25 October 2023, 07:00

Source - LSE Regulatory

RNS Number : 1717R

Cloudbreak Discovery PLC

25 October 2023

Cloudbreak Discovery Plc

("Cloudbreak" or the "Company")

Final Results for the Year Ended 30 June 2023

Notice of Annual General Meeting

Cloudbreak Discovery PLC (LSE: CDL), a leading natural resources project generator with a particular focus on commodities key to the energy transition, is pleased to announce its final results for the year ended 30 June 2023 ("FY23" or the "Period").

Period Highlights

Company Updates

· Kyler Hardy stepped down as CEO and Chairman in June 2023 with Andrew Male assuming the role of Interim CEO to realign Cloudbreak to be more 'London centric'.

· Consulting contracts with Cronin Capital Ltd and Cronin Services Ltd. were also terminated at the same time.

· Towards the end of 2022 a new broker, Oberon Capital, was appointed for the advancement of financing opportunities and project generation.

· Like many of the companies in the resource sector, Cloudbreak has been quiet during a challenging financial climate.

Projects

· The Board have reviewed the existing assets of the Company and are continuing to explore further advancement of all projects.

· The Company will continue to look at both mining and oil and gas projects with a view to maintaining the same thesis for project generations and asset aggregation.

· The Company will provide a more robust analysis of its projects in the coming weeks.

· We look forward to realising continued value across the asset package.

Post Period Highlights

· Raised £340,000 in convertible loan notes from existing shareholders and directors.

· Continued analysis of new projects and review of additional acquisition proposals

Financials

· The loss of the Group for the year ended 30 June 2023 amounts to £3,997,899 (30 June 2022: £5,557,029.

· £244,074 in cash and cash equivalents held at the period end (30 June 2022: £310,578)

· Exploration and evaluation cash expenditures amount to £590,845 (30 June 2022: £370,848)

· £891,255 carrying value of investments held at the period end (30 June 2021: £2,069,302)

· Consolidated loss per share or the period ended 30 June 2022 was £0.01

Notice of Annual General Meeting

The Company announces that its Annual General Meeting ("AGM") will be held on 24 November 2023 at 1 Heddon Street, London, W1B 4BD at 3:00 pm GMT.

The following documents (as applicable) have been posted to shareholders or otherwise made available today:

· Annual Report and Financial Statements for the period ended 30 June 2023;

· Notice of AGM 2023; and

· Form of Proxy.

Copies of these documents will shortly be available on the Company's website:

https://cloudbreakdiscovery.com/investors/

--ENDS--

For additional information please contact:

Cloudbreak Discovery PLC	Tel: +44 792 6 397 675
	Andrew Male, Interim CEO	andrew@westridgemi.com

Novum Securities (Financial Adviser)	Tel: +44 7399 9400
	David Coffman / George Duxberry

Oberon Capital (Broker)	Tel: +44 20 3179 5355 / +44 20 3179 5315
	Nick Lovering / Adam Pollock

INTERIM CEO'S REPORT

Company Updates

I am happy to provide shareholders of Cloudbreak with an update on the activity of the Company over the past year. This will be the Company's second full year on the Main Segment of the London Stock Exchange.

As with most junior resource companies, it has been a challenging year, and ours has been no different. During the past year we have however continued to maintain and advance our projects, complete project advancement with our partners and begun to realise the value of some of the exploration and corporate assets we have.

During the course of the year the Company raised a small amount of capital from the market and continued to use its drawdown facility with Crescita Capital LLC. These funds were used for general working capital purposed and to advance the suite of Cloudbreak projects.

In addition, the Company completed corporate restructuring in order to lessen the overheads and expenditures.

In December 2022 we appointed a new Broker and continue to work with them for the advancement of financing opportunities and project generation. In the spring and summer of 2023, Cloudbreak, like most resource companies, has been quiet waiting for market corrections and a renewed buoyancy while continuing to advance the projects the Company has.

In June 2023, the Board accepted the resignation of the CEO and Chairman along with some of the Executive management team. The Board wanted to refocus and re-align Cloudbreak to be more "London centric" and this move allowed for this as well as cost savings. The Board re-aligned and with Andrew Male assuming the interim CEO role, Paul Gurney continues as a Non-Executive Director and Emma Priestley as an Independent Non-Executive Director.

Projects

Cloudbreak has demonstrated the business model's viability and will continue to progress in this manner. The Company currently has two energy investments, Legado Oil & Gas Limited and G2 Energy Corp. While both of these projects have had their own delays and issues, Cloudbreak is happy with their progress and will continue to look for projects of this nature going forward.

Cloudbreak has also realised proceeds from the sale of shares that it holds in other companies as a result of the partnerships it has fostered over the past two years, as well as realising cash proceeds from the sale or optioning of various projects in the mining space.

Outlook

The year ended 30 June 2023 was active for the Group, having hit a number of operational milestones. We further diversified our portfolio with projects in the energy sector and in new jurisdictions.

Despite the global macroeconomic climate, the outlook for the natural resources sector looks robust. Our focus on commodities key to the energy transition movement offers an attractive opportunity for significant shareholder returns as demand, and therefore prices, are set to remain high. Our project generator model allows us to diversify our portfolio across the resource sector, building value while minimizing risk and cost.

We are starting to see some projects reach a point where we could potentially begin receiving more royalty payments further underpinning the benefit of our business model. It is down to the depth of experience within our team that we are able to execute this model successfully.

We look forward to keeping investors updated over the next year and beyond as we generate and pursue new ideas, including lithium assets and bauxite projects, while continuing to diversify into energy royalties and attracting new partnerships.

Financial Review

During the year ended 30 June 2023, the Group earned £364,968 (2022: £559,523) in revenue from property option sale agreements. It realised £677,400 from sales of shares and raised a total of £582,625 through the capital market and £1,473,581 in draws from its drawdown facility. Total capital generated was £2,056,206 and at the end of the fiscal year, there was £244,074 in cash on hand.

Subsequent to the year end the Company raised a further £340,000 in Convertible Loan Notes from existing shareholders and directors.

Whilst the financial statements have been prepared on a going concern basis the Company will be required to raise additional funds within the next 12 months. The Directors are confident that they will be secure the necessary funding, but the current conditions do indicate the existence of a material uncertainty.

The result for the 2023 FY of £3,997,899 (2022: £5,557,029) for the year ended 30 June 2023 consisted mainly of income from property option payments, expenses from professional and consulting fees and realised loss on sale of investments. For a further breakdown on expenses, please refer to note 24 and for further breakdown on value of investments, please refer to note 6.

Financial Position

The Group's Statement of Financial Position as at 30 June 2023 and comparatives at 30 June 2022 are summarised below:

	2023 £	2022 £
Current assets	487,251	1,611,212
Non-current assets	3,216,644	3,805,897
Total assets	3,703,895	5,417,109
Current liabilities	1,704,437	1,395,910
Total liabilities	1,704,437	1,395,910
Net assets	1,999,458	4,021,199

On behalf of the Board, I would like to record our thanks to those who have helped the Company throughout the year.

Andrew Male

Interim CEO

STATEMENT OF FINANCIAL POSITION

As at 30 June 2023 Company number: 06275976

		Group		Company
	Note	30 June 2023 £	30 June 2022 £	30 June 2023 £	30 June 2022 £
Non-Current Assets
Royalty asset	7	1	1	-	-
Intangible assets	5	236,518	78,694	-	-
Investments	6	891,255	2,069,302	43,046	68,056
Investment in subsidiaries	6	-	-	1,997,048	7,252,886
Leased Asset		29,810	-	-	-
Convertible debenture receivables	8	475,168	1,657,900	475,168	1,657,900
		1,632,752	3,805,897	2,515,262	8,978,842
Current Assets
Trade and other receivables	10	243,177	1, 300,634	77,254	1,676,619
Cash and cash equivalents	11	244,074	310,578	18,684	124,118
Convertible debenture receivables		1,583,892	-	1,583,892	-
		2,071,143	1,611,212	1,679,830	1,800,737
Total Assets		3,703,895	5,417,109	4,195,092	10,779,579
Current Liabilities
Trade and other payables	13	1,704,437	1,395,910	1,454,431	1,357,254
		1,704,437	1,395,910	1,454,431	1,357,254
Total Liabilities		1,704,437	1,395,910	1,454,431	1,357,254

Net Assets		1,999,458	4,021,199	2,740,661	9,422,325
Equity attributable to owners of the Parent
Share capital	14	778,635	654,129	778,635	654,129
Share premium	14	16,753,221	14,821,521	16,753,221	14,821,521
Other reserves	16	519,045	599,093	340,716	297,397
Reverse asset acquisition reserve		(4,134,019)	(4,134,019)	-	-
Retained losses		(11,917,424)	(7,919,525)	(15,131,911)	(6,350,722)
Total Equity		1,999,458	4,021,199	2,740,661	9,422,325

The Company has elected to take the exemption under Section 408 of the Companies Act 2006 from presenting the Parent Company Income Statement and Statement of Comprehensive Income. The loss for the Company for the year ended 30 June 2023 was £8,781,189 (loss for year ended 30 June 2022: £2,523,971).

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 June 2023

Continued operations	Note	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Profit on disposal of exploration & evaluation asset sales		364,968	559,523
Administrative expenses	24	(4,006,518)	(3,308,214)
Foreign exchange (losses)/gains		(81,024)	39,380
Operating loss		(3,722,574)	(2,709,311)
Finance income	19	369,587	154,518
Other income		47,121	11,233
Impairment of loans	9	(128,607)	(184,365)
Impairment of property		(12,636)	-
Other gains	20	17,913	8,332
Realised Loss on investments	21	(866,421)	-
Unrealised fair value gain/(loss) on investments	6	309,896	(2,837,437)
Loss before income tax		(3,985,721)	(5,557,029)
Income tax	22	(12,178)	-
Loss for the year attributable to owners of the Parent		(3,997,899)	(5,557,029)
Basic and Diluted Earnings Per Share attributable to owners of the Parent during the period (expressed in pence per share)	23	(0.01)p	(0.01)p

	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Loss for the period	(3,997,899)	(5,557,029)
Other Comprehensive Income:
Items that may be subsequently reclassified to profit or loss
Currency translation differences	(123,367)	233,866
Other comprehensive income for the period, net of tax	(4,121,266)	(5,323,163)
Total Comprehensive Income attributable to owners of the parent	(4,121,266)	(5,323,163)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 30 June 2023


	Note		Share capital £	Share premium £	Reverse asset acquisition reserve £	Other reserves £	Retained losses £	Total £
Balance as at 1 July 2021			560,520	10,905,507	(4,134,019)	511,501	(2,554,928)	5,288,581
Loss for the year			-	-	-	-	(5,557,029)	(5,557,029)
Other comprehensive income for the year			-	-	-	-	-	-
Items that may be subsequently reclassified to profit or loss			-	-	-	-	-	-
Currency translation differences			-	-	-	233,866	-	233,866
Total comprehensive income for the year			-	-	-	233,866	(5,557,029)	(5,323,163)
Issue of shares		14	93,609	3,994,527	-	-	-	4,088,136
Issue costs		14	-	(78,513)	-	-	-	(78,513)
Options Granted		16	-	-	-	11,238	-	11,238
Warrants Granted		16	-	-	-	30,075	-	30,075
Options Exercised		16	-	-	-	(24,962)	24,962	-
Share Options Expired		16	-	-	-	(112,406)	112,406	-
Share Options Cancelled		16	-	-	-	(1,180)	1,180	-
Warrants Exercised		16	-	-	-	(13,024)	13,024	-
Other equity movement		16	-	-	-	4,845	-	4,845
Elimination of other reserves		16	-	-	-	(40,860)	40,860	-
Total transactions with owners, recognised directly in equity			93,609	3,916,014	-	(146,274)	192,432	4,055,781
Balance as at 30 June 2022			654,129	14,821,521	(4,134,019)	599,093	(7,919,525)	4,021,199

