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CADOUX LIMITED Annual Report 2016

Sep 28, 2016

64620_rns_2016-09-28_ba692b55-8578-4d72-a5ce-1f3547751b92.pdf

Annual Report

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FYI RESOURCES LIMITED

ABN 85 061 289 218

ANNUAL REPORT 2016

Corporate Information

Directors : Edmund Babington Adrian Jessup David Sargeant Managing Director : Roland Hill Company Secretary : Phillip MacLeod Registered Office : Registered Office and Principal Place of Business 53 Canning Highway Victoria Park WA 6100 Telephone: (08) 9361 3100 Facsimile: (08) 9361 3184 Website: www.fyiresources.com.au Auditor : HLB Mann Judd Level 4 130 Stirling Street Perth WA 6000 Share Registry : Security Transfer Registrars Pty Ltd 770 Canning Highway Applecross WA 6153 Telephone: (08) 9315 2333 Facsimile: (08) 9315 2233 Australian Securities Exchange : Home Branch: Perth Code: FYI ABN : 85 061 289 218

1

Review of Operations

INTRODUCTION

FYI Resources is potash explorer with the corporate objective of developing a significant potash presence in southeast Asia.

Thailand and Laos are considered to be highly prospective for potash. The northeast of Thailand and central west of Laos was identified as a region of significance due to the discovery of widespread intersections of potash minerals and basin salts during oil and gas exploration activity in the 1970’s. Very little potash exploration has been undertaken since then.

FYI believes there is a great opportunity in the exploration and development of potash in the region. FYI has devised a strategy that is structured towards the identification, exploration and development of selected project areas that are considered prospective for high grade, large tonnage potash deposits in Laos and Thailand.

Thailand and Laos are also well positioned and in close proximity to the large southeast Asian, Chinese and Indian markets. This could provide a substantial geographical advantage over current suppliers to the region.

PROJECTS

The Company made substantial progress with its potash strategy during the 2016 financial year. FYI has established a number of key relationships with parties with whom we are advancing strategic potash joint ventures.

We are encouraged by the progress we are making and remain dedicated to our stated potash strategy.

We are also pleased to be committed to, and operating under, our publically communicated high ethical, social and environmental standards in our host communities in Laos and Thailand during field operations and drilling programs.

Laos Operations

FYI has continued its potash strategy by focusing on near term production opportunities. This has included the submission of a number of concession applications and advanced joint venture discussions with a several parties regarding possible development and production options for established potash projects.

FYI is conducting several due diligence reviews on a number of projects including data base assessments, legal and financial reviews, field inspections, confirmation drilling, down-hole geophysics and laboratory analysis.

The joint venture reviews and discussions are continuing and FYI is confident that it will partner with a group with a quality asset in developing a world class project.

Thailand Operations

FYI has identified and made applications for two project areas in Thailand. They cover 6 Special Prospecting Licences (SPL’s) under the name of West Mekong Minerals project (WMM) and a further 6 SPL’s under the East Siam Minerals project (ESM).

Both projects are under application and waiting on the final approval by the Department of Mineral Resources of the Thai government.

The applications areas were selected on the basis of geological merit and other defined operating and logistical criteria. Whilst not currently our core focus, they provide FYI with excellent exploration targets once granted.

BACKGROUND

Background to Potash Strategy

The United Nations estimates that the global population will reach 9 billion by 2050 with over 60% living in Asia. As the region’s population and economic markets grow, so too will the demand for agricultural intensive foods and feedstocks required for biofuels. This, along with the expected decline of available arable land, means farmland needs to be more productive and to deliver higher-quality yields.

The Food and Agriculture Organization of the United Nations (FAO) states that crop production must rise 70% in order to feed the estimated global population in 2050. As one of the three essential nutrients in fertilizer, potassium or potash (KCl) increases crop yields by strengthening plant roots, improving water retention as well as increasing resistance to disease and drought. Potash also improves the taste, colour and texture of food.

2

Asia’s potash consumption accounts for approximately 43% of global demand and with very little domestic supply, the region is heavily dependent on imports. Asia’s demand for potash has grown 3% annually over the past decade and this trend is expected to continue.

About Potash

Potash or Potassium Chloride (KCl) is a naturally occurring clear to pink in colour, salty mineral that cannot be manufactured synthetically. The term "potash" or carbonate of potash refers to a group of potassium (K) bearing minerals and chemicals used for fertilizer in agriculture. Potash is in fact a mixture of potassium salt with impure form of potassium carbonate (K2CO3). It is the common term used for the fertilizer forms of the element potassium and is a dominant force in the world potash market.

Potash bearing rock deposits occur in many regions of the world. They are derived from the minerals in ancient seas that dried up millions of years ago. Fertilizer potash is mostly derived from these potash rocks.

3

Directors' Report

Your Directors submit their report for the year ended 30 June 2016.

DIRECTORS

The names and details of the Directors of the Company in office during the financial year and until the date of this report are listed below. Directors were in office for this entire period unless otherwise stated.

Mr Edmund Babington (Non-Executive Chairman)

Mr Babington is a Director of WA commercial law firm, Lyons Babington, and is a member of the Franchise Council of Australia, the resources and energy law association, AMPLA Ltd and is a WA Board member of the Australian Institute of Business Brokers. He is a specialist in franchising, mining and resources, and corporations law in particular relating to capital raisings, stock exchange requirements, corporate governance and compliance.

Mr Babington has not acted as a Director of any other listed company in the last three years.

Mr David Sargeant (Non-Executive)

Mr Sargeant holds a Bachelor of Science degree in economic geology from the University of Sydney and has more than 40 years experience as a geologist, consultant and Company director. As such, he has been involved in numerous mineral exploration, ore deposit evaluation and mining development projects and is a member of AusIMM and the Geological Society of Australia.

During his career, Mr Sargeant has held a range of senior positions, including that of senior geologist with Newmont Pty Ltd and senior supervisory geologist with Esso Australia Ltd at the time of the Harbour Lights Gold Mine discovery and development. Further, Mr Sargeant was the first chief geologist at Telfer Gold Mine during exploration, development and production at that project. In addition, he was exploration manager for the Adelaide Petroleum NL group of companies, manager of resources development for Sabminco NL and a technical director of Western Reefs Limited during the period in which that Company became a successful producer at the Dalgaranga Gold Project.

Mr Sargeant successfully managed an exploration and geological consulting business for 18 years, which included the formation and management of platinum and copper-gold companies in Botswana until they were taken over during the 2005 to 2007 period by United Kingdom listed public companies. He was the principal promoter in forming Empire Resources Limited and remains Managing Director.

Mr Sargeant has been a director of the following listed Company during the past three years.

Company Position Appointed
Empire Resources Ltd Managing Director 13/04/2000

Mr Adrian Jessup (Non-Executive)

Mr Jessup also holds a Bachelor of Science degree (with honours) in economic geology from the University of Sydney and has more than 40 years continuous experience as a geologist, Company director and consultant involved in mineral exploration, ore deposit evaluation and mining. He is a member of AusIMM, the Geological Society of Australia and the Australian Institute of Geoscientists.

For the last 15 years, Mr Jessup has operated a geological consulting company. During that time, he was a founding director of publicly listed companies Empire Resources Limited and Sylvania Resources Limited. He remains an executive director of Empire Resources Ltd. He was also a director of two mineral exploration companies based in southern Africa that were subsequently acquired by United Kingdom listed public companies. Prior to commencing consulting, Mr Jessup was managing director of Giralia Resources NL for eight years, from the Company's inception in 1987. Previously, he had worked for AMAX Exploration Inc., as a senior geologist and as regional manager in charge of that Company's mineral exploration in Western Australia.

Mr Jessup has been a director of the following listed Company during the past three years.

Company Position Appointed
Empire Resources Ltd Executive Director 15/08/2003

Mr Roland Hill (Managing Director)

Mr Hill holds a Bachelor of Science and Bachelor of Commerce from Curtin University. Mr Hill was appointed to the position of chief executive officer on 4 February 2011 and to the position of Managing Director on 1 July 2014. Mr Hill has extensive resource industry and investment, finance and funds management experience. He has been directly associated with the mining and exploration sector for over 18 years. Mr Hill has not acted as a director of any other listed company within the past three years.

