NTL Annual Report for the Year Ended 31 March 2021
ANNUAL REPORT 2021
RESPONSIBLE, ENVIRONMENTALLY SUSTAINABLE MINING
www.newtalisman.co.nz
NEW TALISMAN GOLD
ANNUAL REPORT 2021
2
CONTENTS
Directors’ Report 3
Board of Directors 9
Audit Report 10
Financial Statements 14
Notes to the Financial Statements 17
Tenement Schedule 22
Additional Information 26
Corporate Governance 28
Company Directory back page
1852 – Gold discovered on the Coromandel
1875 – Ohinemuri goldfield opened for prospecting
1882 – Maria Vein discovered at Mt Karangahake
1883 – Crown Mine established
1887 – Woodstock Mine established
1894 – Historical Talisman Mine established
1904 – Woodstock Mine incorporated into Talisman
1919 – Talisman Closure
1928 – Crown Mine closure
1971 – Southern Cross Minerals begin exploration
1980 – NZ Goldfields registered
1985 – NZ Goldfield/Freeport JV
1987 – NZ Goldfields/Cyprus Minerals JV
1989 – Discovery of Dubbo Zone
1993 – Southern Mining license lapses
1995 – Exploration Permit granted to Heritage Gold
2003 – 1st Phase exploration – 109 600 Oz
2006 – 2nd Phase exploration – 205 000 Oz
2012 – Renamed New Talisman Gold Mines Limited
2012 – Scoping Study completed
2013 – Pre-Feasibility Study completed
2013 – Advanced stage access negotiations
2013 – Detailed planning in process for Bulk Sampling
2013 – Feasibility Study commissioned
2013 – Bulk sampling Project Plan Completed
2013 – Resource consent granted
2013 – Access Arrangement approved
2014 – Authority to Enter and Operate obtained
2014 – Rahu Mineral Resource Estimate
2014 – First Gold Production of 64Oz Au @47g/t
2014 – Health and Safety plan lodged
2015 – Water Management Plan reviewed
2015 – Second ore treatment yields 16 Oz Au @ 37g/t
2015 – Judicial Review successfully defended
2016 – Traffic Management Plan Approved
2016 - Initiate Bulk Sampling Project
2016 – Identify and evaluate additional resources
2016 – Site Establishment
2016 – Initial Mine refurbishment
2016 – Finalisation of Proposed Newcrest JV
2016 – Rehabilitation to Mystery Vein
2016 – Development of Mystery Block
2017 – Rehabilitation to Dubbo
2017 – Development of Dubbo Block
2017 - Prefeasibility study
2018 – Initiate extraction activities
2019 – Commissioning of pilot plant,
2019 – Completion of metallurgical testwork,
2020 – Completion of Mineral Resource estimate
update and review
2020 – Extraction activities at Mystery
2020 – Design and planning of larger plant
TALISMAN GOLD MINE
ESTABLISHED 1894
ANNUAL REPORT 2021NEW TALISMAN GOLD
3
Dear Shareholders
Without doubt 2020 was a year of frustrations with the impacts of Covid-19 being felt across the New Zealand economy. The stop
start of lockdowns and limitations to operating at various response levels made for a challenging operating environment. Much of
the world is still severely impacted by the virus while NZ is now relatively back to normal. Despite these challenges we have made
progress on our revised strategy. In the first half of the year your directors and management when Covid 19 restrictions limited
activities, took the opportunity to review the Company’s priorities and set a course for the future. The Board determined three key
areas of priority:
• Identifying a treatment route of the ore
• Identify a secondary source of ore to allow for economic scale of operations
• Identify additional targets within the Talisman Mine and leverage off the large inferred resource outlined in the Talisman
Deeps work.
In the second half of the year we have begun to execute on that plan by identifying opportunities for expansion of our resource base
and locating a suitable site for development of a processing plant.
The market climate for the minerals industry in New Zealand during 2021 remains generally less than optimal. Your company
continues to operate the Talisman Mine project in the Karangahake Gorge in a manner that recognises the values of environmental
sustainability and has successfully had its access arrangement and authority to enter and operate renewed by the Department of
Conservation post balance date.
While the year again has been a challenging one, it is never the less one which marks the achievement of several milestones in the
development of your company. Of the numerous accomplishments during the year some require particular mention:
• Strategic management review of the business complete
• NZ based environmentally sustainable treatment options identified for gold ore processing.
• NTL secures option to purchase Broken Hills Historical Mine Ltd
• Authority to enter and Operate Talisman renewed
• Access agreement with Department of Conservation renewed.
• Mystery planning complete and blasting to commence shortly once processing route is finalised
• Work programme for exploiting further identified targets for resource development
• Mystery Vein drive planned and TFM engaged to recommence at Mystery
• Coromandel Gold Limited to develop exploration projects and to be listed on NZX or ASX
• Coromandel Gold identify additional assets on the NZ West Coast.
• Company to leverage its extensive exploration database on mineral projects in NZ to look at critical minerals opportunities.
Management and the directors greatly appreciate the continued support from existing and new shareholders and note that the share
trading platform Sharesies now holds 7.24% of the Company giving small investors the opportunity to participate in the development
of NTL’s environmentally sustainable gold projects.
REPORT TO THE SHAREHOLDERS
OF NEW TALISMAN GOLD MINES LTD
HIGHLIGHTS
ANNUAL REPORT 2021
NEW TALISMAN GOLD
ANNUAL REPORT 2021
4
TALISMAN MINE-CURRENT RESOURCES
Resource CategoryOre Zone/VeinTonnes
Grade g/t Bullion
equivalent
Ounces Bullion
equivalent
IndicatedTalisman Bonanza 29,0004.34,100
IndicatedDubbo 15,0009.04,400
IndicatedDubbo splay 4,30019.02,600
IndicatedWoodstock 35,0005.15,600
IndicatedWoodstock splay 22,0005.13,600
Total Indicated110,0006.020,000
InferredTalisman-Bonanza 300,00019.0190,000
InferredDubbo 150,00023.0110,000
InferredDubbo splay 56014.0250
InferredWoodstock 62,0005.611,000
InferredWoodstock splay 20,0004.72,900
InferredMystery 14,00025.011,000
Total Inferred
550,00019.0330,000
Total Resources (* Crown excluded)660,00017.0350,000
Note: - Data sources include historic bullion samples, drill holes and underground channel samples
• Mineral Resources are reported on a 100% basis to a nominal 2.2 Bullion equivalent grams per tonne cut-off grade which was
determined in 2017 based on estimates of mining costs, metallurgical recoveries, treatment and refining costs, general and
administration costs, royalties, and commodity prices.
• Ounces are estimates of metal contained in the Mineral Resource and do not include allowances for processing losses.
• For reporting purposes, all resources are reported as equivalent bullion values, due to bullion values rather than gold and silver
grades being the only grade information that is available for historic channel samples. Conversion of more recent gold and silver
values to equivalent bullion values uses the formula: Equivalent bullion grade = Gold grade + (Silver grade * 0.031609), which
TALISMAN MINE –OPERATIONS
Development and extraction activities are now focused on
gaining a better understanding of the Mystery Vein with activities
focused on extending the drive further along strike to the north
and stockpiling extracted ore.
From the perspective of the Hauraki District Council the
resource consent for bulk sampling only commences once
trucks commence transporting ore on the access road. Once this
commences the Company has a two year window to transport
ore off site for processing. All underground work to date has
been preparatory to triggering the consent to transport.
Progress was made during the year on areas which will support
the permitting application required to be lodged for a scaled-up
processing plant to treat Talisman and potentially other ores. A
suitable site for processing of ore has now been located and
water discharge and other requirements are being worked
through prior to lodgment. The identification and commercial
scope of a registered mine surveyor was undertaken during
the year and Terra Firma (TFM) are in the process of making
the appointment as SSE which is a statutory appointment
required under the Health and Safety in Employment (Mining
Operations and Quarrying Operations) Regulations 2015 and is
a prerequisite to commencement of activities at Mystery.
In preparing the short term development plans TFM and NTL
management looked at various ways to maximize the Mystery
drive extension as well as locating and planning a programme
to upgrade the resource category at Mystery, (currently 14,000t
@ 25g/t Au(equiv) Inferred and extend and quantify a larger
resource here incorporating the extensions along strike toward
the Rhoderick Dhu workings.
The Mystery vein has been exposed over a strike length of
some 50m and regular sampling carried out by New Talisman
identified samples on the face of Mystery with grades of up to 50
g/t Au. The northward strike extension of the vein represents an
exploration target with resource potential of between 200,000t
to 500,000t at between 10g/t Au and 20g/t Au. This potential
quantity and grade is conceptual in nature, there has been
insufficient exploration to estimate a Mineral Resource and it
is uncertain if further exploration will result in the estimation
of a Mineral Resource. The connection between Mystery and
Rhoderick Dhu is conceptual in nature and will need to be tested
by step-out drilling.
NTL continues to contract Terra Firma to ensure compliance with
relevant legislation through regular inspections of the condition
of underground workings, monitoring of underground air quality
and maintenance of the ventilation and electrical infrastructure.
General maintenance and pest control continues to be routinely
undertaken.
NTL has implemented its programme of resource confirmation
and modelling work under phase 4 of the Talisman Deeps project,
which continued during the year. This is focusing on areas within
the mine and nearby that can be readily accessed using existing
underground infrastructure and which target areas that can be
added to the current resources. This includes evaluating areas
of the large 350Koz Indicated and Inferred resource confirmed
during the earlier phases of the Talisman Deeps project. Once
completed the results will be released and incorporated into the
resource estimate at Talisman.
ANNUAL REPORT 2021NEW TALISMAN GOLD
is based on historical prices of gold and silver. The equivalent bullion value of the resource is the same as an estimated gold
equivalent grade due to the manner in which the historic and modern bullion values have been determined. Bullion conversions
by NTL were based on a constant gold price of at £4-6s-0d/oz or USD20.47/oz during the period of historical production. Silver
prices ranged from USD 0.49 to USD 1.03/oz.
• Tonnage and grade measurements are in metric units. Gold ounces are reported as troy ounces. Rounding as required by
reporting guidelines may result in apparent summation differences between tonnes, grade and contained metal content.