Balance as at 1 July 2022			654,129	14,821,521	(4,134,019)	599,093	(7,919,525)	4,021,199
Loss for the year			-	-	-	-	(3,997,899)	(3,997,899)
Other comprehensive income for the year			-	-	-	-	(3,997,899)	(3,997,899)
Items that may be subsequently reclassified to profit or loss			-	-	-	-	-	-
Currency translation differences			-	-	-	(123,367)	-	(123,367)
Total comprehensive income for the year			-	-	-	(123,367)	(3,997,899)	(4,121,266)
Issue of shares		14	124,506	1,934,700	-	-	-	2,059,206
Issue costs		14	-	(3,000)	-	-	-	(3,000)
Options Granted		16	-	-	-	36,723	-	36,723
Warrants Granted		16	-	-	-	6,596	-	6,596
Total transactions with owners, recognised directly in equity			124,506	1,931,700	-	43,319	-	2,099,525
Balance as at 30 June 2023			778,635	16,753,221	(4,134,019)	519,045	(11,917,424)	1,999,458

COMPANY STATEMENT OF CHANGES IN EQUITY

For the year ended 30 June 2023

	Note	Share capital £	Share premium £	Other reserves £	Retained losses £	Total equity £
Balance as at 1 July 2021		560,520	10,905,507	407,656	(3,983,168)	7,890,515
Loss for the year		-	-	-	(2,523,971)	(2,523,971)
Total comprehensive income for the year		-	-	-	(2,523,971)	(2,523,971)
Issue of shares	14	93,609	3,994,527	-	-	4,088,136
Issue Costs	14	-	(78,513)	-	-	(78,513)
Options granted	16	-	-	11,238	-	11,238
Warrants Granted	16	-	-	30,075	-	30,075
Options Exercised	16	-	-	(24,962)	24,962	-
Share Options Expired	16	-	-	(112,406)	112,406	-
Share Options Cancelled	16	-	-	(1,180)	1,180	-
Warrants Exercised	16			(13,024)	13,024	-
Other equity movement	16	-	-	4,845	-	4,845
Elimination of other reserves	16	-	-	(4,845)	4,845	-
Total transactions with owners, recognised directly in equity		93,609	3,916,014	(110,259)	156,417	4,055,781
Balance as at 30 June 2022		654,129	14,821,521	297,397	(6,350,722)	9,422,325

Balance as at 1 July 2022		654,129	14,821,521	297,397	(6,350,722)	9,422,325
Loss for the year		-	-	-	(8,781,189)	(8,781,189)
Total comprehensive income for the year		-	-	-	(8,781,189)	(8,781,189)
Issue of shares	14	124,506	1,934,700	-	-	2,059,206
Issue Costs	14	-	(3,000)	-	-	(3,000)
Options granted	16	-	-	36,723	-	36,723
Warrants Granted	16	-	-	6,596	-	6,596
Total transactions with owners, recognised directly in equity		124,506	1,931,700	43,319	-	2,099,525
Balance as at 30 June 2023		778,635	16,753,221	340,716	(15,131,911)	2,740,661

STATEMENTS OF CASH FLOWS

For the year ended 30 June 2023

		Group		Company
	Note	Year ended 30 June 2023 £	Year ended 30 June 2022 £	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Cash flows from operating activities
Loss before income tax		(3,997,899)	(5,557,029)	(8,781,189)	(2,523,981)
Adjustments for:
Exploration and evaluation asset sales		-	(559,523)	-	-
Provision for bad debt		287,052	-	140,000	-
Other income		-	(11,233)	-	-
Other gains		-	(8,332)	-	-
Realised loss on investments		866,421	-	-	-
Change in fair value of investments		(309,896)	2,837,437	14,961	39,623
Change in fair value of convertible debentures		91,106	-	91,106	-
Impairment of loans		128,607	184,365	52,444	123,486
Impairment of property		12,636	-	-	-
Impairment of intercompany investments		-	-	6,056,544
Interest income		(369,587)	(154,518)	(309,274)	(101,367)
Intercompany sales		-	-	(155,129)	(406,186)
Unrealised foreign exchange/(loss)		(100,977)	44,615	30,448	(73,125)
Share option expenses	24	43,306	41,325	43,306	41,325
Stock based compensation		-	1,770,000	-	1,770,000
Decrease/(Increase) in trade and other receivables	10	773,143	(776,342)	1,614,494	(766,999)
Increase/(Decrease) in trade and other payables	13	282,930	491,807	108,424	907,376
Net cash used in operating activities		(2,293,158)	(1,697,428)	(1,093,865)	(989,848)
Cash flows from investing activities
Funds received on sale of investment	6	677,400	210,178	-	-
Funds spent on investment	6	(58,649)	(181,937)	(58,007)	-
Funds spent on leased assets		(29,810)	-	-	-
Funds received on sale of exploration assets	5	47,206	97,508	-	-
Loans to subsidiaries	6	-	-	(732,651)	(762,391)
Interest received		226,382	-	226,382	-
Exploration and evaluation expenses		(222,667)	(41,786)	-	-
Convertible debenture receivable	8	(503,499)	(1,595,635)	(503,499)	(1,595,635)
Net cash generated from (used in) investing activities		136,363	(1,511,672)	(1,067,775)	(2,358,026)
Cash flows from financing activities
Proceeds from issue of share capital	14	2,059,206	2,318,120	2,059,206	2,318,120
Shares cancelled		-	-	-	-
Cost of shares issued	14	(3,000)	(78,513)	(3,000)	(78,513)
Repayment of leasing liabilities and borrowings		34,085	-	-	-
Net cash generated from financing activities		2,090,291	2,239,607	2,056,206	2,239,607
Net decrease/(increase) in cash and cash equivalents		(66,504)	(969,493)	(105,434)	(1,108,267)
Cash and cash equivalents at beginning of year	11	310,578	1,277,617	124,118	1,232,385
Exchange gain on cash and cash equivalents		-	2,454	-	-
Cash and cash equivalents at end of year		244,074	310,578	18,684	124,118

Major Non-Cash Transactions

During the year ended 30 June 2023, £177,549 worth of investments were received as part of property option income (refer to note 5 and note 6).

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 30 June 2023

1. General information

The Company is a public limited company incorporated and domiciled in England (registered number: 06275976), which is listed on the London Stock Exchange. The registered office of the Company is 6 Heddon Street, London, W1B 4BT.

2. Summary of significant Accounting Policies

The principal Accounting Policies applied in the preparation of these Financial Statements are set out below. These Policies have been consistently applied to all the periods presented, unless otherwise stated.

2.1. Basis of preparation of Financial Statements

The Financial Statements have been prepared in accordance with UK-adopted international accounting standards (UK IAS) in accordance with the requirements of the Companies Act 2006. The Financial Statements have also been prepared under the historical cost convention.

The Financial Statements are presented in Pound Sterling rounded to the nearest pound.

The preparation of financial statements in conformity with UK IAS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Accounting Policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the Consolidated Financial Statements are disclosed in Note 4.

2.2. New and amended standards

(a) New and amended standards mandatory for the first time for the financial periods beginning on or after 1 July 2022

The International Accounting Standards Board (IASB) issued various amendments and revisions to International Financial Reporting Standards and IFRIC interpretations. The amendments and revisions were applicable for the period ended 30 June 2023 but did not result in any material changes to the financial statements of the Group or Company.

ii) New standards, amendments and interpretations in issue but not yet effective or not yet endorsed and not early adopted

Standards, amendments and interpretations that are not yet effective and have not been early adopted are as follows:

Standard	Impact on initial application	Effective date
IAS 12	Income taxes	1 January 2023
IFRS 17	Insurance contracts	1 January 2023
IAS 8	Accounting estimates	1 January 2023
IAS 1	Classification of Liabilities as Current or Non-Current.	1 January 2023
IAS 1	Presentation of Financial Statements regarding the amendments of disclosure of accounting policies	1 January 2023
IAS 1 (Amendments)	Classification of liabilities as current or non-current	1 January 2024
IAS 16 (Amendments)	Lease Liability in a Sale and Leaseback	1 January 2024

The Group is evaluating the impact of the new and amended standards above which are not expected to have a material impact on the Group's results or shareholders' funds.

2.3. Basis of Consolidation

The Consolidated Financial Statements consolidate the financial statements of the Company and its subsidiaries made up to 30 June. Subsidiaries are entities over which the Group has control. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

· The contractual arrangement with the other vote holders of the investee;

· Rights arising from other contractual arrangements; and

· The Group's voting rights and potential voting rights

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the period are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

Investments in subsidiaries are accounted for at cost less impairment within the Parent Company financial statements. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used in line with those used by other members of the Group. All significant intercompany transactions and balances between Group enterprises are eliminated on consolidation.

2.4. Going concern

The Group Financial Statements have been prepared on a going concern basis. The Directors are of the view that, the Group has funds to meet its planned expenses over the next 12 months from the date of these financial statements.

As at 30 June 2023, the Group had cash and cash equivalents of £244,074. The Directors have prepared cash flow forecasts to 31 December 2024, which take into account the cost and operational structure of the Group and Parent Company, property option income, debenture interest and any existing licence and working capital requirements. These forecasts indicate that the Group and Parent Company's cash resources are not sufficient to cover the projected expenditure for a period of 12 months from the date of approval of these financial statements. These forecasts indicate that the Group and Parent Company, in order to meet their operational objectives, and meets their expected liabilities as they fall due, will be required to raise additional funds within the next 12 months.

In common with many entities in the resource sector, the Company will need to raise further funds within the next 12 months in order to meet its expected liabilities as they fall due. Whilst the Directors are confident that they will be secure the necessary funding, the current conditions do indicate the existence of a material uncertainty Which may cast significant doubt about the ability of the Group and parent company to continue as a going concern. The auditors have made reference to this material uncertainty in their independent auditor's report.

2.5. Foreign currencies

a) Functional and presentation currency

Items included in the Financial Information are measured using the currency of the primary economic environment in which the entity operates (the 'functional currency'). The functional currency of the parent company is Pounds Sterling as is the functional currency of the UK subsidiaries which are Imperial Minerals (UK) Limited and Kudu Resources Limited. The functional currency of the Canadian subsidiary, Cloudbreak Exploration Inc. is Canadian Dollars. The functional currency of the US subsidiaries, Cloudbreak Discovery (US) Ltd. and Cloudbreak Energy (US) Ltd. is US Dollars. The functional currency of the Guinea subsidiary, Kudu Resources Guinea is the Guinean Franc. The Financial Information in The Group's overseas subsidiaries are translated in accordance with IAS 21 - The Effect of Changes in Foreign Exchange Rates.

b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where such items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement in other comprehensive income. The financial statements are presented in Pounds Sterling (£), the functional currency of Cloudbreak Discovery Plc is Pounds Sterling, as is the functional currency of the UK subsidiaries which are Imperial Minerals (UK) Limited and Kudu Resources Limited.

2.6. Fair value measurement

IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The resulting calculations under IFRS 13 affected the principles that the Company uses to assess the fair value, but the assessment of fair value under IFRS 13 has not materially changed the fair values recognised or disclosed. IFRS 13 mainly impacts the disclosures of the Company. It requires specific disclosures about fair value measurements and disclosures of fair values, some of which replace existing disclosure requirements in other standards.

2.7. Finance Income

Interest income is recognised using the effective interest method.

2.8. Other income

The other income of the Group comprises royalty income. It is measured at the fair value of the consideration received or receivable after deducting discounts and other withholding tax. The royalty income becomes receivable on extraction and sale of the relevant underlying commodity, and by determination of the relevant royalty agreement.

2.9. Cash and cash equivalents

Cash and cash equivalents comprise cash at hand and current and deposit balances with banks and similar institutions, which are readily convertible to known amounts of cash and which are subject to insignificant risk of changes in value. This definition is also used for the Statement of Cash Flows.

2.10. Trade and other receivables and prepaids

Trade receivables are amounts due from third parties in the ordinary course of business. If collection is expected in one year or less, they are classified as current assets. If not, they are presented as non-current assets.

2.11. Royalty assets at fair value through profit and loss

Royalty financial assets are recognised or derecognised on completion date where a purchase or sale of the royalty is under a contract, and are initially measured at fair value, including transaction costs. All of the Group's royalty financial assets have been designated as at fair value through profit and loss ("FVTPL"). The royalty financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in the 'revaluation of royalty financial assets' line item of the income statement.