4

Directors' Report

INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY

As at the date of this report the interests of the directors in the shares and options of the Company were:-

Director Direct Interest Indirect Interest
Ordinary Shares
Direct Interest Indirect Interest
Ordinary Shares
Direct Interest Indirect Interest
Options
Direct Interest Indirect Interest
Options
Edmund Babington 428,571 829,807
-

-
David Sargeant - 875,000
-

-
Adrian Jessup 150,000 725,000
-

-
Roland Hill 4,617,074 3,470,672
-

-

COMPANY SECRETARY

Mr Phillip MacLeod, B.Bus, ASA, MAICD, was appointed to the position of Company Secretary on 19 May 2008. Mr MacLeod has over 20 years commercial experience and has held the position of Company Secretary with listed public companies since 1995.

CORPORATE INFORMATION

FYI Resources Limited is a Company limited by shares incorporated and domiciled in Australia.

PRINCIPAL ACTIVITY

During the period the principal activities of the Company consisted of mineral exploration and the evaluation of potash projects in southeast Asia.

RESULTS OF OPERATIONS

The loss after income tax for the financial year was $749,397 (2015: $1,814,322).

DIVIDENDS

No dividend was paid during the financial year and the Directors do not recommend payment of a dividend.

REVIEW OF OPERATIONS

Detailed comments on operations are included separately in this annual report under the Review of Operations.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There were no significant changes in the state of affairs of the Company that occurred during the financial year.

SIGNIFICANT EVENTS AFTER THE BALANCE DATE

No matter or circumstance has arisen, since the end of the financial year, which significantly affected, or may significantly affect, the operations of the Company, the results of those operations, or the state of affairs of the Company in subsequent financial years.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS

Disclosure of likely developments in the operations of the Company and the expected results of those operations in future financial years, and any further information, has not been included in the report because, in the reasonable opinion of the Directors to do so would be likely to prejudice the business activities of the Company

ENVIRONMENTAL REGULATION

The Group is not subject to any significant environmental legislation.

DIRECTORS’ MEETINGS

The number of meetings of directors (including meetings of committees of directors) held during the year and the numbers of meetings attended by each director were as follows:

5

Directors' Report

Director A
B
Directors’ Meetings
A
B
Directors’ Meetings
Edmund Babington 7 7
David Sargeant 7 7
Adrian Jessup 7 5
Roland Hill 7 7

A - Meetings eligible to attend

B - Meetings attended

INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS

Indemnification:

The Company has agreed to indemnify all the directors and the Company Secretary who have held office in the Company during this financial year, against all liabilities to another person (other than the Company or its related body corporate) that may arise from their position as a director or officer of the Company, except where the liability arises out of conduct involving a lack of good faith. The agreement stipulates that the Company will meet the full amount of any such liabilities, including costs and expenses.

Insurance Premiums:

During the financial year the Company has paid insurance premiums of $14,112 (2015: $13,962) in respect of directors and officers liability and legal expenses insurance contracts, for current and former directors and officers, including executive officers of the Company. The insurance premiums relate to:

  • Costs and expenses incurred by the relevant officers in defending proceedings, whether civil or criminal and whatever their outcome; and

  • Other liabilities that may arise from their position, with the exception of conduct involving the wilful breach of duty or improper use of information or position to gain a personal advantage.

REMUNERATION REPORT (Audited)

This Remuneration Report consists of the following sections:

  • A. Principles of Remuneration

  • B. Details of Remuneration

  • C. Equity holdings

A. Principles of Remuneration

This Remuneration Report outlines the director and executive remuneration arrangements of the Company in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report Key Management Personnel (KMP) of the Company are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company and includes the executives in the Company receiving the highest remunerations.

For the purposes of this report, the term “executive” encompasses the Directors and Managing Director of the company.

Details of Key Management Personnel for the year ended 30 June 2016

Directors

Name Position E Babington Chairman (Non-Executive) D Sargeant Director (Non-Executive) A Jessup Director (Non-Executive) R Hill Managing Director

Remuneration Philosophy

This section details the remuneration arrangements in place for the executives and directors of FYI Resources Limited.

The broad remuneration philosophy is to ensure that remuneration properly reflects the relevant person's duties and responsibilities, and that the remuneration is competitive in attracting, retaining and motivating people of the highest quality. The Board believes that the best way to achieve this objective is to provide any executive directors and executives with a remuneration package consisting of components that reflect the person’s responsibilities, duties, personal and corporate performance

6

Directors' Report

REMUNERATION REPORT (Cont.)

At this time no part of an executive’s remuneration package is directly dependent on Company performance. This may be reviewed as the activities of the Company increase with the existing product or the acquisition of a new business.

To this end FYI Resources follows the following principles;

  • Provide competitive rewards.

  • That a part of the senior executive’s remuneration may be “at risk” and is linked to pre-determined achievements.

  • That any variable part of executive remuneration has appropriate and demanding performance hurdles attached.

Remuneration Committee

FYI Resources does not have a remuneration committee. The remuneration of non-executive directors is determined by the Board as a whole having regard to industry standards of similar sized entities and the financial resources of the Company.

Each director receives a fee for being a director of the Company, with additional fees considered in recognition of specific duties carried out by each director. Fees paid to Non-Executive Directors are reviewed periodically.

Non-Executive Director Remuneration

The Board seeks to set aggregate remuneration at a level that provides the Company with an ability to attract and retain directors of suitable calibre, whilst incurring a cost that is acceptable to the shareholders.

The constitution and the ASX listing rules specify that the aggregate remuneration of Non-Executive directors shall be determined from time to time by general meeting of shareholders.

The aggregate amount payable to the Company’s non-executive directors must not exceed the maximum annual amount approved by the Company’s shareholders. An aggregate amount of $300,000 was approved by shareholders at the Annual General Meeting held in November 2008.

The remuneration of non-executive directors for the period ending 30 June 2016 and 30 June 2015 is detailed in Section B.

Details of Remuneration.

Senior Manager and Executive Director Remuneration

The Company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the Company and so as to:

  • reward executives for Company, business unit and individual performance against targets set by reference to appropriate benchmarks;

  • align the interests of executives with those of shareholders;

  • link rewards with the strategic goals and performance of the Company; and

  • ensure total remuneration is competitive by market standards.

Remuneration packaging contains the following key elements;

  • Fixed remuneration - fixed components of salaries, fee and non-monetary benefits.

  • Variable remuneration - share options.

  • Post employment benefits – superannuation.

The Chairman, subject to Board approval, generally sets remuneration of any executive directors and the Chief Executive Officer.

Fixed Remuneration

The level of fixed remuneration for executives is set so as to provide a base level of remuneration which is both appropriate to the position and competitive in the market. Fixed remuneration is reviewed annually.

Variable Remuneration

Short term incentives (STI) may be linked to achievement of the Company’s operational targets if the relevant executives achieve the target. STI is not linked to the Company’s prevailing share price or results as the Company is not at a profitable stage of operations.

The Directors, subject to shareholder approval, and executives are eligible to participate in the Company’s share option plan whereby options may be granted at an exercise price above the prevailing share price. This premium in conversion price, coupled with an appropriate vesting period, provides a long term incentive (LTI) whereby directors and executives will benefit

7

Directors' Report

REMUNERATION REPORT (Cont.)

only if there is a substantial improvement in the Company’s share price. The number of options granted to each director and executive is determined by the Board based on the Company’s and the eligible participant’s performance. The grant of options is not linked to the Company’s financial results, as the Company is not at a profitable stage of operations.

The Company does not have a policy for Directors to hedge their equity positions.

Employment contracts

In February 2011, the Company entered into a management services agreement with Capstone Capital Pty Ltd (a Company associated with Mr Roland Hill) (“Capstone”) for the term of 36 months, for the provision of services by Mr Hill, acting in the capacity of FYI’s Chief Executive Officer, overseeing the day to day administration and management of the business. The monthly fee payable to Capstone is $15,000 plus GST in arrears. The termination payment is 50% of the number of months remaining under the term of the Agreement multiplied by the monthly fee payable.

