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Celsius Resources Limited — Interim / Quarterly Report 2012
Mar 15, 2012
10450_rns_2012-03-15_ba28e7eb-3dce-4326-8e90-932bb2fb20bd.pdf
Interim / Quarterly Report
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A.B.N. 95 009 162 949
HALF-YEAR REPORT
31 DECEMBER 2011
CONTENTS
| Corporate Directory | 1 |
|---|---|
| Directors’ Report | 2 |
| Consolidated Statement of Comprehensive Income | 7 |
| Consolidated Statement of Financial Position | 8 |
| Consolidated Statement of Changes in Equity | 9 |
| Consolidated Statement of Cash Flows | 10 |
| Notes to the Financial Statements | 11 |
| Directors’ Declaration | 14 |
| Independent Review Report | 15 |
| Auditor’s Independence Declaration | 16 |
VIEW RESOURCES LIMITED CORPORATE DIRECTORY
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DIRECTORS
SHARE REGISTRY
Ranko Matic - Non-Executive Chairman William Oliver - Non-Executive Director Simon MacKinnon - Non Executive Director
Computershare Investor Services Ltd Level 2, Reserve Bank Building 45 St George’s Terrace PERTH WA 6000 1300 787 272
COMPANY SECRETARY
Ranko Matic
STOCK EXCHANGE LISTING
AUDITORS
RSM Bird Cameron Partners 8 St Georges Terrace PERTH WA 6000
Australian Securities Exchange Limited (Home Branch - Perth) ASX Code: VRE
REGISTERED OFFICE
BANKERS
National Australia Bank 1/1238 Hay St WEST PERTH WA 6005
Level 1 12 Kings Park Road WEST PERTH WA 6005
CONTACTS
SOLICITORS
Steinepreis Paganin Level 4 The Read Buildings 16 Milligan Street PERTH WA 6000 Ph: +61 8 9321 4000 Fax: +61 8 9321 4333
Telephone: +61 8 9226 4500 Facsimile: +61 8 9226 4300 E-mail: [email protected] Website: www.viewresources.com.au
Page 1
VIEW RESOURCES LIMITED DIRECTORS’ REPORT
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Your Directors present their report together with the financial report on the consolidated entity, consisting of View Resources Limited and the entities it controlled at the end of, or during the half-year ended 31 December 2011.
Directors
The Directors in office at the date of this report and at any time during the half-year are as follows: Directors were in office for the entire period unless otherwise stated.
Ranko Matic Bill Oliver Simon MacKinnon
Review of Operations
The consolidated net profit of the Company after income tax for the six months ended 31 December 2011 amounted to $643,571 (December 2010: $17,797).
Exploration Activities
Kyrgyzstan Coal Projects
In November 2011 the Company entered into a binding Heads of Agreement to acquire a 90% interest in two prospective coal assets located in Southern Kyrgyzstan, being the Sary-Mogol and Bel-Alma licenses (“the Projects”). Both Projects are close to the Chinese border (a likely end user of the coal) and the Bel-Alma project is situated near the proposed Trans-Euro railway.
The Sary-Mogol project has a development/production licence that is valid until 28 July 2016, with the yearly works agreement due for renewal prior to 31 January 2012. The production license at the SaryMogol project covers the area of previous mining activity and is an area 8 hectares in size. The previous owners of the Sary-Mogol project were producing and selling thermal coal from an open cut mine.
The Bel-Alma project has an exploration licence and works agreement that are both valid until 26 July 2013. The Bel-Alma project is potentially a large tonnage, high quality thermal coal project. The total licence area is 278 hectares.
On 25 January 2012 the Company announced encouraging results from surface sampling at the Projects, which was carried out under the supervision of the Company’s appointed independent geologist, Micromine Consulting Pty Ltd. The coal analyses were by Stewart Global Group (part of the ALS Group) at their accredited laboratories in Mongolia. Some selected samples are being sent to a laboratory in Australia for analysis of coal rank properties.