2.12. Investments in subsidiaries

Investments in Group undertakings are stated at cost, which is the fair value of the consideration paid, less any impairment provision.

2.13. Intangible assets

Exploration and evaluation assets

The Group recognises expenditure as exploration and evaluation assets when it determines that those assets hold potential to be successful in finding specific resources. Expenditure included in the initial exploration and evaluation assets relate to the acquisition of rights to explore, topographical, geological, geochemical and geophysical studies, exploratory drilling, trenching, sampling and activities to evaluate the technical feasibility and commercial viability of extracting a resource. Capitalisation of pre-production expenditure ceases when the prospective property is capable of commercial production.

Exploration and evaluation assets are recorded and held at cost

Exploration and evaluation assets are not subject to amortisation, as such at the year-end all intangibles held have an indefinite life but are assessed annually for impairment. The assessment is carried out by allocating exploration and evaluation assets to cash generating units ('CGU's'), which are based on specific projects or geographical areas. The CGU's are then assessed of impairment using those specified in IFRS 6.

Whenever the exploration for and evaluation of resources in cash generating units does not lead to the discovery of commercially viable quantities of resources and the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to the Income Statement.

Exploration and evaluation assets recorded at fair-value on business combination

Exploration assets which are acquired as part of a business combination are recognised at fair value in accordance with IFRS 3. When a business combination results in the acquisition of an entity whose only significant assets are its exploration asset and/or rights to explore, the Directors consider that the fair value of the exploration assets is equal to the consideration. Any excess of the consideration over the capitalised exploration asset is attributed to the fair value of the exploration asset.

2.14. Impairment of non-financial assets

Assets that have an indefinite useful life, for example, intangible assets not ready to use, are not subject to amortisation and are tested annually for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). Non-financial assets that suffered impairment are reviewed for possible reversal of the impairment at each reporting date.

2.15. Financial assets

The Group classifies its financial assets into one of the categories discussed below, depending on the purpose for which the asset was acquired. The Group's accounting policy for each category is as follows:

Fair Value through Profit or Loss (FVTPL)

Non-derivative financial assets comprising the Group's strategic financial investments in entities not qualifying as subsidiaries or jointly controlled entities. These assets are classified as financial assets at fair value through profit or loss. They are carried at fair value with changes in fair value recognised through the income statement. Where there is a significant or prolonged decline in the fair value of a financial investment (which constitutes objective evidence of impairment), the full amount of the impairment is recognised in the income statement.

Due to the nature of these assets being unlisted investments or held for the longer term, the investment period is likely to be greater than 12 months and therefore these financial assets are shown as non-current assets in the Statement of financial position.

Amortised Cost

These assets comprise the types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest.

The Group's financial assets measured at amortised cost comprise trade and other receivables, convertible debenture receivables and cash and cash equivalents in the consolidated statement of financial position. Cash and cash equivalents include cash in hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less, and - for the purpose of the statement of cash flows - bank overdrafts.

(a) Recognition and measurement

Amortised cost

Regular purchases and sales of financial assets are recognised on the trade date at cost - the date on which the Group commits to purchasing or selling the asset. Financial assets are derecognized when the rights to receive cash flows from the assets have expired or have been transferred, and the Group has transferred substantially all of the risks and rewards of ownership.

Fair value through the profit or loss

Financial assets that do not meet the criteria for being measured at amortised cost or FVTOCI are measured at FVTPL. The Group holds equity instruments that are classified as FVTPL as these were acquired principally for the purpose of selling.

Financial assets at FTVPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss. Fair value is determined by using market observable inputs and data as far as possible. Inputs used in determining fair value measurements are categorised into different levels based on how observable the inputs used in the valuation technique utilised are (the 'fair value hierarchy'):

- Level 1: Quoted prices in active markets for identical items (unadjusted)

- Level 2: Observable direct or indirect inputs other than Level 1 inputs

- Level 3: Unobservable inputs (i.e. not derived from market data).

The classification of an item into the above levels is based on the lowest level of the inputs used that has a significant effect on the fair value measurement of the item. Transfers of items between levels are recognised in the period they occur.

The Group measures its investments in quoted shares using the quoted market price.

(b) Impairment of financial assets

The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original EIR. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables (not subject to provisional pricing) and other receivables due in less than 12 months, the Group applies the simplified approach in calculating ECLs, as permitted by IFRS 9. Therefore, the Group does not track changes in credit risk, but instead, recognises a loss allowance based on the financial asset's lifetime ECL at each reporting date.

Impairment provisions for receivables from related parties and loans to related parties are recognised based on a forward-looking expected credit loss model. The methodology used to determine the amount of the provision is based on whether there has been a significant increase in credit risk since initial recognition of the financial asset, based on analysis of internal or external information. For those where the credit risk has not increased significantly since initial recognition of the financial asset, twelve month expected credit losses along with gross interest income are recognised. For those for which credit risk has increased significantly, lifetime expected credit losses along with the gross interest income are recognised. For those that are determined to be credit impaired, lifetime expected credit losses along with interest income on a net basis are recognised.

The Group considers a financial asset in default when contractual payments are 180 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows and usually occurs when past due for more than one year and not subject to enforcement activity.

At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

(d) Derecognition

The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.

On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. This is the same treatment for a financial asset measured at FVTPL.

2.16. Financial Investments

Non-derivative financial assets comprising the Group's strategic financial investments in entities not qualifying as subsidiaries, associates or jointly controlled entities. These assets are classified as financial assets at fair value through profit or loss. They are carried at fair value with changes in fair value recognised through the income statement. Where there is a significant or prolonged decline in the fair value of a financial investment (which constitutes objective evidence of impairment), the full amount of the impairment is recognised in the income statement.

Listed investments are valued at closing bid price on 30 June 2023. Unlisted investments that are not publicly traded and whose fair value cannot be measured reliably, are measured at cost loss less impairment.

2.17. Equity

Equity comprises the following:

· "Share capital" represents the nominal value of the Ordinary shares;

· "Share Premium" represents consideration less nominal value of issued shares and costs directly attributable to the issue of new shares;

· "Reverse asset acquisition reserve" represents the retained losses of the Company before acquisition and the Company equity at reverse acquisition.

· "Other reserves" represents the foreign currency translation reserve, warrant reserve and share option reserve where;

o "Foreign currency translation reserve" represents the translation differences arising from translating the financial statement items from functional currency to presentational currency;

o "Warrant reserve" represents share warrants awarded by the Group;

o "Share option reserve" represents share options awarded by the Group;

· "Retained earnings" represents retained losses.

2.18. Share based payments

The Group operates an equity-settled, share-based scheme under which the Group receives services from employees or contractors as consideration for equity instruments (options and warrants) of the Group. The fair value of the third-party suppliers' services received in exchange for the grant of the options is recognised as an expense in the Income Statement or charged to equity depending on the nature of the service provided. The value of the employee services received is expensed in the Income Statement and its value is determined by reference to the fair value of the options granted:

• including any market performance conditions;

• excluding the impact of any service and non-market performance vesting conditions (for example, profitability or sales growth targets, or remaining an employee of the entity over a specified time period); and

• including the impact of any non-vesting conditions.

The fair value of the share options and warrants are determined using the Black Scholes valuation model.

Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. The total expense or charge is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each reporting period, the entity revises its estimates of the number of options that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in the Income Statement or equity as appropriate, with a corresponding adjustment to a separate reserve in equity.

When the options are exercised, the Group issues new shares. The proceeds received, net of any directly attributable transaction costs, are credited to share capital (nominal value) and share premium when the options are exercised.

2.19. Taxation

No current tax is yet payable in view of the losses to date for all entities in the Group apart from Cloudbreak Exploration Inc., who had a tax payable amount of $19,641 CAD (£12,178) for the year.

Deferred tax is recognised for using the liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill; deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.

In principle, deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets (including those arising from investments in subsidiaries), are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised.

Deferred income tax assets are recognised on deductible temporary differences arising from investments in subsidiaries only to the extent that it is probable the temporary difference will reverse in the future and there is sufficient taxable profit available against which the temporary difference can be used.

Deferred tax liabilities will be recognised for taxable temporary differences arising on investments in subsidiaries except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

Deferred tax is calculated at the tax rates (and laws) that have been enacted or substantively enacted by the statement of financial position date and are expected to apply to the period when the deferred tax asset is realised or the deferred tax liability is settled.

Deferred tax assets and liabilities are not discounted.

3. Financial risk management

The Group's activities expose it to a variety of financial risks: market risk (foreign currency risk, price risk and interest rate risk), credit risk and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group's financial performance. None of these risks are hedged.

Risk management is carried out by the Canadian based management team under policies approved by the Board of Directors.

3.1. Treasury policy and financial instruments

During the years under review, the financial instruments were cash and cash equivalents, shares in listed and unlisted companies and other receivables which were or will be required for the normal operations of the Group.

The Group operates informal treasury policies which include ongoing assessments of interest rate management and borrowing policy. The Board approves all decisions on treasury policy.

The Group has raised funds to finance future activities through the placing of shares, placing of shares via the Crescita Capital LLC draw down facility, together with share options and warrants. There are no differences between the book value and fair value of the above financial assets. The risks arising from the Group's financial instruments are liquidity and interest rate risk. The Directors review and agree policies for managing these risks and they are summarised below:

Unlisted investments

The Company is required to make judgments over the carrying value of investments in unquoted companies where fair values cannot be readily established and evaluate the size of any impairment required. It is important to recognise that the carrying value of such investments cannot always be substantiated by comparison with independent markets and, in many cases, may not be capable of being realised immediately. Management's significant judgement in this regard is that the value of their investment represents their cost less previous impairment.

Market risk & foreign currency risk

The Group is exposed to market risk, primarily relating to interest rate and foreign exchange movements. The Group does not hedge against market or foreign exchange risks as the exposure is not deemed sufficient to enter into forwards or similar contracts.

Credit risk

Credit risk arises from cash and cash equivalents as well as outstanding receivables. The amount of exposure to any individual counter party is subject to a limit, which is assessed by the Board.

The Group considers the credit ratings of banks in which it holds funds in order to reduce exposure to credit risk.

Liquidity risk and interest rate risk

The Group seeks to manage financial risk, to ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. This is achieved by the close control by the Directors of the Group in the day-to-day management of liquid resources. Cash is invested in deposit accounts which provide a modest return on the Group's resources whilst ensuring there is limited risk of loss to the Group.

3.2. Capital risk management

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

4. Critical accounting estimates and judgements

The preparation of the Financial Information in conformity with IFRSs requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Financial Information and the reported amount of expenses during the year. Actual results may vary from the estimates used to produce this Financial Information.

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Significant items subject to such estimates and assumptions include, but are not limited to:

Share based payment transactions

The Group has made awards of options and warrants over its unissued share capital to certain Directors and employees as part of their remuneration package. Certain warrants have also been issued to shareholders as part of their subscription for shares and to suppliers for various services received.

The valuation of these options and warrants involves making a number of critical estimates relating to price volatility, future dividend yields, expected life of the options and forfeiture rates.

Classification of royalty arrangements: initial recognition and subsequent measurement

The Directors must decide whether the Group's royalty arrangements should be classified as:

· Intangible assets in accordance with IAS 38 Intangible Assets; or

· Financial assets in accordance with IFRS 9 Financial Instruments

The Directors use the following selection criteria to identify the characteristics which determine which accounting standard to apply to each royalty arrangement:

Type 1 - Intangible assets: Royalties, are classified as intangible assets by the Group. The Group considers the substance of a simple royalty to be economically similar to holding a direct interest in the underlying mineral asset. Existence risk (the commodity physically existing in the quantity demonstrated), production risk (that the operator can achieve production and operate a commercially viable project), timing risk (commencement and quantity produced, determined by the operator) and price risk (returns vary depending on the future commodity price, driven by future supply and demand) are all risks which the Group participates in on a similar basis to an owner of the underlying mineral licence. Furthermore, in a royalty intangible, there is only a right to receive cash to the extent there is production and there are no interest payments, minimum payment obligations or means to enforce production or guarantee repayment. These are accounted for as intangible assets under IAS-38.

