REG - Oracle Power PLC - Final Results
26/06/2024 07:00
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RNS Number : 8623T Oracle Power PLC 26 June 2024
26 June 2024
Oracle Power PLC
("Oracle" or the "Company")
Final Results
Oracle Power PLC (AIM:ORCP), an international project developer, is pleased to
announce its Final Results for the year ended 31 December 2023.
Oracle's Annual Report for the year ended 31 December 2023 is available on its
website at https://oraclepower.co.uk/investors/financial-reports/
(https://oraclepower.co.uk/investors/financial-reports/) and will be posted to
shareholders shortly.
For further information visit www.oraclepower.co.uk
(http://www.oraclepower.co.uk/) or contact:
Oracle Power PLC +44 (0) 203 580 4314
Naheed Memon - CEO
Strand Hanson Limited (Nominated Adviser & Joint Broker) +44 (0) 20 7409 3494
Rory Murphy, Matthew Chandler, Rob Patrick
Global Investment Strategy UK Limited (Joint Broker) +44 (0) 20 7048 9432
Samantha Esqulant
St Brides Partners Limited (Financial PR) oracle@stbridespartners.co.uk
Susie Geliher, Isabel de Salis
CHAIRMAN'S STATEMENT
I am pleased to present the annual report and financial statements for Oracle
Power PLC ("Oracle" or the "Company") for the year ended 31 December 2023.
The coal and power generation project in Thar, Pakistan
The development of the proposed mine and power project at Block VI in the Thar
desert has continued to progress, albeit slowly, as it is a CPEC project and
hence is impacted by Chinese government policy. The Government of Pakistan has
already established demand for 1,320 MW of Thar coal-based power in 2027,
thereby facilitating the potential development of this project. We have a
number of non-binding offtake memorandums of understanding in place for the
planned coal generated power and another agreement with PowerChina to develop,
in parallel, a proposed 1 GW solar farm also at Thar.
The Green Hydrogen project in Thatta, Pakistan
During the year under review, most of our attention was focused on our Green
Hydrogen project, which comprises the planned construction of a 400MW plant
producing 55,000 tonnes of green hydrogen per annum backed by 1,300MW of
hybrid solar/wind, green hydrogen power plants.
This project is being developed through Oracle Energy Limited ("Oracle
Energy"), a private company owned 70% by His Highness Sheikh Ahmed Dalmook Al
Maktoum through his wholly owned company Kaheel Energy FZE ("Kaheel Energy"),
and 30% by Oracle. Oracle is primarily responsible for managing the project
whilst Kaheel Energy will seek to leverage its strategic position and
influence to enhance market access and secure potential financing. In terms of
a summary of project milestones we have achieved to date:
· 30-year lease on 7,000 acres required for the renewable energy -
wind and solar operations;
· Letter of Intent ("LOI") in place for the establishment of the
renewable energy "farm" and have a US$600,000 performance guarantee bond in
place;
· LOI from TUV SUD for the certification of the hydrogen output;
· Thyssenkrupp Uhde has completed the requisite Green Hydrogen and
Green Ammonia feasibility study;
· Fugro Pakistan has completed the topography survey study;
· State Grid of China has completed the Renewable Power feasibility
study; and
· SGS has completed the ESIA study post the period end.
The Western Australian exploration projects
Our gold prospect in Western Australia, the Northern Zone, is progressing well
as part of our farm-in arrangement with Riversgold Ltd ("Riversgold"). Once
the final stage of the drill programme and testing by Riversgold has been
completed, we will be able to retain a minority interest in the project for
the potential next phase of its development. In addition, post the year end,
the Company acquired a copper/silver exploration project for all share
consideration in the same region of Australia.
A more comprehensive overview of our Operational highlights for 2023 is set
out in the Chief Executive's Report.
We are most grateful to the Pakistani authorities for their continued support
and to the WA mining authorities for facilitating exploration and development
activities in their region.
Above all, I wish to take this opportunity to thank our shareholders for their
continued confidence, patience and support, enabling us to make steady
progress on our project portfolio in a challenging macroeconomic environment.
Mark Steed
Chairman
CHIEF EXECUTIVE'S REPORT
I am pleased to present details of the Company's activities and progress for
its financial year ended 31 December 2023.
2023 has been a year of notable progress for the Company in both Pakistan and
Australia. During the year, we successfully completed a number of key
assessments for the proposed development of the Company's significant Green
Hydrogen project (the "GH Project") in Pakistan. We also forged important
relationships in Western Australia for the further exploration of our
tenements situated there and entered into strategic understandings for the
development of both our Renewable Power Project and GH Project in Pakistan. I
am pleased to report that we have made encouraging progress across our project
portfolio and set out an overview below.
In Pakistan, we maintained an active dialogue with the Power Division,
Ministry of Energy, in connection with the proposed development of the
Company's planned 1,320MW, coal to power project under the China Pakistan
Economic Corridor ("CPEC"). In September 2023, the Government of Pakistan
published its annual Indicative Generation Capacity Expansion Plan (the
"IGCEP"), a demand supply policy guidance chart for Pakistan and the demand
for 1,320MW of local Thar coal fired power was forecast to be required in
2027. Such confirmation of demand should facilitate advancement of the
project, subject to securing appropriate financing and offtake arrangements in
due course. In Q2 2023, subsequent to the publication of the IGCEP, we
initiated dialogue with potential offtakers other than the Government of
Pakistan. We signed an important Memorandum of Understanding ("MOU") for the
off-take and planned development of our 1,320MW Thar coal-fired power plant in
the Sindh Province, Pakistan, with a consortium of parties including the
Energy Department, Government of Sindh, K-Electric Limited ("KE"), the largest
privately owned vertically integrated power utility in Pakistan, and
PowerChina International Group Limited. Since the 1,320MW project falls within
CPEC, we await the go ahead from the Chinese Government's financing
department, and our strategic partner, Power China, which maintains a regular
dialogue with the relevant authorities.
Furthermore, based on the introduction of the CTBCM (Competitive Trading
Bilateral Contracts Market), all offtakers can bid to fulfil demand recorded
in the IGCEP, if financing is available. KE, as a potential offtaker, could
secure the entire 1,320MW output and issue Oracle with a direct power purchase
agreement (PPA), with equity contributions potentially being made by any of
the parties to the MOU.
In addition, the parties have agreed to assess the viability of developing the
power project at Thar Coal Block VI or relocating it to KE's land at Port
Qasim, Karachi. The power project is likely to require 7.6 million tonnes of
Thar coal annually, which could be sourced from existing mines at Thar Block I
and II or a new mine could be developed, if commercially viable.
In Western Australia, Oracle has continued to conduct further exploration work
on its Northern Zone ("NZ") project, 25km from Kalgoorlie, following the
promising results from the maiden drill programme in 2022 targeting felsic
intrusives porphyry. The results established a low grade but potentially large
mineralisation across the tenement. The Company carried out further
metallurgical tests to confirm gold recovery rates, the results of which,
released in June 2022, showed an excellent recovery rate of up to 94.7%.
In Q2 2023, the Company signed a farm-in agreement with ASX-listed Riversgold
Ltd ("Riversgold"), marking a significant step in the further progression of
our NZ project and serving to endorse our partnering strategy as project
developers. Pursuant to this agreement, Riversgold has the right to earn up to
an 80% beneficial interest in the NZ project by paying an upfront cash
consideration of A$50,000 (received) and committing to spend no less than
A$600,000 on exploration over the next two years (which is ongoing).
Subsequently, the Company completed diamond drilling on the entire
gold-mineralised central cross-section to a vertical depth of 450 metres,
validating the previous exploration model. This drill programme confirmed a
previously announced exploration target of 2.5Moz - 4.8Moz of gold. In
addition, the work programme demonstrated a high gold recovery rate of 92.9%
on average after a 24-hour bottle roll cyanide extraction. A reverse
circulation and air core drilling campaign is currently ongoing to further
prove up the resource potential of the asset and move towards establishing a
maiden JORC Mineral Resource Estimate in 2024. Our partnership aims to advance
the development of the NZ project at minimal cost to the Company, leveraging
the expertise and resources of Riversgold to develop a potential future
economically viable gold mine.
In 2023, the Company also accelerated the development of its Green Hydrogen
project (the "GH Project") in the wind corridor in the Thatta district of
Pakistan. This project was launched in Q4 2022, and the Company has achieved a
number of significant milestones in 2023. In Q2 2023, the Company signed a
non-binding Investment MOU with the State Grid Corporation of China to
potentially develop and finance the proposed hybrid renewable power and GH
Project. In June 2023, Oracle Energy signed a non-binding MOU with PetroChina
International (Middle East) Company Limited ("PCME") for co-operation and the
joint development of commercial avenues for the project. In particular, PCME
has agreed to arrange the potential offtake of the output and carbon credits
stemming from the project.
In July 2023, Oracle Energy completed the topography survey for the project's
site, commissioned from Fugro Pakistan, part of a world-renowned global
consultancy group. In Q3 2023, the Company also completed its technical and
commercial feasibility study for the project, undertaken by Thyssenkrupp Uhde.
The findings provided a very positive outlook, comparable to industry
expectations observed in other global green hydrogen projects and have
potentially derisked the project from both a technical and commercial
perspective.
In Q2 2023, Oracle Energy also commissioned a technical and commercial
feasibility study for the hybrid renewable power plant for the project,
undertaken by leading international construction and engineering company,
China Electric Power Equipment and Technology, a wholly owned subsidiary of
the State Grid Corporation of China. Upon completion, this study is expected
to affirm the commercial viability of the planned hybrid renewable facility.
