no vesting conditions
attached.
The options granted were valued using Black-Scholes model. The number of
securities granted, and valuation inputs are outlined below.
Options Share price Expected Risk-free Fair value
issued Grant Expiry at grant Exercise volatility rate at grant
No. date date date price % % date
Consultant options 5,000,000 07/10/2024 30/06/2026 $0.165 $0.25 85.26% 3.78% 298,290
(iv) Shares issued as payment for borrowing costs during the financial year
ended 31 December 2025
● During the financial year ended 31 December 2025, the Company entered into a
loan agreement, under which the lender agreed to provide loan funding of up to
$500,000, with amounts repayable by 1 February 2026. As consideration for the
facility, the Company agreed to issue equity instruments comprising a fixed
return of $50,000 in shares and a further return of $25,000 in shares upon
drawdown, based on a share price of $0.20 per share (375,000 shares issued on
31 October 2025).
On 19 December 2025, the parties executed an extension and variation letter
under which the repayment date was extended from 1 February 2026 to 28
February 2026. In consideration for the extension, the Company agreed to issue
the lender 187,500 fully paid ordinary shares, and the available loan amount
was increased from $500,000 to $750,000.
Note 18. Cash flow information
(a) Reconciliation of loss after income tax to net cash used in operating
activities
Consolidated
31 December 2025 six-month period ended 31 December 2024
$ $
Loss after income tax expense for the period (8,210,596) (1,250,604)
Adjustments for:
Loss on disposal of loan 2,116,793 -
Share-based payments 417,130 (1,366,048)
Finance costs 10,737 6,826
Foreign exchange differences (73,529) (114,808)
Depreciation and amortisation 51,349 25,736
Share of loss - associates 2,707,417 1,486,398
Change in operating assets and liabilities:
Increase/(Decrease) in trade and other receivables 335,358 (48,129)
Decrease/(Increase) in trade and other payables 1,813,135 (28,745)
(Decrease)/Increase in other provisions (313,473) 15,189
Net cash used in operating activities (1,145,679) (1,274,185)
(b) Credit standby facilities
The Company had no credit standby facilities as at 31 December 2025 and 31
December 2024.
(c) Investing and financing activities - non-cash
There were no non-cash investing or financing activities during the period.
Note 19. Operating segments
The accounting policies used by the Group in reporting segments are in
accordance with the measurement principles of Australian Accounting Standards.
The Group has identified its operating segments based on the internal reports
that are provided to the Board of Directors. According to AASB 8 Operating
Segments, two or more operating segments may be aggregated into a single
operating segment if the segments have similar economic characteristics, and
the segments are similar in each of the following respects:
• The nature of the products and services;
• The nature of the production processes;
• The type or class of customer for their products and services;
• The methods used to distribute their products or provide their
services; and
• If applicable, the nature of the regulatory environment, for
example; banking, insurance and public utilities.
Effective 28 April 2020, the Group has a 49% interest in Geomet s.r.o. which
is accounted for in accordance with AASB 128 Investment in Associates and
Joint Venture. Therefore, the Group has only one operating segment based on
geographical location. The Australian segment incorporates the services
provided to Geomet s.r.o. in relation to the Cinovec project development along
with head office and treasury function. Consequently, the financial
information for the sole operating segment is identical to the information
presented in these financial reports.
Note 20. Financial risk management
The Group's financial instruments consist mainly of deposits with banks, loans
to associated company, leases and accounts receivable and payable. The main
purpose of non-derivative financial instruments is to raise finance for
Group's operations. The Group does not speculate in the trading of derivative
instruments.
The Group holds the following financial instruments:
Consolidated
31 December 2025 31 December 2024
$ $
Financial assets
Cash and cash equivalents 397,473 3,524,484
Trade and other receivables 66,798 349,385
Other assets 91,658 174,504
Advances to associate - 8,052,790
555,929 12,101,163
Financial liabilities
Trade and other payables 2,074,232 325,624
Lease liabilities 98,658 143,856
2,172,890 469,480
The fair value of the Group's financial assets and liabilities approximate
their carrying value.
Specific Financial Risk Exposures and Management
The Group's activities expose it to a variety of financial risks: market risk
(including currency risk, interest rate risk and price risk) credit risk and
liquidity risk.
(i) Market risk
The Board meets on a regular basis to analyse currency and interest rate
exposure and to evaluate treasury management strategies in the context of the
most recent economic conditions and forecasts.
