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CZR RESOURCES LTD — Annual Report 2007
Sep 26, 2007
64748_rns_2007-09-26_22b63ab0-dbb3-4b71-8092-bd5669cacc33.pdf
Annual Report
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Coziron Resources Limited and its controlled entities
(ACN 112 866 869)
Annual Report
For the Year Ended 30 June 2007
Annual Report 2007
Coziron Resources Limited
CONTENTS
Corporate Directory _______________________________________________________________ 2 Directors' Report__________________________________________________________________ 3 Auditor’s Independence Declaration _________________________________________________ 16 Income Statement ________________________________________________________________ 17 Balance Sheet ___________________________________________________________________ 18 Cash Flow Statement______________________________________________________________ 19 Statement Of Changes In Equity _____________________________________________________ 20 Notes To The Financial Statements___________________________________________________ 21 Directors' Declaration ____________________________________________________________ 42 Independent Audit Report To The Members Of Coziron Resources Limited ___________________ 43 Corporate Governance ____________________________________________________________ 45 Additional Shareholder Information __________________________________________________ 51 Schedule Of Mineral Tenements _____________________________________________________ 54
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Annual Report 2007
Coziron Resources Limited
CORPORATE DIRECTORY
EXECUTIVE CHAIRMAN
Richard Tan
EXECUTIVE DIRECTORS
Lam Fatt Tan (Norman) Sai Kwok Miu
COMPANY SECRETARY
Ah Aun Ong
PRINCIPAL & REGISTERED OFFICE
Level 3 102 James Street NORTHBRIDGE WA 6003 Telephone: (08) 9227 7766 Facsimile: (08) 9227 1370
AUDITORS
Rix Levy Fowler Level 1, 12 Kings Park Road WEST PERTH WA 6005
SHARE REGISTRAR
Security Transfers Registrars Pty Ltd Alexandria House, Suite 1 770 Canning Highway APPLECROSS WA 6153 Telephone: (08) 9315 2333 Facsimile: (08) 9315 2233
STOCK EXCHANGE LISTING
Australian Stock Exchange (Home Exchange: Perth, Western Australia) Code: CZR, CZRO
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Annual Report 2007
Coziron Resources Limited
DIRECTORS' REPORT
The directors of Coziron Resources Limited submit herewith the financial report of the company and its controlled entities for the financial year ended 30 June 2007. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:
1. DIRECTORS
The names of directors in office at any time during or since the end of the year are:
Lam Fatt Tan
Richard Teng Beng Tan
(Norman) Sai Kwok Miu (appointed 7 September 2007)
Gregory Burns (resigned 7 September 2007)
George Lazarou (resigned 15 August 2007)
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.
COMPANY SECRETARY
The following persons have held the position of company secretary during or at the end of the financial year:
George Lazarou (resigned 15 August 2007)
Ah Aun Ong (appointed 15 August 2007)
Mr. Ong is an accountant, who has 6 years experience in public practice. Mr Ong has worked with both listed and unlisted companies in Malaysia and Australia.
2. PRINCIPAL ACTIVITIES
The principal activity of the Economic Entity during the financial year was mineral exploration.
There were no significant changes in the nature of the Entity’s principal activities during the financial year.
3. OPERATING RESULTS
The loss of the Economic Entity after providing for income tax amounted to $621,115 (2006: $115,885).
4. DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend to the date of this report.
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Coziron Resources Limited
DIRECTORS' REPORT (Continued)
5. REVIEW OF OPERATIONS
Introduction
During the year significant exploration work was carried out at Rawang Gadang, Kunyit and Inderapura Projects. The two iron ore projects were progressed from conceptual exploration targets to advanced projects.
Diamond drilling and ground magnetics at Rawang Gadang and Kunyit confirmed magnetite iron ore mineralisation.
Davis Tube Recovery (DTR) metallurgical testing on Rawang Gadang ore has proven that the Rawang magnetite may be beneficiated into a high grade iron ore.
