DJ VVV Resources Limited: Audited Annual Report to 31 December 2022
VVV Resources Limited (VVV)
VVV Resources Limited: Audited Annual Report to 31 December 2022
07-Jul-2023 / 17:09 GMT/BST
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VVV Resources Limited
(The "Company" or "VVV")
Audited Annual Report and Financial Statements
for the year ended 31 December 2022
Chairman's Report (Incorporating the strategic review)
VVV Resources Limited, formerly Veni Vidi Vici Limited ("The Company"), are pleased to take this opportunity to reflect
on the period from January 1st to December 31st, 2022.
OPERATIONS REVIEW
This past year has been a period of global uncertainty, volatility, and subsequent conflict. While the problems
associated with the devastating COVID-19 pandemic reduced significantly, they were replaced by new challenges created
by the conflict between Russia and Ukraine and the subsequent impacts on global security, rampant inflation, energy
scarcity and fears of global food shortages.
The COVID-19 pandemic had resulted in negativity with metal prices and corporate market sentiment; however, a reversal
of these trends is becoming apparent, certainly with metal prices but perhaps less rapid with the latter. However,
during the reporting period, we were successful in raising proceeds amounting to GBP291,000 from private individuals.
The Company's only current investment is a 51% holding of a privately held project in remote Western Australia. This
project, known as Shangri La, comprises 10 contiguous hectares of what appears to be a polymetallic mineral assemblage
comprising gold, silver, and copper.
On the 24 March 2022, the Company signed a conditional 'Share Purchase Agreement' ("SPA") with Cass Fze and Stella
Investments Limited, both incorporated in the UAE, to acquire 100% of the share capital of Anthony Vartkes Resources
Limited, incorporated in the BVI. This overly complicated arrangement, on completion, would give the Company a 100%
interest in a copper project known as Mitterberg, located in Austria, and the remaining 49% interest in the Shangri La
project in Western Australia. However, conditions precedent of the SPA have not been met by the venders and therefore,
as per the agreement, the SPA has not been completed and arguably no longer relevant to the Company.
Due to personal circumstances, three key Directors of the Company resigned during 2022 and were replaced by Malcolm
Macleod and Jim Williams in September and October respectively to compliment Mahesh Pulandaran. To satisfy corporate
governance, the Board of the Company currently comprises two non-executives and one executive director.
FINANCE REVIEW
The loss for the period to 31 December 2022 amounted to GBP156,000 (2021: loss of GBP431,000) which mainly related to
regulatory costs and other corporate overheads. The total revenue for the period was GBPNil (2021: GBPNil). As at 31
December 2022, the Company had cash balances of GBP208,000 (2021: GBP87,000).
The Company does not recommend the payment of a dividend in the current year, same as the prior year.
No dividends have been paid or proposed in either year.
OUTLOOK
Going forward, the Company is reviewing various mineral projects in several favourable jurisdictions with a view to
increasing investor attraction, and to increase both the market capitalisation and liquidity.
We would like to thank all our shareholders for their continued support and look forward to updating you on further
news in due course.
Eur. Ing. Jim Williams, MSc, D.I.C., CEng, CGeol, FIMMM
Executive Chairman
7 July 2023
+ 65 6438 8995
The Company
Mahesh S/o Pulandaran (Non-Executive Director)
+ 44 7774 274 836
Jim Williams (Chairman)
AQSE Growth Market Corporate Adviser:
Peterhouse Capital Limited
Guy Miller/Mark Anwyl +44 (0) 20 7469 0936
Material uncertainty related to going concern
We draw attention to the Going Concern section of Note 1 "General Information" in the financial statements which indicates that the Directors have prepared cashflow forecasts which show that, in order for the Company to continue to discharge its liabilities as they fall due and to continue with its planned exploration expenditure, additional cash will be required. As stated in Note 1, these events or conditions, along with the other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. Financial statements Statement of profit or loss and other comprehensive income for the year ended to 31 December 2022
__________________________________________________________________________________________
Year ended
Year ended
31 December 2022 31 December
2021
Note GBP'000 GBP'000
Revenue 4
Investment income - -
Total revenue -
Administration expenses (139) (431)
Loss allowance for loan (17) -
Operating loss 5 (156) (431)
Finance costs - -
Loss before taxation (156) (431)
Taxation 8 - -
Loss for the period attributable to equity holders of the company (156) (431)
Other comprehensive income
Translation exchange (loss)/gain - -
Other comprehensive income for the period net of taxation - -
Total comprehensive income for the period attributable to equity holders of the (156) (431)
company
Loss per share
Basic and diluted (pence) 9 (7.46) (22.87)
The accompanying accounting policies and notes form part of these financial statements. Statement of financial position as at 31 December 2022
__________________________________________________________________________________________
31 December 31 December
2022 2021
Note GBP'000 GBP'000
Non-current assets
Investments accounted for using the equity method 10 136 136
Current assets
Trade and other receivables 11 23 22
Cash and cash equivalents 208 87