The results are set out in table 1 below and confirmed the presence of relatively high energy thermal coal at both the Bel-Alma and Sary-Mogol projects in Kyrgyzstan. 12 out of the 14 samples returned calorific values above 5,500 Kcal/kg on an “as received” basis, including 4 samples above 7,000 kcal/kg and a maximum value of 7,284kcal/kg. 11 out of 14 samples contained less than 15% ash (including 5 samples with less than 5% ash).It should be noted that these are surface samples of weathered coal and further exploration drilling and coal sampling, especially of fresh coal, is required to determine the representative characteristics of the coal seams at each Project.
On 30 January 2012 the proposed transaction received shareholder approval at a General Meeting. The transaction will be funded through staged payments of US$2,600,000 in cash (of which US$2,200,000 is a loan advance) and the issue of 100,000,000 fully paid ordinary shares and 500,000 Performance Shares in the capital of the Company. Full details of the Heads of Agreement are contained in the ASX release dated 15 November 2011. Variations to the Heads of Agreement were announced to the ASX on the 29 February 2012.
Page 2
VIEW RESOURCES LIMITED DIRECTORS’ REPORT
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Table 1. Coal quality data from surface sampling at the Bel Alma (samples BA01-10) and Sary Mogol (samples CM01-03) Projects (“as received” basis).
| Sample Number |
Total Moisture (%) |
Ash (%) |
Volatile Matter (%) |
Fixed Carbon (%) |
Total Sulphur (%) |
Calorific Value (cal/g) |
|---|---|---|---|---|---|---|
| BA01 | 2.89 | 5.13 | 28.52 | 63.46 | 0.46 | 6649 |
| BA02 | 3.64 | 23.36 | 23.12 | 49.88 | 0.35 | 5240 |
| BA03 | 3.12 | 6.46 | 28.31 | 62.10 | 0.58 | 6674 |
| BA04 | 3.28 | 3.12 | 29.06 | 64.54 | 0.68 | 7075 |
| BA05 | 3.81 | 3.61 | 27.83 | 64.76 | 0.59 | 6942 |
| BA06 | 2.68 | 2.50 | 28.05 | 66.77 | 0.56 | 7171 |
| BA07 | 1.77 | 1.95 | 28.92 | 67.36 | 0.69 | 7284 |
| BA08 | 2.29 | 3.63 | 29.99 | 64.08 | 0.80 | 7060 |
| BA09 | 2.38 | 5.14 | 30.80 | 61.67 | 0.92 | 6872 |
| BA10 | 3.98 | 6.59 | 29.21 | 60.22 | 0.88 | 6625 |
| CM01 | 5.30 | 16.58 | 29.98 | 48.14 | 0.61 | 5710 |
| CM02 | 8.70 | 9.61 | 32.49 | 49.20 | 0.46 | 6086 |
| CM02/1 | 6.57 | 8.09 | 34.06 | 51.27 | 0.50 | 6356 |
| CM03 | 8.11 | 32.43 | 27.00 | 32.46 | 0.35 | 4336 |
The information in this announcement that relates to exploration results relating to the Kyrgyzstan coal projects is based on information compiled by Graeme Hewitt of Micromine Pty Ltd who is a Fellow of the Australasian Institute of Mining and Metallurgy. Graeme Hewitt has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Graeme Hewitt consents to the inclusion in this announcement of the matters based on his information in the form and context in which it appears.
Carnilya Hill Joint Venture
View Resources (through View Nickel Pty Ltd) has retained a 30% joint venture interest in the Carnilya Hill Joint Venture in Western Australia with Mincor Resources NL (Joint Venture). The tenements covered by the Joint Venture (JV) include tenements M26/47, M26/48, M26/49 and M26/453. The Carnilya Hill Mine has been in production for a number of years and the current mine plan anticipates that it will remain in production until the current reserves are depleted (depending on the nickel price and successful mining techniques being implemented).
Mincor Resources NL (“Mincor”, ASX:MCR) is the operator of the Carnilya Hill JV. Mincor has advised the Company that the mine is now in ‘harvest mode’ meaning that mine development has been completed enabling access to the majority of the remaining ore reserves. Continued mining operations are focussed on extracting the ore available as a result of this mine development. Mining at Carnilya Hill is anticipated to be completed in the first Quarter of calendar 2012.