The study will analyse the project's resources, design the hybrid system,
evaluate grid integration, ensure competitive energy prices and potentially
attractive returns for investors, whilst providing a detailed integration
roadmap into Pakistan's power grid.
Post the reporting period end, the Company commissioned an ESIA Study by SGS,
a global integrated service provider and a geotechnical study and electrical
resistivity survey by F&M, a leading engineering and testing service
provider. These further studies will seek to optimise site planning and
design, setting the stage for the FEED phase.
The Company's strategy is to progress and develop its various projects,
thereby diversifying risk, and with a view to timely divestment when
appropriate in order to maximising returns and shareholder value. In summary,
the Company has progressed and continues to implement such strategy by
identifying and forging relationships with partners, in order to provide
potential financing and resources and expertise for the advancement of its
projects and enhance the attractiveness of its portfolio.
I remain grateful to all the relevant authorities in Pakistan and Western
Australia for their ongoing support for our various initiatives, as well as
the dedication and hard work of our teams in the UK, Pakistan and Australia. I
am also cognisant and most appreciative of the continued confidence, patience
and support of our shareholders, to enable us to deliver on our plans. The
Company remains committed to increasing shareholder value and to growing into
an enterprise of greater size and scale over the longer term.
Ms Naheed Memon
Chief Executive Officer
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
FOR THE YEAR ENDED 31 DECEMBER 2023
Note 2023 2022
£ £
CONTINUING OPERATIONS
(848,058) (1,311,012)
Administrative expenses
(1,311,012)
LOSS FROM OPERATIONS
(848,058)
36,688 14,592
Finance income
26,697 -
Other income
- 6,762
Amounts written off and p/l on disposals
Associate (loss) (5,122) -
LOSS BEFORE TAX
(789,795) (1,289,658)
LOSS FOR THE YEAR
(789,795) (1,289,658)
Earnings per share attributable to the ordinary equity holders of the parent 2023 2022
Pence Pence
PROFIT OR LOSS
9 (0.02) (0.04)
Basic
9 (0.02) (0.04)
Diluted
CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
2023 2022
£ £
(789,795) (1,289,658)
Loss for the year
ITEMS THAT WILL OR MAY BE RECLASSIFIED TO PROFIT OR LOSS:
(317,429) (178,459)
Exchange (loss)/gains arising on translation on foreign operations
OTHER COMPREHENSIVE LOSS FOR THE YEAR, NET OF TAX
(317,429) (178,459)
TOTAL COMPREHENSIVE LOSS
(1,107,224) (1,468,117)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
Note 2023 2022
£ £
NON‑CURRENT ASSETS
Property, plant and equipment 10 2,202 3,885
Intangible assets 11 4,759,055 5,023,296
Investments in equity‑accounted associates 13 732,106 668,782
Loans and other financial assets 14 719,024 580,079
6,212,387 6,276,042
CURRENT ASSETS
Trade and other receivables 15 46,909 45,069
Cash and cash equivalents 25 203,526 150,905
250,435 195,974
TOTAL ASSETS 6,462,822 6,472,016
Liabilities
CURRENT LIABILITIES
Trade and other payables 18 146,565 203,034
146,565 203,034
TOTAL LIABILITIES 146,565 203,034
NET ASSETS 6,316,257 6,268,982
ISSUED CAPITAL AND RESERVES ATTRIBUTABLE TO OWNERS OF THE PARENT
Share capital 16 3,745,415 3,078,297
Share premium reserve 19,109,662 18,632,040
Foreign exchange reserve (1,312,554) (995,125)
Share scheme reserve 9,759 58,179
Retained earnings (15,236,025) (14,504,409)
TOTAL EQUITY 6,316,257 6,268,982
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
2023 2022
Note £ £
Assets
NON‑CURRENT ASSETS
Property, plant and equipment 10 69 274
Intangible assets 11 3,665,622 3,665,622
Investments in equity‑accounted associates 13 732,106 668,782
Investments 13 2,898,531 2,898,531
Loans and other financial assets 14 2,926,786 2,605,218
10,223,114 9,838,427
CURRENT ASSETS
Trade and other receivables 15 43,849 40,731
Cash and cash equivalents 25 192,574 137,291
236,423 178,022
TOTAL ASSETS 10,459,537 10,016,449
Liabilities
CURRENT LIABILITIES
Trade and other payables 18 122,998 175,961
122,998 175,961
TOTAL LIABILITIES 122,998 175,961
Net assets 10,336,539 9,840,488
ISSUED CAPITAL AND RESERVES ATTRIBUTABLE TO OWNERS OF THE PARENT
Share capital 16 3,745,415 3,078,297
Share premium reserve 19,109,662 18,632,040
Share scheme reserve 9,759 58,179
Retained earnings (12,528,297) (11,928,028)
TOTAL EQUITY 10,336,539 9,840,488
The Company's loss for the year was £658,448 (2022 ‑ £1,205,625).
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
Share capital Share premium Share scheme reserve Foreign exchange reserve Retained earnings Total attributable to equity holders of parent Total equity
£ £ £ £ £ £ £
3,078,297 18,632,040 58,179 (995,125) (14,504,409) 6,268,982 6,268,982
At 1 January 2023
Comprehensive income for the year
- - - - (789,795) (789,795) (789,795)
Loss for the year
- - - (317,429) - (317,429) (317,429)
Other comprehensive income
- - - (317,429) (789,795) (1,107,224) (1,107,224)
Total comprehensive income for the year
Contributions by and distributions to owners
667,118 477,622 9,759 - - 1,154,499 1,154,499
Issue of share capital
- - (58,179) - 58,179 - -
Transfer to/from retained earnings
667,118 477,622 (48,420) - 58,179 1,154,499 1,154,499
Total contributions by and distributions to owners
At 31 December 2023
3,745,415 19,109,662 9,759 (1,312,554) (15,236,025) 6,316,257 6,316,257
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
PRIOR FINANCIAL YEAR
Share capital Share premium Share scheme reserve Foreign exchange reserve Retained earnings Total attributable to equity holders of parent Total equity
£ £ £ £ £ £ £
At 1 January 2022 2,650,325 17,853,012 66,733 (816,666) (13,223,305) 6,530,099 6,530,099
Comprehensive income for the year
Loss for the year - - - - (1,289,658) (1,289,658) (1,289,658)
Other comprehensive income - - - (178,459) - (178,459) (178,459)
Total comprehensive income for the year - - - (178,459) (1,289,658) (1,468,117) (1,468,117)
Contributions by and distributions to owners
Issue of share capital 427,972 779,028 - - - 1,207,000 1,207,000
Transfer to/from retained earnings - - (8,554) - 8,554 - -
Total contributions by and distributions to owners 427,972 779,028 (8,554) - 8,554 1,207,000 1,207,000
At 31 December 2022
3,078,297 18,632,040 58,179 (995,125) (14,504,409) 6,268,982 6,268,982
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
Share capital Share premium Share scheme reserve Retained earnings Total equity
£ £ £ £ £
At 1 January 2023 3,078,297 18,632,040 58,179 (11,928,028) 9,840,488
Comprehensive income for the year
Loss for the year - - - (658,448) (658,448)
Total comprehensive income for the year - - - (658,448) (658,448)
Contributions by and distributions to owners
Issue of share capital 667,118 477,622 9,759 - 1,154,499
Share warrants exercised - - (58,179) 58,179 -
Total contributions by and distributions to owners 667,118 477,622 (48,420) 58,179 1,154,499
At 31 December 2023 10,336,539
3,745,415 19,109,662 9,759 (12,528,297)
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
PRIOR FINANCIAL YEAR
Share capital Share premium Share scheme reserve Retained earnings Total equity
£ £ £ £ £
2,650,325 17,853,012 66,733 (10,730,957) 9,839,113
At 1 January 2022
Comprehensive income for the year
- - - (1,205,625) (1,205,625)
Loss for the year
- - - (1,205,625) (1,205,625)
Total comprehensive income for the year
Contributions by and distributions to owners
427,972 779,028 - - 1,207,000
Issue of share capital
- - (8,554) 8,554 -
Share warrants exercised
427,972 779,028 (8,554) 8,554 1,207,000
Total contributions by and distributions to owners
At 31 December 2022 3,078,297 18,632,040 58,179 (11,928,028) 9,840,488
2023 2022
Note £ £
CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the year (789,795) (1,289,658)
ADJUSTMENTS FOR
Depreciation of property, plant and equipment 10 205 205
Impairment losses on intangible assets 11 18,516 579,728
Impairment losses recognised on loans to associates 28,415 25,785
Loss from investments in associates 5,122 -
Finance income (36,688) (14,592)
Gain on disposal of subsidiary undertaking - (6,762)
Net foreign exchange loss 67,135 10,300
(707,090) (694,994)
MOVEMENTS IN WORKING CAPITAL:
(Decrease) in trade and other receivables (1,840) (38,025)
(Increase)/decrease in trade and other payables (56,468) 25,305
CASH GENERATED FROM OPERATIONS (765,398) (707,714)
NET CASH USED IN OPERATING ACTIVITIES (765,398) (707,714)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Australia exploration fixed assets 11 (37,754) (238,245)
Purchase of Pakistan project fixed assets 11 (61,806) (140,718)
Payments for investments in associates 13 (68,446) (668,782)
Issue of loans (167,483) (184,929)
Interest received 2,242 14,592
NET CASH USED IN INVESTING ACTIVITIES (333,247) (1,218,082)
CASH FLOWS FROM FINANCING ACTIVITIES
Issue of ordinary shares 1,213,000 1,207,000
Share issue costs (58,500) -
NET CASH FROM FINANCING ACTIVITIES 1,154,500 1,207,000
NET DECREASE IN CASH AND CASH EQUIVALENTS 55,855 (718,796)
Cash and cash equivalents at the beginning of year 150,905 872,000
Exchange loss on cash and cash equivalents (3,234) (2,299)
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 25 203,526 150,905
COMPANY STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
2023 2022
Note £ £
CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the year (658,448) (1,205,625)
ADJUSTMENTS FOR
Depreciation of property, plant and equipment 10 205 205
Amortisation of intangible fixed assets 11 - 313,229
Impairment loss recognised on other receivables 57,742 301,462
Associate loss 5,122 -
Forgiveness of other loan - (804,516)
Finance income (164,949) (66,938)
Loss on sale of discontinued operations, net of tax - 804,516
Net foreign exchange loss 63,734 47,944
(696,594) (609,723)
MOVEMENTS IN WORKING CAPITAL:
Increase/(decrease) in trade and other receivables 144,645 (665)
(Increase) in trade and other payables (52,964) (733,801}
(Decrease)/increase in loans to subsidiaries (428,100) 78,228
CASH GENERATED FROM OPERATIONS (1,033,013) (1,265,961)
NET CASH USED IN OPERATING ACTIVITIES (1,033,013) (1,265,961)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for investments in associates (68,446) (668,782)
Interest received 2,242 14,592
NET CASH USED IN INVESTING ACTIVITIES (66,204) (654,190)
CASH FLOWS FROM FINANCING ACTIVITIES
Issue of ordinary shares 1,213,000 1,207,000
Share issue costs (58,500) -
NET CASH FROM FINANCING ACTIVITIES 1,154,500 1,207,000
NET INCREASE/ (DECREASE) IN CASH AND CASH EQUIVALENTS 55,283 (713,151)
Cash and cash equivalents at the beginning of year 137,291 850,442
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 25 192,574 137,291
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
1. STATUTORY INFORMATION
Oracle Power PLC is a public company, limited by shares and registered and
domiciled in England and Wales. It is the ultimate holding company of the
Oracle Power PLC Group. The Group is primarily involved in an energy project,
based on the exploration and development of coal and construction of a
mine‑mouth power plant in Pakistan. The Group also has two exploration
projects in Western Australia and a green hydrogen project in Pakistan. The
presentation currency of the financial statements is Pounds Sterling (£). The
Company's registered number and registered office address can be found in the
General Information section of this report.