231 109
Total assets 367 245
Current liabilities
Trade and other payables 12 (83) (97)
(83) (97)
Net current assets 148 12
Net assets 284 148
Equity
Share capital 13 - -
Share premium 13 1,154 863
Share based payment reserve 26 26
Retained earnings (896) (741)
Total equity 284 148
The financial statements of VVV Resources Limited (formerly Veni Vidi Vici Ltd) (registered number 196048) were approved by the Board of Directors and authorised for issue on 7 July 2023 and were signed on its behalf by:
Mahesh Pulandaran
Director
The accompanying accounting policies and notes form part of these financial statements. Statement of changes in equity for the year ended 31 December 2022
__________________________________________________________________________________________
Share Share Share based payment Retained
reserve Total
capital premium earnings
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 31 December 2020 - 643 26 (310) 359
Loss for the period - - - (431) (431)
Total Comprehensive Income - - - (431) (431)
Issue of share capital - 220 - - 220
Share based payments - - - - -
Total contributions by and distributions to owners of the - 220 - - 220
Company
At 31 December 2021 - 863 26 (741)) 148
Loss for the period - - - (156) (156)
Total Comprehensive Income (156) (156)
Issue of share capital - 291 - - 291
Total contributions by and distributions to owners of the Company - 291 - - 291
At 31 December 2022 - 1,154 26 (896) 284
The accompanying accounting policies and notes form part of these financial statements. Statement of cash flows for the year ended to 31 December 2022
__________________________________________________________________________________________
Year ended Year ended
31 Dec 2022 31 Dec 2021
GBP'000 GBP'000
Cash flows from operating activities
Operating loss (156) (431)
Share based payment charge - -
Issue of shares to settle liabilities - -
(Increase) in trade and other receivables (1) (4)
Increase/(decrease) in trade and other payables (13) 30
Net cash outflow in operating activities (170) (405)
Financing activities
Issue of share capital 291 220
Issue costs - -
Net cash inflow/(outflow) from financing activities 291 220
Net decrease in cash and cash equivalents 121 (185)
Cash and cash equivalents at beginning of period 87 272
Cash and cash equivalents at end of period 208 87
The accompanying accounting policies and notes form part of these financial statements. Notes to the financial statements
__________________________________________________________________________________________
General information
1
VVV Resources Limited (formerly Veni Vidi Vici Ltd) is a company incorporated on 14 November 2017 in the
British Virgin Islands ("BVI") under the BVI Business Companies Act, 2004 (as amended). The address of
its registered office is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110,
British Virgin Islands. The Company's ordinary shares are traded on the AQSE Growth Market as operated by
Aquis Stock Exchange ("AQSE"). The Company's registered number is 1960948 and its place of business is
65 Chulia Steet, OCBC Centre #42-06, Singapore 049513. Its principal activity is that of an investment
vehicle to identify investment opportunities and acquisitions in companies in the Precious Metals and
Base Metals sectors.
The financial statements of VVV Resources Limited (formerly Veni Vidi Vici Ltd) for the year ended 31
December 2022 were authorised for issue by the Board on 7 July 2023 and the statements of financial
position signed on the Board's behalf by Mahesh Pulandaran.
Investing policy
The investment strategy of the Company is to provide Shareholders with an attractive total return
achieved primarily through capital appreciation. The Directors believe that there are numerous investment
opportunities within both private and public businesses in the Base Metals and Precious Metals sector in
North America and Australia.
The Board, through its extensive network of contacts, has identified a number of potentially interesting
investment opportunities, although formal discussions in respect of any of these opportunities have not
yet commenced.
The Company is likely to be an active investor and acquire control of certain target companies although
it may also consider acquiring non-controlling shareholdings. The proposed investments to be made by the
Company may be in either quoted or unquoted securities and made by direct acquisition of an interest in
companies, partnerships or joint ventures, or direct interests in projects and can be at any stage of
development. Accordingly, the Company's equity interest in a proposed investment may range from a
minority position to 100 per cent. ownership and a controlling interest.
If the Company takes a controlling stake, the acquisition could trigger a Reverse Takeover under Rule 57
of the AQSE Exchange Rules.
The Directors intend to acquire one or more investments in quoted or unquoted businesses or companies (in
whole or in part) thereby creating a platform for further investments. The Company may need to raise
additional funds for these purposes and may use both debt and/or equity.
The Directors and the Technical Adviser believe that their broad, collective experience, together with
their extensive network of contacts, will assist them in identifying, evaluating and funding suitable
investment opportunities. External advisers and investment professionals, over and above the Technical
Adviser, will be engaged as necessary to assist with sourcing and due diligence of prospective
opportunities. The Directors will also consider appointing additional directors with relevant experience
if the need arises.
