IRIS Accounts Productionv24.1.0.57807386462director31.3.231.4.2231.3.2331.3.23acquiring, exploring and developing a Direct Shipping Ore (DSO) project from mineral licences located in Northern Quebec and Western Labrador, Newfoundland and Labrador, Canada. ++ The parent company Tata Steel Minerals UK Limited is a dormant holding company.truetruetruefalsetruetruefalsefalsefalsefalsefalsetruefalsePreference0Ordinary0 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh073864622022-03-31073864622023-03-31073864622022-04-012023-03-31073864622021-03-31073864622021-04-012022-03-31073864622022-03-3107386462ns15:EnglandWales2022-04-012023-03-3107386462ns14:USDollar2022-04-012023-03-3107386462ns10:Director12022-04-012023-03-3107386462ns10:Consolidated2023-03-3107386462ns10:ConsolidatedGroupCompanyAccounts2022-04-012023-03-3107386462ns10:PrivateLimitedCompanyLtd2022-04-012023-03-3107386462ns10:Consolidatedns10:FRS1022022-04-012023-03-3107386462ns10:Consolidatedns10:Audited2022-04-012023-03-3107386462ns10:LargeMedium-sizedCompaniesRegimeForDirectorsReport2022-04-012023-03-3107386462ns10:LargeMedium-sizedCompaniesRegimeForAccounts2022-04-012023-03-3107386462ns10:Consolidatedns10:LargeMedium-sizedCompaniesRegimeForDirectorsReport2022-04-012023-03-3107386462ns10:LargeMedium-sizedCompaniesRegimeForAccountsns10:Consolidated2022-04-012023-03-3107386462ns10:FullAccounts2022-04-012023-03-3107386462ns5:Subsidiary12022-04-012023-03-3107386462ns5:Subsidiary22022-04-012023-03-310738646212022-04-012023-03-3107386462ns10:PreferenceShareClass22022-04-012023-03-3107386462ns10:OrdinaryShareClass12022-04-012023-03-3107386462ns10:Consolidated2022-04-012023-03-3107386462ns10:CompanySecretary12022-04-012023-03-3107386462ns10:RegisteredOffice2022-04-012023-03-3107386462ns10:Director22022-04-012023-03-3107386462ns10:Consolidated2021-04-012022-03-3107386462ns5:CurrentFinancialInstruments2023-03-3107386462ns5:CurrentFinancialInstruments2022-03-3107386462ns5:Non-currentFinancialInstruments2023-03-3107386462ns5:Non-currentFinancialInstruments2022-03-3107386462ns5:ShareCapital2023-03-3107386462ns5:ShareCapital2022-03-3107386462ns5:FurtherSpecificReserve1ComponentTotalEquity2023-03-3107386462ns5:FurtherSpecificReserve1ComponentTotalEquity2022-03-3107386462ns5:FurtherSpecificReserve2ComponentTotalEquity2023-03-3107386462ns5:FurtherSpecificReserve2ComponentTotalEquity2022-03-3107386462ns5:RetainedEarningsAccumulatedLosses2023-03-3107386462ns5:RetainedEarningsAccumulatedLosses2022-03-3107386462ns5:ShareCapital2021-03-3107386462ns5:RetainedEarningsAccumulatedLosses2021-03-3107386462ns5:FurtherSpecificReserve1ComponentTotalEquity2021-03-3107386462ns5:FurtherSpecificReserve2ComponentTotalEquity2021-03-3107386462ns5:RetainedEarningsAccumulatedLosses2021-04-012022-03-3107386462ns5:FurtherSpecificReserve1ComponentTotalEquity2021-04-012022-03-3107386462ns5:FurtherSpecificReserve2ComponentTotalEquity2021-04-012022-03-3107386462ns5:RetainedEarningsAccumulatedLosses2022-04-012023-03-3107386462ns5:FurtherSpecificReserve1ComponentTotalEquity2022-04-012023-03-3107386462ns5:FurtherSpecificReserve2ComponentTotalEquity2022-04-012023-03-3107386462ns5:PatentsTrademarksLicencesConcessionsSimilar2022-04-012023-03-3107386462ns5:CostValuation2022-03-3107386462ns5:Subsidiary112022-04-012023-03-3107386462ns5:Subsidiary12023-03-3107386462ns5:Subsidiary12022-03-3107386462ns5:Subsidiary12021-04-012022-03-31073864623ns5:Subsidiary22022-04-012023-03-3107386462ns5:Subsidiary22023-03-3107386462ns5:Subsidiary22022-03-3107386462ns5:Subsidiary22021-04-012022-03-3107386462ns5:Non-currentFinancialInstrumentsns5:BetweenOneTwoYears2022-03-3107386462ns5:Non-currentFinancialInstrumentsns5:BetweenTwoFiveYears2023-03-3107386462ns5:Non-currentFinancialInstrumentsns5:BetweenTwoFiveYears2022-03-3107386462ns10:PreferenceShareClass22023-03-3107386462ns10:OrdinaryShareClass12023-03-3107386462ns5:RetainedEarningsAccumulatedLosses2022-03-3107386462ns5:FurtherSpecificReserve1ComponentTotalEquity2022-03-3107386462ns5:FurtherSpecificReserve2ComponentTotalEquity2022-03-31

REGISTERED NUMBER: 07386462 (England and Wales)





















GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTOR AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023

FOR


TSMUK LTD


TSMUK LTD (REGISTERED NUMBER: 07386462)


CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023











Page



Company Information  

1



Group Strategic Report  

2



Report of the Director  

5



Report of the Independent Auditors  

7



Consolidated Income Statement  

11



Consolidated Other Comprehensive Income  

12



Consolidated Balance Sheet  

13



Company Balance Sheet  

15



Consolidated Statement of Changes in Equity  

16



Company Statement of Changes in Equity  

17



Consolidated Cash Flow Statement  

18



Notes to the Consolidated Cash Flow Statement

19



Notes to the Consolidated Financial Statements

21




TSMUK LTD


COMPANY INFORMATION

FOR THE YEAR ENDED 31 MARCH 2023









DIRECTOR:

K De







SECRETARY:

F Parekh







REGISTERED OFFICE:

18 Grosvenor Place


London


SW1X 7HS







REGISTERED NUMBER:

07386462 (England and Wales)







AUDITORS:

Mehta & Tengra


Chartered Accountants


Statutory Auditors


9 Berners Place


London


W1T 3AD


TSMUK LTD (REGISTERED NUMBER: 07386462)


GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2023



The director presents his strategic report of the company and the group for the year ended 31 March 2023.