B. Details of remuneration

The remuneration for each director and each of the executive officers of the Company receiving remuneration during the year was as follows:

2016
Specified Directors
Consulting
Salary
Fees
$
$
$
Short Term
Directors
Fees
Post
Employment
Super
$
Share
Based
Payment
Options
$
Total
$
%
performance
based
E Babington (Non-Executive)
D Sargeant (Non-Executive)
A Jessup (Non-Executive)
R Hill (Managing Director)
-
-
30,000
-
-
24,500
-
-
24,500
-
-
180,000

-

-

-
-
-
-
-
-
30,000
0%
24,500
0%
24,500
0%
180,000
0%
-
-
259,000
- - 259,000
0%
2015
Specified Directors
Consulting
Salary
Fees
$
$
$
Short Term
Directors
Fees
Post
Employment
Super
$
Share
Based
Payment
Options
$
Total
$
%
performance
based
E Babington (Non-Executive)
D Sargeant (Non-Executive)
A Jessup (Non-Executive)
R Hill (Managing Director)
-
-
30,000
-
-
24,500
-
-
24,500
-
-
110,000
-
-
-
-
3,569
3,568
3,568
5,353
33,569
0%
28,068
0%
28,068
0%
115,353
0%
-
-
189,000
- 16,058 205,058
0%

8

Directors' Report

REMUNERATION REPORT (Cont.)

C. Equity Holdings

Directors and other Key Management Personnel

Options granted, exercised or lapsed during the year by directors and executives:

Name No. of
options
held at 30
June 2015
Number of
options
lapsed
Number of
options
granted

No. of
options
held at 30
June 2016
Value of
options
lapsed at
the date of
lapse
E Babington 500,000 - - 500,000 $0
DSargeant 500,000 - - 500,000 $0
AJessup 500,000 - - 500,000 $0
R Hill 750,000 - - 750,000 $0

No options granted as part of remuneration were exercised during the year ended 30 June 2016 or in the period to date.

There is no performance criteria linked to KMP options. The option holders must remain employed with the Company until vesting date to be entitled to the options.

The option holders do not have any right, by virtue of the option to participate in any share issue of the Company or any related body corporate.

Option Holdings of Directors

2016 Balance at
beginning of
period 1 Jul
2015


Granted as
Remuneration
Options
Exercised
Net Change
Other #
Balance at
end of
period 30
Jun 2016
Total
Exercisable
Not
Exercisable
Vested at 30 June 2016
Total
Exercisable
Not
Exercisable
Vested at 30 June 2016
Total
Exercisable
Not
Exercisable
Vested at 30 June 2016
Directors
E Babington 500,000
500,000
500,000
750,000

-

-

-

-

-

-

-

-



500,000
500,000
500,000
750,000

500,000

500,000

500,000

750,000

500,000

500,000

500,000

750,000

-

-

-

-
DSargeant
AJessup
R Hill
Total 2,250,000
-

-

-

2,250,000
2,250,000
2,250,000

-

Share Holdings of Directors

2016 Balance at
beginning of
period 1 July
2015


Issued as
Remuneration
Net Change
Other
Balance at
end of
period 30
Jun 2016
Directors 829,807
350,000
350,000
4,070,672

428,571

525,000

525,000

3,571,429

-

-

-

445,645

1,258,378

875,000

875,000

8,087,746
E Babington
DSargeant
AJessup
R Hill
Total 5,600,479
5,050,000

445,645
11,096,124

9

Directors' Report

REMUNERATION REPORT (Cont.)

D. Transactions with Directors

Consolidated 2016 2015 $ $ Other transactions with Directors The Director, Mr Babington was a partner of Lyons Babington (2015 - Cullen Babington Macleod and Cullen Babington Hughes) which has provided legal services to the company on normal commercial terms. This excludes fees included as remuneration noted under section B of the Directors report - 5,787 - 5,787

Refer to Note 18 for amounts owing to directors at balance date.

AUDITORS INDEPENDENCE AND NON-AUDIT SERVICES

Section 307C of the Corporations Act 2001 requires our auditors, HLB Mann Judd, to provide the directors of the Company with an Independence Declaration in relation to the audit of the annual report. This Independence Declaration is set out on page 12 and forms part of this directors’ report for the year ended 30 June 2016.

CORPORATE GOVERNANCE

In recognising the need for the highest standards of corporate behaviour and accountability, the directors of FYI Resources Ltd support the principles of corporate governance. The Company's corporate governance statement can be found on the Company’s website at www.fyiresources.com.au .

Signed at Perth this 29[th] day of September 2016

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Roland Hill Managing Director

10

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AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the audit of the consolidated financial report of FYI Resources Limited for the year ended 30 June 2016, I declare that to the best of my knowledge and belief, there have been no contraventions of:

  • a) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  • b) any applicable code of professional conduct in relation to the audit.

Perth, Western Australia 29 September 2016

D I Buckley Partner

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: [email protected]. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

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HLB Mann Judd (WA Partnership) is a member of

International, a worldwide organisation of accounting firms and business advisers.

11

Directors' Declaration

  1. In the opinion of the directors of FYI Resources Limited (“the Company”):

  2. a) the financial statements, notes and the remuneration disclosures (contained in sections A to C of the remuneration report in the Directors’ report), are in accordance with the Corporations Act 2001 , including:

    • (i) giving a true and fair view of the financial position of the Company as at 30 June 2016 and of its performance, as represented by the results of its operations and its cash flows, for the year ended on that date; and

    • (ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001;

  3. b) the financial report also complies with International Financial Reporting Standards as disclosed in note 1(c);

  4. c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

  5. The directors have been given the declarations pursuant to Section 295A of the Corporation Act 2001 for the financial year ended 30 June 2016.

Dated this 29[th] day of September 2016.

Signed in accordance with a resolution of the directors:

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Roland Hill Managing Director

12

Statement of Comprehensive Income

For The Year Ended 30 June 2016

Note Consolidated Consolidated
2016
$
2015
$
Continuing Operations
Gain on revaluation of investment property
-
250,000
Other income 2(a) 8,944
5,242
Exploration expense
Depreciation expense
ASX fees
Share based payments
Accounting and audit fees
(336,304)
(232,985)
-
(188)
(16,866)
(14,637)
-
(16,058)
(71,610)
(68,500)
Other administration expenses 2(b) (57,332)
(12,229)
Directors Fees
Share registry expenses
Rent
Legal expenses
Impairment of exploration and evaluation
expenditure
Loss before income tax expense
(262,118)
(189,000)
(6,381)
(7,007)
(7,730)
(18,047)
-
(1,109)
-
(1,509,804)
(749,397)
(1,814,322)
Income tax benefit / (expense) 3 -
-
Net loss for the year
Other comprehensive income, net of tax
(749,397)
(1,814,322)
Items that may be reclassified to profit or
loss
Exchange differences from translation of
foreign operations
2,663
7,443
Other comprehensive income
Total comprehensive loss
Loss for the period is attributable to:
2,663
7,443
(746,734)
(1,806,879)
Owners of FYI Resources Ltd (698,523)
(1,761,070)
(50,874)
(53,252)
Non-controlling interests
Total comprehensive loss for the period
is attributable to:
Owners of FYI Resources Ltd
(749,397)
(1,814,322)
(695,860)
(1,753,627)
Non-controlling interests (50,874)
(53,252)
(746,734)
(1,806,879)
Basic and diluted loss per share (cents
per share)
21 (0.89)
(2.58)

The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

13

Statement of Financial Position As At 30 June 2016

Note Consolidated Consolidated
2016
$
2015
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Assets held for sale
Total Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
19(a)
4
6
8
10
11
873,357
25,709
111,611
108,798
-
1,000,000
984,968
1,134,507
984,968
1,134,507
540,458
584,155
540,458
584,155
540,458
584,155
444,510
550,352
29,141,935
28,501,043
1,342,268
1,760,834
(29,913,800)
(29,636,506)
Equity attributable to owners of the parent
Non-controlling interests
570,403
625,371
(125,893)
(75,019)
TOTAL EQUITY
444,510
550,352

The above Statement of Financial Position should be read in conjunction with the accompanying notes.