It is anticipated that returns to Shareholders will be delivered primarily through an appreciation in the
price of the Ordinary Shares rather than capital distribution via regular dividends. In addition, there
may be opportunities to spin out businesses in the form of distributions to Shareholders or make trade
sales of business divisions and therefore contemplate returns via special dividends. Given the nature of
the investment strategy, the Company does not intend to make additional regular and periodic disclosures
or calculations of net asset value outside of the requirements for a AQSE Growth Market traded company.
It is anticipated that the Company will hold investments for the medium to long term, although where
opportunities exist for shorter term investments, the Company may undertake such investments. Notes to the financial statements (continued)
__________________________________________________________________________________________
Investing policy (continued)
In compliance with Rule 51 of the AQSE Exchange Rules, if the Company (as an Investment Vehicle) has not
substantially implemented its investing policy after the period of one year following Admission, it will
seek Shareholder approval in respect of the subsequent year for the further pursuit of its investment
strategy.
Pursuant to Rule 52 of the AQSE Exchange Rules, the Company (as an Investment Vehicle), is required to
substantially implement its investment strategy within a period of two years following Admission. In the
event that the Company has not undertaken a transaction constituting a Reverse Takeover under Rule 57 of
the AQSE Exchange Rules, or if it has otherwise failed to substantially implement its investment strategy
within such two year period, AQSE Exchange will suspend trading of the Company's Issued Share Capital in
accordance with Rule 78 of the AQSE Exchange Rules. If suspension occurs, the Directors will consider
returning the Company's cash to Shareholders after deducting all related expenses.
The Directors intend to review the investment strategy on an annual basis and, subject to their review
and in the absence of unforeseen circumstances, the Directors intends to adhere to the investment
strategy. Changes to the investment strategy may be prompted, inter alia, by changes in government
policies or economic conditions which alter or introduce additional investment opportunities. It is the
intention of the Directors to invest the Company's cash resources, as far as practicable, in accordance
with the investment strategy. However, due to market and other investment considerations, it may take
some time before the cash resources of the Company are fully invested.
It is intended that the funds initially available to the Company will be used to meet general working
capital requirements, to undertake due diligence on potential target acquisitions and to make investments
in accordance with the investment guidelines described above.
Statement of compliance with IFRS
The financial statements have been prepared in accordance with International Financial Reporting
Standards (IFRS) as adopted by the European Union and as applied in accordance with the provisions of the
BVI Business Companies Act, 2004 (as amended). The principal accounting policies adopted by the Company
are set out below.
Basis of preparation
The financial statements have been prepared on the historical cost basis, except for the measurement to
fair value of assets and financial instruments as described in the accounting policies below, and on a
going concern basis.
The financial report is presented in Pound Sterling (GBP) and all values are rounded to the nearest
thousand pounds (GBP'000) unless otherwise stated.
Notes to the financial statements (continued)
__________________________________________________________________________________________
New standards, amendments and interpretations adopted by the Company
During the financial year, the Company has adopted the following new IFRSs (including amendments thereto)
and IFRIC interpretations that became effective for the first time.
Standard Effective date, annual period
beginning on or after
Applying IFRS 9 'Financial Instruments' with IFRS 4 'Insurance 1 January 2018
Contracts' (Amendments to IFRS 4)
Covid-19 Related Rent Concessions beyond 30 June 2021 (Amendment to 1 April 2021
IFRS 16)
Reference to the Conceptual Framework (Amendments to IFRS 3) 1 January 2022
Property, Plant and Equipment - Proceeds before Intended Use 1 January 2022
(Amendments to IAS 16)
Onerous Contracts - Cost of Fulfilling a Contract (Amendments to IAS 1 January 2022
37)
Annual Improvements to IFRS Standards 2018-2020 1 January 2022
Their adoption has not had any material impact on the disclosures or amounts reported in the financial
statements.
Standards issued but not yet effective:
At the date of authorisation of these financial statements, several new, but not yet effective,
Standards and amendments to existing Standards, and Interpretations have been published by IASB. None of
these Standards or amendments to existing Standards have been adopted early by the Company.
Management anticipates that all relevant pronouncements will be adopted for the first period beginning
on or after the effective date of the pronouncement. New Standards, amendments and Interpretations not
adopted in the current year have not been disclosed as they are not expected to have a material impact on
the Company's financial statements.
Standard Effective date, annual period
beginning on or after
Amendments to IFRS 8 Accounting Policies, Changes in Accounting 1 January 2023
Estimates and Errors
Amendments to IFRS 17 Insurance Contracts (Amendments to IFRS 17 1 January 2023
Insurance Contracts and IFRS 4 Insurance Contracts)
Classification of Liabilities as Current or Non-Current: Amendments to 1 January 2023
IAS 1 Presentation of Financial Statements
Amendments to IFRS 16 Leases 1 January 2024
The adoption of these standards is not expected to have any material impact on the financial
statements of the Company.