The financial statements are reported in United States Dollars


The Group began its operation on 1st December 2010.


The Group comprises of TSMUK Ltd ("TSMUK"), an investment company and its two Canadian subsidiaries. Tata Steel Minerals Canada Ltd and TS Canada Capital Ltd.


Tata Steel Minerals Canada Ltd

Tata Steel Minerals Canada Ltd (TSMC or the Company) is a subsidiary of Tata Steel Limited (TSL) (82%) (through its step-down subsidiary, TSMUK Limited (TSMUK) and the Government of Quebec (GoQ) (through Investissement Québec (IQ) (18%). The Company's objective is to develop the iron ore mining project in the Menihek Region in Newfoundland and Labrador near Schefferville, Quebec, Canada and to set up a large beneficiation plant (also referred to as Concentrator Project) to beneficiate an average Fe grade of 58% to an Fe grade of 65% and meet the customer requirements of despatches of iron ore with high Fe content (at least >60% Fe content) (collectively, the Project).


The financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realise its assets and discharge its liabilities in the normal course of operations.


As a result of the processing and production rates achieved since ramp-up and fine tuning of the plant, management determined that the Company's processing plant achieved commercial production effective 1 July 2020. Consequently, the Company ceased to capitalise all cost and offset all revenue against property plant and equipment.


TS Canada Capital Ltd


TS Canada Capital Ltd. (the "Company") was incorporated pursuant to the provisions of the British Columbia Business Corporations Act on 30th October 2012, for the purpose of financing the project of Tata Steel Mineral Canada Ltd. a sister company.


The financial statements have been prepared on going concern basis, which assumes that the Company will be able to realise its assets and discharge its liabilities in the normal course of operations.



TSMUK LTD (REGISTERED NUMBER: 07386462)


GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2023


PRINCIPAL RISKS AND UNCERTAINTIES

In the normal course of operations, the Group is exposed to and manages various financial risks.The Group does not enter into financial instrument agreements including derivative financial instruments for speculative purposes.


The Group's main financial risks and policies are as follows:


Foreign exchange risk

Exchange risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group's functional currency is the US dollar and most expenditures are transacted in Canadian dollar. The Group funds certain foreign currency transactions by buying the foreign currency at the spot rate when required. Consequently, some assets and liabilities are exposed to foreign exchange fluctuation.


Liquidity risk

Liquidity risk is the risk that an entity will encounter financial difficulty in meeting obligations associated with financial liabilities.


The Group has a robust planning and budgeting process which supports the determination of the funds required for Group's operating requirements as well as exploration and development plans. The annual budget is approved by the Board of Directors. Future exploration, development, mining, and processing may require additional financing by way of private or equity offering or debt or sale of part of the Project. If needed, TSMC has access to financial support, as confirmed by a financial support letter, from TSGH to provide the necessary support to the Company to enable it to fund the ongoing funding for the Project over the next 12 months.


Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation.


The Group manages credit risk through an emphasis on quality in its investment portfolio, which at year-end consists of cash, short-term investments, and term deposits. The cash, short- term investments and term deposits are held through three Canadian chartered banks, and management believes the risk of loss to be remote.


Price risk

The Group is exposed to price risk with respect to iron ore prices and significant price declines could cause continued exploration and development to become uneconomical.


Interest rate risk

Interest rate risk is the risk that future cash flows of financial instrument will fluctuate because of changes in market interest rates. The Group is exposed to interest rate risk on its LIBOR rate based long-term debt.


External factors

The steel industry is highly capital-intensive and is cyclical. Steel demand is expected to continue growing in emerging economies such as India and China. China is an important influence on the global steel market. The sector remains vulnerable to increasing cost-side pressures and operating costs are expected to increase. Quarterly contracted prices of raw materials have added to earnings volatility of non-integrated steel manufacturers. This Volatility had lead to steel manufacturers seeking captive mining resources to safeguard business interests.Several foreign investors have entered into arrangement with small junior mining companies in Quebec. China and India , as well as the USA, are also interested by the quality of resources that can be found in Canada.



TSMUK LTD (REGISTERED NUMBER: 07386462)


GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2023


SECTION 172(1) STATEMENT

The board of directors of TSMUK Ltd consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the group for the benefit of its members as a whole (having regard to the stakeholders and matters set out in S172 (1)(a-f) of the Act) in the decision taken during the year ended 31 March 2023.


- Our plan was designed to have a long-term beneficial impact on the group and to contribute to its success in delivering a better quality, more reliable product to its customer.


- Our employees are fundamental to the delivery of our plan. We aim to be a responsible employer in our approach to the pay and benefits our employees receive. The health, safety and well-being of our employees is one of our primary considerations.


- Our plan took into account the impact of the company’s operations on the community and environment and our wider societal responsibilities, and in particular how we impact the region. Several of the proposed performance measures will deliver environment improvements.


- As the Board of Directors, our intention is to behave responsibly and ensure that management operates the business in a responsible manner, operating within the high standards of business conduct and good governance expected for a business. The intention is to nurture our reputation that reflects our responsible behaviour.


- As the Board of Directors, our intention is to behave responsibly toward our shareholders and treat them fairly and equally, so they too may benefit from the success of the business.


ON BEHALF OF THE BOARD:






K De - Director



24 April 2024


TSMUK LTD (REGISTERED NUMBER: 07386462)


REPORT OF THE DIRECTOR

FOR THE YEAR ENDED 31 MARCH 2023



The director presents his report with the financial statements of the company and the group for the year ended 31 March 2023.


DIVIDENDS

No dividends will be distributed for the year ended 31 March 2023.


DIRECTORS

K De has held office during the whole of the period from 1 April 2022 to the date of this report.


Other changes in directors holding office are as follows:


R Mukerji - resigned 31 December 2022


RELATED PARTY DISCLOSURE

None of the director's had a material interest at any time during the year in any contracts of significance in relation to the business of the company, other than the transactions reflected in note 26 to the financial statements.


STREAMLINED ENERGY AND CARBON REPORTING

The group operates in the UK from one office. As a result their energy consumption is less that the requirement to disclose in the United Kingdom. The major part of the business is generated from Canada and therefore no further information is required to be disclosed in the financial statements.


STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.