2. ACCOUNTING POLICIES
2.1 Going concern
During the year under review, the Group experienced net cash outflows from its
operating activities which it financed from existing cash resources held at
the start of the year and cash received from the issue of new equity share
capital. The Directors have considered the cash flow requirements of the Group
over the next 12 months and believe that additional funding will be required
to meet the Group's cash requirements over that period. This additional cash
requirement creates a material uncertainty that may cast significant doubt on
the Company's ability to continue as a going concern. However, the Directors
expect to be able to meet the funding requirements for the Group to continue
as a going concern for at least 12 months from the date of the approval of
these financial statements and, consequently, the Directors consider it
appropriate to adopt the going concern basis in the preparation of the
financial statements.
2.2 Compliance with accounting standards
These financial statements have been prepared in accordance with UK adopted
International Financial Reporting Standards and IFRIC interpretations and with
those parts of the Companies Act 2006 applicable to reporting groups under
IFRS.
The financial statements have been prepared under the historical cost
convention.
2.3 Significant accounting judgements, estimates and
assumptions
The preparation of the financial statements requires management to make
judgements, estimates and assumptions that affect the amounts reported for
revenues and expenses during the year and the amounts reported for assets and
liabilities at the statement of financial position date. However, the nature
of estimation means that the actual outcomes could differ from those
estimates.
The key sources of estimation uncertainty that have a significant risk of
causing material adjustment to the carrying amounts of assets and liabilities
within the next financial year are the measurement of any impairment on
intangible assets and the estimation of share‑based payment costs.
The principal risk and uncertainty in respect of the intangible assets
(exploration assets) is that the Group may not reach financial close. The
Board has tested the intangible assets for impairment. For this test, the
Board considered market values of the assets (where applicable); results from
technical and feasibility studies and reports; and the possibility of future
project options available. Based on this, the Board have concluded that no
impairment provision is required. The Group determines whether there is any
impairment of intangible assets on an annual basis.
At the balance sheet date, the intangible assets are carried forward at their
cost of £5,357,888 (2022: £5,603,630) less impairment of £598,833 (2022:
£579,728).
2.4 Basis of consolidation
The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries) made up
to 31 December each year. Control is achieved where the Company has the power
to govern the financial and operating policies of an investee entity so as to
obtain benefits from its activities.
Business acquisitions have been accounted for in accordance with IFRS 3,
'Business Combinations'. Fair values are attributed to the Group's share of
net assets. Where the cost of acquisition exceeds the fair values attributed
to such assets, the difference is treated as purchased goodwill and is
capitalised.
2.5 Intangible assets
(i) Intangible fixed assets ‑ Australia exploration costs
Expenditure on the acquisition costs, exploration and evaluation of interests
in licences, including related finance and administration costs, are
capitalised. Such costs are carried forward in the statement of financial
position under intangible assets and amortised over the minimum period of the
expected future commercial production of gold in respect of each area of
interest where:
a) such costs are expected to be recouped through successful
development and exploration of the area of interest or alternatively by its
sale;
b) exploration activities have not yet reached a stage that
permits a reasonable assessment of the existence or otherwise of economically
recoverable reserves and active operations in relation to the areas are
continuing.
An annual impairment review is carried out by the Directors when specific
facts and circumstances indicate that an impairment test is required, such as:
(1) the period for which the entity has the right to explore in the
specific area has expired during the period or will expire in the near future
and is not expected to be renewed.
(2) substantive expenditure on further exploration for and evaluation of
mineral resources in the specific area is neither budgeted nor planned.
(3) exploration for and evaluation of mineral resources in the specific
area have not led to the discovery of commercially viable quantities of
mineral resources and the entity has decided to discontinue such
activities in the specific area.
(4) sufficient data exists to indicate that, although a development in the
specific area is likely to proceed, the carrying amount of the exploration and
evaluation asset is unlikely to be recovered in full from successful future
development or by sale.
In any such case, or similar cases, the entity shall perform an impairment
test in accordance with IAS 36. Any impairment loss is recognised as an
expense in accordance with IAS 36
Australia exploration costs are carried at cost less any provision for
impairment
ii) Intangible fixed assets ‑ Pakistan project costs
Expenditure on the Pakistan project to achieve final project approval prior to
the start of mining operations including related finance and administration
costs are capitalised. Such costs are carried forward in the statement of
financial position under intangible assets and amortised over the minimum
period of the expected future commercial production of coal in respect of each
area of interest
The Pakistan project costs are tested annually for impairment by comparing the
carrying amount to the recoverable amount. Pakistan project costs are carried
at cost less any provision for impairment.
2.6 Property, plant and equipment
Property, plant and equipment is stated at historical cost less accumulated
depreciation. Depreciation is provided at the following annual rates in order
to write off each asset over its estimated useful life.
Fixtures and fittings
‑ 15% on reducing balance
Motor
vehicles ‑
20% on reducing balance
Computer equipment ‑
30% on reducing balance
2.7 Investments in subsidiaries
Investments in subsidiaries are stated at cost. The investments are reviewed
annually, and any impairment is taken directly to the statement of profit or
loss. Investments in subsidiaries are fully consolidated within the Group
financial statements.
2.8 Investments in associates
An associate is an entity over which the Group has significant influence.
Significant influence is the power to participate in the financial and
operating policy decisions of the investee but is not control or joint control
over those policies.
The results and assets and liabilities of associates are incorporated in these
consolidated financial statements using the equity method of accounting,
except when the investment, or a portion thereof, is classified as held for
sale, in which case it is accounted for in accordance with IFRS 5. Under the
equity method, an investment in an associate or a joint venture is initially
recognised in the consolidated statement of financial position at cost and
adjusted thereafter to recognise the Group's share of the profit or loss and
other comprehensive income of the associate or joint venture. When the Group's
share of losses of an associate exceeds the Group's interest in that associate
or joint venture (which includes any long‑term interests that, in substance,
form part of the Group's net investment in the associate, the Group
discontinues recognising its share of further losses. Additional losses are
recognised only to the extent that the Group has incurred legal or
constructive obligations or made payments on behalf of the associate.
An investment in an associate is accounted for using the equity method from
the date on which the investee becomes an associate or a joint venture. On
acquisition of the investment in an associate, any excess of the cost of the
investment over the Group's share of the net fair value of the identifiable
assets and liabilities of the investee is recognised as goodwill, which is
included within the carrying amount of the investment. Any excess of the
Group's share of the net fair value of the identifiable assets and liabilities
over the cost of the investment, after reassessment, is recognised immediately
in profit or loss in the period in which the investment is acquired.
The requirements of IAS 36 are applied to determine whether it is necessary to
recognise any impairment loss with respect to the Group's investment in an
associate or joint venture. When necessary, the entire carrying amount of the
investment (including goodwill) is tested for impairment in accordance with
IAS 36 Impairment of Assets as a single asset by comparing its recoverable
amount (higher of value in use and fair value less costs of disposal) with its
carrying amount. Any impairment loss recognised forms part of the carrying
amount of the investment. Any reversal of that impairment loss is recognised
in accordance with IAS 36 to the extent that the recoverable amount of the
investment subsequently increases.