A detailed Ground Magnetic Survey at Rawang delineated a further extension of magnetite mineralisation which is still open in a south-easterly direction.
Grange Resources Ltd. completed legal due diligence on the Inderapura Coal project and undertook site inspections as part of technical due diligence. In the event that this work is satisfactory then Grange has agreed to enter into a formal Joint Venture to spend $A1M on exploring and potentially developing the project. This work included geological mapping and topographic surveys.
Due diligence on the Singkarak Copper-Gold Project was completed by Coziron and JV negotiations are on going. Other projects both in Australia and internationally was assessed during the year.
Rawang Gadang Iron Ore Project
The Rawang Gadang (“Rawang”) Project is located near the west coast of West Sumatra, approximately 54km southeast of Padang City, in the district of Danau Kembar, Solok Regency. The project is easily serviced by the Trans Sumatran Highway; it is situated just 200m from a main regional road.
The Rawang Mineral Property was initially held as a 10km[2] exploration license (PT04161DTS). During the year the license was converted to a 190 ha exploitation license (KP KW04161KTS) in the name of PT Karya Usaha Aneka Tambang Solok Indonesia (“KUATASI”).
The exploitation license was granted following the completion of an Environmental Impact Report (EIR). All statutory requirements were satisfied for completion of the EIR and the report included feasibility studies and environmental management and monitoring plans. The successful application of the Mining License will now afford the Company the opportunity to commence any future mining operations following the satisfaction of all economic and technical evaluations.
.
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Coziron Resources Limited
DIRECTORS' REPORT (Continued)
Activities during the year
Coziron Resources conducted a diamond drilling campaign at the Rawang Gadang Prospect. Twenty holes for an advance of 1,258.45m of PQ and HQ core were drilled to investigate the potential for an economic deposit of iron ore. In total 319 quarter core samples were taken for analysis. The drilling intersected broad zones of magnetite veining and magnetite replacement within calc-silicate skarn developed along the intrusive contact between a coarse crystalline granitoid and meta-limestones attributed to the Permian Barisan Formation
The drilling confirmed the potential for a magnetite resource of several hundred thousand tones at grades greater than 35% Fe. No resource has been estimated yet as the company is still determining economic parameters for a small magnetite deposit in Indonesia, and is still awaiting final drill-hole collar surveys.
Drill-core was geologically and geo-technically logged, sample intervals were marked with reference to the drillers’ core-blocks and quarter core was cut with a trowel or petrol-powered portable core-saw as required by the hardness of the material sampled. A total of 319 quarter core samples were collected for assaying. Core samples were taken at regular 1m intervals, or as dictated by geological boundaries.
Core was sent to PT Intertek Utama Services in Padang for sample preparation. The sample preparation scheme consisted of jaw-crushing to nominal 20mm, total pulverization in a LM2 or LM5 ring-mill to passing 200# and riffle splitting of a nominal 250g pulp sample for analysis.
Samples were sent from the sample preparation facility in Padang to Ultratrace Laboratories Pty Ltd in Australia or to Intertek Laboratories in Jakarta for analysis. Al2O3, CaO, Cr2O3, FeTotal, K2O, LOI, MgO, MnO, Na2O, P2O5, SiO2, TiO2, S and V205 were analysed by XRF. Detection limits for all elements were 0.01%, LIO to 0.1%.
Davis Tube Recovery test work was carried out by Ultratrace Laboratories on 7 samples from the drilling program. This test-work shows (Table 3.) that an economical grade magnetite concentrate (>68% Fe, <2.1% SiO2,<1.21% Al2O3, <0.012% P ) can be derived from Rawang Gadang ore by fine grinding to 45micron followed by magnetic separation, giving a recovery of >90% of contained Fe.
A detailed ground magnetic survey was carried out over the main Rawang Gadang orebody within KP KW04161KTS (10.8 line kilometres on 50m line spacing).This successfully defined the magnetite mineralisation intersected in the diamond drilling program as a strong linear magnetic high and extended the zone of mineralisation another 350 metres south-west of the limit of drilling. The magnetic anomaly is still open to the south west
Kunyit Iron Ore Project
The Kunyit Project is located within the Barisan Mountain Range, approximately 130 kilometres east-south-east of Padang in West Sumatra. Kunyit is situated within the district Sangir Jujuhan in Solok Selatan Regency.