Company law requires the director to prepare financial statements for each financial year.  Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period.  In preparing these financial statements, the director is required to:


-

select suitable accounting policies and then apply them consistently;

-

make judgements and accounting estimates that are reasonable and prudent;

-

state whether applicable accounting standards have been followed, subject to any material departures disclosed

and explained in the financial statements;

-

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.


The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.


TSMUK LTD (REGISTERED NUMBER: 07386462)


REPORT OF THE DIRECTOR

FOR THE YEAR ENDED 31 MARCH 2023



AUDITORS

The auditors,  Mehta & Tengra, will be proposed for re-appointment at the forthcoming Annual General Meeting.


ON BEHALF OF THE BOARD:






K De - Director



24 April 2024


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

TSMUK LTD



Opinion

We have audited the financial statements of TSMUK LTD (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 2023 and of the group's loss for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report.  We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.  We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.


Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.


Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.


In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. 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.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

TSMUK LTD



Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-

the information given in the Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-

the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director.


We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-

the parent company financial statements are not in agreement with the accounting records and returns; or

-

certain disclosures of director's remuneration specified by law are not made; or

-

we have not received all the information and explanations we require for our audit.


Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page five, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the director is responsible for assessing the group's and the parent company'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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

TSMUK LTD



Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:


Identifying and assessing potential risks related to irregularities


In identifying and assessing risks of material misstatements in respect of irregularities, including fraud and non-compliance and regulations, we considered the following:


- the nature of the industry and sector, control environment and business performance including the design of company's remuneration policies, key drivers for directors' remuneration, bonus levels and performance targets.

- results of our enquiries of management about their own identification and assessment of the risks and irregularities;

- any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;


As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified that greatest potential for fraud is revenue recognition. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.


We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context include the UK Companies Act, pension legislation and tax legislation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

TSMUK LTD



Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.





P. Tengra (Senior Statutory Auditor)

for and on behalf of Mehta & Tengra

Chartered Accountants

Statutory Auditors

9 Berners Place

London

W1T 3AD


24 April 2024


TSMUK LTD (REGISTERED NUMBER: 07386462)


CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 31 MARCH 2023



2023


2022


Notes

$   

$   



TURNOVER

80,900,466


99,518,050




Cost of sales

(60,418,650

)

(51,901,180

)


GROSS PROFIT

20,481,816


47,616,870




Administrative expenses

(121,294,624

)

(143,964,768

)


OPERATING LOSS

5

(100,812,808

)

(96,347,898

)



Derivative financial

instrument loss

6

(1,651,232

)

(2,697,560

)


(102,464,040

)

(99,045,458

)



Interest receivable and similar income

31,910


17,231



(102,432,130

)

(99,028,227

)



Interest payable and similar expenses

7

(28,762,537

)

(8,207,658

)


LOSS BEFORE TAXATION

(131,194,667

)

(107,235,885

)



Tax on loss

8

-


-



LOSS FOR THE FINANCIAL YEAR

(131,194,667

)

(107,235,885

)


Loss attributable to:

Owners of the parent

(107,588,406

)

(87,933,426

)


Non-controlling interests

(23,606,261

)

(19,302,459

)


(131,194,667

)

(107,235,885

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


CONSOLIDATED OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2023



2023


2022


Notes

$   

$   



LOSS FOR THE YEAR

(131,194,667

)

(107,235,885

)




OTHER COMPREHENSIVE INCOME  


Share application

-


64,594



Income tax relating to other comprehensive

income

-


-



OTHER COMPREHENSIVE INCOME FOR

THE YEAR, NET OF INCOME TAX

-


64,594



TOTAL COMPREHENSIVE INCOME FOR

THE YEAR

(131,194,667

)

(107,171,291

)



Total comprehensive income attributable to:

Owners of the parent

(131,194,667

)

(107,171,291

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


CONSOLIDATED BALANCE SHEET

31 MARCH 2023



2023


2022


Notes

$   

$   


FIXED ASSETS

Intangible assets

10

184,249,949


192,530,845



Tangible assets

11

437,887,656


472,441,636



Investments

12

6,341,461


6,341,461



628,479,066


671,313,942




CURRENT ASSETS

Stocks

13

87,194,429


74,641,691



Debtors

14

24,758,108


38,652,965



Cash at bank

15

4,995,231


4,590,226



116,947,768


117,884,882



CREDITORS

Amounts falling due within one year

16

(123,092,840

)

(129,781,384

)


NET CURRENT LIABILITIES

(6,145,072

)

(11,896,502

)


TOTAL ASSETS LESS CURRENT

LIABILITIES

622,333,994


659,417,440




CREDITORS

Amounts falling due after more than one

year

17

(1,038,878,581

)

(944,767,360

)


NET LIABILITIES

(416,544,587

)

(285,349,920

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


CONSOLIDATED BALANCE SHEET - continued

31 MARCH 2023



2023


2022


Notes

$   

$   


CAPITAL AND RESERVES

Called up share capital

20

157


157



Share application money

21

599,010,428


599,010,428



Other reserves

21

(44,860,690

)

(44,860,690

)


Consolidation reserve

21

20,583,288


20,583,288



Retained earnings

21

(945,477,483

)

(837,889,077

)


SHAREHOLDERS' FUNDS

(370,744,300

)

(263,155,894

)



NON-CONTROLLING INTERESTS

22

(45,800,287

)

(22,194,026

)


TOTAL EQUITY

(416,544,587

)

(285,349,920

)




The financial statements were approved by the director and authorised for issue on 24 April 2024 and were signed by:






K De - Director



TSMUK LTD (REGISTERED NUMBER: 07386462)


COMPANY BALANCE SHEET

31 MARCH 2023



2023


2022


Notes

$   

$   


FIXED ASSETS

Intangible assets

10

-


-



Tangible assets

11

-


-



Investments

12

437,052,813


437,052,813



437,052,813


437,052,813




CURRENT ASSETS

Cash at bank

15

39,677


65,814




CREDITORS

Amounts falling due within one year

16

(582,793

)

(639,247

)


NET CURRENT LIABILITIES

(543,116

)

(573,433

)


TOTAL ASSETS LESS CURRENT

LIABILITIES

436,509,697


436,479,380




CREDITORS

Amounts falling due after more than one

year

17

(534,670,755

)

(534,670,755

)


NET LIABILITIES

(98,161,058

)

(98,191,375

)



CAPITAL AND RESERVES

Called up share capital

20

157


157



Share application money

21

599,010,428


599,010,428



Other reserves

21

(56,226,628

)

(56,226,628

)


Retained earnings

21

(640,945,015

)

(640,975,332

)