The Group discontinues the use of the equity method from the date when the
investment ceases to be an associate or joint venture, or when the investment
is classified as held for sale. When the Group retains an interest in the
former associate or joint venture and the retained interest is a financial
asset, the Group measures the retained interest at fair value at that date and
the fair value is regarded as its fair value on initial recognition in
accordance with IFRS 9. The difference between the carrying amount of the
associate or joint venture at the date the equity method was discontinued, and
the fair value of any retained interest and any proceeds from disposing of a
part interest in the associate or joint venture is included in the
determination of the gain or loss on disposal of the associate or joint
venture. In addition, the Group accounts for all amounts previously recognised
in other comprehensive income in relation to that associate or joint venture
on the same basis as would be required if that associate or joint venture had
directly disposed of the related assets or liabilities. Therefore, if a gain
or loss previously recognised in other comprehensive income by that associate
or joint venture would be reclassified to profit or loss on the disposal of
the related assets or liabilities, the Group reclassified the gain or loss
from equity to profit or loss (as a reclassification adjustment) when the
equity method is discontinued. The Group continues to use the equity method
when an investment in an associate becomes an investment in a joint venture or
an investment in a joint venture becomes an associate. There is no
remeasurement to fair value upon such changes in ownership interests.
When the Group reduces its ownership interest in an associate or a joint
venture but the Group continues to use the equity method, the Group
reclassifies to profit or loss the proportion of the gain or loss that had
previously been recognised in the other comprehensive income relating to that
reduction in ownership interest if that gain or loss would be reclassified to
profit or loss on the disposal of the related assets or liabilities.
When a Group entity transacts with an associate or a joint venture of the
Group, profits and losses resulting from the transactions with the associate
or joint ventures are recognised in the Group's consolidated financial
statements only to the extent of interests in the associate or joint venture
that are not related to the Group.
2.9 Leasing
All leases held are either short‑term leases or are for low value assets.
The rentals paid are charged to the statement of profit or loss on a straight
line basis over the period of the lease.
2.10 Foreign currency
In preparing the financial statements of each individual Group entity,
transactions in currencies other than the entity's functional currency
(foreign currencies) are recognised at the rates of exchange prevailing at the
dates of the transactions. At the end of each reporting period, monetary items
denominated in foreign currencies are retranslated at the rates prevailing at
that date. Non‑monetary items carried at fair value that are denominated in
foreign currencies are retranslated at the rates prevailing at the date when
the fair value was determined. Non‑monetary items that are measured in terms
of historical cost in a foreign currency are not retranslated.
Exchange differences on monetary items are recognised in profit or loss in the
period in which they arise except for exchange differences on foreign currency
borrowings relating to assets under construction for
future productive use, which are included in the cost of those assets when
they are regarded as an adjustment to interest costs on those foreign currency
borrowings;
For the purposes of presenting these consolidated financial statements, the
assets and liabilities of the Group's foreign operations are translated into
pounds using exchange rates prevailing at the end of each reporting period.
Income and expense items are translated at the average exchange rates for the
period, unless exchange rates fluctuate significantly during that period, in
which case the exchange rates at the dates of the transactions are used.
Exchange differences arising, if any, are recognised in other comprehensive
income and accumulated in equity (and attributed to non‑controlling
interests as appropriate).
On the disposal of a foreign operation (i.e. a disposal of the Group's entire
interest in a foreign operation, a disposal involving loss of control over a
subsidiary that includes a foreign operation, or a partial disposal of an
interest in a joint arrangement or an associate that includes a foreign
operation of which the retained interest becomes a financial asset), all of
the exchange differences accumulated in equity in respect of that operation
attributable to the owners of the Company are reclassified to profit or loss.
In addition, in relation to a partial disposal of a subsidiary that includes a
foreign operation that does not result in the Group losing control over the
subsidiary, the proportionate share of accumulated exchange differences are
re‑attributed to non‑controlling interests and are not recognised in
profit or loss. For all other partial disposals (i.e. partial disposals of
associates or joint arrangements that do not result in the Group losing
significant influence or joint control), the proportionate share of the
accumulated exchange differences is reclassified to profit or loss.
Goodwill and fair value adjustments to identifiable assets acquired and
liabilities assumed through acquisition of a foreign operation are treated as
assets and liabilities of the foreign operation and translated at the rate of
exchange prevailing at the end of each reporting period. Exchange differences
arising are recognised in other comprehensive income.
2.11 Employee benefits
Retirement benefit costs and termination benefits
The group operates a defined contribution pension scheme. Contributions
payable to the group's pension scheme are charged to the income statement in
the period to which they relate.
2.12 Share-based payments
Share-based payment transactions of the Company
Where equity settled share warrants are awarded to employees, the fair value
of the warrants at the date of grant is charged to the statement of profit or
loss over the vesting period. Non‑market vesting conditions are taken into
account by adjusting the number of equity instruments expected to vest at each
statement of financial position date so that, ultimately, the cumulative
amount recognised over the vesting period is based on the number of warrants
that eventually vest. Market vesting conditions are factored into the fair
value of all warrants granted. As long as all other vesting conditions are
satisfied, a charge is made irrespective of whether market vesting conditions
are satisfied. The cumulative expense is not adjusted for failure to achieve a
market vesting condition.
Where terms and conditions of warrants are modified before they vest, the
increase in the fair value of the warrants, measured immediately before and
after the modification, is also charged to the statement of profit or loss
over the remaining vesting period. Where equity instruments are granted to
persons other than employees, the statement of profit or loss is charged with
the fair value of goods and services received.
2.13 Financial instruments
Financial assets and financial liabilities are recognised in the Group's
statement of financial position when the Group becomes a party to the
contractual provisions of the instrument.
Financial assets and financial liabilities are initially measured at fair
value, except for trade receivables
that do not have a significant financing component which are measured at
transaction price. Transaction
costs that are directly attributable to the acquisition or issue of financial
assets and financial liabilities
(other than financial assets and financial liabilities at fair value through
profit or loss) are added to or
deducted from the fair value of the financial assets or financial liabilities,
as appropriate, on initial
recognition. Transaction costs directly attributable to the acquisition of
financial assets or financial
liabilities at fair value through profit or loss are recognised immediately in
profit or loss.
Financial Assets:
The Group classifies its financial assets other than investments in
subsidiaries and associates as financial assets at amortised cost, at fair
value through other comprehensive income (FVOCI) or at fair value through
profit or loss (FVTPL). The classification depends on the purpose for which
the financial assets were acquired. Management determines the classification
of its financial assets at initial recognition.
A financial asset is measured at amortised cost if it is held within a
business model whose objective is to collect contractual cash flows and its
contractual terms give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
A financial asset is measured at FVOCI if it is held within a business model
whose objective is achieved by collecting contractual cash flows and selling
financial assets and its contractual terms give rise on specified dates to
cash flows that are solely payments of principal and interest on the principal
amount outstanding.
A financial asset is measured at FVTPL if it is not measured at amortised cost
or at FVOCI.
All of the Group financial assets are currently classified at amortised cost.
Financial assets at amortised cost are subsequently measured at amortised cost
using the effective interest method. The amortised cost is reduced by
impairment losses. They are included in current assets, except for maturities
greater than 12 months after the balance sheet date. These are classified as
non‑current assets.
Trade receivables, with standard payment terms of between 30 to 65 days, are
recognised and carried at the lower of their original invoiced and recoverable
amount.
A loss allowance is recognised on initial recognition of financial assets held
at amortised cost, based on expected credit losses, and is re‑measured
annually with changes appearing in profit or loss. Where there has been a
significant increase in credit risk of the financial instrument since initial
recognition, the loss allowance is measured based on lifetime expected losses.
In all other cases, the loss allowance is measured based on 12‑month
expected losses. For assets with a maturity of 12 months or less, including
trade receivables, the 12‑month expected loss allowance is equal to the
lifetime expected loss allowance.
The Group's financial assets are disclosed in notes 14 and 15.
Financial Liabilities:
The Group classifies its financial liabilities at amortised cost or at FVTPL.
A financial liability is measured at FVTPL if it is classified as held for
trading, it is a derivative or it is designated as such on initial
recognition, otherwise it is classified at amortised cost.
All of the Group's financial liabilities are currently classified at amortised
cost.
Financial liabilities at amortised cost are subsequently measured at amortised
cost using the effective interest method. They are classified as non‑current
when the payment falls due more than 12 months after the year end date.
2.14 Cash and cash equivalents
Cash and cash equivalents for the purpose of the cash flow statement comprise
cash and bank balances.
2.15 New Standards and Interpretations applied
There are no IFRSs or IFRIC interpretations that are effective for the first
time for the financial year
beginning 1 January 2023 that would be expected to have a material impact on
the Group.
New and revised standards not yet effective
Certain new accounting standards and interpretations have been issued but have
not been applied by
the Group in preparing these financial statements as they are not as yet
effective. These standards are
not expected to have a material impact on the Group in the current or future
periods and on foreseeable
future transactions.
3. SEGMENT INFORMATION
Based on risks and returns, the Directors consider that the primary business
reporting format is by business segment which are currently:
1) the principal activity of the Group which is an energy project developer,
based on the exploration and proposed development of a coal mine and
construction of a mine‑mouth power plant in Pakistan (the "Pakistan Energy
Project");
2) an investment in certain tenements in Western Australia for the exploration
and future extraction of gold (the "Australia Gold Project"); and
3) a green hydrogen project in Pakistan (the "Pakistan Green Hydrogen
Project").
These segments are not yet revenue generating, and the primary financial
reporting metrics are the value of intangible assets relating to the projects
and total spend to date. The Pakistan Green Hydrogen Project is carried out
through the Company's investment in associates which is not included in the
analysis below.