The table above excludes the Mineral Resource Estimate for the Crown/Welcome vein system, that were not reassessed during
2019 and were not included in the review by AMC but remain part of the total Talisman Mineral Resource. Resources attributable
to the Crown/Welcome system were estimated previously at 31,000 equivalent bullion ounces. This information was prepared and
first disclosed under the JORC Code 2004. It has not been updated since to comply with the JORC Code 2012 on the basis that the
information has not materially changed since it was last reported.
The more detailed information, including JORC Table 1, was released to the market on 24/06/2020. Please see the full report at
https://www.asx.com.au/asxpdf/20200624/pdf/44jxg7jlm05d5q.pdf
NTL is aware that the updated estimate of mineral resources within the Maria and Mystery Veins is likely to have a material effect on
the outcome of any previously announced studies and/or Ore Reserves.
TALISMAN MINE-PROCESSING
The Company has previously announced the results of its pilot plant test work on Dubbo and Mystery ores with encouraging results
for recovery of gold and silver using gravity techniques alone and/or a combined gravity/flotation process route.
During the year NTL have been pursuing the best route to economic production scale recovery. The Company has been in discussions
with the New Zealand Institute for Minerals to Materials, (NZIMMR) to assist in developing an economic scale process route. The
Company is pleased to advise that it has despatched a one tonne sample of crushed Talisman ore to NZIMMR where it will undergo
a range of tests to optimise the process flow route and plant sizing for commercial production.
In conjunction with this the Company is in the final phases of site selection in an industrial zoned site for setting up its processing plant
for commercial production.
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NEW TALISMAN GOLD
ANNUAL REPORT 2021
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Broken Hill Gold Mine Project
During the year the opportunity to acquire 100% of the shares in Broken Hills Historic Mine Limited arose. NTL have negotiated an
option agreement to purchase with the owners of Mining Permit 53173 and Special Purpose Mining Permit 42024 which cover the
historic Broken Hills Mine near Tairua on the Coromandel Peninsula.
The Broken Hills Historic Mine has been developed and mined by a family group on a small scale for over 20 years in an environmentally
sustainable manner and its acquisition subject to favourable due diligence by NTL has a number of additional benefits to the Talisman
project and NTL shareholders, environment and the community at large. Broken Hills Historic Mine use narrow vein mining techniques
that are well proven to maximise extraction of high grade ore and minimisation of dilution with negligible environmental impact.
The Broken Hills mine utilises rail as the main transportation method and an electric locomotive to haul rolling stock.
The Broken Hills Mine is an example of a rhyolite hosted epithermal gold silver deposit and is one of the few economic gold deposits
of this type on the eastern side of the Coromandel Peninsula.
Gold and silver mineralization at Broken Hills is hosted in a series of north, northwest trending, steeply westward dipping quartz veins
that pinch and swell from several centimeters up to several meters. Up to 6 main veins are recognised to date. Additional ore is found
in hydrothermal breccia and breccia pipes.
The deposit is regarded as representing the upper levels of an epithermal system as evidenced by the presence of hot spring sinters
and hydrothermal breccia. This gives scope in the future of depth continuations of the deposit.
NTL are particularly encouraged by the fact that modern mining has been confined to the current battery level and drives off this but
there has been virtually no development at depth. We see an opportunity here to establish a substantial resource below the current
workings, evidence of this potential is indicated by the results of historic drill hole ACM DDH-03 that intersected 4 veins approx. 40m
vertically beneath the current workings. (Drilled by ACM minerals in 1989)
ACMDDH-03: 73.0-74.0m, 1.0m @ 6.3g/t Au,
84.0-85.0m, 1,0m @ 4.0g/t Au
121.0-122.05m,1.05m @35.0g/t Au
158.95 – 160.0m. 1.05m @4.8/g/t Au
The Company sees the potential to continue mining of the high grade epithermal veins and augment ore from Talisman as they are
metallurgically similar at a processing site that minimizes transport costs.
Of note is that this rhyolite hosted deposit style is now recognised to have potential to host major gold deposits and Broken Hills is
located around 20 kilometers north of the largest deposit of this type of mineralization discovered to date, the Wharekirauponga (“WKP”)
deposit which is currently being developed by OceanaGold Corporation (TSX: OGC) (ASX: OGC) where they have announced
Indicated and Inferred resources of approximately 1.45 million oz of gold and 2.3 million oz of Ag.
Further detail about the acquisition can be found in the release dated January 27, 2021 https://www.nzx.com/announcements/366790
https://www.nzx.com/announcements/366790
Location map of the Broken Hills Gold Mine Project near Tairua
ANNUAL REPORT 2021NEW TALISMAN GOLD
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NEW TALISMAN GOLD
ANNUAL REPORT 2021
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CORPORATE
Following the end of the year the executive team progressed commercial discussions and subsequently the management and
technical team met with a major industry group’s Metallurgy and Minerals science experts at their processing and research facility. The
facility provides for the analysis and processing options for various minerals, ores and other elements using a variety of separation
processes and potential to concentrate other minerals and inclusions which hold commercial value.
A long term proposal is currently under review by the major group which allows for an initial processing of Talisman stockpiled ore.
The management team are in the process of agreeing the initial transport of ore from stockpiles located off site for metallurgical
analysis, mineralogy and processing route options while the potential for a commercial processing agreement is negotiated subject
to test work results.
Summary
2021 has been a challenging year however your Company has made progress amid the current political environment and continuing
Covid 19 complications. We aim to continue progressing the development plan as we head toward production. It has only been in
recent weeks that we have identified suitable facilities to locate our processing facilities.
The Board continues to take measures to conserve the Company’s cash with a continuation of the 20% reduction to directors fees,
management costs and corporate overheads still in place.
Tenement Holdings
Project Permit Number Ownership
Talisman MMP 51326 100% New Talisman Gold Mines Ltd
Competent Persons Statements
The information in the report to which this statement is attached that relates to Exploration Targets or Mineral Resources contained
within the Maria and Mystery Vein systems is based on information compiled by Jackie Hobbins, a Competent Person who is a
Member of the Australian Institute of Geoscientists. She has sufficient experience that is relevant to the style of mineralisation and type
of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Ms Hobbins is an independent
consultant employed by Hobbins Consulting Limited and has no financial interests in New Talisman Gold Mines Limited or any
associated companies and was remunerated for this report on a standard fee for time basis.
The information in this report that relates to exploration results, exploration targets and mineral resources contained within the Crown
and Welcome vein systems is based on information compiled by or supervised by Mr Murray Stevens. Mr Stevens is a consulting
geologist and director of New Talisman Gold Mines Ltd, who is a corporate member of the AusIMM. Mr Stevens has sufficient
experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken
to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves”.
ANNUAL REPORT 2021NEW TALISMAN GOLD
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Mr Charbel Nader B.com, M App Fin, CA, CTA
Chairman and Non-executive Director
Mr Nader is an investment banker with extensive experience
in corporate finance and strategic advisory and board roles,
including experience in mergers and acquisitions project
finance. Charbel has worked across a range of industries and has
expertise in the finance of capital intensive projects with volatile
returns. Charbel was formerly deputy chairman of Aspermont Ltd
publisher of the Mining Journal and organiser of the Mines and
Money events in Hong Kong, London and Melbourne.
Mr Nader was, head of Pitt Capital Partners, and founding
Chairman of a successful media start up and oversaw its sale to
Fairfax Ltd for in excess of $100m.
He is currently a Non-Executive Director of Madman
Entertainment, Hubify Ltd (ASX: HFY), Realestateview.com.au Ltd
and Chairman of Movigo Group Ltd (Right 2 Drive).
He has a Bachelor of Commerce and Masters of Applied Finance
from the University of Melbourne, is Chartered Accountant and is
fellow of the Tax Institute of Australia. First appointed August 24,
2016 and re-elected September 18, 2019
Matthew Geoffrey Hill MBA, MAICD, Ffin
Chief Executive Officer
Mr Hill is an Executive Director of International Pacific Capital
Limited, and Managing Director of Asia Pacific Capital Group
Limited. Matthew is an experienced merchant banker having
worked previously at Potter Warburg (now UBS); Eventures (a
joint venture between Newscorp and Softbank); Pitt Capital and
Souls Private Equity Limited. Matthew specialises in resources
and company listings on the ASX and NZX.
Matthew has been responsible for leading the company from
exploration into the development phase at the Talisman mine
since his appointment in late 2012 and is primarily responsible
for day to day operations and capital raising initiatives of
the company. Mr. Hill is a non-executive director of Broken
Hill Prospecting Limited ASX:BPL which holds interests the
Thackaringa cobalt project near Broken Hill in NSW Australia and
a portfolio heavy mineral sands tenements in the Murray Basin.
Matthew is also alternate director for Geoffrey Hill on Pacific
American Coal ASX:PAK .
Mr Hill Holds a Graduate Diploma in Applied Finance and Master
of Business Administration. He is a fellow of the FINSIA and a
member of the Australian Institute of Company Directors.
Mr Hill was appointed to the New Talisman Board as Alternate
Director for Geoffrey Hill on 1 December 1999, and has served
as a full Director for nearly 13 years since his appointment on 10
October 2006 and Appointed as CEO/Managing Director on 3
September 2012. Re-elected September 18, 2019.
Mr Murray Ronald Stevens, BSc, MSc(Hons),
Dip.Geol.Sci, MAusIMM
Non-executive Director
Mr Stevens has BSc and MSc (Hons) degrees in geology from
the University of Auckland and a Post-graduate Diploma in
Geoscience from Macquarie University in Sydney majoring in
Mineral Economics.
Mr Stevens has over than 35 years of experience as a geologist
and has provided consulting services to NTL since 2002.
Mr Stevens has extensive expertise exploring for epithermal gold
deposits in the Coromandel and the wider Asia-Pacific region. He
has held Senior Management and consulting roles in a number of
public and private companies and was NTL’s (formerly Heritage
Gold Ltd) first Exploration Manager from 1987 to 1996. He was
instrumental in recognizing the potential for the Talisman Mine
and the Rahu area when NTL acquired these areas in the early
1990’s. Murray played a key role in the original discovery made
at Rahu and was the exploration consultant for NTL when the
work undertaken between 2003 and 2006 delineated the current
resources at Talisman.
First appointed May 9, 2016 and re-elected August 06, 2020.
