Karelian Diamond Resources Plc Final Results

 
TIDMKDR 
 
[Karelian] 
 
29 November 2023 
 
Karelian Diamond Resources plc 
 
("Karelian" or "the Company") 
 
FINAL RESULTS FOR THE YEAR TO 31 MAY 2023 
 
NOTICE OF ANNUAL GENERAL MEETING 
 
Karelian Diamond Resources plc (AIM: KDR), the diamond exploration company 
focused on Finland, announces its Audited Accounts for the year ended 31 May 
2023.  Details of these can be found below and a full copy of the Annual Results 
can be viewed on the Company's website. The period was one of further 
significant progress. 
 
Highlights of the period included: 
 
  · Compensation to be paid by the Company to local landowners in relation to 
the establishment of the Lahtojoki mining concession area, in Finland, 
determined and paid. 
 
  · High resolution drone based magnetic survey carried out in the Kuhmo region, 
Finland. Over 250km were flown with more than twenty kimberlite targets 
identified in the area. 
  · An extensive follow-up programme which includes excavating and drilling on 
the potential diamondiferous kimberlite targets has commenced. 
  · Two additional Mineral Prospecting Licences, adjacent to the existing one, 
have been granted in Northern Ireland which will secure the Company's land 
position in relation to its exploration programme for Nickel-Copper-Platinum 
mineralisation. The total exploration area is now 750km2. 
  · The exploration programme for Nickel, Copper and PGE in Northern Ireland has 
commenced. 
 
Professor Richard Conroy, Chairman of Karelian, said: 
 
"The Company has made excellent progress with the National Land Survey's 
procedures regarding the Lahtojoki diamond deposit in Finland now concluded and 
the determined compensation paid. New survey work in Finland has identified 
additional diamond targets and an excavation and drilling programme on the 
targets has begun. In Northern Ireland the Company has been granted new licences 
and the exploration programme for Nickel, Copper and PGE has commenced, the 
results from which could greatly increase Karelian's potential value and also 
diversify the Company's exploration programme." 
 
Annual Report and Accounts for the year to 31 May 2023 
 
The full audited annual report and accounts for the year to 31 May 2023 will be 
posted to shareholders today and will be published on the Company's website 
(www.kareliandiamondresources.com) shortly. Key elements can also be viewed at 
the bottom of this announcement. 
 
Annual General Meeting 
 
The Annual General Meeting of the Company ("AGM") will be held at The Conrad 
Dublin Hotel, Earlsfort Terrace, Dublin at 10:30am on 21 December 2023. A copy 
of the notice of AGM can be viewed on the Company's website. 
 
Further Information: 
 
Professor Richard Conroy, Chairman   [phone] 
Allenby Capital Limited (Nomad)      [phone] 
 
Nick Athanas / Nick Harriss 
Peterhouse Capital Limited (Broker)  [phone] 
 
Lucy Williams / Duncan Vasey 
Lothbury Financial Services          [phone] 
 
Michael Padley 
Hall Communications                  [phone] 
 
Don Hall 
 
http://www.kareliandiamondresources.com 
 
Chairman's statement 
 
Dear Shareholder, 
 
I have pleasure in presenting the Company's Annual Report and Financial 
Statements for the year ended 31 May 2023. 
 
The year was one of significant progress for the Company, both in relation to 
its diamond exploration and development programme in Finland and its Nickel, 
Copper and Platinum group metals exploration programme in Northern Ireland. 
 
The Lahtojoki Diamond Deposit 
 
A further significant step towards the development of the Lahtojoki diamond 
deposit was achieved when the National Land Survey of Finland determined, in 
December 2022, the compensation to be paid by the Company to local landowners in 
relation to the establishment of the Lahtojoki mining concession area, which has 
been approved by TUKES (the Finnish mining authority).  The Survey's decision 
was announced on 14 December at a public meeting held in the Municipal Hall of 
Tuusniemi in Finland and the compensation amounted in total to ?162,815.  This 
compensation has been paid, bar for two landowners who have appealed the amount 
to be paid to them and a small boundary area, entitling the Company to land 
possession over the entire mining concession area. 
 
