TIDMSYN
RNS Number : 1939N
Synergia Energy Ltd
21 September 2023
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SYNERGIA ENERGY LTD
ABN 50 078 652 632
ANNUAL REPORT
2023
CHAIRMAN'S REVIEW
Dear Shareholder,
The past year has seen many positive events in your company
including significant progress in existing core projects, the
addition of a very substantial new opportunity, enhancement of the
Company's corporate position and resolution of all legacy and
long-standing issues. The Company's primary focus is on carbon
reduction and contribution to the energy transition that is
currently under way globally. Our strategy has two fundamental
components, the production of gas as a key transition energy source
and carbon capture and sequestration ("CCS").
In India, important steps leading to the development of the
known large gas resource at the Cambay Field are underway,
including a farmout / funding plan which is well advanced. In
addition, the Company has developed early-stage plans for a CCS
scheme in India. In the UK, the Company has been awarded a CCS
licence in the Southern North Sea as the result of competitive
bidding in an initiative set up by the UK government.
The ability to undertake these projects is underscored by the
extensive experience of the management team in the design,
construction and operation of UK-based gas production and storage
projects. It is further demonstrated by the partnership with
Wintershall Dea in the UK CCS licence. Wintershall Dea is among the
leading CCS players in the North Sea with four licences in three
North Sea countries.
On the corporate side, the Company has delisted from the ASX and
is now solely traded on the London AIM market. This brings into
alignment the location of our assets and the location of the
executive management team. The Company remains an Australian
corporation subject to ASIC regulations. Indian operations are
managed by an expert team of Indian nationals located in Gujarat,
close to the Cambay project. The Company has appointed a new
UK-based broker, Panmure Gordon, to assist the Company with
achieving its short- and medium-term corporate objectives in
reaching out to institutional investors to support the developing
projects. Additionally, Panmure Gordon's in-house analyst will
provide a third-party review of the Company and its projects.
Closing down of the legacy joint venture in Timor Leste is
complete with payment of the final loan instalment now made.
The outlook for the Company is very positive with a focused
strategy positioning our in-house expertise with the changing
global energy and environmental requirements and opportunities.
The major shareholders of the Company, continue to provide
essential support for the Company, and I am very pleased to report
that Synergia Energy has a dedicated and highly experienced board
of directors working closely with the executive management team who
together provide the experience and direction needed for the
current re-building stage of the Company.
On behalf of the Board, I wish to thank our staff, contractors,
local communities, shareholders, and stakeholders for the ongoing
support of the Company and I invite that continued support as we
reach for realisation of value in our projects and plans.
Mr J Salomon
Non-Executive Chairman
21 September 2023
BUSINESS REVIEW
Industry Overview
Global governmental energy policies continued to evolve in an
attempt to reconcile the tensions between global gas shortages
caused by the Ukraine war, sustained tightening of production
quotas from OPEC members combined with the overriding need to
address climate change by reducing dependence on fossil fuels.
In India, the inability to compete for increasingly costly LNG
imports resulted in renewed emphasis on coal-fired power
generation. Although global LNG prices eased during H1 2023, the
India Directorate General of Hydrocarbons continued to emphasise
the need for increased indigenous gas supplies.
The increase in oil and gas prices has caused a surge in oil and
gas activity, particularly in the US and Middle East. This
increased activity has resulted in global shortages of drilling
services and equipment and generally increased costs.
In the UK, the government reversed the previous years' antipathy
towards the oil and gas sector by launching the 33(rd) round of
exploration licensing in recognition of the importance of energy
supply self-sufficiency. Conversely, the UK government imposed a
windfall tax on oil and gas company profits, further reducing the
attractiveness of new field development on the UK Continental
Shelf.
The UK government increased its resolve to implement carbon
capture and storage schemes by launching the 1(st) Carbon Storage
Licensing Round and by pledging GBP20 billion of investment over
the next 5 years.
Synergia Energy Strategy
The Company continued to execute two of its three strategic
components:
-- Focus on gas production from its Cambay, India gas field
-- Development of CCS projects in the UK and India
The Company has temporarily ceased its attempt to acquire mature
producing gas assets in the UKCS due to the reluctance of operators
to dispose of producing gas assets in the current high gas price
environment.
To reinforce its commitment to CCS activities, the Company
launched its Cambay CCS scheme, the first end-to-end CCS scheme in
India which has been well received by the Government of India
regulators.
Cambay Field, Onshore Gujarat, India
(Synergia Energy: Operator and 100% Participating Interest)
The Cambay licence area is located onshore in the state of
Gujarat in the heart of one of India's most prolific hydrocarbon
provinces. It is ideally located within a major industrial corridor
and approximately 20 km from the existing national gas trunk
pipeline grid. India's large energy market is currently dependent
on gas imports. The Cambay operation is well-positioned to
partially displace the need for imported gas with indigenous gas
supplies.
The Cambay field development is centred on the successful
exploitation of the gas resources held in the Eocene EP-IV
reservoir which extends across the field and has been penetrated by
over 30 wells. The EP-IV reservoir comprises low permeability
("tight") siltstones and requires fracture stimulation to provide
economic gas production rates.
Having resumed production in April 2022 after a 3.5 year hiatus,
the Company has been producing both gas and condensate from two gas
wells (C-77H and C-73) in addition to oil from several intermittent
legacy oilwells.
Cambay C-77H Well - Trialling New Fracking Methodology and
Artificial Lift
The re-fracture of the C-77H well in July 2022 has proven
successful with the two new re-fracked zones having been on plateau
production since September of 2022 at rates of 140-150 mscfd. This
is despite the presence of a c.1500m column of gas condensate in
the wellbore that inhibits gas production.
Prior to re-fracturing, the well's four fracked zones would
produce for 4 to 5 days before fluid loading in the wellbore would
stop production. The well would then have to be shut in for circa 1
week in order for the pressure to re-build after which the cycle
was repeated. This intermittent production was an unsatisfactory
basis for a full field development and attributed to a combination
of less than optimum fracking methodology and absence of artificial
lift to remove wellbore fluids.
The first step in installing a jet pump artificial lift solution
was commenced in July 2023 to both remove gas condensate and to
increase gas production. The jet pump installation is expected to
be completed in September 2023. Artificial lift will be implemented
on future new wells.
The successful re-fracturing operation gives the Company
confidence that new wells can be drilled and fracked with initial
production rates of 4-6 mmscfd in conjunction with the jet pump
artificial lift.
Cambay Full Field Development
Based on the success of the C-77H well, the Company plans a full
field development commencing in calendar quarter Q1 2024, subject
to securing funding, to exploit the certified 205 BCF of P50 gas
reserves together with the associated gas condensate.
The field development plan comprises an initial 10 new well
drilling programme which will be supplemented by additional wells
to fully exploit the field's reserves. All wells will be fracked
incorporating artificial lift. The initial 10 wells will be drilled
from the existing C--77H drilling pad and will share a common
export tie-in point and common processing facilities. Due to the
anticipated (greater than 30 mmscfd) gas volumes, a new export
pipeline to connect to the high-pressure gas grid will be
implemented together with enhanced processing facilities and
compression.
Carbon Capture and Storage ("CCS")
UK
The Company applied for two carbon storage licences under the
NSTA's 1(st) Carbon Storage Licensing Round to complement its
Medway Hub CCS project. Under this scheme, the Company plans to
transport CO(2) emissions from three large CCGT power stations in
liquid form in special marine tankers for permanent storage in
depleted fields or aquifers in the Southern North Sea. The CO(2)
tankers will offload liquid CO(2) onto a Floating Injection,
Storage and Offloading ("FISO") vessel for subsequent injection
into the CO(2) store via subsea manifolds. The target is to store
c. 7.6 MTa (million tonnes per annum) of CO(2) which would make a
major contribution towards the UK's Net Zero goals.
The Company and its joint venture partner, Wintershall Dea, via
its UK branch, Wintershall Dea Carbon Management Solutions UK
("Wintershall Dea"), were successful in one of its two licensing
round applications, with the award of Licence CS019 covering the
now depleted Camelot gas field and the overlying BC18 saline
aquifer. The licence was awarded jointly with Wintershall Dea in a
50:50 partnership with Synergia as operator. Wintershall Dea has a
strong corporate CCS commitment with existing projects in Norway
and Denmark. The carbon storage licence has a work program that
incorporates an appraisal phase comprising seismic re-processing,
technical evaluations and risk assessment, and a contingent FEED
study leading to a potential storage licence application in 2028,
following the final investment decision ("FID"). The CS019 licence
also includes a contingent appraisal well. First CO(2) injection is
anticipated for 2032. The Company's share of the initial work phase
and FID is subject to funding, which will be addressed in due
course.
India
The Company has developed the Cambay CCS scheme which comprises
the transportation of CO(2) from emissions from the many
significant gas- and coal-fired power stations surrounding the
Cambay gas field, via onshore pipeline, to a CCS hub located at the
Cambay field. The CO(2) would then be injected into the regionally
extensive Olpad formation which underlies the Cambay Eocene gas
reservoir. The initial goal is to provide a "Transportation and
Storage" service to the power station emitters to sequester CO(2)
emissions which total circa 45 MTa from the currently targeted
power stations in the proximity of the Cambay field.
The Cambay CCS scheme has been well received by key Government
of India regulators but its viability is contingent on, inter alia,
the development of a regulatory framework that incentivises the
CO(2) emitter customers. Synergia plans to assist the regulators in
the development of such a framework based on its UK CCS
experience.
JPDA 06-103, Timor Sea
In August 2020, on behalf of its Joint Venture Participants,
Synergia Energy Ltd announced a Deed of Settlement and Release
("Deed") with the Autoridade Nacional Do Petroleo E Minerais
("ANPM"). Under the terms of the Deed, Synergia Energy committed to
a settlement of US$800,000 payable up to the financial year 2024.
During the year, the final instalment payable of US$250,000 was
made to ANPM on 7 September 2022, thereby fully extinguishing the
Group's obligations to ANPM.
To fund the settlement to ANPM, Synergia Energy entered into an
unsecured loan facility agreement with two of the JPDA joint
venture partners, Japan Energy E&P JPDA Pty Ltd ("JX") and Pan
Pacific Petroleum (JPDA 06 103) Pty Ltd ("PPP"). The portion which
was owing to PPP was fully repaid in the previous financial year in
December 2021. The portion which was owing to JX was repaid in
instalments during the year in August 2022, February 2023 and April
2023 with the balance of the loan from JX being US$225,355 at
year-end. This balance plus interest was repaid in the Company's
final repayment of US$228,324 to JX on 14 August 2023 to settle the
balance of the loan to nil. The details and movement in the loan
payable during the period are detailed in Note 16 to the
consolidated financial statements.
On 13 October 2022, the non-defaulting parties to the JPDA joint
venture agreed to terminate the Joint Operating Agreement. Synergia
Energy is in the process of progressing the final closure of the
joint venture accounts to conclude this matter.
Financial
Treasury Policy
The funding requirements of the Group are reviewed on a regular
basis by the Group's Chief Financial Officer and reported to the
Board to ensure the Group can meet its financial obligations as and
when they fall due. Internal cash flow models are used to review
and test investment decisions. Until sufficient operating cash
flows are generated from its operations, the Group remains reliant
on equity or debt funding, as well as assets divestiture or
farmouts to fund its expenditure commitments.
Formal control over the Group's activities is maintained through
a budget and cash flow monitoring process with annual budgets
considered in detail and monitored monthly by the Board and forming
the basis of the Company's financial management strategy.
Cash flows are tested under various scenarios to ensure that
expenditure commitments can be met under all reasonably likely
scenarios. Expenditures are also carefully monitored against the
budget. The Company continues to actively develop funding options
in order to meet its expenditure commitments and its planned future
discretionary expenditure.
During the year, the following debt and equity capital raisings
were completed to provide working capital for the Company's
activities:
September 2022 quarter
-- Completion of the May 2022 Placement previously arranged and
announced on 4 May 2022 via the issue of 174,831,394 fully paid
ordinary shares at GBP0.002 (A$0.0035) per share ; and
March 2023 quarter
-- Issue of convertible notes to the value of GBP650,000 (6,500
convertible notes at a face value of GBP100 each). See Notes 16 and
17 to the consolidated financial statements for further information
on the convertible notes.
Corporate
The Company maintained a dual listing on the Australian
Securities Exchange ("ASX") and the Alternative Investment Market
("AIM") of the London Stock Exchange ("LSE") up until the Company's
delisting on the ASX on 30 December 2022. After the Company's
delisting on the ASX the Company's shares remain publicly traded on
AIM.
As at 30 June 2023 the Company had:
-- Available cash resources of A$938,589;
-- Borrowings (excluding derivative liability component of
convertible notes) of A$774,666 (refer to Note 16 to the
consolidated financial statements ) ;
-- Derivative liabilities (from convertible notes) of A
$1,050,334 (refer to Note 17 to the consolidated financial
statements ) ; and
-- Issued capital of 8,417,790,704 fully paid ordinary shares and 449,928,560 unlisted options.
Executive and Board Changes
On 29 June 2023, Mr. Joe Salomon, the previous Executive
Chairman, moved into the role of Non-Executive Chairman. There were
no other board changes during the year.
Risk Management
The full Board undertakes the function of the Audit and Risk
Committee and is responsible for the Group's internal financial
control system and the Company's risk management framework.
Management of business risk, particularly exploration, development
and operational risk is essential for success in the oil and gas
business. The Group manages risk through a risk identification and
risk management system.
Health, Safety, Security and Environment
Synergia Energy is committed to protecting the health and safety
of everybody who plays a part in our operations or lives in the
communities where we operate. Wherever we operate, we will conduct
our business with respect and care for both the local and global,
natural and social environment and systematically manage risks to
drive sustainable business growth. We will strive to eliminate all
injuries, occupational illness, unsafe practices and incidents of
environmental harm from our activities. The safety and health of
our workforce and our environmental stewardship are just as
important to our success as operational and financial performance
and the reputation of the Company.
Synergia Energy respects the diversity of cultures and customs
that it encounters and endeavours to incorporate business practices
that accommodate such diversity and that have a beneficial impact
through our working involvement with local communities. We strive
to make our facilities safer and better places in which to work and
our attention to detail and focus on safety, environmental, health
and security issues will help to ensure high standards of
performance. We are committed to a process of continuous
improvement in all we do and to the adoption of international
industry standards and codes wherever practicable. Through
implementation of these principles, Synergia Energy seeks to earn
the public's trust and to be recognised as a responsible corporate
citizen.
Qualified Person
The technical information contained in the above disclosure
has been prepared by or under the supervision of Mr Jonathan
Salomon (B App Sc (Geology), GAICD), Non-Executive Chairman
employed by Synergia Energy Ltd. Mr Salomon has over 37 years'
experience in petroleum geology and is a member of the American
Association of Petroleum Geologists, and the Society of Petroleum
Engineers. Mr Salomon meets the requirements of and acts as
the Qualified Person under the Alternative Investment Market
Rules - AIM Note for Mining and Oil & Gas Companies , and
consents to the inclusion of this information in this report
in the form and context in which it appears.
PERMIT SCHEDULE
PETROLEUM AND CCS PERMIT SCHEDULE - 30 JUNE 2023
CHANGE
IN INTEREST
DURING THE EQUITY
ASSET LOCATION ENTITY YEAR % % OPERATOR
-------------------- ------------------- --------------- -------- -------------
Cambay Field Gujarat, Synergia - 85 Synergia
PSC India Energy Ltd Energy Ltd
-------------------- -------------
Oilex N.L.
Holdings
(India) Limited - 15
------------------- ---------------------------------------------------- -------- -------------
CS019 - Southern Synergia - - Synergia
SNS Area North Sea Energy CCS Energy CCS
4 (Camelot (United Kingdom) Limited Limited
Area) (1)
-------------------- ------------------- --------------- -------- -------------
(1) The NSTA granted the CS019 licence for the Camelot area to
Synergia Energy CCS Limited and its 50% joint venture partner,
Wintershall Dea Carbon Management Solutions UK, with Synergia
Energy CCS Limited as operator. The licence was effective from 1
August 2023 (after year-end).
DIRECTORS' REPORT
FOR THE YEARED 30 JUNE 2023
For the Year Ended 30 June 2023
The directors of Synergia Energy Ltd present their report
(including the Remuneration Report) together with the consolidated
financial statements of the group comprising Synergia Energy Ltd
(the "Company" or "Synergia Energy") and its subsidiaries (together
collectively referred to as the "Group") for the financial year
ended 30 June 2023 and the auditors' report thereon. Unless
otherwise indicated, the directors' report is presented in
Australian dollars ("$" or "A$"), which is the Company's functional
and presentation currency (see Note 2(e) of the Notes to the
Consolidated Financial Statements).
DIRECTORS
The directors of Synergia Energy Ltd in office at any time
during or since the end of the financial year are:
Mr Jonathan Salomon ( B App Sc (Geology), GAICD)
(Executive Chairman until moved to Non-Executive Chairman role
on 29 June 2023)
Mr Salomon was appointed as a Non-Executive Director in November
2015, Managing Director on 18 March 2016, and Interim Chairman on 5
May 2020. Mr Salomon continued as Managing Director and Interim
Chairman until he was appointed as Executive Chairman on 16 June
2021. On 29 June 2023 Mr Salomon moved to a Non-Executive Chairman
role.
Mr Salomon has a Bachelor Degree in Applied Science and is a
member of the American Association of Petroleum Geologists and the
Society of Petroleum Engineers, and has over 37 years of experience
working for upstream energy companies. Mr Salomon has worked for a
number of oil and gas companies in various senior positions
including General Manager Exploration and New Ventures at Murphy
Oil Corporation and Global Head of Geoscience at RISC PL, in
addition to a number of Executive Director roles including
Strategic Energy Resources, Norwest Energy and Nido Petroleum. At
several times in his career, Mr Salomon has acted as an independent
consultant for various oil and gas companies, including New
Standard Energy and Pacrim Energy. Mr Salomon first worked on
Indian projects in 1994 while at Ampolex and since that time has
maintained a connection with the Indian industry, at various times
bidding in India's exploration and field development rounds and
working with Indian companies as joint venture partners, both in
India and internationally.
During the last three financial years and up to the date of this
report, Mr Salomon has not been a director of any other listed
companies.
Mr Roland Wessel
(Chief Executive Officer and Director)
Mr Wessel was appointed Chief Executive Officer and Director on
16 June 2021. Mr Wessel is a geologist with over 40 years'
experience in all of the world's major oil and gas regions. Further
details of Mr Wessel's qualifications and experience can be found
in the Executive Management section of the Directors' Report.
During the last three financial years and up to the date of this
report, Mr Wessel has not been a director of any other listed
companies.
Mr Colin Judd
(Chief Financial Officer and Director)
Mr Judd was appointed as Chief Financial Officer on 1 July 2021
and as Director on 27 January 2022. Mr Judd is a chartered
accountant with over 40 years' experience in corporate financial
management. Further details of Mr Judd's qualifications and
experience can be found in the Executive Management section of the
Director's Report.
During the last three financial years and up to the date of this
report, Mr Judd has not been a director of any other listed
companies.
Mr Mark Bolton (B Business)
(Non-Executive Director)
Mr Bolton was appointed Chief Financial Officer and Company
Secretary on 3 June 2016, and as Executive Director on 26 March
2020. Mr Bolton continued as Chief Financial Officer until 1 July
2021 transitioning to a Non-Executive Director. Mr Bolton resigned
as Company Secretary on 25 August 2021.
Mr Bolton has significant experience in the resource sector in
Australia, having worked as Chief Financial Officer and Company
Secretary for a number of resource companies since 2003. Prior to
this, Mr Bolton worked with Ernst & Young as an Executive
Director in Corporate Finance. Mr Bolton has experience in the
areas of commercial management and the financing of resource
projects internationally. He also has extensive experience in
capital and equity markets in a number of jurisdictions including
ASX, AIM and the TSX. Mr Bolton has significant experience in the
development and financing of new resources projects, particularly
in emerging economies.
Mr Bolton is the Managing Director of Panthera Resources PLC
(AIM:PAT) and a Non-Executive Director of West Cobar Metals Limited
(ASX:WC1). During the last three financial years and up to the date
of this report , Mr Bolton has not been a director of any other
listed company.
Mr Paul Haywood
(Non-Executive Director)
Mr Haywood was appointed as a Non-Executive Director in May
2017. Mr Haywood has over 19 years of international experience in
delivering value for his investment network through a blended skill
set of corporate and operational experience, including more than
six years in the Middle East, building early stage and growth
projects. More recently, Mr Haywood has held senior management
positions with UK and Australian public companies in the natural
resource and energy sectors including oil and gas exploration and
development in UK, EU and Central Asia. Mr Haywood's expertise
stretches across UK and Australian public markets, with a
cross-functional skill set encompassing research, strategy,
implementation, capital and transactional management. Mr Haywood is
currently Chief Executive Officer of Block Energy Plc.
Mr Haywood is the Director and CEO of Block Energy plc
(AIM:BLOE). During the last three financial years and up to the
date of this report, Mr Haywood has not been a director of any
other listed companies.
Mr Peter Schwarz ( B Sc (Geology), M Sc (Petroleum Geology))
(Non-Executive Director)
Mr Schwarz was appointed as a Non-Executive Director in
September 2019. A former director of BG Exploration and Production
Limited and CEO of independent exploration company Virgo Energy
Ltd, Mr Schwarz is an AAPG Certified Petroleum Geologist and
business development professional with over 45 years' experience in
the oil and gas industry. Mr Schwarz has previously held various
senior management roles with Amerada Hess, BG, and Marubeni and is
currently a director of Finite Energy Limited, an oil and gas
consultancy business he founded over 15 years ago, specialising in
strategy and business development advice in the UK and Europe.
During the last three financial years and up to the date of this
report, Mr Schwarz has not been a director of any other listed
companies.
COMPANY SECRETARY
Ms Lisa Wynne was the Company Secretary from the beginning of
the financial year until 28 September 2022, and Mr Jack Rosagro was
the Company Secretary from 28 September 2022 to 8 September 2023.
Synergia Energy's current Company Secretary, Ms Anshu Raghuvanshi
was appointed on 8 September 2023.
Ms Raghuvanshi leads the company secretarial services for
Computershare Governance Services, Melbourne, Australia. She has
over 12 years' experience in company secretarial roles, working
with listed companies to ensure their compliance with annual and
ad-hoc reporting, and to guide them in their governance processes.
Ms Raghuvanshi supports clients with the administration of their
board, committee, and annual general meetings, including notices,
agendas and minutes.
CORPORATE GOVERNANCE STATEMENT
In establishing its corporate governance framework, the Company
(during the year up to March 2023) referred to the recommendations
set out in the ASX's Corporate Governance Council's Corporate
Governance Principles and Recommendations (4(th) Edition)
("Principles"). From March 2023, the Company adopted the
recommendations of the Quoted Companies Alliance Corporate
Governance Code for Small and Mid-Size Quoted Companies ("QCA
Code").
To the extent they are applicable to the Company, and to the
extent possible, the Board considers that the Company has complied
with each recommendation of the Principles and the QCA Code during
the year.
The Company's Corporate Governance Statement, which reports on
Synergia Energy's key governance principles and practices, and
provides detailed information on the Board and committee structure,
diversity and risk management, is available on the Synergia Energy
website in the "Corporate Governance" section (see
https://www.synergiaenergy.com/about-us/corporate-governance ).
DIRECTORS' MEETINGS
Directors in office and directors' attendance at meetings during
the financial year ended 30 June 2023 are as follows:
Board Meetings (1) Remuneration Committee Meetings (1)
Held (2) Attended Held (2) Attended
------------------------- ---------- --------- ------------------ ------------------
Non-Executive Directors
J Salomon (3) 12 12 - -
M Bolton 12 11 1 1
P Haywood 12 11 1 1
P Schwarz 12 11 1 1
Executive Directors
R Wessel 12 12 - -
C Judd 12 11 - -
------------------------- ---------- --------- ------------------ ------------------
(1) The full Board performs the role of the Audit and Risk
Committee. The Company does not have a Nomination Committee.
(2) Held indicates the number of meetings available for
attendance by the director during the tenure of each director.
(3) Mr Salomon moved to a Non-Executive Chairman role from 29
June 2023.
EXECUTIVE MANAGEMENT
Mr Roland Wessel
(Chief Executive Officer and Director)
Mr Wessel was appointed as Chief Executive Officer and Director
on 16 June 2021. Mr Wessel is a geologist with over 40 years'
experience in all of the world's major oil and gas regions. Mr
Wessel founded and built Star Energy, the UK onshore operator of 25
oil and gas fields, through to its listing on AIM in 2004 and its
sale to Petronas in 2008. During its evolution, Star Energy grew
rapidly through acquisitions and diversification, culminating in it
becoming a major gas storage developer and operator. During his
career, Mr Wessel has founded and managed a drilling services
company and has developed and patented several key oilfield
technologies. He has extensive experience in both project and
corporate management.