Production from Carnilya Hill is controlled by the stoping sequence which defines the order in which the remaining stopes can be mined. As a result the actual production can vary significantly on a monthly basis, however the operator cannot vary the mining sequence in response to changes in grade or changes in nickel price.
To 31 December 2011 a total of 26,900 tonnes of ore had been mined at a grade of 2.9% Ni. 13,616 tonnes of ore were extracted during the September Quarter (at an average grade of 3.1%Ni) and 13,246 tonnes of ore were mined during the December Quarter (at an average grade of 2.7%Ni).
Page 3
VIEW RESOURCES LIMITED DIRECTORS’ REPORT
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As at 30 June 2011, the Ore Reserves for the Carnilya Hill Joint Venture (as reported by Mincor Resources NL) were as set out in the table below:
| Proved | Probable | Total | ||||
|---|---|---|---|---|---|---|
| Tonnes | Ni(%) | Tonnes | Ni(%) | Tonnes | Ni(%) | Total Nitonnes |
| 47,000 | 3.3 | 0 | 0 | 47,000 | 3.3 | 1,560 |
As at 30 June 2011, the Mineral Resource for the Carnilya Hill Joint Venture (as reported by Mincor) are as set out in the table below. The resources above are inclusive of reserves.
| Measured | Indicated | Total | ||||
|---|---|---|---|---|---|---|
| Tonnes | Ni(%) | Tonnes | Ni(%) | Tonnes | Ni(%) | Total Nitonnes |
| 90,000 | 4.1 | 58,500 | 2.3 | 148,500 | 3.4 | 5,000 |
The Ore Reserves for the Carnilya Hill Joint Venture (as reported by Mincor Resources NL as at 30 June 2011) attributable to the Company’s 30% interest (i.e. 30% of the total Carnilya Hill Ore Reserves) are as set out in the table below:
| Proved | Probable | Total | ||||
|---|---|---|---|---|---|---|
| Tonnes | Ni(%) | Tonnes | Ni(%) | Tonnes | Ni(%) | Total Nitonnes |
| 14,000 | 3.3 | 0 | 0 | 14,000 | 3.3 | 450 |
As at 30 June 2011, the Mineral Resource for the Carnilya Hill Joint Venture (as reported by Mincor) attributable to the Company’s 30% interest (i.e. 30% of the total Carnilya Hill Mineral Resource) is as set out in the table below:
| Measured | Indicated | Total | ||||
|---|---|---|---|---|---|---|
| Tonnes | Ni(%) | Tonnes | Ni(%) | Tonnes | Ni(%) | Total Nitonnes |
| 27,000 | 4.1 | 17,500 | 2.3 | 44,500 | 3.4 | 1,500 |
The information in this release that relates to Mineral Resources and Ore Reserves at the Carnilya Hill Project is taken from the Mincor Resources NL 2011 Quarterly Activities Report released on the 28[th] of July 2011 and has been reviewed by Mr Colwin Lloyd, who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Lloyd is Principal Geologist of Geobase Australia Pty Ltd, consultants to the Company. Mr Lloyd has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity that he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. He has consented to the inclusion of the information in this announcement in the form and context which it appears based on the information presented by Mincor Resources NL in publicly available documents.
As the operator of the joint venture, Mincor manages the ongoing exploration programmes and releases results from these programmes as they are available. The exploration conducted to date has been inclusive. Only limited exploration was undertaken by Mincor in the quarter and no significant results were reported.
Regional Exploration
The Company has applied for tenement E39/1641 located in the Eastern Goldfields region of Western Australia. The tenement consists of 27 blocks and is located to the south of Minara Resources’ Murrin Murrin mine and adjacent to the NiWest operation currently under development by GME Resources Ltd. The area is believed to have potential for both nickel laterite and nickel sulphide mineralisation. The area has previously been explored for nickel as well as copper and zinc by a number of companies. Work has ranged from early stage soil sampling to auger and diamond drilling. However there has only been limited exploration in recent times and it is likely that several modern exploration techniques have not been applied in the area. Much of the tenement is covered by alluvial cover which is likely to have hampered historical exploration.
The Company is currently compiling publicly available data relating to this tenement from which it will determine the exploration strategy to be taken once tenure is granted. The Company is also actively evaluating other opportunities to peg or acquire ground in this area.