14

Statement of Changes in Equity

For the year Ended 30 June 2016

Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated
Issued
Capital
Accumulated
Losses
Share
Based
Payments
Reserve
Option
Premium
Reserve
Asset
Revaluation
Reserve

Foreign
Currency
Translation
Reserve

Non-
controlling
interests
Total
$ $ $ $ $ $ $ $
Balance at 1 July 2014
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Equity transactions:
Shares issued net of transactions costs
Share based payments
Balance at 30 June 2015
Balance at 1 July 2015
Loss for the period
Other comprehensive income
Total comprehensive loss for the period
Equity transactions:
Shares issued net of transactions costs
Transfer
of
revaluation
surplus
on
disposal of the investment property
Balance at 30 June 2016
28,226,459
(27,875,436)
481,427
834,677
421,229
-
(21,767)
2,066,589
-
(1,761,070)
-
-
-
-
(53,252) (1,814,322)
-
-
-
-
-
7,443
-
7,443
-
(1,761,070)
-
-
-
7,443
(53,252) (1,806,879)
274,584
-
-
-
-
-
-
274,584
-
-
16,058
-
-
-
-
16,058
28,501,043
(29,636,506)
497,485
834,677
421,229
7,443
(75,019)
550,352
28,501,043
(29,636,506)
497,485
834,677
421,229
7,443
(75,019)
550,352
-
(698,523)
-
-
-
-
(50,874)
(749,397)
-
-
-
-
-
2,663
-
2,663
-
(698,523)
-
-
-
2,663
(50,874)
(746,734)
640,892
-
-
-
-
-
-
640,892
-
421,229
-
-
(421,229)
-
-
-
29,141,935
(29,913,800)
497,485
834,677
-
10,106
(125,893)
444,510

The above statement of changes in equity should be read in conjunction with the accompanying notes.

15

Statement of Cash Flows

For The Year Ended 30 June 2016

Note Consolidated Consolidated
2016
$
2015
$
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Payments for exploration and evaluation
Interest received
-
3,400
(277,608)
(66,576)
(347,830)
(227,281)
8,944
1,831
Net cash outflow from operating
activities
19(b) (616,494)
(288,626)
Cash flows from investing activities
Proceeds from sale of assets
Net cash inflow from investing activities
Cash flows from financing activities
Proceeds from issue of shares
Share issue costs
Net cash inflow from financing activities
Net Increase in cash held
Cash at the beginning of the financial year
Cash at the end of the period
19(a) 1,000,000
-
1,000,000
-
500,000
245,000
(35,858)
(64,660)
464,142
180,340
847,648
(108,286)
25,709
133,995
873,357
25,709

The above statement of cash flows should be read in conjunction with the accompanying notes.

16

Notes to the Financial Statements For the Year ended 30 June 2016

CORPORATE INFORMATION

The financial report of FYI Resources Limited (“the Company”) for the year ended 30 June 2016 was authorised for issue in accordance with a resolution of the directors on 29 September 2016. FYI Resources Limited is a Company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange. The nature of the operations and principal activities of the Company during the financial year are mineral exploration and evaluation of potash projects in southeast Asia.

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a) Basis of Preparation

This financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards (including Australian Interpretations). The financial report of FYI Resources Limited complies with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board.

The financial report has also been prepared on a historical cost basis, except for land and improvements and available for sale financial assets, which have been measured at fair value.

The financial report is presented in Australian dollars, which is the Company’s functional and presentation currency.

For the purposes of preparing the consolidated financial statements, the Company is a for-profit entity.

b) Adoption of New and Revised Accounting Standards

In the year ended 30 June 2016, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for the current annual reporting period.

It has been determined by the Directors that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Company and, therefore, no change is necessary to Company accounting policies.

The Directors have also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the year ended 30 June 2016. As a result of this review the Directors have determined that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Company and, therefore, no change necessary to Company accounting policies.

c) Statement of compliance

The financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS).

d) Going Concern

As disclosed in the Statement of Comprehensive Income, the Company recorded operating losses of $749,397 (2015: $1,814,322) and as disclosed in the Statement of Cash Flows, the Company recorded cash outflows from operating activities of $616,494 (2015: $288,626), cash inflows from investing activities of $1,000,000 (2015: $Nil) and cash inflows from financing activities of $464,142 (2015: $180,340). After consideration of these financial conditions, the Directors have assessed the following matters in relation to the adoption of the going concern basis of accounting by the Company:

  • The Company has the ability to complete capital raisings on a timely basis, pursuant to the Corporations Act 2001, as is budgeted to occur in the twelve month period from the date of this financial report.

  • The Company has a working capital surplus of $444,510 (2015: $550,352) at balance date and expenditure commitments for the next 12 months of $Nil (2015: $Nil), as disclosed in Note 14 (i), and retains the ability to scale down its operations to conserve cash, in the event that the proposed capital raisings are delayed or partial. Included in current trade and other payables there is $336,450 (2015: $382,379) owing to key management personnel for consulting fees. They have agreed to receive payment once the company has secured suitable funding; and

  • The Company has the ability, if required, to undertake mergers, acquisitions or restructuring activity or to wholly or in part, dispose of interests in mineral exploration and development assets.

Due to the above matters, the Directors believe that it is reasonably foreseeable that the company will continue as a going concern and that it is appropriate that this basis of accounting be adopted in the preparation of the financial statements. The directors also anticipate that a further equity raising will be required and will be completed in 2016. Should this equity raising not

17

Notes to the Financial Statements For the Year ended 30 June 2016

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONTINUED

be completed, there is a material uncertainty that may cast significant doubt as to whether the Company will be able to realise its assets and extinguish its liabilities in the normal course of business.

e) Significant Accounting Judgements, Estimates and Assumptions

The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the period in which the estimate is revised if it affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

Share-based payment transactions

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an external valuer using a Black and Scholes model, using the assumptions detailed in Note 16.

f) Income Tax

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities based on the current period’s taxable income. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance date.

Deferred income tax is provided on all temporary differences at the balance date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:

  • when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or

  • when the taxable temporary difference is associated with investments in subsidiaries, associates or interest in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except:

  • when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or

  • when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

18

Notes to the Financial Statements For the Year ended 30 June 2016

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONTINUED

g) Goods and Services Tax (GST)

Revenue, expenses and assets are recognised net of the amount of GST except:

  • where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

  • receivables and payables are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position.

Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

h) Revenue

Revenue is recognised to the extent that it is probable that the economic benefit will flow to the Company and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:

Interest income is recognised as it accrues in profit or loss, using the effective interest method.

i) Plant and Equipment

Plant and equipment is stated at cost less accumulated depreciation and any impairment in value.

Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Estimated useful life Plant and equipment 4 – 5 years

Impairment

The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cashgenerating unit to which the asset belongs.

If any such indication exists and where the carrying values exceed the estimated recoverable amounts, the assets or cashgenerating units are written down to their recoverable amount.

The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

j) Investment Property

Investment Property is measured at fair value based on periodic valuations by external independent valuers.

Revaluations

Following initial recognition at cost, land and improvements are carried at a revalued amount which is the fair value at the date of the revaluation less any accumulated impairment losses.

Fair value is determined by reference to market-based evidence, which is the amount for which the assets could be exchanged between a knowledgeable willing buyer and a knowledgeable willing seller in an arm’s length transaction as at the valuation date.

A gain or loss arising from a change in the fair value of investment property shall be recognised in profit or loss for the period in which it arises.

19

Notes to the Financial Statements For the Year ended 30 June 2016

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONTINUED

k) Exploration and Evaluation Expenditure

Exploration and evaluation costs, excluding the costs of acquiring licences, are expensed as incurred. Acquisition costs will be assessed on a case by case basis and, if appropriate, they will be capitalised. These acquisition costs are only carried forward only if the rights to tenure of the area of interest are current and either:

  • They are expected to be recouped through successful development and exploitation of the area of interest or alternatively, by its sale; or

  • The activities in the area of interest at the reporting date have not reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing

Accumulated acquisition costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

The carrying values of acquisition costs are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

l) Trade and other receivables

Trade receivables, which generally have 30-90 day terms, are carried at amortised cost using the effective interest method less impairment losses.

m) Share-based Payments

Share-based compensation benefits are provided to directors and executives.