The Lahtojoki diamond mining project comprises a mining concession covering 71 
hectares (c.176 acres), including a kimberlite pipe with a surface area of 16 
hectares (c.40 acres). 
 
The diamond deposit at Lahtojoki, based on sampling to date, contained high 
quality colourless gem diamonds and also coloured diamonds, including pink 
diamonds which are highly sought after and can command prices up to 20 times 
that of normal coloured diamonds. This is particularly relevant at a time of low 
diamond prices. 
 
The development of the diamond mine at Lahtojoki will, I believe, not only bring 
significant benefits to the Company, but also to the entire surrounding Kuopio 
Kaavi area and when in production is expected  to be the first diamond mine in 
Europe outside Russia. 
 
Diamond Exploration Programme in Finland 
 
During the year there was significant progress made in the Company's diamond 
exploration programme in Finland.  This included a detailed high-resolution, 
drone based, magnetic survey carried out by Radai Oy over the Company's diamond 
exploration licence area in the Kuhmo region, up ice of the green diamond 
discovery in till by the Company previously announced.  Eighty-two flights 
totalling 250km were flown. 
 
Jeremy S. Brett International Consulting Limited ("Brett Consulting") was 
retained by the Company to interpret the drone aeromagnetic data generated by 
the survey.  Mr. Brett is a senior geophysical consultant with over 28 years of 
mineral exploration experience in geophysics across a wide variety of ore 
deposit settings. He has explored extensively for kimberlites in Africa, North 
America and South America. 
 
The geophysical interpretation by Brett Consulting led to the identification of 
over twenty kimberlite targets in the area.  The targets ranged from 0.5 
hectares to 4.7 hectares in size and "with a high ratio of highly ranked 
targets" based on their magnetic signature. 
 
The interpretation by Brett Consulting also highlighted potential underlying 
structural controls to the emplacement of Kimberlite bodies.  This data can be 
applied in a wider context to the overall Kuhmo region. 
 
Previous work by the Company on the Kuhmo licence area included kimberlite 
indicator mineral sampling, during which the green diamond was discovered. 
Further kimberlite indicator mineral sampling in the area encountered highly 
anomalous kimberlite indicators, including G9 and G10 garnets, which are known 
indicators of diamond prospectivity.  Follow-up drilling resulted in the 
discovery of a kimberlite dyke, confirming the presence of kimberlites in the 
immediate area. 
 
An extensive follow-up programme, which includes excavating and drilling on the 
potential diamondiferous kimberlite targets identified by the geophysical 
interpretation and indicator till sampling, has commenced. This includes a 
pitting programme over a series of more than twenty kimberlite targets which has 
been completed, post period. 
 
Exploration for Nickel, Copper and Platinum Group Metals in Northern Ireland 
 
Two additional Mineral Prospecting Licences were granted in October 2023, which 
will secure the Company's land position in relation to its exploration programme 
for Nickel-Copper-Platinum mineralisation in Northern Ireland. 
 
The licence applications were made following the discovery, on the Company's KDR 
-1 licence in Northern Ireland, of indicator minerals, including anomalous 
amounts of chromite, forsterite olivine and magmatic massive sulphide indicator 
minerals, which are indicative of the possible presence of Nickel-Copper 
-Platinum mineralisation. 
 
The licences, KDR-2 and KDR-3, are valid for a period of six years, cover an 
area of approximately 500km2 and are adjacent to the Company's existing KDR-1 
licence, giving an increased total exploration area of approximately 750km2. 
 
The Nickel-Copper-Platinum exploration targets are based on the mafic and/or 
ultramafic dyke-sill complexes in the area which are similar to those that are 
known to host the world class Noril'sk Nickel-Copper-Platinum deposit. 
 
Ireland is already a well-established mining area, with a world class zinc mine, 
Tara, and other major zinc/lead discoveries in the Lower Carboniferous 
limestones, together with a series of significant orogenic gold discoveries in 
both Northern Ireland and the Republic of Ireland. 
 