The KP (KW04139DTS) encompasses an area of 17.89 km2.
The Kunyit Project has over 5 kilometres strike of prospective magnetite iron ore with three main prospect areas identified; Bukit 1, Bukit 2 and Bukit 3.
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DIRECTORS' REPORT (Continued)
The geological model for the Kunyit area has been interpreted as skarn hosted metasomatic magnetite mineralisation near the contact between a granitoid intrusive with calcareous tuffs, and as hematite-quartz veining within granitoid. The skarn mineralisation is sub-horizontal, forming a remnant resistant ferruginous capping on hilltops.
Activities during the Year
Field work commenced in late November and included the set-up of an approximate 10km long base line which was to be used as a field reference for all future programs. Geological mapping was undertaken and focused around the three Bukits. Mapping confirmed historic work and was also extended beyond the known outcrops.
An Environmental Impact Study (EPS) was completed during the period. The study is within the Indonesian Ministry of Environment (Kemeterian Lingkungan Hidup – (KLH)) AMDEL (Analisa Mengenai Dampak Lingkungan) guidelines for environmental reporting, and the contract was undertaken by consulting company, Tegar Alam Perkasa.
Ninety three (93) line kilometres of ground magnetics were recorded over four hundred (400) metre line spacing. Ground magnetic test work has proven an anomalous magnetic response located between Bukit 1 and Bukit 2 prospects, which cover a total strike length of approximately 1.5 kilometres. Lower background readings have been recorded around the Bukit 3 prospect. A gravity survey was undertaken over the three Bukits. The results from this survey were inconclusive due to topographic influences.
A total of six (6) trenches have been completed over a total length of 683 metres. Trenches were constructed by use of mechanical excavator and reached vertical depths of up to 6 metres. A total of 29 composite samples were collected during the program and dispatched to Intertek Laboratories in Jakarta for analysis. Face mapping of all trenches was undertaken; lithologies included highly weathered clay intersections of ferruginous or manganiferous clays with thin discontinuous veins of more massive magnetite, goethite or hematite. Trenching essentially confirmed anomalous ground magnetic data, however consistent or hard rock intersections of magnetite or hematite were not encountered, indicating a deep weathering pattern. Landsat imagery was purchased which has assisted in advancing the understanding of the regional geology, the nature of surface material, and has help provide base maps for future programs.
Fourteen scout diamond holes for an advance of 943.6m of PQ and HQ core were drilled at Bukit 1, Bukit 2 and Bukit 3 to investigate the potential for economic deposits of iron ore. In total 225 quarter core samples were taken for analysis.
Core was sent to PT Intertek Utama Services in Padang for sample preparation. The sample preparation scheme consisted of jaw-crushing to nominal 20mm, total pulverization in a LM2 or LM5 ring-mill to passing 200# and riffle splitting of a nominal 250g pulp sample for analysis. Samples were sent from the sample preparation facility in Padang to Ultratrace Laboratories Pty Ltd in Australia or Pt Intertek Utama Services in Jakarta for analysis. Al2O3, CaO, Cr2O3, FeTotal, K2O, LOI, MgO, MnO, Na2O, P2O5, SiO2, TiO2 and V205 were analysed by XRF. Detection limits for all elements were 0.01%, LIO to 0.1%.
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DIRECTORS' REPORT (Continued)
The Kunyit drilling program successfully tested the main prospect areas of Bukit 1 and Bukit 2 with broad zones of iron-manganese mineralization intersected in a number of the drillholes. At Bukit 3, three holes tested small quartz-FeO veins with only one hole intersecting low grade iron mineralization near the surface. Iron mineralization at Bukit 1 and 2 has been established to extend over economic widths and reaches economic grades in individual samples; however the overall grade of the deposit is unlikely to be economic. Mineralised intersections can be typified as ferruginous or manganiferous clays with thin discontinuous veins of more massive magnetite, goethite or hematite. The single drill-hole at Bukit 1 failed to intersect economic grades of FeO; a broad zone of weathered, ferruginised calc-silicate skarn was intersected, which peaked at 53% Fe.