From L-R: Murray Stevens, Charbel Nader, Matt Hill
BOARD OF DIRECTORS
NEW TALISMAN GOLD
ANNUAL REPORT 2021
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AUDITOR’S REPORT
ANNUAL REPORT 2021NEW TALISMAN GOLD
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NEW TALISMAN GOLD
ANNUAL REPORT 2021
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ANNUAL REPORT 2021NEW TALISMAN GOLD
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NEW TALISMAN GOLD
ANNUAL REPORT 2021
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NEW TALISMAN GOLD MINES LIMITED
Statement of Comprehensive Income
For year ended 31 March 2021
GroupParent
Note
20212020
Restated
20212020
Restated
NZ$NZ$NZ$NZ$
Continuing Operations
Other Operating income2247,71839,511247,71839,511
Operating and administrative expenses
3, 5(763,892)(970,145)(751,729)(946,074)
Exploration costs written off
10-(2,757,313)--
Gain/(loss) from operations(516,174)(3,687,947)(504,011)(906,563)
Finance Costs4(1,483)-(1,483)-
Net profit/(loss) for the year(517,657)(3,687,947)(505,494)(906,563)
Other Comprehensive Income /(Loss)----
Total comprehensive income/(loss)(517,657)(3,687,947)(505,494)(906,563)
Net profit/(loss) attributable to equity holders
of the parent
(517,657)(3,687,947)(505,494)(906,563)
Comprehensive profit/(loss) attributable to
equity holders of the parent
(517,657)(3,687,947)(505,494)(906,563)
Earningspershare
Basic earnings/(loss) per share
From continuing operations(0.03)cent(0.14)cent(0.02)cent(0.03)cent
Diluted earnings/(loss) per share
From continuing operations(0.03)cent(0.14)cent(0.02)cent(0.03)cent
The accompanying notes form part of these financial statements
NEW TALISMAN GOLD MINES LIMITED
Statement of Changes in Equity
For the Year Ended 31 March 2021
Group 2021Group 2020 Restated
NoteShare
Capital
Capital
Reserves
Retained
Earnings
Total
Equity
Share
Capital
Capital
Reserves
Retained
Earnings
Total
Equity
NZ$NZ$NZ$NZ$NZ$NZ$NZ$NZ$
Profit/(Loss)--(517,657)(517,657)--(3,687,947)(3,687,947)
Other comprehensive
income/(loss)
--------
Proceeds from share
capital issued
--------
Transfer to
accumulated income
8--------
Equity at beginning
of year
38,216,371-(22,250,534)15,965,83738,216,371-(18,562,587)19,653,784
Equity at end of year838,216,371-(22,768,191)15,448,18038,216,371-(22,250,534)15,965,837
Parent 2021Parent 2020 Restated
NoteShare
Capital
Capital
Reserves
Retained
Earnings
Total
Equity
Share
Capital
Capital
Reserves
Retained
Earnings
Total
Equity
NZ$NZ$NZ$NZ$NZ$NZ$NZ$NZ$
Total comprehensive
income/(loss)
--(505,494)(505,494)--(906,563)(906,563)
Proceeds from share
capital issued
--------
Transfer to
accumulated income
8--------
Equity at beginning
of year
38,216,371-(22,185,159)16,031,21238,216,371-(21,278,596)16,937,775
Equity at end of year838,216,371-(22,690,653)15,525,71838,216,371-(22,185,159)16,031,212
The accompanying notes form part of these financial statements
ANNUAL REPORT 2021NEW TALISMAN GOLD
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NEW TALISMAN GOLD MINES LIMITED
Balance Sheet
As at 31 March 2021
GroupParent
2021
2020
Restated2021
2020
Restated
NoteNZ$NZ$NZ$NZ$
Equity
Attributable to parent company shareholders
815,448,18015,965,83715,525,71816,031,212
15,448,18015,965,83715,525,71816,031,212
Term liabilities
Long term lease liabilities
Rehabilitation Reserve
23
10
41,305
32,215
-
32,215
41,305
32,215
-
32,215
Total term liabilities73,52032,21573,52032,215
Current liabilities
Payables21132,57746,585132,57746,585
Employee benefits22-18,240-18,240
Short Term Lease Liabilities2324,141-24,141-
Total current liabilities156,71864,825156,71864,825
Total liabilities230,23897,040230,23897,040
Total equity and liabilities15,678,41816,062,87715,755,95616,128,252
Current assets
Cash1,110,6952,495,7181,110,6952,495,718
Receivables and prepayments24414,643178,619493,453245,266
Total current assets1,525,3382,674,3371,604,1482,740,984
Non-current assets
Property, plant & equipment10191,388227,421191,388227,421
Assets under construction1013,699,68813,143,90113,699,68813,143,901
Right of use assets1064,539-64,539-
Intangiblee xploration assets1111,63711,63710,57510,575
Investments12185,8285,581185,6185,371
Total non-current assets14,153,08013,388,54014,151,80813,387,268
Total assets15,678,41816,062,87715,755,95616,128,252
For and on behalf of the Board:
C Nader (Chairman) M G Hill
29 June 2021 29 June 2021
The accompanying notes form part of these financial statements . * See note 13.
NEW TALISMAN GOLD
ANNUAL REPORT 2021
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NEW TALISMAN GOLD MINES LIMITED
Statement of Cash Flows
For year ended 31 March 2021
GroupParent
Note2021202020212020
Cash flows from operating activitiesNZ$NZ$NZ$NZ$
Cash was provided from:
Interest received1,6694,4631,6694,463
Other
----
1,6694,4631,6694,463
Cash was disbursed to:
Interest expense on leases(1,483)-(1,483)-
Payments to suppliers and employees
(682,838)(1,213,341)(682,838)(1,221,341)
Rent
(13,406)(23,414)(13,406)(23,414)
(697,727)(1,236,755)(697,727)(1,244,755)
Net cash outflows from operating activities15(696,068)(1,232,292)(696,068)(1,240,292)
Cashflows from investing activities
Cash was provided from:
Intercompany loan repayments---
Proceeds from disposal of property, plant and
equipment
1,304-1,304-
Proceeds fromsale of shares
----
1,304-1,304-
Cash was applied to:
Prospecting and mine development expenditure(529,787)(1,117,326)(529,787)(1,109,326)
Purchase of property, plant and equipment-(19,169)-(19,169)
Investments(164,472)-(164,472)-
Intercompany loans
----
(694,259)(1,136,495)(694,259)(1,128,495)
Net cash outflows from investing activities(692,955)(1,136,495)(692,955)(1,128,495)
Cash flows from financing activities
Cash was provided from:
Issue of shares3,625,5223,625,522
Other
----
-3,625,522-3,625,522
Cash was applied to:
Issue of shares----
Lease liabilities & right of use assets(9,177)-(9,177)-
(9,177)-(9,177)-
Net cash inflows from financing activities(9,177)3,625,522(9,177)3,625,522
Net increase /(decrease) in cash held(1,398,200)1,256,735(1,398,200)1,256,735
Effect of changes in exchange rates13,177(4,673)13,177(4,673)
Cash at beginning of year2,495,7181,243,6562,495,7181,243,656
Cash at end of year1,110,6952,495,7181,110,6952,495,718
CASH COMPRISES:
Cash1,005,6952,390,7181,005,6952,390,718
Short term deposits105,000105,000105,000105,000
1,110,6952,495,7181,110,6952,495,718
All cash balances are available without restriction except for NZ$105,000 held on deposit as security for guarantees issued by the bank.
The bank holds a $75,000 bond on behalf of the NZ Stock Exchange for the term of the exchange listing and a $30,000 bond on behalf
of the Department of Conservation held for any potential mining rehabilitation.
ANNUAL REPORT 2021NEW TALISMAN GOLD
17
1. STATEMENT OF ACCOUNTING POLICIES
Reporting entity
New Talisman Gold Mines Limited is a profit-oriented company
incorporated and domiciled in New Zealand, registered under
the Companies Act 1993 and listed on the New Zealand Stock
Exchange (NZX) and the Australian Stock Exchange (ASX).
The company is an FMC reporting entity for the purposes of the
Financial Markets Conduct Act 2013 and the financial statements of
the company and group have been prepared in accordance with the
Financial Markets Conduct Act 2013 and comply with NZX Listing
Rule 10.6.1 with the exception that separate financial statements
for the parent have been presented as the parent engages in the
majority of the group’s business activities.
The group consists of New Talisman Gold Mines Limited (the
“company”) and its subsidiaries (the “group”) and these financial
statements comprise the separate financial statements of the
parent company and the consolidated financial statements of the
group. The group is engaged in mine development and mineral
exploration.
These financial statements were approved for issue by the Directors
on 29 June 2021.
Statement of compliance
These consolidated and parent financial statements have been
prepared in accordance with New Zealand generally accepted
accounting practice (NZ GAAP), the requirements of the
Companies Act 1993 and comply with New Zealand equivalents to
the International Financial Reporting Standards (NZ IFRS) and with
International Financial Reporting Standards (IFRS).
Measurement base
The accounting principles adopted are those recognised as
appropriate for the measurement and reporting of financial
performance and financial position on the historical cost basis
modified by the revaluation of certain assets. The accrual basis of
accounting has been used unless otherwise stated and the financial
statements have been prepared on a going concern basis.
The information is presented in New Zealand dollars which is the
company’s functional currency.
Use of estimates and judgements
The preparation of financial statements in conformity with NZ
IFRS requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and
the reported amounts of assets, liabilities, income and expenses.
Where material, information on significant assumptions and
estimates is provided in the relevant accounting policy or will be
provided in the relevant note.
The estimates and associated assumptions are based on historical
experience and other factors that are believed to be reasonable
under the circumstances. Actual results may differ from these
estimates.
The group has made significant accounting estimates in respect of:
• the assessment of impairment to capitalised exploration and
development expenditure, and
• the anticipated rehabilitation costs at the conclusion of mining.
The estimate does not have a profit effect in the current year.
Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the
year in which the estimates are revised and in any future periods
affected.
Specific accounting policies
The following specific accounting policies, which materially affect
the measurement of financial performance and financial position,
have been applied consistently.
(a) Prospecting costs
Acquisition, exploration and development expenditure on
exploration and mining tenements is initially recorded at cost.
Exploration and evaluation costs are capitalised as deferred
expenditure.
In the event where exploration demonstrates a permit area is no
longer prospective for economically recoverable reserves, or the
exploration or prospecting permit is relinquished, the value or cost
of the tenement is immediately recognised as an expense in the
statement of comprehensive income.