The exploration programme for Nickel, Copper and Platinum Group Metals is an 
exciting new development for the Company with positive results from a stream 
sediment sampling programme duly announced in October 2023. 
 
Environmental, Social and Governance Issues 
 
Great emphasis is placed by the Company on environmental, social and governance 
issues.  The Company is committed to high standards of corporate governance and 
integrity in all its activities and operations, including rigorous health and 
safety compliance, environmental consciousness and the promotion of a culture of 
good ethical values and behaviour. 
 
Financials 
 
Theloss after taxation from continuing operations for the financial year ended 
31 May 2023 was ?291,467 (31 May 2022: profit of ?13,593) and the net assets of 
the Company at 31 May 2023 were ?9,786,074 (31 May 2022: ?9,480,803). 
During the year there was a fundraising, debt capitalisation and creditor 
conversion totalling £250,000 at 2.5 pence per share together with a convertible 
loan of £112,500, convertible at 5 pence per share.   Post year end a further 
fundraising of £250,000 at 2.5 pence per share was also concluded. 
 
Directors and Staff 
 
I would like to express my very deep appreciation of the support and dedication 
of directors, staff, and consultants which has made possible the continued 
progress and success which the Company hasachieved. 
 
Outlook 
 

I look forward to continued success for the Company both in diamond exploration 
and development in Finland and in nickel, copper and platinum group metals 
exploration in Ireland. 
 
Professor Richard Conroy 
 
Chairman 
 
28 November 2023 
 
Extract from the Independent Auditor's Report 
 
The following section is extracted from the Independent Auditor's Report but 
shareholders should read in full the Independent Auditor's Report contained in 
the Annual Report. 
 
In auditing the financial statements, we have concluded that the directors' use 
of the going concern basis of accounting in the preparation of the financial 
statements is appropriate. 
 
We draw attention to Note 1 in the financial statements, which indicates that as 
at 31 May 2023 the company had net current liabilities of ?1,241,046. 
 
As stated in Note 1, these events or conditions indicate that a material 
uncertainty exists that may cast significant doubt on the company's ability to 
continue as a going concern. Our opinion is not modified in respect of this 
matter. 
 
Our evaluation of the directors' assessment of the company's ability to continue 
to adopt the going concern basis of accounting included: 
 
  · obtaining an understanding of the company's relevant controls over the 
preparation of cash flow forecasts and approval of the projections and 
assumptions used in cash flow forecasts to support the going concern assumption; 
  · assessing the design and determining the implementation of these relevant 
controls; 
  · evaluating directors' plans and their feasibility by agreeing the inputs 
used in the cash flow forecast to expenditure commitments and other supporting 
documentation; 
  · challenging the reasonableness of the assumptions applied by the directors 
in their going concern assessment; 
  · obtaining confirmations received by the company from the directors and 
former directors evidencing that they will not seek repayment of amounts owed to 
them by the company within 12 months of the date of approval of the financial 
statements, unless the company has sufficient funds to repay; 
  · assessing the mechanical accuracy of the cash flow forecast model; and 
  · assessing the adequacy of the disclosures made in the financial statements. 
 
Statement of profit or loss 
 
as at 31 May 2023 
 
                                                 2023           2022 
                                                 ?              ? 
 
Continuing operations 
Operating expenses                               (297,386)      (369,019) 
Movement in fair value of warrants               9,565          389,904 
 
(Loss)/profit before finance costs and taxation  (287,821)      20,885 
 
Interest expense                                 (3,646)        (7,292) 
 
Net finance costs                                (3,646)        (7,292) 
 
(Loss)/profit before taxation                    (291,467)      13,593 
 
Income tax expense                               -              - 
 
(Loss)/profit for the financial year             (291,467)      13,593 
 
(Loss)/ earnings per share 
Basic and diluted (loss)/earnings per share      (0.0038)       0.0002 
 
The total (loss)/profit for the financial year is entirely attributable to 
equity holders of the Company. 
 
Statement of comprehensive income 
 
as at 31 May 2023 
 
                                                          2023           2022 
                                                          ?              ? 
 