Type 2 - Financial royalty assets (royalties with additional financial protection): In certain circumstances where the risk is considered too high, the Group will look to introduce additional protective measures. This has taken the form of minimum payment terms. Once an operation is in production, these mechanisms generally fall away such that the royalty will display identical characteristics and risk profile to the intangible royalties; however, it is the contractual right to enforce the receipt of cash which results in these royalties being accounted for as financial assets under IFRS 9. There are currently no royalties classified as financial royalty assets.

Estimated impairment of convertible loan notes receivable & Convertible debenture receivables

Anglo African Minerals Plc ('AAM')

The Group has assessed whether the AAM convertible loan notes receivable which has been previously fully impaired in the prior year, should remain impaired in the current year or be reversed. They have reassessed this asset and determined that there are no conditions to reverse the impairment.

G2 Energy Corp. ("G2")

The Group also assessed whether the G2 convertible debenture receivable should be impaired and based on the current production levels and the programme at the Masten Unit Energy Project, they have determined it should not be impaired as G2, through the funding from the Company, now have the funds required to undertake the exploration activity and advance the project. The terms of the debenture is still being met by both parties and G2 are paying the necessary interest payments. The directors assessed this debenture in accordance with IFRS and concluded it is a financial asset accounted for as amortised cost as the financial asset is held within a business model with the objective to hold and collect the contractual cash flows which is in the form of interest and principal payments. As part of the debenture agreement, the Group received a 3.25% Overriding Royalty Interest in the project which has limited production and revenues. In accordance with IFRS the directors has assessed the royalty interest and accounted for it as intangible assets in accordance with IAS 38 because there is only a right to receive cash to the extent there is production and there are no interest payments, minimum payment obligations or means to enforce production or guarantee repayment. These are accounted for as intangible assets under IAS 38. The directors considered the fair value of the royalty assets which they receive in exchange as part of the debenture agreement for which they did not pay any consideration. Fair value is determined based on discounted cash flow models (and other valuation techniques) using assumptions considered to be reasonable and consistent with those that would be applied by a market participant. The determination of assumptions used in assessing fair values is subjective and the use of different valuation assumptions could have a significant impact on financial results. The current royalty covers a very small production site. During the year ended 30 June 2023, £35k was received, with a total of £61k being received to date from this royalty. Following their assessment, the directors concluded that the fair value of the royalty agreement was not material and has not been recognised as intangible asset. As part of the debenture agreement, the Group received 6,500,000 warrants for G2, however management have deemed that these warrants have no material value at this stage as the assets held by G2 are predominantly made up of early-stage exploration and production assets which currently producing limited amounts of revenue. The group is in regular communication with G2 and is monitoring the results of its exploration activities that will be undertaken as the result of the funding by the Group to G2.

Texas Legacy Exploration LLC ("Texas Legacy")

The Group assessed whether the Texas Legacy convertible debenture receivable should be impaired and based on the programme at the Butte Strawn Energy Project, they have determined it should not be impaired as Texas Legacy have the funds required to undertake the exploration activity and proceed with their projects. During the year, after review from the Group, it was agreed that the principal value of the debenture should be reduced from $1,500,000 USD to $600,000 USD with no further obligations for the Group. As part of the revised debenture agreement, the Group have the option to receive a 2% overriding royalty in lieu of cash of all the outstanding principal amount of the debenture.

Unlisted investments

The Group is required to make judgments over the carrying value of investments in unquoted companies where fair values cannot be readily established and evaluate the size of any fair value movement required. It is important to recognise that the carrying value of such investments cannot always be substantiated by comparison with independent markets and, in many cases, may not be capable of being realised immediately. Management's significant judgement in this regard is that the value of their investment represents their cost value. This valuation method was considered the most appropriate by management due to the limited information available related to the unlisted investments as at 30 June 2023. Management have assessed whether any fair value movement on the unlisted investments is required at 30 June 2023 and have determined that none is required.

Recovery of other receivables

Included in other receivables is an amount of £140,000 as at 30 June 2023 in respect of unpaid ordinary share capital issued on 3 June 2021. The Directors plan to take action to recover the amount owed and believe that the amount will be recovered in full in due time, but because this outcome is not certain and the balance has been owed for an extended period of time, a provision for bad debt for the full amount has been implemented.

Valuation of exploration and evaluation assets

Exploration and evaluation costs have a carrying value of 30 June 2023 of £236,518 (2022: £78,694). Such assets have an indefinite useful life as the Group has the right to renew exploration licenses or options and the asset is only amortised once extraction of the resource commences. The value of the Group's exploration and evaluation expenditure will be dependent upon the success of the Group in discovering economic and recoverable resources, especially in the countries of operation where political, economic, legal, regulatory and social uncertainties are potential risk factors. The future revenue flows relating to these assets is uncertain and will also be affected by competition, relative exchange rates and potential new legislation and related environmental requirements. The Group's ability to continue its exploration programs and develop its projects is dependent on future fundraisings and utilising the Crescita Capital LLC drawdown facility. The ability of the Group to continue operating within some of the jurisdictions contemplated by management is dependent on a stable political environment which is uncertain based on the history of the country. This may also impact the Group's legal title to assets held which would affect the valuation of such assets. There have been no changes made to any past assumptions.

The Directors have undertaken a review to assess whether circumstances exist which could indicate the existence of impairment as follows:

• The Group no longer has title to mineral leases or the title will expire in the near future and is not expected to be renewed.

• A decision has been taken by the Board to discontinue exploration due to the absence of a commercial level of reserves.

• Sufficient data exists to indicate that the costs incurred will not be fully recovered from future development and participation.

Following their assessment, the Directors concluded that an impairment charge of £12,636 (2022: Nil) was necessary. This impairment arose as a result of the termination of the Stateline property option agreement by Volt lithium.

5. Intangible assets

As at June 30, 2023, the Group's exploration and evaluation assets are as follows:

	Group
Exploration & Evaluation Assets	30 June 2023 £	30 June 2022 £
South Timmins, British Columbia	1	1
Klondike Property	-	1
Atlin West Property	1	1
Yak Property	1	1
Stateline Property	-	13,013
Rizz Property	1	6,053
Icefall Property	1	9,018
Northern Treasure Property	111,023	34,638
Silver Vista Property, British Columbia	-	1
Silver Switchback Property, British Columbia	-	1
Rupert Property, British Columbia	1	15,966
Apple Bay Property, British Columbia	1	-
Foggy Mountain, British Columbia	43,220	-
Bobcat Property, Idaho	48,183	-
Elk Creek, Pennsylvania	34,085	-
As at June 30	236,518	78,694

As at June 30, 2023, the Group's reconciliation of exploration and evaluation assets are as follows:

	Group
Exploration & Evaluation Assets	30 June 2023 £	30 June 2022 £
Cost
As at 1 July	78,694	30,679
Additions	222,667	139,294
Disposals	(47,206)	(97,508)
Impairments	(12,636)	-
Net proceeds from sale	-	1
Forex movement	(5,001)	6,228
As at June 30	236,518	78,694

South Timmins Property, Canada

During the year ended June 30, 2021, the Group paid $27,540 CAD (£16,080) in asset staking costs to acquire twelve mineral titles in Ontario, Canada known as the South Timmins property.

On 23 September 2021, the Group entered into an option agreement with 1315956 BC Ltd, under which 1315956 BC Ltd may acquire up to a 100% interest in the Group's South Timmins property subject to a 1% net smelter return ("NSR") to the Group. In order for 1315956 BC Ltd to fully exercise the option on the South Timmins Property, they must pay the Group an aggregate of $495,000 CAD, issue 2,250,000 common shares of 1315956 BC Ltd and incur exploration expenses of $1,515,000 with a minimum of $265,000 CAD in the first year.

To date, the Group has received cash payments of $270,000 (£157,579) and 500,000 shares in relation to the option payments due under the agreement.

No payments due during the 2023 FY.

Silver Switchback Property, Canada

On May 8, 2020, the Group entered into an option agreement to purchase 100% of the rights to the Silver Switchback Property located in British Columbia, Canada. To earn a 100% interest, the Group must make aggregate cash payments of $75,000 CAD ($15,000 CAD paid - £8,850), issue 1,850,000 shares (250,000 shares issued at a value of $40,000 CAD - £23,356) in the Group and incur work commitments on the property of $475,000 CAD over three years. The property is subject to a 2% NSR which the Group may re-purchase 1.5% for $1,250,000 CAD.

On August 27, 2020, the Group entered into an option agreement with Norseman, under which Norseman may acquire up to a 100% interest in the Group's Silver Switchback Property subject to a 1% NSR to the Group. In order for Norseman to fully exercise the option on the Silver Switchback Property, they must pay the Group $30,000 CAD (received), issue 750,000 common shares and assume certain obligations due to the original vendor over three years. Norseman will have the right to repurchase one-half (0.5%) of the NSR from the Group for $500,000 CAD. The Group has received cash payments of $30,000 CAD and 750,000 Norseman shares in relation to the option payments due under the agreement.

During the year ended 30 June 2023, the option was cancelled, and the property was terminated.

Silver Vista, Canada

On May 8, 2020, the Group entered into an option agreement to purchase 100% of the rights to the Silver Vista Property located in British Columbia, Canada. To earn a 100% interest, the Group will need to make aggregate cash payments of $65,000 CAD ($20,000 CAD paid - £11,678), issue 1,375,000 shares (370,000 shares issued at a value of $75,000 CAD - £43,793) in the Group and incur work commitments on the property of $275,000 CAD, over three years. The property is subject to a 2% NSR which the Group may acquire one-half (1%) for $1,000,000 CAD.

During the year ended June 30, 2021, the Group made a payment of $80,000 CAD (£46,713) to a prior optionor to fulfil prior option agreement obligation.

On September 21, 2020, the Group entered into an option agreement with Norseman, under which Norseman may acquire up to a 100% interest in the Group's Silver Vista Property subject to a 1% NSR payable to the Group. In order for Norseman to fully exercise the option on the Silver Switchback Property, they must pay the Group $50,000 CAD (received - £29,500), and issue 2,000,000 common shares (received and valued at $40,000 CAD - £23,600). Norseman will have the right to repurchase one-half (0.5%) of the NSR for $500,000 CAD.

During the year ended 30 June 2023, the option was cancelled, and the property was terminated.

Rupert, Canada

On September 11, 2018, the Group entered into an asset purchase agreement with a company controlled by a director of the Group and two unrelated persons to purchase the Rupert Property, located in British Columbia, Canada. As consideration for the property, the Group issued 2,000,000 common shares valued at $100,000 CAD (£59,000) and granted a 2% NSR. At any time, 1% of the NSR can be purchased by the Group for $1,500,000 CAD. Of the common shares issued to acquire the property, 1,000,000 were issued to a company that was controlled by a director of the Group. The Group also agreed to incur aggregate expenditures on the property of $800,000 ($100,000 CAD - £59,000 incurred).

On December 11, 2020, the Group sold the Rupert Property to Buscando Resources Corp. ("Buscando"), a company with a director in common. Payments to be received by the Group are as follows:

• $150,000 CAD in total cash payments with $25,000 CAD (£14,750) on closing (received), $50,000 CAD on or before 12 months after Buscando is listed on a public exchange (still owing at 30 June 2023), $75,000 CAD on or before 24 months after Buscando is listed on a public exchange;

• 3,750,000 shares in total issued to the Group with 1,000,000 shares issued on closing (received and valued at $50,000 CAD - £29,500), 1,250,000 on or before 12 months after Buscando is listed on a public exchange (received and valued at $125,000 CAD - £74,653), 1,500,000 on or before 24 months after Buscando is listed on a public exchange; and

• $200,000 expenditures incurred on the property with $100,000 CAD on or before 12 months after Buscando is listed on a public exchange, $100,000 CAD on or before 24 months after Buscando is listed on a public exchange.

As a result of the sale to Buscando, the original vendors waived the exploration commitments required by the Group under the September 11, 2018, agreement.