Prospecting costs are expected to be recovered from future mining
revenues. The recoverability of exploration and evaluation assets
is contingent upon future events, such as technical success and
commercial development, sale of the area of interest, the results
of further exploration, agreements entered into with other parties,
and also upon meeting commitments under the terms of the
permits.
(b) Mining tenements
When a tenement is assessed as capable of sustaining commercial
mining operations, capitalised exploration and evaluation
expenditure is reclassified as assets under construction and is
disclosed as a component of property, plant and equipment.
All subsequent development expenditure, net of any proceeds
from ore sales during the development stage, is capitalised
and classified as assets under construction. On completion of
development, the value or cost of accumulated exploration and
development costs will be reclassified as other mineral assets and
amortised on the basis of units of production over the expected
productive life of the mine. Provisions for closure and rehabilitation
are initially recognised when an environmental disturbance first
occurs. The estimate for the rehabilitation provision is reviewed by
management at each reporting date and an assessment is made
on whether the estimate continues to reflect the company’s present
legal and constructive obligations.
(c) Property plant and equipment
All property, plant and equipment is initially recorded at cost.
When an item of property, plant and equipment is disposed of,
the gain or loss is recognised in the statement of comprehensive
income and is calculated as the difference between the sale price
and the carrying value.
(d) Depreciation
Depreciation is provided on all tangible property, plant and
equipment on a straight line basis at rates calculated to allocate
the difference between the cost and residual values of each asset
over its estimated useful life. For this purpose, the company
has adopted the depreciation rates set by the Inland Revenue
Department as appropriate.
Rates used during the year were:
Computer software and hardware Straight line 13.5-67%
Field equipment Straight line 7-30%
Fixtures and fittings Straight line 9-10%
Motor Vehicles Straight line 10.5-30%
(e) Impairment of assets
At each reporting date, the carrying amounts of tangible and
intangible assets are reviewed to determine whether there is any
indication of impairment. If the recoverable amount of an item of
property, plant and equipment is less than its carrying amount, the
item is written down to its recoverable amount and the write down
recognised as an expense in the statement of comprehensive
income. Recoverable amount is the higher of fair value less costs
to sell and value in use.
If the carrying value of intangible capitalised exploration
expenditure exceeds the value determined by an independent
valuation, the asset is written down and the write-down recognised
as an expense. A reversal of an impairment loss for an asset is
recognised immediately in the statement of comprehensive
income.
(f) Segment information
Operating segments are reported if:
• Revenue is 10% or more of combined operating segment
revenues;
• The absolute value of profit or loss is greater than 10% of the
combined reported profits or losses of all operating segments,
whichever is greater;
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
NEW TALISMAN GOLD
ANNUAL REPORT 2021
18
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
• Assets are 10% or more of the combined assets of all operating
segments; or
• Information about the segment would be useful to users of
the financial statements.
(g) Income tax
The company is a mining company for New Zealand tax purposes.
All exploration and development expenditure, including the cost
of mining assets, is tax deductible in the year the expenditure is
incurred. Mining losses can be set off against non-mining income
in the ratio 3:2.
Deferred taxation assets are recognised in the financial statements
only to the extent that it is probable that there will be future taxable
profit to utilise them.
(h) Share capital
Ordinary shares and options are classified as equity. Direct costs of
issuing shares and options are deducted from the proceeds of the issue.
(i) Cash flows
For the purpose of the statement of cash flows, cash includes cash
on hand, deposits held at call with banks and short-term highly
liquid investments with original maturities of three months or less.
(j) Employee entitlements
The liability for annual leave is accrued and recognised in the statement
of financial position. Annual leave is recorded at the undiscounted
amount expected to be paid for the entitlement earned.
(k) Foreign currencies
Transactions in foreign currencies are converted into NZ currency
at the rate of exchange ruling at the date of the transaction. At
balance date foreign monetary assets and liabilities are translated
at the closing rate and exchange variations resulting from these
translations are recognised in the statement of comprehensive income.
(l) Leases
A lessee is required to recognise a right-of-use asset representing
its right to use the underlying leased asset and a lease liability
representing its obligation to make lease payments. A depreciation
charge for right-of-use assets for lease liabilities and an interest
charge for lease liabilities will be recognised in the Statement of
Profit or Loss and Other Comprehensive Income.
Leases on a short term basis or of low value assets are recognised
as lease payments which are included in the statement of
comprehensive income in equal instalments over the lease term.
The permits held by the Group for the exploration of the mine has
not been capitalised as permitted by NZ IFRS 16.
(m) Basis of consolidation
The consolidated financial statements include the parent company
and all subsidiaries over which the parent company has the power
to control the financial reporting and operating policies. The
purchase method is used to prepare the consolidated financial
statements, which involves adding together like terms of assets,
liabilities, income and expenses on a line-by-line basis. All significant
intercompany transactions are eliminated on consolidation. In the
parent company’s separate financial statements, the investment in
subsidiaries is stated at cost less any impairment losses.
(n) Financial instruments
Financial instruments recognised in the statement of financial
position include cash balances, receivables, payables, investments
in and loans to others and borrowing. The parent and group have
no off-balance sheet financial instruments.
(1) Receivables and payables
Receivables and payables are initially recorded at fair value and
subsequently at amortised cost using the effective interest method.
Due allowance is made for impaired receivables (doubtful debts).
The resulting carrying amount for receivables is not materially
different from estimated realisable value.
(2) Share investments
Share investments in listed companies are designated as financial
assets at fair value. They are initially recorded at cost and
subsequently at market value. Gains or losses are recorded in
the statement of comprehensive income. Share investments in
unlisted companies cannot be reliably valued. They are therefore
carried at cost less any impairment losses. Impairment losses, once
recognised, are not reversed even if the circumstances leading to
the impairment are resolved.
A gain or loss on financial instruments stated at market value is
recognised in the statement of comprehensive income.
(o) Goods and Services Tax
All amounts are shown exclusive of Goods and Services Tax (GST),
except for receivables and payables that are stated inclusive of
GST. The net amount of GST recoverable or payable is included
as part of the receivables or payables balance in the statement of
financial position.
(p) Earnings per share
The Group presents basic and diluted earnings per share (EPS)
data for its ordinary shares. Basic EPS is calculated by dividing the
profit or loss attributable to ordinary shareholders of the parent
by the weighted average number of ordinary shares outstanding
during the year, adjusted for own shares held. Diluted EPS is
determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary
shareholders outstanding, adjusted for the effects of all dilutive
potential ordinary shares, comprising share options.
(q) Revenue recognition
Revenue is recognised at the fair value of the consideration
received net of the amount of GST. Revenue is recognised when
the significant risks and rewards of ownership of gold-bearing ore
have been transferred to the buyer.
(r) Change in Accounting Policies
There have been no significant changes in accounting policies. All
policies have been applied on bases consistent with those used in
the prior period.
(s) Inventories
Inventories are valued at the lower of weighted average cost and
net realisable value. Costs include mining and production costs as
well as commercial, environmental, health and safety expenses,
and stock movements.
2. OPERATING INCOME
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Interest1,6694,4631,6694,463
Reimbursement of Expenditure----
Sundry income246,04935,048246,04935,048
Total operating income247,71839,511247,71839,511
ANNUAL REPORT 2021NEW TALISMAN GOLD
19
3. OPERATING AND ADMINISTRATION EXPENSES BY NATURE
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Accountancy fees110,273117,406110,273117,406
Auditor’s fees – auditing financial statements37,81333,11937,81333,119
Consultancy fees68,224116,45668,224107,593
Depreciation41,76951,70841,76951,708
Director fees85,333110,50085,333110,500
Foreign exchange loss/(gain)(13,177)4,673(13,177)4,673
Insurance59,83634,25759,83634,257
Kiwisaver-3,980-3,980
Legal fees23,97926,64223,97926,642
Rental and lease costs13,40623,41413,40623,414
Secretarial expenses52,00055,25052,00055,250
Security79,28284,28379,28284,283
Share registry 59,514118,63559,514118,635
Share revaluation loss/(gain)(15,775)5,732(15,775)5,732
Stock exchange fees56,69049,10556,69049,105
Other104,725134,98592,562119,777
Total administration expenses763,892970,145751,729946,074
4. FINANCE COSTS
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Interest and finance charges paid on lease liabilities1,483-1,483-
Total operating income1,483-1,483-
5. DIRECTOR AND EMPLOYEE REMUNERATION
Director remuneration2021
NZ$
2020
Restated**
NZ$
MG Hill (Executive Director)*288,000306,000
C Nader 40,00042,500
A V Haworth13,33334,000
M R Stevens 32,00034,000
*Of which $37,440 (2020: $39,780) is expensed as consultancy fees and the remainder is capitalised in the Statement of Financial Position
as Talisman development expenditure. The development expenditure amount is based on time spent on directly attributable mine
development activities.
**Please refer to note 25 for further details on the prior period restatement.
All director fees paid were reduced by 20% effective 1 September 2019.
A V Haworth resigned as Director effective 1 September 2020.
During the reporting period, no options were issued to directors or employees. In the prior year, no options were issued to directors or
employees.
Remuneration of Employees
During the reporting period, one employee received remuneration and benefits of $50,083. The remuneration included Kiwisaver
contributions of $495. The employee resigned in May 2020.
6. TAXATION
Group
2021
NZ$
Group
Restated
2020
NZ$
Parent
2021
NZ$
Parent
Restated
2020
NZ$
Operating loss before taxation
(517,657)(3,687,947)(505,494)(906,563)
Prima facie income tax at 28%
(144,944)(1,032,625)(141,538)(253,838)
Add/(subtract) the taxation effect of permanent differences:
Non- Deductible Legal Fees Adjustment-6,612-6,612
Non- Deductible Entertainment Adjustment155158155158
Other Non-Deductible Expenses
-14,419-14,419
Tax losses not recognised
(144,789)(1,011,436)(141,383)(232,649)
Temporary differences not recognised
-(600)-(600)
Income tax expense/(benefit) not recognised(144,789)(1,012,036)(141,383)(233,249)
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
NEW TALISMAN GOLD
ANNUAL REPORT 2021
20
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
Deferred tax will not be recognised unless future taxable profit is probable.
The parent company has the following estimated taxation losses available:
(a) mining losses to offset against future mining income of NZ$10,911,653 (2020: NZ$10,902,295) and
(b) non-mining taxation losses of NZ$18,564,463 (2020: NZ$18,082,741).
