,,[EntityName]’s Letterhead

Mr PtnrFullName

HLB Mann Judd (VIC) Partnership

Level 9,

550 Bourke Street

Melbourne VIC 3000

Via Email: [email]

Dear PtnrFirstName,

This representation letter is provided in connection with your audit of the consolidated financial report of EntityName and its controlled entities, for the year ended 31 December 2023, for the purpose of you expressing an opinion as to whether the financial report is, in all material respects, in accordance with:

1. the Corporations Act 2001, including:

    

   1. giving a true and fair view of the consolidated entity’s financial position as at 31 December 2023 and of its performance for the year ended on that date; and

    

   1. complying with Australian Accounting Standards and the Corporations Regulations 2001; and

    

2. other mandatory professional reporting requirements in Australia.

Remuneration Report

You also audited the Remuneration Report included in the Directors’ report for the year ended 31 December 2023 for compliance with Section 300A of the Corporations Act 2001 and other mandatory financial reporting requirements in Australia. We acknowledge our responsibility for the preparation of the remuneration report in accordance Section 300A of the Corporations Act 2001 and other mandatory financial reporting requirements in Australia.

We confirm that, to the best of our knowledge and belief, having made such inquiries as we considered necessary for the purpose of appropriately informing ourselves:

Financial Report

1. We have fulfilled our responsibilities, as set out in the terms of the audit engagement letter dated [insert date], for the preparation of the financial report in accordance with:

    

   1. the Corporations Act 2001, including:

    

   1. giving a true and fair view of the consolidated entity’s financial position as at 31 December 2023 and of its performance for the year ended on that date; and

       

   2. complying with Australian Accounting Standards and the Corporations Regulations 2001; and

    

   1. other mandatory professional reporting requirements in Australia,

    

   and confirm that the financial report gives a true and fair view in accordance therewith, and is free from material misstatement, including omissions.

    

2. The financial records of the consolidated entity have been kept so as to be sufficient to enable a financial report to be prepared and audited, and other records and registers required by the Corporations Act 2001 have been properly kept and are up-to-date.

    

3. We acknowledge our responsibility for the design, implementation and maintenance of internal control to prevent and detect fraud and error. We have designed, implemented and maintained adequate internal control to facilitate the preparation of a reliable financial report, and adequate financial records have been maintained.

    

4. All transactions have been recorded in the accounting records and are reflected in the financial report.

    

5. The following have been properly recorded and/or disclosed in the financial report, or there are no such items requiring recording or disclosure:

    

   1. Related party transactions and related amounts receivable or payable, including sales, purchases, loans, transfers, leasing arrangements and guarantees (written or oral);
   2. Share options, warrants, conversions or other requirements;
   3. Arrangements involving restrictions on cash balances, compensating balances and line-of-credit or similar arrangements;
   4. Agreements to repurchase assets previously sold;
   5. Material liabilities, contingent liabilities and assets including those arising under derivative financial instruments;
   6. Losses arising from the fulfilment of, or an inability to fulfil, any sale commitments or as a result of purchase commitments for inventory quantities in excess of normal requirements or at prices in excess of prevailing market prices.

    

6. We have no plans or intentions that may materially affect the carrying values, or classification, of assets and liabilities.

    

7. The [insert entity type] have / do not have satisfactory title to all assets, and there are no liens or encumbrances on such assets, nor has any asset been pledged as collateral. Allowances for depreciation have been adjusted for all important items of property, plant and equipment that have been abandoned or are otherwise unusable.

    

8. Significant assumptions used by us in making accounting estimates, including those measured at fair value, are reasonable. In particular:

    

   1. That the significant judgements made in making the accounting estimates have taken into account all relevant information of which management is aware.
   2. We consider that the measurement processes, including related assumptions and models, used by management in determining accounting estimates in the context of the applicable financial reporting framework are appropriate, and the measurement processes have been applied consistently.
   3. The assumptions appropriately reflect management’s intent and ability to carry out specific courses of action on behalf of the consolidated entity, where relevant to the accounting estimates and disclosures.
   4. Disclosures related to accounting estimates, including disclosures describing estimation uncertainty, are complete and are reasonable in the context of the applicable financial reporting framework.
   5. The appropriate specialist skills or expertise has been applied in making the accounting estimates.
   6. No subsequent event requires adjustment to the accounting estimates and disclosures included in the financial report.