To‑date the Group has raised a total of £22.74m and spent £18.0m on Thar
Block VI and £0.9m on the Australia Gold Project net of impairment of £0.6m.
The following is an analysis of the Group's results by reportable segment in
the year under review:
2023 2022
£ £
Pakistan Energy Project (31,727) (9,318)
Australia Gold Project (88,831) (630,945)
Sindh Carbon Energy Project (69,829)
Total (190,387) (640,263)
Central administration costs (657,671) (670,749)
Finance income 36,688 14,592
Other gains and losses 26,697 6,762
Associate (loss) (5,122) -
Profit before tax (789,795) (1,289,658)
The accounting policies of the reportable segments are the same as the Group's
accounting policies described in note 2. Segment profit represents the profit
earned by each segment without allocation of the share of profits of
associates and joint ventures, central administration costs including
directors' salaries, finance income, non‑operating gains and losses in
respect of financial instruments and finance costs, and income tax expense.
This is the measure reported to the Group's Chief Executive for the purpose of
resource allocation and assessment of segment performance.
Segment assets
For the purposes of monitoring segment performance and allocating resources
between segments the Group's Chief Executive monitors the tangible, intangible
and financial assets attributable to each segment. All assets are allocated to
reportable segments with the exception of investments in associates, and other
financial assets as shown below:
2023 2022
£ £
Pakistan Energy 4,255,005 4,529,390
Project
Australia Gold 504,050 493,906
Project
Total segment 4,759,055 5,023,296
assets
Unallocated 2,202 3,885
assets
Consolidated total 4,761,257 5,027,181
assets
Segment liabilities 2023 2022
£ £
Pakistan Energy Project 647,055 546,069
Australia Gold Project 642,252 591,358
Sindh Carbon Energy Project 1,347,919 1,290,408
Consolidated total liabilities 2,637,226 2,427,835
Depreciation & Amortisation Additions to non‑current*
assets*
2023 2022 2023 2022
£ £ £ £
Pakistan Energy 637 1,133 64,775 140,718
Project
Australia Gold - - 19,238 238,225
Project
637 1,133 84,013 378,943
*These amounts exclude additions to financial instruments.
In addition to the depreciation and amortisation reported above, impairment
losses of £18,516 (2022: £579,727) were recognised in respect of
non‑current assets. These impairment losses were all attributable to the
Australia Gold Project.
4. EMPLOYEE BENEFITS EXPENSES
Group
2023 2022
EMPLOYEE BENEFIT EXPENSES (INCLUDING DIRECTORS) COMPRISE:
265,000 300,500
Wages and salaries
2,494 6,858
National insurance
3,750 3,738
Defined contribution pension cost
311,096
271,244
All employee benefit expenses relate to key management personnel Key
management personnel are those persons having authority and responsibility for
planning, directing and controlling the activities of the Group, including the
directors of the Company listed on page 21, and the Financial Controller of
the Company.
The monthly average number of persons, including the directors, employed by
the Group during the year was as follows:
2023 2022
No. No.
3
4
Directors
1
3
Administration and production
4 7
2023 2022
£ £
EMPLOYEE BENEFIT EXPENSES (INCLUDING DIRECTORS) COMPRISE:
265,000 300,500
Wages and salaries
2,494 6,858
National insurance
3,750 3,738
Defined contribution pension cost
271,244 311,096
All employee benefit expenses relate to key management personnel. Key
management personnel are those persons having authority and responsibility for
planning, directing and controlling the activities of the Group, including the
directors of the Company listed on page 21, and the financial Controller of
the Company.
The monthly average number of persons, including the directors, employed by
the Company during the year was as follows:
2023 2022
£ £
4
3
Directors
1
1
Administration and production
5
4
5. DIRECTORS' REMUNERATION
2023 2022
£ £
210,000 237,083
Directors' emoluments
2,100 2,088
Group contributions to pension schemes
239,171
212,100
During the year, no directors (2022 ‑ no directors) exercised share options.
No directors (2022 - 0 directors) had retirement benefits accruing under money
purchase schemes.
The highest paid director's emoluments were as follows:
2023 2022
£ £
150,000 150,000
Total emoluments and amounts receivable under long‑term incentive schemes
(excluding shares)
150,000 150,000
The highest paid director exercised no share options during the year (2022:
none).
6. FINANCE INCOME AND EXPENSE
Recognised in profit or loss
2023 2022
£ £
Finance income
Interest on:
‑ Bank deposits 17,186 12,467
TOTAL INTEREST INCOME ARISING FROM FINANCIAL ASSETS MEASURED AT AMORTISED COST 17,186 12,467
Share of associates' interest receivable 19,502 2,125
TOTAL FINANCE INCOME 36,688 14,592
NET FINANCE INCOME RECOGNISED IN PROFIT OR LOSS 36,688 14,592
7. LOSS BEFORE INCOME TAX
The loss before income tax is stated after charging / (crediting):
2023 2022
£ £
Depreciation owned assets 205 205
Impairment of debtors 46,931 605,513
Auditors' remuneration 37,203 37,046
Foreign exchange differences 63,734 (55,551)
In addition to the depreciation charges shown above, the Group incurred
charges of £637 (2022: £1,133) which have been capitalised as exploration
costs by the subsidiary company in accordance with the Group's accounting
policy.
8. INCOME TAX
Analysis of tax expense
No liability to UK corporation tax arose for the year ended 31 December 2023
nor for the year ended 31 December 2022.
Factors affecting the tax expense
The tax assessed for the year is higher than the standard rate of corporation
tax in the UK. The difference is explained below:
2023 2022
£ £
Loss before income (789,795) (1,289,658)
tax
Loss multiplied by the standard rate of corporation tax in the UK of 25% (2022 (197,449) (245,035)
‑ 19%)
Effects
of:
Foreign losses of 31,101 62,136
subsidiaries
Inter‑company items (573) 7,493
eliminated
Disallowed 8,956 115,087
expenses
Potential deferred taxation on losses for 157,965 60,319
year
- -
The Group and Company has estimated UK excess management charges of
£11,597,714 (2022: £11,082,658) to carry forward against future income. The
overseas subsidiaries have losses of £722,849 (2022: £248,369) which will be
carried forward to offset future profits. There is no charge for foreign
taxation for the year (2022: nil).
9. EARNINGS PER SHARE
(i) Basic earnings per share
2023 2022
Pence Pence
From continuing operations attributable to the ordinary equity holders of the (0.02) (0.04)
Company
TOTAL BASIC EARNINGS PER SHARE ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF (0.02) (0.04)
THE COMPANY
(ii) Diluted earnings per share
From continuing operations attributable to the ordinary equity holders of the (0.02) (0.04)
Company
TOTAL DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS (0.02) (0.04)
OF THE COMPANY
(iii) Reconciliation of earnings used in calculating earnings per share
2023 2022
£ £
LOSS ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF
THE COMPANY USED IN CALCULATING BASIC EARNINGS PER SHARE:
From continuing operations (789,795) (1,289,658)
(789,795) (1,289,658)
LOSS FROM CONTINUING OPERATIONS ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF
THE COMPANY:
Used in calculating basic earnings per share (789,795) (1,289,658)
USED IN CALCULATING DILUTED EARNINGS PER SHARE (789,795) (1,289,658)
LOSS ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF THE COMPANY USED IN (789,795) (1,289,658)
CALCULATING DILUTED EARNINGS PER SHARE
(iv) Weighted average number of shares used as the denominator
2023 2022
Number Number
3,696,910,701 2,902,488,933
Weighted average number of ordinary shares used as the denominator in
calculating basic earnings per share
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES AND POTENTIAL ORDINARY SHARES USED 3,696,910,701 2,902,488,933
AS THE DENOMINATOR IN CALCULATING DILUTED EARNINGS PER GROUP
At the year end, there were 113,544,706 warrants outstanding (2022: nil) that
could potentially dilute basic earnings per share in the future but were not
included in the calculation of diluted earnings per share because they are
antidilutive for the period(s) presented.
Post the reporting period end, the Company entered into transactions to issue
1,803,652,968 ordinary shares with associated options, which if exercised
would involve the issue of a further 913,442,009 ordinary shares which will be
assessed in the earnings per share calculation in the next accounting year.