Interest rate risk
Exposure to interest rate risk arises on financial assets and financial
liabilities recognised at the end of the reporting period whereby a future
change in interest rates will affect future cash flows or the fair value of
fixed rate financial instruments. The Group is also exposed to earnings
volatility on floating rate instruments. Interest rate risk is not material to
the Group as no interest-bearing debt arrangements have been entered into.
Price risk
Price risk relates to the risk that the fair value or future cash flows of a
financial instrument will fluctuate because of changes in market prices. The
Group is not exposed to significant price risk.
Foreign exchange risk
Exposure to foreign exchange risk may result in the fair value or future cash
flows of a financial instrument fluctuating due to movement in foreign
exchange rates of currencies in which the Group holds financial instruments
which are other than the AUD functional currency of the Group.
With instruments being held by overseas operations, fluctuations in foreign
currencies may impact on the Group's financial results. The Group's exposure
to foreign exchange risk is monitored by the Board. The majority of the
Group's funds are held in Australian dollars, British Sterling and the Euro.
At 31 December 2025, the Group has financial assets and liabilities
denominated in the foreign currencies detailed below:
31 December 2025 31 December 2024
Amount in EUR Amount in GBP Amount in CZK Amount in USD Amount in EUR Amount in GBP Amount in CZK Amount in USD
Cash and cash equivalents in EMH 99 15 - - 1,207,125 51,328 - -
Trade and other payables in EMH 26,356 44,890 - 44,083 8,380 1,960 - 86,942
Advances to associates in EMH UK - - - - - - 8,052,790 -
26,455 44,905 - 44,083 1,215,505 53,288 8,052,790 86,942
5% effect in foreign exchange rates 1,323 2,245 - 2,204 60,775 2,664 402,640 4,347
Other than intercompany balances and the advance to associate there were no
financial assets and liabilities denominated in foreign currencies for EMH UK.
(ii) Credit risk
Credit exposure represents the extent of credit related losses that the Group
may be subject to on amounts to be received from financial assets. Credit risk
arises principally from trade and other receivables. The objective of the
Group is to minimise the risk of loss from credit risk. The Group trades only
with creditworthy third parties. In addition, receivable balances are
monitored on an ongoing basis with the result that the Group's exposure to bad
debts is insignificant. The Group's maximum credit risk exposure is limited to
the carrying value of its financial assets as indicated on the Consolidated
Statement of Financial Position and notes to the consolidated financial
statements.
The credit quality of the financial assets was high during the period. The
table below details the credit quality of the financial assets at the end of
the period.
31 December 2025 31 December 2024
Financial assets Credit Quality $ $
Cash and cash equivalents held at Westpac Bank High 397,214 1,230,664
Cash and cash equivalents held at ANZ bank High 259 2,293,820
Bank guarantee held at ANZ bank High 30,785 30,075
Trade and other receivables 66,798 349,385
Other assets 91,658 144,429
Advances to associate - 8,052,790
586,714 12,101,163
(iii) Liquidity risk
Liquidity risk is the risk that the entity will not be able to meet its
financial obligations as they fall due. The objective of the Group is to
maintain sufficient liquidity to meet commitments under normal and stressed
conditions.
Prudent liquidity risk management implies maintaining sufficient cash and
marketable securities, and the availability of funding through an adequate
amount of committed credit facilities. The Group aims at maintaining
flexibility in funding by maintaining adequate reserves of liquidity.
The following are the contractual maturities of financial assets and financial
liabilities, including estimated interest receipts and payments and excluding
the impact of netting arrangements.