    

   For junior miner:

    

   We have considered the requirements of Accounting Standard AASB 6 Exploration for and Evaluation of Mineral Resources, when assessing the impairment of exploration and evaluation expenditure carried forward in the financial report. Specifically, in respect of areas of interest for which expenditure has been carried forward at balance date:

    

   1. The period for which the Group has the right to explore in the specific area has not expired during the period, and if it is due to expire in the near future, is expected to be renewed;
   2. Substantive expenditure on further exploration for and evaluation of mineral resources in the specific area is budgeted or planned;
   3. Although exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources, the Group has not as yet decided to discontinue such activities in the specific area; and
   4. Insufficient data exist to indicate whether a development in the specific area is likely to proceed, and therefore it is unknown whether the carrying amount of the exploration and evaluation asset is likely to be recovered in full from successful development or by sale.

    

    

9. We have assessed at the end of the reporting period whether there is any indication that an asset may be impaired, having considered, as a minimum, the impairment indicators noted in AASB 136 Impairment of Assets. If any such indication exists, we have estimated the recoverable amount of the asset.

    

10. We have considered the requirements of AASB 136 Impairment of Assets when assessing the impairment of assets and in ensuring that no assets are stated in excess of their recoverable amount.

     

11. We have tested at balance date or during the period each:

     

    1. intangible asset with an indefinite useful life,
    2. intangible asset not yet available for use,
    3. intangible asset initially recognised during the current annual period, and
    4. goodwill acquired in a business combination

     

    for impairment by comparing its carrying amount with its recoverable amount.

     

12. We have assessed the recoverability of all receivables, and confirm that adequate provision for credit losses has been made for any receivables which may not be collected.

     

13. We have no plans to abandon lines of product or other plans or intentions that will result in any excess or obsolete inventory, and no inventory is stated at an amount in excess of net realisable value (change or remove if no inventory).

     

14. The consolidated entity has complied with all aspects of contractual agreements that would have a material effect on the financial report in the event of non-compliance.

     

15. There were no material commitments for construction or acquisition of property, plant and equipment or to acquire other non-current assets, such as investments or intangibles, other than those disclosed in the financial report.

     

16. There are no/We have disclosed to you all known actual or possible litigation and claims whose effects should be considered when preparing the financial report. All known actual or possible litigation and claims have been accounted for and disclosed in accordance with the applicable financial reporting framework.

     

17. Related party relationships and transactions have been appropriately accounted for and disclosed in accordance with the requirements of Australian Accounting Standards.

     

18. We acknowledge that the misstatements noted on the attached schedule of “Adjusting Entries”, identified during your audit and communicated to us, have been corrected, and included in the draft financial report.

     

19. We believe that the effects of the uncorrected financial report misstatements aggregated by you during the audit and communicated to us are immaterial, both individually and in the aggregate, to the financial report taken as a whole. Details of the uncorrected misstatements are attached schedule of “Uncorrected Misstatements”.

     

    OR

     

    You have not advised us of any financial report misstatements requiring correction, or uncorrected misstatements, that you detected during the audit.

     

20. We confirm that the material misstatement in the prior period financial report relating to ……………, identified before the completion of the current financial report, that affects the comparative information has been disclosed in the financial report as required by Australian Accounting Standards.

     

21. All events occurring subsequent to the date of the financial report and for which the applicable financial reporting framework requires adjustment or disclosure have been adjusted or disclosed.

     

22. If any matter which may materially affect the financial report arises during the period from the date of the auditor’s report to the date the financial report is issued, we will inform you.