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VIEW RESOURCES LIMITED DIRECTORS’ REPORT
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Events after the Balance Sheet Date
General Meeting
On 30 January 2012, a General Meeting of Shareholders was held. The shareholders passed five resolutions, which approved the following:
-
To change the nature and scale of activities of View Resources Limited.
-
To allow the Directors to allot and issue up to 100,000,000 shares at an issue price not less than $0.01 per share to raise up to $1,000,000.
-
To allow the Directors to allot and issue up to 100,000,000 shares to Oshpur Limited shareholders.
-
To create a new class of securities – Performance Shares.
-
To allow Directors to allot and issue 100,000 A Performance Shares, 200,000 B Performance Shares and 200,000 C Performance Shares to the Oshpur Limited shareholders.
At the date of this report, none of the above listed approved securities have been issued.
Lodgement of Prospectus
On 1 March 2012, the Company lodged a Prospectus with the ASX to raise up to $1,500,000 by issuing up to 150,000,000 ordinary shares. The offer shares are to be placed with sophisticated and professional investors and, therefore, are not open to the general public. The Lead Manager of the offer is CPS Securities Pty Ltd. The offer opened on 29 February 2012 and closed on 13 March 2012.
Completion of Acquisition of Kyrgyzstan Coal Projects
In March 2012, the remaining amount outstanding on the loan to Oshpur Limited of US$800,000 was made to complete the acquisition of 100% of Oshpur Limited, a company that holds 90% interest in the Sary-Mogol and Bel-Alma coal projects located in southern Kyrgyzstan.
Contingent Consideration
The following consideration may be paid by View Resources Limited to the Shareholders of Oshpur Limited provided that State Agency for Geology and Mineral Resources grants an extension or renewal of the development agreement (on terms satisfactory to View Resources Limited) relating to the Sary-Mogol licence on or before the 30 April 2012 (or such later date as agreed by View Resources Limited):
-
A cash payment of US$400,000.
-
Issue of 100,000,000 fully paid ordinary shares in the capital of View Resources Limited.
-
Issue of 500,000 performance shares in the capital of View Resources Limited, divided into three
-
separate classes (100,000 A Performance Shares, 200,000 B Performance Shares and 200,000 C Performance Shares).
Should the extension or renewal not be obtained, then View Resources Limited will be released from its obligation to make the cash payment and allot and issue the securities to the Oshpur Limited shareholders.
Other than the above, no other matters or circumstances have arisen since the end of the half-year which significantly affected or may significantly affect the operations of the consolidated entity, the results of those operations or the state of affairs of the consolidated entity in subsequent financial year.
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VIEW RESOURCES LIMITED DIRECTORS’ REPORT
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Auditor’s Independence Declaration
The auditor’s independence declaration has been received and is included with this half-year financial report.
Signed in accordance with a resolution of the Board of Directors
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Ranko Matic Non-Executive Chairman
Dated this 15[th] day of March 2012
Page 6
VIEW RESOURCES LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2011
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| Revenue from continuing operations Other income Share of net profits of associate Director fees Finance costs Legal and other professional fees Administration costs Reversal of prior period impairments Other expenses Profit before income tax Income tax expense Profit from continuing operations Profit/(loss) from discontinued operations Profit for the period Other comprehensive income Total comprehensive income for the period Earnings per share from continuing and discontinued operations: Basic earnings per share Diluted earnings per share Earnings per share from continuing operations: Basic earnings per share Diluted earnings per share Earnings/(loss) per share from discontinued operations: Basic earnings/(loss) per share Diluted earnings per share |
Consolidated 31 December 2011 $ 31 December 2010 $ 119,643 65,977 - - 285,568 1,005,213 (63,000) - - (727,580) (118,777) (52,178) - (110,108) 508,615 - (88,478) (24,583) |
|---|---|
| 643,571 156,741 - - |
|
| 643,571 156,741 - (138,944) |
|
| 643,571 17,797 - - |
|
| 643,571 **17,797 ** |
|
| Cents Cents 0.07 0.01 0.06 N/A 0.07 0.04 0.06 N/A - (0.03) - N/A |
The accompanying notes form part of this interim financial report.