Carrying amount Contractual Cash flows 3 months 3-6 months 6-24 months >24 months
As at 31 December 2025 $ $ $ $ $ $
Financial assets
Cash and cash equivalents 397,473 397,473 397,473 - - -
Trade and other receivables 66,798 66,798 66,798 - - -
Other assets 91,658 91,658 91,658 - - -
Cash inflows 555,929 555,929 555,929 - - -
Financial liabilities
Trade and other payables 2,074,232 2,074,232 2,074,232 - - -
Lease liabilities 98,658 98,658 12,287 12,566 73,804 -
Cash outflows 2,172,890 2,172,890 2,086,519 12,566 73,804 -
Carrying amount Contractual Cash flows 3 months 3-6 months 6-24 months >24 months
As at 31 December 2024 $ $ $ $ $ $
Financial assets
Cash and cash equivalents 3,524,484 3,524,484 3,524,484 - - -
Trade and other receivables 349,385 349,385 349,385 - - -
Other assets 174,504 174,504 144,429 - 30,075 -
Advances to associate 8,052,790 8,052,790 - - - 8,052,790
Cash inflows 12,101,163 12,101,163 4,018,298 - 30,075 8,052,790
Financial liabilities
Trade and other payables 325,624 325,624 325,624 - - -
Lease liabilities 143,856 143,856 7,176 14,679 102,504 19,497
Cash outflows 469,480 469,480 332,800 14,679 102,504 19,497
(iv) Interest rate risk
From time to time the Group has significant interest-bearing assets, but they
are as a result of the timing of equity raising and capital expenditure rather
than a reliance on interest income. The interest rate risk arises on the rise
and fall of interest rates. The Group's exposure to interest rate risk, which
is the risk that a financial instrument's value will fluctuate as a result of
changes in market interest rates and the effective weighted average interest
rate for each class of financial assets and financial liabilities comprises:
Weighted average Floating Fixed Non
interest rate interest rate interest rate interest bearing Total
As at 31 December 2025 % $ $ $ $
Financial assets
Cash and cash equivalents 0.75% 397,473 - - 397,473
Trade and other receivables - - 66,798 66,798
Other assets 4.00% - - 91,658 91,658
397,473 - 158,456 555,929
Financial liabilities
Trade and other payables - - 325,624 325,624
Lease liabilities 9.02% - 143,856 - 143,856
- 143,856 325,624 469,480
Weighted average Floating Fixed Non
interest rate interest rate interest rate interest bearing Total
As at 31 December 2024 % $ $ $ $
Financial assets
Cash and cash equivalents 1.00% 1,767,689 1,756,795 - 3,524,484
Trade and other receivables - - 349,385 349,385
Other assets 4.00% - 30,075 144,429 174,504
Advances to associate 8.80% - 8,052,790 - 8,052,790
1,767,689 9,839,660 493,814 12,101,163
Financial liabilities
Trade and other payables - - 325,624 325,624
Lease liabilities 9.02% - 143,856 - 143,856
- 143,856 325,624 469,480
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in the interest rates at the reporting date would
have increased or decreased the Group's equity and profit or loss by $2,988
(31 December 2024: $17,677).
(v) Net fair value of financial assets and liabilities
The net fair value of cash and cash equivalents and non-interest-bearing
monetary assets and financial liabilities approximates their carrying values.
Note 21. Controlled entities
Subsidiaries of European Metals Holdings Limited are as follows:
Ownership interest
Principal place of business / 31 December 2025 31 December 2024
Name Country of incorporation % %
European Metals (UK) Limited (EMH UK) United Kingdom 100.00% 100.00%
EMH (Australia) Pty Ltd Australia 100.00% 100.00%
Note 22. Parent entity information
The following information has been extracted from the books and records of the
parent, European Metals Holdings Limited, and has been prepared in accordance
with Australian Accounting Standards.
Statement of financial position
Parent
31 December 2025 31 December 2024
$ $
Total current assets 539,992 4,018,298
Total non-current assets 25,600,063 19,999,423
Total assets 26,140,055 24,017,721
Total current liabilities 2,892,707 701,062
Total non-current liabilities 43,060 94,770
Total liabilities 2,935,767 795,832
Net assets 23,204,288 23,221,889
Equity
Issued capital 61,796,611 58,886,707
Options reserve 14(a) 1,133,420 716,290
Performance shares reserve 14(b) - -
Performance rights reserve 14(c) - -
Loan shares reserve 14(d) 940,625 940,625
Accumulated losses (40,666,368) (37,321,733)
Total Equity 23,204,288 23,221,889
Statement of profit or loss and other comprehensive income
Parent
31 December 2025 six-month period ended 31 December 2024
$ $
Profit/(loss) after income tax (3,344,635) 236,067
Total comprehensive income/(loss) (3,344,635) 236,067
Guarantees entered into by the parent entity in relation to the debts of its
subsidiaries
The parent entity had no guarantees in relation to the debts of its
subsidiaries as at 31 December 2025 and 31 December 2024.
Contingent liabilities
The parent entity had no contingent liabilities as at 31 December 2025 and 31
December 2024 .
Commitments
The parent entity had no commitments as at 31 December 2025 and 31 December
2024.