During the 2023FY, $50,000 CAD (£29,862) was due as a cash payment and is still owed to the Group in relation to the option payments due under the agreement.

Atlin West, Canada

On August 9 2021, the Group entered into an option agreement with 1315843 BC Ltd to purchase 100% of the rights to the Atlin West Project located in British Columbia, Canada. To earn a 100% interest, 1315843 BC Ltd make aggregate cash payments of $700,000 CAD, issue 8,000,000 shares in 1315843 BC Ltd and make payments of $325,000 over a three-year period to Cloudbreak. Upon completion of the work Cloudbreak will transfer 100% interest. Cloudbreak will retain a net 2% NSR. The Group has previously received cash payments of $100,000 CAD and 3,000,000 shares in relation to the option payments due under the agreement.

No payments due during the 2023 FY.

Yak, Canada

On October 13 2021, the Group entered into an option agreement with Moonbound Mining Ltd ('Moonbound'). In respect of the Yak Project located in British Columbia, Canada. Moonbound will issue Cloudbreak 2,700,000 common shares and make aggregate cash payments of $145,000 CAD over a three-year period. Additionally, Moonbound will commit to spending up to $700,000 CAD in exploration expenditure on the property and enter into a public transaction within six months of the agreement. Upon completion of the obligations, Cloudbreak will transfer 100% interest and retain a net 2% NSR. The Group has previously received cash payments of $35,000 CAD (£20,903) and 700,000 shares in relation to the option payments due under the agreement.

No payments due during the 2023 FY.

Klondike, United States

On July 15 2021, the Group entered into the Klondike project based in Colorado, United States, with Alianza Minerals Ltd.

On December 7 2021, Cloudbreak and Alianza Minerals entered into an option agreement with Volt Lithium Corp. (formerly known as Allied Copper Corp.) for the advancement of the Klondike project. Volt Lithium will issue Cloudbreak and Alianza 7,000,000 common shares and make a total of $400,000 CAD in cash payments over a three-year period. Upon completion of the obligations, the alliance will transfer 100% interest in the Klondike project to Volt Lithium. Volt Lithium will also issue 3,000,000 warrants exercisable for a 36-month term. To date, the Group has received cash payments of $200,000 CAD and 2,000,000 shares in relation to the option payments due under the agreement.

On 2 February 2023, the option agreement was terminated by Volt Lithium so no further payments will be received.

Stateline, United States

On February 9 2022, Cloudbreak and Alianza Minerals entered into an option agreement with Volt Lithium Corp (formerly known as Allied Copper Corp) in respect of the Stateline Project in Colorado, United States. Volt Lithium will issue the alliance 4,250,000 common shares over a three-year period and make aggregate cash payments of $315,000 CAD ($40,000 CAD paid) with a further $50,000 CAD due on closing. Additionally, Volt Lithium will commit to spending up to £3,750,000 CAD in exploration expenditure on the property over three years. The alliance will retain a net 2% NSR, not subject to a buy down provision.

On August 9 2022, Cloudbreak and Alianza Minerals agreed to amend the terms of the Stateline option agreement with Volt Lithium entered into on 9 February 2022. Under the modified terms, Volt Lithium will be able to delay the issuance of shares and warrants whilst keeping the agreement in good standing. Outstanding Volt Lithium shares will become payable to Alianza and Cloudbreak as either party reduces its equity holding through sale or other type of divesture, or if additional shares are issued in Volt Lithium which would dilute either party's holdings. Up to 30 June 2022, the Group has received cash payments of $65,000 CAD and 250,000 shares in relation to the option payments due under the agreement.

To date, the Group has received cash payments of $25,000 CAD (£14,931) and 250,000 shares in relation to the option payments due under the agreement.

No payments due during the 2023 FY.

On 11 August 2023, the option agreement was terminated by Volt Lithium so no further payments will be received.

Icefall, Canada

On March 3 2022, the Group entered into an option agreement with 1311516 BC Ltd in respect of the Icefall Project in British Colombia, Canada. 1311516 BC Ltd will issue 2,000,000 common shares to Cloudbreak's subsidiary Cloudbreak Exploration Inc. and make an aggregate of $120,000 CAD in cash payments to the Group. Additionally, 1311516 will commit to spending up to £700,000 CAD in exploration expenditure on the property over three years. This will need to be done to earn an interest of 75% in the project. Upon completion of the terms Cloudbreak and 1311516 BC Ltd will enter a joint venture in which each party will be responsible for its pro-rata share of expenditures on the project. Up to 30 June 2022, the Group has received cash payments of $25,000 CAD and 2,000,000 shares in relation to the option payments due under the agreement.

During the 2023FY, $25,000 CAD (£14,931) was due as a cash payment and is still owed to the Group of in relation to the option payments due under the agreement.

Rizz, Canada

On February 25 2022, the Group entered into an option agreement with 1311516 BC Ltd in respect of the Rizz Project in British Colombia, Canada. 1311516 BC Ltd will issue 3,000,000 common shares to Cloudbreak and make an aggregate of $120,000 CAD in cash payments to the Group. Additionally, 1311516 BC Ltd will commit to spending up to $750,000 CAD in exploration expenditure on the property over three years. This will need to be done to earn an interest of 75% in the project. Upon completion of the terms, Cloudbreak and 1311516 BC Ltd will enter a joint venture in which each party will be responsible for its pro-rata share of expenditures on the project. Up to 30 June 2022, the Group received cash payments of $25,000 CAD and 3,000,000 shares in relation to the option payments due under the agreement.

During the 2023FY, $25,000 CAD (£14,931) was due as a cash payment and is still owed to the Group of in relation to the option payments due under the agreement.

Northern Treasure, Canada

During 2022, the Group staked the Northern Treasure property for $50,645 CAD which is located in Northern British Columbia. The Company continues to actively explore this property and look for a partner to develop the property further.

On 28 October 2022, Cloudbreak announced that Precision GeoSurveys has completed a high-resolution helicopter-borne magnetic survey over the Northern Treasure Project in British Columbia.

Foggy Mountain, Canada

In April 2022, the Group staked the Foggy Mountain property which is located in Central British Columbia.

On 19 October 2022, Cloudbreak announced that that it has completed a reconnaissance surface programme at the property. The Company continues to actively explore this property and look for a partner to develop the property further.

Bobcat, United States

On 6 December 2022, the Group entered a holding and cost share agreement with Longford Capital Corp pertaining to the holding, exploration, operations and development of the Bob Cat property in Idaho. The Group acquired 50% interest in the property for $60,000 USD (£47,517).

Elk Creek, United States

On 21 November 2022, the Group acquired an oil and gas lease for $43,157 USD (£34,178), for a property based in Pennsylvania, USA. The lease gives the Group full permission to conduct any and all due diligence on the leased premises, which includes inspections, tests, environmental assessments, soil studies, surveys and more.

6. Investments in subsidiary undertakings

	Company
	30 June 2023 £	30 June 2022 £
Shares in Group Undertakings
At beginning of period	7,252,886	6,485,487
Additions	-	5,008
Shares transferred to CEI	(5,000)	-
Impairments	(6,056,544)	-
At end of period	1,191,342	6,490,495
Loans to group undertakings	805,706	762,391
Total	1,997,048	7,252,886

Following the Directors intangible asset impairment assessment using the discounted cash flow model, the Directors concluded that the impairment of the investment in and the loan receivable from Cloudbreak Exploration Inc with a carrying value of £7,922,540 be impaired to £1,865,996. The full amount of the impairment has been allocated to the investment in subsidiary. The need for the impairment was a result of a reduction in exploration assets and investments since the original valuation in June 2021.

Investments held by Company

	Company
	30 June 2023 £	30 June 2022 £
At beginning of the period	68,056	107,679
Shares transferred to CEI	(68,056)	-
G2 Energy Corp	58,007	-
Fair value movement	(14,961)	(39,623)
Total	43,046	68,056

Subsidiaries

Details of the subsidiary undertakings at 30 June 2023 are as follows:

Name of subsidiary	Registered office address	Country of incorporation and place of business	Proportion of ordinary shares held by parent (%)	Proportion of ordinary shares held by the Group (%)	Nature of business
Imperial Minerals (UK) Limited	6th Floor, 60 Gracechurch Street, London, EC3V 0HR	United Kingdom	100%	100%	Dormant
Cloudbreak Exploration Inc.	Suite 520/999 West Hastings Street, Vancouver BC V6C2W2	Canada	100%	100%	A mineral property project generator
Cloudbreak Discovery (US) Ltd.	1209 Orange Street, Wilmington, New Castle, Delaware, 19801	USA	100%	100%	Mineral exploration projects
Kudu Resources Limited	12 New Fetter Lane, London, United Kingdom, EC4A 1JP	United Kingdom	100%	100%	Mineral exploration projects
Cloudbreak Energy (US) Ltd.	1209 Orange Street, Wilmington, New Castle, Delaware, 19801	USA	100%	100%	Oil and Gas acquisitions
Kudu Resources Guinea	Coleah Domino, 1^st Floor, Office B, BF 4370, Commune De Matam, Conakry	Guinea	100%	100%	Mineral exploration projects

Investments held by subsidiaries

Financial assets at fair value through profit or loss are as follows:

	Level 1 £	Level 2 £	Level 3 £	Total £
30 June 2022	1,900,685	-	168,617	2,069,302
Additions	236,198	-	-	236,198
Disposals	(677,311)	-	(89)	(677,400)
Fair value changes	309,896	-	-	309,896
Realised loss on investments	(866,421)	-	-	(866,421)
Foreign exchange	(131,322)	-	(48,998)	(180,320)
30 June 2023	771,725	-	119,530	891,255

As at June 30, 2023, investments were classified as held for trading and recorded at their fair values based on quoted market prices (if available). Investments that do not have quoted market prices are measured at cost less impairment due to the limited amount of information available related to the fair value of the investments.

Calidus Resources Corp. and Canary Biofuels Inc. are Level 3 investments, all other investments listed below are Level 1.

Imperial Helium Corp.

On April 20, 2020, the Group purchased 450,000 preferred shares in Imperial Helium Corp. for $45 CAD (£26). On December 15, 2020, 45,000 of these preferred shares were converted into common shares for no additional consideration. On December 11, 2020, the Group purchased $110,000 CAD (£66,138) in Imperial Helium Corp. convertible debenture notes that yielded 10%. On May 18, 2021, the convertible debenture converted into 575,767 ordinary shares of Imperial Helium Corp.

During the year ended 30 June 2023, the Group sold their shares in Royal Helium Corp (formerly known as Imperial Helium Corp) for a total of $150,503 CAD (£89,884).

Temas Resources Corp.

On September 23, 2020, the Group sold its La Blache property to Temas Resources Corp. ("Temas") for a cash payment of $30,000 CAD (£17,517) and 10,000,000 Temas shares which had a value at the time of $2,000,000 CAD (£1,167,815). The Group retained a 2% NSR on the La Blache property. The Temas shares are subject to pooling restrictions with 2,500,000 Temas shares released March 23, 2021, and 7,500,000 Temas released September 23, 2021. In 2022, the Group sold 29,000 shares for $2,020 CAD (£1,290).

During the year ended 30 June 2023 the Group sold 457,000 of their shares in Temas Resources for a total of $28,474 CAD (£17,006) and had a share consolidation with a ratio of 9:1. At 30 June 2023, the fair value of the Temas Resources shares was $147,996 CAD (£88,230).

Norseman Silver Inc.

On 23 August 2021, the Group received 380,000 shares in Norseman from the option agreement for the Silver Switchback property for $129,200 CAD (£74,235).

On 31 May 2021, the Group received 1,000,000 shares in Norseman from the option agreement for the Caribou property for $170,000 CAD (£108,575).

During the year ended 30 June 2022, the Group sold 1,766,500 shares in Norseman for a total of $352,002 CAD (£208,888).

During the year ended 30 June 2023, the Group received 1,200,000 warrants and sold their shares in Norseman for a total of $528,200 CAD (£315,455).

Buscando Resources Corp.

On December 31, 2020, the Group sold the Rupert property to Buscando, in exchange for 1,000,000 shares in Buscando at a value of $50,000 CAD (£29,195).