Page 7
VIEW RESOURCES LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2011
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| ASSETS Current Assets Cash and cash equivalents Trade and other receivables Other assets Total Current Assets Non-Current Assets Receivable Exploration and evaluation expenditure Investment accounted for using the equity method Total Non-Current Assets Total Assets LIABILITIES Current Liabilities Trade and other payables Total Current Liabilities Total Liabilities Net Assets EQUITY Contributed equity Reserves Retained earnings Total Equity |
Consolidated 31 December 2011 $ 30 June 2011 $ 4,586,169 4,682,565 - 7,347 42,500 - |
|---|---|
| 4,628,669 4,689,912 |
|
| 1,365,720 - 135,700 13,139 304,775 1,457,061 |
|
| 1,806,195 1,470,200 |
|
| 6,434,864 6,160,112 |
|
| 133,739 502558 |
|
| 133,739 502,558 |
|
| 133,739 502,558 |
|
| 6,301,125 5,657,554 |
|
| 3,948,683 3,948,683 40,076 40,076 2,312,366 1,668,795 |
|
| 6,301,125 **5,657,554 ** |
The accompanying notes form part of this interim financial report.
Page 8
VIEW RESOURCES LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2011
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| Balance at 1 July 2010 Profit for the year Other comprehensive income Total comprehensive income for the period Balance at 31 December 2010 Balance at 1 July 2011 Profit for the year Other comprehensive income Total comprehensive income for the period Balance at 31 December 2011 |
Consolidated Contributed Equity $ Retained Earnings/ Accumulated Losses $ Reserves $ Total $ 138,078,582 (178,069,995) 3,312,280 (36,679,133) |
|---|---|
| - 17,797 - 17,797 - - - - |
|
| - 17,797 - 17,797 |
|
| 138,078,582 (178,052,198) 3,312,280 (36,661,336) |
|
| 3,948,683 1,668,795 40,076 5,657,554 - 643,571 - 643,571 - - - - |
|
| - 643,571 - 643,571 |
|
| 3,948,683 2,312,366 40,076 6,301,125 |
The accompanying notes form part of this interim financial report.
Page 9
VIEW RESOURCES LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2011
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| CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees Payments for exploration and evaluation Interest received Net cash outflow from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Net proceeds from associates Loans to other entities Net cash inflow from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from share issue held in trust Repayment of borrowings Net cash outflow from financing activities Net (decrease) in cash held Cash at the beginning of the financial period Cash at the end of the financial period |
Consolidated 31 December 2011 $ 31 December 2010 $ (277,811) (842,400) (132,366) - 85,273 75,682 |
|---|---|
| (324,904) (766,718) |
|
| 1,594,229 1,727,293 (1,365,721) - |
|
| 228,508 1,727,293 |
|
| - 1,071,480 - (4,500,000) |
|
| - (3,428,520) |
|
| (96,396) (2,467,943) 4,682,565 9,508,314 |
|
| 4,586,169 7,040,371 |
The accompanying notes form part of this interim financial report.
Page 10
VIEW RESOURCES LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2011
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1. BASIS OF PREPARATION
Basis of Preparation
These general purpose financial statements for the interim half-year reporting period ended 31 December 2011 have been prepared in accordance with requirements of the Corporations Act 2001 and Australian Accounting Standards including AASB 134: Interim Financial Reporting. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards.
This interim financial report is intended to provide users with an update on the latest annual financial report of the company. As such, it does not contain information that represents relatively insignificant changes occurring during the half-year within the consolidated entity. It is therefore recommended that this financial report be read in conjunction with the annual financial report of the company for the year ended 30 June 2011, together with any public announcements made by View Resources Limited during the half-year in accordance with continuous disclosure requirements arising under the Corporations Act 2001.
A summary of the material accounting policies adopted by the company in the preparation of the financial report can be found in the annual financial report for the year ended 30 June 2011. The accounting policies have been consistently applied, unless otherwise stated.
New and revised Accounting Standards
In the current year, the consolidated entity has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for the current annual reporting period. The adoption of these new and revised Standards and Interpretations has not resulted in a significant or material change to the consolidated entity’s accounting policies.