Mr Colin Judd
(Chief Financial Officer and Director)
Mr Judd was appointed as Chief Financial Officer on 1 July 2021
and as Director on 27 January 2022. Mr Judd qualified as a
chartered accountant with Price Waterhouse in 1979, where he
fulfilled various professional accounting positions in the UK,
Europe and the Far East. Mr Judd joined Christian Salvesen plc in
1987, undertaking senior financial management roles culminating in
the position of European Financial Controller. In 1994, Mr Judd
moved to Aberdeen where he undertook Chief Financial Officer roles
for two private-equity-backed oil service businesses. In 1999, Mr
Judd joined Star Energy Limited as a founder member and Chief
Financial Officer and was instrumental in the company's successful
listing on AIM in 2004, various subsequent share placings and the
company's ultimate sale to Petronas. Mr Judd cofounded Trans
European Oil & Gas Limited, a company backed by KKR, with the
strategy to develop a pan-European oil and gas business.
Mr Ashish Khare
(Bachelor of Engineering (BE in Chemical Engineering, including
Petroleum Management))
(Head of India Assets)
Mr Khare was appointed Head of India Assets on 8 November 2016
and is based in India. Mr Khare has over 22 years of experience in
the petroleum industry. Mr Khare's area of expertise include
upstream oil and gas, as well as midstream and downstream project
implementation and operations management. Mr Khare originally
worked for Synergia Energy Ltd as GM Operations & Business
Development; and has experience working for various Indian
companies including Cairn India Ltd and Reliance Petroleum.
PRINCIPAL ACTIVITIES
The principal activities of the consolidated entity during the
financial year included:
-- exploration for oil and gas;
-- appraisal and development of oil and gas prospects; and
-- production and sale of oil and gas.
The Group is now also focused on carbon-neutral gas production
and aims to become a major contributor to CO(2) emission reduction
by developing CCS projects, leveraging the extensive management
experience in this sector.
There were no other significant changes in the nature of the
activities during the year.
OPERATING RESULTS
The Group incurred a consolidated loss after income tax of
A$5,382,902 for the year (2022: loss of A$2,061,924)
During the year, production continued on the Cambay field
together with oil and gas sales following recommencement of
production which happened in the previous financial year in April
2022. Gas sales during the year amounted to A$755,589 (2022:
A$141,435) and oil sales amounted to A$540,561 (2022: A$nil),
providing total revenues of A$1,296,150 during the year (2022:
A$141,435). Cost of sales including production costs incurred
during the year amounted to A$2,563,873 (2022: A$754,365), which
included re-fraccing costs of A$1,850,924 ( 2022: A$687,184 ). This
resulted in the Group incurring a gross loss of A$1,267,723 during
the year (2022: A$612,930).
The prior year results included care and maintenance expenditure
of A$441,338 (which included re--fraccing costs of A$335,717 ).
There was no care and maintenance expenditure during the current
year due to the recommencement of production in April 2022.
During the year, A$34,853 of expected credit losses ("ECLs") was
reversed (2022: A$3,131,282 reversed). The 2022 ECLs reversed
included A$3,187,168 of ECLs relating to the share of balances
directly receivable from the Cambay operation to the Group, which
were reversed as part of the Cambay Acquisition which occurred
during the previous financial year ended 30 June 2022.
Net finance costs of A $769,981 (2022: A$377,812) includes
interest from the unwinding of discount on the Group's site
restoration provision which increased to A$289,540 (2022: A$76,753
), interest expense from the Group's loan from JX which increased
to A$54,525 (2022: A$19,836), interest expense from the Group's
convertible note (debt component) of A$19,178 (2022: A$nil) and a
loss of A $227,668 (2022: A$nil) resulting from the fair value
revaluation of the derivative liability component of the Group's
convertible note.
FINANCIAL POSITION
The net assets of the Group totalled A$10,337,516 at 30 June
2023 (2022: A$14,583,598) and included the following balances:
-- C ash and cash equivalents of A$938,589 (2022: A$4,838,459) ;
-- Borrowings (excluding derivative liability component of
convertible notes) of A$774,666 (2022: A$451,355) ; and
-- Derivative liabilities (from convertible notes) of A $1,050,334 (2022: A$nil).
DIVIDS
No dividend was paid or declared during the year and the
directors do not recommend the payment of a dividend.
REVIEW OF OPERATIONS
A review of the operations of the Group during the financial
year and the results of those operations are set out in the Review
of Operations on pages 3 to 7 of this report.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
The Review of Operations details those changes that have had a
significant effect on the Group.
Other than those matters, t here have been no other significant
changes in the state of affairs of the Group that occurred during
the financial year.
LIKELY DEVELOPMENTS
Additional comments on expected results on operations of the
Group are included in the Review of Operations on pages 3 to 7.
Further disclosure as to likely developments in the operations
of the Group and expected results of those operations have not been
included in this report as, in the opinion of the Board, these
would be speculative and as such, disclosure would not be in the
best interests of the Group.
ENVIRONMENTAL ISSUES
The Group's oil and gas exploration and production activities
are subject to environmental regulation under the legislation of
the respective states and countries in which they operate. The
majority of the Group's activities involve low level disturbance
associated with its drilling programmes and production from
existing wells. The Board actively monitors compliance with these
regulations and as at the date of this report is not aware of any
material breaches in respect of these regulations.
The Group also has an active program of education, monitoring
and reporting within the Group's business to identify and mitigate
any other environmental risks.
SIGNIFICANT EVENTS AFTER BALANCE DATE
On 27 July 2023, the Group submitted a bank guarantee of
US$124,000 relating to the Cambay field. A further US$124,000 is
expected to be submitted in calendar Q1 2024. See Note 19 to the
notes to the consolidated financial statements for further details
on the bank guarantee.
Effective on 1 August 2023, the NSTA granted the CS019 licence
for the Camelot area to Synergia Energy CCS Limited and its 50%
joint venture partner, Wintershall Dea, with Synergia Energy CCS
Limited as operator.
On 7 August 2023, the Company issued 704,545,454 shares at
GBP0.0011 (A$0.0021) per ordinary share pursuant to the placement
announced on 25 July 2023 . As part of this placement, t he Company
will also be issuing 13,636,363 unquoted options (exercisable at
GBP0.0011 and expiring on 31 July 2026) to Novum Securities Limited
("Novum"), pursuant to the capital raising advisory agreement
relating to this placement. These options are expected to be issued
in the coming months.
On 10 August 2023, the Company made its final repayment to JX of
US$228,324 , settling the Company's liability payable to JX to
nil.
There were no other significant subsequent events occurring
after the year-end.
CAPITAL STRUCTURE AND TREASURY POLICY
As at 30 June 2023 the Group had unsecured loans, excluding the
derivative liability component of convertible notes, at face value
A$774,666 (2022: A$451,355). Refer to Note 16 of the Consolidated
Financial Statements for details of the carrying amount, terms and
conditions, repayment schedule, and options attached to the
loans.
The Group's balance of the derivative liability component of
convertible notes at 30 June 2023 is A$1,050,334 (refer to Note 17
to the consolidated financial statements).
Details of transactions involving ordinary shares during the
financial year are as follows:
Number of Gross Amount
Shares Issued Raised (A$)
------------------------------------------------------- --------------- -------------
July/August 2022
* Share Placements (approved at GM 13 July 2022) 174,831,394 608,378
Total 174,831,394 608,378
------------------------------------------------------- --------------- -------------
As at the date of this report the Company had a total issued
capital of 9,122,336,158 ordinary shares (following a placement
completed in August 2023) and 449,928,560 unlisted options
exercisable at weighted average price of GBP 0.0019 (A$0.0037) per
option.
DIRECTORS' INTERESTS
The relevant interest of each director in shares and unlisted
options issued by the Company at the date of this report is as
follows:
Number of Unlisted Options
Number of Ordinary Shares Over Ordinary Shares
Direct Interest Indirect Interest Direct Interest Indirect Interest
------------------------- ---------------- ------------------ ---------------- ------------------
Non-Executive Directors
J Salomon - 14,987,013 - 96,626,905(1)
M Bolton - - - -
P Haywood 12,933,513 - - -
P Schwarz 10,611,250 10,611,250 - -
Executive Directors
R Wessel - - 163,636,363(2) -
C Judd - - 118,200,000(3) -
------------------------- ---------------- ------------------ ---------------- ------------------
(1) 88,311,688 options exercisable at GBP0.0022, expiring 12
August 2027. Two thirds (2/3) of these options were exercisable at
reporting date; and
8,315,217 options exercisable at nil cost, expiring 1 April
2028. All of these options were exercisable at reporting date.
(2) 136,363,636 options exercisable at GBP0.0022, expiring 12
August 2027. Two thirds (2/3) of these options were exercisable at
reporting date; and
27,272,727 options exercisable at nil cost, expiring 1 April
2028. All of these options were exercisable at reporting date.
(3) 100,000,000 options exercisable at GBP0.0022, expiring 12
August 2027. Two thirds (2/3) of these options were exercisable at
reporting date; and
18,200,000 options exercisable at nil cost, expiring 1 April
2028. All of these options were exercisable at reporting date.
SHARE OPTIONS
Unissued Shares under Option
At the date of this report, unissued ordinary shares of the
Company under option (with an exercise price) are:
Number of
Expiry Date Shares Exercise Price
-------------------------------- ------------ ----------------------
Unlisted Options
Granted and Issued in 2022:
31 May 2024 25,210,084 GBP0.00238 (A$0.0045)
Granted and Issued in 2023:
30 April 2024 30,000,000 GBP0.00200 (A$0.0034)
12 August 2027 324,675,324 GBP0.00220 (A$0.0037)
1 April 2028 70,043,152 GBP0.00000 (A$0.0000)
Total 449,928,560
-------------------------------- ------------ ----------------------
These options do not entitle the holder to participate in any
share issue of the Company or any other body corporate.
Unissued Shares under Option that Expired
During or since the end of the financial year, the following
unlisted options expired:
Date Lapsed Number Exercise Price
----------------- ------------ ---------------------
31 December 2022 711,295,152 GBP0.0028 (A$0.0052)
---------------------
Total 711,295,152 GBP0.0028 (A$0.0052)
----------------- ------------ ---------------------
Shares Issued on Exercise of Unlisted Options
No ordinary shares were issued, during or since the end of the
financial year, as a result of the exercise of unlisted
options.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
During the financial year, the Group paid a premium in respect
of insurance cover for the directors and officers of the Group. The
Group has not included details of the nature of the liabilities
covered or the amount of the premium paid in respect of the
directors' liability and legal expense insurance contracts, as such
disclosure is prohibited under the terms of the insurance
contract.
PROCEEDINGS ON BEHALF OF THE COMPANY
No proceedings have been brought on behalf of the Company, nor
has any application been made in respect of the Company under
Section 237 of the Corporations Act 2001.
NON-AUDIT SERVICES
The Company may decide to employ the Auditor on assignments
additional to their statutory audit duties where the Auditor's
expertise and experience with the Group is important.
The Board has considered the non-audit services provided during
the year and is satisfied that the provision of the non-audit
services is compatible with, and did not compromise, the general
standard of independence for auditors imposed by the Corporations
Act 2001. The directors are satisfied that the provision of
non-audit services by the auditor, as set out below, did not
compromise the auditor independence requirements of the
Corporations Act 2001 for the following reasons:
-- all non-audit services were subject to the corporate
governance procedures adopted by the Group and these have been
reviewed by the Board to ensure they do not impact the impartiality
and objectivity of the auditor; and
-- the non-audit services provided do not undermine the general
principles relating to auditor independence as set out in APES 110
Code of Ethics for Professional Accountants, as they did not
involve reviewing or auditing the auditor's own work, acting in a
management or decision-making capacity for the Group, acting as an
advocate for the Group or jointly sharing risks and rewards.
Refer Note 28 of the Consolidated Financial Statements for
details of the amounts paid to the auditors of the Group, PKF Perth
and their network firms for audit and non-audit services provided
during the year.
ROUNDING OF AMOUNTS
The Company is a company of the kind referred to in ASIC
Corporations (Rounding in Financial/Directors' Reports) Instrument
2016/191 and therefore the amounts contained in this report and in
the financial report have been rounded to the nearest dollar,
unless otherwise indicated.
LEAD AUDITOR'S INDEPENCE DECLARATION
The Lead Auditor's Independence Declaration for the year ended
30 June 2023 has been received and can be found on page 29.
DIRECTORS' REPORT - REMUNERATION REPORT (AUDITED)
FOR THE YEARED 30 JUNE 2023
REMUNERATION REPORT - AUDITED
On 24 November 2021, the Board established a Remuneration
Committee, in accordance with the Company's Remuneration Committee
Charter, comprising Messrs Paul Haywood (Independent Chair), Peter
Schwarz (Independent Non-Executive Director) and Mark Bolton
(Non-Independent Non-Executive Director).The Remuneration Committee
is responsible for the review and recommendation to the Board, of
the Company's Remuneration Policy, senior executives' remuneration
and incentives, the remuneration framework for directors,
superannuation arrangements, incentive plans and remuneration
reporting.
1. PRINCIPLES OF COMPENSATION
Remuneration is referred to as compensation throughout this
report. The Remuneration Report explains the remuneration
arrangements for directors and senior executives of Synergia Energy
Ltd who have authority and responsibility for planning, directing
and controlling the activities of the Group (key management
personnel).
The compensation structures explained below are designed to
attract, retain and motivate suitably qualified candidates, reward
the achievement of strategic objectives and achieve the broader
outcome of the creation of value for shareholders. The compensation
structures take into account:
-- the capability and experience of the key management personnel;
-- the ability of key management personnel to control the performance of the relevant segments;
-- the current downturn and uncertainty within the resources industry;
-- the Company's performance including:
o the Group's earnings; and
o the growth in share price and delivering constant returns on
shareholder wealth;
-- exploration success; and
-- development of projects.
Compensation packages include a mix of fixed compensation and
long-term performance-based incentives. In specific circumstances,
the Group may also provide short-term cash incentives based upon
the achievement of Company performance hurdles or in recognition of
specific achievements.
1.1 Fixed Compensation
Fixed compensation consists of base compensation and employer
contributions to superannuation funds. Compensation levels are
reviewed annually through a process that considers individual,
sector and overall performance of the Group. In addition, reviews
of available data on oil and gas industry companies provide
comparison figures to ensure the directors' and senior executives'
compensation is competitive in the market.
Remunerations for Executive, Non-Executive Directors and staff
members impacted were reviewed early in the 2022 financial year.
Remuneration increases were implemented for certain individuals
with effect from 1 September 2021.
Compensation for senior executives is separately reviewed at the
time of promotion or initial appointment.
1.2 Performance Linked Compensation
Performance linked compensation includes both short-term and
long-term incentives designed to reward key management personnel
for growth in shareholder wealth. The short-term incentive ("STI")
is an "at risk" bonus provided in the form of cash or shares, while
the long-term incentive plan ("LTI") is used to reward performance
by granting options over ordinary shares of the Company.
Short-Term Incentives
The Group has introduced a short-term incentive scheme for key
management personnel with effect from 1 January 2022.
The short-term incentive scheme has been designed by the
Remuneration Committee and approved by the Board, having regard to
the business plans as well as the achievement of performance
targets as determined by the Board. These targets include a
combination of key strategic, financial and personal performance
measures which have a major influence over company performance in
the short term.
On 3 April 2023, the Company issued unlisted nil-cost options
over 70,043,152 shares as a non-cash settlement of amounts due to
the Company's three executive directors and the Head of India
Assets in accordance with the Company's short-term incentive plan
and recommendations by the Company's Remuneration Committee for the
12-month period ended 31 December 2022. The options are fully
vested with the holder on 3 April 2023; and are exercisable on or
before 1 April 2028.
Long-Term Incentives
On 13 July 2022, following shareholder approval, the Company
released its Employee Incentive Plan. The shareholders approved the
issue of up to a maximum of 388,559,703 shares under the Company's
Employee Incentive Plan.
The primary objectives of the Employee Incentive Plan are
to:
-- establish a method by which eligible participants can
participate in the future growth and profitability of the
Company;
-- to provide an incentive and reward for eligible participants
for their contribution to the Company; and
-- attract and retain a high standard of managerial and
technical personnel for the benefit of the Company.
Under the Employee Incentive Plan, an award (i.e. options or
performance rights, etc.) may be awarded to an eligible
participant.
The Board, at its sole and absolute discretion, may invite an
eligible person selected by it to complete an application relating
to a specified number of awards allocated to that eligible person
by the Board. The Board may offer an award (as applicable) to any
eligible person it elects and determine the extent of that person's
participation in the Employee Incentive Plan (Participant).
An offer by the Board is required to specify, among other
things, the type of award offered, the date and total number of
awards granted, the exercise price and exercise period and any
other matters the Board determines necessary, including the
exercise conditions and disposal restrictions attaching to the
awards.
At the General Meeting held on 13 July 2022, the shareholders
approved the issue of 324,675,324 unlisted options as long term
incentives to the Executive Directors. The options are to vest with
the holder over a period of three (3) years, commencing on 1 July
2021. The Company issued the 324,675,324 unlisted options on 12
August 2022. No other long-term incentives were issued to senior
executives or staff during the year ended 30 June 2023.
1.3 Non-Executive Directors
Total compensation for all Non-Executive Directors is based on a
comparison with external data with reference to fees paid to
Non-Executive Directors of comparable companies. Directors' fees
cover all main Board activities and membership of committees, if
applicable.
The annual fee for Mr Salomon has been set at A$105,000 plus
statutory superannuation per annum effective from the date of his
appointment as Non-Executive Chairman on 29 June 2023.
The annual fee for Mr Bolton was set at A$55,381 plus statutory
superannuation per annum effective from 1 July 2021 when he was
appointed as Non-Executive Director and remains unchanged.
The annual fee for Mr Haywood, the Company's UK based
Non-Executive Director was set at GBP30,000 per annum on
commencement in May 2017 and remains unchanged.
The annual fee for Mr Schwarz, the Company's UK based
Non-Executive Director was set at GBP30,000 per annum on
commencement in September 2019 and remains unchanged.
The aggregate maximum fixed annual amount of remuneration
available for Non-Executive Directors of A$500,000 per annum was
approved by Shareholders on 9 November 2011.
In addition to the fixed component, the Company can remunerate
any director called upon to perform extra services or undertake any
work for the Company beyond their general duties. This remuneration
may either be in addition to, or in substitution for, the
director's share of remuneration approved by Shareholders.
1.4 Clawback Policy
The Board has adopted the following Clawback Policy applicable
from August 2015.
In relation to circumstances where an employee acts fraudulently
or dishonestly, or wilfully breaches his or her duties to the
Company or any of its subsidiaries, the Board has adopted a
clawback policy in relation to any cash performance bonuses
(including deferred share awards) or LTIs. The Board reserves the
right to take action to reduce, recoup or otherwise adjust an
employee's performance based remuneration in circumstances where in
the opinion of the Board, an employee has acted fraudulently or
dishonestly or wilfully breached his or her duties to the Company
or any of its subsidiaries. The Board may:
-- deem any bonus payable, but not yet paid, to be forfeited;
-- require the repayment by the employee of all or part of any cash bonus received;
-- determine that any unvested and/or unexercised LTIs will lapse;
-- require the repayment of all or part of the cash amount
received by the employee following vesting and subsequent sale of a
LTI;
-- reduce future discretionary remuneration to the extent
considered necessary or appropriate to take account of the event
that has triggered the clawback;
-- initiate legal action against the employee; and/or
-- take any other action the Board considers appropriate.
1.5 Remuneration Consultants
There were no remuneration recommendations made in relation to
key management personnel by remuneration consultants in the
financial year ended 30 June 2023.
1.6 Adoption of year ended 30 June 2022 Remuneration Report
At the AGM held 23 November 2022 shareholders adopted the 30
June 2022 Remuneration Report with a clear majority of
1,458,204,495 votes in favour, being 99.90% of the votes cast.
2. EMPLOYMENT CONTRACTS
The following table summarises the terms and conditions of
contracts between key executives and the Company:
Termination
Notice
Contract Resignation Unvested Required
Contract Termination Notice Options on from the Termination
Executive Position Start Date Date Required Resignation Company (1) Payment
------------- -------------- ------------- ------------- ------------- ------------ ------------ --------------
J Salomon Non-Executive 18 March n/a 3 months Forfeited 3 months For
(2) Chairman (2) 2016 termination
by the
Company,
three months'
salary plus
any accrued
leave
entitlement.
If
a Material
Change Event
occurs,
employee may
give notice
to the
Company
within one
month of
the Material
Change Event,
terminating
the Contract
of Employment
and following
that
effective
date, the
Company will
pay a
Termination
Payment equal
to six
months' fixed
annual
remuneration.
Subject to
the
Corporations
Act 2001 and
any necessary
approvals
required
thereunder.
R Wessel Chief 15 June 2021 n/a 3 months Forfeited 3 months For
Executive termination
Officer and by the
Director Company, 1
month's
salary plus
any accrued
leave
entitlement.
C Judd Chief 1 July 2021 n/a 3 months Forfeited 3 months For
Financial termination
Officer and by the
Director Company, 1
month's
salary plus
any accrued
leave
entitlement.
A Khare Head of India 1 May 2015 n/a 90 days Forfeited 90 days For
Assets termination
by the
Company, 1
month's
salary plus
any accrued
leave
entitlement.
------------- -------------- ------------- ------------- ------------- ------------ ------------ --------------
(1) The Company may terminate the contract immediately if
serious misconduct has occurred. In this case the termination
payment is only the fixed remuneration earned until the date of
termination and any unvested options will immediately be
forfeited.
(2) Mr Salomon was the Executive Chairman until he moved to the
Non-Executive Chairman role on 29 June 2023. There were no changes
to the terms of Mr Salomon's employment, as listed above, upon his
move to the Non-Executive Chairman role.
3. DIRECTORS' AND EXECUTIVE OFFICERS' REMUNERATION
Details of the nature and amount of each major element of
remuneration of each director of the Company and other key
management personnel of the consolidated entity are:
Share-Based
Short-Term Payments
--------------- -----
Proportion
of
Benefits Other Shares, Remuneration
STI (Including Post-Employment Long-Term Options Performance
Salary Cash Non-Monetary) Super-annuation Benefits Termination and Rights Related
& Fees Bonus (1) Total Benefits (2) Benefits (3) Total (3)(4)
Year A$ A$ A$ A$ A$ A$ A$ A$ A$ %
--------------- ----- -------- ------ -------------- -------- ---------------- ---------- ------------ ------------ ---------- -------------
(3)
Non-Executive
Directors (4)
J Salomon (8) 2023 134,213 - 2,233 136,446 17,861 15,423 - 60,028 229,758 6%
Non-Executive
Chairman 2022 166,586 - 3,039 169,625 16,659 20,176 - 45,747 252,207 -
M Bolton (5) 2023 55,381 - - 55,381 5,815 - - - 61,196 -
Non-Executive
Director 2022 55,381 - - 55,381 5,538 - - - 60,919 -
P Haywood (6) 2023 53,589 - - 53,589 - - - - 53,589 -
Non-Executive
Director 2022 51,471 - - 51,471 - - - 3,750 55,221 -
P Schwarz (7) 2023 53,589 - - 53,589 - - - - 53,589 -
Non-Executive
Director 2022 45,970 - - 45,970 - - - 9,376 55,346 -
(4) Executive
Directors
R Wessel (9) 2023 273,386 - - 273,386 - - - 117,478 390,864 12%
Chief
Executive
Officer
and Director 2022 273,657 - - 273,657 - - - 70,639 344,296 -
C Judd (10) 2023 200,483 - - 200,483 - - - 83,059 283,542 11%
Chief
Financial
Officer
and Director 2022 201,651 - - 201,651 - - - 51,802 253,453 -
(5) Executives
A Khare (11) 2023 202,472 - - 202,472 4,121 - - 27,918 234,511 12%
Head of India
Assets 2022 173,380 - 10,929 184,309 3,914 - - - 188,223 -
Total 2023 973,113 - 2,233 975,346 27,797 15,423 - 288,483 1,307,049
Total 2022 968,096 - 13,968 982,064 26,111 20,176 - 181,314 1,209,664 -
--------------- ----- -------- ------ -------------- -------- ---------------- ---------- ------------ ------------ ---------- -------------
The Directors and Executives of the Company may be Directors or
Executives of the Company's subsidiaries. No remuneration is
received for directorships of subsidiaries. All key management
personnel other than Mr Wessel, Mr Judd and Mr Khare are employed
by the parent entity.
Refer to the following explanatory notes for additional
information.
Notes in Relation to Directors' and Executive Officers'
Remuneration
(1) Benefits, including non-monetary include relocation costs
and related expenses, as well as minor benefits, such as payments
on behalf of employees considered personal, insurance premiums, car
parking and any associated fringe benefits tax.
(2) Includes, where applicable, accrued employee leave
entitlement movements.
(3) At the General Meeting held on 13 July 2022, the
shareholders approved the issue of 324,675,324 unlisted options as
long term incentives to the Executive Directors. The options are to
vest with the holder over a period of three (3) years, commencing
on 1 July 2021. The Company issued the 324,675,324 unlisted options
on 13 July 2022. No other long-term incentives were issued to
senior executives or staff during the year ended 30 June 2023.
On 3 April 2023, the Company issued unlisted nil-cost options
over 70,043,152 shares as a non-cash settlement of amounts due to
the Company's three executive directors and the Head of India
Assets in accordance with the Company's short-term incentive plan
and recommendations by the Company's Remuneration Committee for the
12-month period ended 31 December 2022. The options are fully
vested with the holder on 3 April 2023; and are exercisable on or
before 1 April 2028.