At Bukit 2 a sheet of iron-manganese mineralisation was defined with 10 drill-holes. While 17.5m of economic grade mineralisation was intercepted in KYT007, the remaining holes only intercepted thin discontinuous Fe mineralisation and have effectively closed off the mineralisation in KYT007. The iron mineralisation to the north and east of KYT007 has been eroded away, while to the south and west it tapers out rapidly into a zone of manganiferous clays. This interpretation appears to be supported by the results of a ground magnetic survey carried out previously. While many magnetite deposits are amenable to some form of beneficiation, this is unlikely to be successful at Kunyit as ferruginous-manganiferous clays appear to form a substantial part of the already small potential resource. Only in the Bukit 2 area from KYT007 to the iron oxide outcrop to the north is there any potential for an economic grade resource; tonnage potential is however small. The 3 holes drilled at Bukit 3 were targeted at a very narrow discontinuous Quartz-FeO vein well away from the main zone of alteration and veining, and failed to intersect economic mineralisation.
The Kunyit area does not appear to host a large enough iron ore resource to warrant a small scale mining operation for Coziron. Sufficient resources may be present in the KYT007 area to permit very small scale mining by an Indonesian company or cooperative and Coziron will look at options to maximise potential on-sale opportunities of the Kunyit project.
Lubuk Gadang Lead-Zinc Project
The Lubuk Gadang (“Lubuk”) Project is an extended exploration license (KW04138DTC) and has a KP license under application which covers a highly prospective area of 5km2. The project is located in the district of Sangir Jujuhan, Solok Selatan Regency and is situated 7 kilometres northwest from the town of Padangaro, and 115 kilometres southeast of Padang City.
Low grade metamorphic rocks of the Barisan Mountain Range are host to the project area where relative topographies range between 500m and 1000m in altitude. The area was explored and mined during pre WWII Colonial times. Three main prospective areas were discovered:
-
Pamomongan Vein 11 (Pb + Zn + Ag) deposit
-
Sungai Alai (Pb + Zn + Ag + Au + As) deposit
-
Pamomongan Serpentinites (Ni + Cr)
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DIRECTORS' REPORT (Continued)
Various adits, stopes and cross drives are relic to the exploration activity.The Pamomongan Vein 11 Prospect was estimated in 1917 to contain 2 million tons of ore (Ravex Pty Ltd, November 2005 - Wisework Investment Report), but was never exploited. Recent and historic sampling from this prospect has returned significant values of 30.6%Zn, 0.23%Pb, 27ppm Ag and 0.47ppmAu, and 8.0%Zn, 5.5%Pb, 312g/t Ag and 1.84g/t Au respectively. In 1938 the Sungai Alai Prospect was estimated to contain 200,000 tonnes of ore, with channel sampling returning values of 1.60%Zn and 2.4%Pb.
The Project offers a number of excellent targets for the potential discovery of significant Zn/Pb mineralisation and is located in the highly prospective Trans Sumatran Fault Zone (TSFZ), which is host to the Herald Resources Anjing Hitam (Dairi) Project. Here, an indicated resource of 7.7Mt @ 16.0%Zn, 9.8%Pb and 12.0g/t Ag has been proven. A further 9.3Mt @ 7.7%Zn, 4.2%Pb and 6.0g/t Ag is inferred.
Activities during the year
No field work was carried out at the Lubuk Project during the reporting year, however, Landsat imagery was purchased over the area for the purpose of assisting geological interpretations.