Going Concern
The Directors noted the losses that the Company has made for the period ended 31 December 2022. The
Directors have prepared cash flow forecasts extending to 31 December 2024 which show that, in order for
the company to continue to discharge its liabilities as they fall due and to continue with its planned
exploration expenditure, additional cash will be required.
Notes to the financial statements (continued)
_________________________________________________________________________________________
The Directors are in discussions with potential investors and are confident that they will be successful in raising the necessary additional funds.
The ability to successfully raise additional finance is subject to uncertainty. However, the Directors believe this uncertainty will be successfully resolved and the company will raise sufficient cash to enable the Company to continue in operational existence for the foreseeable future. They have, therefore, prepared the financial statements on a going concern basis.
The financial statements do not reflect any adjustments that would be required to be made if they were prepared on a basis other than the going concern basis.
2 Significant accounting policies
Finance costs / investment revenue
Borrowing costs are recognised as an expense when incurred.
Investment revenue is recognised as the Company becomes entitled to such revenue. Dividends are
accounted for on receipt thereof.
Share capital
Financial instruments issued by the Company are treated as equity only to the extent that they do not
meet the definition of a financial liability. The Company's ordinary shares are classified as equity
instruments.
Share-based payments
Where equity settled share options are awarded to directors, the fair value of the options at the date
of grant is charged to the statement of comprehensive income over the vesting period. Non-market
vesting conditions are taken into account by adjusting the number of equity instruments expected to
vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting
period is based on the number of options that eventually vest.
Fair value measurement
IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 does not
change when an entity is required to use fair value, but rather 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.
The company has no assets or liabilities at fair value
Financial instruments
Financial investments
Non-derivative financial assets comprising the Company'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.
The company has no assets or liabilities at fair value.
Notes to the financial statements (continued)
__________________________________________________________________________________
Trade and other receivables
Trade receivables are measured at initial recognition at fair value, and are subsequently measured at
amortised cost using the effective interest rate method. Trade and other receivables are accounted for
at original invoice amount less any provisions for doubtful debts. Provisions are made where there is
evidence of a risk of non-payment, taking into account the age of the debt, historical experience and
general economic conditions. If a trade debt is determined to be uncollectable, it is written off,
firstly against any provisions already held and then to the statement of comprehensive income.
Subsequent recoveries of amounts previously provided for are credited to the statement of profit or
loss and other income.
Appropriate allowances for estimated irrecoverable amounts are recognised in profit or loss in
accordance with the expected credit loss model under IFRS 9. For trade and other receivables which do
not contain a significant financing component, the Company applies the simplified approach. This
approach requires the allowance for expected credit losses to be recognised at an amount equal to
lifetime expected credit losses. For other debt financial assets the Company applies the general
approach to providing for expected credit losses as prescribed by IFRS 9, which permits for the
recognition of an allowance for the estimated expected loss resulting from default in the subsequent
12-month period. Exposure to credit loss is monitored on a continual basis and, where material, the
allowance for expected credit losses is adjusted to reflect the risk of default during the lifetime of
the financial asset should a significant change in credit risk be identified.
The majority of the Company's financial assets are expected to have a low risk of default. A review of
the historical occurrence of credit losses indicates that credit losses are insignificant due to the
size of the Company's clients and the nature of its activities. The outlook for the natural resources
industry is not expected to result in a significant change in the Company's exposure to credit losses.
As lifetime expected credit losses are not expected to be significant the Company has opted not to
adopt the practical expedient available under IFRS 9 to utilise a provision matrix for the recognition
of lifetime expected credit losses on trade receivables. Allowances are calculated on a case-by-case
basis based on the credit risk applicable to individual counterparties.
Trade and other payables
Trade and other payables are held at amortised cost which equates to nominal value.
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, current balances with banks and similar institutions
and liquid investments generally with maturities of 3 months or less. They are readily convertible
into known amounts of cash and have an insignificant risk of changes in values.
Investment in joint venture
A joint venture is a contractual arrangement whereby the Company and other parties undertake an
economic activity that is subject to joint control; that is when the strategic financial and operating
policy decisions relating to the activities require the unanimous consent of the parties sharing
control.
These financial statements include the Company's share of the total recognised gains and losses of
joint ventures using the equity method, from the date that significant influence or joint control
commences to the date that it ceases, based on present ownership interests and excluding the possible
exercise of potential voting rights, less any impairment losses. When the Company's interest in a joint
venture has been reduced to nil because the Company's share of losses exceeds its interest in the joint
venture, the Company only provides for additional losses to the extent that it has incurred legal or
constructive obligations to fund such losses, or where the Company has made payments on behalf of the
joint venture. Where the disposal of an investment in a joint venture is considered to be highly
probable, the investment ceases to be equity accounted and, instead, is classified as held for sale and
stated at the lower of carrying amount and fair value less costs to sell.
