Annual Report to shareholders
Released
Released
Announcement PDF
ABN 82 110 884 252
ANNUAL REPORT
30 JUNE 2025
ARDIDEN LIMITED
CONTENTS PAGE
Page
Corporate Directory
3
Directors' Report (including Operating and Financial Review)
4
Auditor's Independence Declaration
19
Consolidated Statement of Profit or Loss and Other Comprehensive Income
20
Consolidated Statement of Financial Position
21
Consolidated Statement of Changes in Equity
22
Consolidated Statement of Cash Flows
23
Notes to the Financial Statements
24
Consolidated Entity Disclosure Statement
45
Directors' Declaration
46
Independent Auditor's Report
47
Shareholder Information
51
2
ARDIDEN LIMITED
CORPORATE DIRECTORY
DIRECTORS
Michelle Roth (Independent Non-Executive Chair)
Jeremy Robinson (Non-Executive Director)
Doug Jendry (Independent Non-Executive Director)
CHIEF EXECUTIVE OFFICER
Tara Robson
COMPANY SECRETARY
Tara Robson
REGISTERED AND PRINCIPAL OFFICE
Level 1, 45 Ventnor Avenue
West Perth WA 6005
Postal Address
Po Box 611
West Perth WA 6872
Telephone: (08) 6184 5938
Website: www.ardiden.com.au
SHARE REGISTRY
Computershare Investors Services Pty Limited
Level 17, 221 St Georges Tce
Perth WA 6000, Australia
Telephone: 1300 850 505 (within Australia)
Telephone: +61 3 9415 4000 (outside Australia)
Facsimile: +61 3 9473 2500
AUDITORS
Nexia Perth Audit Services Pty Ltd
Level 4, 88 William Street
Perth WA 6000
AUSTRALIAN SECURITIES EXCHANGE
Ardiden Limited shares (ADV) are listed on the Australian Securities Exchange.
CORPORATE STRUCTURE
Ardiden Limited is a limited liability company that is incorporated and domiciled in Australia.
Ardiden Limited has prepared a consolidated financial report incorporating the entities that it
controlled during the financial year (collectively the “Group”) as follows:
Ardiden Limited
Ardiden Canada Ltd
Parent Entity
100% owned and controlled entity
3
ARDIDEN LIMITED
DIRECTORS REPORT AND FINANCIAL REVIEW
DIRECTORS’ REPORT AND FINANCIAL REVIEW
STRATEGY
NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES
Ardiden Limited (ASX: ADV) (“Ardiden” or “the Company”) is an ASX-listed gold exploration company focused
on systematic gold exploration at its 100% owned Pickle Lake Gold Project in north-west Ontario, Canada.
Ardiden is solely focused on gold exploration having sold its lithium project, over a staged disposition to Green
Technology Metals (ASX:GT1) over the course of the years 2021-2023. As a result, Ardiden is well funded
with $11.4M cash on hand at the end of the period.
OPERATIONS REVIEW
PICKLE LAKE GOLD PROJECT
The Pickle Lake Gold Project is a DistrictScale landholding, located east of Red
Lake in the well-endowed Uchi Geological
sub-province of north-western Ontario,
Canada (Figure 1). The Uchi Province is
host to numerous producing gold mines at
Red Lake and at Musselwhite, and is a
highly active exploration area with
Evolution, Newmont, Kinross, and other
development and exploration companies
all actively pursuing gold exploration work
in the area. There are three existing gold
deposits (Kasagiminnis, Dorothy and
Dobie) and several other identified
brownfield and greenfield gold prospects
over a 100km wide belt (Figure 2).
Figure 1 – Location of Ardiden’s Pickle Lake Gold project
within the Uchi Belt of northwest Ontario1.
Figure 2 – Location of Ardiden’s Western Hub from Pickle Lake.
1
* Source S&P Global Market Intelligence 2025
4
ARDIDEN LIMITED
DIRECTORS REPORT AND FINANCIAL REVIEW
A strategic review of the Pickle Lake Gold Project (“Project”) was completed conducted across most of the
tenement package. Historical data and prior work continue to support the Project’s strong potential as a
highly prospective landholding.
Key outcomes of the review include:
The Eastern Hub represents the most prospective short-term opportunity given its favourable access,
and location amongst historical mines.
The South Limb prospect, where key iron formation targets and a highly prospective fold
nose immediately south of the historic Dona Lake Gold Mine were left untested in 2021.