The fair value of options granted to directors and executives is recognised as an employee benefit expense with a corresponding increase in equity over the vesting period. The fair value is measured at grant date and recognised over the period during which the directors and/or executives becomes unconditionally entitled to the options.

The fair value at grant date is independently determined using an option pricing model that takes into account the exercise price, the term of the option, the vesting and performance criteria, the impact of dilution, the non-tradeable nature of the option, the share price at grant date and expected price volatility of the underlying share, the expected divided yield and the risk-free interest rate for the term of the option.

n) Cash and Cash Equivalents

Cash and cash equivalents in the statement of financial position includes cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less. For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

o) Loss per Share

Basic loss per share is calculated as net result attributable to the Company, adjusted to exclude costs of servicing equity (other than dividends), divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Diluted loss per share is calculated as net result attributable to members, adjusted for:

  • costs of servicing equity (other than dividends);

  • the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and

  • other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

p) Trade and Other Payables

Trade payables and other payables are carried at amortised cost. They represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months.

20

Notes to the Financial Statements For the Year ended 30 June 2016

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONTINUED

q) Impairment of Assets

At each balance date, the Company assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists, the Company makes a formal estimate of recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount.

Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less costs to sell and it does not generate cash inflows that are largely independent of those from other assets or group of assets, in which case, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses relating to continuing operations are recognised in the statement of comprehensive income.

An assessment is also made at each balance date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in profit or loss.

r) Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not recognised for future operating losses.

When the Company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of comprehensive income net of any reimbursement.

Provisions are measured at the present value or management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability.

When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

s) Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors of FYI Resources Ltd.

t) Issued Capital

Ordinary shares are classified as equity. Incremental costs directory attributably to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

2. REVENUE & EXPENSES

2.
REVENUE & EXPENSES
Consolidated
2016
$
2015
$
(a) Revenue
Interest received
Other income
8,944
1,831
-
3,411
8,944
5,242
Gain on revaluation of investment property
-
250,000

21

Notes to the Financial Statements For the Year ended 30 June 2016

2. REVENUE AND EXPENSES CONTINUED

Consolidated Consolidated
2016
$
2015
$

==> picture [215 x 42] intentionally omitted <==

(b) Other Administration Expenses

Corporate Administration costs

Bad & doubtful debts
Insurance
Other administration expenses / (recovered)
23
-
14,176
14,112
43,133
(1,883)
57,332
12,229

3. INCOME TAXES

The prima facie income tax benefit on pre-tax accounting loss from operations reconciles to the income tax expense in the financial statements as follows:

Consolidated Consolidated
2016
$
2015
$
Accounting loss before tax
Income tax benefit at 30% (2015: 30%)
(749,397)
(1,814,322)
224,819
544,297
(6,468)
(839)
-
(4,817)
(211,938)
-
1,445
(35,059)
8,020
11,246
-
75,000
-
(452,941)
(15,878)
(136,887)
Tax effect of:
Non-deductible expenses
Share based payment
Capital gain on disposal of assets
Deductible temporary differences (net)
Captial raising costs
Gain on investment property
Impairment
of
exploration
and
evaluation
expenditure
Deferred tax asset not recognised
Income tax benefit / (expense) attributable to loss
from ordinary activities before tax
-
-
Unrecognised deferred tax balances Consolidated
2016
$
2015
$
Tax losses carried forward
Potential Income tax benefit at 30% (2015: 30%)
7,423,028
7,647,372
2,226,908
2,294,212

These deferred tax assets will only be obtained if:

(i) Future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised; (ii) The conditions for deductibility imposed by tax legislation continue to be complied with; and (iii) No changes in tax legislation adversely affect the Company in realising the benefit.

22

Notes to the Financial Statements For the Year ended 30 June 2016

4. TRADE AND OTHER RECEIVABLES

Consolidated Consolidated
2016
$
2015
$
Current
Prepaid expenses
Trade receivables
Allowance for impairment
Other receivables
52,263
53,343
8,116
8,116
(8,116)
(8,116)
59,348
55,455
111,611
108,798

Trade and sundry receivables are non interest bearing and are generally received on 30-60 day terms.

There are no past due but not impaired receivables.

5. PLANT AND EQUIPMENT

Consolidated Consolidated
Plant &
Equipment
$
Total
$
Year ended 30 June 2015
At 1 July 2014, net of accumulated depreciation
Effects of movement in foreign exchange
Depreciation charge for the year
At 30 June 2015, net of accumulated depreciation
557
557
(369)
(369)
(188)
(188)
-
-
At 30 June 2015
Cost / Fair value
Accumulated depreciation
2,135
2,135
(2,135)
(2,135)
Net carrying amount
At 30 June 2016
-
-
Cost / Fair value
Accumulated depreciation
2,135
2,135
(2,135)
(2,135)


Net carrying amount
-
-
6.
INVESTMENT PROPERTY
Consolidated Consolidated
2016
$
2015
$
Investment Property
At start of period
Revaluation
Transfer to Assets held for sale
Balance at 30 June 2016
-
750,000
-
250,000
-
(1,000,000)
-
-

23

Notes to the Financial Statements For the Year ended 30 June 2016

6. INVESTMENT PROPERTY CONTINUED

If land was measured using the cost model the carrying amount would be as follows:

Consolidated Consolidated
2016
$
2015
$
Land
Net carrying amount on cost basis
-
262,893
-
262,893

The land was sold in October 2015 for $1 million.

7. EXPLORATION AND EVALUATION EXPENDITURE

Consolidated Consolidated
2016
$
2015
$
Current
Acquisition costs carried forward in respect of
Exploration and Evaluation Phase – At Cost
Balance at beginning and end of year
Expenditure written off
-
1,509,804
-
(1,509,804)
-
-

In December 2014, the Company surrendered the tenements and as a result the carrying value was written down to $Nil.

8. TRADE AND OTHER PAYABLES

Consolidated Consolidated
2016
$
2015
$
Current
Trade and other payables
Director related payables
Accruals
114,516
60,422
336,450
382,379
89,492
141,354
540,458
584,155

Trade payables are non-interest bearing and most suppliers have 30 day terms.

24

Notes to the Financial Statements For the Year ended 30 June 2016

9. DEFERRED TAX LIABILITIES

9.
DEFERRED TAX LIABILITIES
Consolidated
2016
$
2015
$
Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable
to the following:
Capital raising costs
Doubtful debts
Prepayments
Tax losses
Provision for expenses
Deferred tax assets offset against deferred tax
liabilities
Deferred tax liability offset against deferred tax
asset
21,980
30,490
2,435
2,435
3,688
-
2,373,300
2,278,583
26,620
42,415
-
-
-
-
Deferred tax assets not recognised1 (2,428,023)
(2,132,791)
Investment property
Net deferred tax asset/(liabilities)
-
221,132
-
78,868
-
78,868
-
300,000

1 to the extent of offsetting deferred tax liabililites. Full details of deferred tax assets not recognised are outlined in Note 3.

10. ISSUED CAPITAL

Consolidated Consolidated
2016
$
2015
$
88,610,642 (30 June 2015: 69,751,118) fully paid
ordinary shares
29,141,935
28,501,043

25

Notes to the Financial Statements For the Year ended 30 June 2016

10 ISSUED CAPITAL CONTINUED

(i) Ordinary shares - number Consolidated Consolidated
2016
No.
2015
No.
At start of period 69,751,118
63,311,118
4,900,000 shares issued at 5 cents per share on
29 September 2014
1,540,000 shares issued at 5 cents per share on
29 September 2014
6,666,668 shares issued at 3 cents per share on
12 August 2015
3,571,429 shares issued at 3.5 cents per share on
22 December 20151
428,571 shares issued at 3.5 cents per share on
22 December 20151
525,000 shares issued at 3.5 cents per share on
22 December 20151
525,000 shares issued at 3.5 cents per share on
22 December 20151
7,142,857 shares issued at 4.2 cents per share on
21 June 2016
-
4,900,000
-
1,540,000
6,666,668
-
3,571,429
-
428,571
-
525,000
-
525,000
-
7,142,857
-
Balance at 30 June 2016 88,610,643
69,751,118

1 Issued to settle amounts owed to Directors as approved by shareholders on 27 November 2015.

(ii) Ordinary shares – value Consolidated Consolidated
2016
$
2015
$
At start of period 28,501,043
28,226,459
4,900,000 shares issued at 5 cents per share on
29 September 2014
1,540,000 shares issued at 5 cents per share on
29 September 2014
6,666,667 shares issued at 3 cents per share on
12 August 2015
3,571,429 shares issued at 3.5 cents per share on
22 December 2015
428,571 shares issued at 3.5 cents per share on
22 December 2015
525,000 shares issued at 3.5 cents per share on
22 December 2015
525,000 shares issued at 3.5 cents per share on
22 December 2015
7,142,857 shares issued at 4.2 cents per share on
21 June 2016
Costs of shares issued
-
245,000
-
77,000
200,000
-
125,000
-
15,000
-
18,375
-
18,375
-
300,000
-
(35,858)
(47,416)
Balance at 30 June 2016 29,141,935
28,501,043

Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.