SHAREHOLDERS' FUNDS

(98,161,058

)

(98,191,375

)



Company's profit/(loss) for the financial

year

30,317


(32,452

)



The financial statements were approved by the director and authorised for issue on 24 April 2024 and were signed by:





K De - Director



TSMUK LTD (REGISTERED NUMBER: 07386462)


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2023



Called up


Share



share


Retained


application


Other


capital


earnings


money


reserves

$   

$   

$   

$   


Balance at 1 April 2021

157


(749,955,651

)

598,945,834


(44,860,690

)


As restated

157


(749,955,651

)

598,945,834


(44,860,690

)



Changes in equity

Total comprehensive income

-


(87,933,426

)

64,594


-



Balance at 31 March 2022

157


(837,889,077

)

599,010,428


(44,860,690

)


As restated

157


(837,889,077

)

599,010,428


(44,860,690

)



Changes in equity

Total comprehensive income

-


(107,588,406

)

-


-



Balance at 31 March 2023

157


(945,477,483

)

599,010,428


(44,860,690

)



Consolidation


Non-controlling


Total


reserve


Total


interests


equity

$   

$   

$   

$   


Balance at 1 April 2021

20,583,288


(175,287,062

)

(2,891,567

)

(178,178,629

)


Prior year adjustment

-


-


(19,302,459

)

(19,302,459

)


As restated

20,583,288


(175,287,062

)

(22,194,026

)

(197,481,088

)



Changes in equity

Total comprehensive income

-


(87,868,832

)

-


(87,868,832

)


Balance at 31 March 2022

20,583,288


(263,155,894

)

(22,194,026

)

(285,349,920

)


Prior year adjustment

-


-


(23,606,261

)

(23,606,261

)


As restated

20,583,288


(263,155,894

)

(45,800,287

)

(308,956,181

)



Changes in equity

Total comprehensive income

-


(107,588,406

)

-


(107,588,406

)


Balance at 31 March 2023

20,583,288


(370,744,300

)

(45,800,287

)

(416,544,587

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2023



Called up


Share



share


Retained


application


Other


Total


capital


earnings


money


reserves


equity

$   

$   

$   

$   

$   


Balance at 1 April 2021

157


(640,942,880

)

598,945,835


(56,226,628

)

(98,223,516

)



Changes in equity

Total comprehensive income

-


(32,452

)

64,593


-


32,141



Balance at 31 March 2022

157


(640,975,332

)

599,010,428


(56,226,628

)

(98,191,375

)



Changes in equity

Total comprehensive income

-


30,317


-


-


30,317



Balance at 31 March 2023

157


(640,945,015

)

599,010,428


(56,226,628

)

(98,161,058

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 MARCH 2023



2023


2022


Notes

$   

$   


Cash flows from operating activities

Cash generated from operations

1

(84,521,555

)

(226,478,993

)


Interest paid

(28,762,537

)

(8,207,658

)


Net cash from operating activities

(113,284,092

)

(234,686,651

)



Cash flows from investing activities

Purchase of tangible fixed assets

(3,006,378

)

(6,267,202

)


Interest received

31,910


17,231



Net cash from investing activities

(2,974,468

)

(6,249,971

)



Cash flows from financing activities

New loans in year

122,950,797


276,139,850



Capital repayments in year

(6,287,232

)

(33,567,085

)


Net cash from financing activities

116,663,565


242,572,765




Increase in cash and cash equivalents

405,005


1,636,143



Cash and cash equivalents at beginning

of year

2

4,590,226


2,954,083




Cash and cash equivalents at end of year

2

4,995,231


4,590,226




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 MARCH 2023



1.

RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS


2023


2022

$   

$   



Loss before taxation

(131,194,667

)

(107,235,885

)



Depreciation charges

42,150,998


44,306,140




Finance costs

28,762,537


8,207,658




Finance income

(31,910

)

(17,231

)


(60,313,042

)

(54,739,318

)



Increase in stocks

(12,552,738

)

(17,526,391

)



Decrease/(increase) in trade and other debtors

13,894,857


(12,383,970

)



Decrease in trade and other creditors

(25,550,632

)

(141,829,314

)



Cash generated from operations

(84,521,555

)

(226,478,993

)



2.

CASH AND CASH EQUIVALENTS



The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:



Year ended 31 March 2023


31.3.23


1.4.22

$   

$   



Cash and cash equivalents

4,995,231


4,590,226




Year ended 31 March 2022


31.3.22


1.4.21

$   

$   



Cash and cash equivalents

4,590,226


2,954,083





TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 MARCH 2023



3.

ANALYSIS OF CHANGES IN NET DEBT



At 1.4.22

Cash flow

At 31.3.23

$   

$   

$   



Net cash



Cash at bank

4,590,226


405,005


4,995,231



4,590,226


405,005


4,995,231




Debt


Finance leases

(6,423,767

)

6,287,232


(136,535

)



Debts falling due after 1 year

(915,848,505

)

(122,950,797

)

(1,038,799,302

)


(922,272,272

)

(116,663,565

)

(1,038,935,837

)



Total

(917,682,046

)

(116,258,560

)

(1,033,940,606

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023



1.

STATUTORY INFORMATION



TSMUK LTD is limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.


2.

ACCOUNTING POLICIES



Basis of preparing the financial statements


These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.  



Basis of consolidation


The group financial statements consolidated those of the company and its subsidiary undertakings drawn up to 31 March 2023. The subsidiary is an entity over which the company has the power to control the financial and operating policies to obtain benefits from its activities. The Group obtains and exercise control through voting rights.



Currency


The currency used when reporting was United States Dollar.



Significant judgements and estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the amounts recorded in the financial statements and notes to the financial statements. The estimates include the recoverability of mineral properties, the useful life of property and equipment and Canadian income taxes related accounts and credits. These estimates are based on management’s best knowledge of current events and actions that the group may undertake in the future. Actual results may differ from these estimates.

Cash and cash equivalents
Cash and cash equivalents include cash and highly liquid short-term investments having a term of three months or less from the acquisition date.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



2.

ACCOUNTING POLICIES - continued



Turnover


Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, and other sales taxes.



Revenue recognition


Revenue from sale of products (iron-ore) is recognized when control of the products has been transferred, this being when the products are delivered to the customer. Delivery occurs when the product has been shipped or delivered to a specific location as the case may be, the risk of loss has been transferred and either the customer has accepted the products in concordance with the sales contract, or the group has objective evidence that all criteria for acceptance has been satisfied. Sales of product include related ancillary services if any.