250 North prospect, along the same geological trend as the historic Theirry Copper Mine
and near to the Cat Lake winter road, highly prospective for broad zones of polymetallic
mineralisation.
West Pickle prospect, along strike from the historic Pickle Crow and Central Patricia gold
mines.
Kasagiminnis which includes large untested drill targets along strike and below the current
JORC inferred resource of 790,000 Tonnes @ 4.3g/t for 110,000oz gold (ASX 10 Sept 2019).
The Western Hub key targets of Dorothy, Dobie, Tonsil and Esker surrounding the historic Golden
Patricia mine, remain highly prospective, but are a lesser priority due to their dependence on
helicopter access, which is not viable in the current economic environment.
The highly prospective landholding includes three existing gold deposits (Kasagiminnis, Dorothy and Dobie)
and several other identified brownfield and greenfield gold prospects over a 100km wide belt (Figure 2).
On 8 September 2025, Ardiden advised that planning is underway for a winter exploration program within the
Eastern Hub. The proposed program will focus on the South Limb prospect.
The proposed program consists of the following:
A drone survey to capture updated aerial photography of planned work areas and access routes
enabling more cost efficient and safer access to key exploration targets;
Geological mapping and mobile metal ion (MMI) soil sampling program along South Limb;
Induced polarisation (IP) surveying over three target areas at South Limb (ASX: 8 Sept 25); and
Prioritizing drill targets.
First Nations – ESG
The Company remains committed to fostering respectful and enduring relationships with First Nations
communities in which we work. Although on-ground exploration activities were limited during the period,
engagement with First Nations partners continued through open dialogue and a shared focus on long-term
objectives. The Company values the cultural, historical, and environmental significance of the lands on which
it operates. As exploration plans progress, the Company will continue to collaborate proactively, ensuring
mutual benefit and transparency are upheld.
5
ARDIDEN LIMITED
DIRECTORS REPORT AND FINANCIAL REVIEW
Permitting and Tenure
Certain exploration permits within the project area have lapsed. However, because the Company already
holds exploration agreements with First Nations partners, any new permit applications are not expected to
cause unnecessary delays.
Table 1 – Mines Department Granted Early Exploration Permits (PLGP).
Permit Number
PR-22-000255
PR-22-000310
PR-22-000312
PR-23-000205
PR-23-000216
Prospect
Kawashe / Kawashe North
Kasagiminnis North
Relyea
Kasagiminnis
South Limb
Hub
Southern
Eastern
Southern
Western
Western
Permit Expiry Date
25 September 2025
17 January 2026
17 January 2026
25 September 2026
25 September 2026
Competent Person’s Statement
The Company confirms that it is not aware of any other new information or data that materially affects the
information included in the original market announcements referred to above, and that all material
assumptions and technical parameters have not materially changed. The Company confirms that the form
and context in which the Competent Person’s findings are presented have not been materially modified from
the original market announcements.
6
ARDIDEN LIMITED
DIRECTORS REPORT AND FINANCIAL REVIEW
SUMMARY OF FINANCIAL PERFORMANCE
The financial results of the Group for the financial year ended 30 June 2025 and 30 June 2024 are:
Net loss after tax ($)
Loss per share (cents)
Cash and cash equivalents ($)
Net Assets ($)
30 June 2025
(1,373,582)
(0.02)
11,436,941
30,489,005
30 June 2024
(10,194,062)
(0.163)
10,834,903
31,687,974
% Change
86.5%
86.5%
5.6%
(3.8%)
The loss of the Group for the year ended 30 June 2025 was ($1,373,582) compared to the 2024 loss of
($10,194,062). The variance was primarily due to the significant decrease in the loss on fair value adjustment
of ($756,872) compared to the prior year loss on fair value adjustment of $8,521,337). The loss relates to
the loss on fair value of the listed investment in Green Technology Metals (ASXLGT1).
During the year ended 30 June 2025 the Group’s cash position increased by $602,038 to $11,436,941 and
the Group has no corporate debt. The increase was predominantly influenced by cash inflows associated
with:
Refund of the final instalment of withholding tax from Canada Revenue Agency (CRA) arising out of
the sale of the Company’s lithium assets to GT1 in the previous three years in the amount of
$1,216,713; and
Interest received of $507,609.
These inflows were offset by outflows associated with:
Expenditure related to exploration and evaluation of $191,313; and
Corporate, administration and wage expenditure of $1,084,856.
CHANGES IN EQUITY
Shares
There were no shares issued during the year.