26

Notes to the Financial Statements For the Year ended 30 June 2016

10 ISSUED CAPITAL CONTINUED

10
ISSUED CAPITAL CONTINUED
Options - number Consolidated
2016
No.
2015
No.
At start of period 2,250,000
-
Issue of options 3 October 2014 -
2,250,000
Balance at 30 June 2016 2,250,000
2,250,000

Option holders do not have any rights, by virtue of their option holding, to vote at a meeting of the Company.

Share Options

For details of the share based payment option scheme under which options to subscribe for the Company shares are granted to directors and executives, refer to note 16.

11. RESERVES

Consolidated Consolidated
2016 2015
$ $
Share based premium reserve
Option premium reserve
Asset revaluation reserve
497,485
497,485
834,677
834,677
-
421,229
Foreign Currency Translation Reserve 10,106
7,443
Reserves
1,342,268
1,760,834

Nature and purpose of reserves

Share based payment reserve

The share based payments reserve is used to record the value of share based payments. The reserve includes grant of options to directors and employees, including key management personnel, as part of their remuneration.

Option premium reserve

The option premium reserve is used to record premiums received when options are issued to shareholders at a premium.

Asset revaluation reserve

The asset revaluation reserve is used to record increases in the fair value of assets and decreases to the extent that such decreases relate to an increase on the same assets previously recognised in equity.

Foreign currency translation reserve

The foreign currency translation reserve is used to record exchange differences arising from the translation of loans to foreign subsidiaries that are expected to be repaid in the long term and the translation of the financial statements of foreign subsidiaries.

12. DIVIDENDS

No dividends were paid or provided for during the year (2015: Nil).

27

Notes to the Financial Statements For the Year ended 30 June 2016

13. SEGMENT INFORMATION

Operating segments are reported in a manner that is consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker has been identified as the Board of FYI Resources Ltd.

The Company operates in one business and two geographical segments being mineral exploration and evaluation of properties in Australia and Asia. The Company considers its business operations in mineral exploration to be its primary reporting function.

During the year, the principal activities of the Company consisted of the evaluation of new projects in Australia and overseas. The Company has secured a number of mineral properties in Thailand considered to be prospective for high grade, large tonnage potash deposits.

The following tables present revenue and profit information and certain asset and liability information regarding business segments for the years ended 30 June 2016 and 30 June 2015.

Mineral Exploration
and Evaluation
Mineral Exploration
and Evaluation
Australia
Asia
$
$
Continuing Operations
Mineral Exploration
and Evaluation
Mineral Exploration
and Evaluation
Australia
Asia
$
$
Continuing Operations
Unallocated
Items
$
Total
$
Year ended 30 June 2016
Segment net operating loss after tax
500
(336,804)
(413,093)
(749,397)
Interest revenue
-
-
8,944
8,944
Income tax benefit/(expense)
-
-
-
-
Segment assets
-
65,614
919,354
984,968
Segment liabilities
-
156,311 384,147
540,458
Cashflow information
Net cash used in operating activities
418
(348,248) (268,664)
(616,494)
Net cash provided by investing activities
-
-
1,000,000
1,000,000
Net cash provided by financing activities
-
-
464,142
464,142
Mineral Exploration
and Evaluation
Mineral Exploration
and Evaluation
Australia
Asia
$
$
Continuing Operations
Unallocated
Items
$
Total
$
Year ended 30 June 2015
Revenue
Gain on investment property
-
-
250,000
250,000
Other
-
-
3,411
3,411
Segment net operating loss after tax
(1,532,088)
(210,701)
(71,533)
(1,814,322)
Interest revenue
-
-
1,831
1,831
Depreciation
-
-
(188)
(188)
Income tax benefit/(expense)
-
-
-
-
Segment assets
-
50,481
1,084,026
1,134,507
Segment liabilities
90
57,534
526,531
584,155
Cashflow information
Net cash used in operating activities
(11,452)
(215,829)
(61,345)
(288,626)
Net cash provided by investing activities
-
-
-
-
Net cash provided by financing activities
-
-
180,340
180,340

28

Notes to the Financial Statements For the Year ended 30 June 2016

14. EXPENDITURE COMMITMENTS

The Company has no expenditure commitments (2015: $Nil).

15. REMUNERATION OF AUDITOR

Consolidated Consolidated
2016
$
2015
$
Amounts received or due and receivable by HLB
Mann Judd for:
Audit or review of the financial reports of the
Company
24,750
24,000
24,750
24,000

16. SHARE BASED PAYMENTS

Executive and Director Share Based Payment Plan

An Executive and Director Equity-settled Share Based Payment Plan (“the Plan”) has been established where the Company, at the discretion of the Directors, may grant options over the ordinary shares of the Company to executives and directors of the Company. The Company has adopted this plan to enable executives and directors to acquire an ownership interest in the Company. The options issued under the Plan are not quoted on the ASX.

The expense recognised in the statement of comprehensive income in relation to share-based payments is $Nil (2015: $16,058).

The following share-based payment arrangements were in place during the current and prior periods:

Number Grant date Expiry date Exercise
Price
Fair value at
grant date
Director Options 2,250,000 03-Oct-14 22-Sep-16 $0.08 $0.05

The following table illustrates the number and weighted average exercise prices of and movements in share options issued during the year:

2016
Number
2016
Weighted
average
exercise
price
2015
Number
2015
Weighted
average
exercise
price
Outstanding at the beginning of the year
Granted during the year
Expired during the year
Outstanding at the end of the year
Exercisable at the end of the year
2,250,000
$0.08
-
-
-
-
2,250,000
$0.08
-
-
-
-
2,250,000
$0.08
2,250,000
$0.08
2,250,000
2,250,000

The fair value of the equity-settled share options is estimated as at the date of grant using the Black and Scholes model taking into account the terms and conditions upon which the options were granted.

29

Notes to the Financial Statements For the Year ended 30 June 2016

17. DIRECTOR AND EXECUTIVE DISCLOSURES

Details of Key Management Personnel for the year ended 30 June 2016 Directors

Name

E Babington D Sargeant A Jessup R Hill

Position

Chairman (Non-Executive) Director (Non-Executive) Director (Non-Executive) Managing Director

Compensation of Key Management Personnel by category

Consolidated Consolidated
2016
$
2015
$
Short-term
Share-based payment
259,000
189,000
-
16,058
259,000
205,058

The amounts outstanding to Key Management Personnel at the reporting date are included in Note 18.

18. RELATED PARTY TRANSACTIONS

The consolidated financial statements include the financial statements of FYI Resources Ltd and the subsidiaries listed in the following table.

Controlled entities Country of
incorporation
Percentage Owned Percentage Owned
2016
%
2015
%
Parent Entity:
FYI Resources Ltd
Australia
Subsidiaries of FYI Resources Ltd:
FYI Thailand Pty Ltd
Australia
which owns
West Mekong Minerals Ltd
Thailand
100
100
49
49
East Siam Minerals Ltd
Thailand
49
49

The Company finances the operations of FYI Thailand Pty Ltd and thus this company has unsecured borrowings from the Company that are interest free and at call. The ability of this controlled entity to repay debts due to the company (and other parties) will be dependent on the commercialisation of the prospecting licences owned by the subsidiary.

FYI Thailand Pty Ltd possesses 82.8% of the voting rights for both West Mekong Minerals Ltd and East Siam Minerals Ltd.