Reversals of impairment losses are recognised in the income statement.
Notes to the financial statements (continued)
___________________________________________________________________________________
Impairment of non-current assets
The carrying values of all non-current assets are reviewed for impairment when there is an
indication that the assets might be impaired. Any provision for impairment is charged to the statement
of comprehensive income in the year concerned.
Impairment losses on other non-current assets are only reversed if there has been a change in
estimates used to determine recoverable amounts and only to the extent that the revised recoverable
amounts do not exceed the carrying values that would have existed, net of depreciation or amortisation,
had no impairments been recognised.
Taxation
BVI Business Companies are exempt from the BVI income tax, from tax on dividends, interest,
royalties, compensations and other amounts paid by a company, also they are exempt from all the capital
gains, estate, inheritance, succession or gift tax with respect to any shares, debt obligations or
other securities of the BVI International Business Companies. The companies are exempt from any kind
of stamp duties relating in any way to its assets or activities, with an exception for land-ownership
transactions in the BVI: in that case stamp duty remains payable.
Provisions
Provisions are recognised when the Company has a present obligation as a result of a past event, it
is probable that the Company will be required to settle that obligation and a reliable estimate can be
made of the amount of the obligation. The amount recognised as a provision is the best estimate of the
consideration required to settle the present obligation at the balance sheet date, taking into account
the risks and uncertainties surrounding the obligation.
Foreign currency translation
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of
exchange ruling at the end of the reporting period. All differences are taken to the statement of
profit or loss and other comprehensive income.
Critical accounting judgements and key sources of estimation uncertainty
The preparation of financial statements in conformity with IFRSs requires management to make judgements,
estimates and assumptions that affect the application of policies and reported amounts of assets and
liabilities, income and expenses. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under the circumstances, the
results of which form the basis of making the judgements about carrying values of assets and liabilities
that are not readily apparent from other sources.
3
Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on
an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate
is revised if the revision only affects that period, or in the period of the revision and future periods
if the revision affects both current and future periods.
Significant estimates and assumptions that may have a significant risk of causing a material adjustment
to the carrying amounts of assets and liabilities at 31 December 2022 are set out below:
Notes to the financial statements (continued)
__________________________________________________________________________________________
Carrying value of the investment in Joint Venture
Management have reviewed the carrying value of the investment for signs of impairment. Largely due to the
COVID pandemic limited activity commenced in early 2021 which was sufficient to meet the minimum licence
spend of an average of USD2,000 per year over the licence period. The licence expired in August 2021 and
the Company, together with its joint venture partner renewed it for a further four years. Management
acknowledge that the carrying value of the investment which is based on its initial cost is based on
judgement. Therefore an annual impairment review is carried out each year end by the Directors and due
to this uncertainty they approved at 31 December 2021 year end for a valuation to be carried out by a
third party expert for the purposes of the audit. Accordingly, the directors have concluded that no
impairment is required as at 31 December 2022 having given approval for one of the Company's suitably
qualified and experienced directors to perform an internal valuation and impairment review based on the
prior year's external valuation.
Valuation of share-based payments to employees
The Company estimates the expected value of share-based payments to employees and this is charged through
the income statement over the vesting period. The fair value is estimated using the Black Scholes
valuation model which requires a number of assumptions to be made such as level of share vesting, time of
exercise, expected length of service and employee turnover and share price volatility. This method of
estimating the value of share-based payments is intended to ensure that the actual value transferred to
employees is provided for by the time such payments are made.
4 Segmental information
An operating segment is a distinguishable component of the Company that engages in business activities
from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the
Company's chief operating decision maker to make decisions about the allocation of resources and
assessment of performance and about which discrete financial information is available.
The chief operating decision maker has defined that the Company's only reportable operating segments
during the period is that of investment within the Precious and Base Metals Sector.
Subject to further acquisitions the Company expects to further review its segmental information during
the forthcoming financial period.
The Company has not generated any revenues from external customers during the reported period.
In respect of the total assets of GBP383,000 (2021: GBP245,000), all arise in the company and within the
Investment sector noted above.