During the year ended 30 June 2022, the Group purchased an additional 50,000 shares in Buscando for a total of $6,840 CAD (£4,305)

During the year ended 30 June 2023, the Group purchased 10,000 shares for a total of $1,080 CAD (£645) and received 1,250,000 shares for $0.10 CAD each from the Rupert Property option agreement.

At 30 June 2023, fair value of the Buscando shares is $246,000 CAD (£146,657).

Linceo Resources Corp.

On August 17, 2019, the Group sold the Granny Smith and Fuji mineral claims to Linceo Media Group ("Linceo"), a company with a director in common, for 4,000 shares in Linceo at a value of $47,600 CAD (£27,793) and retained a 2.5% NSR on each property. During the year ended June 30, 2021, the Group impaired the shares in Linceo to $1. Management assessed the value at year end and confirmed there is no further changes to the fair value of the Linceo shares.

AAM shares

On June 2, 2021, the Group acquired 12,500,000 AAM share purchase warrants that had a conversion price of $0.03 USD and expiry date of July 1, 2021 and acquired 11,000,000 AAM ordinary shares. The Group issued 1,200,000 ordinary shares to acquire the 12,500,000 AAM share purchase warrants (£36,000 value) and 3,520,000 ordinary shares (£105,600 value) to acquire the 11,000,000 AAM ordinary shares. The warrants expired on July 1, 2021, with the £36,000 impaired to $1. During the year ended June 30, 2021, the Group impaired the shares in AAM to $1. Management assessed the value at year end and confirmed there is no further changes to the fair value of the AAM shares.

Moonbound Mining Ltd

On October 13 2021, the Group received 700,000 shares from Moonbound Mining Ltd. from the option agreement for the Yak property for $35,000 CAD (£20,638.70).

During the year ended 30 June 2023, the Group sold their shares in Moonbound Mining for a total of $75,843 CAD (£45,295).

Power Group Project Ltd.

On October 1, 2021, the Group took part in a private placement with 1315843 BC Ltd whereby the Company purchased 2,350,000 shares at a price of $0.0001 per share which had a value of $235 CAD (£137) when received.

On October 1, 2021, the Group received 3,000,000 shares from 1315843 BC Ltd. in relation to the option agreement with 1315843 BC Ltd for the West Atlin property. The 1315843 BC Ltd shares had a value of $300 CAD (£175) when received.

In December 2021, 1315843 BC Ltd. was acquired by Power Group Projects Ltd. ("PGP") with the 5,350,000 held in 1315843 BC Ltd. exchanged for 5,350,000 PGP shares.

During the year ended 30 June 2023, the Group received 10,350,000 shares in Power Group Projects from a share transfer from Mary Yelich related to shares that were owed to the Group, and a share conversion from 1311516 BC Ltd.

At 30 June 2023, fair value of the Power Group Projects shares is $153,500 CAD (£91,512).

Calidus Resources Corp.

On September 1, 2021, the Group received 500,000 shares from Calidus Resources Corp. for the option agreement for the South Timmins property for $500 CAD (£320).

This is a level 3 investment, with no public information available so management have kept the value at cost.

Prosper Africa Resources Ltd.

On March 7, 2022, the Group purchased 1,500,000 shares from Prosper Africa Resources Ltd. for $150 CAD (£96). Management assessed the value at 30 June 2022 and confirmed there is no further changes to the fair value of the Prosper Africa Resources shares.

During the year ended 30 June 2023, this investment was written off by the Group.

Volt Lithium Corp (formerly known as Allied Copper Corp.)

On 3 February 2022, the Group received 1,000,000 shares from Volt Lithium Corp. from the option agreement for the Klondike project for $225,000 (£130,661).

During the year ended 30 June 2023, the Group sold 959,500 shares in Volt Lithium Corp. for a total of $249,082 CAD (£148,758).

At 30 June 2023, fair value of the Volt Lithium Corp. shares is $75,530 CAD (£45,029).

Canary Biofuels Inc.

On 28 June 2022, the Group purchased 59,700 shares from Canary Biofuels Inc. for $200,095 (£127,753). This is a level 3 investment, with no public information available so management have kept the value at cost..

At 30 June 2023, the cost of the Canary Biofuels Inc. shares is $200,095 CAD (£119,230).

Alchemist Mining Inc.

On 14 January 2022, the Group purchased 1,250,000 shares from Alchemist Mining Inc. for $93,750 (£54,184).

During the year ended 30 June 2023, the Group sold 305,000 shares in Alchemist mining for a total of $106,022 (£63,319). At 30 June 2023, fair value of the Alchemist Mining shares is $614,250 (£366,194).

1311516 B.C. Ltd

On 3 March 2022, the Group received 3,000,000 shares from 1311516 B.C. Ltd from the option agreement for the Rizz property for $5,010 CAD (£2,963).

On 9 March 2022, the Group received 2,000,000 shares from 1311516 B.C. Ltd from the option agreement for the Icefall property for $3,340 CAD (£1,978).

Management assessed the value at year end and confirmed there is no further changes to the fair value of the 1311516 B.C. Ltd shares.

G2 Energy Corp.

During the year ended 30 June 2023, the Group received 6,017,000 shares from G2 Energy Corp. 5,110,000 of these shares were received in place of the quarterly interest that was due to be paid to the Group as part of the debenture agreement entered on 31 May 2022, and 907,000 of the shares were received for legal fees covered by the Group, for G2.

At 30 June 2023, fair value of the G2 Energy Corp. shares is $72,204 CAD (£43,046).

7. Royalty Asset

Apple Bay Property, Canada

On April 5, 2017, the Group purchased a 1.50% production royalty on the Apple Bay property located in British Columbia, Canada. The production royalty was purchased for 3,000,000 shares of the Group at a deemed value of $0.10 CAD (£0.058) per share from a company controlled by the CEO of the Group. During the year ended June 30, 2021, the Group determined that the royalty was impaired and reduced the balance to £1. As at June 30, 2023, included in Royalty Assets is £1 (June 30, 2022 - £1) attributed to the Apple Bay property.

8. Debentures Receivable

	Group
	30 June 2023 £	30 June 2022 £
Opening	1,657,900	-
Additions	503,499	1,595,635
Royalties to be received	-	11,233
Royalty payments related to previous year	(11,233)	-
Fair Value Movement	(91,106)	51,032
At end of period	2,059,060	1,657,900

Masten Unit, United States

On 31 May 2022, the Group entered into an agreement with G2 Energy Corp. ('G2') on the Masten Unit Energy Project located in Cochran County Texas, United States. Whereby the Company will provide G2 with a $2,000,000 USD debenture on a two-year term in exchange for a 3.25% Overriding Royalty Interest in the Project. G2 will pay 12% per annum interest to the Company, calculated and paid quarterly in cash or shares at the discretion of the Company. As part of the agreement, The Group received 6,500,000 warrants for G2, however management have deemed that these warrants have no value at this stage as the assets held by G2 are predominantly made up of the early stage exploration assets on which they have received from the Company. The group is in regular communication with G2 and is monitoring the results of its exploration activities that will be undertaken as the result of the funding by the Group to G2.

Butte Strawn, United States

On 16 August 2022, the Company entered into an agreement with Iron Forge Holdings (III) Ltd (IF3). Whereby the company will provide IF3 with a $1,500,000 USD debenture for the Butte Strawn Energy Project located in Irion County, Texas. $500,000 USD was paid on signing. IF3 will pay 12.5% per annum interest to the Company, calculated and paid quarterly in cash or shares at the discretion of the Company. The Company received 6,000,000 warrants with a strike price of $0.35 CAD with a three-year term from financial close. On 16 June 2023, it was agreed that the principal value of the debenture be reduced from $1,500,000 USD to $600,000 USD with no further obligations for the Group. All accrued interest not paid as of the date of the agreement has been forgiven and both parties agreed to cancelling the warrants. The overriding royalty was reduced from 6% to 2%.

9. Convertible loans

			Group
		30 June 2023 £		30 June 2022 £
Convertible loan note	$500,000 USD (£395,975)	76,163		60,878
Convertible loan note	$420,000 USD (£332,668)	28,157		75,720
Convertible loan note	$49,790 USD (£39,437)	6,573		11,763
Convertible loan note	$250,000 USD (£6,573)	17,714		36,004
Impairment provision		(128,607)		(184,365)
		-		-

On March 20, 2019, the Group issued a $500,000 USD (£361,847) unsecured convertible loan note to Anglo-African Minerals plc ("AAM"). The convertible loan note bears interest at 10% per annum and compounds monthly, is unsecured, and had an original maturity date of September 20, 2019. The convertible loan note is convertible into common shares of AAM at $0.01 USD per share. The maturity date of the convertible loan note was subsequently extended to March 20, 2020, and the Group was issued 21,029,978 AAM warrants per the terms of the extension. These warrants have a strike price of $0.025 USD per share, with an expiry date of September 19, 2021. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability was considered doubtful. As at June 30, 2023, Management have accrued interest amounting £76,163 (2022 - £60,878) on the convertible loan and this same value has been impaired during the year.

On June 2, 2021, the Group acquired an unsecured convertible loan note that was issued to AAM from Cronin Services Ltd., a company controlled by the former Chairman and CEO of the Group, that had a principal value of $420,000 USD (£303,744) and accrued interest of $61,261 (£44,304) for total value of $481,261 USD (£348,048). The Group issued 14,166,790 ordinary shares and 7,083,395 share purchase warrants to acquire this note. Each share purchase warrant may be converted into one ordinary share of the Group at £0.05 per ordinary share and expires June 2, 2025. The convertible loan note bears interest at 10% per annum and compounds monthly, is unsecured, and had a maturity date of May 31, 2021. The convertible loan note is convertible into common shares of AAM at $0.01 USD per share. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability was considered doubtful. As at June 30, 2023, Management have accrued interest amounting £28,157 (2022 - £75,720) on the convertible loan and this same value has been impaired during the year. The overall decrease is from foreign exchange movement on interest and principal.

On June 2, 2021, the Group acquired an unsecured convertible loan note that was issued to AAM from Cronin Capital Corp., a company controlled by the former Chairman and CEO of the Group, that had a principal value of $49,790 USD (£35,949) and accrued interest of $9,826 USD (£7,094) for total value of $59,617 USD (£43,043). The Group issued 1,630,832 ordinary shares and 1,630,832 share purchase warrants to acquire this note. Each share purchase warrant may be converted into one ordinary share of the Group at £0.05 per ordinary share and expires 2025 June 2. The convertible loan note bears interest at 15% per annum and compounds monthly, is unsecured, and had a maturity date of 2020 September 30. The convertible loan note is convertible into common shares of AAM at $0.005 USD per share. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability was considered doubtful. As at June 30, 2023, Management have accrued interest amounting £6,573 (2022 - £11,763) on the convertible loan and this same value has been impaired during the year.

On June 2, 2021, the Group acquired an unsecured convertible loan note that was issued to AAM by Reykers Nominees Limited that had a principal value of $250,000 USD (£180,500) and accrued interest of $52,776 (£38,104) for total value of $302,776 USD (£218,604). The Group also acquired 12,500,000 AAM share purchase warrants that had a conversion price of $0.03 USD and expiry date of July 1, 2021 and acquired 11,000,000 AAM ordinary shares. The Group issued 8,912,756 ordinary shares to acquire this convertible note, 1,200,000 ordinary shares to acquire the 12,500,000 AAM share purchase warrants and 3,520,000 ordinary shares to acquire the 11,000,000 AAM ordinary shares. The convertible loan note bears interest at 10% per annum and compounds monthly, is unsecured, and had a maturity date of 30 June 2020. The convertible loan note is convertible into common shares of AAM at $0.01 USD per share. As at June 30, 2021, the Group impaired the balance down to $Nil as collectability of the convertible loan was considered doubtful and the shares and warrants impaired. As at June 30, 2023, Management have accrued interest amounting £17,714 (2022 - £36,004) on the convertible loan and this same value has been impaired during the year.

10. Trade and other receivables

The following table sets out the fair values of financial assets within Trade and other receivables.