(Loss)/profit for the financial year                      (291,467)      13,593 
 
Income recognised in other comprehensive income           -              - 
 
Total comprehensive (loss)/profit for the financial year  (291,467)      13,593 
 
The total comprehensive (loss)/profit for the financial year is entirely 
attributable to equity holders of the Company. 
 
Statement of financial position 
 
as at 31 May 2023 
 
                                   31 May         31 May 
                                   2023           2022 
                                   ?              ? 
Assets 
Non-current assets 
Intangible assets                  11,265,894     10,910,931 
Total non-current assets           11,265,894     10,910,931 
 
Current assets 
Cash and cash equivalents          116,038        117,868 
Other receivables                  79,003         60,178 
Total current assets               195,041        178,046 
 
Total assets                       11,460,935     11,088,977 
 
Equity 
Capital and reserves 
Share capital presented as equity  3,200,882      3,191,807 
Share premium                      10,546,844     9,959,181 
Share-based payments reserve       450,658        450,658 
Retained deficit                   (4,412,310)    (4,120,843) 
Total equity                       9,786,074      9,480,803 
 
Liabilities 
Non-current liabilities 
Derivative liability               10,304         146 
Convertible loan                   119,246        - 
Warrant liabilities                109,224        - 
Total non-current liabilities      238,774        146 
 
Current liabilities 
Trade and other payables           1,436,087      1,441,238 
Convertible loan                   -              166,790 
Total current liabilities          1,436,087      1,608,028 
 
Total liabilities                  1,664,859      1,608,174 
 
Total equity and liabilities       11,460,935     11,088,977 
 
The financial statements were approved by the Board of Directors on 27 November 
2023 and authorised for issue on 28 November 2023. 
 
Statement of changes in equity 
 
for the financial year ended 31 May 2023 
 
                Share      Share       Share-based  Retained     Total 
                           premium     payment 
                capital                reserve      deficit      equity 
                ?          ?           ?            ?            ? 
Balance at 1    3,191,807  9,959,181   450,658      (4,120,843)  9,480,803 
June 2022 
Share issue     9,075      610,824     -            -            619,899 
Share issue     -          (23,161)    -            -            (23,161) 
costs 
Share-based     -          -           -            -            - 
payments 
(Loss) for the  -          -           -            (291,467)    (291,467) 
financial year 
Balance at 31   3,200,882  10,546,844  450,658      (4,412,310)  9,786,074 
May 2023 
 
Balance at 1    3,191,807  9,959,181   450,058      (4,105,780)  9,495,866 
June 2021 
Share issue     -          -           -            (28,656)     (28,656) 
costs 
Profit for the  -          -           -            13,593       13,593 
financial year 
Balance at 31   3,191,807  9,959,181   450,658      (4,120,843)  9,480,803 
May 2022 
 
Statement of cash flows 
 
for the financial year ended 31 May 2023 
 
                                    2023           2022 
                                    ?              ? 
Cash flows from operating 
activities 
(Loss)/profit for the financial     (291,467)      13,593 
year 
Adjustments for: 
Movement in fair value of warrants  109,224        (389,904) 
Interest expense                    3,646          7,292 
                                    (178,597)      (369,019) 
 
Increase in trade and other         1,361          75,340 
payables 
(Increase) in other receivables     (18,825)       (11,872) 
Advances/(repayment to) from        119,246        (70,000) 
Conroy Gold and Natural Resources 
P.L.C. 
Net cash used in operating          (76,815)       (375,550) 
activities 
 
Cash flows from investing 
activities 
Investment in exploration and       (354,963)      (144,355) 
evaluation 
Net cash used in investing          (354,963)      (144,355) 
activities 
 
Cash flows from financing 
activities 
Issue of share capital              453,109        604,651 
Share issue costs                   (23,161)       (28,656) 
Net cash provided by financing      429,948        575,995 
activities 
 
(Decrease)/Increase in cash and     (1,830)        56,090 
cash equivalents 
Cash and cash equivalents at        117,868        61,778 
beginning of financial year 
Cash and cash equivalents at end    116,038        117,868 
of financial year 
 
1           Accounting policies 
 
Reporting entity 
 
Karelian Diamond Resources P.L.C. (the "Company") is a company domiciled in 
Ireland. The Company is a public limited company incorporated in Ireland under 
registration number 382499. The registered office is located at 3300 Lake Drive, 
Citywest Business Campus, Dublin 24, D24 TD21, Ireland. 
 