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and not disclosed in this note.

Directors and specified executives

Disclosures relating to the remuneration and shareholding of directors and specified executives are set out in the Directors’ Report.

Empire Resources Ltd has a 14% interest in FYI Resources Ltd (2015: 17%). The Company reimburses Empire Resources Ltd the office costs and exploration costs incurred by them on behalf of FYI Resources Ltd. These transactions are made at made normal market prices and on normal commercial terms.

30

Notes to the Financial Statements For the Year ended 30 June 2016

18. RELATED PARTY TRANSACTIONS CONTINUED

The following table provides the total amount of transactions that were entered into with related parties for the relevant financial year:

Related party Purchase of
tenement from
Related Parties
$
Reimbursement of
Expenditure to
Related Parties
$

Amounts owed by
Related Parties
$
Amounts Owed to
Related parties
$
Empire Resources Ltd 2016 -
6,904
-
2,007
2015 -
22,665
-
1,744

The following table provides the amounts outstanding at the reporting date in relation to transactions with related parties:

Consolidated Consolidated
2016
$
2015
$
Amounts payable to Directors:
E Babington
12,500
30,000
Kirkdale Holdings Pty Ltd
Murilla Exploration Pty Ltd
D Sparling
Capstone Capital Pty Ltd1
13,475
38,791
13,475
38,588
-
12,250
297,000
275,000
336,450
394,629
Consolidated
2016
$
2015
$
Amounts paid to Directors for Directors Fees:
E Babington
30,000
30,000
Kirkdale Holdings Pty Ltd
Murilla Exploration Pty Ltd
Amount paid to CEO for management fees:
Capstone Capital Pty Ltd1
24,500
24,500
24,500
24,500
180,000
110,000
259,000
189,000

Capstone Capital Pty Ltd[1 ] –In July 2014, Mr Hill agreed to forego fees of $77,000 and to settle an amount of $77,000 by the issue of 1,540,000 shares in the Company.

31

Notes to the Financial Statements For the Year ended 30 June 2016

18. RELATED PARTY TRANSACTIONS CONTINUED

Consolidated Consolidated
2016
$
2015
$
Other transactions with Directors
The Director, Mr Babington was a partner of Lyons
Babington (2015 - Cullen Babington Macleod and
Cullen Babington Hughes) which has provided
legal
services
to
the
company
on
normal
commercial terms. This excludes fees included as
remuneration
noted
under
section
B
of
the
Directors report
-
5,787
-
5,787
19.
NOTES TO THE STATEMENT OF CASH FLOWS
Consolidated
2016
$
2015
$
(a) Reconcilation to Statement of Cash Flows
For the purposes of the statement of cash flows,
cash and cash equivalents comprise cash on hand
and at bank.
Cash and cash equivalents as shown in the
statement of cash flows are reconciled to the
related items in the statement of financial position
as follows:
Cash and cash equivalents

873,357
25,709
(b) Reconciliation of loss after income tax to net
cash flows from operating activities:
Consolidated
2016
$
2015
$
Loss after income tax
Share based payments
Gain on investment property
Depreciation
Impairment
of
exploration
and
evaluation
expenditure
Movements in Assets and Liabilities
Trade and other receivables
Trade and other payables
Net cash outflow from operating activities
(749,397)
(1,814,322)
-
16,058
-
(250,000)
-
188
-
1,509,804
(2,107)
(28,004)
135,010
277,650
(616,494)
(288,626)

32

Notes to the Financial Statements For the Year ended 30 June 2016

19. NOTES TO THE STATEMENT OF CASH FLOWS CONTINUED

Consolidated Consolidated
2016
$
2015
$
(c) Financing Facilities
At balance date, the following financing facilities
had been negotiated and were available:
Total Facilities
Bank overdraft
Used at reporting date
Unused at reporting date
-
400,000
-
Nil
-
400,000

Details of Financing Facilities

In 2015, the overdraft was secured on the freehold investment land owned by the Company. The land was sold in October 2015.

20. FINANCIAL RISK MANAGEMENT

Overview

The Company has exposure to the following risks from their use of financial instruments:

  • Credit risk

  • Liquidity risk

  • Market risk

This note presents information about the Company’s exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital.

The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Management monitors and manages the financial risks relating to the operations of the Company through regular reviews of the risks.

Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and investment securities.

Investments

The Company limits its exposure to credit risk by only investing with counterparties that have an acceptable credit rating. Cash and cash equivalents are held with BankWest which is an Australian bank with an AA- credit rating (Standard & Poor’s).

Trade and other receivables

During the last three financial years the Company has sold some equipment and has a small exposure to trade receivables at 30 June 2016.

The Company has established an allowance for impairment that represents their estimate of incurred losses in respect of other receivables and investments. The components of this allowance may include a specific loss component that relates to individually significant exposures.

Exposure to credit risk

The carrying amount of the Company’s financial assets represents the maximum credit exposure. The Company’s maximum exposure to credit risk at the reporting date was:

Consolidated Consolidated
2016
$
2015
$
Cash & cash equivalents
Trade and other receivables
873,357
25,709
111,611
108,798

Impairment losses

There are none of the Company’s other receivables past due (2015: $Nil).

33

Notes to the Financial Statements For the Year ended 30 June 2016

20. FINANCIAL RISK MANAGEMENT CONTINUED

An impairment loss of $Nil (2015: $Nil) has been recognised in respect of trade receivables.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows.

Typically the Company ensures it has sufficient cash on demand to meet expected operational expenses for a period of 90 days.

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Currency risk

As a result of controlled entities in Thailand and purchases in Thai Baht, the Group’s statement of financial position can be affected by movements in the Thai Baht / AUD exchange rates. The Group does not have a policy to enter into forward foreign exchange contracts.

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities at the balance date expressed in Australian dollars are as follows:

==> picture [385 x 74] intentionally omitted <==

----- Start of picture text -----

Consolidated
Liabilities Assets
2016 2015 2016 2015
$ $ $ $
Thai Baht (169,802) (47,299) 71,695 45,108
----- End of picture text -----

At 30 June 2016 and 30 June 2015, had the Australian dollar moved up or down by 10%, with all other variables held constant, post tax result and equity would have not been materially affected.

Interest rate risk

The Company is exposed to interest rate risk due to variable interest being earned on its assets held in cash and cash equivalents.

The Company has no borrowings.

Profile

At the reporting date the interest rate profile of the Company’s interest bearing financial instruments was:

Consolidated Consolidated
2016
$
2015
$
Fixed rate instruments
Financial assets
Variable rate instruments
Financial assets
-
-
873,357
25,709

Interest Rate Risk

Where possible the Company enters into fixed interest rate deposits to reduce its exposure to interest rate fluctuations. The Company’s exposure to interest rate risk, which is the risk that a financial instrument's value will fluctuate as a result of changes in market interest rates, and the effective weighted average interest rates on these financial instruments, are as follows:

34

Notes to the Financial Statements For the Year ended 30 June 2016

20. FINANCIAL RISK MANAGEMENT CONTINUED

2016 Weighted
Average
Effective
Interest Rate
Floating
Interest Rate
Non-interest
bearing

Total
$ $ $
Financial Assets:
Cash & cash equivalents
1.4%
873,357
-
873,357
Trade and other receivables
-
-
111,611
111,611
Total Financial Assets
873,357
111,611
984,968
Financial Liabilities:
Trade and other payables
-
-
540,458
540,458
Total financial liabilities
-
540,458
540,458
Net Financial Assets (liabilities)
873,357
(428,847)
444,510
873,357
111,611
984,968

-
540,458
540,458
-
540,458
540,458
873,357
(428,847)
444,510
2015 Weighted
Average
Effective
Interest Rate
Floating
Interest Rate
Non-interest
bearing

Total
$ $ $
Financial Assets:
Cash & cash equivalents
1.7%
25,709
-
25,709
Trade and other receivables
-
-
108,798
108,798
Total Financial Assets
25,709
108,798
134,507
Financial Liabilities:
Trade and other payables
-
-
584,155
584,155
Total financial liabilities
-
584,155
584,155
Net Financial Assets (liabilities)
25,709
(475,357)
(449,648)
25,709
108,798
134,507

-
584,155
584,155
-
584,155
584,155
25,709
(475,357)
(449,648)

Fair value sensitivity analysis for fixed rate instruments

The Company does not account for any fixed rate financial assets and liabilities at fair value through profit or loss, and the Company does not designate derivatives (interest rate swaps) as hedging instruments under a fair value hedge accounting model Therefore a change in interest rates at the reporting date would not affect profit or loss.