     

     

     

    Information Provided

     

23. We have provided you with:
    1. Access to all information of which we are aware that is relevant to the preparation of the financial report, such as records, documentation and other matters;
    2. All financial records and related data and other information, explanations and assistance necessary for the conduct of the audit;
    3. Minutes of all meetings of shareholders, directors, and committees of directors.
    4. Additional information, explanations and assistance that you have requested from us for the purposes of the audit;
    5. Unrestricted access to persons within the consolidated entity from whom you determined it necessary to obtain audit evidence; and
    6. All information required by the Corporations Act 2001.

     

24. We have disclosed to you the results of our assessment of the risk that the financial report may be materially misstated as a result of fraud.

     

25. We have disclosed to you all information in relation to fraud or suspected fraud that we are aware of / There has been no fraud or suspected fraud that affects the consolidated entity and involves:
    1. Management;
    2. Employees who have significant roles in internal control; or
    3. Others where the fraud could have a material effect on the financial report.

     

26. There have been no/We have disclosed to you all information in relation to allegations of fraud, or suspected fraud, affecting the consolidated entity’s financial report communicated by employees, former employees, analysts, regulators or others.

     

27. We have disclosed to you all known / There have been no instances of non-compliance or suspected non-compliance with laws and regulations whose effects should be considered when preparing the financial report.

     

28. There have been no communications from regulatory agencies concerning non-compliance with, or deficiencies in, financial reporting practices that whose effects should be considered when preparing the financial report.

     

29. We have disclosed to you the identity of the entity’s related parties and all the related party relationships and transactions of which we are aware.

     

     

30. In respect of ‘Other Information’ included in the Annual Report:
    1. We have informed you of all the documents that we expect to issue that may comprise other information (financial and non-financial information, excluding the financial report and auditor’s report) in our annual report;
    2. If the other information has been provided prior to the auditor’s report date include The financial report and any other information obtained by you prior to the date of your auditor’s report is consistent with one another, and the other information does not contain any material misstatements.

                 If the other information will not be provided prior to the auditor’s report date include With regard to any other information that we have not provided to you prior to the date of the auditor’s report, we will provide you with this other information [by [date] /when available] so you can perform the procedures required by Australian Auditing Standards before its issue.

        

        

        

       Other Matters

31. We have assessed the ability of the consolidated entity to continue as a going concern for the foreseeable future, including at least, but not limited to, 12 months from the expected date of the auditor’s report and are satisfied that it will so continue.We have no knowledge of events or conditions and related business risks beyond the period of this assessment that may cast significant doubt on the consolidated entity’s ability to continue as a going concern.

     

     

32. With respect to publication of the audited financial report on our website, we acknowledge that:
    1. we are responsible for the electronic presentation of the audited financial report;
    2. we will ensure that the electronic version of the audited financial report and the auditor’s report on the website will be identical to the final signed hard copy version;
    3. we will clearly differentiate between audited and unaudited information in the construction of the entity’s website as we understand the risk of potential misrepresentation;
    4. we have assessed the controls over the security and integrity of the data on the website and confirm that adequate procedures are in place to ensure the integrity of the information published;
    5. we will not present the auditor’s report on the full financial report with extracts only of the full financial report; and
    6. where applicable, we have complied with the requirements of the Corporations Act 2001 with respect to the electronic presentation of the audited financial report.

        

33. There have been no non-audit services performed by HLB Mann Judd.

OR

In relation to non-audit services performed by HLB Mann Judd, we have:

1. made all management decisions and performed all management functions;
2. designated a competent employee to oversee the services;
3. evaluated the adequacy and results of the services performed; and
4. accepted responsibility for the results of the services.

We understand that your examination was made in accordance with Australian Auditing Standards and was, therefore, designed primarily for the purpose of expressing an opinion on the financial report taken as a whole, and that your tests of the financial records and other auditing procedures were limited to those which you considered necessary for that purpose.

Yours faithfully

Name                                                                                       Name

Position                                                                                    Position

Date                                                                                                Date

Appendix 1: Adjusting Entries and Uncorrected Misstatements

Adjusting Entries

[INSERT TABLE FROM CLOSING REPORT]

Uncorrected Entries

[INSERT TABLE FROM CLOSING REPORT]