Reporting Basis and Conventions
The financial report has been prepared on an accrual basis and is based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
Page 11
VIEW RESOURCES LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2011
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2. OPERATING SEGMENTS
Identification of Reportable Segment
The consolidated entity operates within two reportable business segments, being mineral exploration and extraction operations in Western Australia.
| Half Year Ended 31 December 2011 Sales to external customers Other revenue/income Total segment revenue Segment result before income tax Profit before income tax As At 31 December 2011 Segment assets Total assets Segment liabilities Total liabilities Half Year Ended 31 December 2010 Sales to external customers Other revenue/income Total segment revenue Segment result before income tax Profit before income tax As At 31 December 2010 Segment assets Total assets Segment liabilities Total liabilities |
Exploration & extraction activities Total continuing operations Discontinued Mining Operations $ $ $ - - - 119,643 119,643 - 119,643 119,643 - 643,571 643,571 - 6,434,864 6,434,864 - 133,739 133,739 - Exploration & extraction activities Total continuing operations Discontinued Mining Operations $ $ $ - - - 65,977 65,977 9,705 |
Exploration & extraction activities Total continuing operations Discontinued Mining Operations $ $ $ - - - 119,643 119,643 - |
Consolidated $ - 119,643 |
|
|---|---|---|---|---|
| 119,643 119,643 - |
119,643 | |||
| 643,571 643,571 - |
643,571 | |||
| 6,434,864 6,434,864 - |
643,571 | |||
| 6,434,864 | ||||
| 133,739 133,739 - |
6,434,864 | |||
| 133,739 | ||||
| 133,739 | ||||
| Consolidated $ - 75,682 |
||||
| 65,977 65,977 9,705 |
75,682 | |||
| 156,741 156,741 (138,944) |
17,797 | |||
| 10,906,921 10,906,921 631,793 |
17,797 | |||
| 11,538,714 | ||||
| 12,498,403 12,498,403 35,701,647 |
11,538,714 | |||
| 48,200,050 | ||||
| 48,200,050 |
The consolidated entity has exploration and evaluation expenditures carried forward of $135,700 and loans extended to Osphur Limited of $1,365,720 as at 31 December 2011 in connection with the acquisition of the Kyrgyztan Coal Projects.
Page 12
VIEW RESOURCES LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2011
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3. CONTRIBUTED EQUITY
There was no change in contributed equity during the half-year period.
4. CONTINGENT LIABILITIES
The following consideration may be paid by View Resources Limited to the Shareholders of Oshpur Limited provided that State Agency for Geology and Mineral Resources grants an extension or renewal of the development agreement (on terms satisfactory to View Resources Limited) relating to the Sary-Mogol licence on or before the 30 April 2012 (or such later date as agreed by View Resources Limited):
-
A cash payment of US$400,000.
-
Issue of 100,000,000 fully paid ordinary shares in the capital of View Resources Limited.
-
Issue of 500,000 performance shares in the capital of View Resources Limited, divided into three separate classes (100,000 A Performance Shares, 200,000 B Performance Shares and 200,000 C Performance Shares).
Should the extension or renewal not be obtained, then View Resources Limited will be released from its obligation to make the cash payment and allot and issue the securities to the Oshpur Limited shareholders.
5. EVENTS SUBSEQUENT TO REPORTING DATE
General Meeting
On 30 January 2012, a General Meeting of Shareholders was held. The shareholders passed five resolutions, which approved the following:
-
To change the nature and scale of activities of View Resources Limited.
-
To allow the Directors to allot and issue up to 100,000,000 shares at an issue price not less than $0.01 per share to raise up to $1,000,000.
-
To allow the Directors to allot and issue up to 100,000,000 shares to Oshpur Limited shareholders.
-
To create a new class of securities – Performance Shares.
-
To allow Directors to allot and issue 100,000 A Performance Shares, 200,000 B Performance Shares and 200,000 C Performance Shares to the Oshpur Limited shareholders.
At the date of this report, none of the above listed approved securities have been issued.
Lodgement of Prospectus
On 1 March 2012, the Company lodged a Prospectus with the ASX to raise up to $1,500,000 by issuing up to 150,000,000 ordinary shares. The offer shares are to be placed with sophisticated and professional investors and, therefore, are not open to the general public. The Lead Manager of the offer is CPS Securities Pty Ltd. The offer opened on 29 February 2012 and closed on 13 March 2012.