10. PROPERTY, PLANT AND EQUIPMENT
Motor vehicles Computer equipment Total
£ £ £
Cost or valuation
At 1 January 2022 14,877 4,505 19,382
Foreign exchange movements (1,924) (385) (2,309)
At 31 December 2022 12,953 4,120 17,073
Foreign exchange movements (3,067) (614) (3,681)
At 31 December 2023 9,886 3,506 13,392
Motor vehicles Computer equipment Total
£ £ £
ACCUMULATED DEPRECIATION AND IMPAIRMENT
11,042 2,484 13,526
At 1 January 2022
729 609 1,338
Charge for the year
(1,489) (187) (1,676)
Foreign exchange movements
At 31 December 2022 10,282 2,906 13,188
421 421 842
Charge owned for the year
(2,448) (394) (2,842)
Foreign exchange movements
At 31 December 2023 8,255 2,933 11,188
Net book value
2,671 1,214 3,885
At 31 December 2022
1,631 571 2,202
At 31 December 2023
Company
Computer equipment
£
Cost or valuation
1,524
At 1 January 2022
1,524
At 31 December 2022
1,524
At 31 December 2023
Computer equipment
£
ACCUMULATED DEPRECIATION AND IMPAIRMENT
1,045
At 1 January 2022
205
Charge for the year
1,250
At 31 December 2022
205
Charge for the year
1,455
At 31 December 2023
Net book value
274
At 31 December 2022
69
At 31 December 2023
11. INTANGIBLE ASSETS
Group
Australia Exploration Costs Pakistan Project Costs Total
£ £
£
COST
At 1 January 2022 809,697 4,593,369 5,403,066
Additions ‑ external 238,225 140,718 378,943
Foreign exchange movement 26,318 (204,697) (178,379)
At 31 December 2022 1,074,240 4,529,390 5,603,630
Additions ‑ external 37,754 61,806 99,560
Foreign exchange movement (9,111) (336,191) (345,302)
At 31 December 2023 1,102,883 4,255,005 5,357,888
Australia Exploration Costs Pakistan Project Costs Total
£ £ £
ACCUMULATED AMORTISATION AND IMPAIRMENT
At 1 January 2022 - - -
Impairment charge 579,727 - 579,727
Foreign exchange movement 607 - 607
At 31 December 2022 580,334 - 580,334
Impairment charge 18,516 18,516
(17) - (17)
Foreign exchange movement
At 31 December 2023
-
598,833 598,833
Net book value
4,593,369
809,697 5,403,066
At 1 January 2022
4,529,390
493,906 5,023,296
At 31 December 2022
4,255,005
504,050 4,759,055
At 31 December 2023
The Group's Australia Exploration costs of £504,050 (2022: £493,906) and
Pakistan Project Costs of £4,255,005 (2022: £4,529,390) are currently being
carried forward at net book value in the financial statements. The Group will
need to raise funds to reach financial close on both projects. Financial close
involves the raising of finance, potentially both debt and equity for the
construction and start-up of a future mine and the proposed construction of a
power plant. If the Group is ultimately unable to raise such finance, some of
the assets may require impairment.
Company
Australia Exploration Costs Pakistan Project Costs Total
£ £ £
COST
At 1 January 2022 626,458 3,352,393 3,978,851
At 31 December 2022 626,458 3,352,393 3,978,851
At 31 December 2023 626,458 3,352,393 3,978,851
Australia Exploration Costs Pakistan Project Costs Total
£ £ £
ACCUMULATED AMORTISATION AND IMPAIRMENT
At 1 January 2022 - - -
Impairment charge 313,229 - 313,229
At 31 December 2022 and 2023
313,229
313,229 -
Net book value
626,458 3,352,393 3,978,851
At 1 January 2022
313,229 3,352,393 3,665,622
At 31 December 2022
313,229 3,352,393 3,665,622
At 31 December 2023
An impairment charge of £nil (2022: £313,229) was recognised in the year by
the Company. During the 2022 financial year, the Directors reviewed the
Australia Exploration costs asset and following the receipt of geology reports
commissioned by the Company which indicated insufficient potential gold levels
in the Jundee East tenement, the Company determined the recoverable amount of
the exploration costs on this project to be zero based on the expectation of
no cash inflows.
The Company's remaining Australia Exploration costs of £313,229 (2022:
£313,229) and Pakistan Project Costs of £3,352,393 (2022: £3,352,393) are
currently being carried forward at net book value in the financial statements.
The Group will need to raise funds to reach financial close on both projects.
Financial close involves the raising of finance, potentially both debt and
equity for the construction and start-up of a future mine and the proposed
construction of a power plant. If the Group is ultimately unable to raise such
finance, some of the assets may require impairment.
12. INVESTMENTS
Company
Shares in group undertakings
Cost and Net Book Value
At 1 January
2022
3,703,047
Disposals (804,516)
At 31 December 2022 and 2023 2,898,531
The Company's investments at the Statement of Financial Position date in the
share capital of companies include the following:
Subsidiaries
Sindh Carbon Energy Limited
Registered office: 44/2, Street B‑6, Phase V, Off Khyaban e Shaheen, Defense
Housing Authority, Karachi, Pakistan.
Nature of business: Coal exploration and mining.
Class of shares % holding
Ordinary shares of Rs 10 each 100 (2022:100)
2023 2022
£ £
Aggregate capital and 547,450 617,279
reserves
Loss for the year 69,829 -
The subsidiary company was incorporated in Pakistan on 23 January 2007 for the
exploration and future extraction of coal in Pakistan. Oracle Power PLC
agreed to acquire 80% of the ordinary share capital of the company at par,
fully paid in cash.
On 14 March 2016 Oracle Power PLC took up a rights issue to acquire a further
9,000,000 ordinary shares of the company at par for consideration of
£603,141. The acquisition was settled through a reduction of the
inter‑company loan and increased the holding in the subsidiary to 98%.
On 12 March 2018 Oracle Power PLC acquired the remaining 2% of Sindh Carbon
Energy Limited. This was acquired via a share for share exchange whereby
Oracle Power PLC issued 95,652,174 shares in exchange for the remaining
199,999 ordinary shares of Sindh Carbon Energy Limited.
The investment in share capital for the 100% holding amounts to £2,867,256
(2022: £2,867,256).
Thar Electricity (Private) Limited
Registered office: PIA Building, 3rd Floor, 49, Blue Area, Fazlul Haq Road,
Islamabad, Pakistan
Nature of business: Energy production
Class of shares % holding
Ordinary shares of Rs 10 each 100 (2022: 100)
2023 2022
£ £
Aggregate capital and (248,292) (150,639)
reserves
Loss for the (31,727) (9,318)
year
The subsidiary company was incorporated in Pakistan on 17 June 2015 for the
future generation of electricity in Pakistan. Oracle agreed to acquire 100%
of the ordinary share capital of the company at par, fully paid in cash.
The investment in share capital for the 100% holding amounted to £31,075
(2022: £31,075).
Oracle Gold Limited
Registered office: Tennyson House, Cambridge Business Park, Cambridge,
England, CB4 0WZ
Nature of business: Administration and financial support
Class of shares % holding
Ordinary shares of £1 each 100 (2022: 100)
2023 2022
£ £
Aggregate capital and 100 100
reserves
The subsidiary company was incorporated on 29 October 2020 but has not yet
commenced trading and had no profit or loss for the year (2022: Nil).
The investment in share capital for the 100% holding amounted to £100 (2022
£100).
The Company has guaranteed all outstanding liabilities of the subsidiary
company as at 31 December 2023. The subsidiary company has taken an
exemption from preparing and filing accounts as per the provisions of
Section 394a-c and Section 448a-c of the Companies Act 2006.
Oracle Gold Resources Limited
Registered office: Tennyson House, Cambridge Business Park, Cambridge,
England, CB4 0WZ
Nature of business: Administration and financial support
Class of shares % holding
Ordinary shares of £1 each 100 (2022: 100)
2023 2022
£ £
Aggregate capital and 100 100
reserves
The subsidiary company was incorporated on 29 October 2020 but has not yet
commenced trading and had no profit or loss for the year (2022: Nil).
The investment in share capital for the 100% holding amounted to £100 (2022
£100).
The Company has guaranteed all outstanding liabilities of the subsidiary
company as at 31 December 2023.The subsidiary company has taken an exemption
from preparing and filling accounts as per the provision of Section 394a-
and Section 448a-c of the Companies Act 2006.
Oracle Gold Pty Limited
Registered office: Suite 23, 513 Hay Street, Subiaco, WA 6008
Nature of business: Gold exploration and mining
Class of shares % holding
Ordinary shares of AUD $1 each 100 (2022: 100)
2023 2022
£ £
Aggregate capital and (476,843) (408,685)
reserves
Loss for the (88,831) (317,715)
year
The subsidiary company was incorporated in Australia on 16 November 2020 for
the exploration and potential future extraction of gold. On the same date,
Oracle acquired licences to operate two gold projects in Western Australia.
These projects are managed and operated by the company. The acquisition of the
projects was satisfied by way of a cash payment of £90,000 by the parent
company, Oracle, and the issue of 42,857,143 new ordinary shares of 0.1 pence
and warrants to potentially subscribe for a further 42,857,143 Ordinary Shares
in Oracle exercisable at a price of 1.1p each.
The investment in share capital for the 100% holding amounted to £0.56 (2022:
£0.56).
13. INVESTMENTS IN ASSOCIATES
Company
Shares in associate undertakings
Cost £
At 1 January
2022
Additions 668,782
At 31 December 2022 668,782
Additions 63,324
At 31 December 2023 732,106
The Company's investments at the Statement of Financial Position date in the
share capital of associate companies include the following:
Associates
Oracle Energy Limited
Registered office: House No 91, Shahrah‑E‑Iran, Block 5 Clifton, Karachi,
Saddar Town, Karachi South, Sindh
Nature of business: Energy production
Class of shares % holding
Ordinary shares of Rs 10 each 30 (2022:30)
2023 2022
£ £
Aggregate capital and 1,819,876 2,130,313
reserves
Loss for (7,820) (3,945)
year
The associate company was incorporated in Pakistan on 19 November 2022 for the
future generation of power.
The investment in share capital for the 30% holding amounted to £726,848
(2022: 30% £662,007).
Oracle Energy FZCO Limited
Registered office: FD‑172.0, Floor No. 18, Sheikh Rashid Tower, Dubai World
Trade Centre, Dubai, United Arab Emirates
Nature of business: Energy production
Class of shares % holding
Ordinary shares of AED 1,000 each 30 (2022: 30%)
2023 2022
£ £
Aggregate capital and 16,491 22,626
reserves
Loss for (5,057) (42)
year
The associate company was incorporated on 5 October 2022.
The investment in share capital for the 30% holding amounted to £6,788 (2022:
£6,788).
Summarised financial information in respect of each of the Group's material
associates is set out below.
The summarised financial information below represents amounts in associates'
financial statements
prepared in accordance with IFRS Accounting Standards.