Inderapura Coal Project
The Inderapura Project area consists of four mineral properties; Inderapura (KW05191BBI),Tapan (KW05199BBT), Tapan (KW05192BBT), and Lunang (KW05193BBL).The mineral properties are located in the Pesisir Selaten regency of West Sumatra, in the western foothills of the Barisan Mountains, approximately 180 kilometres by sealed road SSE of Padang City. The Inderapura coal project encompasses a significant landholding of 107 square kilometres over the Lemau Formation which is a known host for significant coal deposition and current mining activities.
The coal deposits occur 20kms to 55kms from the Inderapura River mouth, which has an established loading wharf. Road infrastructure is advanced in the area with the Trans Sumatran Highway running parallel and SW of all four tenements making any mining operation simple, and cost effective.
Grange Resources Ltd (“Grange”) entered into a conditional Heads of Agreement whereby Grange will carry out due diligence and test work on the Inderapura coal prospect. In the event that this work is satisfactory then Grange has agreed to enter into a Joint Venture to spend $1,000,000 over a period of 18 months to earn a 50% interest in the project. During the reporting period Grange Resources completed legal due diligence on the project. Technical due diligence was still being completed at the end of the reporting period. The joint venture area comprises two of the four coal tenements currently held by Coziron and includes exploration licenses KW05191BBI (Inderapura) and KW05192BBT (Tapan).
The technical due diligence includes a three week program of geological mapping of coal seams, particularly in and around Block A and B prospect areas, where several large pits (up to 300m long) have previously been mined for coal. Grange collected several grab samples for analysis which have been submitted to SGS in Queensland. Grange will provide a comprehensive field report once results have been returned and at which point they will make a decision to enter into Joint Venture agreement.
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DIRECTORS' REPORT (Continued)
Topographical surveys were carried out during the year. A total of ten bench marks were erected to assist with detailed geological mapping and topographical pit surveys. ‘Crest and toe’ topography surveys were carried out in the various pits. Details of the surveys will be combined with the detailed geological mapping from Grange’s site inspections. Further exploration activity will be proposed once final reports have been received from Grange and from the survey program.
An application for an expansion in tenure covering the Inderapura Coal Project area was applied for during the year. Additional ground outside of the initial 4 tenement blocks became available, and it was a logical step for the company to expand on the ground holding, potentially increasing resource tonnages. Extensions to three of the blocks have been granted during the year; namely Inderapura (KW05191BBI),Tapan (KW05199BBT), Tapan (KW05192BBT), which now form a contiguous block. Thefourth tenement, Lunang (KW05193BBT); is awaiting its granted status, which should be available in the near future.
Singkarak Copper - Gold Project
The Company signed a Memorandum of Understanding (“MOU”) with PT. Intan Borneo International (PT IBI) and PT. Punakawan Sumatera International (PT PUSI) (collectively termed “Indonesian Partners”), the intent of which is to form a joint venture to explore the Singkarak copper-gold project, located in West Sumatra, Indonesia.
The Singkarak Project consists of two contiguous tenement blocks covering an area of two hundred (200) km[2] , located in Solok Regency in West Sumatra, approximately 75 kilometres by sealed road from the principal port town of Padang. Singkarak is situated within the Trans Sumatran Fault Zone (TSFZ), a highly prospective mineralised system that hosts a number of substantial gold deposits including the Martabe (+3Moz Au), Meluak, Pungkut (610,000 oz Au (Inferred)) gold projects.
Coziron has successfully completed due diligence on the Singkarak Copper-Gold Project and all conditions covering the due diligence have been satisfied including legal and technical site inspections. Coziron is currently in negotiations to formalise a Joint Venture (JV) with the Indonesian Partners, and will in due course announce details of the agreement once completed. The signing of a JV into the Singkarak copper-gold project in Sumatra will be an important and strategic development for the Company. Coziron believes the project area is highly prospective and that there is significant potential to delineate a sizeable resource.
Immediate follow up work is warranted once a JV agreement has been executed, and will include soil sampling, auger sampling, geological mapping and ground magnetics.
Several prospective target areas have been delineated from historic work and mineralisation styles include low and high sulphidation copper-gold showings, porphyry related alteration, and also copper skarn contact aureoles marginal to intrusions.