Material accounting policy information
The accounting policies of the parent entity are consistent with those of the
Group, as disclosed in note 2, except for the following:
● Investments in subsidiaries are accounted for at cost, less any impairment, in
the parent entity.
Note 23. Capital commitments
There are no capital commitments for the Group as at 31 December 2025 and 31
December 2024.
Note 24. Contingent liabilities and commitments
Contingent Liability - Dilution Risk
Under the Shareholders' Agreement, should the Group fail to meet its
proportional share of any future cash calls from Geomet s.r.o., its ownership
interest in Geomet s.r.o. may be diluted in favour of those shareholders that
do contribute, based on the fair market value of the shares represented by the
unpaid cash call. As at the date of this report, no such dilution has
occurred.
Other Commitments and Contingent Liabilities
There have been no other material changes in the Group's contingent
liabilities or commitments since the last reporting date, other than those
disclosed above.
Note 25. Events after the reporting period
On 30 January 2026, the Company successfully completed a $3,459,680 capital
raise, having issued 10,811,500 fully paid ordinary shares at an issue price
of $0.32 per share.
The Company also announced that Geomet s.r.o. was informed that it had
received Regional Rezoning approval for the Cinovec Project, with the Ústí
nad Labem Regional Assembly voting to support the rezoning application
submitted by the Czech Ministry of Industry and Trade.
The rezoning defines the Project's areas and corridors for lithium mining and
processing, including corridors for necessary utility supply developments
including water, electricity and gas at all of the Project's sites. It also
defines the area for the storage and processing of materials from mining
activities and the treatment of lithium concentrate at the Prunéřov
Processing Plant site, and the planned tailings management facilities in the
Doly Nastup Tušimice (DNT) mining area.
On 10 February 2026, the $750,000 loan payable to a third party was repaid in
full (Note 14) via a cash payment.
Other than the above, no other matter or circumstance has arisen since 31
December 2025 that has significantly affected, or may significantly affect the
Group's operations, the results of those operations, or the Group's state of
affairs in future financial years.
Basis of preparation
This consolidated entity disclosure statement (CEDS) has been prepared in
accordance with the Corporations Act 2001 and includes information for each
entity that was part of the consolidated entity as at the end of the financial
period in accordance with AASB 10 Consolidated Financial Statements.
Determination of tax residency
Section 295 (3A)(vi) of the Corporation Act 2001 defines tax residency as
having the meaning in the Income Tax Assessment Act 1997. The determination of
tax residency involves judgement as there are different interpretations that
could be adopted, and which could give rise to a different conclusion on
residency.
In determining tax residency, the consolidated entity has applied the
following interpretations:
● Australian tax residency the consolidated entity has applied current
legislation and judicial precedent, including having regard to the Tax
Commissioner's public guidance in Tax Ruling TR 2018/5
● Foreign tax residency where necessary, the consolidated entity has used
independent tax advisers in foreign jurisdictions to assist in its
determination of tax residency to ensure applicable foreign tax legislation
has been complied with (see section 295(3A)(vii) of the Corporations Act
2001).
Entity name Entity type Place of incorporation Ownership interest % Australian Resident Foreign Jurisdiction
European Metals Holding Limited Body corporate Australia 100.00% Yes n/a
European Metals (UK) Limited (EMH UK) Body corporate United Kingdom 100.00% No United Kingdom
EMH (Australia) Pty Ltd Body corporate Australia 100.00% Yes n/a
In the Directors' opinion:
● the attached financial statements and notes comply with the Corporations Act
2001, the Accounting Standards, the Corporations Regulations 2001 and other
mandatory professional reporting requirements;
● the attached financial statements and notes comply with International
Financial Reporting Standards as issued by the International Accounting
Standards Board as described in note 2 to the financial statements;
● the attached financial statements and notes give a true and fair view of the
Group's financial position as at 31 December 2025 and of its performance for
the financial period ended on that date;
● there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they become due and payable; and
● the information disclosed in the attached consolidated entity disclosure
statement is true and correct.
The Directors have been given the declarations required by section 295A of the
Corporations Act 2001.
Signed in accordance with a resolution of Directors made pursuant to section
295(5)(a) of the Corporations Act 2001.
On behalf of the Directors
___________________________
Keith Coughlan
EXECUTIVE CHAIRMAN
30 March 2026
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Copyright 2019 Regulatory News Service, all rights reservedRecent news on European Metals Holdings
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