Further details of the terms and conditions of the options is
included in section 4.2.
(4) The options issued as long-term incentives to the Executive
Directors are not linked to the performance of the Group.
Fees for Non-Executive Directors are not linked to the
performance of the Group.
(5) Mr Bolton resigned as Executive Director and Chief Financial
Officer and was appointed as Non--Executive Director on 1 July
2021, with his annual remuneration negotiated to A$55,381 plus
statutory superannuation per annum effective from this date.
(6) Mr Haywood was appointed a Non-Executive Director on 29 May
2017. Mr Haywood is based in the United Kingdom and is paid
GBP30,000 per annum. The amount disclosed is converted into
Australian dollars at the applicable exchange rate at the date of
payment.
(7) Mr Schwarz was appointed a Non-Executive Director on 4
September 2019. Mr Schwarz is based in the United Kingdom and is
paid GBP30,000 per annum. The amount disclosed is converted into
Australian dollars at the applicable exchange rate at the date of
payment.
(8) Mr Salomon was appointed Managing Director in March 2016
with an initial fixed annual remuneration of A$350,000 per annum,
inclusive of statutory superannuation, which was reduced to
A$271,950 inclusive of statutory superannuation effective from 1
October 2016, following the implementation of cost reductions by
the Company. A reduction in Mr Solomon's working hours to further
reduce costs was implemented on 1 April 2020. Mr Salomon was
appointed as Interim Chairman on 5 May 2020 and continued as
Managing Director and Interim Chairman until he was appointed as
Executive Chairman on 16 June 2021. His annual remuneration was
renegotiated to A$170,100 effective from 1 September 2021.
Mr Salomon was appointed as Non-Executive Chairman on 29 June
2023. His annual remuneration was renegotiated to A$105,000 plus
superannuation, effective from his date of appointment for this new
role.
On 12 August 2022, the Company issued 88,311,688 unlisted
options as a long-term incentive to Mr Salomon, following approval
by shareholders at the General Meeting held on 13 July 2022.
Two-thirds of the unlisted options were vested as at 30 June
2023.
On 3 April 2023, the Company issued unlisted nil-cost options
over 8,315,217 shares to Mr Salomon as part a non-cash settlement
of amounts due to the Company's three executive directors and the
Head of India Assets in accordance with the Company's short-term
incentive plan and recommendations by the Company's Remuneration
Committee for the 12-month period ended 31 December 2022. The
options were fully vested on 3 April 2023.
Further details of the terms and conditions of the options is
included in section 4.1 .
(9) Mr Wessel was appointed as Chief Executive Officer and
Director on 16 June 2021 at a fixed annual remuneration of
GBP150,000 per annum, plus 14% UK National Insurance.
On 12 August 2022, the Company issued 136,363,636 unlisted
options as a long-term incentive to Mr Wessel, following approval
by shareholders at the General Meeting held on 13 July 2022.
Two-thirds of the unlisted options were vested as at 30 June
2023.
On 3 April 2023, the Company issued unlisted nil-cost options
over 27,272,727 shares to Mr Wessel as part a non-cash settlement
of amounts due to the Company's three executive directors and the
Head of India Assets in accordance with the Company's short-term
incentive plan and recommendations by the Company's Remuneration
Committee for the 12-month period ended 31 December 2022. The
options were fully vested on 3 April 2023.
Further details of the terms and conditions of the options is
included in section 4.1 .
(10) Mr Judd was appointed as Chief Financial Officer on 1 July
2021 and Executive Director on 27 January 2022 at fixed annual
remuneration of GBP110,000 per annum, plus 14% UK National
Insurance.
On 12 August 2022, the Company issued 100,000,000 unlisted
options as a long-term incentive to Mr Judd, following approval by
shareholders at the General Meeting held on 13 July 2022.
Two-thirds of the unlisted options were vested as at 30 June
2023.
On 3 April 2023, the Company issued unlisted nil-cost options
over 18,200,000 shares to Mr Judd as part a non-cash settlement of
amounts due to the Company's three executive directors and the Head
of India Assets in accordance with the Company's short-term
incentive plan and recommendations by the Company's Remuneration
Committee for the 12-month period ended 31 December 2022. The
options were fully vested on 3 April 2023.
Further details of the terms and conditions of the options is
included in section 4.1 .
(11) Mr Khare became key management personnel on 8 November 2016
and is based in India. The amount paid during the year ended 30
June 2021 reflects the reduced working hours implemented 1 October
2017 to facilitate a 20% reduction in salaries together with a
further reduction in working hours which was implemented on 1 May
2020. Mr Khare's terms and conditions of employment were revised
with effect from 1 September 2022, which included an ex-gratia
joining bonus of INR 595,546 (A$10,929) as a full time employee
(previously engaged as a consultant from 1 May 2020); with a
subsequent revision to his remuneration effective on 1 April 2023.
Mr Khare's remuneration has been converted from Indian Rupees at
the average exchange rate for the year.
On 3 April 2023, the Company issued unlisted nil-cost options
over 16,255,208 shares to Mr Khare as part a non-cash settlement of
amounts due to the Company's three executive directors and the Head
of India Assets in accordance with the Company's short-term
incentive plan and recommendations by the Company's Remuneration
Committee for the 12-month period ended 31 December 2022. The
options were fully vested on 3 April 2023.
Further details of the terms and conditions of the options is
included in section 4.1 .
Analysis of Bonuses Included in Remuneration
There were no short-term incentive cash bonuses awarded as
remuneration to key management personnel during the financial
year.
4. Equity Instruments
All rights and options refer to rights and unlisted options over
ordinary shares of the Company, which are exercisable on a
one-for-one basis.
4.1 Rights and Options Over Equity Instruments Granted as Compensation
a) At the General Meeting held on 13 July 2022, shareholders approved the issue of:
-- 88,311,688 options to Mr Salomon (and/or his nominee(s));
-- 136,363,636 options to Mr Wessel (and/or his nominee(s)); and
-- 100,000,000 options to Mr Judd (and/or his nominee(s)).
The above options were issued on 12 August 2022, with one third
(1/3) of the options vesting on 30 June 2022, one third (1/3) of
the options vesting on 30 June 2023 and one third (1/3) of the
options vesting on 30 June 2024. The fair value of the options
issued to the Executive Directors were calculated at A$0.0016 each
using the Black-Scholes valuation model, based on the following
inputs:
Price of Risk Free
Fair Value Exercise Shares on Expected Interest Dividend
Grant Date Expiry Date Per Option Price Grant Date Volatility Rate Yield
-------------- ---------------- -------------- -------------- -------------- ----------- ---------- -----------
13 July 2022 12 August 2027 GBP0.0009 GBP0.0022 GBP0.0016 75.15% 1.35% -
(A$0.0016) (A$0.0039) (A$0.0028)
Based on the above, the value of the options granted to the
Executive Directors, as well as the number and percentages of
options vested (or otherwise) were as follows:
Value of Options % of Granted
No. Options Granted at the No. Options Vested Options Vested on % of Granted
(6) Granted Grant Date on 30 June 2023 30 June 2023 Options Forfeited
--------------- ------------------- ------------------ ------------------- ------------------ -------------------
(7) J Salomon 88,311,688 A$137,241 58,874,459 66.66% N/A
(8) R Wessel 136,363,636 A$211,916 90,909,091 66.66% N/A
(9) C Judd 100,000,000 A$155,405 66,666,667 66.66% N/A
b) On 3 April 2023, the Company issued unlisted nil-cost options
over 70,043,152 shares as a non-cash settlement of amounts due to
the Company's three executive directors and the Head of India
Assets in accordance with the Company's short-term incentive plan
and recommendations by the Company's Remuneration Committee for the
12-month period ended 31 December 2022; as follows:
-- 8,315,217 options to Mr Salomon (and/or his nominee(s));
-- 27,272,727 options to Mr Wessel (and/or his nominee(s));
-- 18,200,000 options to Mr Judd (and/or his nominee(s)); and
-- 16,255,208 options to Mr Khare (and/or his nominee(s)).
The above options were issued as fully-vested on 3 April 2023.
The fair value of the options issued to the Executive Directors and
Head of India Assets were calculated at A $0.0017 each using the
Black-Scholes valuation model, based on the following inputs:
Price of Risk Free
Fair Value Exercise Shares on Expected Interest Dividend
Grant Date Expiry Date Per Option Price Grant Date Volatility Rate Yield
-------------- -------------- -------------- -------------- -------------- ----------- ----------- ------------
2 April 2023 1 April 2028 GBP0.0009 GBP0.0000 GBP0.0009 97.92% 3.60% -
(A$0.0017) (A$0.0000) (A$0.0017)
Based on the above, the value of the options granted to the
Executive Directors and Head of India Assets, as well as the number
and percentages of options vested (or otherwise) were as
follows:
Value of Options No. Options % of Granted
No. Options Granted at the Vested on 30 June Options Vested on % of Granted
(10) Granted Grant Date 2023 30 June 2023 Options Forfeited
---------------- ------------------- ------------------ ------------------ ------------------ -------------------
(11) J Salomon 8,315,217 A$14,281 8,315,217 100.00% N/A
(12) R Wessel 27,272,727 A$46,840 27,272,727 100.00% N/A
(13) C Judd 18,200,000 A$31,258 18,200,000 100.00% N/A
(14) A Khare 16,255,208 A$27,918 16,255,208 100.00% N/A
4.2 Rights and Options Over Equity Instruments Granted as Compensation Granted Since Year End
No other rights and options over ordinary shares in the Company
were granted as compensation to key management personnel and
executives since the end of the financial year.
4.3 Modification of Terms of Equity-Settled Share-based Payment Transactions
No terms of equity-settled share-based payment transactions
(including options granted as compensation to key management
personnel) have been altered or modified by the issuing entity
during the financial year.
4.4 Exercise of Options Granted as Compensation
During the financial year no shares were issued on the exercise
of options previously granted as compensation.
4.5 Details of Equity Incentives Affecting Current and Future Remuneration
There are no rights or options currently held by key management
personnel at year end other than those disclosed above in Section
1.4 (2022: nil).
Details of the terms of the options, the value of the options as
well as the number of options vested during the year are detailed
in Section 4.1.
4.6 Analysis of Movements in Equity Instruments
There were no shares, rights or options over ordinary shares in
the Company granted to or exercised by key management personnel in
the current year.
4.7 Options or Rights over Equity Instruments Granted as Compensation
There are no rights or options held by key management personnel,
or their related parties as at 1 July 2022 through to 30 June 2023,
other than those disclosed in Section 4.1.
5. KEY MANAGEMENT PERSONNEL TRANSACTIONS
5.1 Other Transactions with Key Management Personnel
There were no other transactions with entities associated with
key management personnel in the year ended 30 June 2023 (2022:
nil).
5.2 Movements in Shares
The movement during the financial year in the number of ordinary
shares in the Company held, directly, indirectly or beneficially,
by each key management person, including their related parties, is
as follows:
Held at Held at
(15) 1 July 2022 Received on Exercise of Options Other Changes (1) 30 June 2023
------------------------------ ------------- -------------------------------- ------------------ --------------
(16) Non-Executive Directors
(17) M Bolton - - - -
(18) P Haywood 12,933,513 - - 12,933,513
(19) P Schwarz 21,222,500 - - 21,222,500
(20) Executive Directors
(21) J Salomon 14,987,013 - - 14,987,013
(22) R Wessel - - - -
(23) C Judd - - - -
(24) Executives
(25) A Khare - - - -
------------------------------ ------------- -------------------------------- ------------------ --------------
(1) Other changes represent shares that were granted, purchased or sold during the year.
---------------------------------------------------------------------------------------------------------------------
5.3 Movements in Options
The movement during the financial year in the number of options
in the Company held, directly, indirectly or beneficially, by each
key management person, including their related parties, is as
follows:
Vested and
Held at Issued During the Exercised During Held at Exercisableat 30
1 July 2022 Year the Year 30 June 2023 June 2023
--------------------- -------------- -------------------- -------------------- -------------- -------------------
(26) Non-Executive
Directors
(27) M Bolton - - - - -
(28) P Haywood - - - - -
(29) P Schwarz - - - - -
(30) Executive
Directors
(31) J Salomon - 96,626,905 - 96,626,905 67,189,675
(32) R Wessel - 163,636,363 - 163,636,363 118,181,817
(33) C Judd - 118,200,000 - 118,200,000 84,866,666
(34) Executives
(35) A Khare - 16,255,208 - 16,255,208 16,255,208
--------------------- -------------- -------------------- -------------------- -------------- -------------------
OF REMUNERATION REPORT - AUDITED
Signed in accordance with a resolution of the Directors.
Mr Jonathan Salomon Mr Roland Wessel
Non-Executive Chairman Chief Executive Officer
Perth
Western Australia
21 September 2023
PKF Perth
AUDITOR'S INDEPENCE DECLARATION
TO THE DIRECTORS OF SYNERGIA ENERGY LTD
In relation to our audit of the financial report of Synergia
Energy Ltd for the year ended 30 June 2023, to the best of my
knowledge and belief, there have been no contraventions of the
auditor independence requirements of the Corporations Act 2001 or
any applicable code of professional conduct.
PKF Perth
Shane Cross
Partner
21 September 2023
West Perth,
Western Australia
Level 4, 35 Havelock Street, West Perth, WA 6005
PO Box 609, West Perth, WA 6872
T: +61 8 9426 8999 F: +61 8 9426 8900 www.pkfperth.com.au
PKF Perth is a member firm of the PKF International Limited
family of legally independent firms and does not accept any
responsibility or liability for the actions or inactions of any
individual member or correspondent firm or firms.
Liability limited by a scheme approved under Professional
Standards Legislation.
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE
INCOME
FOR THE YEARED 30 JUNE 2023
2023 2022
Note A$ A$
------------ ------------
Revenue 4 (a) 1,296,150 141,435
Cost of sales 4 (b) (2,563,873) (754,365)
------------ ------------
Gross Loss (1,267,723) (612,930)
Other income 4 (c) - 24,588
Exploration expenditure and write-off 4 (d) (608,592) (937,181)
Care and maintenance expenditure 4 (e) - (441,338)
Administration expense 4 (f) (2,473,982) (2,578,317)
Reversal of expected credit losses 8 34,853 3,131,282
Share-based payments expense 22 (288,484) (187,677)
Other expenses 4 (g) (8,993) (82,539)
------------ ------------
Results from Operating Activities (4,612,921) (1,684,112)
------------ ------------
Finance income 4 (h) 3,862 1,829
Finance costs 4 (i) (630,295) (356,113)
Foreign exchange loss 4 (j) (143,548) (23,528)
------------ ------------
Net Finance Costs (769,981) (377,812)
------------ ------------
Loss Before Tax (5,382,902) (2,061,924)
Tax expense 5 - -
Loss After Tax for the Year (5,382,902) (2,061,924)
============ ============
Other Comprehensive Income
Items that may be reclassified to
profit or loss
Foreign operations - foreign currency
translation differences 187,425 480,791
------------ ------------
Other Comprehensive Income, Net of
Tax 187,425 480,791
------------ ------------
Total Comprehensive Loss (5,195,477) (1,581,133)
============ ============
Loss per Share from Continuing Operations
Basic loss per share (cents per share) 6 (0.06) (0.03)
Diluted loss per share (cents per
share) 6 (0.06) (0.03)
The above Consolidated Statement of Profit or Loss and Other
Comprehensive Income is to be read in conjunction with the
accompanying notes.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
2023 2022
Note A$ A$
-------------- --------------
Assets
Cash and cash equivalents 7 938,589 4,838,459
Trade and other receivables 8 220,331 127,058
Prepayments 89,507 15,617
Inventories 9 113,819 387,685
Total Current Assets 1,362,246 5,368,819
Exploration and evaluation 10 - -
Development assets 11 17,558,182 20,310,614
Plant and equipment 12 24,217 29,830
Investments 13 34,593 69,185
Total Non-Current Assets 17,616,992 20,409,629
Total Assets 18,979,238 25,778,448
-------------- --------------
Liabilities
Trade and other payables 14 485,968 1,729,185
Employee benefits 15 174,116 180,827
Borrowings 16 774,666 451,355
Derivative financial liability 17 1,050,334 -
Total Current Liabilities 2,485,084 2,361,367
Provisions 15 6,156,638 8,833,483
Total Non-Current Liabilities 6,156,638 8,833,483
Total Liabilities 8,641,722 11,194,850
-------------- --------------
Net Assets 10,337,516 14,583,598
============== ==============
Equity
Issued capital 21(a) 192,817,143 192,181,384
Reserves 21(b) 8,299,925 7,798,864
Accumulated losses (190,779,552) (185,396,650)
-------------- --------------
Total Equity 10,337,516 14,583,598
============== ==============
The above Consolidated Statement of Financial Position is to be
read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 30 JUNE 2023
Attributable to Owners of the Company
Foreign
Share-Based Currency
Issued Payments Translation Accumulated
Capital Reserve Reserve Losses Total Equity
A$ A$ A$ A$ A$
Note 21(a) 21(b) 21(b)
------------- ------------
Balance at 1 July 2022 192,181,384 221,321 7,577,543 (185,396,650) 14,583,598
Comprehensive Income/(Loss)
Loss after tax for the
year - - - (5,382,902) (5,382,902)
----------- ----------- ------------ ------------- ------------
Other Comprehensive
Income
Foreign currency translation
differences - - 187,425 - 187,425
----------- ----------- ------------ ------------- ------------
Total Comprehensive
Income/(Loss)
for the Year - - 187,425 (5,382,902) (5,195,477)
----------- ----------- ------------ ------------- ------------
Transactions with Owners
of the Company
Contributions and Distributions
Shares issued for cash 21(a) 608,378 - - - 608,378
Capital raising costs
(1) 21(a) 27,381 - - - 27,381
Share-based payment transactions 22 313,636 313,636
Total Transactions with
Owners of the Company 635,759 313,636 949,395
----------- ----------- ------------ ------------- ------------
Balance at 30 June 2023 192,817,143 534,957 7,764,968 (190,779,552) 10,337,516
=========== =========== ============ ============= ============
Balance at 1 July 2021 185,355,925 - 7,096,752 (183,469,774) 8,982,903
Comprehensive Income/(Loss)
Loss after tax for the
year - - - (2,061,924) (2,061,924)
----------- ----------- ------------ ------------- ------------
Other Comprehensive
Income
Foreign currency translation
differences - - 480,791 - 480,791
Total Comprehensive
Income/(Loss)
for the Year - - 480,791 (2,061,924) (1,581,133)
----------- ----------- ------------ ------------- ------------
Transactions with Owners
of the Company
Contributions and Distributions
Shares issued for cash 21(a) 7,503,616 - - - 7,503,616
Capital raising costs
(1) 21(a) (834,039) - - - (834,039)
Shares issued on exercise
of options 21(a) 136,393 - - - 136,393
Transfer on exercise
of options - (135,048) - 135,048 -
Share-based payment transactions 21(a) 19,489 356,369 - - 375,858
22
Total Transactions with
Owners of the Company 6,825,459 221,321 - 135,048 7,181,828
----------- ----------- ------------ ------------- ------------
Balance at 30 June 2022 192,181,384 221,321 7,577,543 (185,396,650) 14,583,598
=========== =========== ============ ============= ============
(1) Capital raising costs include cash payments and the fair
value of options granted to the underwriter.
The above Consolidated Statement of Changes in Equity is to be
read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEARED 30 JUNE 2023
2023 2022
Note A$ A$
------------ ------------
Cash Flows from Operating Activities
Cash receipts from customers 1,462,911 141,435
Recovery of prior period operating cost 94,923 554,487
Payments to suppliers and employees (5,678,985) (4,085,306)
Repayment of JPDA 06-103 PSC termination penalty 14 (372,523) (697,045)
------------ ------------
Cash outflow from operations (4,493,674) (4,086,429)
Payments for exploration and evaluation expenses (831,797) (706,841)
Interest received 3,862 1,829
Interest paid (52,462) (9,693)
Net Cash Used in Operating Activities 7 (5,374,071) (4,801,134)
------------ ------------
Cash Flows from Investing Activities
Payment for deposit for Cambay Acquisition (paid to bank guarantee and called
upon by GSPC) - (2,903,141)
Cash acquired upon Cambay Acquisition - 213,777
Payments for capitalised exploration and evaluation - (7,092)
Acquisition of plant and equipment 12 (3,227) (26,834)
Proceeds from sale of investments - 119,500
Proceeds from sale of other assets 4(c) - 24,589
Net Cash Used in Investing Activities (3,227) (2,579,201)
------------ ------------
Cash Flows from Financing Activities
Proceeds from issue of share capital 21(a) 608,378 7,503,616
Proceeds from exercise of share options 21(a) - 136,393
Payment for share issue costs (106,168) (487,156)
Proceeds from borrowings 1,530,101 697,045
Repayment of borrowings (488,984) (50,925)
Net Cash from Financing Activities 1,543,327 7,798,973
------------ ------------
Net Increase in Cash and Cash Equivalents (3,833,971) 418,638
Cash and cash equivalents at 1 July 4,838,459 4,310,767
Effect of exchange rate fluctuations on cash held (65,899) 109,054
Cash and Cash Equivalents at 30 June 7 938,589 4,838,459
------------ ------------
The above Consolidated Statement of Cash Flows is to be read in
conjunction with the accompanying notes.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARED 30 JUNE 2023
ABOUT THIS REPORT - OVERVIEW
NOTE 1 - REPORTING ENTITY
Synergia Energy Ltd (the "Company") is a for-profit entity
domiciled in Australia. These consolidated financial statements
comprise the Company and its subsidiaries (collectively the "Group"
and individually "Group Entities"). Synergia Energy Ltd is a
company limited by shares incorporated in Australia whose shares
are publicly traded on AIM of the LSE. The Company's shares were
also publicly traded on the ASX until its delisting from the ASX on
30 December 2022.
The Group is primarily involved in the exploration, evaluation,
development and production of hydrocarbons.
Unless otherwise indicated, these financial statements are
presented in Australian dollars ("$" or "A$"), which is the
Company's functional and presentation currency (see Note 2(e)) and
are rounded to the nearest Australian dollar.
Parent Entity Information
In accordance with the Corporations Act 2001, these financial
statements present the results of the consolidated entity only.
Supplementary information about the parent entity is disclosed in
Note 24.
NOTE 2 - BASIS OF PREPARATION
(a) Statement of Compliance
The consolidated financial statements are general purpose
financial statements which have been prepared in accordance with
Australian accounting standards, interpretations and other
authoritative pronouncements of the Australian Accounting Standards
Board ("AASB") and the Corporations Act 2001. The AASB include
Australian equivalents of the international financial reporting
standards adopted by the International Accounting Standards Board
("IFRS"). Compliance with the AASB ensures compliance with the
IFRS.
The consolidated financial statements were authorised for issue
by the Board of Directors on 21 September 2023.
(b) Basis of Measurement
The financial statements have been prepared under the historical
cost convention, except for, where applicable, the revaluation of
financial assets and liabilities (including derivative financial
liabilities) at fair value through profit or loss, share-based
payment arrangements measured at fair value and the foreign
currency translation reserve.
A number of the Group's accounting policies and disclosures
require the determination of fair value, for both financial and
non-financial assets and liabilities. Fair values have been
determined for some measurement and/or disclosure purposes and
where applicable, further information about the assumptions made in
determining fair values is disclosed in the notes specific to that
asset or liability.
(c) Going Concern Basis
The Directors believe it is appropriate to prepare the
consolidated financial statements on a going concern basis, which
contemplates continuity of normal business activities and the
realisation of assets and settlement of liabilities in the ordinary
course of business.
The Group incurred a loss of A$5,382,902 (2022: A$2,061,924) and
had cash outflows from operating activities of A$5,374,071 (2022:
A$4,801,134). The Group also concluded the year with cash and cash
equivalents of A$938,589 (2022: A$4,838,459), loans outstanding
(excluding derivative liability component of convertible notes) of
A$774,666 (2022: A$451,355), and derivative liabilities of
A$1,050,334 (2022: A$nil).
The Group also requires further funding within the next twelve
months in order to repay its loan balances, continue its
exploration activities, progress the Cambay development and
drilling programme, meet its ongoing administrative expenses, and
for any new business opportunities that the Group may pursue.
The Directors believe that the Group will be able to secure
sufficient funding to meet the requirements to continue as a going
concern, due to its history of previous capital raisings,
acknowledging that the structure and timing of any capital raising
is dependent upon investor support, prevailing capital markets,
shareholder participation, oil and gas prices and the outcome of
planned exploration and evaluation activities, which creates
uncertainty.
The Directors consider the going concern basis of preparation to
be appropriate based on its forecast cash flows for the next twelve
months and that the Group will be in a position to continue to meet
its minimum administrative, evaluation and development expenditures
and commitments for at least twelve months from the date of this
report.
If further funds are not able to be raised or realised, then it
may be necessary for the Group to sell or farmout its exploration
and development assets and to reduce discretionary administrative
expenditure.
The ability of the Group to achieve its forecast cash flows,
particularly the raising of additional funds, represents a material
uncertainty that may cast significant doubt about whether the Group
can continue as a going concern, in which case it may not be able
to realise its assets and extinguish its liabilities in the normal
course of business and at the stated amounts in the financial
statements.