5 Operating loss
Period to 31 Period to 31
Dec 2022 Dec 2021
GBP'000 GBP'000
Operating loss is stated after charging:
Directors' remuneration 42 266
Audit fees 21 21
Notes to the financial statements (continued)
__________________________________________________________________________________________
6 Auditor's remuneration 2022 2021
GBP'000 GBP'000
Fees payable to the company's auditors for the audit of the company's
12 12
annual accounts
Fees payable to the company's auditors for bookkeeping services 9 9
7 Directors' remuneration 2022 2021
GBP'000 GBP'000
Remuneration 42 266
Fees and Share
based
salaries payments Total
2022 GBP'000 GBP'000 GBP'000
M Pulandaran 18 - 18
D Rigoll (2) 16 - 16
J Williams (4) 5 - 5
M Macleod (5) 3 - 3
42 - 42
Fees and Share
based
salaries payments Total
2021 GBP'000 GBP'000 GBP'000
M Pulandaran 18 - 18
L Kemp (1) 60 - 60
D Rigoll (2) 183 - 183
S Clarke (3) 5 - 5
266 - 266
Directors' fees totalling GBP66,000 have been accrued as at 31 December 2022 (2021: GBP66,000) and those due
to S Clarke in the year amounting to GBPNil (2021: GBP5,000) were paid to Taisen (Hong Kong) Limited as
detailed in Note 16 Related party transactions. Remuneration for the highest paid director shown above
related to director's fees for consultancy and professional fees.
Directors have no pension benefits accruing at either year end.
1. Lester Kemp appointed 20 June 2021, resigned 19 July 2022
2. David Rigoll appointed 10 March 2021, resigned 11 October 2022
3. Simon Clarke appointed 20 June 2021, resigned 19 July 2022
4. Jim Williams appointed 17 October 2022
5. Malcolm Macleod appointed 30 September 2022
The Company has no other directly employed personnel.
8 Taxation
Year ended Year to 31
31 Dec 2022 Dec 2021
GBP'000 GBP'000
Total current tax
- -
The standard rate applicable in the BVI is 0% (2021: 0%) for the reasons set out in
the following reconciliation:
2022 2021
GBP'000 GBP'000
Loss on ordinary activities before tax
(156) (431)
Tax thereon at rates above
- -
Current tax for the period
No deferred tax asset or liability has been recognised as the tax rate applicable in BVI is 0%.
Notes to the financial statements (continued)
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9 Loss per share
2022 2021
The calculation of loss per share is based on the loss after taxation GBP'000 GBP'000
divided by the weighted average number of shares in issue during the period:
Net loss after taxation
(156) (431)
Number of shares
Weighted average number of ordinary shares for the purposes of basic loss 2,089,400
per share 1,884,167
Basic and diluted loss per share (expressed in pence) (7.46) (22.87)
As inclusion of the potential ordinary shares would result in a decrease in the earnings per share, they
are considered to be anti-dilutive, as such, a diluted earnings per share is not included.
10 Investments in associates and joint ventures 31 December 31 December
2022 2021
GBP'000 GBP'000
Opening balance 136 136
Purchased during the period - -
Impairment - -
At 31 December - carrying value 136 136
On 10 December 2018, the Company completed the Sale and Purchase Agreement with Goldfields Consolidated
Pty Ltd for a 51 % beneficial interest in the Shangri La gold, copper and silver project in, Western
Australia for AUD USD220,000 consideration.
The consideration payable for the Tenement Interest is AUD USD220,000 (the "Purchase Price"), satisfied by
AUD USD20,000 paid by the Company to Goldfields in cash and the issuance of 190,000 ordinary fully paid
shares in the capital of the Company.
VVV and Goldfields have also entered into a joint venture agreement ("JVA") under which VVV will be
responsible for an initial expenditure fee of AUD USD300,000 over three years from the commencement of the
JVA. The JV is controlled jointly but Goldfields, as local partner, and is entitled to a 10% management
fee of expenses incurred by the JV for services connected with the day-to-day management of the JV.
As at 31 December 2022, there has been no activity within the JV, and no profit or loss attributable to
the Company.
11 Trade and other receivables
31 December 2022 31 December 2021
GBP'000 GBP'000
Current trade and other payables
Prepayments 23 22
Other receivables 17 -
Loss allowance on loan (17) -
Total 23 22
Notes to the financial statements (continued)
__________________________________________________________________________________________
11 Trade and other receivables (continued)
Other receivables relate to a EUR20,000 (GBP17,000) loan as a result of the conditional SPA with Cass Fze and Stella Investments Limited (as mentioned in the Chairman's Report on Page 3). The terms of the agreement were not met by the longstop date of 30 August 2022 resulting in the loan becoming repayable. There is uncertainty about the recoverability of the loan and as such a loss allowance for it has been made in the year.
The fair value of these financial assets is not individually determined as the carrying amount is a reasonable approximation of fair value.
12 Trade and other payables
31 December 31 December
2022 2021
GBP'000 GBP'000
Current trade and other payables
Trade creditors 1 -
Accruals 82 97
Total 83 97
The fair value of trade and other payables has not been disclosed as, due to their short duration, management considers the carrying amounts recognised in the balance sheet to be a reasonable approximation of their fair value.