Oracle Energy Ltd Oracle Energy Ltd Oracle Energy FZCO Ltd Oracle Energy FZCO Ltd
2023 2022 2023 2022
£ £ £ £
Current assets 301,488 1,996,832 3,377 3,316
Non‑current assets 2,097,536 133,482 655,171 369,693
Current liabilities (18,897) (17,078) (642,057) (350,383)
Non-current liabilities (560,252) -
1,819,875 2,113,236 16,491 22,626
Equity attributable to owners of the associate 1,273,913 1,451,229 11,544 15,838
Non‑controlling interest 545,962 662,007 4,947 6,788
1,819,875 2,113,236 16,491 22,626
(Loss)/profit for the year (8,071) (3,945) 5,057 40
The non‑controlling interest shown in the table above comprises the Group's
interest in the associated undertaking.
There is no significant restriction on the ability of associates to transfer
funds to the Group in form of
cash dividends, or to repay loans or advances made by the Group.
14. LOANS AND OTHER FINANCIAL ASSETS
Group 2023 2022
£ £
Financial assets 407,291 425,070
Loans to associate undertakings 311,733 155,009
719,024 580,079
The financial asset of £407,291 (2022: £425,070) represents the cash used to
collateralise a performance guarantee for US$500,000 issued in favour of the
Director General, Coal Mines Development Department to cover company
obligations under its mining lease. The guarantee was originally valid up to
the earliest of the date commercial operations begin, three years from the
date of issue, or 2 February 2018. This was last extended to 31 January 2024.
Post year end, the Company has decided not to renew the bank guarantee and
this cash balance has been returned to the Company.
Group Loans to associate undertakings
2023 2022
£ £
At 1 January 2023 155,009 -
New in year 210,924 180,794
Impairment (54,200) (25,785)
At 31 December 2023 311,733 155,009
Company 2023 2022
£ £
Loans to group undertakings 2,238,299 2,035,196
Loans to associate undertakings 281,196 144,952
Financial assets 407,291 425,070
2,926,786 2,605,218
Loans to Group undertakings Loans to associate undertakings
Company
£ £
At 1 January 2022 1,616,597 -
New in year 681,928 170,737
Impairment (275,677) (25,785)
Exchange differences 12,348
31 December 2022 2,035,196 144,952
New in year 630,840 190,444
Impairment (396,726) (54,200)
Exchange differences (31,011) -
31 December 2023 2,238,299 281,196
Company 2023 2022
£ £
Financial assets 407,291 425,070
Included in the loans to Group undertakings shown above, during the period
Oracle Power PLC made loans to its subsidiaries totalling £nil (2022:
£157,094) to Sindh Carbon Energy Limited, £67,636 (2022: £203,677) to Thar
Electricity (Private) Limited and £14,907 (2022: £321,156) to Oracle Gold
Pty Limited. Included in the loans made was a reclassification of interest
from current assets of £nil (2022: £240,225).
The amounts outstanding at the statement of financial position date were
£1,078,588 (2022: £1,282,266) due from Sindh Carbon Energy Limited,
£585,633 (2022: £535,675) due from Thar Electricity (Private) Limited, of
which £31,753 is denoted in USD of $42,980 and £585,262 (2022: £584,654)
due from Oracle Gold Pty Limited. Interest accrues on a daily basis at a rate
of 1% over the Bank of England base rate. The loans are unsecured and although
they are repayable on demand, they are unlikely to be repaid until the project
becomes successful and the subsidiaries start to generate revenues. The loans
were reviewed for impairment and an impairment charge of £396,792 (2022:
£275,677) was recognised in the year.
15. TRADE AND OTHER RECEIVABLES
Group Group Company Company
2023 2022 2023 2022
£ £ £ £
Current:
Other 7,751 127 7,751 -
receivables
VAT 20,707 17,156 19,415 15,233
Prepayments and accrued 18,451 27,786 16,683 25,498
income
46,909 45,069 43,849 40,731
16. CALLED UP SHARE CAPITAL
2023 2022
£ £
Allotted, issued and fully
paid
4,735,415,387 (2022: 3,745,415 3,078,297
3,078,297,740)
The shares issued during the year were as follows:
Date issued Class of shares allotted Number of shares allotted Nominal value of each share Amount paid (including share premium) on each share
10 February 2023 Ordinary 294,117,647 0.1p 0.170p
27 June 2023 Ordinary 363,000,000 0.1p 0.100p
30 October 2023 Ordinary 1,000,000,000 0.001p 0.035p
On 4 October 2023, the Company completed a share reorganisation and each
ordinary share of 0.1p was replaced with a new ordinary share of 0.001p and a
deferred share of 0.099 pence.
The number of shares in issue is summarised as follows:
2023 2022
No. No.
At 1 3,078,297,740 2,650,325,712
January
Issued during the 1,657,117,647 427,972,028
year
At 31 4,735,415,387 3,078,297,740
December
At 31 December 2023, the total warrants in issue were 113,544,706 (2022:
250,000,000) comprising warrants issued to brokers (see note 23).
17. RESERVES
The following is a description of each of the reserve accounts that comprise
equity shareholders' funds:
Share premium
The share premium comprises the excess value recognised from the issue of
ordinary shares at par.
Share scheme reserve
Cumulative fair value of warrants charged to the statement of comprehensive
income net of transfers to the profit and loss reserve on exercised and
cancelled/lapsed warrants.
Foreign exchange reserve
Cumulative gains and losses on translating the net assets of overseas
operations to the presentation currency.
Retained earnings
Retained earnings comprise the Group's cumulative accounting profits and
losses since inception.
18. TRADE AND OTHER PAYABLES
GROUP GROUP COMPANY COMPANY
2023 2022 2023 2022
£ £ £ £
Current
Trade 71,282 118,808 56,732 113,560
payables
Other 9,015 12,329 8,855 12,091
payables
Accruals and deferred income 66,268 71,897 57,411 50,310
146,565 203,034 122,998 175,961
19. LEASING AGREEMENTS
Expense and net cash outflow incurred under leasing agreements
Group 2023 2022
£ £
Short term 9,008 35,584
leases
9,008 35,584
Company - -
Short term 8,663 35,584
leases
8,663 35,584
20. FINANCIAL RISK MANAGEMENT
The carrying value of the Group's financial assets and liabilities at the
balance sheet date of the year under review are categorised as follows:
2023 2022
£ £
Financial assets ‑ at amortised
cost
Cash and bank 203,526 150,905
balances
Receivables denominated in foreign 407,291 425,070
currency
Financial liabilities ‑ at amortised
cost
Trade and other 80,297 125,913
payables
The main purpose of these financial instruments is to finance the Group's
operations. The Board regularly reviews and agrees policies for managing the
level of risk arising from the Group's financial instruments as summarised
below.
a) Market Risk
Market risk is the risk that changes in market prices, such as commodity
prices, foreign exchange rates, interest rates and equity prices will affect
the Group's income or value of its holdings in financial instruments.
i) Foreign Exchange Risk
The Group operates internationally and is exposed to foreign exchange risk
arising from currency exposures. The Group is exposed to currency risk on cash
and cash equivalents, loans, receivables and payables that are denominated in
currencies other than sterling which is the functional currency of the Group.
The Group's net exposure to foreign currency risk at the reporting date is as
follows:
2023 2022
£ £
Pakistan (4,489) (6,756)
Rupees
US 392,696 413,169
Dollars
Australian (1,952) (4,751)
Dollars
386,255 401,662
The Directors have reviewed historical exchange rates and consider that a 10
percent weakening of sterling against the US Dollar or Australian Dollar would
be a reasonable basis for sensitivity analysis. By the same method the
Directors consider that a 50% weakening of sterling against the Pakistan Rupee
would be a reasonable basis for sensitivity analysis. A 10% weakening of
sterling against the US Dollar or Australian Dollar at 31 December 2023 and a
50% weakening against the Pakistan Rupee would increase net profit before
tax by approximately £35,000 (2022: £40,000).
Differences that arise from the translation of these foreign currency cash
equivalents and loans to sterling at the year‑end rates are recognised in
other comprehensive income in the year and the cumulative effect as a separate
component in equity. The Group does not hedge this translation exposure in
profits and equity.
ii) Interest Rate Risk
The Group has interest bearing accounts and has earned interest income of
£17,186 (2022: £12,467) in the year. Given the level of interest income
earned in the year, interest rate risk is not considered to be material to the
Group.
b) Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its
financial obligations as they fall due. The Group's policy throughout the year
has been to ensure that it has adequate liquidity to meet its liabilities when
due by careful management of its working capital.
The following tables illustrate the contractual maturity profiles of its
financial liabilities, all of which are repayable within one year, as at 31
December:
2023 2022
£ £
Maturity up to one
year:
Trade and other 80,297 131,137
payables
c) Fair Values of Financial Assets and Liabilities
The carrying value of all financial assets and liabilities in the financial
statements approximate their fair values.
Loss allowance
d) Credit Risk
Credit risk refers to the risk that a counterparty will default on its
contractual obligations resulting in financial loss to the Group. The maximum
exposure to credit risk at the reporting date to recognised financial assets
is the carrying amount, net of any provisions for impairment of those assets,
as disclosed in the statement of financial position and notes to the financial
statements. The Group does not hold any collateral. Credit risk in relation to
cash held with financial institutions is considered low, given the credit
rating of these institutions.
The Group's principal financial assets are the cash and cash equivalents and
taxation receivable as recognised in the statement of financial position, and
which represent the Group's maximum exposure to credit risk in relation to
financial assets. At the year end the Group held £203,526 (2022: £150,905)
cash and cash equivalents; £407,291 (2022: £425,070) other financial assets
held with financial institutions; and £20,805 (2022: £17,284) taxation
receivable. The Group's financial assets are considered to be of a high
credit rating.