The mining losses are currently being assessed by the IRD and the company is working closely with their representatives to confirm
balances brought forward from previous years. Such losses will only be available to be offset if:
(a) the company derives future assessable income of a nature and an amount sufficient to enable the benefit of the losses to be
realised;
(b) the company continues to comply with the conditions for deductibility imposed by the law;
(c) there are no adverse changes in tax legislation or tax rates which affect the company in realising the benefit from the
deduction for the losses.
At balance date the company’s imputation credit account balance was $559 (2020: $3,087).
7. SEGMENT INFORMATION
During the current period, the company had only one business segment - mineral exploration, within New Zealand.
8. EQUITY & RESERVES
EquityGroup
2021
NZ$
Group
2020 Restated
NZ$
Parent
2021
NZ$
Parent
2020 Restated
NZ$
Share capital38,216,37138,216,37138,216,37138,216,371
Accumulated deficit(22,768,191)(22,250,534)(22,690,653)(22,185,159)
Total parent shareholder equity15,448,18015,965,83715,525,71816,031,212
The group’s capital is managed with the objective of maintaining adequate working capital so that all obligations can be met on time.
All components of equity are regarded as “capital”. All internal capital management objectives have been met. This has not changed
since last year.
Accumulated deficitGroup
2021
NZ$
Group
2020 Restated
NZ$
Parent
2021
NZ$
Parent
2020 Restated
NZ$
Balance at beginning of year(22,250,534)(18,562,587)(22,185,159)(21,278,596)
Net loss attributable to shareholders (517,658)(3,687,947)(505,494)(906,563)
Other Comprehensive Income----
Transfer of Reserves ----
Balance at end of year(22,768,191)(22,250,534)(22,690,653)(22,185,159)
Share capital Group and Parent
Ordinary shares
2021
Number
2020
Number
2021
NZ$
2020
NZ$
Balance beginning of year2,692,184,3252,164,503,30338,216,37134,590,849
Shares Issued100,041,038527,681,022-3,625,522
Transfer from Reserves----
Balance at end of year2,792,225,3632,692,184,32538,216,37138,216,371
All authorised shares have been issued, are fully paid, have equal voting rights and will share equally in dividends and surplus on winding
up. The shares have no par value.
Share based payments
There were no share-based payment arrangements that existed during the period under review. (2020: Nil)
Transfer of Reserves
During the period under review all Asset Revaluation, Share Premium and Capital reserves were transferred to Accumulated Income.
Listed options Group and Parent
2021
Number
2020
Number
Balance at beginning of year 17,036,38417,036,384
Expired Options- -
Issued Options--
Balance at end of year17,036,38417,036,384
Listed options can be exercised on or before 30 September 2022. Conversion price is A$0.055. When exercised, one option will convert
to one fully paid ordinary share.
ANNUAL REPORT 2021NEW TALISMAN GOLD
21
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
Unlisted Options Group and Parent
Options issued to employees:2021 Number 2020 Number
Opening Balance of options on issue-1,250,000
Unlisted options cancelled during period-1,250,000
Unlisted options converted to fully paid share at A 1.1 cent each--
Total unlisted options on issue to employees --
Options issued to directors:
Unlisted options issued during the period--
Total unlisted options on issue to directors --
Total unlisted options on issue at end of year--
Total listed and unlisted options on issue at end of year17,036,38417,036,384
Nil unlisted employee options were converted during the year (Last Year Nil).
New Talisman Gold Mines Limited issued 100,041,038 ordinary shares during the period by way of loyalty shares as part of the July 2020
share purchase plan whereby New Talisman Gold Mines Limited will issue or transfer to each shareholder that were issued shares under
the share purchase plan 1 loyalty share for every 5 shares provided the shareholder continues to hold those shares on 26 June 2020. The
loyalty shares were issued for nil additional consideration.
9. RELATED PARTY TRANSACTIONS
Payments for consulting services to companies in which directors and major shareholders have a substantial interest amounted to
NZ$338,499 (2020:NZ$328,629). At balance date, creditors included NZ$48,394 payable to directors and other related companies
(2020:NZ$Nil). Related party debtors totalled $3,972 at balance date (2020:NZ$2,194) and no related party debts were written off during
the year.
10. PROPERTY, PLANT & EQUIPMENT
Group and Parent
Fixtures &
fittings
NZ$
Office
equipment
NZ$
Field
equipment
NZ$
Motor
Vehicles
NZ$
Total
NZ$
Year ended 31 March 2020
Carrying amount 1 April 201926512,637233,66413,395259,961
Additions-4,169-15,00019,169
Depreciation(125)(13,123)(28,645)(9,816)(51,709)
Carrying amount1403,683205,01918,579227,421
31 March 2020
Cost1,26051,547262,87844,655360,340
Depreciation(1,120)(47,864)(57,859)(26,076)(132,919)
Carrying amount1403,683205,01918,579227,421
Year ended 31 March 2021
Carrying amount 1 April 20201403,683205,01918,579227,421
Disposals---(4,349)(4,349)
Depreciation(95)(1,622)(28,243)(1,724)(31,684)
Carrying amount452,061176,77612,506191,388
31 March 2021
Cost1,26051,547262,87844,655360,340
Depreciation(1,215)(49,486)(86,102)(32,149)(168,952)
Carrying amount452,061176,77612,506191,388
ASSETS UNDER CONSTRUCTION
Group & Parent
Talisman mine development20212020
NZ$NZ$
Balance at beginning of year13,149,90112,034,575
Development expenditure549,7871,109,327
Balance at end of year13,699,68813,143,901
NEW TALISMAN GOLD
ANNUAL REPORT 2021
22
22
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2020
A mine is currently being developed on the Talisman Mining permit and development expenditure has been recorded at cost in the
statement of financial position.
Development expenditure consists of mining development costs, professional salaries, data acquisitions and all overhead expenses
relating to the operation of the mine. Management assesses the allocation of directly attributable overheads at the end of each reporting
date.
The directors have provided for rehabilitation costs of the Talisman mine site on its closure. The estimated cost is $32,215 (2020: $32,215).
The same value has been included in the development expenditure.
In June 2018, an independent valuation report that complies with the 2015 Valmin Code was obtained from Geos Mining Mineral
Consultants for the Talisman Permit inclusive of Talisman and Talisman Deeps. The independent valuation indicated a value of the
Talisman project MP51326 in the range of $11.7m to $26.4m with a preferred value of $18.8m.
The Geos report confirmed that the Company’s technical statement on the Talisman mine and Technical reports, including the 2018
Prefeasibility and Scoping studies are reported in compliance with the reporting requirements of the 2012 JORC Code. The Geos report
confirmed that the resource classifications of the 2017 Mineral resource estimate are consistent with the principles of the JORC Code
2012.
RIGHT OF USE ASSETS
The company has recognised a right of use asset for the lease of the premises situated at 547 Parnell Road, Auckland. The Group had
entered into a lease agreement on 6 October 2020 for a lease term of three years. The Group had previously held a short term lease
agreement for its previous premises situated at 541 Parnell Road, Auckland, hence no right of use asset for these premises were previously
recorded.
Movements in right of use assets are summarised below: Group Parent
2021
NZ$
2020
NZ$
2021
NZ$
2020
NZ$
Balance at beginning of year----
Additions74,624-74,624-
Depreciation Charge(10,085)-(10,085)-
Balance at end of year
64,539-64,539-
11. INTANGIBLE EXPLORATION ASSETS
Group Parent
2021
NZ$
2020
NZ$
2021
NZ$
2020
NZ$
Prospecting costs
Balance at beginning of year11,6372,760,95010,57510,575
Development expenditure -8,000--
Impairment of prospecting costs-(2,757,313)--
Balance at end of year
11,63711,63710,57510,575
Group Parent
2021
NZ$
2020
NZ$
2021
NZ$
2020
NZ$
Gross prospecting costs
Gross cost of current permit
11,63711,63710,57510,575
Balance at end of year11,63711,63710,57510,575
Exploration and evaluation expenditure is recorded at cost. The Group recorded an impairment in the carrying value of the Rahu
exploration asset due to uncertainty around access to the land.
TENEMENT SCHEDULE:
Permits held by New Talisman Gold Mines Limited Group:
51 326 Talisman (Mining) – Granted mining permit, Coromandel, New Zealand
60 144 Rahu (Exploration) - After consultation with NZPAM, the Group was encouraged to:
• apply for a change of conditions of this permit, and
• apply for an extension of land to the Talisman 51326 permit.
The Group continues to have land access agreements in place with private landholders related to the permit area. Given the complexities
and uncertainty related to Rahu, the Group prescribes no value in the balance sheet to this permit.
12. SHARE INVESTMENTS
Group
2021
NZ$
Group
2020
NZ$
Parent
2021
NZ$
Parent
2020
NZ$
Investment in listed companies – at fair value21,3565,58121,1465,371
Unlisted options to acquire – at cost value109,348-109,348-
Vanuatu Project Costs55,124-55,124-
Total share investments
185,8285,581185,6185,371
ANNUAL REPORT 2021NEW TALISMAN GOLD
23
Investment in listed companies includes the investment in American Rare Earths Limited.
Unlisted shares are held for the long term. As announced by the company on 27 January 2021, the company has acquired an option to
purchase Broken Hills Historic Mine Limited subject to due diligence. As at balance date the option remains unexercised.
13. SUBSIDIARY COMPANIES
Percent held Incorp Balance Activity
2021 2020 in date
Subsidiaries
Coromandel Gold Limited 100% 100% NZ 31 March Share investment
Northland Minerals Limited 100% 100% NZ 31 March Minerals exploration
Rahu Resources Pty Limited 100% 100% NZ 31 March Minerals exploration
All subsidiaries are direct subsidiaries of the company. The investment in each subsidiary is recorded at cost (NZ$Nil) in the company’s
statement of financial position. Coromandel Gold and Northland Minerals did not trade during the year.
14. FINANCIAL INSTRUMENTS
Credit Risk
Financial instruments which potentially subject the company to credit risk principally consist of bank balances and receivables. Surplus
funds are placed in interest bearing accounts with major trading banks and the company does not anticipate non-performance by those
parties. Maximum exposure to credit risk at balance date is represented by the carrying value of the financial instruments. No collateral
is held on these assets and the balances are stated net of recognised impairment losses. Cash at bank represented 97% of total cash and
receivables. The group deals only with banks having at least an A credit rating.