13 Share capital Number Ordinary Deferred
of shares share share
capital capital
GBP000 GBP000
Allotted, issued and fully paid
At 31 December 2020 1,760,003 - 643
Issue of new ordinary shares on 19 March
2021 100,000 - 50
Issue of new ordinary shares on 19 March 340,000 -
2021 170
At 31 December 2021 2,220,003 - 863
Issue of new ordinary shares on 26 October 300,000 - 60
2022
Issue of new ordinary shares on 31 October 75,000 - 15
2022
Issue of new ordinary shares on 9 November 235,000 - 47
2022
Issue of new ordinary shares on 9 November 595,000 - 119
2022
Issue of new ordinary shares on 25 November 125,000 - 25
2022
Issue of new ordinary shares on 8 December 125,000 - 25
2022
At 31 December 2022 3,655,003 - 1,154
During the year, 1,455,000 shares were issued at GBP0.20 for GBP291,000 (2021: 440,000 shares at GBP0.50 for
GBP220,000) to improve cashflow.
Notes to the financial statements (continued)
__________________________________________________________________________________________
Warrants in issue
As at 31 December 2022, 494,750 warrants remain outstanding. 363,750 warrants were issued during the year
(2021: 100,000), and no warrants were exercised, or lapsed during either period end. All of the warrants
in issue and outstanding are exercisable at 50p per share, 30,400 for a period up 48 months and the
remaining 463,750 up to 24 months; the first 30,400 lapse on 2 August 2023.
Share Options
The Company has as at 31 December 2022, 245,000 share options in issue and outstanding. During the year no options
were issued (2021: Nil), no options were exercised, cancelled, or lapsed.
14 Share based payments
Share Options
The Company operates share option schemes for certain employees (including directors). Options are exercisable at the option price agreed at the date of grant. The options are settled in equity once exercised. The expected life of the options is 5 years. All options issued in the period to 31 December 2022 vested immediately, with no vesting requirements.
Details of the number of share options and the Weighted Average Exercise Price (WAEP) outstanding during the period are as follows:
31 December 2022 31 December 2021
WAEP Number WAEP
Number
GBP GBP
Outstanding at the beginning of the period 245,000 0.53 245,000 0.53
Granted - - - -
Exercised - - - -
Outstanding at the end of the year 245,000 0.53 245,000 0.53
Exercisable at year end 245,000 245,000
The share options outstanding at the end of the period have a weighted average remaining contractual life of 1.86 years and have the following exercise prices and fair values at the date of grant:
First exercise date (when vesting conditions are Grant date Exercise Fair 31 December 31 December
met) price value 2022 2021
GBP GBP Number Number
2 August 2018 2 August 0.50 0.3305 75,000 75,000
2018
4 June 2020 4 June 2020 0.55 0.0038 170,000 170,000
245,000 245,000
At 31 December 2022 245,000 options were exercisable (2021: 245,000).
14 Share based payments (continued)
For those options and warrants granted where IFRS 2 "Share-Based Payment" is applicable, the fair values were calculated using the Black-Scholes model. The inputs into the model for the current and prior year were as follows:
Risk free rate Share price volatility Expected life Share price at date of grant 2 August 2018 1.00% 84% 60 months GBP0.50 4 June 2020 0.63% 84% 60 months GBP0.60
Expected volatility was determined by calculating the historical volatility of similar listed companies share prices for 12 months prior to the date of grant. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.
15 Financial instruments
The Company's financial instruments comprise cash at bank and payables which arise in the normal course
of business. It is, and has been throughout the period under review, the Company's policy that no
speculative trading in financial instruments shall be undertaken. The Company has been solely equity
funded during the period. As a result, the main risk arising from the Company's financial instruments is
currency risk.
Details of the significant accounting policies and methods adopted, including the criteria for
recognition, the basis of measurement and the basis on which income and expenses are recognised, in
respect of each class of financial asset, financial liability and equity instrument are disclosed in Note
2 of the accounts.
2022 2021
GBP'000 GBP'000
Financial assets (current)
Cash and cash equivalents 208 87
Financial liabilities (current)
Trade payables and accruals 83 97
Cash and cash equivalents and trade payables and accruals shown above are at their carrying amount which equates to their fair value for both period ends.
Notes to the financial statements (continued)
__________________________________________________________________________________________
16 Related party transactions
During the period, the following related party transactions took place, GBP18,000 (2021: GBP18,000) was paid
to CorPa Asia Advisory Pte Limited ("CorPa") for director's fees. The Company's Director Mahesh
Pulandaran is an employee of CorPa.
Also, during the period, GBPNil (2021: GBP5,000) was paid to Taisen (Hong Kong) Limited in relation to
director's fees for Simon Clarke, the non-executive director appointed on 20 June 2021 and resigned 11
October 2022.