	Group		Company
	30 June 2023 £	30 June 2022 £	30 June 2023 £	30 June 2022 £

Other Receivables	69,879	16,427	47,523	16,428
Inter-company Receivables	-	-	-	406,186
Tax Receivables	18,372	15,627	-	-
Sundry Receivables	142,475	204,574	142,475	190,000
Trade Receivables	272,247	-	-	-
Prepayments	27,256	1,064,005	27,256	1,064,005
Provision for bad debt	(287,052)	-	(140,000)	-
	243,177	1,300,634	77,254	1,676,619

The fair value of all current receivables is as stated above.

Included in sundry receivables is an amount of £140,000 (2022: £190,000) as at 30 June 2023 in respect of unpaid ordinary share capital issued on 3 June 2021. A provision of £140,000 has been included for this after review from management.

The maximum exposure to credit risk at the year-end date is the carrying value of each class of receivable mentioned above. The Group does not hold any collateral as security. Trade and other receivables are all denominated in £ sterling.

The carrying amounts of the Group and Company's trade and other receivables are denominated in the following currencies:

	Group		Company
	30 June 2023 £	30 June 2022 £	30 June 2023 £	30 June 2022 £
UK Pounds	83,604	1,130,433	77,254	1,676,619
Canadian Dollars	146,250	30,201	-	-
US Dollars	8	-	-	-
Guinea Franc	13,315	-	-	-
	243,177	1,160,634	77,254	1,676,619

11. Cash and cash equivalents

Group

Company

30 June 2023

30 June 2022

30 June 2023

30 June 2022

Cash at bank and in hand

244,074

310,578

18,684

124,118

The majority of the entities cash at bank is held with institutions with at least a AA- credit rating. A bank account in the UK which holds a small percentage of cash is held with institutions whose credit rating is unknown.

The carrying amounts of the Group and Company's cash and cash equivalents are denominated in the following currencies:

	Group		Company
	30 June 2023 £	30 June 2022 £	30 June 2023 £	30 June 2022 £
UK Pounds	6,523	107,707	1,593	107,707
US Dollars	17,091	16,411	17,091	16,411
Canadian Dollars	220,460	186,460	-	-
	244,074	310,578	18,684	124,118

12. Financial Instruments by Category

General objectives, policies and processes

The Board has overall responsibility for the determination of the Group's risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group's finance function. The Board receives monthly reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets.

The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group's competitiveness and flexibility.

The Group reports in Sterling. Internal and external funding requirements and financial risks are managed based on policies and procedures adopted by the Board of Directors. The Group does not use derivative financial instruments such as forward currency contracts, interest rate and currency swaps or similar instruments. The Group does not issue or use financial instruments of a speculative nature.

Capital management

The Group's objectives when maintaining capital are:

· to safeguard the entity's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders; and

· to provide an adequate return to shareholders.

The capital structure of the Group consists of total shareholders' equity as set out in the 'Statement of Changes in Equity'. All working capital requirements are financed from existing cash resources and the Crescita draw down facility.

Capital is managed on a day to day basis to ensure that all entities in the Group are able to operate as a going concern. Operating cash flow is primarily used to cover the overhead costs associated with operating as London Standard-listed company.

Liquidity risk

Liquidity risk arises from the Group's management of working capital. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.

Whilst the Group's payables exceeds the cash at bank, the Directors are confident they can raise the funds required to meet its obligations.

The Board receives forward looking cash flow projections at periodic intervals during the year as well as information regarding cash balances. At the balance sheet date the Group had cash balances of £244,074 and the financial forecasts indicated that the Group is expected to raise funds to meet its obligations under all reasonably expected circumstances and will not need to establish overdraft or other borrowing facilities.

Interest rate risk

As the Group has no borrowings, it only has limited interest rate risk. The impact is on income and operating cash flow and arises from changes in market interest rates. Cash resources are held in current, floating rate accounts.

Market risk

Market price risk arises from uncertainty about the future valuations of financial instruments held in accordance with the Group's investment objectives. These future valuations are determined by many factors but include the operational and financial performance of the underlying investee companies, as well as market perceptions of the future of the economy and its impact upon the economic environment in which these companies operate. This risk represents the potential loss that the Group might suffer through holding its financial investment portfolio in the face of market movements, which was a maximum of £891,255 (2022: £2,069,302).

The investments in equity of quoted companies that the Group holds are less frequently traded than shares in more widely traded securities. Consequently, the valuations of these investments can be more volatile.

Market price risk sensitivity

The table below shows the impact on the return and net assets of the Group if there were to be a 20% movement in overall share prices of the financial investments held at 30 June 2023.

	2023	2022
	Other comprehensive income and Net assets	Other comprehensive income and Net assets

	£	£
Decrease if overall share price falls by 20%, with all other variables held constant	(1,069,506)	(2,367,554)
Decrease in other comprehensive earnings and net asset value per Ordinary share (in pence)	(1.23)	(0.0049)p

Increase if overall share price rises by 20%, with all other variables held constant	1,069,506	2,367,554
Increase in other comprehensive earnings and net asset value per Ordinary share (in pence)	1.23	0.0049p

The impact of a change of 20% has been selected as this is considered reasonable given the current level of volatility observed and assumes a market value is attainable for the Group's unlisted investments.

Currency risk

The Directors consider that there is minimal significant currency risk faced by the Group. The current foreign currency transactions the Group enters are denominated in CAD$ and USD$ in relation to transactions associated with exploration and evaluation option payments and property expenditures. The Group maintains minimal foreign currency holdings to minimize this risk.

Credit risk

Credit risk is the risk that a counterparty will fail to discharge an obligation or commitment that it has entered into with the Group. The Group's maximum exposure to credit risk is:

	2023	2022
	£	£
Cash at bank	244,074	310,578
Other receivables	243,177	1,160,633
Convertible debenture receivable	2,059,060	1,657,900
	2,546,311	3,129,111

The Group's cash balances are held in accounts with HSBC, BLK.FX, Bank of Montreal and with its Investment Broker accounts.

Fair value of financial assets and liabilities

Financial assets and liabilities are carried in the Statement of Financial Position at either their fair value (financial investments) or at a reasonable approximation of the fair value (trade and other receivables, trade and other payables and cash at bank).

The fair values are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

Trade and other receivables

The following table sets out the fair values of financial assets within Trade and other receivables.

	2023	2022
Financial assets	£	£
Trade and other receivables - Non interest earning	243,177	1,160,633

There are no financial assets which are past due and for which no provision for bad or doubtful debts has been made.

Trade and other payables

The following table sets out financial liabilities within Trade and other payables. These financial liabilities are predominantly non-interest bearing. Other liabilities include tax and social security payables and provisions which do not constitute contractual obligations to deliver cash or other financial assets.

	2023	2022
Financial liabilities	£	£
Trade and other payables - Non interest earning	1,704,437	1,395,910

13. Trade and other payables

The following table sets out the fair values of financial assets within Trade and other payables.

	Group		Company
	30 June 2023 £	30 June 2022 £	30 June 2023 £	30 June 2022 £
Trade payables	1,493,943	1,217,736	1,303,186	1,194,500
Accruals	151,396	157,353	139,687	142,084
Other Creditors	59,098	20,821	11,558	20,670
Trade and other payables	1,704,437	1,395,910	1,454,431	1,357,254

The carrying amounts of the Group and Company's trade and other payables are denominated in the following currencies:

	Group		Company
	30 June 2023 £	30 June 2022 £	30 June 2023 £	30 June 2022 £
UK Pounds	1,497,746	1,357,254	1,454,431	1,357,254
Canadian Dollars	172,606	38,656	-	-
US Dollars	34,085	-	-	-
	1,704,437	1,395,910	1,454,431	1,357,254

14. Share capital and premium

	Number of shares	Share capital £	Share premium £	Total £
As at 1 July 2021	389,565,060	560,520	10,905,507	11,466,027
Issue of new shares - 21 July 2021	500,000	500	14,500	15,000
Issue of new shares - 31 December 2021	500,000	500	14,500	15,000
Issue of new shares - 4 January 2022	58,000,000	58,000	1,682,000	1,740,000
Warrant exercised - 28 February 2022	100,000	100	4,900	5,000
Issue of new shares - 1 March 2022 ⁽¹⁾	19,596,931	19,597	1,371,660	1,391,257
Warrant exercised - 4 March 2022	1,428,874	1,429	41,437	42,866
Warrant exercised - 7 March 2022	100,000	100	4,900	5,000
Warrant exercised - 9 March 2022	783,335	783	22,717	23,500
Issue of new shares - 31 March 2022	12,000,000	12,000	738,000	750,000
Warrant exercised - 6 April 2022	400,000	400	11,600	12,000
Warrant exercised - 13 April 2022	200,000	200	9,800	10,000
As at 30 June 2022	483,174,200	654,129	14,821,521	15,475,650
Issue of new shares - 5 July 2022	16,800,000	16,800	361,200	378,000
Issue of new shares - 19 July 2022	26,027,776	26,028	556,597	582,625
Issue of new shares - 5 August 2022	10,000,000	10,000	169,000	179,000
Issue of new shares - 1 September 2022	12,000,000	12,000	168,000	180,000
Issue of new shares - 28 September 2022	14,000,000	14,000	166,180	180,180
Issue of new shares - 25 October 2022	18,500,000	18,500	185,000	203,500
Issue of new shares - 2 December 2022	15,000,000	15,000	161,850	176,850
Issue of new shares - 27 January 2023	4,300,000	4,300	42,570	46,870
Issue of new shares - 18 April 2023	7,876,829	7,878	121,303	129,181
As at 30 June 2023	607,678,805	778,635	16,753,221	17,531,856

(1) Includes issue costs of £3,000

On 5 July 2022, the Group issued and allotted 16,800,000 new ordinary shares at a price of 2.25 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 19 July 2022, the Group issued and allotted 26,027,776 new ordinary shares at a price of 2.25 pence per share as part of a fundraise in which Shard Capital acted as the Group's sole broker.

On 5 August 2022, the Group issued and allotted 10,000,000 new ordinary shares at a price of 1.79 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 1 September 2022, the Group issued and allotted 12,000,000 new ordinary shares at a price of 1.50 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 28 September 2022, the Group issued and allotted 14,000,000 new ordinary shares at a price of 1.30 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 25 October 2022, the Group issued and allotted 18,500,000 new ordinary shares at a price of 1.10 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 2 December 2022, the Group issued and allotted 15,000,000 new ordinary shares at a price of 1.179 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 27 January 2023, the Group issued and allotted 4,300,000 new ordinary shares at a price of 1.09 pence per share as part of a drawdown on the Crescita Capital LLC facility.

On 18 April 2023, the Group issued and allotted 7,876,829 new ordinary shares at a price of 1.64 pence per share as part of a drawdown on the Crescita Capital LLC facility.

15. Share based payments

The outstanding share options and warrants as at 30 June 2023 are shown below:


	Options	Warrants	Weighted average exercise price (£)
As at 30 June 2021	5,050,000	43,615,967	0.015
Options - Cancelled	(1,566,667)	-	0.27
Options - Exercised	(83,333)	-	0.03
Options - Issued	11,250,000	-	0.03
Warrants - Exercised	-	(2,928,876)	0.04
Warrants - Issued	-	3,150,002	0.04
Warrants - Expired	-	(20,615,401)	0.11
As at 30 June 2022	14,650,000	23,221,692	0.04
Options - Cancelled	(150,000)	-	0.03
Options - Exercised	-	-	-
Options - Issued	7,250,000	-	0.02
Warrants - Exercised	-	-	-
Warrants - Issued	-	2,950,000	0.02
Warrants - Expired	-	(7,926,968)	0.05
As at 30 June 2023	21,750,000	18,244,724	0.04

The Company and Group have no legal or constructive obligation to settle or repurchase the options or warrants in cash.