Currency Risk
The company has exposure to foreign exchange risk as a result of transactions from normal trading activities mainly denominated in
Australian currencies. The company holds funds in an Australian currency bank account. Exposure to exchange risk is unhedged.
Liquidity Risk
Management supervises liquidity through cashflow forecasting, budgeting and by carefully controlling cash outflows from existing cash
resources. The group relies on new equity to fund exploration and mine development expenditure.
Interest Rate Risk
At balance date the company had no exposure to interest rate risks. The table below shows short term deposits held at balance date:
Re-pricing AnalysisEffective Interest RateTotal
NZ$
6 months or less
NZ$
Short term bank deposits0.55-2.25%105,000105,000
Fair Values
Fair values used in the measurement of financial instruments may vary from values directly observed in active markets to those that must
be derived without reference to observable data. Investments in listed companies are measured at fair value based on quoted prices
in active markets. As stated in Note 11, the fair value of unlisted shares cannot be reliably measured and are stated at cost. Except for
unlisted shares, there is no material difference between the carrying amounts and estimated fair values of the company’s financial assets
and liabilities.
15. RECONCILIATION OF OPERATING CASHFLOW AND REPORTED DEFICIT
GroupParent
2021
NZ$
2020
NZ$
2021
NZ$
2020
NZ$
Net profit/(deficit) after taxation
(517,657)(3,713,873)(505,494)(932,489)
Add non-cash items:
Depreciation41,76951,70841,76951,708
Impairment of prospecting costs-2,757,313--
Loss on disposal of property, plant & equipment3,044-3,044-
Share revaluation (gain)/loss(15,775)5,732(15,775)5,732
Exchange (gain)/loss
(13,177)4,673(13,177)4,673
15,8612,819,42615,86162,113
Add (less) movement in working capital:
Decrease (increase) in debtors748(88)7484,076
Increase (decrease) in creditors 59,992(331,292)59,992(331,292)
Increase (decrease) in employee benefits (18,240)-(18,240)-
Decrease (increase) in accrued income-5,365-5,365
Decrease (increase) in Stock on Hand(244,745)(35,048)(244,745)(35,048)
Decrease (increase) in Development WC----
Decrease (increase) in prepayments5,447(43,564)5,447(43,564)
Decrease (increase) in intercompany loans--(9,163)(36,235)
Decrease (increase) in GST
2,52666,782(474)66,782
50,473(337,845)38,310(369,916)
Net cash outflows from operating activities(696,068)(1,232,292)(696,068)(1,240,292)
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
NEW TALISMAN GOLD
ANNUAL REPORT 2021
24
24
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
16. COMMITMENTS
The group has capital commitments of NZ$Nil (2020:Nil).
17. CONTINGENT LIABILITIES
Group and Parent
Mar 2021
NZ$
Mar 2020
NZ$
Contingent liabilities--
18. NET TANGIBLE ASSETS PER SECURITY Group and Parent
Mar 2021
NZ$
Mar 2020
NZ$
Net tangible assets
Net tangible assets per security
15,568,058
0.56 cent
15,931,398
0.59 cent
19. GOING CONCERN
The financial report has been prepared on a going concern basis. The directors have raised sufficient funds to ensure that financial
obligations can continue to be met for longer than 12 months.
20. EARNINGS PER SHARE
Group
Mar 2021
Group
Mar 2020
Parent
Mar 2021
Parent
Mar 2020
Profit/(loss) from continuing operations
Weighted average number shares
(516,174)
2,765,090,944
(3,710,748)
2,495,247,337
(505,494)
2,765,090,944
(929,365)
2,495,247,337
Basic earnings per share
Diluted average shares on issue
(0.03) cent
2,782,127,328
(0.15) cent
2,512,283,721
(0.02) cent
2,782,127,328
(0.04) cent
2,512,283,721
Diluted earnings per share(0.03) cent(0.15) cent(0.02) cent(0.04) cent
Weighted average number shares
Weighted average number options
2,765,090,944
17,036,384
2,495,247,337
17,036,384
2,765,090,944
17,036,384
2,495,247,337
17,036,384
Diluted average share on issue2,782,127,3282,512,283,7212,782,127,3282,512,283,721
21. PAYABLES
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Trade payables112,25328,972112,25328,972
Audit Accrual20,32417,61320,32417,613
132,57746,585132,57746,585
Trade Payables
Trade payables are unsecured and are usually paid within 30 days of recognition.
22. EMPLOYEE BENEFITS
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Balance at beginning of year18,24019,99718,24019,997
Additional provision----
Amount utilised(18,240)(1,757)(18,240)(1,757)
Balance at end of year-18,240-18,240
Employee benefits accrued comprise holiday pay.
ANNUAL REPORT 2021NEW TALISMAN GOLD
25
23. LEASE LIABIITIES
Lease commitments under non-cancellable operating leases:
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Balance at beginning of year----
Leases entered into during the year74,624-74,624-
Interest Expense1,483-1,483-
Principal repayments(10,661)-(10,661)-
Balance at end of year65,446-65,446-
Short term lease liabilities24,141-24,141-
Long term lease liabilities41,305-41,305-
65,446-65,446-
23. RECEIVABLES AND PREPAYMENTS
Group
Mar 2021
NZ$
Group
Mar 2020
NZ$
Parent
Mar 2021
NZ$
Parent
Mar 2020
NZ$
Sundry receivables338,98797,516341,98797,516
Prepayments75,65681,10375,65681,103
Intercompany advances--75,81066,647
414,643178,619493,453245,266
Trade Receivables
All financial assets are within the contractual terms. None are overdue and none are impaired. No collateral is held for receivables.
24. PRIOR PERIOD ADJUSTMENT
In preparation of the 2021 financial statements, a prior period error was identified relating to an overstatement in the Director Fees due
to the miscalculation of New Zealand Goods and Service Tax on the payment to Mr C Nader who is an Australian based tax resident.
The impact on the financial statements has been that Mr C Nader’s director remuneration was overstated by $25,926. The 2020
comparatives for both the Group and the Parent have been restated to correct and reduce Mr C Nader’s Director Fees by $25,926 (and
therefore the total Directors fees were down to $110,500).
In addition, the total Directors fees were corrected down to $416,500 from $442,426.
No other prior period adjustments have been made.
25. SIGNIFICANT EVENTS SINCE BALANCE DATE
Subsequent to year end, the company sent one tonne of Talisman ore to a testing facility run by NZ Institute for Minerals to Materials
Research (NZIMMR) for processing and metallurgical assessment to inform the company’s planning in relation to the optimal processing
route and plant configuration. The company’s officers have visited the testing facilities at NZIMMR and discussions are underway to form
a joint entity to assist the company with processing and refining of ore.
NOTES TO THE FINANCIAL STATEMENTS
For year ended 31 March 2021
NEW TALISMAN GOLD
ANNUAL REPORT 2021
26
ADDITIONAL INFORMATION
DIRECTOR INFORMATION AND DISCLOSURE OF DIRECTORS INTERESTS
The following general disclosures of interest were received in relation to the year ended 31 March 2021:
DirectorRelevant interest in Ordinary SharesRelevant Interest in Unlisted Options
M G Hill42,190,903136,364
M Stevens60,0000
C Nader00
TOP 20 OPTION HOLDERS as of 18 JUNE 2021
RankNameUnits% of
Units
1.COSMO BRYAN BOREHAM1,000,0005.87
2.CHARLES PLEWINSKI
383,6362.25
3.RALPH MANNO & CHRISTINE ANNE D’AHREMBRG
356,3642.09
4.KA FU TSE
287,0641.69
5.MURRAY LAWRENCE CAMERON
286,3641.68
6.STEPHEN BAGGETT
254,5451.49
7.WARWICK JOHN LANGE
216,0901.27
8.MICHAEL MCGOWAN
200,0001.17
9.CITICORP NOMINEES PTY LIMITED
181,8181.07
10.ALAENA THERESA WILLIAMS
136,3640.80
11.ANDREW WARREN MCLAUGHLIN
136,3640.80
12.BART KLUMPERS & MARYKE CORNELIA KLUMPERS
136,3640.80
13.BEAZER INVESTMENT LIMITED
136,3640.80
14.BENJAMIN PETER WOOLLCOMBE
136,3640.80
15.BOON SIN LIEW
136,3640.80
16.BOYI WEI
136,3640.80
17.BRUCE JEFFREY DALTON & KAREN JOY DALTON
136,3640.80
18.CHI HUA CHEN
136,3640.80
19.CHRISTOPHER DAVID ENGLISH & JACQUELINE ENGLISH
136,3640.80
20.CHRISTOPHER JOHN POSTLEWAIGHT136,3640.80
Total top 20 holders of 30/09/2022 Aud $0.05 Options4,665,88527.39
Total listed options17,036,384
ANNUAL REPORT 2021NEW TALISMAN GOLD
27
HOLDING RANGEOrdinary Shares as of 18 June 2021
RangeTotal holdersShares Held% of Issued Capital
1 - 1,00010512,9300.00
1,001 - 5,000216625,0450.02
5,001 - 10,000144914,9120.03
10,001 - 100,00097537,618,1871.35
100,001 – 500,000832179,922,3936.44
500,000 Over6752,573,131,89692.15
Total2,9472,792,225,363100.00
TOP 20 ORDINARY SHAREHOLDERS as of 18 June 2021
RankNameUnits% of Units
1.HAMISH EDWARD ELLIOT BROWN350,000,00012.53
2.NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH
ACCOUNT>
206,505,2507.40
3.BEVERLEY IDA EVANS96,000,0003.44
4.JOHN KILDARE UPPERTON91,466,4663.28
5.RA KOURA LIMITED49,424,2071.77
6.MATTHEW GEOFFREY HILL42,190,9031.54
7.CHRISTOPHER DAVID ENGLISH + JACQUELINE ENGLISH
<KRINGLES SUPER FUND A/C>
35,758,9101.28
8.HILL FAMILY GROUP PTY LIMITED28,096,5071.01
9.THOMAS HERBERT TEBBS GOTHORP25,500,8740.91
10.ROBERT MARSHALL WALSHAM + RACHEL SANDRA WALSHAM
<R & R WALSHAM FAMILY A/C>
22,906,0000.82
11.RONALD JOHN SCOTT22,000,0000.79
12.CHI HUA CHEN21,982,7420.79
13.PETER WILLIAM HALL21,000,0000.75
14.CHUNHANG LI20,000,0000.72
15.HOI YEE JULIE TSE19,554,4670.70
16.CHUNG KAN CHOW19,455,9130.70
17.ALLAN MICHAEL NOBILO + LYNNE NOBILO18,953,5870.68
18.RUSSELL BARRY JAMES18,824,1570.67
19.WILLIAM GEOFFREY KROON18,462,7070.66
20.ACEMAC PTY LIMITED<MAC SUPER A/C>17,299,1780.62
Total Top 20 holders of Ordinary Shares1,145,382,06841.02
Total issued Capital2,792,225,363
NEW TALISMAN GOLD
ANNUAL REPORT 2021
28
CORPORATE GOVERNANCE
In accordance with the NZX Corporate Governance Code 2020 (“NZX Code”), and the ASX Corporate Governance Council’s Principles
and Recommendations (4th Edition) (“ASX Recommendations”) New Talisman Gold Mines Ltd (“Company”) has adopted systems of
control and accountability as the basis for corporate governance best practice.