(d) Basis and Principles of Consolidation
The consolidated financial statements incorporate the assets and
liabilities of all subsidiaries of Synergia Energy Ltd (the
"Company" or "parent entity") as at 30 June 2023 and the results of
all subsidiaries for the year then ended. Synergia Energy Ltd and
its subsidiaries together are referred to in these financial
statements as the "consolidated entity" or the "Group".
Subsidiaries
Subsidiaries are all those entities over which the Group has
control. The Group controls an entity when the Group is exposed to,
or has rights to, variable returns from its involvement with the
entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are
fully consolidated from the date on which control is transferred to
the Group. They are de-consolidated from the date that control
ceases.
Intercompany transactions, balances and unrealised gains on
transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction
provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the
Group.
The acquisition of subsidiaries is accounted for using the
acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity
transaction, where the difference between the consideration
transferred and the book value of the share of the non-controlling
interest acquired is recognised directly in equity attributable to
the parent.
Non-controlling interest in the results and equity of
subsidiaries are shown separately in the statement of profit or
loss and other comprehensive income, statement of financial
position and statement of changes in equity of the Group. Losses
incurred by the Group are attributed to the non-controlling
interest in full, even if that results in a deficit balance.
Where the Group loses control over a subsidiary, it derecognises
the assets including goodwill, liabilities and non-controlling
interest in the subsidiary together with any cumulative translation
differences recognised in equity. The Group recognises the fair
value of the consideration received and the fair value of any
investment retained together with any gain or loss in profit or
loss.
The list of entities controlled by the Group is contained in
Note 23.
Joint Ventures and Joint Arrangements for Joint Operations
Joint ventures are those entities over whose activities the
Group has joint control, established by contractual agreement.
The interests of the Group in unincorporated joint operations
and jointly controlled assets are brought to account by
recognising, in its consolidated financial statements, the assets
it controls, the liabilities that it incurs, the expenses it incurs
and the share of income that it earns from the sale of goods or
services by the joint operations.
The interests of the Group in unincorporated joint operations
and jointly controlled assets are contained in Note 25.
(e) Currency and Foreign Currency Translation
The financial statements are presented in Australian dollars,
which is the Company's functional and presentation currency. The
functional currency of the Company's subsidiaries is United States
dollars or Pounds Sterling.
Foreign currency transactions are translated into Australian
dollars (or the respective functional currencies of the Group
entities) using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at
financial year-end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognised in
profit or loss.
The assets and liabilities of foreign operations are translated
into Australian dollars using the exchange rates at the reporting
date. The revenues and expenses of foreign operations are
translated into Australian dollars using historical exchange rates
or the average exchange rate which approximate the rates at the
dates of the transactions for the period. All resulting foreign
exchange differences are recognised in other comprehensive income
through the foreign currency reserve in equity. The foreign
currency reserve is recognised in profit or loss when the foreign
operation or net investment is disposed of.
(f) Critical Accounting Judgements, Estimates and Assumptions
The preparation of the financial statements requires management
to make judgements, estimates and assumptions that affect the
reported amounts in the financial statements. Management
continually evaluates its judgements and estimates in relation to
assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgements, estimates and assumptions on
historical experience and on other various factors, including
expectations of future events management believes to be reasonable
under the circumstances. The resulting accounting judgements and
estimates will seldom equal the related actual results.
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 affects
only that period, or in the period of the revision and future
periods if the revision affects both current and future
periods.
A key assumption underlying the preparation of the financial
statements is that the entity will continue as a going concern. An
entity is a going concern when it is considered to be able to pay
its debts as and when they fall due, and to continue in operation,
without any intention or necessity to liquidate or otherwise wind
up its operations.
Judgement has been required in assessing whether the entity is a
going concern as set out in Note 2(c).
Other judgements, estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are as listed below (and discussed in the respective notes as
indicated below):
-- Income tax - refer Note 5
-- Trade and other receivables - refer Note 8
-- Exploration and evaluation assets - refer Note 10
-- Development assets - refer Note 11
-- Plant and equipment - refer Note 12
-- Provisions - refer Note 15
-- Share-based payments - refer Note 22
(g) Rounding of Amounts
The Company is of a kind referred to in Corporations Instrument
2016/191, issued by the Australian Securities and Investments
Commission, relating to 'rounding-off'. Amounts in this report have
been rounded off in accordance with that Corporations Instrument to
the nearest dollar, unless otherwise indicated.
(h) Accounting Policies
Other than as listed in Notes 2(i) and 2(j), significant
accounting policies that are relevant to the understanding of the
consolidated financial statements have been provided throughout the
notes to the financial statements. Accounting policies that are
determined to be non-significant have not been included in the
consolidated financial statements.
The accounting policies disclosed have been applied consistently
to all periods presented in these consolidated financial statements
and have been applied consistently by Group entities, except where
there have been any changes in accounting policies.
Changes in Significant Accounting Policies
The Group has adopted all new or amended accounting standards,
interpretations and other accounting pronouncements issued by the
AASB that are effective for reporting periods beginning on or after
1 January 2022 and therefore mandatory for the current reporting
period. The adoption of these accounting standards, interpretations
and other accounting pronouncements did not have any significant
impact on the financial performance or position of the Group.
Any new or amended accounting standards, interpretations and
other accounting pronouncements issued by the AASB that are not yet
mandatory for the current reporting period have not been early
adopted.
Accounting Standards and Interpretations Issued But Not Yet
Effective
A number of new or amended accounting standards, interpretations
and other accounting pronouncements issued by the AASB (as
applicable to the Group) are effective for reporting periods
beginning on or after 1 January 2023, and are as follows:
Application
Date of
Title Standard * Issue Date
AASB 2014-10 Amendments to AASs - Sale or Contributions of Assets between an 1 January 2025 December 2014
Investor and
its Associate or Joint Venture
--------------- --------------
AASB 2020-1 Amendments to AASs - Classification of Liabilities as Current or 1 January 2024 March 2020
Non-current
--------------- --------------
AASB 2021-2 Amendments to Australian Accounting Standards - Disclosure of Accounting 1 January 2023 March 2021
Policies
and Definition of Accounting Estimates
--------------- --------------
AASB 2021-5 Amendments of AASs - Deferred Tax related to Assets and Liabilities 1 January 2023 July 2021
arising from
a Single Transaction
--------------- --------------
AASB 2021-7c Amendments to Australian Accounting Standards - Effective Date of 1 January 2025 December 2021
Amendments
to AASB 10 and AASB 128 and Editorial Corrections [deferred AASB 10 and AASB 128
amendments
in AASB 2014-10 apply]
--------------- --------------
AASB 2022-1 Amendments of AASs -Initial Application of AASB 17 and AASB 9 - 1 January 2023 March 2022
Comparative information
--------------- --------------
AASB 2022-7 Editorial Corrections to Australian Accounting Standards and Repeal of 1 January 2023 December 2022
Superseded
and Redundant Standards
--------------- --------------
AASB 2022-8 Amendments to Australian Accounting Standards - Insurance Contracts: 1 January 2023 December 2022
Consequential
Amendments
--------------- --------------
AASB 17 Insurance Contracts 1 January 2023 July 2017
--------------- --------------
AASB 2023-1 Amendments to Australian Accounting Standards - Supplier Finance 1 January 2024 June 2023
Arrangements
--------------- --------------
The above new or amended accounting pronouncements are not yet
effective, with early application permitted. However, at the date
of authorisation of these financial statements, the Group has not
early adopted the above accounting pronouncements in preparing
these consolidated financial statements.
The Group has not yet assessed the impact of these new or
amended accounting pronouncements, however, none of the above
accounting pronouncements are expected to have a significant impact
on the financial performance or position of the Group in the
current or future financial periods.
(i) Current and Non-Current Classification
Assets and liabilities are presented in the statement of
financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to
be realised or intended to be sold or consumed in the consolidated
entity's normal operating cycle; it is held primarily for the
purpose of trading; it is expected to be realised within 12 months
after the reporting period; or the asset is cash or cash equivalent
unless restricted from being exchanged or used to settle a
liability for at least 12 months after the reporting period. All
other assets are classified as non-current.
A liability is classified as current when: it is either expected
to be settled in the consolidated entity's normal operating cycle;
it is held primarily for the purpose of trading; it is due to be
settled within 12 months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at
least 12 months after the reporting period. All other liabilities
are classified as non-current.
Deferred tax assets and liabilities (if any) are always
classified as non-current.
(j) Goods and Services Tax ("GST") and Other Similar Taxes
Revenues, expenses and assets are recognised net of the amount
of associated GST, unless the GST incurred is not recoverable from
the tax authority. In this case it is recognised as part of the
cost of the acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of
GST receivable or payable. The net amount of GST recoverable from,
or payable to, the tax authority is included in other receivables
or other payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of
cash flows arising from investing or financing activities which are
recoverable from, or payable to the tax authority, are presented as
operating cash flows.
Commitments and contingencies are disclosed net of the amount of
GST recoverable from, or payable to, the tax authority.
SYNERGIA'S RESULTS FOR THE YEAR
This section focuses on the results and performance of the
Group.
NOTE 3 - OPERATING SEGMENTS
An operating segment is a component of the Group that engages in
business activities from which it may earn revenues and incur
expenses, including revenues and expenses that relate to
transactions with any of the Group's other components.
Operating segments are presented using the "management
approach", where the information presented is on the same basis as
the internal reports provided to the Chief Operating Decision
Makers ("CODM"). The CODM is responsible for the allocation of
resources to operating segments and assessing their
performance.
The operating segments identified by management are generally
based on the geographical location of the business. Each segment
has responsible officers that are accountable to the Chief
Executive Officer ("CEO") (the Group's chief operating decision
maker). The operating results of a ll operating segments are
regularly reviewed by the Group's CEO to make decisions about
resources to be allocated to the segment and assess its performance
and for which discrete financial information is available. Segment
results that are reported to the CEO include items directly
attributable to a segment as well as those that can be allocated on
a reasonable basis.
The Group's executive management team evaluates the financial
performance of the Group and its segments principally with
reference to revenues, production costs, expenditure on exploration
evaluation and development costs. Financing requirements, finance
income and expenses are managed at a Group level.
Corporate items include administration costs comprising
personnel costs, head office occupancy costs and investor and
registry costs. It may also include expenses incurred by
non-operating segments, such as new ventures and those undergoing
relinquishment. Assets and liabilities not allocated to operating
segments and disclosed are corporate, and mostly comprise cash,
plant and equipment, receivables as well as accruals for head
office liabilities.
Major Customer
The Group's most significant customers are:
-- Enertech Fuel Solutions Pvt Limited, with gas sales
representing 58% of the Group's total revenues (2022: 100%);
and
-- Navkar Enterprise, with oil sales representing 42% of the
Group's total revenues (2022: nil%).
Accounting Policies
a) Revenue
The Group recognises revenue as follows:
Revenue from Contracts with Customers
Revenue is recognised at an amount that reflects the
consideration to which the Group is expected to be entitled in
exchange for transferring goods or services to a customer. For each
contract with a customer, the Group: identifies the contract with a
customer; identifies the performance obligations in the contract;
determines the transaction price which takes into account estimates
of variable consideration and the time value of money; allocates
the transaction price to the separate performance obligations on
the basis of the relative stand-alone selling price of each
distinct good or service to be delivered; and recognises revenue
when or as each performance obligation is satisfied in a manner
that depicts the transfer to the customer of the goods or services
promised.
Variable consideration within the transaction price, if any,
reflects concessions provided to the customer such as discounts,
rebates and refunds, any potential bonuses receivable from the
customer and any other contingent events. Such estimates are
determined using either the "expected value" or "most likely
amount" method. The measurement of variable consideration is
subject to a constraining principle whereby revenue will only be
recognised to the extent that it is highly probable that a
significant reversal in the amount of cumulative revenue recognised
will not occur. The measurement constraint continues until the
uncertainty associated with the variable consideration is
subsequently resolved. Amounts received that are subject to the
constraining principle are recognised as a refund liability.
Sale of Goods
Revenue from the sale of goods is recognised at the point in
time when the customer obtains control of the goods, which is
generally at the time of delivery.
Interest
Interest revenue is recognised as interest accrues using the
effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest
income over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to the
net carrying amount of the financial asset.
Other Revenue
Other revenue is recognised when it is received or when the
right to receive payment is established.
b) Expenses
The Group recognises expenses as follows:
-- Amortisation - refer to Note 11
-- Impairment - refer to Notes 10 and 11
-- Depreciation - refer to Note 12
-- Expected credit losses - refer to Note 8
-- Employee benefits - refer to Note 15
-- Leases - refer to Note 18
India JPDA (1) Indonesia United Kingdom Corporate (2) Consolidated
----------------- ---------------------- ------------------- --------------- ------------------- ------------------------ ------------------------
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
A$ A$ A$ A$ A$ A$ A$ A$ A$ A$ A$ A$
----------------- ----------- --------- -------- --------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Revenue
External revenue 1,296,150 141,435 - - - - - - - - 1,296,150 141,435
----------------- ----------- --------- -------- --------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Cost of Sales
Production costs (2,250,046) (886,177) - - - - - - - - (2,250,046) (886,177)
Amortisation
of development
assets (24,112) (1,136) - - - - - - - - (24,112) (1,136)
Movement in
oil stocks
inventory (289,715) 132,948 - - - - - - - - (289,715) 132,948
----------------- ----------- --------- -------- --------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Total Cost
of Sales (2,563,873) (754,365) - - - - - - - - (2,563,873) (754,365)
----------------- ----------- --------- -------- --------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Gross Loss (1,267,723) (612,930) - - - - - - - - (1,267,723) (612,930)
----------------- ----------- --------- -------- --------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Care and
Maintenance
Expenditure
Care and
maintenance
costs - (475,986) - - - - - - - - - (475,986)
Movement in
oil stocks
inventory - 34,648 - - - - - - - - - 34,648
Total Care
and Maintenance
Expenditure - (441,338) - - - - - - - - - (441,338)
Exploration
expenditure (537,047) (313,339) - - - - (71,545) (7,468) - - (608,592) (320,807)
Write-off of
exploration
and evaluation
asset - (616,374) - - - - - - - - - (616,374)
Depreciation (1,051) (70,190) - - - - - - (6,405) (7,822) (7,456) (78,012)
Share-based
payments - - - - - - - - (288,484) (187,677) (288,484) (187,677)
Other income - 24,588 - - - - - - - - - 24,588
Reversal of
(expected credit
losses) (13,191) 3,188,806 11,255 102,194 - - - - 36,789 (159,718) 34,853 3,131,282
Other expenses (27,528) (25,388) (15,916) (131,449) 52,807 (3,121) (28,726) (2,687) (2,456,156) (2,420,199) (2,475,519) (2,582,844)
Reportable
Segment
Profit/(Loss)
Before Income
Tax (1,846,540) 1,133,835 (4,661) (29,255) 52,807 (3,121) (100,271) (10,155) (2,714,256) (2,775,416) (4,612,921) (1,684,112)
----------------- ----------- --------- -------- --------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
India JPDA (1) Indonesia United Kingdom Corporate (2) Consolidated
-------------- ----------------------- ----------------- --------------- ------------------- ------------------------ ------------------------
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
A$ A$ A$ A$ A$ A$ A$ A$ A$ A$ A$ A$
-------------- ----------- ---------- ------- -------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Reportable
Segment
Profit/(Loss)
Before Income
Tax (1,846,540) 1,133,835 (4,661) (29,255) 52,807 (3,121) (100,271) (10,155) (2,714,256) (2,775,416) (4,612,921) (1,684,112)
-------------- ----------- ---------- ------- -------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Net finance
costs (626,433) (354,284)
Foreign
exchange
loss (143,548) (23,528)
Income tax
expense - -
----------- -----------
Net Loss for
the Year (5,382,902) (2,061,924)
=========== ===========
Segment Assets 18,501,114 19,426,958 414 10,657 - - - - 477,710 6,340,833 18,979,238 25,778,448
-------------- ----------- ---------- ------- -------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
Segment
Liabilities 6,436,301 9,823,249 9,199 372,034 - 86,190 15,568 - 2,180,654 913,377 8,641,722 11,194,850
-------------- ----------- ---------- ------- -------- ------ ------- --------- -------- ----------- ----------- ----------- -----------
There were no significant inter-segment transactions during the
year.
(1) Joint Petroleum Development Area.
(2) Corporate represents a reconciliation of reportable segment
revenues, profit or loss, assets and liabilities to the
consolidated figure.
note 4 - revenue and expenses
Loss from ordinary activities before tax has been determined
after the following revenues and expenses:
Note 2023 2022
A$ A$
------------ ------------
(a) Revenue
Gas sales 755,589 141,435
Oil sales 540,561 -
1,296,150 141,435
------------ ------------
(b) Cost of sales
Production costs (2,250,046) (886,177)
Amortisation of development assets (24,112) (1,136)
Movement in oil stocks inventory (289,715) 132,948
(2,563,873) (754,365)
------------ ------------
(c) Other income
Profit from disposal of other assets - 24,588
------------ ------------
(d) Exploration expenditure and
write-off
Exploration expenditure (608,592) (320,807)
Write-off of exploration and evaluation
asset 12 - (616,374)
(608,592) (937,181)
------------ ------------
(e) Care and maintenance expenditure
Care and maintenance expenditure - (475,986)
Movement in oil stocks inventory - 34,648
- (441,338)
------------ ------------
(f) Administration expenses
Employee benefits expense (1,226,601) (1,023,136)
Administration expense (1,247,381) (1,555,181)
(2,473,982) (2,578,317)
------------ ------------
(g) Other expenses
Depreciation expense 14 (7,456) (78,012)
Loss on disposal of plant and equipment (1,537) (4,527)
(8,993) (82,539)
------------ ------------
(h) Finance income
Interest income 3,862 1,829
------------ ------------
(i) Finance costs
Interest expense - loan facility 16 (54,525) (19,836)
Interest expense - convertible
notes 16 (19,178) -
Interest expense - other borrowings (4,791) (5,407)
Unwinding of discount on site restoration
provision 15 (289,540) (76,753)
Equity securities designated at
FVTPL - net change in fair value 13 (34,593) (254,117)
Derivative liability - net change
in fair value 17 (227,668) -
(630,295) (356,113)
------------ ------------
(j) Foreign exchange loss - net
Foreign exchange loss - realised (44,647) -
Foreign exchange loss - unrealised (98,901) (23,528)
------------ ------------
(143,548) (23,528)
------------ ------------
The Group's revenue policy is outlined in Note 3.
NOTE 5 - INCOME TAX EXPENSE
Numerical reconciliation between tax expense and pre-tax
accounting loss:
2023 2022
A$ A$
------------ ------------
Loss before tax (5,382,902) (2,061,924)
------------ ------------
Tax using the domestic corporation tax
rate of 25% (2022: 25%) (1,345,726) (515,481)
Effect of tax rate in foreign jurisdictions (932,253) (1,098,009)
Non-deductible expenses
Share-based payments 72,121 46,919
Foreign expenditure non-deductible 777,723 1,855,187
Other non-deductible expenses 1,329 51,628
Non assessable income
Other non-assessable income (12,500) -
Tax losses not brought to account as
a deferred tax asset 1,439,307 -
- 340,244
------------ ------------
Unrecognised deferred tax assets ("DTA")
generated during the year and not brought
to account at reporting date as realisation
is not regarded as probable - -
------------ ------------
Tax expense - 340,244
Tax losses utilised not previously brought
to account - (340,244)
------------ ------------
Impact of reduction in future tax rates - -
Unrecognised DTA not brought to account - -
------------ ------------
Tax Expense for the Year - -
------------ ------------
Tax Assets and Liabilities
During the previous year ended 30 June 2022, A$340,244 of
previously unrecognised DTA on tax losses were recognised and
offset against the current tax liability resulting in nil income
tax expense in the previous year.
2023 2022
A$ A$
----------- -----------
Unrecognised Deferred Tax Assets Not
Brought to Account at Reporting Date
as Realisation is Not Regarded as Probable
- Temporary Differences
Other 20,348,421 20,086,534
Losses available for offset against future
taxable income 9,496,896 7,427,740
----------- -----------
Deferred Tax Asset Not Brought to Account 29,845,317 27,514,274
----------- -----------
Indian-based tax losses are available to offset against future
Indian-based assessable income for a period of up to 8 years, upon
which they expire. All other deductible temporary differences and
tax losses do not expire under current tax legislation.
The deferred tax asset not brought to account for the 2023
financial year will only be realised if:
-- It is probable that future assessable income will be derived
of a nature and of an amount sufficient to enable the benefit to be
realised;
-- The conditions for deductibility imposed by the tax
legislation continue to be complied with; and
-- The companies are able to meet the continuity of ownership
and/or continuity of business tests.
The foreign component of the deferred tax asset not brought to
account for the 2023 financial year will only be realised if the
Group derives future assessable income of a nature and of an amount
sufficient to enable the benefit to be realised and the Group
continues to comply with the deductibility conditions imposed by
the Income Tax Act 1961 (India) and there is no change in income
tax legislation adversely affecting the utilisation of the
benefits.
Tax Consolidation
In accordance with tax consolidation legislation the Company, as
the head entity of the Australian tax-consolidated group, has
assumed the deferred tax assets initially recognised by
wholly-owned members of the tax-consolidated group with effect from
1 July 2004. Total tax losses of the Australian tax-consolidated
group, available for offset against future taxable income are
A$2,664,907 (2022: A$3,354,135).
Accounting Policy
The income tax expense (or benefit) for the period is the tax
payable (or receivable) on that period's taxable income based on
the applicable income tax rate for each jurisdiction, adjusted by
the changes in deferred tax assets and liabilities attributable to
temporary differences, unused tax losses and the adjustment
recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary
differences at the tax rates expected to be applied when the assets
are recovered or liabilities are settled, based on those tax rates
that are enacted or substantively enacted, except for:
-- When the deferred income tax asset or liability arises from
the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at the
time of the transaction, affects neither the accounting nor taxable
profits; or
-- When the taxable temporary difference is associated with
interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that
the temporary difference will not reverse in the foreseeable
future.
Deferred tax assets are recognised for deductible temporary
differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary
differences and losses.
The carrying amount of recognised and unrecognised deferred tax
assets are reviewed at each reporting date. Deferred tax assets
recognised are reduced to the extent that it is no longer probable
that future taxable profits will be available for the carrying
amount to be recovered. Previously unrecognised deferred tax assets
are recognised to the extent that it is probable that there are
future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there
is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred
tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which
intend to settle simultaneously.
Synergia Energy Ltd (the "head entity") and its wholly-owned
Australian subsidiaries have formed an income tax consolidated
group under the tax consolidation regime. The head entity and each
subsidiary in the tax consolidated group continue to account for
their own current and deferred tax amounts. The tax consolidated
group has applied the "separate taxpayer within group" approach in
determining the appropriate amount of taxes to allocate to members
of the tax consolidated group.
In addition to its own current and deferred tax amounts, the
head entity also recognises the current tax liabilities (or assets)
and the deferred tax assets arising from unused tax losses and
unused tax credits assumed from each subsidiary in the tax
consolidated group.
Assets or liabilities arising under tax funding agreements with
the tax consolidated entities are recognised as amounts receivable
from or payable to other entities in the tax consolidated group.
The tax funding arrangement ensures that the intercompany charge
equals the current tax liability or benefit of each tax
consolidated group member, resulting in neither a contribution by
the head entity to the subsidiaries nor a distribution by the
subsidiaries to the head entity.
Critical Accounting Judgements, Estimates and Assumptions
The consolidated entity is subject to income taxes in the
jurisdictions in which it operates. Significant judgement is
required in determining the provision for income tax. There are
many transactions and calculations undertaken during the ordinary
course of business for which the ultimate tax determination is
uncertain. The consolidated entity recognises liabilities for
anticipated tax audit issues based on the consolidated entity's
current understanding of the tax law. Where the final tax outcome
of these matters is different from the carrying amounts, such
differences will impact the current and deferred tax provisions in
the period in which such determination is made.
Deferred tax assets are recognised for deductible temporary
differences only if the consolidated entity considers it is
probable that future taxable amounts will be available to utilise
those temporary differences and losses.
NOTE 6 - LOSS PER SHARE
(a) Basic Loss Per Share
2023 2022
A$ cents A$ cents
-------------- --------------
Basic and Diluted Loss per Share
Total basic and diluted loss per share (0.06) (0.03)
-------------- --------------
2023 2022
A$ A$
-------------- --------------
Loss Used in Calculating Loss per Share
Loss for the year attributable
to ordinary shareholders (5,382,902) (2,061,924)
-------------- --------------
2023 2022
Note Number Number
-------------- --------------
Weighted Average Number of
Ordinary Shares
Issued ordinary shares at 1 July 21(a) 8,242,959,310 5,685,971,571
Effect of shares issued 161,036,479 788,013,582
Effect of share options exercised - 15,925,900
-------------- --------------
Weighted average number of
ordinary shares at 30 June 8,403,995,789 6,489,911,053
-------------- --------------
(b) Diluted Loss Per Share
The Company's potential ordinary shares, being its options
granted, are not considered dilutive as the conversion of these
instruments would result in a decrease in the net loss per
share.