Mineral properties

The Group capitalized costs, net of tax credits and mining duties credit relating to the acquisition, exploration and development of mineral properties on an area of interest basis until June 30,2020. These expenses are amortized to operations through useful life of 25 years. The Company reviews the carrying values of mineral property interests on a yearly basis by reference to the Project economics, including the timing and effort of the exploration and/or development work, the work programs and exploration results experienced by the Company and others, and the extent to which options have committed, or are expected to commit to, exploration on a property. When it becomes apparent that the carrying value of a property exceeds its estimated net recoverable amount based on the foregoing criteria, an impairment test is performed as further described under Impairment of long-lived assets

During the construction and commissioning period of the mine, revenue from saleable material produced as part of test production was recorded against the cost of the asset until 30th June 2020.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



2.

ACCOUNTING POLICIES - continued



Tangible fixed assets


Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.  


1) Plant and Equipment - The Ore Processing plant , transportation infrastructure and equipment and the building and mine are amortised using the units-of-production basis.

2) Fixture and Fitting - Office equipment and furniture are depreciated on straight-line basic over 18, 36 or 60 months .

3) Rolling stock - Rolling stock is depreciated on a declining balance of 30% per annum .

4) Building and mine camp - Straight line over 10 years

Impairment of long-lived assets
Long-lived assets are tested for impairment whenever events or circumstances indicate that their carrying value may not be recoverable. An impairment loss is recognised when the carrying amount of the asset exceeds the sum of the undiscounted cash flows resulting from its use and eventual disposition. The impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value.

Commercial production
Prior to reaching pre-determined levels of operating capacity intended by management, costs incurred were capitalised as part of mineral properties under development within property, plant and equipment, and proceeds from sales are offset against capitalised costs up the date the asset reaches commercial production after which all capitalisations will be ceased.


Stocks


Stocks are stated at the lower of cost and net realisable value. Cost is ascertained on a weighted average basis. Cost comprises direct materials and where applicable direct labour costs and overheads that have been incurred in bringing the inventories to their present location and condition. Net realisable value is the price at which the inventories can be realised in the normal course of business after allowing for the cost of conversion from their existing state to a finished condition and for the cost of marketing.



Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



2.

ACCOUNTING POLICIES - continued


Deferred taxation

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.


Commercial production

Prior to reaching pre-determined levels of operating capacity intended by management, costs incurred were capitalized as part of mineral properties under development within property, plant and equipment, and proceeds from sales are offset against capitalized costs up to the date the asset reaches commercial production after which all capitalisations will be ceased.


Foreign currencies translation

The Group's currency of measurement and presentation is the U.S. dollar. Monetary assets and liabilities in foreign currency are translated at the exchange rate in effect at the balance sheet date, whereas non-monetary items are translated at the historical rate. Revenue and expenses are translated at the exchange rate in effect at the transaction date. Gains and losses are included in the statement of earnings and loss.


Tax credits and mining duties


The Canadian tax credits and mining duties are recorded as a reduction of the mineral properties during the year in which the costs are incurred, provided that the group is reasonably certain that the Canadian tax credits and mining duties will be received. The tax credits and mining duties claimed and recorded must be examined and  approved by the Canadian tax authorities and it is possible that the amount granted will differ from the amount recorded.



Income taxes


The Group applies the taxes payable method of accounting for income taxes.



Provisions


The Group recognizes the present provision when there is a legal obligation in the period in which it occurred, if a reasonable estimate of the obligation can be made. It is a measured as the best estimate of the expenditure required to settle the obligation.



Asset retirement obligations


During the course of acquiring and exploring potential mining properties. The group must comply with Canadian government environmental regulations concerning reclamation requirements. The estimated costs of complying with these requirements will be capitalised as mineral properties and the corresponding liability will be increased accordingly. The carrying value will then be amortised over the life of the related assets on a unit-of-production basis and the related liabilities will accrete to the original value estimate.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



2.

ACCOUNTING POLICIES - continued



Financial instruments


-Measurement of financial instruments


The group initially measures its financial assets and financial liabilities at fair value except for certain non-arm's-length transactions. Advances and receivable from shareholders are measured at cost.



-Transaction costs


The Group recognises its transaction costs in net income in the period incurred. However, financial instruments that will not be subsequently measured at fair value are adjusted by the transaction costs that are directly attributable to their origination, issuance, or assumption.



- Derivative financial instruments


The Group holds forward contracts on Iron Ore to protect against changes in market of iron ore based on anticipated transactions.



As at 31st March, 2023, and 31st March 2022, the Group had not designated any derivative financial instruments as off-setting hedges for accounting purposes and the loss on these contracts at fair value are recorded as expenses in the statement of earnings and loss.


3.

EMPLOYEES AND DIRECTORS


2023


2022

$   

$   



Wages and salaries

30,310,458


31,721,403





The average number of employees during the year was as follows:


2023


2022



Average number of employees

202


271




4.

DIRECTORS' EMOLUMENTS


2023


2022

$   

$   



Directors' remuneration

-


-




5.

OPERATING LOSS



The operating loss is stated after charging/(crediting):



2023


2022

$   

$   



Depreciation - owned assets

37,560,358


36,656,742




Mineral Properties amortisation

8,280,896


7,649,399




Auditors' remuneration

10,206


23,951




Foreign exchange differences

(8,541,951

)

(109,964

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



6.

EXCEPTIONAL ITEMS


2023


2022

$   

$   



Derivative financial


instrument loss

(1,651,232

)

(2,697,560

)



7.

INTEREST PAYABLE AND SIMILAR EXPENSES



2023


2022

$   

$   



Bank loan interest

28,762,537


8,207,658




8.

TAXATION



Analysis of the tax charge


No liability to UK corporation tax arose for the year ended 31 March 2023 nor for the year ended 31 March 2022.



Tax effects relating to effects of other comprehensive income




There were no tax effects for the year ended 31 March 2023.



2022



Gross


Tax


Net


$   

$   

$   



Share application

64,594


-


64,594




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



8.

TAXATION - continued



Taxation



Tata Steel Minerals Canada Ltd. pays no tax as this company has had a net loss every year since incorporation, except in 2016.



Tata Steel Mineral UK Ltd. did not pay UK corporation tax during the year.