Options
There were 3,000,000 options issued during the year pursuant to shareholder approval. The options have
an exercise price of $0.20 and expire 26 March 2029. 340,115 options expired without exercise on 31 August
2024.
The issued capital and options at the date of this report is as follows:
DESCRIPTION
Ordinary Fully Paid Shares
#
62,517,506
Options Expiring 20-Apr-2026 Ex $0.946
Options Expiring 13-Jun-2027 Ex $0.43
Options Expiring 14-Jun-2027 Ex $0.301
Options Expiring 20-Apr-2026 Ex $0.8385
Options Expiring 26-Mar-2029 Ex $0.20
116,279
174,418
46,511
930,813
3,000,000
7
ARDIDEN LIMITED
DIRECTORS REPORT AND FINANCIAL REVIEW
FACTORS AND RISKS AFFECTING FUTURE PERFORMANCE
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
Ardiden will continue to pursue its principal activity of exploration and evaluation, as outlined under the
heading ‘Review of Operations’ of this Report. The Company will also continue to pursue other potential
investment opportunities to enhance shareholder value.
The material business risks faced by the Group that are likely to impact the financial prospects of the Group,
are:
Exploration Risk
Mineral exploration and development are high-risk undertakings, and there is no assurance that exploration
of the tenements will result in the discovery of an economic deposit. Even if an apparently viable deposit is
identified there is no guarantee that it can be economically exploited.
Ardiden’s future exploration activities may be affected by a range of factors including geological conditions,
limitations on activities due to permitting requirements, availability of appropriate exploration equipment,
exploration costs, seasonal weather patterns, unanticipated operational and technical difficulties, industrial
and environmental accidents, and many other factors beyond the control of the Company.
Ardiden’s projects are located in remote locations. This may involve logistical difficulties for plant, equipment
and materials, as well as skilled personnel and general labour. Further, some locations may involve an
inherent risk to personnel.
Tenure
Ardiden’s mining claims are subject to periodic renewal. The renewal of the claims are subject to compliance
with the applicable mining acts and regulations in Ontario. Renewal conditions may include application of
previous assessment credits, increased expenditure and/or work commitments. The imposition of new
conditions or the inability to meet those conditions may adversely affect the operations, financial position
and/or performance of the Company.
First Nations and Indigenous Claims
Ardiden’s projects may now or in the future be the subject of First Nations or indigenous land claims, treaty
land entitlement selections, or claims for breach or infringement of Treaty or Aboriginal rights. The project
areas are within lands covered by Numbered Treaties between Canada and various First Nations. Other
Indigenous groups, such as Métis may also have land claims and claims for breach of Aboriginal rights. First
Nations and Métis groups may assert Crown consultation obligations prior to approvals being granted and
that free prior and informed consent is required, prior to mining occurring. Such consultation, as well as other
rights of Aboriginal people, may require that certain accommodations, including with respect to employment,
and impact and benefit agreements. This may affect the ability to acquire effective mineral titles in these
jurisdictions within a reasonable timeframe, and may affect the development schedule and costs of mineral
properties. The legal nature of First Nations and Métis land claims and Indigenous rights is a matter of
considerable complexity.
Future capital needs
Further funding will be required by the Group to support its ongoing activities and operations. There can be
no assurance that such funding will be available on satisfactory terms or at all.
As an exploration entity, the Company is reliant on raising funds from investors in order to continue to fund
its operations and to scale growth. Although the Directors believe that additional capital can be obtained, no
assurances can be made that appropriate capital or funding, if and when needed, will be available on terms
favourable to the Company or at all. If the Company is unable to obtain additional financing as needed, the
Company may be required to reduce the scope of its activities, which could have a material adverse effect
on the Company's activities and could affect the Company's ability to continue as a going concern. The
Company may also undertake additional offerings of securities in the future which may have a depressive
effect on the price of the Company’s shares and the voting power of the Company's existing shareholders
will be diluted.
General market risks
The Company is exposed to general market and economic condition risks including adverse changes in levels
of economic activity, inflation, exchange rates, interest rates, commodity prices, government policies,
employment rates and industrial disruption. The Company’s asset values and share price can be affected by
these factors, and in particular exchange rate movements.
8
ARDIDEN LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2025
DIRECTORS’ REPORT
Your Directors present their report for Ardiden Limited (“Ardiden”, or the “Company”’) and its controlled
entities (‘Consolidated Entity’ or ‘Group’) for the financial year ended 30 June 2025. The Operating and
Financial Review is incorporated by reference and can be found on pages 4 to 8 of this Annual Report.