A change of 100 basis points in interest rates would have increased or decreased the Company’s equity by $6,481 (2015: $1,103)

Cash flow sensitivity analysis for variable rate instruments

A change of 100 basis points would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, remain constant. The analysis is performed on the same basis for 2015.

100bp
100bp
increase
decrease
Profit or Loss
100bp
100bp
increase
decrease
Equity
30 June 2016
Variable rate instruments
6,481
(6,481)
6,481
(6,481)
30 June 2015
Variable rate instruments
1,103
(1,103)
1,103
(1,103)

Fair values versus carrying amounts

The fair values of financial assets and liabilities are as per the carrying amounts shown in the statement of financial position.

35

Notes to the Financial Statements For the Year ended 30 June 2016

20. FINANCIAL RISK MANAGEMENT CONTINUED

Other market price risk

Other Equity price risk is the risk that the value of the instrument will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or currency risk), whether caused by factors specific to an individual investment, its issuer or all factors affecting all instruments traded in the market.

Capital management

The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business.

The Board seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. The Company defines return on capital as net operating income divided by total shareholders equity.

There were no changes in the Company’s approach to capital management during the year. The Company is not subject to externally imposed capital requirements.

21. LOSS PER SHARE

Basic loss per share amounts are calculated by dividing the net result for the year attributable to ordinary equity holders of the Company (after deducting interest on the convertible redeemable preference shares) by the weighted average number of ordinary shares outstanding during the year.

Diluted loss per share amounts are calculated by dividing the net result attributable to ordinary equity holders of the Company (after deducting interest on the convertible redeemable preference shares) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

The following reflects the income and share data used in the basic and diluted loss per share computations:

Consolidated Consolidated
2016
Cents
2015
Cents
Basic loss per share
Loss used in the calculation of basic EPS
Weighted average number of shares outstanding
during the year used in calculations of basic loss
per share
(0.89)
(2.58)
(698,523)
(1,761,070)
78,469,391
68,145,529

22. SUBSEQUENT EVENTS

No matter or circumstance has arisen, since the end of the financial year, which significantly affected, or may significantly affect, the operations of the Company, the results of those operations, or the state of affairs of the Company in subsequent financial years.

23 CONTINGENCIES

In the opinion of the directors there were no contingent liabilities at the date of the report.

36

Notes to the Financial Statements For the Year ended 30 June 2016

24 PARENT ENTITY DISCLOSURES

Financial position

Financial position
Company
2016 2015
$ $
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Assets held for sale
Total Current Assets
NON-CURRENT ASSETS
868,213
13,527
45,060
41,257
-
1,000,000
913,273
1,054,784
Other financial assets 57,660
32,422
Investments
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
2
2
57,662
32,424
970,935
1,087,208
526,425
536,856
526,425
536,856
526,425
536,856
444,510
550,352
29,141,935
28,501,043
1,332,162
1,753,391
(30,029,587)
(29,704,082)
444,510
550,352
Loss before income tax expense (325,505)
(1,975,448)
Income tax benefit / (expense)
Loss after tax
-
-
(325,505)
(1,975,448)

The recovery of other financial assets and investments are dependent on the successful development and commercial exploitation or sale of the company’s explorations and evaluation projects.

The parent entity has no commitments or contingencies at balance date.

37

==> picture [192 x 84] intentionally omitted <==

INDEPENDENT AUDITOR’S REPORT

To the members of FYI Resources Limited

Report on the Financial Report

We have audited the accompanying financial report of FYI Resources Limited (“the company”), which comprises the consolidated statement of financial position as at 30 June 2016, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the Group comprising the company and the entities it controlled at the year’s end or from time to time during the financial year.

Directors’ responsibility for the financial report

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In Note 1(c), the directors also state, in accordance with Accounting Standard AASB 101: Presentation of Financial Statements , the consolidated financial statements comply with International Financial Reporting Standards.

Auditor’s responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Group’s preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s and its controlled entities’ internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

Our audit did not involve an analysis of the prudence of business decisions made by directors or management.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Independence

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001 .

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: [email protected]. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of International, a worldwide organisation of accounting firms and business advisers.

38

==> picture [183 x 59] intentionally omitted <==

Auditor’s opinion

In our opinion:

  • (a) the financial report of FYI Resources Limited is in accordance with the Corporations Act 2001 , including:

  • (i) giving a true and fair view of the Group’s financial position as at 30 June 2016 and its performance for the year ended on that date; and

  • (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001 ; and

  • (b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(c).

Emphasis of Matter

Without qualification to the opinion expressed above, we draw attention to Note 1 (d) which indicates that the Directors anticipate that a further equity raising will be required. Should the equity raising not be completed, there exists a material uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern and realise its assets and discharge its liabilities in the normal course of business.

Report on the Remuneration Report

We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2016. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Auditor’s opinion

In our opinion, the Remuneration Report of FYI Resources Limited for the year ended 30 June 2016 complies with section 300A of the Corporations Act 2001 .

HLB Mann Judd Chartered Accountants

D I Buckley Partner

Perth, Western Australia 29 September 2016

39

Additional Securities Exchange Information

The additional information dated 23 September 2016 is required by the ASX Limited Listing Rules and not disclosed elsewhere in this report.

Distribution of Security Holders

Quoted
Ordinary shares
Quoted
Ordinary shares
Number of
holders
Number of
Shares
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
1,120
520
152
176
80
450,668
1,179,642
1,225,196
5,974,109
79,781028
TOTAL 2,048 88,610,643

There were 1,726 holders of less than marketable parcel of ordinary shares.

Twenty Largest Shareholders

Shareholder Number of Shares Percentage
Empire Resources Limited
Hill, R
Geba Pty Ltd
G & J Super Fund Pty Ltd
Capstone Capital Pty Ltd
Pershing Australia Nominees Pty Ltd
Peloton Capital Pty Ltd
Sayers Investments (ACT) Pty Ltd
J P Morgan Nominees Australia Ltd
Alexander Sutherland
KSLCorp Pty Ltd
Number 7 Investments Pty Ltd
Yandal Investments Pty Ltd
Lynton-Brown, R & Beek, R
Tyche Investments Pty Ltd
M & K Korkidas Pty Ltd
GKB Global Pty Ltd
Wakeford Holdings Pty Ltd
Wimalex Pty Ltd
Carnethy Evergreen Pty Ltd
12,000,000
5,617,074
4,595,473
3,900,716
3,470,672
3,200,000
3,000,000
2,650,000
2,381,886
2,372,239
2,250,000
2,000,000
1,837,143
1,368,778
1,223,999
1,107,068
1,012,794
1,010,418
1,000,000
1,000,000
13.54
6.34
5.19
4.40
3.92
3.61
3.39
2.99
2.69
2.68
2.54
2.26
2.07
1.54
1.38
1.25
1.14
1.14
1.13
1.13
56,998,260 64.33

Substantial Shareholders

Substantial holder notices have been received from the following holders.

**Shareholder ** Number of Shares Percentage
Empire Resources Limited 12,000,000 13.54
Hill,R 8,087,746 9.13

Voting Rights

The voting rights attaching to each class of equity securities are set our below:

(a) Ordinary Shares: On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

(b) Options: No voting rights.

Stock Exchange Listing

FYI Resources Limited’s ordinary shares are quoted on ASX Limited. The home exchange is Perth.

On- Market Buy-back

There is currently no on-market buy-back programme for any of the Company’s equity securities.

40

Additional Securities Exchange Information

Interest in Mineral Tenements

Tenement Location Interest WMM SPLs (6) Thailand 100% (under application) ESM SPLs (6) Thailand 100% (under application)

Corporate Governance

The Company’s 2016 Corporate Governance Compliance Statement has been released as separate document and is located on our website at http://www.fyiresources.com.au/company/corporate-governance .

41