The principal activity of the Company during the financial year is a mineral 
exploration and development company. 
 
Basis of preparation 
 
The financial statements are presented in euro ("?"). The ? is the functional 
currency of the Company. The financial statements are prepared under the 
historical cost basis except for derivative financial instruments which, if any, 
are measured at fair value at each reporting date. 
 
The preparation of financial statements requires the Board of Directors and 
management to use judgements, estimates and assumptions that affect the 
application of policies and reported amounts of assets, liabilities, income and 
expenses. Actual results may differ from those estimates. 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 and in 
any future periods affected. Details of significant judgements are disclosed in 
the accounting policies. 
 
The financial statements were authorised for issue by the Board of Directors on 
28 November 2023. 
 
Going concern 
 
The Company recorded a loss of ?291,467 (31 May 2022: profit of ?13,593) for the 
financial year ended 31 May 2023. The Company had net assets of ?9,786,074 (31 
May 2022: ?9,480,803) at that date. The Company had net current liabilities of 
?1,241,046 (31 May 2022: net current liabilities of ?1,429,982) at the statement 
of financial position date. 
 
The Directors, Professor Richard Conroy, Séamus P. FitzPatrick, Maureen T.A. 

Jones, Dr. Sorca Conroy, Brendan McMorrow, Howard Bird and former Director James 
P. Jones, have confirmed that they will not seek repayment of amounts owed to 
them by the Company of ?1,291,969 (31 May 2022: ?1,106,970) within 12 months of 
the date of approval of the financial statements, unless the Company has 
sufficient funds to repay. 
 
The Board of Directors have considered carefully the financial position of the 
Company and in that context, have prepared and reviewed cash flow forecasts for 
the period to 30 November 2024. As set out further in the Chairman's statement, 
the Company expects to incur capital expenditure in 2023 and 2024, consistent 
with its strategy as an exploration company. The Directors recognise that net 
current liabilities of ?1,241,046 (31 May 2022: ?1,429,982) is a material 
uncertainty that may cast significant doubt on the Company's ability to continue 
as a going concern and, therefore, that it may be unable to realise its assets 
and discharge its liabilities in the normal course of business. In reviewing the 
proposed work programme for exploration and evaluation assets and, the results 
obtained from the exploration programme and the prospects for raising additional 
funds as required, the Board of Directors are satisfied that it is appropriate 
to prepare the financial statements on a going concern basis. 
 
The financial statements do not include any adjustments to the carrying value 
and classification of assets and liabilities that would arise if the Company was 
unable to continue as going concern. 
 
Statement of compliance 
 
The Company's financial statements have been prepared in accordance with IFRS as 
adopted by the European Union ("EU") and the requirements of the Companies Act 
2014. 
 
Recent accounting pronouncements 
 
(i)  New and amended standards adopted by the Company 
 
The Company has adopted the following amendments to standards for the first time 
for its annual reporting year commencing 1 June 2022: 
 
  · IFRS 4 amendments regarding the expiry date of the deferral approach - 
Effective date 1 January 2023; 
  · IAS 8 amendments regarding the definition of accounting estimates - 
Effective date 1 January 2023; 
  · IAS 1 amendments regarding the disclosure of accounting policies  - 
Effective date 1 January 2023; 
  · IFRS 17 Insurance contracts - Effective date deferred to 1 January 2023. 
  · Amendment to IFRS 16 about providing lessees with an extension of one year 
to exemption from assessing whether a COVID-19-related rent concession is a 
lease modification - Effective date 1 April 2021; 
  · IFRS 3 amendments updating a reference to the Conceptual Framework - 
Effective date 1 January 2022; 
  · IAS 37 amendments regarding the costs to include when assessing whether a 
contract is onerous - Effective date 1 January 2022. 
  · IFRS 1 amendments resulting from Annual Improvements to IFRS Standards 
2018-2020 (subsidiary as a first-time adopter) - Effective date 1 January 2022; 
and 
  · IFRS 9 amendments resulting from Annual Improvements to IFRS Standards 
2018-2020 (fees in the `'10 per cent" test for derecognition of financial 
liabilities) - Effective date 1 January 2022; 
 