At Timbulon Prospect secondary oxide copper mineralisation (after primary copper sulphides) is associated with calc-silicate skarn in carbonates along complex intrusive contacts with granitoid. Rock chip samples of up to 11.6% Cu and 6.08 ppm Au were obtained from this area. Limited quarrying of copper oxide mineralisation took place at Timbulon Prospect during the Japanese occupation in WW2.
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DIRECTORS' REPORT (Continued)
At Pasilihan Cu-Au Prospect a porphyry copper target is indicated by drill-core showing disseminated copper sulphides in a dioritic intrusive and pyrite-silica-clay altered metasediment. This area has been drilled by Cambridge Mining Group in the late eighties-early nineties, although no drilling or assay reports have yet been located.
At Rawang Cu-Au Prospect a strong silica-sulphide altered intrusive breccia on the contact between granitoid and carbonate sediments contains veins of copper-lead-zinc sulphides. Rock chips of the alteration zone collected by Coziron assayed up to 3.15% Cu and 0.13ppm Au.
The widespread occurrences of signs of porphyry and skarn style copper-gold mineralisation highlight the prospectivity of the Singkarak tenements.
6. SIGNFICANT CHANGES IN STATE OF AFFAIRS
The following significant changes in the state of affairs of the Economic Entity occurred during the financial year:
On 17 August 2006, the Company issued 17,500,000 ordinary shares at $0.20 each as part of their Initial Public Offering.
On 29 August 2006 the Company successfully listed on the Australian Stock Exchange.
On 16 February 2007, the Company acquired all of the issued capital in Coziron Laos Pty Ltd, an Australian private company.
On 13 March, the Company acquired all of the issued capital in PT Coziron Copper, an entity established in Indonesia.
Other than stated above, there were no significant changes in the state of affairs of the Company during the financial year.
7. AFTER BALANCE DATE EVENTS
Mr George Lazarou resigned as a director and company secretary on 15 August 2007. Mr Ah Aun Ong was appointed company secretary on 15 August 2007.
Mr Gregory Burns resigned as a director on 7 September 2007.
Mr Sai Kwok Miu was appointed a director on 7 September 2007.
Except for the above, in the opinion of the Directors, no other matters or circumstances have 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 future financial years.
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DIRECTORS' REPORT (Continued)
8. INFORMATION ON DIRECTORS
Richard Tan
Executive Chairman
Qualifications
Experience Richard is a fellow member of the Chartered Certified Accountants UK, and has been a practicing accountant for more than 20 years in Australia. Richard was a substantial shareholder and director of a number of education companies in Australia, that subsequently involved in the creation of IBT Education Ltd, a company listed on ASX. Richard is currently the President of the Western Australian Chinese Chamber of Commerce and a director of a number of private companies.
Interest in Shares 10,000,001 Fully paid Ordinary Shares Interest in Options 1,500,000 25 cent options exercisable on or before 31/12/2009 5,000,000 20 cent options exercisable on or before 31/7/2008
Lam Fatt Tan Executive Director
Qualifications
Experience Lam Fatt has over 20 years’ business experience in both Australia and Malaysia, developing businesses, managing the corporate restructure of public companies and industry liaison. Lam Fatt has previously held directorships in Malaysian public companies and is currently the VicePresident of the Western Australian Chinese Chamber of Commerce and a director of a number of private companies.
Interest in Shares 10,055,001 Fully paid Ordinary Shares Interest in Options 1,500,000 25 cent options exercisable on or before 31/12/2009 5,000,000 20 cent options exercisable on or before 31/7/2008
Sai Kwok Sui Executive Director Qualifications Diploma of Civil Engineering Bachelor of Commerce Degree Experience Sai Kwok holds a Diploma of Civil Engineering from Hong Kong Polytechnic University, and a Bachelor of Commerce Degree from the University of Western Australia. Sai Kwok has previously worked for a large mining company with an iron ore mine on Koolan Isalnd. Sai Kwok has an extensive network centred around the Asian Pacific region. Sai Kwok has 30 years worth of experience in business development and corporate matters.