The total amount of unused tax losses and income tax reductions, and the amount of deductible temporary differences, for which no future income tax asset has been recognized amounts to


$356,203,329 ($192,958,257 in 2022)



The group has unused Canadian Exploration Expenses of $ 273,869,104 ($273,869,104 in 2022) and unused Canadian Development Expenses of $ 942,409 ($942,409 in 2022)



The Group has earned cumulative Federal investment tax credits ("ITCs") of $50,823,212 ($50,823,212 in 2022) which have not been recorded in these financial statements due to the uncertainty as to whether the Group will be able to utilize them. These ITCs can be carried forward for 20 years and expire as follows:


$   




2031


71,462




2032


1,486,977




2033


5,618,775




2034


6,988,194




2035


20,196,938




2036


16,460,866





50,823,212





The group has $675,624,605 ($581,657,774 in 2022) of non-capital tax losses, which are available to reduce income taxes in future years and expire as follows:


$   




2034


17,308,373




2035


12,428,843




2036


141,424,204




2037


10,882,561




2038


84,817,404




2039


77,811,757




2040


91,060,766




2041


54,217,819




2042


102,876,191




2043


82,7966,687





675,624,605




The Corporation also has capital losses of $ 102,025,940 ($102,025,940 in 2022) that can be carried forward indefinitely and applied only against future capital gains which have not been recorded in these financial statements.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



9.

INDIVIDUAL INCOME STATEMENT



As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.



10.

INTANGIBLE FIXED ASSETS



Group


Mineral


Properties

$   



COST


At 1 April 2022


and 31 March 2023

207,022,415




AMORTISATION


At 1 April 2022

14,491,570




Amortisation for year

8,280,896




At 31 March 2023

22,772,466




NET BOOK VALUE


At 31 March 2023

184,249,949




At 31 March 2022

192,530,845





Goodwill arose during the consolidation process had been fully impaired.



Mineral properties



The Group capitalized costs, net of tax credits and mining duties credit relating to the acquisition, exploration and development of mineral properties on an area of interest basis until June 30,2020. These expenses are amortized to operations through useful life of 25 years. The Group reviews the carrying values of mineral property interests on a yearly basis by reference to the Project economics, including the timing and effort of the exploration and/or development work, the work programs and exploration results experienced by the Group and others, and the extent to which options have committed, or are expected to commit to, exploration on a property. When it becomes apparent that the carrying value of a property exceeds its estimated net recoverable amount based on the foregoing criteria, an impairment test is performed as further described under Impairment of long-lived assets.



During the construction and commissioning period of the mine, revenue from saleable material produced as part of test production was recorded against the cost of the asset until June 30, 2020.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



11.

TANGIBLE FIXED ASSETS



Group


Fixtures



Plant and


and


Rolling



machinery


fittings


stock


Totals

$   

$   

$   

$   



COST


At 1 April 2022

603,375,775


4,473,962


958,218


608,807,955




Additions

3,006,378


-


-


3,006,378




At 31 March 2023

606,382,153


4,473,962


958,218


611,814,333




DEPRECIATION


At 1 April 2022

131,241,729


4,413,895


710,695


136,366,319




Charge for year

37,479,527


22,485


58,346


37,560,358




At 31 March 2023

168,721,256


4,436,380


769,041


173,926,677




NET BOOK VALUE


At 31 March 2023

437,660,897


37,582


189,177


437,887,656




At 31 March 2022

472,134,046


60,067


247,523


472,441,636





The amount for property, plant and equipment under construction is  $23,784,846 ($23,838,587 in 2022) and has not been amortized in 2023.



During the year, we tested long-lived assets for impairment as a result of this test, we determined that no write-down of long-lived assets was required.


12.

FIXED ASSET INVESTMENTS



Group


Company


2023

2022

2023

2022


$   

$   

$   

$   



Shares in group undertakings

-


-


352,229,937


352,229,937




Loans to group undertakings

-


-


84,822,876


84,822,876




Other investments not loans

6,341,461


6,341,461


-


-



6,341,461


6,341,461


437,052,813


437,052,813




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



12.

FIXED ASSET INVESTMENTS - continued



Additional information is as follows:



Group



Investments (neither listed nor unlisted) were as follows:

2023

2022


$   

$   



Other asset

6,341,461


6,341,461




Company


Shares in


group


undertakin

$   



COST


At 1 April 2022


and 31 March 2023

352,229,937




NET BOOK VALUE


At 31 March 2023

352,229,937




At 31 March 2022

352,229,937





The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:



Subsidiaries



Tata Steel Minerals Canada Limited


Registered office:


Nature of business: Mining for steel


%


Class of shares:

holding



Ordinary shares

82.00


2023

2022


$   

$   



Aggregate capital and reserves

256,975,034


411,376,150




Loss for the year

(154,401,117

)

(130,496,364

)



TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



12.

FIXED ASSET INVESTMENTS - continued



T S Canada Capital Ltd


Registered office:


Nature of business: Financing for steel mining


%


Class of shares:

holding



Ordinary

100.00


2023

2022


$   

$   



Aggregate capital and reserves

4,306,828


4,385,920




Loss for the year

(79,092

)

(11,235

)




Company


Loans to


group


undertakin

$   



At 1 April 2022


and 31 March 2023

84,822,876





Impairment of investment:


The standalone accounts of TSMC under Canadian GAAP does not show an impairment of the assets (Mineral Properties) of the company. However under FRS102 the Mineral Properties should have been impaired. Therefore, the impairment was only reflected in the consolidated accounts in the year to 31st March 2021.



Other Assets:


In July 2012, the Company entered into an agreement with the Sept-Îles Port Authority providing the Company with access to a new multi-user deep-water dock facility. As part of the agreement, TSMC will have a minimum annual shipping capacity of 5 million tons a year for 20 years, with options to renew for four or five-year terms.


13.

STOCKS




2023


2022





$  


$  




Finished Goods


47,870,855


36,377,921




ROM


22,747,618


23,856,815




Others


16,575,956


14,406,955





87,194,956


74,641,691




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



14.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR




Group


2023

2022


$   

$   



Sales tax recoverable

1,934,660


4,829,942




Amount receivable from NML

1,205,602


2,896,351




Interest receivable

3,960


496,915




Deposit on contract

10,674,913


12,297,793




Prepayments

10,938,973


18,131,964



24,758,108


38,652,965





The amounts due from shareholder corporation (NML) which were transferred to TSMUK following the transfer of NML shares to TSL, are non-interest bearing and due on demand.



Advances for operational and logistic vendors are non-interest bearing and cleared against subsequent invoice.


15.