The adoption of the above amendments to standards had no significant impact on 
the financial statements of the Company either due to being not applicable or 
immaterial. 
 
(ii)  New standards and interpretations not yet adopted by the Company 
 
Certain new accounting standards and interpretations have been published that 
are not mandatory for 31 May 2023 reporting periods and have not been early 
adopted by the Company. 
 
The following new standards and amendments to standards have been issued by the 
International Accounting Standards Board but have not yet been endorsed by the 
EU, accordingly, none of these standards have been        applied in the current 
year. The Board of Directors is currently assessing whether these standards once 
endorsed by the EU will have any impact on the financial statements of the 
Company. 
 
  · Amendments to IFRS 10 and IAS 28: Sale or contribution of assets between an 
investor and its associate or joint venture - Postponed indefinitely; 
  · Amendments to IFRS 16 Leases: Lease liability in a sale and leaseback - 
Effective date 1 January 2024; and 
  · Amendments to IAS 1 Presentation of Financial Statements: Classification of 
liabilities as current or  non-current - Effective date 1 January 2024. 
 
2(Loss)/profit per share 
 
Basic (loss)/profit per 
share 
                                 2023            2022 
                                 ?               ? 
(Loss)/profit for the            (291,467)       13,593 
year attributable to 
equity holders of the 
Company 
 
Number of ordinary               68,542,749      68,542,749 
shares at start of the 
financial year 
Number of ordinary               25,950,000 
shares issued during 
the 
financial year 
Number of ordinary               94,492,749      68,542,749 
shares at end of the 
financial year 
 
Weighted average number          76,460,146      68,542,749 
of ordinary shares for 
the purposes of basic 
and diluted loss per 
share 
 
Basic and diluted                  (0.0038)        0.0002 
(loss)/profit per 
ordinary 
share 
 
Diluted (loss)/profit per share 
 
The effect of share options and warrants is anti-dilutive. 
 
3Intangible assets 
 
Exploration 
and evaluation 
assets 
 
                    31 May        31 May 
Cost                2023          2022 
                    ?             ? 
At 1 June           10,910,931    10,766,576 
Expenditure 
during the 
financial 
year: 
                    269,314       10,114 
  · 
Licence and 
appraisal 
costs 
                    85,649        134,241 
  · 
 
Other 
operating 
expenses (Note 
2) 
At 31 May           11,265,894    10,910,931 
 
Exploration and evaluation assets relate to expenditure incurred in the 
development of mineral exploration opportunities. These assets are carried at 
historical cost and have been assessed for impairment in particular with regard 
to the requirements of IFRS 6: Exploration for and Evaluation of Mineral 
Resources relating to remaining licence or claim terms, likelihood of renewal, 
likelihood of further expenditure, possible discontinuation of activities as a 
result of specific claims and available data which may suggest that the 
recoverable value of an exploration and evaluation asset is less than its 
carrying amount. 
 
The Board of Directors have considered the proposed work programmes for the 
underlying mineral resources. They are satisfied that there are no indications 
of impairment. 
 
The Board of Directors note that the realisation of the intangible assets is 
dependent on further successful development and ultimate production of the 
mineral resources and the availability of sufficient finance to bring the 
resources to economic maturity and profitability. 
 
4Cash and cash equivalents 
 
                                  31 May     31 May 
 
                                  2023       2022 
                                  ?          ? 
Cash held in bank accounts        116,038    117,868 
                                  116,038    117,868 
 
During the year ended 31 May 2022, four new Nordea Bank accounts were opened for 
the purpose of holding collateral deposits related to the Finnish licenses. As 
at 31 May 2023, a total amount of ?24,500 (31 May 2022: ?24,500) relates to 
these collateral deposits and are treated as restricted cash balances. 
 