Accounting Policy
Basic earnings or loss per share is calculated by dividing the
profit or loss attributable to the owners of Synergia Energy Ltd,
excluding any costs of servicing equity other than ordinary shares,
by the weighted average number of ordinary shares outstanding
during the financial year, adjusted for bonus elements in ordinary
shares issued during the financial year.
Diluted earnings per share adjusts the figures used in the
determination of basic earnings or loss per share to take into
account the after income tax effect of interest and other financing
costs associated with dilutive potential ordinary shares (which may
comprise outstanding options, warrants, or their equivalents) and
the weighted average number of shares assumed to have been issued
for no consideration in relation to dilutive potential ordinary
shares.
ASSETS AND LIABILITIES
This section provides information on the assets employed to
develop value for shareholders and the liabilities incurred as a
result.
NOTE 7 - CASH AND CASH EQUIVALENTS
2023 2022
A$ A$
-------- ----------
Cash at bank and on hand 938,589 4,838,459
-------- ----------
The Group's exposure to interest rate risk and a sensitivity
analysis for financial assets and liabilities are disclosed in Note
27(d).
Accounting Policy
Cash and cash equivalents includes cash on hand, deposits held
at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less
that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value.
Reconciliation of Cash Flows from Operating Activities
2023 2022
A$ A$
------------ ------------
Loss after tax for the year (5,382,902) (2,061,924)
Amortisation of development assets 24,112 1,136
Depreciation 7,456 78,012
Interest expense accrued (including unwinding
of discount on site restoration provision) 315,571 92,303
Reversal of expected credit losses (34,853) (3,131,282)
Write-off of exploration and evaluation
asset - 616,374
Equity securities designated at FVTPL
- net change in fair value 34,593 254,117
Derivative liability - net change in 227,668
fair value -
Loss on disposal of plant and equipment 1,537 4,527
Profit from disposal of other assets - (24,588)
Equity settled share-based payments 288,484 187,677
Foreign exchange losses 143,548 23,528
------------ ------------
Operating Loss Before Changes in Working
Capital and Provisions (4,374,786) (3,960,120)
Movement in trade and other receivables
(1) (48,483) 566,737
Movement in prepayments (1) (73,890) 1,321
Movement in inventories (1) 289,715 (167,003)
Movement in trade and other payables
(1) (1,159,916) (1,205,636)
Movement in employee benefits (1) (6,711) (36,433)
Net Cash Used in Operating Activities (5,374,071) (4,801,134)
------------ ------------
(1) Excludes movements related to the Cambay Acquisition.
NOTE 8 - TRADE AND OTHER RECEIVABLES
2023 2022
A$ A$
--------- ----------
Current
Allocation of Receivables
Joint operation receivables 16,205 43,543
Other receivables 204,126 83,515
220,331 127,058
--------- ----------
Joint Operation Receivables
Joint operation receivables 49,371 400,341
Less: Provision for expected credit
losses (33,166) (356,798)
16,205 43,543
--------- ----------
Other Receivables
Corporate receivables 234,903 114,859
Less: Provision for expected credit
losses (30,777) (31,344)
204,126 83,515
--------- ----------
Joint operation receivables include the Group's share of
outstanding cash calls and recharges owing from the joint operation
partners, as well as other minor receivables as follows:
2023 2022
A$ A$
------- --------
Schedule of Gross Joint Operation Receivables
Receivables relating to Cambay joint
operation 19,198 19,418
Receivables relating to JPDA joint operation
(1) - 314,074
Other receivables 30,173 66,849
49,371 400,341
------- --------
(1) On 13 October 2022, the non-defaulting parties to the JPDA
joint venture agreed to terminate the Joint Operating Agreement. As
such, all of the receivables relating to the JPDA joint operation
was written off during the year (see movement in provision for
expected credit losses below).
The Group considers that there is evidence of impairment if any
of the following indicators are present: financial difficulties of
the debtor, probability that the debtor will dispute amounts owing
and default or delinquency in payment (more than one year old). The
movement in the Group's provision for expected credit losses
("ECLs") are detailed below:
2023 2022
A$ A$
---------- ------------
Movement in Provision for Expected
Credit Losses
Balance at 1 July (388,142) (4,941,011)
ECLs reversed during the year 34,853 3,131,282
Provision for ECLs offset against part
of cost of Cambay Acquisition - 4,025,567
Write-off of negative provisions related
to previously transferred amounts to
development assets - (2,365,658)
ECLs relating to additional portion
of receivables acquired as part of Cambay
Acquisition - (10,530)
Write-off of receivables previously
provided for 323,715 -
Effect of movements in exchange rates (34,369) (227,792)
---------- ------------
Balance at 30 June (63,943) (388,142)
---------- ------------
Allocation of Provision for Expected
Credit Losses
Joint venture receivables (33,166) (356,798)
Other receivables (30,777) (31,344)
--------- ----------
(63,943) (388,142)
--------- ----------
The carrying value of trade and other receivables approximates
its fair value due to the assessment of recoverability. Details of
the Group's credit risk are disclosed in Note 27(b).
Accounting Policy
Trade receivables are initially recognised at fair value and
subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses.
Trade receivables are generally due for settlement within 30 days.
Other receivables are recognised at amortised cost, less any
allowance for expected credit losses.
Trade and other receivables are derecognised when the rights to
receive cash flows have expired or have been transferred and the
Group has transferred substantially all the risks and rewards of
ownership. When there is no reasonable expectation of recovering
part or all of a financial asset, its carrying value is written
off.
Impairment of Receivables and Expected Credit Losses
("ECLs")
The Group recognises loss allowances for "expected credit
losses" ("ECLs") on trade and other receivables measured at
amortised cost. The amount of ECLs is updated at each reporting
date to reflect changes in credit risk since initial recognition of
the respective receivable.
The Group always recognises lifetime ECLs for trade and other
receivables. The ECLs on these assets are estimated using a
provision matrix based on the Group's historical credit loss
experience, adjusted for factors that are specific to the debtors,
general economic conditions and an assessment of both the current
as well as the forecast direction of conditions at the reporting
date, including time value of money where appropriate.
Lifetime ECL represents the ECLs that will result from all
possible default events over the expected life of a financial
instrument. In contrast, 12-month ECL represents the portion of
lifetime ECL that is expected to result from default events on a
receivable that are possible within 12 months after the reporting
date.
In assessing whether the credit risk on a receivable has
increased significantly since initial recognition, the Group
compares the risk of a default occurring on the receivable at the
reporting date with the risk of a default occurring on the
receivable at the date of initial recognition. In making this
assessment, the Group considers both quantitative and qualitative
information that is reasonable and supportable, including
historical experience and forward-looking information that is
available without undue cost or effort.
The Group assumes that the credit risk on a receivable has
increased significantly if it is more than 30 days past due. The
Group considers a financial asset to be in default when the
financial asset is more than 90 days due past.
Measurement and ECL Assessment
ECLs are a probability-weighted estimate of credit losses.
Credit losses are measured as the present value of all cash
shortfalls (i.e. the difference between the cash flows due to the
entity in accordance with the contract and the cash flows that the
Group expects to receive). ECL's are discounted at the effective
interest rate of the financial asset.
The Group uses its allowance schedule to measure the ECLs of
trade and other receivables. The allowance schedule is based on
actual credit loss experience over the past years. The ECLs
computed are purely derived from historical data; management is of
the view that historical conditions are representative of the
conditions prevailing at the reporting date.
Critical Accounting Judgements, Estimates and Assumptions
The allowance for ECLs assessment requires a degree of
estimation and judgement. It is based on the lifetime ECLs, grouped
based on days overdue, and makes assumptions to allocate an overall
expected credit loss rate for each group. These assumptions include
recent sales experience, historical collection rates and
forward-looking information that is available. The allowance for
ECLs, as disclosed above, is calculated based on the information
available at the time of preparation. The actual credit losses in
future years may be higher or lower.
NOTE 9 - INVENTORIES
2023 2022
A$ A$
-------- --------
Oil on hand - net realisable value 47,223 323,588
Drilling inventory - net realisable
value 66,596 64,097
-------- --------
113,819 387,685
-------- --------
Accounting Policy
Inventories comprising materials and consumables and petroleum
products are measured at the lower of cost and net realisable
value, on a "weighted average" basis. Costs comprises direct
materials and delivery costs, direct labour, import duties and
other taxes, an appropriate portion of variable and fixed overhead
expenditure based on normal operating capacity. Given that oil
activities have not achieved commercial levels of production, oil
on hand is recognised at net realisable value. Net realisable value
is the estimated selling price in the ordinary course of business,
less the estimated costs of completion and selling expenses.
NOTE 10 - EXPLORATION AND EVALUATION
2023 2022
A$ A$
------ ----------
Balance at 1 July - 549,778
Capitalised exploration and evaluation
expenditure, net of recovery - 46,926
Write-off of exploration and evaluation
assets - (616,374)
Effect of movements in foreign exchange
rates - 19,670
------ ----------
Balance at 30 June - -
------ ----------
Exploration and evaluation assets are reviewed at each reporting
date to determine whether there is any indication of impairment or
reversal of impairment (as referred to in the accounting policy
below). When exploration and evaluation expenditure does not result
in the successful discovery of potentially economically recoverable
reserves, or if sufficient data exists to indicate the carrying
amount of the exploration and evaluation asset is unlikely to be
recovered in full, either by development or sale, it is
impaired.
Cambay Field
During the previous financial year, the balance of the
exploration and evaluation costs were fully impaired following an
internal evaluation which showed that these assets were unlikely to
recover costs capitalised to date. As a consequence of this
assessment, A$616,374 was impaired as at 30 June 2022. No further
exploration and evaluation expenditures were capitalised during the
current year.
Subsequent Events - CCS Licence on Camelot Area
Effective on 1 August 2023, the NSTA granted the CS019 licence
for the Camelot area ("CS019 - SNS Area 4") to Synergia Energy CCS
Limited and its 50% joint venture partner, Wintershall Dea Carbon
Management Solutions UK ("Wintershall Dea"), with Synergia Energy
CCS Limited as operator. All costs incurred pertaining to obtaining
the licence was expensed during the current and previous financial
years (see United Kingdom "Exploration expenditure" as stated in
Note 3).
Accounting Policy
Exploration and evaluation expenditures in relation to each
separate area of interest are recognised as an exploration and
evaluation asset in the year in which they are incurred where the
following conditions are satisfied:
-- The rights to tenure of the area of interest are current; and
-- At least one of the following conditions is also met:
o The exploration and evaluation expenditures are expected to be
recouped through successful development and exploration of the area
of interest, or alternatively, by its sale; or
o Exploration and evaluation activities in the area of interest
have not, at the reporting date, reached a stage which permits a
reasonable assessment of the existence or otherwise of economically
recoverable reserves, and active and significant operations in, or
in relation to, the area of interest are continuing.
Expenditure incurred prior to securing legal rights to explore
or appraise an area is expensed. Once legal rights are obtained,
exploration and appraisal costs are capitalised. The costs of
drilling exploration and appraisal wells are initially capitalised
pending the results of the well. Costs are expensed where the well
does not result in a successful outcome.
An area of interest is an individual geological area that is
considered to constitute a favourable environment for the presence
of hydrocarbon resources, has been proven to contain such resources
or is considered to be a suitable reservoir for CO(2) storage.
Exploration and evaluation assets are initially measured at cost
and include acquisition of rights to explore, studies, exploratory
drilling, trenching and sampling and associated activities and an
allocation of depreciation and amortisation of assets used in
exploration and evaluation activities. General and administrative
costs are only included in the measurement of exploration and
evaluation costs where they are related directly to operational
activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment
when facts and circumstances suggest that the carrying amount of an
exploration and evaluation asset may exceed its recoverable amount.
The recoverable amount of the exploration and evaluation asset (or
the cash-generating unit(s) to which it has been allocated, being
no larger than the relevant area of interest) is estimated to
determine the extent of the impairment loss (if any). Where an
impairment loss subsequently reverses, the carrying amount of the
asset is increased to the revised estimate of its recoverable
amount, but only to the extent that the increased carrying amount
does not exceed the carrying amount that would have been determined
had no impairment loss been recognised for the asset in previous
years.
Where a decision is made to proceed with development in respect
of a particular area of interest, the relevant exploration and
evaluation asset is tested for impairment and the balance is then
reclassified as development assets.
Impairment of Exploration and Evaluation Expenditure
The carrying value of exploration and evaluation assets are
assessed at each reporting date to see if any of the following
indicators of impairment exist:
-- The Group's right to explore or appraise in the specific area
has expired during the reporting period or will expire in the near
future, and is not expected to be renewed;
-- Substantive expenditure on further exploration and evaluation
in the specific area is neither budgeted nor planned;
-- Exploration and evaluation in the specific area have not led
to the discovery of commercially viable quantities of resources or
the discovery of suitable reservoirs for CO(2) injection and
storage, or the entity has decided to discontinue such activities
in the specific area; or
-- Sufficient data exist to indicate that, regardless of whether
a development in the specific area is likely to proceed or not, the
carrying amount of the exploration and evaluation asset is unlikely
to be recovered in full, either from successful development or by
sale.
Critical Accounting Judgements, Estimates and Assumptions
The application of the Group's accounting policy for exploration
and evaluation expenditure necessarily requires management to make
certain estimates and assumptions as to future events and
circumstances, particularly the assessment of whether economic
quantities of resources have been found, or that the sale of the
respective areas of interest will be achieved. Critical to this
assessment are estimates and assumptions as to contingent and
prospective resources, the timing of expected cash flows, exchange
rates, commodity prices and future capital requirements. These
estimates and assumptions may change as new information becomes
available. If, after having capitalised expenditure under this
policy, it is determined that the expenditure is unlikely to be
recovered by future exploitation or sale, then the relevant
capitalised amount will be written off to the consolidated
statement of profit or loss and other comprehensive income.
NOTE 11 - DEVELOPMENT ASSETS
2023 2022
A$ A$
------------- -------------
Non-Current
Allocation of Development Assets
Cambay development asset 11,832,652 11,595,853
Cambay restoration asset 5,725,530 8,714,761
------------- -------------
17,558,182 20,310,614
------------- -------------
Cambay Development Asset
Cost
Balance at 1 July 33,617,561 15,974,727
Development asset (cost) portion of
Cambay Acquisition - 15,975,553
Effect of movements in foreign exchange
rates (226,118) 1,667,281
------------- -------------
Balance at 30 June 33,391,443 33,617,561
Amortisation and Impairment Losses
Balance at 1 July (22,021,708) (11,119,720)
Development asset (accumulated amortisation
and impairment) portion of Cambay Acquisition - (9,786,419)
Amortisation charge for the year (9,170) (1,131)
Effect of movements in foreign exchange
rates 472,087 (1,114,438)
------------- -------------
Balance at 30 June (21,558,791) (22,021,708)
Carrying Amount - Cambay Development
Asset 11,832,652 11,595,853
------------- -------------
Cambay Restoration Asset
Cost
Balance at 1 July 8,714,761 3,855,483
Restoration asset (cost) portion of
Cambay Acquisition - 5,053,022
Reduction due to reassessment of restoration
provision (3,314,730) (635,263)
Effect of movements in foreign exchange
rates 340,441 441,519
------------ ----------
Balance at 30 June 5,740,472 8,714,761
Amortisation and Impairment Losses
Balance at 1 July - -
Amortisation charge for the year (14,942) -
------------ ----------
Balance at 30 June (14,942) -
Carrying Amount - Cambay Restoration
Asset 5,725,530 8,714,761
------------ ----------
2023 2022
A$ A$
----------- -----------
Carrying Amounts - Total
At 1 July 20,310,614 8,710,490
----------- -----------
At 30 June 17,558,182 20,310,614
=========== ===========
Cambay Field Development Assets
Development assets are reviewed at each reporting date to
determine whether there is any indication of impairment or reversal
of impairment. Indicators of impairment can include changes in
market conditions, future oil and gas prices and future costs.
No impairment indicators were identified during 2022 or during
2023. Upon impairment testing at both year ends, no impairment was
found necessary and therefore no impairment charges were applied to
the Cambay Field development assets for the financial year ended 30
June 2023 (30 June 2022: A$nil).
During the year, a reassessment was made of the restoration
asset and provision, resulting in the reduction of the restoration
asset and provision by A$3,314,730 (2022: A$635,263).
Accounting Policy
Development expenditure is recognised at cost less accumulated
amortisation and any impairment losses. Where commercial production
in an area of interest has commenced, the associated costs are
amortised over the estimated economic life of the field, based on
the field's economically recoverable reserves, on a
units-of-production basis.
Development expenditure includes past exploration and evaluation
costs, pre-production development costs, development drilling,
development studies and other subsurface expenditure pertaining to
that area of interest. Costs related to surface plant and equipment
and any associated land and buildings are accounted for as
property, plant and equipment.
The definition of an area of interest for development
expenditure is narrowed from the exploration permit for exploration
and evaluation expenditure to the individual geological area where
the presence of an oil or natural gas field exists, and in most
cases will comprise an individual oil or gas field.
Restoration costs expected to be incurred are provided for as
part of development mine assets that give rise to the need for
restoration.
Impairment of Development Assets
The carrying value of development assets are assessed on a cash
generating unit ("CGU") basis at each reporting date to determine
whether there is any indication of impairment or reversal of
impairment. Indicators of impairment can include changes in market
conditions, future oil and gas prices and future costs. Where an
indicator of impairment exists, the assets recoverable amount is
estimated.
An impairment loss is recognised if the carrying amount of an
asset or its CGU exceeds its estimated recoverable amount. A CGU is
the smallest identifiable asset group that generates cash flows
that are largely independent from other assets and groups. The CGU
is the Cambay Field, India. Impairment losses are recognised in
profit or loss.
The recoverable amount of an asset or CGU is the greater of its
value in use and its fair value less costs to sell ("FVLCS"). As a
market price is not available, FVLCS is determined by using a
discounted cash flow approach. In assessing FVLCS, the estimated
future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset.
Valuation principles that apply when determining FVLCS are that
future events that would affect expected cash flows are included in
the calculation of FVLCS.
Impairment losses are reversed when there is an indication that
the loss has decreased or no longer exists and there has been a
change in the estimate used to determine the recoverable amount.
Such estimates include beneficial changes in reserves and future
costs, or material increases in selling prices. An impairment loss
is reversed only to the extent that the asset's carrying amount
does not exceed the carrying amount that would have been
determined, net of amortisation, if no impairment loss had been
recognised.
Critical Accounting Judgements, Estimates and Assumptions
Significant judgements and assumptions are required by
management in estimating the present value of future cash flows
particularly in the assessment of long life development assets. It
should be noted that discounted cash flow calculations are subject
to variability in key assumptions including, but not limited to,
the expected life of the relevant area of interest, long-term oil
and gas prices, currency exchange rates, pre-tax discount rates,
number of future wells, production profiles and operating
costs.
An adverse change in one or more of the assumptions used to
estimate FVLCS could result in an adjustment to the development
asset's recoverable amount.
Development costs are amortised on a units of production basis
over the life of economically recoverable reserves, so as to write
off costs in proportion to the depletion of the estimated reserves.
The estimation of reserves requires the interpretation of
geological and geophysical data. The geological and economic
factors which form the basis of reserve estimates may change over
reporting periods. There are a number of uncertainties in
estimating resources and reserves, and these estimates and
assumptions may change as new information becomes available.
NOTE 12 - PLANT AND EQUIPMENT
Motor Plant and Office
Vehicles Equipment Furniture Total
A$ A$ A$ A$
---------- ----------- ----------- ----------
Cost
Balance at 1 July 2021 8,357 845,201 77,765 931,323
Plant and equipment
(cost) portion of Cambay
Acquisition 9,906 117,270 - 127,176
Other additions - 26,834 - 26,834
Disposals (826) (423,049) (71,310) (495,185)
Currency translation
differences 894 38,107 5,638 44,639
Balance at 30 June
2022 18,331 604,363 12,093 634,787
Additions - 3,227 - 3,227
Disposals - (217,765) (12,093) (229,858)
Currency translation
differences 716 8,505 - 9,221
Balance at 30 June
2023 19,047 398,330 - 417,377
---------- ----------- ----------- ----------
Depreciation and Impairment
Losses
Balance at 1 July 2021 8,265 775,111 69,042 852,418
Plant and equipment
(accumulated depreciation)
portion of Cambay Acquisition 9,892 113,034 - 122,926
Depreciation charge
for the year 115 69,877 8,020 78,012
Disposals (826) (418,522) (71,310) (490,658)
Currency translation
differences 885 35,893 5,481 42,259
Balance at 30 June
2022 18,331 575,393 11,233 604,957
Depreciation charge
for the year - 7,062 394 7,456
Disposals - (216,694) (11,627) (228,321)
Currency translation
differences 716 8,352 - 9,068
Balance at 30 June
2023 19,047 374,113 - 393,160
---------- ----------- ----------- ----------
Carrying amounts
At 1 July 2022 - 28,970 860 29,830
---------- ----------- ----------- ----------
At 30 June 2023 - 24,217 - 24,217
---------- ----------- ----------- ----------
Accounting Policy
P lant and equipment is stated at historical cost less
accumulated depreciation and impairment. The cost of
self-constructed assets includes the cost of materials, direct
labour, the initial estimate, where relevant, of the costs of
dismantling and removing the items and restoring the site on which
they are located and an appropriate proportion of overheads.
An item of plant and equipment is derecognised upon disposal or
when there is no future economic benefit to the Group. Gains and
losses on disposal are determined by comparing the proceeds from
disposal with the carrying amount of property, plant and equipment
and are recognised net in the consolidated statement of profit or
loss and other comprehensive income.
Depreciation is calculated using the reducing balance or
straight-line method over the estimated useful life of the assets,
with the exception of software which is depreciated at prime cost.
The estimated useful lives in the current and comparative periods
are as follows:
-- Motor vehicles 4 to 7 years
-- Plant and equipment 2 to 8 years
-- Office furniture 2 to 10 years
Depreciation methods, useful lives and residual values are
reviewed and adjusted, if appropriate, at each reporting date.
Impairment of Property, Plant and Equipment
The carrying value of assets are assessed at each reporting date
to determine whether there is any indication of impairment. If any
such indication exists, then the assets recoverable amount is
estimated.
Critical Accounting Judgements, Estimates and Assumptions:
Estimation of Useful Lives of Assets
The Group determines the estimated useful lives and related
depreciation and amortisation charges for its property, plant and
equipment. The useful lives could change significantly as a result
of technical innovations or some other event. The depreciation and
amortisation charge will increase where the useful lives are less
than previously estimated lives, or technically obsolete or
non-strategic assets that have been abandoned or sold will be
written off or written down.
NOTE 13 - INVESTMENTS
2023 2022
A$ A$
------- -------
Non-Current Investments
Equity securities - designated as at
FVTPL 34,593 69,185
34,593 69,185
------- -------
At 30 June 2023 and as at 30 June 2022, the Group had 11,530,847
Armour Energy Limited shares on hand. The balance of the investment
has been reclassified from current to non-current as the Company
has no plans to sell these shares.
Fair Value Measurement
The fair value measurement of the equity securities has been
determined using a three-level hierarchy, based on the lowest level
of input that is significant to the entire fair value measurement,
being:
Level 1: Quoted prices (unadjusted) in active markets for
identical assets that the Group can access at the measurement
date;
Level 2: Inputs other than quoted prices included within Level 1
that are observable for the asset, either directly or indirectly;
and
Level 3: Unobservable inputs for the asset.
Equity securities - designated as at FVTPL have been valued
using quoted market rates (Level 1). This valuation technique
maximises the use of observable market data where it is available
and relies as little as possible on entity specific estimates.
Dividends
Dividends received are recognised as other income by the Company
when the right to receive payment is established.
Accounting Policy
Investments and other financial assets are initially measured at
fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through
profit or loss ("FVTPL"). Such assets are subsequently measured at
either amortised cost or fair value depending on their
classification. Classification is determined based on both the
business model within which such assets are held and the
contractual cash flow characteristics of the financial asset unless
an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive
cash flows have expired or have been transferred and the
consolidated entity has transferred substantially all the risks and
rewards of ownership. When there is no reasonable expectation of
recovering part or all of a financial asset, its carrying value is
written off.
Financial Assets at FVTPL
Financial assets not measured at amortised cost or at fair value
through other comprehensive income are classified as financial
assets at FVTPL. Typically, such financial assets will be either:
(i) held for trading, where they are acquired for the purpose of
selling in the short-term with an intention of making a profit, or
a derivative; or (ii) designated as such upon initial recognition
where permitted. Fair value movements are recognised in profit or
loss.
Financial Assets at Fair Value Through Other Comprehensive
Income
Financial assets at fair value through other comprehensive
income include equity investments which the consolidated entity
intends to hold for the foreseeable future and has irrevocably
elected to classify them as such upon initial recognition.
Impairment of Financial Assets
The consolidated entity recognises a loss allowance for expected
credit losses on financial assets which are either measured at
amortised cost or fair value through other comprehensive income.
The measurement of the loss allowance depends upon the consolidated
entity's assessment at the end of each reporting period as to
whether the financial instrument's credit risk has increased
significantly since initial recognition, based on reasonable and
supportable information that is available, without undue cost or
effort to obtain.