BOARD OF DIRECTORS
The names of the Directors of the Company in office during the financial year and up to the date of this report
are as follows. Directors were in office for the entire period unless otherwise stated.
Directors
Michelle Roth
Jeremy Robinson
Douglas Jendry
Position
Independent Non-Executive Chair (Chair since 21 August 2023)
Non-Executive Director (Appointed 21 August 2023)
Independent Non-Executive Director (Appointed 25 January 2024)
QUALIFICATIONS, EXPERIENCE AND SPECIAL RESPONSIBILITIES
Michelle Roth (Independent Non-Executive Chair), MBA Finance, BA Hons
Ms Roth is an entrepreneur and business leader who founded New-York
headquartered Roth Investor Relations in 1987. She successfully
expanded this global consulting business through multiple investment
cycles by formulating comprehensive shareholder engagement solutions
for a worldwide client base. Her mining clients have operated mines or
explored in North America, Australia, Africa, Europe and South America
for gold, silver, platinum, copper, nickel, and diamonds.
Ms. Roth had served as Mayor, Deputy Mayor and Planning Board Chairperson of Manalapan Township, New
Jersey. She earned her MBA in Finance from Fordham University and her BA Cum Laude in Political Science
with a minor in Economics from the State University of New York at Albany.
Other directorships in listed companies in the last 3 years:
(i)
Non-executive Chair, & Audit Committee Chair - Maple Gold Mines (TSX.V: MGM) (10/11/20 –
31/8/25)
(ii)
Non-executive Director – Velocity Minerals Ltd (TSX.V: VLC (2/10/23 – present)
Jeremy Robinson (Non-Executive Director), BCom
Mr Robinson is an experienced resources executive, having 20 years of
experience ranging from Managing Director to Business Development
positions. He is currently the principal of Churchill Strategic Investments
Group, which has financed multiple junior explorers and developers
across the ASX and TSX.
Other directorships in listed companies in the last 3 years:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
Non-executive Chair – RareX Limited (27/9/19 – present)
Executive Chair – Cosmos Exploration Limited (22/3/21 – present)
Non-executive Director – BBX Minerals Limited (24/8/23 – present)
Non-executive Chair - Brazilian Critical Minerals (24/8/23 – present)
Non-executive Director – Kincora Limited (14/12/23 - present)
Non-executive Director – Commerce Resources Corp (TSXv: CCE 8/11/23 – present)
9
ARDIDEN LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2025
Douglas Jendry (Non-Executive Director)
Mr Jendry is an accomplished geologist with over 30 years of international
experience in mining and capital markets. He has been involved as an
executive and non-executive director for several mining companies with
particular focus on companies listed in Australia and London, including
past chair of Capricorn Metals and Talon Energy. He is a technical
consultant to the Nero Resource Fund, a Perth based emerging small
resource fund investing in companies listed on Australian, UK and
Canadian exchanges and holds a substantial shareholding in Ardiden.
Other directorships in listed companies in the last 3 years:
(i)
Non-executive Chair – Emperor Energy (22/4/25 – present)
(ii)
Non-executive Director - IPB Petroleum (20/3/24 – 1/8/25)
(iii)
Non-executive Chair – Talon Energy (14/10/20 – 30/5/23)
(iv)
Non-executive Director – Toubani Resources (3/8/21 – 15/5/23)
Executive Management
Tara Robson (Interim CEO since 13 May 2024, CFO and Company
Secretary), GAICD, FGIA, BA Accounting, CPA (USA, Inactive)
Ms Robson brings over 25 years of experience in the listed small to midcap sector, having held senior roles with Sipa Resources, Brockman
Resources, and Anvil Mining Limited. She has extensive expertise in
equity and project financing, strategic joint ventures, royalties, and the
acquisition and divestment of mineral assets. Her background spans a
diverse portfolio of commodities and jurisdictions, with direct listing
experience on the ASX, TSX, and HKEX.