5Non-current liabilities 
 
Warrant liabilities 
 
During the year ended 31 May 2023, 18,500,000 warrants were issued with a 
sterling exercise price and expiry of between 18 and 24 months. No new warrants 
were issued in the prior year. The fair value amount at grant date was valued 
using the Black Scholes Model and recorded as warrant liabilities. At 31 May 
2023, the warrants in issue were fair valued with the movement in fair value 
being recorded in the statement of profit or loss . See Note 15 for further 
details. 
 
Convertible loan 
 
On 26 May 2023, the Company entered into a convertible loan note agreement for a 
total amount of ?129,550 (£112,500) with Conroy Gold and Natural Resources 
P.L.C. which is both a shareholder in the company and has a number of other 
connections as noted in Note 15. The convertible loan note is unsecured, has a 
term of 18 months and attracts interest at a rate of 5% per annum which is 
payable on the maturity or conversion of the convertible loan. The conversion 
price is 5 pence. The shareholder has the right to seek conversion of the 
principal amount outstanding on the convertible loan note and all interest 
accrued at any time during the term. 
 
The amount of ?10,304 relates to derivative liability attached to the total 
convertible loan note above and the net amount of ?119,246 is recorded as the 
value of the convertible loan at 31 May 2023. As the loan note was entered close 
to the year end, no interest was accrued due to it being immaterial. 
 
The convertible loan amounted to ?129,550 at 31 May 2023 and is classified as a 
non-current liability. 
 
                            31 May     31 May 
 
                            2023       2022 
                            ?          ? 
Opening Balance             -          - 
Interest payable            -          - 
Derivative liability        10,304     - 
Convertible loan            119,246    - 
                            129,550    - 
 
6      Current liabilities 
 
Trade and other payables 
 
                                                     31 May       31 May 
 
                                                     2023         2022 
                                                     ?            ? 
Accrued Directors' remuneration 
     Fees and other emoluments                       1,028,718    843,720 
     Pension contributions                           263,250      263,250 
Amount due to related party (see note 14 (b))        5,023        199,806 

Other creditors and accruals                         139,096      134,462 
                                                     1,436,087    1,441,238 
 
As at 31 May 2023, director fees amounting to ?44,167 (31 May 2022: ?34,167) due 
to Brendan McMorrow are included in Fees and other emoluments. As at 31 May 
2023, an amount of ?NIL (31 May 2022: ?2,500) payable to Brendan McMorrow for 
other services rendered by him is included in other creditors and accruals. 
 
It is the Company's practice to agree terms of transactions, including payment 
terms with suppliers. It is the Company's policy that payment is made according 
to the agreed terms. The carrying value of the trade and other payables 
approximates to their fair value. 
 
Convertible loan 
 
On 10 December 2019, the Company entered into a convertible loan note agreement 
for a total amount of ?145,829 (£120,000) with one of its shareholders. The 
total amount outstanding as at 31 May 2022 including accrued interest was 
?166,790. This agreement was varied in December 2022 and the loan note holder 
exercised their conversion rights to convert the loan and all accrued interest 
(totalling £138,000) into 3,450,000 new ordinary shares in the company on 20 
December 2022. 
 
                                     31 May       31 May 
 
                                     2023         2022 
                                     ?            ? 
Opening Balance                      166,790      159,498 
Interest payable                     3,646        7,292 
Conversion to ordinary equity        (170,436)    - 
                                     -            166,790 
 
7Commitments and contingencies 
 
At 31 May 2023, there were no capital commitments or contingent liabilities (31 
May 2022: ?Nil) recognised at the balance sheet date. Should the Company decide 
to further develop the Lahtojoki project, an amount of ?40,000 is payable by the 
Company to the vendors of the Lahtojoki mining concession. 
 