Where there has not been a significant increase in exposure to
credit risk since initial recognition, a 12-month expected credit
loss allowance is estimated. This represents a portion of the
asset's lifetime expected credit losses that is attributable to a
default event that is possible within the next 12 months. Where a
financial asset has become credit impaired or where it is
determined that credit risk has increased significantly, the loss
allowance is based on the asset's lifetime expected credit losses.
The amount of expected credit loss recognised is measured on the
basis of the probability weighted present value of anticipated cash
shortfalls over the life of the instrument discounted at the
original effective interest rate.
For financial assets mandatorily measured at fair value through
other comprehensive income, the loss allowance is recognised in
other comprehensive income with a corresponding expense through
profit or loss. In all other cases, the loss allowance reduces the
asset's carrying value with a corresponding expense through profit
or loss.
NOTE 14 - TRADE AND OTHER PAYABLES
2023 2022
A$ A$
-------- ----------
Trade creditors 78,481 285,127
Accruals 407,487 1,081,161
Termination penalty payable (JPDA 06-103
PSC) - 362,897
-------- ----------
485,968 1,729,185
-------- ----------
Trade and Other Payables
The carrying value of trade and other payables is considered to
approximate its fair value due to the short-term nature of these
financial liabilities.
Termination Penalty Payable (JPDA 06-103 2023 2022
PSC)
A$ A$
---------- ----------
Movement in Termination Penalty Balance
Balance at 1 July 362,897 997,605
Repayment of termination penalty
(2023: US$250,000; 2022: US$500,000) (372,523) (697,045)
Effect of movements in exchange rates 9,626 62,337
---------- ----------
Balance at 30 June - 362,897
---------- ----------
The termination penalty payable was payable to Autoridade
Nacional Do Petroleo E Minerais ("ANPM"). The final instalment of
the termination penalty (US$250,000) was paid to ANPM on 7
September 2022, thereby fully extinguishing the Group's obligations
to ANPM.
Accounting Policy
Trade and other payables are recorded at the value of the
invoices received and subsequently measured at amortised cost and
are non-interest bearing. The liabilities are for goods and
services provided before year end, that are unpaid and arise when
the Group has an obligation to make future payments in respect of
these goods and services. The amounts are unsecured. Financial
assets and liabilities are offset and the net amount is presented
in the statement of financial position when and only when, the
Group has a legal right to offset the amounts and intends either to
settle on a net basis or to realise the asset and settle the
liability simultaneously.
NOTE 15 - PROVISIONS
2023 2022
A$ A$
-------- --------
Current
Employee Benefits 174,116 180,827
-------- --------
Non-Current
Site Restoration, Well Abandonment
and Other Provisions
Balance at 1 July 8,833,483 3,855,483
Unwinding of discount on site restoration
provision 289,540 76,753
Site restoration and well abandonment
provision portion of Cambay Acquisition - 5,090,457
Reduction of provision due to reassessment
of restoration asset and provision (refer
Note 11) (3,314,730) (635,263)
Effect of movements in exchange rates 348,345 446,053
------------ ----------
Balance at 30 June 6,156,638 8,833,483
------------ ----------
Accounting Policy
Provisions are recognised when the Group has a present (legal or
constructive) obligation as a result of a past event, it is
probable the Group will be required to settle the 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
reporting date, taking into account the risks and uncertainties
surrounding the obligation. If the time value of money is material,
provisions are discounted using a current pre-tax rate specific to
the liability. The increase in the provision resulting from the
passage of time is recognised as a finance cost.
Provision for Employee Benefits
Liabilities for wages and salaries, superannuation and other
short-term benefits (including non-monetary benefits), annual leave
and long service leave expected to be settled wholly within 12
months of the reporting date are measured at the amounts expected
to be paid when the liabilities are settled.
The liability for annual leave and long service leave not
expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments
(including relevant on-costs) to be made in respect of services
provided by employees up to the reporting date. Consideration is
given to expected future wage and salary levels (including through
pay increases and inflation), experience of employee departures and
periods of service. Expected future payments are discounted using
market yields at the reporting date on corporate bonds with terms
to maturity and currency that match, as closely as possible, the
estimated future cash outflows.
Provision for Site Restoration and Rehabilitation
A provision for restoration and rehabilitation is recognised
when there is a present obligation as a result of exploration,
development, production or other related activities undertaken, it
is probable that an outflow of economic benefits will be required
to settle the obligation, and the amount of the provision can be
measured reliably. The estimated future obligations include the
costs of plug and abandonment operations (the field plant closure
phase), site preparation, removing equipment, structures and
debris, establishment of compatible contours and drainage,
replacement of topsoil, re-vegetation, slope stabilisation,
in-filling of excavations, monitoring activities and other site
restoration activities.
The provision for future restoration costs is the best estimate
of the present value of the expenditure required to settle the
restoration obligation at the reporting date, based on current
legal, technological and other requirements. Future restoration
costs are reviewed annually and any changes in the estimate are
reflected in the present value of the restoration provision at each
reporting date.
The initial estimate of the restoration and rehabilitation
provision relating to exploration, development, and production
facilities is capitalised into the cost of the related asset and
amortised on the same basis as the related asset, unless the
present obligation arises from the production of inventory in the
period, in which case the amount is included in the cost of
production for the period. Changes in the estimate of the provision
for restoration and rehabilitation are treated in the same manner,
except that the unwinding of the effect of discounting on the
provision is recognised as a finance cost rather than being
capitalised into the cost of the related asset.
Key Estimates and Assumptions
In relation to restoration and rehabilitation provisions, the
Group estimates the future removal costs of onshore oil and gas
production facilities, wells and pipelines at the time of
installation of the assets. In most instances, the removal of
assets occurs many years into the future. This requires judgemental
assumptions regarding removal date, future environmental
legislation, the extent of reclamation activities required, the
engineering methodology for estimating the cost, future removal
technologies in determining the removal cost, and discount rates to
determine the present value of these cash flows.
NOTE 16 - BORROWINGS
2023 2022
A$ A$
-------- --------
Unsecured loans (US$800,000 loan facility) 339,902 451,355
Convertible notes - debt component 434,764 -
774,666 451,355
-------- --------
Terms and Repayment Schedule of US$800,000 Loan Facility
The unsecured loan relates to an unsecured loan facility
agreement for US$800,000, which the Company entered into during the
financial year ended 30 June 2021 with two of its JPDA joint
venture partners, and which was restricted to fund the settlement
of the termination penalty payable to ANPM (see Note 14). At 30
June 2023, the loan balance was payable to Japan Energy E&P
JPDA Pty Ltd ("JX") as the loan balance to the other joint venture
partner was fully repaid during the previous financial year. The
interest rate of the loan facility is 11%.
At 30 June 2023, the terms and conditions of the US$800,000 loan
facility is as follows:
2023 2022
A$ A$
----------------- -----------------
Nominal
Interest Year Face Carrying Face Carrying
Unsecured Loan Currency Rate of Maturity Value Amount Value Amount
------------------------- --------- --------- ------------ ------- -------- ------- --------
US$800,000 loan facility USD 11.0% 2023 339,902 339,902 451,355 451,355
339,902 339,902 451,355 451,355
------- -------- ------- --------
The movement of the loan facility balance during the period was
as follows:
2023 2022
A$ A$
---------- ----------
Movement in US$800,000 Loan Facility
Balance at 1 July 451,355 (215,274)
Amounts drawn down to pay termination
penalty 372,523 697,045
Repayments made to lenders (536,656) (55,211)
Interest on facility balance 54,525 19,836
Effect of movements in exchange rates (1,845) 4,959
---------- ----------
Balance at 30 June
(2023 : US$225,355 ; 2022 : US$310,938) 339,902 451,355
---------- ----------
Subsequent Event
The balance of the loan at 30 June 2023, plus interest, was
repaid to JX on 10 August 2023 in a final repayment of US$228,324
(A$348,853) settling the balance of the loan to A$nil.
Convertible Notes
Effective 9 March 2023, the Company entered into a convertible
loan agreement with certain sophisticated and/or professional
existing and new shareholders to secure a new convertible loan
facility of GBP650,000. 6,500 convertible notes at a face value of
GBP100 each ("Notes") were issued as part of this agreement and all
convertible note proceeds were received by the Company by 9 March
2023.
Summary of Key Terms of the Convertible Loan Facility:
Interest Rate: 5%
Option Date: 9 December 2023
Maturity Date: 9 March 2024
Conversion Rate GBP0.0008 per share (fixed rate)
Conversion Terms: Option to convert the loan and interest payable
(to that point) into shares at the Conversion
Rate, in the period between the Option Date and
the Maturity Date.
Repayment Terms: If conversion not elected, holders can elect to
redeem their convertible notes in cash no earlier
than the Maturity Date.
Holders can also elect to have the interest payable
repaid by the Company in cash concurrent to either
the conversion of the Notes into shares or the
redemption of the Notes in cash.
No option for the Company to elect to repay ahead
of Maturity Date, or for the Company to elect
repayment to be made in cash.
Security: Unsecured
Arrangement Fee: None
Other Terms: If no notice is received from the Note holders
before 26 February 2024, the Notes and interest
accrued will automatically convert into shares
in the Company on the Maturity Date.
Reconciliation of Convertible Notes - Debt Component:
2023 2022
A$ A$
---------- -----
Balance at 1 July - -
Proceeds from issue of convertible notes 1,157,578 -
(GBP650,000 )
Derivative liability at inception of (774,570) -
convertible notes
---------- -----
383,008 -
Interest on convertible notes 19,178 -
Effect of movements in exchange rates 32,578 -
---------- -----
Balance at 30 June 434,764 -
---------- -----
Accounting Policy
All borrowings are initially recognised when the Group becomes a
party to the contractual provisions of the lending instrument. All
borrowings are initially recognised at fair value less transaction
costs. Borrowings are subsequently carried at amortised cost using
the effective interest method.
The component of the convertible notes that exhibits
characteristics of a liability is recognised as a liability in the
statement of financial position, net of transaction costs. This is
calculated net of the valuation of the option to convert the notes
(see Note 17).
The Group derecognises a financial liability when its
contractual obligations are discharged, cancelled or expire. The
Group also derecognises a financial liability when its terms are
modified and the cash flows of the modified liability are
substantially different, in which case a new financial liability
based on the modified terms is recognised at fair value.
On derecognition of a financial liability, the difference
between the carrying amount extinguished and the consideration paid
(including any non-cash assets transferred or liabilities assumed)
is recognised in profit or loss.
NOTE 17 - DERIVATIVE FINANCIAL LIABILITY
2023 2022
A$ A$
---------- -----
Convertible notes - derivative liability 1,050,334 -
component
---------- -----
The holders of the convertible notes have the option to convert
into ordinary share capital of the Company. Refer to Note 16 for
further details.
Fair Value Measurement
The fair value measurement of the derivative liability component
has been determined using a three-level hierarchy, based on the
lowest level of input that is significant to the entire fair value
measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for
identical assets that the Group can access at the measurement
date;
Level 2: Inputs other than quoted prices included within Level 1
that are observable for the asset, either directly or indirectly;
and
Level 3: Unobservable inputs for the liability.
The derivative liability is determined to be Level 2 and has
been valued using quoted market prices at the end of the reporting
period. This valuation technique maximises the use of observable
market data where it is available and relies as little as possible
on entity specific estimates.
Reconciliation of Convertible Notes - Derivative Liability
Component:
2023 2022
A$ A$
---------- -----
Balance at 1 July - -
Derivative liability at inception of 774,570 -
convertible notes
Change in fair value 227,668 -
Effect of movements in exchange rates 48,096 -
---------- -----
Balance at 30 June 1,050,334 -
---------- -----
Accounting Policy
Derivatives are initially recognised at fair value on the date a
derivative contract is entered into and are subsequently remeasured
to their fair value at each reporting date. The accounting for
subsequent changes in fair value depends on whether the derivative
is designated as a hedging instrument, and if so, the nature of the
item being hedged.
On the issue of the convertible notes the fair value of the
derivative liability component is determined using observable
quoted market prices. The derivative liability is then subsequently
remeasured to its fair value at each reporting date.
NOTE 18 - LEASES
Short-Term Leases and Leases of Low Value Assets
Lease rentals are payable as follows:
2023 2022
A$ A$
------- -------
Within one year 29,626 36,480
One year or later and no later than - -
five years
------- -------
29,626 36,480
------- -------
During the current and previous financial years, the Group
leased its head office premises at Level 1, 11 Lucknow Place, West
Perth, Australia on a monthly rolling basis, until the lease for
this premise was terminated in April 2023.
Up until December 2021, the Group leased office premises in
Gandhinagar, Gujarat, India. On 10 December 2021, the Group signed
a new lease for its new Indian premises at 2(nd) Floor, Shreeji
Complex, next to Rituraj Complex, Vasna Road, Village Akota,
Vadodara, Gujarat, India. This lease was renewed during the year on
20 December 2022, which extended its one-year "lock-in period" to
11 December 2023. After 11 December 2023, the lease continues on a
3-month rolling basis until 11 December 2025. After 11 December
2025, the Group has the option to negotiate an extension to the
lease at a 12% rent increment, with other terms yet to be
determined between the Group and the lessor should this option be
taken up.
2023 2022
A$ A$
------- -------
Expenses Related to Short-Term Leases
Operating lease rentals expensed during the financial year 71,067 44,723
------- -------
Accounting Policy
Definition of a Lease
The Group assesses whether a contract is, or contains, a lease
if the contract conveys a right to control the use of an identified
asset for a period of time in exchange for consideration. At
inception or on the reassessment of a contract that contains a
lease component, the Group allocates the consideration in the
contract to each lease and non-lease component on the basis of
their stand-alone prices. However, for leases of properties in
which it is a lessee, the Group has elected not to separate
non-lease components and will instead account for the lease and
non-lease components as a single lease component.
As a Lessee
As a lessee, the Group recognises right-of-use assets and lease
liabilities for most leases - i.e. these leases are on the balance
sheet. However, the Group has elected not to recognise right-of-use
assets and lease liabilities for some leases of low-value assets
and short-term leases (lease term of 12 months or less). The Group
recognises the lease payments associated with these leases as an
expense on a straight-line basis over the term lease.
For leases of medium to large-value assets and long-term leases,
the Group recognises a right-of-use asset and a lease liability at
the lease commencement date. The right-of-use asset is initially
measured at cost, and subsequently at cost less any accumulated
depreciation and impairment losses; and adjusted for certain
remeasurements of the lease liability.
The lease liability is initially measured at the present value
of lease payments that are not paid at the commencement date,
discounted using the interest rate implicit in the lease or, if
that rate cannot be readily determined, the Group's incremental
borrowing rate. Generally, the Group uses its incremental borrowing
rate as the discount rate.
The lease liability is subsequently increased by the interest
cost on the lease liability and decreased by lease payment made. It
is remeasured when there is a change in future lease payments
arising from a change in an index or rate, a change in the estimate
of the amount expected to be payable under a residual value
guarantee, or as appropriate, changes in the assessment of whether
a purchase or extension option is certainly reasonable certain to
be exercised or a termination option is reasonably certain not to
be exercised.
The Group shall apply judgement to determine the lease term for
some lease contracts in which it is a lessee that includes renewal
options. The assessment of whether the Group is reasonably certain
to exercise such options impacts the lease term, which
significantly affects the amount of lease liabilities and
right-of-use assets recognised.
Leases of Low-Value Assets and Short-Term Leases
The Group has elected not to recognise right-of-use assets and
lease liabilities for leases of low-value assets and short-term
leases, including IT equipment. The Group recognises the lease
payments associated with these leases as an expense on a
straight-line basis over the lease term.
NOTE 19 - EXPITURE COMMITMENTS
Exploration and Evaluation Expenditure Commitments
In order to maintain rights of tenure to exploration permits,
the Group is required to perform exploration work to meet the
minimum expenditure requirements specified by various state and
national governments. These obligations are subject to
renegotiation when an application for an exploration permit is made
and at other times. These obligations are not provided for in the
financial report. The expenditure commitments are currently
estimated to be A$nil (2022: A$nil).
For the extended Cambay PSC period (which started from September
2019), the Group is required to submit a bank guarantee equivalent
to 10% of total estimated annual expenditure in respect to the work
programme approved by the Ministry of Petroleum and Natural Gas
(the Government of India) ("MOPNG"). This amount is reassessed
every year according to aspects of the work programme that have
been fulfilled during the year. As at 30 June 2023, the required
bank guarantee amount was US$248,000, out of which US$124,000 was
submitted on 27 July 2023, and the other US$124,000 is expected to
be submitted in calendar Q1 2024. The amounts are guaranteed by
Synergia Energy Ltd in favour of MOPNG (Government of India). This
includes 15% which was guaranteed on behalf of Oilex N.L. Holdings
(India) Limited ("OHIL") for OHIL's share of the bank guarantee.
There are no other commitments for the Cambay PSC.
When obligations expire, are re-negotiated or cease to be
contractually or practically enforceable, they are no longer
considered to be a commitment.
Further expenditure commitments for subsequent permit periods
are contingent upon future exploration results. These cannot be
estimated and are subject to renegotiation upon the expiry of the
existing exploration leases.
Subsequent Events - CCS Licence on Camelot Area
Effective on 1 August 2023, the NSTA granted the CS019 licence
for the Camelot area ("CS019 - SNS Area 4") to Synergia Energy CCS
Limited and its 50% joint venture partner, Wintershall Dea Carbon
Management Solutions UK ("Wintershall Dea"), with Synergia Energy
CCS Limited as operator. The carbon storage licence has a work
program that incorporates an appraisal phase comprising seismic
re-processing, technical evaluations and risk assessment, and a
contingent FEED study leading to a potential storage licence
application in 2028, following the final investment decision
("FID"). The CS019 licence also includes a contingent appraisal
well. The Group had no other commitments for the CCS licence.
Capital Expenditure Commitments
The Group had no capital commitments as at 30 June 2023 (2022:
A$nil).
NOTE 20 - CONTINGENT ASSETS, CONTINGENT LIABILITIES AND
GUARANTEES
Contingent Assets and Contingent Liabilities at Reporting
Date
The Directors are of the opinion that, except as noted in Note
15, there were no contingent assets or contingent liabilities as at
30 June 2023 and as at 30 June 2022.
Guarantees
Synergia Energy Ltd has issued guarantees in relation to
corporate credit cards. The bank guarantees amount to A$15,000
(2022: A$50,000). After year-end on 27 July 2023, Synergia Energy
Ltd also entered into bank guarantee for US$124,000 relating to the
Cambay field, with another US$124,000 which is expected to be added
to the bank guarantee in calendar Q1 2024 (refer to Note 19).
EQUITY, GROUP STRUCTURE AND RISK MANAGEMENT
This section addresses the Group's capital structure, the Group
structure and related party transactions, as well as including
information on how the Group manages various financial risks.
NOTE 21 - ISSUED CAPITAL AND RESERVES
The reconciliation of the movement in capital, reserves and
accumulated losses for the consolidated entity can be found in the
consolidated statement of changes in equity.
(a) Issued Capital
2023 2022
Issued Capital Issued Capital
Ordinary Shares Number of Ordinary Shares A$ Number of Ordinary Shares A$
-------------------------- --------------- -------------------------- ---------------
On issue at 1 July - fully
paid 8,242,959,310 192,181,384 5,685,971,571 185,355,925
Issue of share capital
Shares issued for cash
(1) 174,831,394 608,378 2,497,758,909 7,503,616
Shares issued for
non-cash - - 4,389,645 19,489
Exercise of unlisted
options - - 54,839,185 136,393
Capital raising costs
(2) - 27,381 - (834,039)
Balance at 30 June - fully
paid 8,417,790,704 192,817,143 8,242,959,310 192,181,384
-------------------------- --------------- -------------------------- ---------------
Refer to the following notes for additional information and Note
22 for details of unlisted options:
(1) Following shareholder approval received at the 13 July 2022
General Meeting, 174,831,394 fully paid ordinary shares were issued
at GBP0.002 (A$0.0035) per share. The shares were the final
instalment of the placement previously arranged and announced on 4
May 2022. 69,932,558 shares out of 174,831,394 shares were issued
on 21 July 2022 and the remaining 104,898,836 shares were issued on
3 August 2022.
(2) The overall credit "inflow" of capital raising costs during
the half-year period is a result of reversals of capital raising
costs which were over-accrued in previous financial periods, and
which were more than other capital raising costs incurred during
the period (including those for options granted to Novum during the
period). Refer to Note 22 (footnote ( 3) ) with regards to the fair
value of options granted to Novum.
The Company does not have authorised capital or par value in
respect of its issued shares. The holders of ordinary shares are
entitled to receive dividends as declared from time to time and are
entitled to one vote per share at meetings of the Company.
Subsequent Event
On 7 August 2023, the Company issued 704,545,454 shares at
GBP0.0011 (A$0.0021) per ordinary share pursuant to the placement
announced on 25 July 2023 . As part of this placement, t he Company
will also be issuing 13,636,363 unquoted options (exercisable at
GBP0.0011 and expiring on 31 July 2026) to Novum, pursuant to the
capital raising advisory agreement relating to this placement.
These options are expected to be issued in the coming months.
Accounting Policy
Ordinary shares are classified as equity. Incremental costs
directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of tax, from the proceeds.
(b) Reserves
2023 2022
A$ A$
---------- ----------
Foreign currency translation reserve 7,764,968 7,577,543
Share-based payments reserve 534,957 221,321
8,299,925 7,798,864
---------- ----------
Foreign Currency Translation Reserve ("FCTR")
The FCTR is comprised of all foreign currency differences
arising from the translation of the financial statements of foreign
operations from their functional currency to Australian
dollars.
The assets and liabilities of foreign operations are translated
to Australian dollars at exchange rates at the reporting date. The
income and expenses of foreign operations are translated to
Australian dollars at exchange rates at the dates of the
transactions.
Foreign currency differences are recognised in other
comprehensive income and accumulated in the FCTR. When the
settlement of a monetary item receivable from or payable to a
foreign operation is neither planned nor likely in the foreseeable
future, foreign exchange gains and losses arising from such a
monetary item are considered to form part of a net investment in a
foreign operation and are recognised in other comprehensive income
and are presented within equity in the FCTR.
Share-Based Payments Reserve
The share-based payments reserve recognises the fair value of
options issued but not exercised. Upon the exercise, lapsing or
expiry of options, the balance of the share-based payments reserve
relating to those options is transferred to accumulated losses.
NOTE 22 - SHARE-BASED PAYMENTS
2023 2022
A$ A$
-------- --------
Shares and Rights - Equity Settled
Non-Executive Directors - remuneration shares - 19,489
Executive Directors - options ( (1) 168,187 168,188
Executive Management - nil cost options (2) 120,297 -
Total share-based payments expense and amount recognised in the Condensed Consolidated Statement
of Profit or Loss and Other Comprehensive Income 288,484 187,677
Share-Based Payments Recognised Directly in Equity
Options granted to brokers and advisors during the period (3) 25,152 188,181
-------- --------
Total share-based payments recognised directly in equity 25,152 188,181
Total Share-Based Payment Transactions 313,636 375,858
-------- --------
Additional information on share-based payment transactions
during the period:
(1) Relates to the issue of 324,675,324 unlisted options to
Executive Directors (Messrs Salomon, Wessel and Judd) on 12 August
2022 following shareholder approval at the General Meeting held on
13 July 2022. The options are exercisable at GBP0.0022 (A$0.0039)
and expire on 12 August 2027, with one third (1/3) vesting on 30
June 2022, one third (1/3) vesting on 30 June 2023 and one third
(1/3) vesting on 30 June 2024.
The total fair value of the unlisted options issued to Executive
Directors (A$504,564, with one third (1/3) of the amount,
A$168,188, being expensed at 30 June 2022 and another third (1/3),
A$168,187, being expensed at 30 June 2023) was calculated at the
grant date of 13 July 2022 using the Black-Scholes Model. Expected
volatility was estimated by considering historical volatility of
the Company's share price over the period commensurate with the
expected term. The following factors and assumptions were used to
determine the fair value of the 324,675,324 unlisted options
granted to Executive Directors on 13 July 2022:
Risk
Price of Free
Fair Value Exercise Shares on Expected Interest Dividend
Grant Date Vesting Date Expiry Date Per Option Price Grant Date Volatility Rate Yield
------------- ------------------- --------------- ------------- ------------- ------------- ---------- -------- --------
13 July 2022 As indicated above 12 August 2027 GBP0.0009 GBP0.0022 GBP0.0016 75.15% 1.35% -
(A$0.0016) (A$0.0039) (A$0.0028)
------------- ------------- --------------------------------------------------------------- ---------- -------- --------
(2) Relates to the issue of 70,043,152 nil cost unlisted options
to executive management (Messrs Salomon, Wessel, Judd and Khare) on
3 April 2023 which was a non-cash settlement amount in accordance
with the Company's short-term incentive plan for the 12-month
period ended 31 December 2022. The options are exercisable on or
before 1 April 2028.