At the year end, the Company held £192,574 (2022: £137,291) cash and cash
equivalents; £407,291 (2022: £425,070) other financial assets held with
financial institutions; and £19,415 (2022: £15,233) taxation receivable.
These financial assets are considered to be of a high credit rating.
The Company has made unsecured loans to its subsidiaries of £1,078,588 (2022:
£1,282,266) to Sindh Carbon Energy Limited, £585,633 (2022: £535,675) to
Thar Electricity (Private) Limited and £585,262 (2022: £584,654) to Oracle
Gold Pty Limited. During the 2023 financial year, interest previously reported
in current assets was reclassified against the loans and shown in the balances
above, total £240,225 (2022: £240,225). Although they are repayable on
demand, they are unlikely to be repaid until the projects are successful and
the subsidiaries start to generate revenue. The Company considers the loans
are of a lower credit rating. The loans were assessed for impairment and an
impairment charge of £396,792 (2022: £275,677) was recognised in the year.
The Company has made unsecured loans to its associates of £335,396 (2022:
£168,613) to Oracle Energy FZCO Limited. Although the loan is repayable on
demand, it is unlikely to be repaid until the projects are successful and the
associate starts to generate revenue. The Company considers that the loan is
of a lower credit rating. The loan was assessed for impairment and an
impairment charge of £54,200 (2022: £25,785) was recognised in the year.
The Company assessed impairment by considering a range of future interest
rates between 1% and 5.25%, and potential periods until the loans are able to
be repaid between 1 and 10 years. The Directors considered the most likely
scenario was an interest rate of 3.38% and a 5‑year repayment period (2022:
3.13% and 5 years). The movement in the loss allowance in the year was an
increase of £57,742 from £393,184 in 2022 to £450,926 in 2023. The reason
for the increase in the provision was due to the increase in the size of the
loans and an increase in the Bank of England Base Rate.
2023 2022
£ £
Gross carrying 2,970,321 2,573,333
value
Opening loss 393,184 91,722
allowance
Movement in allowance for 57,742 301,462
period
Closing loss 450,926 393,184
allowance
Assessed interest rate 3.38% 3.38%
risk
Years until cash 5 5
realised
Capital Management
The Company's capital consists wholly of ordinary shares, together with their
associated share premium. The Board's policy is to preserve a strong capital
base in order to maintain investor, creditor and market confidence and to
safeguard the future development of the business, whilst balancing these
objectives with the efficient use of capital.
21. CONTINGENT LIABILITIES
On 3 February 2015, a performance guarantee for US$500,000, secured by a
deposit from the Company, was issued by a third-party bank in favour of the
Director General of the Coal Mines Development Department to cover potential
obligations under the mining lease. This bank guarantee has been extended
annually and, during 2023, was extended to 31 January 2024. Post year end, the
Company has decided not to renew the bank guarantee which means that any
potential obligations under the mining lease are now all directly with the
Company.
22. RELATED PARTY DISCLOSURES
During the year, Oracle Power PLC accrued interest of £61,258 (2022:
£27,414) in respect of loans totalling £1,078,588 (2022: £1,078,588) made
to Sindh Carbon Energy Limited, £31,740 (2022: £11,930) in respect of loans
totalling £585,633 (2022: £513,427) made to Thar Electricity (Private)
Limited and £35,263 (2022: £13,001) in respect of loans totalling £585,262
(2022: £570,355) made to Oracle Gold Pty Limited, and £19,502 (2022:
£2,125) in respect of loans totalling £335,396 (2022: £178,669) to its
associated undertaking Oracle Energy FZCO Limited.
At the Statement of Financial Position date, the total interest outstanding
amounted to £264,935 (2022: £196,089) for Sindh Carbon Energy Limited,
£53,988 (2022: £22,248) for Thar Electricity (Private) Limited and £49,562
(2022: £14,299) for Oracle Gold Pty Limited, and £21,627 (2022: £2,125) for
Oracle Energy FZCO Limited. The loans due from Sindh Carbon Energy Limited,
Thar Electricity (Private) Limited, Oracle Gold Pty Limited, and Oracle Energy
FZCO Limited were reviewed for impairment and an impairment charge of £29,327
(2022: £301,462) was recognised in the year. Total impairment charge to date
amounts to £396,792 (2022: £393,184).
Oracle Power PLC owes £nil (2022: £nil) to its subsidiary Revive Financial
Limited in respect of a loan. The loan is interest free and is repayable
within 30 days of receiving a written notice demanding repayment.
Revive Financial Limited forgave its loan to Oracle and was voluntarily
dissolved on 26 April 2023.
During the year the Company shared an office with Sion Hall Family Office Ltd,
an entity of which Mark Steed was also a director, and paid ad-hoc charges of
£8,663 (2022: £34,500).
Key management personnel compensation
The Directors and key management personnel of the Group during the year were
follows:
Mr M W Steed (Non‑Executive Director and Chairman)
Ms N Memon (Chief Executive Officer)
Mr D Hutchins (Non‑Executive Director)
Mr N Lee (Company Secretary)
Details of directors' compensation are disclosed in the Remuneration Report
included in the Directors Report. In addition, the Company Secretary,
Nicholas Lee, received a salary of £55,000 (2022: £55,000).
Key management personnel equity holdings
Details of key management personnel beneficial interests in the fully paid
ordinary shares of the Company are disclosed in the Directors Report.
23. SHARE BASED PAYMENT TRANSACTIONS
The Company has a share warrant programme that entitles the holders to
purchase shares in the Company with the warrants exercisable at the price
determined at the date of granting the warrant. The terms and conditions of
the grants active in the year are that there are no vesting conditions to be
met and all warrants are to be settled by the issue of shares.
The number and weighted average exercise prices of share warrants are as
follows:
Weighted average exercise price 2023 Number of warrants 2023 Weighted average exercise price 2022 Number of warrants 2022
Outstanding at 1 January - - 0.43p 5,882,352
Expired during the period - - 0.43p (5,882,352)
Granted during the period 0.35p 113,544,706 -
Outstanding at 31 December 0.35p 113,544,706 -
Exercisable at 31 December 0.35p 113,544,706 -
The weighted average contractual life remaining at the year end was 1.5 years
(2022: nil years).
During the year 113,544,706 (2022: nil) were granted, no relevant share
warrants were exercised (2022: nil) and no share warrants expired during the
year (2022: 5,882,352).
There is no expense for the year (2022: nil) for services received in respect
of equity settled share‑based payment transactions.
24. EVENTS AFTER THE REPORTING PERIOD
Since the reporting date, the Company has entered into the following
reportable transactions.
On 9 April 2024, the Company secured an exclusive option to potentially
acquire 100% of a copper and silver project in Australia - the Blue Rock
Valley Copper and Silver Project (the "Project"), located in the Ashburton
Basin in the northwest region of Western Australia (the "Transaction"). The
option comprised an initial £30,000 fee payable by the issue of 136,986,301
new ordinary shares of 0.001p each in the Company, and if the Company
exercised the option, a further £200,000 payable, through the issue of a
further 913,242,009 new Ordinary Shares (the "Consideration Shares"),
determined using the Five-Day VWAP prior to the signing of the option and sale
and purchase agreement.
On 14 May 2024, the Company announced that it had raised £300,000 by way of a
subscription for 1,666,666,667 new ordinary shares of 0.001 pence each in the
capital of the Company ("Ordinary Shares") (the "Subscription Shares") at a
price of 0.018 pence per share (the "Subscription Price") (the
"Subscription"). Pursuant to the terms of the Subscription, the subscriber
received one warrant for each Subscription Share, exercisable at a price of
0.032 pence per Ordinary Share and expiring on 17 May 2025. The Subscription
was taken up by a single new institutional investor.
On 11 June 2024, the Company exercised the option to acquire 100% of the Blue
Rock Valley Copper and Silver Project by paying £200,000, settled by the
issue of 913,242,009 new Ordinary Shares determined using the Five-Day VWAP
prior to the signing of the option and sale and purchase agreement described
above.
25. NOTES SUPPORTING STATEMENT OF CASH FLOW
Group
2023 2022
£ £
28,431 32,795
Cash at bank available on demand
175,095 118,110
Short‑term deposits
CASH AND CASH EQUIVALENTS IN THE STATEMENT OF FINANCIAL POSITION
150,905
203,526
150,905
CASH AND CASH EQUIVALENTS IN THE STATEMENT OF CASH FLOWS
203,526
Company
2023 2022
£ £
17,479 19,181
Cash at bank available on demand
175,095 118,110
Short‑term deposits
CASH AND CASH EQUIVALENTS IN THE STATEMENT OF FINANCIAL POSITION 192,574 137,291
CASH AND CASH EQUIVALENTS IN THE STATEMENT OF CASH FLOWS 192,574 137,291
26. RECONCILIATION OF CHANGES IN LIABILITIES ARISING FROM FINANCING
ACTIVITIES
Group
Trade and
other
payables
£
Balance at 1 January 2022 170,321
Cash flows 32,713
Non‑cash changes
Balance at 31 December 2022 203,034
Cash flows (31,418)
Balance at 31 December 2023 171,616
Company
Trade and other payables Amounts owed to Group undertakings Total
£ £ £
Balance at 1 January 2022 105,147 804,616 909,763
Cash flows 70,814 70,814
Forgiveness of debt (804,616) (804,616)
Balance at 31 December 2022 175,961 175,961
Cash flows (52,964) (52,964)
Balance at 31 December 2023
122,997 122,997
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