CASH AT BANK


Group


Company


2023

2022

2023

2022


$   

$   

$   

$   



Bank account- USD ($)

4,994,165


4,589,072


38,611


64,660




Bank account- CAD ($)

1,066


1,154


1,066


1,154



4,995,231


4,590,226


39,677


65,814





Cash and cash equivalents include cash and short-term investments having a term of three months or less from the acquisition date.


16.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR




Group


Company


2023

2022

2023

2022


$   

$   

$   

$   



Finance leases  (see note 19)

57,256


6,275,902


-


-




Trade creditors

87,392,602


109,511,714


529,466


573,405




Other creditor

-


-


19,168


20,094




Accrued expenses

29,498,454


6,551,276


34,159


45,748




Asset retirement obligation

6,144,528


7,442,492


-


-



123,092,840


129,781,384


582,793


639,247




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



17.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR




Group


Company


2023

2022

2023

2022


$   

$   

$   

$   



Other loans (see note 18)

1,038,799,302


915,848,505


505,899,765


505,899,765




Finance leases  (see note 19)

79,279


147,865


-


-




Loan by related company

-


28,770,990


28,770,990


28,770,990



1,038,878,581


944,767,360


534,670,755


534,670,755




18.

LOANS



An analysis of the maturity of loans is given below:



Group


Company


2023

2022

2023

2022


$   

$   

$   

$   



Amounts falling due between one and two

years:



Other loans - 1-2 years

588,951,423


409,948,740


-


-




Amounts falling due between two and five

years:



Other loans - 2-5 years

-


56,051,886


56,051,886


56,051,886




Preference shares

449,847,879


449,847,879


449,847,879


449,847,879



449,847,879


505,899,765


505,899,765


505,899,765




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



18.

LOANS - continued





Short-term debt



TSMC has entered into a revolving line credit facility agreement with ICICI bank amounting to US$ 11,773,868 (2022: 12,804,097) (CA$16,000,000). As at March 31, 2023, TSMC has utilized US$ 12,164,849 (equivalent CA$15,200,000).



Long-term debt and loans payable to related companies:



2022


2022




$   


$   




TSGH- Earmarked for preference share


84,822,877


84,822,877




Loan from Investissement Quebec bearing interest at 6.00% due on 30th

September 2024.


42,958,668


46,231,384




Loan TSGH $205 Mn from shareholder company TSGH bearing interest at

6.13% per annum. Interest accrued on this loan as of March 31,2023 is

$12,570,695 and it is included in accrued liabilities as at March 31,2023.


205,068,429


-




Loan TSGH $6.7M from shareholder company TSGH bearing interest at

6.13% per annum. Interest accrued on this loan as of March 31, 2023 is $

413,009 and it is included in accrued liabilities as at March 31,2023.


6,737,506


6,737,506




Loan from TSGH bearing interest at 6.00%. Interest accrued on this loan is

$ 8,247.15 and is included in the balance as at March 31, 2022


-


24,553,100




Loan from Tata Steel Global Procurement Company Pte. Ltd. (TSGP)

bearing interest at 6.57%. Interest accrued on this loan during the year is

$5,885,583.91 and is included in Accounts payable and accrued liabilities

as at March 31, 2022


-


51,333,530




Loan from a shareholder TSGH bearing interest at 6.13%. Interest incurred

on this loan during the year is $ 22,013.38 and is included in accrual

liabilities as at March 31, 2022.


-


65,537,379




Loan from TSMUK assigned to TSGH $0,090,479 bearing interest at 6.13%

per annum. Interest accrued on this loan as of March 31, 2023 is

$5,552,807 and it is included in accrued liabilities as at March 31,2023.


90,090,479


-




Loans received from TSGH $98.84 Mn (Shareholder company) bearing

interest at 6.13% per annum received during FY'23. Interest accrued on

this loans of March 31, 2023 in $2.1Mn and it is included in accrued

liabilities as at March 31,2023.


98,840,200


-




Loan TSGH from shareholder company TSGP bearing interest at 6.13% per

annum. Interest accrued on this loan as of March 31,2022 is $ nil and it is

disclosed in accrued liabilities as at March 31,2022.


-


8,059,653





Loan $ 25m from TSGH bearing interest at 6.13% per annum. Interest

accrued on this loan is $ 19,949.51 and is included in accrual liabilities as

at March 31, 2022.


-


20,165,690




Loan $ 7m from TSGH bearing interest at 6.13% per annum. Interest

accrued on this loan is $ 31.33 and is included in accrual liabilities as at

March 31, 2022.


-


93,287




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



18.

LOANS - continued


Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 7,197.27 and is included in accrual liabilities as at March 31,

2022


-


21,427,456




Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 5,581.37 and is included in accrual liabilities as at March 31,

2022


-


16,616,630




Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 24,876.82 and is included in accrual liabilities as at March 31,

2022


-


74,062,027




Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 66.82 and is included in accrual liabilities as at March 31,

2022


-


198,937




Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 814.22 and is included in accrual liabilities as at March 31,

2022


-


7,275,975




Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 1,145.78 and is included in accrual liabilities as at March 31,

2022


-


2,424,066




Loan from TSGH bearing interest at 6.13% per annum. Interest accrued on

this loan is $ 1,145.78 and is included in accrual liabilities as at March 31,

2022


-


3,411,178




Loan from AXIS bank, maturity date Oct 31,2026, 6 months LIBOR plus

2.95% p.a. bearing interest at 7.15%. Interest accrued on this loan during

the year is $ Nil. Interest is payable every 6 months (last paid on 31st

March 2023.


36,494,547


48,659,396





565,012,706


481,902,347





The estimated repayments for the following years ending March 31 are as follows:



$   




2024


12,164,849




2025


20,756,583




2026


20,756,583




2027


20,756,583




2028


20,756,583




Subsequently


469,821,525




Total


565,012,706




TSMUK holds 82% in TSMC. TSGP is a subsidiary of TSL.



The loan facility includes certain financial and non-financial covenants. As at 31st March, 2023, the Company was in compliance with all covenants.



Details of shares shown as liabilities are as follows:



Allotted, issued and fully paid:


Number:

Class:

Nominal

2023

2022



TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



18.

LOANS - continued


value:

$   

$   



450,000,000

Preference

1

449,847,879


449,847,879





$





Convertible preference shares


449,847,879





The preference share that have not been redeemed retracted or repurchased prior to the tenth anniversary of their date of issue shall be immediately and automatically be converted into fully paid Class A ordinary shares.



Dividends are payable at the discretion of the directors and shall not exceed 10% of the redemption amount.