The total fair value of the nil cost unlisted options was
calculated at the grant date of 2 April 2023 using the
Black-Scholes Model. Expected volatility was estimated by
considering historical volatility of the Company's share price over
the period commensurate with the expected term. The following
factors and assumptions were used to determine the fair value of
the 70,043,152 nil cost options granted to executive management on
2 April 2023:
Risk
Price of Free
Fair Value Exercise Shares on Expected Interest Dividend
Grant Date Vesting Date Expiry Date Per Option Price Grant Date Volatility Rate Yield
------------- ------------- ------------- ------------- ---------- ------------- ---------- -------- ---------
2 April 2023 2 April 2023 1 April 2028 GBP0.0009 - GBP0.0009 97.92% 3.60% -
(A$0.0017) (A$0.0017)
------------------------- ------------------------------------------------------ ---------- -------- ---------
(3) On 13 September 2022, following shareholder approval on 13
July 2022, the Company issued 30,000,000 unlisted Broker Fee
Options, exercisable at GBP0.0020 (A$0.0034) on or before 30 April
2024 to Novum, pursuant to a capital raising advisory agreement the
Company had with Novum related to the May 2022 Placement.
The fair value of the Broker Fee Options (A $25,152 ) was
calculated at the grant date of 13 July 2022 using the
Black-Scholes Model. Expected volatility was estimated by
considering historical volatility of the Company's share price over
the period commensurate with the expected term. The following
factors and assumptions were used to determine the fair value of
the 30,000,000 Broker Fee Options granted to Novum during the
year:
Risk
Price of Free
Fair Value Exercise Shares on Expected Interest Dividend
Grant Date Vesting Date Expiry Date Per Option Price Grant Date Volatility Rate Yield
------------- ------------- -------------- ------------- ------------- ------------- ---------- -------- --------
13 July 2022 13 July 2022 30 April 2024 GBP0.0005 GBP0.0020 GBP0.0016 75.15% 1.35% -
(A$0.0008) (A$0.0035) (A$0.0028)
------------- ------------- -------------------------------------------------------- ---------- -------- --------
Number and Weighted Average Exercise Prices ("WAEP") of Unlisted
Options
The number and weighted average exercise prices (WAEP) of
unlisted share options are as follows:
WAEP Number WAEP Number
2023 2023 2022 2022
-------- ----------------
Outstanding at 1 July A$0.005 736,505,236 A$0.009 603,403,361
Lapsed during the year ( (4) A$0.005 (711,295,152) A$0.009 ( 603,403,361 )
Exercised during the year - - A$0.002 (54,839,185)
Granted during the year
* Granted as part of placements - - A$0.005 711,295,152
* Granted to brokers and advisors ( (5) A$0.003 30,000,000 A$0.003 80,049,269
* Granted to executive directors and management ( (6) A$0.003 394,718,476 - -
Outstanding at 30 June A$0.003 449,928,560 A$0.005 736,505,236
-------- -------------- -------- ----------------
Exercisable at 30 June A$0.003 449,928,560 A$0.005 736,505,236
-------- -------------- -------- ----------------
The unlisted options outstanding at 30 June 2023 have an
exercise price in the range of GBPnil to GBP0.0024 (A$nil to
A$0.0045) (2022: GBP0.0024 to GBP0.0028 (A$0.0045 to A$0.0052)) and
a weighted average remaining contractual life of 3.82 years (2022:
0.55 years).
(4) 711,295,152 unlisted options lapsed during the period on 31
December 2022.
(5) See footnote ( (3) as detailed on the previous page. These
remain exercisable at year-end.
(6) See footnotes ( (1) and (2) as detailed on the previous
page. These remain exercisable at year-end.
Accounting Policy
Options allow directors, employees and advisors to acquire
shares of the Company. The fair value of options granted to
employees is recognised as an employee expense with a corresponding
increase in equity. The fair value is measured at grant date and
spread over the period during which the employees become
unconditionally entitled to the options. The fair value of the
options granted is measured using the Black-Scholes Model, taking
into account the terms and conditions upon which the options were
granted. The amount recognised as an expense is adjusted to reflect
the actual number of share options that vest except where
forfeiture is only due to share prices not achieving the threshold
for vesting.
Options may also be provided as part of the consideration for
services by brokers and underwriters. Any unlisted options issued
to the Company's AIM broker are treated as a capital raising
cost.
When the Group grants options over its shares to employees of
subsidiaries, the fair value at grant date is recognised as an
increase in the investments in subsidiaries, with a corresponding
increase in equity over the vesting period of the grant.
The fair value of unlisted options is calculated at the date of
grant using the Black-Scholes Model. Expected volatility is
estimated by considering the historical volatility of the Company's
share price over the period commensurate with the expected
term.
Critical Accounting Judgements, Estimates and Assumptions:
Share-Based Payment Transactions
The Group measures the cost of equity-settled transactions with
directors, employees, financiers and advisors by reference to the
fair value of the equity instruments at the date at which they are
granted. The fair value is determined by using either the Binomial
or Black-Scholes model taking into account the terms and conditions
upon which the instruments were granted. The accounting estimates
and assumptions relating to equity-settled share-based payments
would have no impact on the carrying amounts of assets and
liabilities within the next annual reporting period but may impact
profit or loss and equity.
NOTE 23 - CONSOLIDATED ENTITIES
Ownership Interest %
----------------
Country of 2023 2022
Incorporation
------------------------------------------ ---------------- ----------- ----------
Parent Entity
Synergia Energy Ltd Australia
Subsidiaries
Oilex (JPDA 06-103) Ltd Australia 100 100
Merlion Energy Resources Private Limited India 100 100
Oilex N.L. Holdings (India) Limited Cyprus 100 100
Oilex (West Kampar) Limited Cyprus 100 100
Synergia Energy CCS Limited United Kingdom 100 100
Synergia Energy Services UK Limited (1) United Kingdom 100 100
------------------------------------------ ---------------- ----------- ----------
Additional information regarding the changes in the composition
of the Group:
(1) On 28 July 2023, Oilex Services UK Limited changed its name
to Synergia Energy Services UK Limited.
Accounting Policy
The Group controls an entity when it is exposed to, or has
rights to, variable returns from its involvement with the entity
and has the ability to affect those returns through its power over
the entity.
NOTE 24 - PARENT ENTITY DISCLOSURE
As at, and throughout, the financial year ended 30 June 2023 the
parent entity of the Group was Synergia Energy Ltd.
2023 2022
A$ A$
Result of the Parent Entity
Loss for the year (5,923,850) (2,033,911)
Other comprehensive income/(loss) 80,854 301,460
-------------- --------------
Total Comprehensive Loss for the Year (5,842,996) (1,732,451)
-------------- --------------
Financial Position of the Parent Entity
at Year End
Current assets 585,643 2,681,328
Total assets 17,257,205 23,791,407
Current liabilities 2,389,186 1,704,692
Total liabilities 7,622,328 9,262,928
Net Assets 9,634,877 14,528,479
-------------- --------------
Total Equity of the Parent Entity Comprising
Of:
Issued capital 192,817,143 192,181,384
Option reserve 534,957 221,321
Foreign currency translation reserve (1,137,620) (1,218,474)
Accumulated losses (182,579,603) (176,655,752)
-------------- --------------
Total Equity 9,634,877 14,528,479
-------------- --------------
Parent Entity Contingent Assets, Contingent Liabilities and
Guarantees
The Directors are of the opinion that Synergia Energy Ltd has no
contingent assets or contingent liabilities as at 30 June 2023 and
as at 30 June 2022.
Synergia Energy Ltd has issued a guarantee in relation to
corporate credit cards. The bank guarantee amounts to A$15,000. An
equal amount is held in cash and cash equivalents as security by
the bank (2022: A$50,000).
After year-end on 27 July 2023, Synergia Energy Ltd also entered
into a bank guarantee for US$124,000 in relation to DGH approved
budgeted activity on the Cambay field for the financial year ending
31 March 2024, with a further US$124,000 which is expected to be
added to the bank guarantee in calendar Q1 2024 (refer to Note 19).
15% of the amounts are guaranteed by Synergia Energy Ltd on behalf
of Oilex N.L. Holdings (India) Limited ("OHIL") for OHIL's share of
the bank guarantee.
Parent Entity Capital Commitments for Acquisition of Property
Plant and Equipment
Synergia Energy Ltd had no capital commitments as at 30 June
2023 (2022: A$nil).
Parent Entity Guarantee (in Respect of Debts of its
Subsidiaries)
On 7 November 2006, Synergia Energy Ltd issued a Deed of Parent
Company Performance Guarantee in relation to the JPDA 06-103 PSC
entered into with the Timor Sea Designated Authority dated 15
November 2006. Although the PSC was terminated on 15 July 2015, the
Deed of Parent Company Performance Guarantee was in effect until 13
October 2022 when the Joint Operating Agreement was terminated by
the non-defaulting parties to the JPDA joint venture.
As noted above, Synergia Energy Ltd also entered into a bank
guarantee for US$124,000 after year-end, plus US$124,000 which is
expected to be added to the bank guarantee in calendar Q1 2024.
Also as noted above, 15% of the amounts are guaranteed by Synergia
Energy Ltd on behalf of Oilex N.L. Holdings (India) Limited
("OHIL") for OHIL's share of the bank guarantee.
Synergia Energy Ltd has issued no other guarantees in respect of
the debts of its subsidiaries.
NOTE 25 - JOINT ARRANGEMENTS
The Group's interests in joint arrangements as at 30 June 2023
are detailed below. The principal activities of the joint
arrangements are oil and gas exploration, evaluation, development
and production.
(a) Joint Operations Interest
2023 2022
Permit % %
----------------- ---------------------------------- ------ -----
OFFSHORE
JPDA 06-103 (1) Timor Leste and Australia (JPDA) (-) -
ONSHORE
Cambay Field India (Cambay Basin) 100 100
(1) The JPDA 06-103 PSC was terminated on 15 July 2015. The
Joint Operating Agreement between the Joint Venture participants
was in effect until 13 October 2022 when the non-defaulting parties
to the JPDA joint venture agreed to terminate the Joint Operating
Agreement.
(b) Joint Operations
The aggregate of the Group's interests in all joint operations
is as follows:
2023 2022
A$ A$
Current Assets
Cash and cash equivalents 188,976 1,310,897
Trade and other receivables (1) 163,794 208,326
Inventories 113,821 387,682
Prepayments 51,408 7,208
------------ -------------
Total Current Assets 517,999 1,914,113
------------ -------------
Non-Current Assets
Development assets 17,558,182 20,310,614
Plant and equipment 4,059 3,630
------------ -------------
Total Non-Current Assets 17,562,241 20,314,244
------------ -------------
Total Assets 18,080,240 22,228,357
------------ -------------
Current Liabilities
Trade and other payables (1,603,710) (1,968,280)
Total Current Liabilities (1,603,710) (1,968,280)
------------ -------------
Non-Current Liabilities
Provisions (6,156,638) (8,833,483)
------------ -------------
Total Non-Current Liabilities (6,156,638) (8,833,483)
------------ -------------
Total Liabilities (7,760,348) (10,801,763)
------------ -------------
Net Assets 10,319,892 11,426,594
------------ -------------
(1) The balance of trade and other receivables of the joint
operations is before any impairment and provisions.
(c) Joint Operations Commitments
In order to maintain the rights of tenure to exploration
permits, the Group is required to perform exploration work to meet
the minimum expenditure requirements specified by various state and
national governments. These obligations are subject to
renegotiation when an application for an exploration permit is made
and at other times. These obligations are not provided for in the
financial report.
The Group has no exploration expenditure commitments
attributable to joint operations during the year (2022: A$nil).
There are no minimum exploration work commitments in the Cambay
PSC.
Accounting Policy
Joint arrangements are arrangements in which two or more parties
have joint control. Joint control is the contractual agreed sharing
of control of the arrangements which exists only when decisions
about the relevant activities required unanimous consent of the
parties sharing control. Joint arrangements are classified as
either a joint operation or joint venture, based on the rights and
obligations arising from the contractual obligations between the
parties to the arrangement.
To the extent the joint arrangement provides the Group with
rights to the individual assets and obligations arising from the
joint arrangement, the arrangement is classified as a joint
operation and as such, the Group recognises its:
-- Assets, including its share of any assets held jointly;
-- Liabilities, including its share of any liabilities incurred jointly;
-- Revenue from the sale of its share of the output arising from the joint operation;
-- Share of revenue from the sale of the output by the joint operation; and
-- Expenses, including its share of any expenses incurred jointly.
The Group's interest in unincorporated entities are classified
as joint operations.
Joint ventures provide the Group a right to the net assets of
the venture and are accounted for using the equity method.
NOTE 26 - RELATED PARTIES
Identity of Related Parties
The Group has a related party relationship with its subsidiaries
(refer Note 23), joint operations (refer Note 25) and with its key
management personnel.
Key Management Personnel
The following were key management personnel of the Group at any
time during the current and previous financial years and unless
otherwise indicated were key management personnel for the entire
period:
Non-Executive Directors Position
----------------------------------- -------------------------------------
Joe Salomon (1) Non-Executive Chairman
Mark Bolton (2) Non-Executive Director
Paul Haywood Non-Executive Director
Peter Schwarz Non-Executive Director
Executive Directors Position
----------------------------------- -------------------------------------
Roland Wessel Chief Executive Officer and Director
Colin Judd (appointed 1 July 2021) Chief Financial Officer
Executives Position
----------------------------------- -------------------------------------
Ashish Khare Head of India Assets
(1) Mr Salomon was appointed Executive Chairman on 16 June 2021,
then his role changed to Non-Executive Chairman on 29 June
2023.
(2) Executive Director and Chief Financial Officer until 1 July
2021, Company Secretary during the previous financial period until
25 August 2021, and appointed as Non-Executive Director on 1 July
2021.
Key Management Personnel Compensation
Key management personnel compensation comprised the
following:
2023 2022
A$ A$
---------- ----------
Short-term employee benefits 973,113 968,096
Other long-term benefits 15,423 20,176
Non-monetary benefits 2,233 13,968
Post-employment benefits 27,797 26,111
Equity compensation benefits 288,483 181,314
---------- ----------
1,307,049 1,209,664
---------- ----------
Individual Directors' and Executives' Compensation
Disclosures
Information regarding individual Directors' and Executives'
compensation is provided in the Remuneration Report section of the
Directors' Report. Apart from the details disclosed in this note or
in the Remuneration Report, no Director has entered into a material
contract with the Company since the end of the previous financial
year and there were no material contracts involving Directors'
interests existing at year end.
Key Management Personnel Transactions with the Company or its
Controlled Entities
There were no transactions in the current year between the Group
and entities controlled by key management personnel.
NOTE 27 - FINANCIAL INSTRUMENTS
(a) Financial Risk Management
The Group has exposure to the following risks arising from
financial instruments.
i) Credit risk
ii) Liquidity risk
iii) Market risk
This note presents qualitative and quantitative information in
relation to the Group's exposure to each of the above risks and the
management of capital.
The Board of Directors has overall responsibility for the
establishment and oversight of the risk management framework and
the development and monitoring of risk management policies. 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.
(b) Credit Risk
Credit risk is the risk of financial loss to the Group if a
customer or counterparty to a financial instrument fails to meet
its contractual obligations; and arises principally from the
Group's receivables from customers and joint ventures.
The Group's exposure to credit risk is influenced mainly by the
individual characteristics of each customer. The demographics of
the Group's customer base, including the default risk of the
industry and country in which customers operate, has less of an
influence on credit risk.
The maximum exposure to credit risk is represented by the
carrying amount of each financial asset. The maximum exposure to
credit risk at the reporting date was:
2023 2022
A$ A$
---------- ----------
Cash and cash equivalents 938,589 4,838,459
Trade and other receivables - current 220,331 127,058
1,158,920 4,965,517
---------- ----------
The Group's cash and cash equivalents are held with major banks
and financial institutions.
The Group's gross share of outstanding cash calls and recharges
owing from joint venture partners and joint operations at 30 June
2023 is A$49,371 (2022: A$400,341).
Impairment Losses
The aging of the trade and other receivables at the reporting
date was:
2023 2022
A$ A$
--------- ----------
Consolidated Gross
Not past due 234,903 176,142
Past due 0-30 days - -
Past due 31-120 days - -
Past due 121 days to one year - 74,486
More than one year 49,371 264,572
--------- ----------
284,274 515,200
Provision for doubtful debts (63,943) (388,142)
--------- ----------
Trade and Other Receivables Net of
Provision 220,331 127,058
--------- ----------
Receivable balances are monitored on an ongoing basis. The Group
may at times have a high credit risk exposure to its joint venture
partners arising from outstanding cash calls.
The Group considers an allowance for ECLs for all debt
instruments. The Group applies a simplified approach in calculating
ECLs. The Group bases its ECL assessment on its historical credit
loss experience, adjusted for factors specific to the debtors and
the economic environment including, but not limited to, financial
difficulties of the debtor, probability that the debtor will enter
bankruptcy or financial reorganisation and delinquency in
payments.
(c) Liquidity Risk
Liquidity risk is the risk that the Group will not be able to
meet its financial obligations as they fall due. The Group's
approach to managing liquidity is to ensure, as far as possible,
that it will always have sufficient liquidity to meet its
liabilities when due without incurring unacceptable losses or
risking damage to the Group's reputation.
The Group manages liquidity by monitoring present cash flows and
ensuring that adequate cash reserves, financing facilities and
equity raisings are undertaken to ensure that the Group can meet
its obligations.
The table below analyses the Group's financial liabilities by
relevant maturity groupings based on the remaining period at the
reporting date to the contractual maturity date. The amounts
disclosed in the table are the contractual undiscounted cash
flows.
Contractual Cash Flows
------------------------------------------
Carrying Face Total 2 Months 2 - 12 Greater
Amount Value or Less Months Than
1 Year
A$ A$ A$ A$ A$ A$
---------- ---------- ---------- ---------- -------- --------
2023
Trade and other payables 485,968 485,968 485,968 485,968 - -
Borrowings 774,666 774,666 774,666 339,902 434,764 -
Total financial liabilities 1,260,634 1,260,634 1,260,634 825,870 434,764 -
---------- ---------- ---------- ---------- -------- --------
2022
Trade and other payables 1,729,185 1,729,185 1,729,185 1,729,185 - -
Borrowings 451,355 451,355 451,355 203,824 247,531 -
Total financial liabilities 2,180,540 2,180,540 2,180,540 1,933,009 247,531 -
---------- ---------- ---------- ---------- -------- --------
(d) Market Risk
Market risk is the risk that changes in market prices, such as
foreign exchange rates, interest rates and equity prices will
affect the Group's income or the value of its holdings of financial
instruments. The objective of market risk management is to manage
and control market risk exposures within acceptable parameters,
while optimising the return.
i) Currency Risk
An entity is exposed to currency risk on sales and purchases
that are denominated in a currency other than the functional
currency of the entity. The currencies giving rise to this risk are
the United States dollar ("USD"), Indian rupee ("INR") and the
British pound ("GBP").
The amounts in the table below represent the Australian dollar
equivalent of balances in the entities within the Synergia Energy
Group that are held in a currency other than the functional
currency in which they are measured in those entities. The exposure
to currency risk at balance date was as follows:
In Australian Dollar Equivalents
USD INR GBP
A$ A$ A$
2023
Cash and cash equivalents 171,131 403,695 180,359
Trade and other receivables (1) 170,558 87,815 -
Trade and other payables 71,470 (392,398) (45,773)
Loans (339,902) - (434,764)
---------- ---------- ----------
Net balance sheet exposure 73,257 99,112 (300,178)
---------- ---------- ----------
2022
Cash and cash equivalents 124,151 1,426,330 1,345,899
Trade and other receivables (1) 142,464 102,340 -
Trade and other payables (502,024) - (213,263)
Loans (451,355) - -
---------- ---------- ----------
Net balance sheet exposure (686,764) 1,528,670 1,132,636
---------- ---------- ----------
(1) Trade and other receivables of joint operations are before
any impairment and provisions.
The following significant exchange rates applied during the
year:
Average Rate Reporting Date Spot Rate
AUD 2023 2022 2023 2022
----- -------- -------- ------------- ------------
USD 0.6736 0.7258 0.6630 0.6889
INR 54.9359 54.6773 54.3859 54.3500
GBP 0.5595 0.5455 0.5250 0.5671
----- -------- -------- ------------- ------------
Foreign currency sensitivity
A 10% strengthening/weakening of the Australian dollar against
the following currencies at 30 June would have (increased)/
decreased the loss by the amounts shown below. This analysis
assumes that all other variables, in particular interest rates,
remain constant.
2023 2022
A$ A$
--------- ----------
10% Strengthening
United States dollars (USD) (6,660) 62,433
Indian rupees (INR) (9,010) (138,970)
British pounds (GBP) 27,289 (102,967)
10% Weakening
United States dollars (USD) 8,140 (76,307)
Indian rupees (INR) 11,012 169,852
British pounds (GBP) (33,353) 125,848
ii) Interest Rate Risk
At the reporting date the interest rate profile of the Group's
interest-bearing financial instruments were:
Carrying Amount
2023 2022
A$ A$
---------- ----------
Fixed Rate Instruments
Financial assets (short-term deposits
included in trade receivables) 15,000 50,000
Financial liabilities (borrowings) (774,666) (451,355)
(759,666) (401,355)
Variable Rate Instruments
Financial assets (cash and cash equivalents) 938,589 4,838,459
---------- ----------
Cash flow sensitivity analysis for variable rate instruments
An increase of 100 basis points in interest rates at the
reporting date would have decreased the loss by the amounts shown
below. A decrease of 100 basis points in interest rates at the
reporting date would have had the opposite impact by the same
amount. This analysis assumes that all other variables, in
particular foreign currency rates, remain constant.
2023 2022
A$ A$
------ -------
Impact on profit or loss 9,386 48,385
------ -------
iii) Equity Price Risk
Exposure
The Group's exposure to equity securities price risk arises from
the Group's equity securities designated as at FVTPL (refer Note
13). The Group's equity securities are publicly traded on the
ASX.
Equity Price Risk Sensitivity Analysis
The Group's equity securities designated as at FVTPL are listed
on the ASX. For such investments classified as at FVTPL, the impact
of a 5% increase in the price of the listed investment would have
increased profit or loss by A$1,730 after tax (2022: increased
profit or loss by A$3,459 after tax). An equal change in the
opposite direction would have decreased profit or loss by A$1,730
after tax (2022: decreased profit or loss by A$3,459 after
tax).
Amounts Recognised in Profit or Loss and Other Comprehensive
Income
The amounts recognised in profit or loss and other comprehensive
income in relation to the Group's equity securities designated as
at FVTPL are disclosed in Note 4(i).
(e) Capital Risk Management
The Board's policy is to maintain a strong capital base so as to
maintain investor, creditor and market confidence and to sustain
future development of the business. The capital structure of the
Group consists of equity attributable to equity holders of the
Company, comprising issued capital, reserves and accumulated losses
as disclosed in the consolidated statement of changes in
equity.
(f) Fair Values of Financial Assets and Liabilities
The net fair values of financial assets and liabilities of the
Group approximate their carrying values. The Group has no
off-balance sheet financial instruments, and no amounts are
offset.
OTHER DISCLOSURES
This section provides information (not already disclosed) on
items that are required to be disclosed to comply with Australian
Accounting Standards, other regulatory pronouncements and the
Corporations Act 2001.
NOTE 28 - AUDITORS' REMUNERATION
2023 2022
A$ A$
Audit and review services
Auditors of the Company - PKF Perth
Audit and review of financial reports 114,166 69,500
Audit of Joint Operations operated
by Synergia Energy Ltd
Operator proportion only - 600
114,166 70,100
Other Auditors
Audit and review of financial reports (India Statutory) 7,635 5,151
Audit and review of financial reports (Cyprus Statutory) 22,905 20,986
144,706 96,237
-------- --------
Other services
Auditors of the Company - PKF Perth
Taxation compliance services 7,000 9,620
Other consulting services - 12,000
7,000 21,620
Other Auditors
Taxation compliance services (India Statutory) 13,389 6,594
Other consulting services 3,788 -
-------- --------
24,177 28,214
-------- --------
Total Auditor Remuneration 168,883 124,451
======== ========
NOTE 29 - SUBSEQUENT EVENTS
On 27 July 2023, the Group submitted a bank guarantee of
US$124,000 relating to the Cambay field. A further US$124,000 is
expected to be submitted by in calendar quarter Q1 2024. See Note
19 for further details on the bank guarantee.
Effective on 1 August 2023, the NSTA granted the CS019 licence
for the Camelot area to Synergia Energy CCS Limited and its 50%
joint venture partner, Wintershall Dea, with Synergia Energy CCS
Limited as operator.
On 7 August 2023, the Company issued 704,545,454 shares at
GBP0.0011 (A$0.0021) per ordinary share pursuant to the placement
announced on 25 July 2023 . As part of this placement, t he Company
will also be issuing 13,636,363 unquoted options (exercisable at
GBP0.0011 and expiring on 31 July 2026) to Novum, pursuant to the
capital raising advisory agreement relating to this placement.
These options are expected to be issued in the coming months.
On 10 August 2023, the Company made its final repayment to JX of
US$228,324 , settling the Company's liability payable to JX to
nil.
Other than the above disclosure, there has not arisen in the
interval between the end of the financial year and the date of this
report an item, transaction or event of a material and unusual
nature likely, in the opinion of the Directors of the Company, to
affect significantly the operations of the Group, the results of
those operations, or the state of affairs of the Group, in future
financial years.