INTEREST IN SHARES, RIGHTS AND OPTIONS
As at the date of this report, the interests of the directors in the shares, performance rights and options of
Ardiden Ltd were as follows:
M Roth
J Robinson
D Jendry
Number of
Ordinary Shares
145,894
4,000,000
-
Number of Options over
Ordinary Shares
1,000,000
1,000,000
1,000,000
Number of Performance Rights
over Ordinary Shares
-
MEETINGS OF DIRECTORS
The number of meetings of directors held during the year and the number of meetings attended by each
director were as follows:
Number of meetings
M Roth
J Robinson
D Jendry
Full meetings of directors attended/ eligible to attend
8
8/8
8/8
8/8
CORPORATE STRUCTURE
Ardiden Limited is a limited liability company that is incorporated and domiciled in Australia. Ardiden Limited
has prepared a consolidated financial report incorporating the entities that it controlled during the financial
year (the “Group”) as follows:
Ardiden Limited
Ardiden Canada Ltd
Uchi Gold Canada Ltd
Parent Entity
100% owned and controlled entity
100% owned and controlled entity (dissolved 18 July 2024)
10
ARDIDEN LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2025
DIVIDENDS
No dividends were declared or paid during the year and no recommendation is made as to dividends.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors, there were no other significant changes in the state of affairs of the
Consolidated Entity that occurred during the financial year under review not otherwise disclosed in this report
or in the financial report.
EVENTS SUBSEQUENT TO REPORTING DATE
On 8 September 2025, Ardiden advised that planning is underway for a winter exploration program within the
Eastern Hub. The proposed program will focus on the South Limb prospect.
The proposed program consists of the following:
A drone survey to capture updated aerial photography of planned work areas and access routes
enabling more cost efficient and safer access to key exploration targets;
Geological mapping and mobile metal ion (MMI) soil sampling program along South Limb;
Induced polarisation (IP) surveying over three target areas at South Limb (ASX: 8 Sept 25); and
Prioritizing drill targets.
No additional matters or circumstances have arisen, since the end of the financial year, which significantly
affected, or may significantly affect, the operations of the Group, the results of those operations, or the state
of affairs of the Group in subsequent financial years.
11
ARDIDEN LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2025
REMUNERATION REPORT (AUDITED)
The information in this section of the Directors’ Report has been audited.
This report outlines the remuneration arrangements in place for Key Management Personnel (KMP) of the
Ardiden Group in accordance with the requirements of the Corporations Act 2001 and its Regulations. For
the purposes of this report, KMP of the Group includes Non-Executive Directors and those Executives with
authority and responsibility for planning, directing, and controlling the major activities of the Group.
The details of the KMP during the year are as follows:
Name
Michelle Roth
Jeremy Robinson
Doug Jendry
Tara Robson
Position
Independent Non-Executive Chair since 21 August 2024
Non-Executive Director
Independent Non-Executive Director
Interim Chief Executive Officer, Chief Financial Officer and
Company Secretary
Term as KMP
Full financial year
Full financial year
Full financial year
Full financial year
Remuneration and Nomination Committee
The Company does not have a Remuneration and Nomination Committee. Given the size of the organization,
the Board has determined remuneration and nomination activities would be undertaken by the Board as a
whole. The Board is responsible for reviewing and determining the remuneration policy and structure
annually. The Board continues to maintain the charters of each Committee to ensure all required activities
are undertaken. A copy of the charter can be found on the Company website in the corporate governance
section.
Remuneration policy
The Company is committed to ensuring its key management personnel are fairly and responsibly
compensated for their time, commitment, and responsibilities. Remuneration is determined, having regard
to individual and business performance, relevant comparative market remuneration, and comparable duties.
Independent external advice is sought when required. Independent external advice was not undertaken in
the current financial year.
The structure of executive remuneration and of non-executive director remuneration is separate and distinct,
with a summary of each structure below.
Executive Remuneration
Objective
The specific objectives of the Executive Remuneration Policy are to:
(i)
align the interests of executives with the interest of shareholders;
(ii)
motivate executives to manage and lead the business in line with the Company’s strategic objectives;
(iii) drive successful performance by incorporating an annual performance incentive and establish longerterm performance objectives;
(iv) ensure simplicity, transparency and reasonableness in executive remuneration policy and practices; and
(v) contribute to appropriate attraction and retention strategies for executives.
Remuneration Structure -Elements
Executive Fixed Remuneration
Fixed remuneration is delivered as a base salary, plus requisite superannuation contribution for employees
of the Company. This is reviewed annually by the Board, or on promotion, having regard to the Company
and individual performance. It is periodically compared with the external market through participation in
industry salary surveys and during recruitment activities generally. If required, the Board may engage an
external consultant to provide independent advice in the form of a written report detailing market levels of
remuneration for comparable executive roles. There was no external review undertaken during the year.