8Related party transactions 
 
(a)The Company shares office accommodation with Conroy Gold and Natural 
Resources P.L.C. which has certain common Directors and shareholders. For the 
financial year ended 31 May 2023, Conroy Gold and Natural Resources P.L.C. 
incurred costs totalling ?46,178 (31 May 2022: ?100,313) on behalf of the 
Company. These costs were recharged to the Company by Conroy Gold and Natural 
Resources P.L.C. 
 
These costs are analysed as follows: 
 
                              2023      2022 
                              ?         ? 
Office salaries               25,558    72,469 
Rent and rates                10,145    15,850 
Other operating expenses      10,475    11,994 
                              46,178    100,313 
 
(b) At 31 May 2023, the Company owed ?5,023 to Conroy Gold and Natural Resources 
P.L.C. (31 May 2022: ?199,806 owed to). Amounts owed to Conroy Gold and Natural 
Resources P.L.C. were included within trade and other payables during the 
current year. During the financial year ended 31 May 2023, the Company received 
?32,500 from (31 May 2022: ?70,000 was paid to) Conroy Gold and Natural 
Resources P.L.C. During the financial year ended 31 May 2023, the Company was 
charged ?46,178 (31 May 2022: ?100,313) by Conroy Gold and Natural  Resources 
P.L.C. in respect of the allocation of certain costs as detailed in Note 15(a). 
In May 2023, Conroy Gold and Natural Resources P.L.C. converted amounts owing to 
it equivalent to ?143,943 (£125,000) into ordinary equity as detailed as part of 
the "share issue (b)" detailed in Note 12 and a further ?129,550 (£112,500) into 
a convertible loan instrument as detailed in Note 10. 
 
(c) At 31 May 2023, Brendan McMorrow was owed ?44,167 (31 May 2022: ?34,167) in 
respect of his services as a director. He invoiced the company an amount of 
?9,000 (31 May 2022: ?2,500) during the year for other services rendered of 
which ?Nil (31 May 2022: ?2,500) was outstanding at 31 May 2023. These amounts 
are included in the trade and other payables balance in the statement of 
financial position. 
 
(d) Key management personnel are considered to be the Board of Directors and 
other key management. The compensation of all key management personnel during 
the year was ?199,824 (2022: ?185,000). Further analysis of remuneration for 
each Director of the Company is set out in note 2. 
 
(e) Details of share capital transactions with the Directors are disclosed in 
the Directors' Report. 
 
(f) Apart from Directors' remuneration (detailed in Note 2 and Note 4), loans 
from two shareholders (who are also Directors which is detailed in Note 12), 
convertible loan from a shareholder (which is detailed in Note 11) and share 
capital transactions (which are detailed within the Directors' Report), there 
have been no contracts or arrangements entered into during the financial year in 
which a Director of the Company had a material interest. 
 
9      Post balance sheet events 
 
Post year end the Company announced the completion of a stream sampling 
programme in Northern Ireland where  subsequent indicator mineral and microprobe 
analysis results confirmed the prospectivity of the Company's licence area for 
nickel, copper and platinum group metals. 
 
The Company also announced that it has completed a pitting programme over a 
series of more than twenty kimberlite target locations in the Kuhmo region of 
Finland.   The resulting glacial till samples have been sent for kimperlite 
indicator mineral testing. 
 
The Company also raised funds of £250,000 in October 2023 (including £100,000 
from Board members) with a view to carrying out follow up exploration in 
Northern Ireland and to continue its ongoing work in Finland. 
 
There were no further important events to note post year end. 
 
10     Approval of the audited financial statements for the financial year ended 
31 May 2023 
 
These audited financial statements were approved by the Board of Directors on 27 
November 2023 and authorised for issue on 28 November 2023. A copy of the 
audited financial statements will be available on the Company's website 
www.kareliandiamondresources.com and will be available from the Company's 
registered office at 3300 Lake Drive, Citywest Business Campus, Dublin 24, D24 
TD21, Ireland. 
 
 
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END 
 
 

(END) Dow Jones Newswires

November 29, 2023 02:01 ET (07:01 GMT)