The fair value of the share options and warrants was determined using the Black Scholes valuation model. The parameters used are detailed below:

	2021 Warrants	2021 Warrants	2022 Warrants	2022 Warrants	2023 Warrants
Granted on:	2/06/2021	2/06/2021	13/8/2021	1/3/2022	9/8/2022
Number of warrants	4,530,497	8,714,227	2,750,002	400,000	2,950,000
Life (years)	2.71 years	4 years	2 years	2 years	1 year
Share price (pence per share)	0.10p	0.05p	0.025p	0.10p	0.025p
Risk free rate	0.55%	0.81%	0.58%	0.80%	2.07%
Expected volatility	100%	100%	20.28%	140.94%	51.43%
Expected dividend yield	-	-	-	-	-
Total fair value	£46,092	£157,695	£2,750	£27,314	6,596

	2021 Options	2022 Options	2023 Options
Granted on:	2/06/2020	25/8/2021	9/8/2022
Number of options	5,050,000	11,250,000	7,250,000
Life (years)	3.08 years	4 years	3 years
Share price (pence per share)	0.025p	0.03p	0.025p
Risk free rate	0.64%	0.62%	1.78%
Expected volatility	100%	20.55%	51.43%
Expected dividend yield	-	-	-
Total fair value	£99,572	£11,238	£36,723

The expected volatility of the options is based on historical volatility for the six months prior to the date of granting.

The risk-free rate of return is based on zero yield government bonds for a term consistent with the option life.

A reconciliation of options and warrants granted over the year to 30 June 2023 is shown below:

	2023						2022
Range of exercise prices (£)	Weighted average exercise price (£)	Number of shares			Weighted average remaining life expected (years)	Weighted average remaining life contracted (years)	Weighted average exercise price (£)	Number of shares	Weighted average remaining life expected (years)	Weighted average remaining life contracted (years)
0 - 0.029	0.02		14,750,000	3.047		3.047	0.0286	16,300,000	4.282	4.282
0.03 - 0.049	0.03		11,600,000	1.431		1.431	0.0500	16,641,195	1.740	1.740
0.05 - 0.099	0.05		8,714,227	1.971		1.971	0.1000	4,530,497	1.630	1.630
0.10 - 0.15	0.10		4,930,497	0.650		0.650	0.1125	400,000	1.670	1.670

16. Other reserves

		Group
	Share option reserve £	Warrant option reserve £	Foreign currency translation reserve £	Total £
At 30 June 2022	84,667	212,717	301,709	599,093
Currency translation differences	-	-	(123,367)	(123,367)
Issued Options	36,723	-	-	36,723
Issued Warrants	-	6,596	-	6,596
At 31 June 2023	121,390	219,313	178,342	519,045

17. Employee benefit expense

The total number of Directors who served in the year was 4 (2022: 4). There are no employees of the Group.

The following amounts were paid during the year to Directors:

	Group
Staff costs	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Directors Fees and Consulting Fees	315,000	79,976
Employee salaries and Tax	33,515	-
	348,515	79,976

Amounts included in Directors fees and salaries include £315,000 (2022: £79,976) in relation to director fees and consulting fees. Details of fees paid to Companies and Partnerships of which the Directors detailed above are Directors and Partners have been disclosed in Note 26.

18. Directors' remuneration

	Year ended 30 June 2023
	Short-term benefits	Post-employment benefits	Share based payments	Total
	£	£	£	£
Directors
Kyler Hardy ⁽¹⁾	120,000	-	6,329	126,329
Paul Gurney	30,000	-	3,798	33,798
Emma Priestly	45,000	-	3,798	48,798
Andrew Male	120,000	-	3,798	123,798
	315,000	-	17,723	332,723

(1) Kyler Hardy resigned on 19 June 2023.

Remuneration hasn't been paid in full to all directors, the amounts referenced above have either been accrued or partially paid. Refer to note 26 for amounts still owning to the Directors.

Emma Priestley's Director fees related to the previous financial year were invoiced and accounted for in the current financial year.

3,500,000 options were issued to directors on 9 August 2022 for their services. The options have an exercise price of £0.0225 and expire on 9 August 2025. Details of the Share Option charges can be found in Note 15

Year ended 30 June 2022

	Short-term benefits	Post-employment benefits	Share based payments	Total
	£	£	£	£
Directors
Kyler Hardy	-	-	2,000	2,000
Paul Gurney	7,500	-	-	7,500
Emma Priestly	-	-	600	600
Andrew Male	72,476	-	600	73,076
	79,976	-	3,200	83,176

19. Finance income

	Group
	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Interest income on convertible loan	143,224	138,107
G2 Technology - debenture interest	197,061	16,411
Texas Legacy Exploration - debenture interest	29,302	-
Finance Income	369,587	154,518

The interest income on the convertible loan is interest on the AAM convertible loans. This interest is subsequently impaired. Refer to note 9 for further information.

20. Other gains

	Group
	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Other gains	17,913	8,332
Other gains	17,913	8,332

21. Loss on disposal of investments

	Group
	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Realised loss on disposal of investments	(866,421)	-
Loss on disposal of investments	(866,421)	-

22. Income tax expense

No charge to taxation arises due to the losses incurred.

The tax on the Group's loss before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to the losses of the consolidated entities as follows:

	Group
	Year ended 30 June 2023 £	Year ended 30 June 2022 £
Loss before tax	(3,997,899)	(5,557,029)
Tax at the applicable rate of 18.00% (2022: 17%)	(719,622)	(944,695)
Effects of:
Expenditure not deductible for tax purposes	8,179	8,181
Net tax effect of losses carried forward	723,621	936,514
Tax (charge)/refund	(12,178)	-

The weighted average applicable tax rate of 18% (2022: 17%) used is a combination of the 19% standard rate of corporation tax in the UK, 15% Canadian corporation tax and 21% US corporation tax.

The Company has tax losses of approximately £2,853,785 (2022: £2,130,164) available to carry forward against future taxable profits. No deferred tax asset has been recognised on accumulated tax losses because of uncertainty over the timing of future taxable profits against which the losses may be offset.

23. Earnings per share

Group

The calculation of the basic loss per share of £0.01 (2022: £0.01) is based on the loss the loss attributable to equity owners of the group of £3,997,899 (2022: loss of £5,697,030), and on the weighted average number of ordinary shares of 578,496,992 (2022: 428,042,226) in issue during the period.

In accordance with IAS 33, no diluted earnings per share is presented as the effect on the exercise of share options or warrants would be to decrease the loss per share.

Details of share options and warrants that could potentially dilute earnings per share in future periods are set out in Note 15.

24. Expenses by nature

	Group
	Year ended 30 June 2023 £	Year ended 30 June 2022 £

Professional fees	1,123,570	1,564,654
Consulting fees	1,581,215	1,184,930
Employees and Contractors	228,515	-
Transfer agent and filing fees	-	110,965
Travel	94,302	86,597
Insurance	37,312	30,929
IT & Software services	13,938	2,608
Public Relations	150,119	188,160
Premises and Office costs	10,447	18,040
Property costs/exploration costs	425,643	-
Share option expense	43,306	41,325
Other expenses	298,151	80,006
Total administrative expenses	4,006,518	3,308,214

25. Commitments

License commitments

The Group owns a number of exploration licences in Canada. These licences include commitments to pay minimum spend requirements. The Group have entered into option agreements on all of their properties aside from newly staked properties, Northern Treasure and Foggy Mountain. As part of these option agreements, the minimum spend obligations have been passed onto the Optionees. Refer to note 6 for further information.

As at 30 June 2023 these are as follows:

	Group
	Minimum spend requirement £
Not later than one year	674,709
Later than one year and no later than five years	99,589
Total	774,298

26. Related party transactions

Details of the Directors' remuneration can be found in Note 18. Key Management Personnel are considered to be the Directors.

At June 30, 2023, the Group held investments of £280,214 in Temas Resources, Volt Lithium (previously Allied Copper Corp), Calidus Resources and Buscando Resources where Kyler Hardy is also a Director (2022: £1,589,124). The holdings of these investments are connected to requirements in the property option agreements whereby the optionees are to make payments in shares. All companies except for Calidus Resources are Level 1 investments and are not directly controlled by Kyler Hardy. For further information, please refer to note 6.

During the year, the Group paid Cronin Services £759,073 for the provision of consulting and management services during the year (2022; £1,234,952) a company controlled by the previous CEO, Kyler Hardy. These were in relation to consultancy fees under a management service agreement dated 1 February 2020 and 1 June 2021. In November, there was an updated contract agreed between the Group and Cronin Services related the consultancy services provided. This agreement involved Cronin services providing monthly CFO, technical, marketing and office services for the Group, for a monthly fee of $27,500 USD and annual director fees for Kyler of £120,000. Throughout the year, Cronin Capital and Cronin Services invoiced the Group £829,322. The Group paid amounts totalling nil (2022: £5,034) to Cronin Capital Corp. The amount outstanding owing to Cronin Capital and Cronin Services at the year-end was £996,515 (2022: £965,340).

During the year, the Group paid amounts totalling £59,000 (2022: 72,476) to Westridge Management International Ltd. A company controlled by Andrew Male, a Director of the group. The amount outstanding owing to Westridge Management at the year-end was £65,000 (2022: £14,000). Andrew was also issued 750,000 options with an exercise price of £0.0225 during the year.

During the year, the Group made no payments (2022: nil) to Windy Apple Ventures Ltd. A company controlled by Paul Gurney, a Director of the group. The amount accrued and outstanding owing to Windy Apple Ventures Ltd. at the year-end was £22,500 (2022: £nil). Paul was also issued 750,000 options with an exercise price of £0.0225 during the year.

During the year, the Group made no payments (2022: nil) to Emma Priestley. The amount accrued and outstanding owing to Emma at the year-end was £30,000 (2022: £nil). Emma was also issued 750,000 options with an exercise price of £0.0225 during the year.

27. Ultimate controlling party

The Directors believe there is no ultimate controlling party.

28. Events after the reporting date

On 11 July 2023, the Company issued convertible loan notes (CLN). The gross proceeds totalled £340,000 and the CLN's have a maturity date set at 31 January 2024, with an annual interest rate of 12%. Paul Gurney, Non-Executive Director of the Company participated in the CLN.

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FR USUWROAURUAA

Company Updates

Projects

Outlook

Financial Review

Financial Position

b) Transactions and balances

Whenever the exploration for and evaluation of resources in cash generating units does not lead to the discovery of commercially viable quantities of resources and the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to the Income Statement.

The Group classifies its financial assets into one of the categories discussed below, depending on the purpose for which the asset was acquired. The Group's accounting policy for each category is as follows:

Fair Value through Profit or Loss (FVTPL)

Amortised Cost

These assets comprise the types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest.

Listed investments are valued at closing bid price on 30 June 2023. Unlisted investments that are not publicly traded and whose fair value cannot be measured reliably, are measured at cost loss less impairment.

• including any market performance conditions;

• excluding the impact of any service and non-market performance vesting conditions (for example, profitability or sales growth targets, or remaining an employee of the entity over a specified time period); and

• including the impact of any non-vesting conditions.

The fair value of the share options and warrants are determined using the Black Scholes valuation model.

When the options are exercised, the Group issues new shares. The proceeds received, net of any directly attributable transaction costs, are credited to share capital (nominal value) and share premium when the options are exercised.

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Financial Position

b) Transactions and balances

Whenever the exploration for and evaluation of resources in cash generating units does not lead to the discovery of commercially viable quantities of resources and the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to the Income Statement.

The Group classifies its financial assets into one of the categories discussed below, depending on the purpose for which the asset was acquired. The Group's accounting policy for each category is as follows:

Fair Value through Profit or Loss (FVTPL)

Amortised Cost

These assets comprise the types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest.

Listed investments are valued at closing bid price on 30 June 2023. Unlisted investments that are not publicly traded and whose fair value cannot be measured reliably, are measured at cost loss less impairment.

• including any market performance conditions;

• excluding the impact of any service and non-market performance vesting conditions (for example, profitability or sales growth targets, or remaining an employee of the entity over a specified time period); and

• including the impact of any non-vesting conditions.

The fair value of the share options and warrants are determined using the Black Scholes valuation model.

When the options are exercised, the Group issues new shares. The proceeds received, net of any directly attributable transaction costs, are credited to share capital (nominal value) and share premium when the options are exercised.

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