12
ARDIDEN LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2025
Short Term Incentives (STI)
The objective of short-term incentives is to align eligible employees’ interests with shareholder interests. STI
performance measures include both financial and other performance measures deemed appropriate for the
Company and is measured annually. STIs may be paid in cash or securities at the discretion of the Board.
Short term incentives of $66,450, inclusive of superannuation, were paid to T Robson (KMP) during the
financial year, which related to achievement of objectives in relation to financial management, strategic
objectives and governance during the previous financial year based on the Company’s audited accounts.
T Robson is eligible for the following STI for the year ended 31 December 2025:
Performance metric
Potential value
Identify and secure new exploration project this aligns with Company’s
strategic and financial objectives to deliver measurable benefits to
shareholders
Up to $87,750 (30.3% of Fixed
Remuneration
ESG – Champion best practices in corporate governance, including
oversite of community engagement and efficiently manage the
operation of the company
Up to $9,750 (3.4% of Fixed
Remuneration
Long Term Incentives (LTI)
The Company’s LTI plan is designed to provide both retention and encourage long term value creation for
key employees.
LTI’s granted to executives are delivered in the form of performance options or performance rights
(Incentives). These Incentives are issued at an exercise price determined by the Board at the time of issue
and generally vest over a selected period with vesting also tied to the performance conditions. The quantum
of LTI granted is dependent on the Company’s recent share price performance, the seniority of the Executive
and responsibilities the Executive assumes in the Company. There were no options issued to executives
during the year.
Assessing performance and claw-back of remuneration
The Board is responsible for assessing performance against KPIs and determining the STI and LTI to be
paid. To assist in this assessment, the Board receives detailed reports on performance from management
and/ or external parties, which are based on independently verifiably data such as financial measures, market
share and data from independently run surveys.
In the event of serious misconduct or a material misstatement in the Company’s financial statements, the
Board can cancel or defer performance-based remuneration and may also claw back performance-based
remuneration paid in previous financial years.
Link between remuneration and performance
The links between the Group’s financial and operating performance are outlined above in each element of
remuneration. The share price is not directly linked to the net profit/(loss) for the year, but moves
independently of it as demonstrated below:
As at 30 June
Net (loss)/profit per year ended
Earnings/(Loss) per share (cents)
Share price (cents per share)
2025
2024
2023
2022
2021
(1,373,582)
(0.02)
$0.145
($10,194,062)
(0.163)
$0.125
$15,749,330
0.59
$0.007
$2,866,236
0.12
$0.007
($1,234,220)
(0.06)
$0.008
13
ARDIDEN LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2025
Non-Executive Director Remuneration
Objective
Non-Executive Directors are remunerated at market rates, which reflects the demands made on, and
responsibilities entrusted to Non-Executive Directors to ensure maximum benefit for the Company through
the retention of a high-quality Board with the relevant skills mix to optimise overall performance.
The specific objectives of the Non-Executive Director remuneration policy are to:
(i)
attract and retain appropriately qualified and experienced directors;
(ii)
remunerate directors fairly having regard to their responsibilities, including providing leadership and
guidance to management;
(iii) drive long term strategy and alignment with shareholders; and
(iv) promote independence, impartial decision-making and to build sustainable shareholder value by
encouraging a longer-term strategic perspective, by not linking fees directly to the results of the
Company.
Structure
Non-executive directors’ fees consist of fixed base fees at comparable market rates for time, commitment,
and responsibilities. There are no separate committee fees, nor are there any retirement benefits paid to
Non-Executive Directors.
Base fees are reviewed regularly based on recommendations of the Board, having regard to comparable
remuneration levels within an aggregate fee pool limit, which is approved by shareholders. The pool limit
maximum currently stands at $350,000 as approved by members on 29 November 2022. It is at the discretion
of the Board to distribute this pool amongst the Non-Executive Directors based on the responsibilities
assumed. During the year, $215,000 of the pool was utilised.
The base fees for the year are as follows:
Base fees
Chair
Non-Executive Director
$
85,000 per annum
65,000 per annum
Base fees for non-executive directors are not linked to the performance of the Group. However, to conserve
cash, from time to time, director’s remuneration may include equity-based incentives, as was the case in the
current year when each Non-Executive Directors received 1,000,000 Options. Equity-based remuneration is
subject to Shareholder approval in accordance with ASX listing rules.
Employment contracts
Contract with Tara Robson, Interim CEO, CFO and Company Secretary
Salary:
Ms Robson is entitled to $260,000 per annum fixed remuneration, plus superannuation and
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