19.

LEASING AGREEMENTS




2022


2021




$   


$   





Other capital lease




Current portion


57,256


6,275,902




Non-current


79,279


147,865




Total leasing


136,535


6,423,767




Minimum lease payments required in the next five years and subsequently under "the capital lease" are as follows:




$   




2024


67,450




2025


58,319




2026


26,704




Subsequently


-





152,473




Interest included in minimum

payments


(15,938

)




136,535




20.

CALLED UP SHARE CAPITAL



Allotted, issued and fully paid:


Number:

Class:

Nominal

2023

2022



value:

$   

$   



100

Ordinary

1.572

5

157


157




TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



21.

RESERVES



Group


Share



Retained


application


Other


Consolidation



earnings


money


reserves


reserve


Totals

$   

$   

$   

$   

$   




At 1 April 2022

(837,889,077

)

599,010,428


(44,860,690

)

20,583,288


(263,156,051

)



Deficit for the year

(107,588,406

)

(107,588,406

)



At 31 March 2023

(945,477,483

)

599,010,428


(44,860,690

)

20,583,288


(370,744,457

)




Company


Share



Retained


application


Other



earnings


money


reserves


Totals

$   

$   

$   

$   




At 1 April 2022

(640,975,332

)

599,010,428


(56,226,628

)

(98,191,532

)



Profit for the year

30,317


30,317




At 31 March 2023

(640,945,015

)

599,010,428


(56,226,628

)

(98,161,215

)




GROUP



Increase/ (Decrease) in:



Share application money


This represents additional contribute by the shareholders.



Other reserve


The other reserves represent the currency translation of financial statement as at 01 April 2015 from Canadian $ to US$.



Consolidation reserve:


The consolidation reserve arose due to the change in minority shareholding from 22.32% to 18% during the year 2020/21 and 6% to 22.32% during the year 2016/17, which resulted in the readjustment of the opening share capital, retained losses and other reserve.


22.

NON-CONTROLLING INTERESTS



The minority shareholders own all of the class B and class C shares issued in Tata Steel Minerals Canada Ltd, which represent approximately 18.00%  (2022: 18%) of the total issued share capital.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



23.

ULTIMATE PARENT COMPANY



The group is a wholly owned group headed by 'Tata Steel Limited', a company incorporated and registered in India.



The immediate parent company of the group is (Tata Steel Global Holdings TSGH) incorporated in Singapore.


24.

CONTINGENT LIABILITIES



The Group has entered into Impact Benefit Agreements (IBA) with four First Nations. These "life of mine" agreements promotes and govern a mutually beneficial Project. The IBAs establish the processes and sharing benefits, whereby the First Nations will benefit through training, employment, business opportunities and financial participation in the Project.



The payments required under these IBAs are as follows:


$   




2024


2,009,330




2025


2,357,146




2026


2,352,816




2027


2,251,404




2028


2,431,042




Subsequent


11,139,178




Total


22,540,917




25.

COMMITMENTS



The Group has entered into various agreements for the operating activity to be paid as project milestones are met and has agreed to some take-or-pay obligations that the Company anticipates will be used by its future operations. Based on the Company's assessment, the minimum amounts due in each of the next five years and subsequently under these agreements are as follows:



$   




2024


16,362,237




2025


16,362,237




2026


16,182,665




2027


16,182,665




2028


5,056,540




Total


70,146,344





The Group is party to claims and lawsuits in the normal course of business. Management believes that the resolution of these claims and lawsuits will not have a material adverse effect on the Company's financial position, loss or cash-flows.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



26.

RELATED PARTY DISCLOSURES



During the year, the Group incurred transactions with companies under common control and a shareholder company:



2023

2022





$   

$   




Balance sheet accounts  




Tata Steel Global Holding TSGH (Previously called TSGMH)


84,822,876

84,822,876




Tata Steel Limited


515,355

489,020




Loan payable to TSGH (TSMUK Ltd in FY22


90,090,479

90,090,479




TSGH


228,524,455

129,684,255




TSGP Liability related to hedge


967,151

7961,039




Tata Steel Global Procurement-TSGP


82,121,680

82,121,680




These transactions, concluded in the normal course of operations, are for loans and services provided by subsidiaries and TSL respectively.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



27.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES



In the normal course of operations, the Group is exposed to and manages various financial risks.


The Group does not enter into financial instrument agreements including derivative financial instruments for speculative purposes.



The Group's main financial risks and policies are as follows:



Foreign exchange risk


Foreign exchange risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The functional currency is the US dollar, but most of the Company's expenditures are transacted in Canadian dollars. Consequently, some assets and liabilities are exposed to foreign exchange fluctuations.



On March 31, 2023, TSMC had cash in the amount of C$1,239,92 (C$ 4,463,796 in 2022) which has been translated into US dollars at the exchange rate on March 31, 2023.



On March 31, 2023, TSCC had cash in the amount of C$34,735 (C$ 1,145,635 in 2022) which has been translated into US dollars at the exchange rate on March 31, 2023.



Liquidity risk


Liquidity risk is the risk that an entity will encounter financial difficulty in meeting obligations associated with financial liabilities.



The Group has a robust planning and budgeting process which supports the determination of the funds required for Company's operating requirements as well as exploration and development plans. The annual budget is approved by the Board of Directors. Future exploration, development, mining, and processing may require additional financing by way of private or equity offering or debt or sale of part of the Project. If needed, TSMC has access to financial support, as confirmed by a financial support letter, from TSGMH to provide the necessary support to the Company to enable it to fund the ongoing funding for the Project over the next 12 months.



Credit risk


Credit risk is the risk that one party to a party to financial instrument will cause a financial loss for the other party by falling to discharge an obligation.



The Group manages credit risk through an emphasis on quality in its investment portfolio, which  at year-end are cash short-term investments and term deposits are held through three Canadian chartered banks and management believes the risk of loss to be remote.



Interest rate risk


Interest rate risk is the risk that future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk on its LIBOR- based long-term debt.



Market risk


Market risk is the risk the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk.


TSMUK LTD (REGISTERED NUMBER: 07386462)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2023



28.

ASSET RETIREMENT OBLIGATIONS



The Group accrued an estimated liability related to the mine rehabilitation and closure plan of the Project based on the total future remediation cost using a 2.81% (2.41% in 2022) discount rate (10 Year Zero Coupon Bond Yield) and a 2% inflation rate. The carrying value will be amortized over the expected mine life of 15 years.