Interest in Shares 293,261 Fully paid Ordinary Shares Interest in Options 1,490,044 20 cent options exercisable on or before 31/7/2008
Directorships of other listed companies
No directors have held any other directorships of other listed companies in the 3 years immediately before the end of the financial year.
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DIRECTORS' REPORT (Continued)
9. MEETINGS OF DIRECTORS
The number of directors' meetings held during the financial year each director held office during the financial year and the number of meetings attended by each director are:
| Director | Directors | Meetings |
|---|---|---|
| Number Eligible to Attend |
Meetings Attended |
|
| Richard Tan | 4 | 4 |
| Lam Fatt Tan | 4 | 4 |
| Greg Burns | 4 | 4 |
| George Lazarou | 4 | 4 |
The Company does not have a formally constituted audit committee as the board considers that the company’s size and type of operation do not warrant such a committee.
10. FUTURE DEVELOPMENTS
The Economic Entity will continue its mineral exploration activity at and around its exploration projects with the object of identifying commercial resources.
11. ENVIRONMENTAL ISSUES
The Company is aware of its environmental obligations with regards to its exploration activities and ensures that it complies with all regulations when carrying out any exploration work.
12. REMUNERATION REPORT
Remuneration Policy
The remuneration policy of Coziron Resources Limited has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component which is assessed on an annual basis in line with market rates and offering specific long-term incentives based on key performance areas affecting the economic entity’s financial results. The board of Coziron Resources Limited believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best directors and executives to run and manage the economic entity.
The board’s policy for determining the nature and amount of remuneration for board members and senior executives of the economic entity is as follows:
The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was developed by the board. All executives receive a base salary (which is based on factors such as length of service and experience) and superannuation. The board reviews executive packages annually by reference to the economic entity’s performance, executive performance and comparable information from industry sectors and other listed companies in similar industries.
The board may exercise discretion in relation to approving incentives, bonuses and options. The policy is to attract the highest calibre of executives and reward them for performance that results in long-term growth in shareholder wealth.
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DIRECTORS' REPORT (Continued)
Executives are also entitled to participate in the employee share and option arrangements.
The executive directors and executives receive a superannuation guarantee contribution required by the government, which is currently 9%, and do not receive any other retirement benefits.
All remuneration paid to directors and executives is valued at the cost to the company and expensed. Options are valued using the Black-Scholes method.
The board policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment and responsibilities. The board determines payments to the non-executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting (currently $150,000). Fees for non-executive directors are not linked to the performance of the economic entity. However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the company and are able to participate in the employee option plan.
Performance based remuneration
The company has no performance based remuneration component built into director and executive remuneration packages.
Company performance, shareholder wealth and director’s and executive’s remuneration The remuneration policy has been tailored to increase goal congruence between shareholders and directors and executives. Currently, this is facilitated through the issue of options to the majority of directors and executives to encourage the alignment of personal and shareholder interests. The company believes the policy will be effective in increasing shareholder wealth. For details of directors and executives interests in options at year end, refer note 18 of the financial statements.
Employment contracts of key management personnel
For details of service agreements between key management personnel and Coziron Resources Limited, refer note 18 of the financial statements.