Policies and Charters (for the board and its committees), including the Company’s Code of Ethics and other policies and procedures
relating to the Board and its responsibilities are available on the Company’s website www.newtalisman.co.nz
Commensurate with the spirit of the NZX Code and the ASX Recommendations, the Company has followed each recommendation where
the Board has considered the recommendation to be an appropriate benchmark for its corporate governance practices, taking into
account factors such as the size of the Company and the Board, resources available and activities of the Company.
After due consideration by the Board during the Company’s 2020/2021 financial year (“reporting period”) the Company’s corporate
governance practices departed from the NZX Code or ASX Recommendations only as set out below.
The information in this statement is current at 31 March 2021.
EXPLANATIONS FOR DEPARTURES FROM NZX CORPORATE GOVERNANCE CODE 2020
RecommendationNotification of DepartureExplanation for Departure
2.5: An issuer should have a written
diversity policy which includes
requirements for the board or a
relevant committee of the board to set
measurable objectives for achieving
diversity (which, at a minimum, should
address gender diversity) and to assess
annually both the objectives and the
entity’s progress in achieving them.
The issuer should disclose the policy or
a summary of it.
The Company has established a
diversity policy, a copy of which is
disclosed on the Company’s website.
However, the policy does not include
requirements for the board to establish
measurable objectives for achieving
gender diversity, or for the board to
assess annually the objectives and the
progress towards achieving them.
The Board considers the size of the Company’s
operations make it impractical to establish
meaningful measurable objectives for achieving
gender diversity.
EXPLANATIONS FOR DEPARTURES FROM ASX CORPORATE GOVERNANCE PRINCIPLES
AND RECOMMENDATIONS (4th Edition)
The Company has followed each of the ASX Recommendations during the reporting period, except in relation to the matters specified below:
RecommendationNotification of DepartureExplanation for Departure
1.5(b): The Company should establish
and disclose a diversity policy. The
policy should include requirements
for the board to establish measurable
objectives for achieving gender
diversity and for the board to assess
annually both the objectives and the
progress towards achieving them.
The Company has established a
diversity policy, a copy of which is
disclosed on the Company’s website.
However, the policy does not include
requirements for the board to establish
measurable objectives for achieving
gender diversity, or for the board to
assess annually the objectives and the
progress towards achieving them.
The Board considers the size of the Company’s
operations make it impractical to establish
meaningful measurable objectives for achieving
gender diversity.
1.5(c): Disclose in each annual
report the measurable objectives for
achieving gender diversity set by the
Board in accordance with the diversity
policy and progress towards achieving
them.
No measurable objectives for achieving
gender diversity have been set by the
Board.
The Board considers the size of the Company’s
operations make it impractical to establish
meaningful measureable objectives for
achieving gender diversity. However, the Board
recognises the importance of diversity and has
therefore adopted a diversity policy, a copy of
which is available on the Company’s website.
BOARD COMPOSITION AND EXPERTISE
The Company has established the functions reserved to the Board, and those delegated to senior executives and has set out these
functions in a Statement of Board and Management Functions, which is disclosed on the Company’s website.
A profile of each director containing the skills, experience, expertise, formal qualifications and term of office of each director is set out in
the director profiles in this Annual Report.
The mix of skills and diversity that the Board is seeking to achieve in its membership is significant experience and expertise in: mine
development and underground operations, geological modelling, financial reporting, financial markets, risk management, statutory
compliance, resource management, health and safety and employment. Each of these skills are represented in the Board’s current
composition except significant experience and expertise in financial reporting and mine development. These skills are represented in the
senior management team. The size of the Board and the development of the Company’s projects places constraints on the mix of skills
the Board is able to achieve.
It is the policy of the Board that in determining candidates for the Board, the following process shall occur:
ANNUAL REPORT 2021NEW TALISMAN GOLD
29
a. The Nomination Committee (or equivalent) evaluates the
range of skills, experience and expertise of the existing Board.
In particular, the Nomination Committee (or equivalent) is to
identify the particular skills that will best increase the Board’s
effectiveness. Consideration is also given to the balance of
independent directors on the Board.
b. A potential candidate is considered with reference to their
skills and expertise in relation to other Board members.
c. If relevant, the Nomination Committee recommends an
appropriate candidate for appointment to the Board. Any
appointment made by the Board is subject to ratification by
shareholders at the next general meeting.
The Board recognises that Board renewal is critical to performance
and the impact of Board tenure on succession planning.
Re-appointment of directors is not automatic. The Company’s
Policy and Procedure for Selection and (Re)Appointment of
Directors is disclosed on the Company’s website.
IDENTIFICATION OF INDEPENDENT
DIRECTORS
In considering independence of directors, the Board refers to the
criteria for independence as set out in NZX Listing Rule 2.1.1 and
Box 2.1 of the ASX Recommendations (“Independence Criteria”).
Applying the Independence Criteria during the reporting period
and at balance date the Board comprises a majority of independent
directors. The independent directors of the Company were the
Chair, Charbel Nader and Murray Stevens. Murray Stevens is an
independent director as while he provides consultancy services to
the company from time to time, the nature and extent of those
consultancy services are not material. Matthew Hill is not an
independent director as he is the Chief Executive Officer.
STATEMENT CONCERNING AVAILABILITY
OF INDEPENDENT PROFESSIONAL ADVICE
If a director considers it necessary to obtain independent
professional advice to properly discharge the responsibility of his/
her office as a director then, provided the director first obtains
approval for incurring such expense from the Chair, the Company
will pay the reasonable expenses associated with obtaining such
advice.
DIRECTOR REMUNERATION
Details of remuneration are contained in the Notes to the Financial
Statements forming part of this report.
The Company’s Remuneration Policy is disclosed on the Company’s
website. Remuneration of Directors and senior executives is set by
reference to payments made by other companies of similar size
and industry, and by reference to the skills and experience of the
Directors and executives.
There is currently no direct link between remuneration paid to any
of the non-executive directors and corporate performance such as
bonus payments for achievement of key performance indicators.
There are no termination, retirement or Company superannuation
scheme benefits for non-executive directors.
PERFORMANCE EVALUATION OF THE
BOARD, COMMITTEES AND SENIOR
EXECUTIVES
The board reviews the size and composition of the board and the
mix of existing and desired competencies across members from
time to time. Criteria considered by the directors when evaluating
prospective candidates are contained in the board’s charter. The
chair of the board is responsible for ensuring a regular review of
the performance of the board, committees and individual directors
occurs at least annually. The chair is responsible for determining
the process under which this evaluation takes place. The board
reviews annually the size and composition of the board and the
mix of existing and desired competencies across members.
The board is responsible for evaluating the performance of
senior executives. The board evaluates the performance of
senior executives via an ongoing process of assessment and a
formal annual review in December. During the formal review, the
senior executive’s performance is measured against their role’s
assessment criteria.
The Company’s Process for Performance Evaluations is disclosed
on the Company’s website.
CORPORATE CODE OF CONDUCT
The board has adopted a Corporate Code of Conduct (available
on the Company’s website). Directors, employees and consultants
must comply with the policies which the Board has endorsed to
achieve ethical behaviour and efficiency within the authorities and
discretions designated to them, avoiding putting themselves in
a position where they stand to benefit personally or be accused
of insider trading. Compliance with all laws and regulations and
maintenance of confidentiality and honesty is expected. The
Corporate Code of Conduct forms part of every employment and
consultancy agreement. Failure to comply can result in disciplinary
action, including, where appropriate, dismissal. The Board has not
adopted a Whistleblower Policy. However, employees have direct
access to the Chair and are encouraged to contact the Chair with
any suspected departure from the Company’s Code of Conduct.
GENDER DIVERSITY
The board has adopted a Diversity Policy (available on the
Company’s website). As noted above, the Diversity Policy does
not include requirements for the board to establish measurable
objectives for achieving gender diversity. Gender diversity at
balance date for the reporting period:
ComponentTotalFemale
Component
% Female
Component
Board of Directors300%
Consultants4375%
TOTAL*7343%
* Total comprises the figures for the whole organisation.
The Board considers that the Company complied with its diversity
policy during the reporting period.
AUDIT COMMITTEE
The Audit Committee as at the end of the reporting period consists
of the following non-executive independent directors: Charbel
Nader(Chair), Matthew Hill and Murray Stevens. The Board deals
with any conflicts of interest that may occur when convening in the
capacity of the Audit Committee by ensuring that the director with
conflicting interests is not party to the relevant discussions.
During the reporting, period the Audit Committee had the
opportunity to meet with the external auditor in respect of the
financial reports. The Audit Committee is responsible for reviewing
Annual and Interim Financial Statements, related stock exchange
announcements and all other financial information published or
released to the market; monitoring and making recommendations
for improvement in internal control environment, including
effectiveness and efficiency of operations, reliability of financial
reporting and compliance with applicable laws and regulations;
overseeing the risk management and compliance framework; the
appointment, removal and remuneration of the external auditors;
reviewing the terms of their engagement and the scope and
quality of the audit, reviewing and approving the nature and scope
of non-audit services and ensuring rotation of the external audit
engagement partner.
Details of each of the director’s qualifications are included in the
Board of Director’s Profiles. All members of the sub committee
considered themselves to be financially literate and have financial
experience and industry knowledge. Mr Stevens has significant
experience in mineral exploration, development and valuation
at senior advisory level, Mr Nader has gained significant financial
experience from his background in investment banking and
corporate finance.