Completion of Acquisition of Kyrgyzstan Coal Projects
In March 2012, the remaining amount outstanding on the loan to Oshpur Limited of US$800,000 was made to complete the acquisition of 100% of Oshpur Limited, a company that holds 90% interest in the Sary-Mogol and Bel-Alma coal projects located in southern Kyrgyzstan.
Other than the above, no other matters or circumstances have arisen since the end of the half-year which significantly affected or may significantly affect the operations of the consolidated entity, the results of those operations or the state of affairs of the consolidated entity in subsequent financial year.
Page 13
VIEW RESOURCES LIMITED DIRECTORS’ DECLARATION
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The directors of the Company declare that:
-
The financial statements and notes, as set out in this half-year financial report, are in accordance with the Corporations Act 2001, including:
-
a. complying with Accounting Standard AASB 134: Interim Financial Reporting; and
-
b. giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and of its performance for the half-year ended on that date.
-
In the director’s opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.
The declaration is made in accordance with a resolution of the Board of Directors.
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Ranko Matic Non-Executive Chairman
Dated this 15[th] day of March 2012
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RSM Bird Cameron Partners 8 St Georges Terrace Perth WA 6000 GPO Box R1253 Perth WA 6844 T +61 8 9261 9100 F +61 8 9261 9101 www.rsmi.com.au
INDEPENDENT AUDITOR’S REVIEW REPORT TO THE MEMBERS OF VIEW RESOURCES LIMITED
Report on the Half-Year Financial Report
We have reviewed the accompanying half-year financial report of View Resources Limited which comprises the consolidated statement of financial position as at 31 December 2011 and the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the half-year end or from time to time during the half-year.
Directors’ Responsibility for the Half-Year Financial Report
The directors of the company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of View Resources Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Liability limited by a Major Offices in: scheme approved Perth, Sydney, Melbourne, under Professional Adelaide and Canberra Standards Legislation ABN 36 965 185 036
RSM Bird Cameron Partners is an independent member firm of RSM International, an affiliation of independent accounting and consulting firms. RSM International is the name given to a network of independent accounting and consulting firms each of which practices in its own right. RSM International does not exist in any jurisdiction as a separate legal entity.
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Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of View Resources Limited, would be in the same terms if given to the directors as at the time of this auditor's review report .
Basis for Qualified Conclusion
The auditor’s review report for the half-year ended 31 December 2010 contained qualifications in relation to the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows. We were unable to perform alternative review procedures to enable us to conclude on the 31 December 2010 comparatives in relation to the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows. Accordingly, we do not express an opinion on the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended 31 December 2010.
Qualified Conclusion
Based on our review, which is not an audit, except for the effects on the comparative information of the matter described in the Basis for Qualified Conclusion paragraph, we have not become aware of any matter that makes us believe that the half-year financial report of View Resources Limited is not in accordance with the Corporations Act 2001 , including:
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(i) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and of its performance for the half-year ended on that date; and
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(ii) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001 .
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RSM BIRD CAMERON PARTNERS Chartered Accountants
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Perth, WA Dated: 15 March 2012
TUTU PHONG Partner
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RSM Bird Cameron Partners 8 St Georges Terrace Perth WA 6000 GPO Box R1253 Perth WA 6844 T +61 8 9261 9100 F +61 8 9261 9101 www.rsmi.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the review of the financial report of View Resources Limited for the half-year ended 31 December 2011, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
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(i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
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(ii) any applicable code of professional conduct in relation to the review.
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RSM BIRD CAMERON PARTNERS Chartered Accountants
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Perth, WA TUTU PHONG Dated: 15 March 2012 Partner
Liability limited by a Major Offices in: RSM Bird Cameron Partners is an independent member firm of RSM scheme approved Perth, Sydney, Melbourne, International, an affiliation of independent accounting and consulting firms. under Professional Adelaide and Canberra RSM International is the name given to a network of independent accounting Standards Legislation ABN 36 965 185 036 and consulting firms each of which practices in its own right. RSM International does not exist in any jurisdiction as a separate legal entity.
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