Malcolm Macleod holds 20,000 shares in the Company and his wife, Leoni Macleod, holds 2,000 shares,
Malcolm was appointed director in the Company on 30 September 2022 and received director's fees of
GBP3,000 in the period since appointment.
Remuneration of Key Management Personnel
The remuneration of the Directors and other key management personnel of the Company are set out below in
aggregate for each of the categories specified in IAS24 Related party Disclosures.
2022 2021
GBP'000 GBP'000
Short-term employee benefits 42 266
Share-based payments - -
42 266
The SPA of March 2022, directly ties in, obtaining the remaining 49% of the Shangri La Project (held
under licence by Goldfields Consolidated Pty Ltd and administered by Sorrento Resources Pty Limited with
one common sole director, Thomas Reddicliffe) with 100% of the Austrian Mitterberg Project. One of the
SPA agreement signatories, namely Ventataraman Shridar Maharajapuram representing Anthony Vartkes
Exploration is also a registered director and officer (elected 7 August 2017) of Battle Mountain Pty
Limited, a substantial shareholder of the Company, owning 15% (2021: 25%) of the issued share capital.
Michael Shmazian assisted in fund raisings and in an advisory role to the Company during the year, post
year end accepted payments for doing so which have subsequently been reimbursed; he holds 4,000 shares,
under his name, in a nominee account and Exchange Minerals Ltd holds 25,000 share options in the
Company. Michael Shmazian is a director in Exchange Minerals Ltd.
Sorrento Resources Pty Limited is a related party as it administers Goldfields Consolidated Pty Ltd
which wholly owned the Shangri La licence and currently owns 49% with the Company owing the remaining
51%. Sorrento Resources Pty Limited own 5% (2021: 9%) of the Company's issued share capital.
17 Principal risks and uncertainties
Interest rate risk and liquidity risk
The Company is funded by equity, maintaining all its funds in bank accounts. The Company's policy
throughout the period has been to minimise the risk of placing available funds on short term deposit.
The short-term deposits are placed with banks for periods up to 1 month according to funding
requirements.
The Company had no undrawn committed borrowing facilities at any time during the period.
Currency risk
The Company is directly exposed to currency risk of its investments, as they are based in Australia, and
exposed to movement against the Australian Dollar as their assets, liabilities, revenue and expenditure
are denominated therein. The company is denominated in pound sterling.
Notes to the financial statements (continued)
____________________________________________________________________________________
Market risk
The company is not currently exposed directly to market risk in relation to its investments, as these
are not currently listed on any stock market anywhere in the world.
Fair values
Cash and cash equivalents (which are presented as a single class of assets on the face of the balance
sheet) comprise cash held by the company with an original maturity of three months or less. The
carrying amount of these assets approximates their fair value.
The directors consider there to be no material difference between the book value of financial
instruments and their values at the balance sheet date.
Risk management framework
The Company's board of Directors has overall responsibility for the establishment and oversight of
the Group's risk management framework.
The Group's risk management policies are established to identify and analyse the risks faced by the
Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk
management policies and systems are reviewed regularly to reflect changes in market conditions and the
Group's activities. The Group, through its training and management standards and procedures, aims to
develop a disciplined and constructive control environment in which all employees understand their roles
and obligations.
Cost may be an appropriate estimation of fair value at the measurement date only in limited
circumstances, such as for a pre-revenue entity when there is no catalyst for change in fair value, or
the transaction date is relatively close to the measurement date. Other indicators include insufficient
recent information, wide range of possible fair values and cost represents the best estimate.
18 Capital Commitments & Contingent Liabilities
There are no non-cancellable capital commitments as at the balance sheet date. The Company has no
contingent liabilities at the balance sheet date.
19 Ultimate control
The Company has no individual controlling party.
20 Events after the end of reporting period
On 18 January 2023, VVV Resources Australia Pty Ltd was registered under the Corporations Act 2001 in Western Australia, it's Company Number is 665 095 876 and is a proprietary company limited by shares and wholly owned by VVV Resources Limited, which holds 120 fully paid shares of AUD USD1.00 each. It has a sole director, Malcolm Macleod who is also a director in VVV Resources Limited.
On 14 June 2023, the Company announced changes to the board of directors whereby with immediate effect, J Williams became Executive Chairman and M Macleod and M S/o Pulandaran, Non-Executive Directors.
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ISIN: VGG9470B1004 Category Code: MSCM TIDM: VVV LEI Code: 213800OEUSH43X859D83 Sequence No.: 256353 EQS News ID: 1675609 End of Announcement EQS News Service =------------------------------------------------------------------------------------
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(END) Dow Jones Newswires
July 07, 2023 12:09 ET (16:09 GMT)