CORPORATE GOVERNANCE
NEW TALISMAN GOLD
ANNUAL REPORT 2021
30
The Company has established a Procedure for the Selection,
Appointment and Rotation of its External Auditor, which is disclosed
on the Company’s website. The Board is responsible for the initial
appointment of the external auditor and the appointment of a new
external auditor when any vacancy arises, as recommended by the
Audit Committee (or its equivalent). Candidates for the position of
external auditor must demonstrate complete independence from
the Company through the engagement period. The Board may
otherwise select an external auditor based on criteria relevant to
the Company’s business and circumstances. The performance of
the external auditor is reviewed on an annual basis by the Audit
Committee (or its equivalent) and any recommendations are made
to the Board.
NOMINATION AND REMUNERATION
COMMITTEE
The Nomination and Remuneration Committee (N&R) as at the
end of the reporting period consists of the following non-executive
independent directors: Charbel Nader, Murray Stevens and
Matthew Hill. Some responsibilities of the N&R Committee were
also addressed by the full Board at Board and Strategy meetings
during the reporting period. The Board has adopted, and the
N&R Committee applies a Nomination Committee Charter and a
Remuneration Policy which is available on the Company’s website.
Duties of the N&R Committee includes reviewing remuneration
of executive and non-executive directors, incentive schemes and
reviewing the Remuneration Committee Policy (disclosed on the
Company’s website).
The Board has adopted, and the Remuneration Committee
applies, a Remuneration Committee Charter which is available on
the Company’s website.
HEALTH SAFETY SECURITY AND
ENVIRONMENT COMMITTEE
The Health Safety Security and Environment Committee (HSSE)
as at the end of the reporting period consists of the following
directors: Murray Stevens, and Matthew Hill, independent
adviser Craig Smith is also a member of the committee. Some
responsibilities of the HSSE Committee were also addressed by
the full Board at Board and Strategy meetings during the reporting
period. The Board has adopted, and the HSSE Committee applies
a HSSE Committee Charter which is available on the Company’s
website
The Company’s Policy for Trading, which is disclosed on the
Company’s website, states that key management personnel must
not enter into transactions or arrangements which operate to
limit the economic risk of their security holding in the Company
without first seeking and obtaining written acknowledgement
from the Chair, Audit Committee Chair or Executive Director; and
Key Management Personnel are prohibited from entering into
transactions or arrangements which limit the economic risk of
participating in unvested entitlements.
MEETING ATTENDANCE
Director/ConsultantBoardAudit
M Hill9/92/2
M Stevens9/92/2
C Nader9/92/2
T Haworth*4/91/2
*T Haworth directorship ceased effective 1 September 2020
RISK MANAGEMENT
The Company has continued to develop its strategies for managing
risk during the reporting period, particularly where internal controls
are concerned. The Company’s internal controls are reviewed by
the external auditor twice a year, and are monitored regularly by
the independent directors. The Board relies on the sign-off of
senior management with respect to the financial reports, which
sign-off has been provided in respect of the Company’s 2020/2021
financial statements.
The Company has adopted a Risk Management Policy (a summary
is available on the Company’s website). Under the Policy, the Board
delegates day-to-day management of risk to the Chief Executive
Officer. The Policy sets out the role of the Chief Executive Officer
and accountabilities. It also contains the Company’s risk profile
and describes some of the policies and practices the Company has
in place to manage specific business risks.
The process of management of material business risks is allocated
to the business risk owners within the management team. The
Board relies on risk controls being implemented effectively and the
primary risk controls reviewed monthly through a standing item on
the Board agenda. The Company is in the process of updating its
Risk Management Policy to include formal processes to identify,
manage and mitigate risk, using a risk register. A significant body
of work was completed during the reporting period addressing
mine operational risks. This document will be reviewed externally
by government regulators. Certain risks pertinent to the sector in
which the Company operates are not able to be managed at this
time, for example the price of gold.
Material business risks reported on during the reporting period
included statutory compliance, health and safety in the operational
environment, sustainability of the company’s ore resources,
environmental risk working in a conservation estate, internal audit
compliance, adequacy of computer systems, ethical conduct and
business practice, retention of key staff, financial reporting and
liquidity risk.
The Board has required management to design, implement and
maintain risk management and internal control systems to manage
the Company’s material business risks. The Board also requires
management to report to it confirming that those risks are being
managed effectively. The Board receives on a regular basis reports
from management as to the effectiveness of the Company’s
management of its material business risks, risk evaluation, analysis
and treatment. Risk management is a standing item on the Board
agenda, giving opportunity for Board discussion. The Audit
Committee and the full Board addresses areas of risk and evaluates
the effectiveness of controls.
ASSURANCES TO THE BOARD
The Chief Executive Officer (CEO) and the Chief Financial officer
(CFO) are not required to provide a declaration to the Board in
accordance with section 295A of the Corporations Act (Australia)
as the Company is instead subject to the laws of New Zealand.
However, the Board requires the CEO and the CFO to provide a
declaration confirming that the financial reports for the reporting
period present a true and fair view, in all material respects, of the
Company’s financial condition and operational results, and are in
accordance with relevant accounting standards. Assurance is also
given that the financial statements are founded on a sound system
of risk management and internal compliance and control and that
the Company’s risk management and internal compliance and
control is operating efficiently and effectively.
CONTINUOUS DISCLOSURE
The Company has adopted a Continuous Disclosure Policy which
sets out obligations for directors, employees and consultants
in relation to continuous disclosure. The Company has also
adopted Compliance Procedures to ensure compliance with the
ASX Listing Rule requirements in relation to continuous disclosure,
and to ensure accountability at a senior executive level for that
compliance. Summaries of both these documents are available
on the Company’s website. In accordance with the NZX and ASX
Listing Rules, the Company is required to disclose to the market
CORPORATE GOVERNANCE
ANNUAL REPORT 2021NEW TALISMAN GOLD
31
matters which could be expected to have a material effect on
the price or value of the Company’s securities. Management
processes are in place to ensure that all material matters which may
potentially require disclosure are promptly reported to the Chief
Executive Officer or the Company Secretary who is responsible for
ensuring that such information is not released to any person until
the NZX and ASX have confirmed its release to the market.
SHAREHOLDER COMMUNICATION
The Board has adopted a Shareholder Communication Policy, a
copy of which is disclosed on the Company’s website.
DIRECTOR AND OFFICER LIABILITY
INSURANCE
The Company maintains director and officer liability insurance
and indemnifies directors and officers of the Company against
all liabilities which may arise out of the performance of normal
duties as directors or officers, unless the liability relates to conduct
involving a lack of good faith. This includes indemnity of costs and
expenses incurred in defending an action that falls within the scope
of the indemnity.
MATERIALITY
Independence of directors, the Board refers to the thresholds for
qualitative and quantitative materiality as adopted by the Board
and contained in the Board Charter, which is disclosed in full on
the Company’s website. Balance sheet items are material if they
have a value of more than 10% of pro-forma net asset. Profit and
loss items are material if they have an impact on the current year
operating result of 10% or more. Items are also material if they
impact on the reputation of the Company, they involve a breach
of legislation; they are outside the ordinary course of business;
they could affect the Company’s rights to its assets; if accumulated,
they would trigger the quantitative tests; they involve a contingent
liability that would have a probable effect of 10% or more on
balance sheet or profit and loss items; or they will have an effect
on operations which is likely to result in an increase or decrease
in net income or dividend distribution of more than 10%. Criteria
for determining the materiality of contracts can be found in
“Board and Management” under Corporate Governance on the
Company’s website.
SHARE TRADING
The Company has adopted a Share Trading Policy to assist with
compliance with insider trading regulations under the Securities
Market Act 1988 (New Zealand) and the Corporations Act 2001
(Australia). This policy restricts directors, employees and consultants
from trading in a number of ways and is available on the Company’s
website. Application must be made by directors, employees and
consultants to the Company for approval prior to trading in the
Company’s securities. A requirement to comply with this policy
forms part of every employment or consultancy agreement. forms
part of every employment or consultancy agreement.
SUMMARY OF WAIVERS
No waivers to the rules were requested to the Stock Exchanges
during the reporting period.
CORPORATE GOVERNANCE
www.newtalisman.co.nz
COMPANY DIRECTORY
DIRECTORS
Charbel Nader (Chairman, Independent)
Murray R Stevens (Director)
Matthew G Hill (Chief Executive Officer)
COMPANY SECRETARY
S Jane Bell
REGISTERED (HEAD) OFFICE
547 Parnell Road, Parnell
Auckland, New Zealand
Telephone (+64 9) 303-1893
Facsimile (+64 9) 303-1612
Email: office@newtalisman.co.nz
Website: www.newtalisman.co.nz
PRINCIPAL OFFICE IN AUSTRALIA
1st Floor, 25 Richardson Street
West Perth
Western Australia 6005
Telephone (+61 8) 9481-2040
Facsimile (+61 8) 9481-2041
BANKERS
Westpac Bank, Auckland
National Australia Bank, West Perth
AUDITORS
Scott Bennison
c/- K S Black & Co
Level 5
350 Kent Street,
Sydney, 2000
SOLICITORS
Chapman Tripp, Auckland
Williams & Hughes, Perth
MinterEllisonRuddWatts Auckland
SECURITIES LISTED
New Zealand Stock Exchange
Code: Shares NTL; Options NTLOB
Australian Securities Exchange
Code: Shares NTL, Options NTLOB
SHARE REGISTRARS
New Zealand:
Computershare Investor Services Limited
Private Bag 92119
Auckland 1142
159 Hurstmere Road
Takapuna, Auckland 0622.
New Zealand
Telephone (+64 9) 488 8777
Facsimile (+64 9) 488 8787
Australia:
Computershare Investor Services Pty Limited
Yarra Falls
452 Johnston Street
Abbotsford Victoria 3067, Australia
Telephone 1300 850 505
Overseas callers (+61 3) 9415 4000
Managing your shareholding online:
To change your address, update your payment
instructions and view your investment portfolio
including transactions please visit
www.computershare.co.nz/investorcentre
General enquiries can be directed to:
enquiry@computershare.co.nz
Please assist our registrar by quoting your CSN or
shareholder number
www.newtalisman.co.nz
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.