DIRECTORS' DECLARATION
(1) In the opinion of the Directors of Synergia Energy Ltd (the
"Company"):
(a) the consolidated financial statements and notes thereto, as
set out on pages 31 to 82, and the Remuneration Report in the
Directors' Report, as set out on pages 18 to 27, are in accordance
with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group's financial
position as at 30 June 2023 and of its performance for the
financial year ended on that date; and
(ii) complying with Australian Accounting Standards and the
Corporations Regulations 2001; and
(b) there are reasonable grounds to believe that the Company and
Group will be able to pay its debts as and when they become due and
payable.
(2) The Directors have been given the declarations required by
Section 295A of the Corporations Act 2001 from the Chief Executive
Officer and Chief Financial Officer for the financial year ended 30
June 2023.
(3) The Directors draw attention to Note 2(a) to the
consolidated financial statements, which includes a statement of
compliance with the International Financial Reporting
Standards.
Signed in accordance with a resolution of the Directors.
Mr Jonathan Salomon Mr Roland Wessel
Non-Executive Chairman Chief Executive Officer
Perth
Western Australia
21 September 2023
PKF Perth
INDEPENT AUDITOR'S REPORT
TO THE MEMBERS OF
SYNERGIA ENERGY LTD
Report on the Financial Report
Opinion
We have audited the accompanying financial report of Synergia
Energy Ltd (the Company), which comprises the consolidated
statement of financial position as at 30 June 2023, the
consolidated statement of profit or loss and other comprehensive
income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, notes
comprising a summary of significant accounting policies and other
explanatory information, and the Directors' Declaration of the
Company and the consolidated entity comprising the Company and the
entities it controlled at the year's end or from time to time
during the financial year.
In our opinion the accompanying financial report of Synergia
Energy Ltd is in accordance with the Corporations Act 2001,
including:
i) Giving a true and fair view of the consolidated entity's
financial position as at 30 June 2023 and of its performance for
the year ended on that date; and
ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing
Standards. Our responsibilities under those standards are further
described in the Auditor's Responsibilities for the Audit of the
Financial Report section of our report.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty Related to Going Concern
Without modifying our opinion, we draw attention to Note 2(c) in
the financial report, which indicated that the consolidated entity
incurred a net loss after tax of $5,382,902 during the year ended
30 June 2023 (2022: net loss after tax of $2,061,924). This, along
with other matters as set forth in Note 2(c), indicate the
existence of a material uncertainty that may cast significant doubt
about the consolidated entity's ability to continue as a going
concern and therefore, the consolidated entity may be unable to
realise its assets and discharge its liabilities in the normal
course of business.
The financial report of the consolidated entity does not include
any adjustments in relation to the recoverability and
classification of recorded asset amounts or to the amounts and
classification of liabilities that might be necessary should the
consolidated entity not continue as a going concern.
Independence
We are independent of the consolidated entity in accordance with
the auditor independence requirements of the Corporations Act 2001
and the ethical requirements of the Accounting Professional and
Ethical Standards Board's APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have
also fulfilled our other ethical responsibilities in accordance
with the Code.
Key Audit Matters
Key audit matters are matters that, in our professional
judgement, were of most significance in our audit of the financial
report of the current year. These matters were addressed in the
context of our audit of the financial report as a whole, and in
forming our opinion thereon, and we do not provide a separate
opinion on these matters. In addition to the matter described in
the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be key audit matters to
be communicated in our report.
1 - Valuation of Convertible Note
Why significant How our audit addressed the
key audit matter
As at 30 June 2023, the Company Our work included, but was not
had issued 6,500 convertible limited to, the following procedures:
notes effective 9 March 2023 * Reviewed the subscription agreement and other
at a face value of GBP100 each documents related to the convertible notes to obtain
totalling GBP650,000 with a fixed an understanding of the underlying terms and
interest rate of 5% pa. In accordance conditions;
with the terms of the notes issued
the investors have an option
from 9 December 2023 to convert * Reviewing and challenging management's position paper
the loan and interest payable in relation to their assessment of the recognition of
to shares in the Company at a the compound financial instrument as a financial
fixed conversion rate of GBP0.0008 liability and/or equity in accordance with the
per share. relevant suite of Financial Instrument Accounting
Refer to notes 16 and 17 in the Standards;
consolidated financial statements.
These conversion features, and
the fact that the notes were * Reviewing and challenging the valuation methodology
issued in Great British Pounds utilised and the key assumptions adopted for
(which differs from the Group's appropriateness and reasonableness;
functional Australian dollar
functional currency) mean that
the notes are a compound financial * Reviewing the accounting treatment at initial
instrument with embedded derivatives recognition and subsequent measurement is in
which must be separated from accordance with the relevant suite of Financial
the underlying debt component Instrument Accounting Standards;
of the issue and accounted for
on an individual basis.
Accounting for embedded derivatives * Assessing the appropriateness of the related
is complex and requires the use disclosures in Notes 16 and 17.
of valuation methodologies that
rely upon observable and unobservable
inputs and assumptions. This
creates estimation uncertainty
for the amounts recognised in
the financial statements.
For these reasons, we consider
the valuation of convertible
notes to be a key audit matter.
2 - Carrying value of mine development assets
Why significant How our audit addressed the
key audit matter
At 30 June 2023 the carrying Our work included, but was not
value of development assets was limited to, the following procedures:
$17,558,182 (2022: $20,310,614), * Reviewing and challenging management's assessment of
as disclosed in Note 11. the indicators of impairment as at the reporting
This amount is comprised by the date;
Project development assets of
$11,832,852 (2022: $11,595,853)
and Restoration Asset of $5,725,530 * Reviewing and challenging management's fair value
(2022: $8,714,761). less cost to sell assessment of impairment of the
Each year management is required Project;
to assess whether there are any
indicators that the total project
may be impaired in accordance * Ensuring current and valid legal documentation is
with AASB 136 Impairment of Assets. held for the Project including environmental
Management's impairment assessment clearance and government approval obtained; and
indicated that no impairment
was required.
There is a level of judgement * Assessing the appropriateness of the related
applied in determining the treatment disclosures in Note 11.
of the development asset in accordance
with AASB 138 Intangible Assets
and whether the asset is impaired
in accordance with AASB 136 Impairment
of Assets .
The evaluation of the recoverable
amount of the development asset
requires significant judgement
in determining the key assumptions
supporting the expected future
cash flows of the Project.
Other Information
Those charged with governance are responsible for the other
information. The other information comprises the information
included in the consolidated entity's annual report for the year
ended 30 June 2023, but does not include the financial report and
our auditor's report thereon.
Our opinion on the financial report does not cover the other
information and accordingly we do not express any form of assurance
conclusion thereon, with the exception of the Remuneration
Report.
In connection with our audit of the financial report, our
responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit or
otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there
is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this
regard.
Responsibilities of Directors' for the Financial Report
The Directors of the Company are responsible for the preparation
of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the
Corporations Act 2001 and for such internal control as the
Directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from
material misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible
for assessing the consolidated entity's ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the
Directors either intend to liquidate the consolidated entity or to
cease operations, or have no realistic alternative but to do
so.
Auditor's Responsibilities for the Audit of the Financial
Report
Our objectives are to obtain reasonable assurance about whether
the financial report as a whole is free from material misstatement,
whether due to fraud or error, and to issue an auditor's report
that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in
accordance with Australian Auditing Standards will always detect a
material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in
aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of this financial
report.
As part of an audit in accordance with Australian Auditing
Standards, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:
-- Identify and assess the risks of material misstatement of the
financial report, whether due to fraud or error, design and perform
audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for
our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
-- Obtain an understanding of internal control relevant to the
audit in order to design audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the consolidated entity's internal
control.
-- Evaluate the appropriateness of accounting policies used and
the reasonableness of accounting estimates and related disclosures
made by the Directors.
-- Conclude on the appropriateness of the Directors' use of the
going concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the consolidated
entity's ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to draw
attention in our auditor's report to the related disclosures in the
financial report or, if such disclosures are inadequate, to modify
our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor's report. However, future
events or conditions may cause the consolidated entity to cease to
continue as a going concern.
-- Evaluate the overall presentation, structure and content of
the financial report, including the disclosures, and whether the
financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
-- Obtain sufficient appropriate audit evidence regarding the
financial information of the entities or business activities within
the consolidated entity to express an opinion on the consolidated
entity financial report. We are responsible for the direction,
supervision and performance of the consolidated entity audit. We
remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other
matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide the Directors with a statement that we have
complied with relevant ethical requirements regarding independence,
and to communicate with them all relationships and other matters
that may reasonably be thought to bear on our independence, and
where applicable, actions taken to eliminate threats or safeguards
applied.
From the matters communicated with the Directors, we determine
those matters that were of most significance in the audit of the
financial report of the current period and are therefore the key
audit matters. We describe these matters in our auditor's report
unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that
a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion
We have audited the Remuneration Report included in the
Directors' Report for the year ended 30 June 2023.
In our opinion, the Remuneration Report of Synergia Energy Ltd
for the year ended 30 June 2023, complies with section 300A of the
Corporations Act 2001.
Responsibilities
The Directors of the Company are responsible for the preparation
and presentation of the Remuneration Report in accordance with
section 300A of the Corporations Act 2001. Our responsibility is to
express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards.
PKF Perth
Shane Cross
Partner
21 September 2023
West Perth,
Western Australia
Level 4, 35 Havelock Street, West Perth, WA 6005
PO Box 609, West Perth, WA 6872
T: +61 8 9426 8999 F: +61 8 9426 8900 www.pkfperth.com.au
PKF Perth is a member firm of the PKF International Limited
family of legally independent firms and does not accept any
responsibility or liability for the actions or inactions of any
individual member or correspondent firm or firms.
Liability limited by a scheme approved under Professional
Standards Legislation.
ADDITIONAL SHAREHOLDER INFORMATION
Shareholder Information as at 5 September 2023
The address of the principal registered office is Level 24, 44
St Georges Terrace, Perth, Western Australia 6000, Australia
(Telephone +61 8 9485 3200).
The name of the Company Secretary is Ms Anshu Raghuvanshi.
Detailed schedules of exploration and production permits held
are included in the Business Review.
Directors' interest in share capital options are disclosed in
the Directors' Report.
There is currently no on-market buy-back in place.
Shareholding
(a) Distribution of Shareholdings:
Number Number of % of Issued
Size of Holding of Holders Shares Capital
-------------------- ------------ -------------- ------------
1 - 1,000 74 14,213 0.00
1001 - 5,000 36 119,324 0.00
5001 - 10,000 35 267,660 0.00
10,001 - 100,000 121 6,203,438 0.07
100,001 - 250,000 184 34,801,067 0.38
250,001 - 500,000 150 58,797,583 0.64
500,001 - 1,000,000 117 92,821,639 1.02
1,000,001 and
over 220 8,929,311,234 97.88
------------ -------------- ------------
Total 937 9,122,336,158 100.00
------------ -------------- ------------
(b) Distribution of Optionholdings:
Number Number of
Size of Holding of Holders Options % of Options
--------------------- ------------ ------------ -------------
1 - 1,000 - - -
1001 - 5,000 - - -
5001 - 10,000 - - -
10,001 - 100,000 - - -
100,001 - 250,000 - - -
250,001 - 500,000 - - -
500,001 - 1,000,000 - - -
1,000,001 and
over 12 449,928,560 100.00
------------ ------------ -------------
Total 12 449,928,560 100.00
------------ ------------ -------------
(c) Voting Rights:
The voting rights attached to the ordinary shares are governed
by the Constitution.
On a show of hands every person present who is a member or
representative of a member shall have one vote and on a poll, every
member present in person or by proxy or by attorney or duly
authorised representative shall have one vote for each share held.
None of the options give an entitlement to voting rights.
Stock Exchange Listing
Quotation has been granted for all the ordinary shares of the
Company on the Alternative Investment Market ("AIM") of the London
Stock Exchange and trades under the symbol SYN.
Register of Securities
The register of securities is held by Computershare:
-- UK branch:
The Office of the Depositary, Computershare Investor Services
PLC, The Pavilions, Bridgwater Road, Bristol BS13 8AE, United
Kingdom (Telephone +44 (0) 370 707 1210)
-- Australian branch:
Computershare Investor Services Pty Limited, Level 17, 221 St
Georges Terrace, Perth, Western Australia 6000,
Australia (Telephone: 1300 850 505 (within Australia) / +61 (0)3 9415 4000 (outside Australia))
Unquoted Securities - Options
Total unlisted options on issue are 449,928,560.
Number of
Number of Holders Holding
Unquoted Equity Number 10% or More
Class Securities of Holders in the Class
------------------------------------ ----------------- ------------ -----------------
Unlisted options exercisable at
GBP 0.0020 expiring 30 April 2024 30,000,000 1 1
Unlisted options exercisable at
GBP 0.00238 expiring 31 May 2024 25,210,084 6 6
Unlisted options exercisable at
GBP 0.0022 expiring 12 August
2027 324,675,324 3 3
Unlisted options exercisable at
GBP nil expiring 1 April 2028 70,043,152 4 4
Total 449,928,560
----------------- ------------ -----------------
Unquoted Equity Security Holdings Greater Than or Equal to
10%
Unlisted Options Exercisable Number of
at GBP0.0020 Expiring 30 April Unlisted
2024 Options Percentage
--------------------------------- ----------- -----------
Intertrader Limited 30,000,000 100.00
Total 30,000,000 100.00
----------- -----------
Unlisted Options Exercisable Number of
at GBP0.00238 Expiring 31 May Unlisted
2024 Options Percentage
-------------------------------- ----------- -----------
Colin Rowbury 4,201,681 16.67
Gavin Burnell 4,201,681 16.67
Jon Belliss 4,201,681 16.67
Mike Staten 4,201,681 16.67
Charlie Brook-Partridge 4,201,680 16.67
Hugh McAlister 4,201,680 16.67
Total 25,210,084 100.00
----------- -----------
Unlisted Options Exercisable Number of
at GBP0.0022 Expiring 12 August Unlisted
2027 Options Percentage
---------------------------------- ------------ -----------
Roland Wessel 136,363,636 42.00
Colin Judd 100,000,000 30.80
Jonathan Salomon <Salomon Family
A/C> 88,311,688 27.20
Total 324,675,324 100.00
------------ -----------
Number of
Unlisted Options Exercisable Unlisted
at GBPNil Expiring 1 April 2028 Options Percentage
--------------------------------------- ----------- -----------
Roland Wessel 27,272,727 38.94
Colin Judd 18,200,000 25.98
Ashish Khare 16,255,208 23.21
Mrs Sharyn Lesley Salomon & Mr
Jonathan Arnold Salomon <J A Salomon
Super Fund A/C> 8,315,217 11.87
Total 70,043,152 100.00
----------- -----------
Twenty Largest Shareholders
% of Issued
Shareholders Shares Held Capital
-------------------------------------------- -------------- ------------
HSBC Global Custody Nominee (UK) Limited
<698392> 1,708,602,497 18.73
Hargreaves Lansdown (Nominees) Limited
<15942> 771,218,567 8.45
Interactive Investor Services Nominees
Limited <SMKTISAS> 590,269,544 6.47
Hargreaves Lansdown (Nominees) Limited
<VRA> 406,859,793 4.46
Interactive Investor Services Nominees
Limited <SMKTNOMS> 378,725,546 4.15
Hargreaves Lansdown (Nominees) Limited
<HLNOM> 338,147,976 3.71
HSBC Global Custody Nominee (UK) Limited
<346513> 327,818,181 3.59
Barclays Direct Investing Nominees Limited
<Client1> 301,175,355 3.30
HSDL Nominees Limited 292,136,168 3.20
Vidacos Nominees Limited <IGUKCLT> 215,990,703 2.37
HSDL Nominees Limited <Maxi> 196,766,313 2.16
Aurora Nominees Limited <2288700> 192,310,518 2.11
Lawshare Nominees Limited <ISA> 177,339,118 1.94
Vidacos Nominees Limited <FGN> 161,519,404 1.77
Freetrade Nominees Limited <FTPOOL> 153,214,802 1.68
Cantor Fitzgerald Europe <CFE> 147,136,364 1.61
HSBC Client Holdings Nominee (UK) Limited
<731504> 132,438,173 1.45
Jim Nominees Limited <Jarvis> 117,600,559 1.29
Spreadex Limited 113,636,364 1.25
HSDL Nominees Limited <IWMAXI> 112,201,882 1.23
Total 6,835,107,827 74.93
Total Issued Shares as at 5 September
2023 9,122,336,158 100.00
-------------------------------------------- -------------- ------------
Substantial Shareholders
Substantial shareholders of the Company are as follows:
% of Unlisted
Issued Options Held
Substantial Shareholders Shares Held Capital
-------------------------------- -------------- --------- --------------
Republic Investment Management
Pte Ltd 1,708,602,497 18.73 -
DEFINITIONS
Associated Natural gas found in contact with or dissolved in
Gas crude oil in the reservoir. It can be further categorised
as Gas-Cap Gas or Solution Gas.
------------ --------------------------------------------------------------
Barrels/Bbls Barrels of oil or condensate - standard unit of measurement
for all oil and condensate production. One barrel
is equal to 159 litres or 35 imperial gallons.
------------ --------------------------------------------------------------
BBO Billion standard barrels of oil or condensate.
------------ --------------------------------------------------------------
BCF Billion cubic feet of gas at standard temperature
and pressure conditions.
------------ --------------------------------------------------------------
BCFE Billion cubic feet equivalent of gas at standard temperature
and pressure conditions.
------------ --------------------------------------------------------------
BOE Barrels of Oil Equivalent. Converting gas volumes
to the oil equivalent is customarily done on the basis
of the nominal heating content or calorific value
of the fuel. Common industry gas conversion factors
usually range between 1 barrel of oil equivalent ("BOE")
= 5,600 standard cubic feet ("scf") of gas to 1 BOE
= 6,000 scf. (Many operators use 1 BOE = 5,620 scf
derived from the metric unit equivalent 1 m(3) crude
oil = 1,000 m(3) natural gas).
------------ --------------------------------------------------------------
BOEPD Barrels of oil equivalent per day.
------------ --------------------------------------------------------------
BOPD Barrels of oil per day.
------------ --------------------------------------------------------------
CCGT Combined cycle gas turbines.
------------ --------------------------------------------------------------
CCS " Carbon Capture and Sequestration" or "Carbon Capture
and Storage".
------------ --------------------------------------------------------------
CO(2) Carbon dioxide.
------------ --------------------------------------------------------------
Contingent Those quantities of petroleum estimated, as of a given
Resources date, to be potentially recoverable from known accumulations
by application of development projects, but which
are not currently considered to be commercially recoverable
due to one or more contingencies.
Contingent Resources may include, for example, projects
for which there are currently no viable markets, or
where commercial recovery is dependent on technology
under development, or where evaluation of the accumulation
is insufficient to clearly assess commerciality. Contingent
Resources are further categorised in accordance with
the level of certainty associated with the estimates
and may be sub-classified based on project maturity
and/or characterised by their economic status.
------------ --------------------------------------------------------------
Discovered Is that quantity of petroleum that is estimated, as
in place of a given date, to be contained in known accumulations
volume prior to production.
------------ --------------------------------------------------------------
FISO Floating injection, storage and offloading.
------------ --------------------------------------------------------------
FEED Front End Engineering Design.
------------ --------------------------------------------------------------
GOI The Government of India.
------------ --------------------------------------------------------------
GOR Gas to oil ratio in an oil field, calculated using
measured natural gas and crude oil volumes at stated
conditions. The gas/oil ratio may be the solution
gas/oil, symbol Rs; produced gas/oil ratio, symbol
Rp; or another suitably defined ratio of gas production
to oil production. Volumes measured in scf/bbl.
------------ --------------------------------------------------------------
LNG Liquefied natural gas.
------------ --------------------------------------------------------------
MMBO Million standard barrels of oil or condensate.
------------ --------------------------------------------------------------
mD Millidarcy - unit of permeability.
------------ --------------------------------------------------------------
MD Measured Depth.
------------ --------------------------------------------------------------
MMbbls Million barrels of oil or condensate.
------------ --------------------------------------------------------------
MMscfd Million standard cubic feet (of gas) per day.
------------ --------------------------------------------------------------
MSCFD Thousand standard cubic feet (of gas) per day.
------------ --------------------------------------------------------------
MTa Million tonnes per annum.
------------ --------------------------------------------------------------
NSTA North Sea Transition Authority
------------ --------------------------------------------------------------
PI Participating Interest.
------------ --------------------------------------------------------------
Prospective Those quantities of petroleum which are estimated,
Resources as of a given date, to be potentially recoverable
from undiscovered accumulations.
------------ --------------------------------------------------------------
PSC Production Sharing Contract.
------------ --------------------------------------------------------------
Reserves Reserves are those quantities of petroleum anticipated
to be commercially recoverable by application of development
projects to known accumulations from a given date
forward under defined conditions.
Proved Reserves are those quantities of petroleum,
which by analysis of geoscience and engineering data,
can be estimated with reasonable certainty to be commercially
recoverable, from a given date forward, from known
reservoirs and under defined economic conditions,
operating methods and government regulations.
Probable Reserves are those additional Reserves which
analysis of geoscience and engineering data indicate
are less likely to be recovered than Proved Reserves
but more certain to be recovered than Possible Reserves.
Possible Reserves are those additional reserves which
analysis of geoscience and engineering data indicate
are less likely to be recoverable than Probable Reserves.
Reserves are designated as 1P (Proved), 2P (Proved
plus Probable) and 3P (Proved plus Probable plus Possible).
Probabilistic methods:
* P90 refers to the quantity for which it is estimated
there is at least a 90% probability the actual
quantity recovered will equal or exceed.
* P50 refers to the quantity for which it is estimated
there is at least a 50% probability the actual
quantity recovered will equal or exceed.
* P10 refers to the quantity for which it is estimated
there is at least a 10% probability the actual
quantity recovered will equal or exceed.
------------ --------------------------------------------------------------
SCF/BBL Standard cubic feet (of gas) per barrel (of oil).
------------ --------------------------------------------------------------
SCFD Standard cubic feet (of gas) per day.
------------ --------------------------------------------------------------
TCF Trillion cubic feet of gas at standard temperature
and pressure conditions.
------------ --------------------------------------------------------------
Tight Gas The reservoir cannot be produced at economic flow
Reservoir rates or recover economic volumes of natural gas unless
the well is stimulated by a large hydraulic fracture
treatment, a horizontal wellbore, or by using multilateral
wellbores.
------------ --------------------------------------------------------------
UKCS The United Kingdom Continental Shelf.
------------ --------------------------------------------------------------
Undiscovered Is that quantity of petroleum estimated, as of a given
in place date, to be contained within accumulations yet to
volume be discovered.
------------ --------------------------------------------------------------
CORPORATE INFORMATION
Directors Stock Exchange Listings
Jonathan Salomon Synergia Energy Ltd's shares are listed
(B APP SC (Geology), GAICD) under the code SYN on the Alternative
Non-Executive Chairman Investment Market ("AIM") of the London
Roland Wessel Stock Exchange ("LSE").
Chief Executive Officer
and Director AIM Nominated Adviser
Colin Judd Strand Hanson Limited
Chief Financial Officer 26 Mount Row
and Director London W1K 3SQ
Mark Bolton (B Business) United Kingdom
Non-Executive Director
Paul Haywood AIM Joint Brokers
Independent Non-Executive Novum Securities Limited
Director 2nd Floor, 7-10 Chandos Street
Peter Schwarz London W1G 9DQ
(B Sc (Geology), United Kingdom
M Sc (Petroleum Geology)) Panmure Gordon
Independent Non-Executive 40 Gracechurch Street
Director London EC3V 0BT
United Kingdom
Company Secretary
Ms Anshu Raghuvanshi
(FCS, FGIA, LLB)
Registered and Principal Share Registries
Office The Office of the Depositary
Level 24, 44 St Georges Terrace Computershare Investor Services PLC
Perth, Western Australia The Pavilions
6000 Bridgwater Road
Australia Bristol BS13 8AE
Ph. +61 8 9485 3200 United Kingdom
Fax +61 8 9485 3290 Ph. +44 (0) 370 707 1210
Website: www.computershare.com/uk
Postal Address Computershare Investor Services Pty
PO Box 255 Limited
West Perth, Level 17
Western Australia 6872 221 St Georges Terrace
Australia Perth, Western Australia 6000
Australia
India Operations Ph: 1300 850 505 (within Australia)
Gujarat Project Office Ph: +61 (0)3 9415 4000 (outside Australia)
2nd Floor, Shreeji Complex Website: www.computershare.com/au
Next to Rituraj Complex
Vasna Road, Village Akota
Vadodara - 390015
Gujarat, India.
Website Auditors
www.synergiaenergy.com PKF Perth
Level 5, 35 Havelock Street
Email West Perth, Western Australia 6005
synergiaenergy@synergiaenergy.com Australia
Synergia Energy Ltd
ACN 078 652 632
ABN 50 078 652 632
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END
FR PPUGCBUPWUAG
(END) Dow Jones Newswires
September 21, 2023 02:00 ET (06:00 GMT)
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