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DIRECTORS' REPORT (Continued)
Compensation of key management personnel for the year ended 30 June 2007
| SHORT-TERM BENEFITS | SHORT-TERM BENEFITS | SHORT-TERM BENEFITS | POST EMPLOYMENT | POST EMPLOYMENT | SHARE-BASED PAYMENT |
SHARE-BASED PAYMENT |
TOTAL | |
|---|---|---|---|---|---|---|---|---|
| Salary & Fees | Cash Bonus | Non- Monetary |
Superannuation | Retirement Benefits |
Equity | Options | $ | |
| Directors | ||||||||
| Richard Tan– ExecutiveChairman | ||||||||
| 2007 2006 |
36,667 5,000 |
- - |
- - |
3,300 450 |
- - |
- - |
- - |
39,967 5,450 |
| Lam Fatt Tan – Executive Director | ||||||||
| 2007 2006 |
36,667 5,000 |
- - |
- - |
3,300 450 |
- - |
- - |
- - |
39,967 5,450 |
| GregBurns – Executive Director(appointed 10 April 2006,resigned 7 September 2007) | ||||||||
| 2007 2006 |
74,667 12,000 |
- - |
- - |
6,720 1,080 |
- - |
- - |
- - |
81,387 13,080 |
| George Lazarou – Non-Executive Director(appointed 22 May2006,resigned 15 August 2007) | ||||||||
| 2007 2006 |
33,332 - |
- - |
- - |
1,875 - |
- - |
- - |
- - |
35,207 - |
| Sugito Djojoputra – Executive Director(resigned 2 November 2005) | ||||||||
| 2007 2006 |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
| Ah Aun Ong– Executive Director(appointed 2 November 2005;resigned 1 June 2006) | ||||||||
| 2007 2006 |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
| **Total Remuneration ** | ||||||||
| 2007 2006 |
181,333 22,000 |
- - |
- - |
15,195 1,980 |
- - |
- - |
- - |
196,528 23,980 |
Compensation options granted during the year ended 30 June 2007
No compensation options were granted during the year ended 30 June 2007.
Performance income as a proportion of total income
No performance based bonuses have been paid to key management personnel during the financial year.
13. OPTIONS
At the date of this report unissued ordinary shares of the Company under option are:-
| Expiry Date | Exercise Price | Number of Options |
|---|---|---|
| 31 July 2008 | $0.20 | 31,760,751 |
| 31 January 2009 | $0.20 | 1,250,000 |
| 31 December 2009 | $0.25 | 3,250,000 |
During the year ended 30 June 2007, 39,250 options were exercised at 20 cents each, raising $7,850.
14
Annual Report 2007
Coziron Resources Limited
DIRECTORS' REPORT (Continued)
14. INDEMNIFYING OFFICERS OR AUDITOR
In accordance with the constitution, except as may be prohibited by the Corporations Act 2001 every Officer, auditor or agent of the Company shall be indemnified out of the property of the Company against any liability incurred by him in his capacity as Officer, auditor or agent of the Company or any related corporation in respect of any act or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal.
15. PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the company or intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of these proceedings.
The Company was not a party to any such proceedings during the year.
16. AUDITORS INDEPENDENCE DECLARATION
The lead auditor’s independence declaration for the year ended 30 June 2007 has been received and can be found on page 16 of the annual report.
17. NON-AUDIT SERVICES
The board of directors, in accordance with advice from the audit committee, is satisfied that no non-audit services were performed during the year by the Company’s auditors.
Signed in accordance with a resolution of the Board of Directors.
==> picture [74 x 71] intentionally omitted <==
Richard Tan Executive Chairman
Dated this 26[th] day of September 2007
15
To The Board of Directors
Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
This declaration is made in connection with our audit of the financial report of Coziron Resources Limited and controlled entities for the year ended 30 June 2007 and in accordance with the provisions of the Corporations Act 2001.
We declare that, to the best of our knowledge and belief, there have been:
-
no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
-
no contraventions of the Code of Professional Conduct of the Institute of Chartered Accountants in Australia in relation to the audit.
Yours faithfully
==> picture [162 x 26] intentionally omitted <==
RIX LEVY FOWLER Audit & Corporate Pty Ltd
==> picture [103 x 67] intentionally omitted <==
CHRIS WATTS Director
DATED at PERTH this 26[th] day of September 2007
16
Annual Report 2007
Coziron Resources Limited
INCOME STATEMENT For the Year Ended 30 June 2007
| Note Revenue 2 Employee benefit expenses 3 Compliance & professional expenses Depreciation 3 Impairment of non-current receivables 3 Impairment of investments 3 Occupancy expenses Travel expenses 3 Administration expenses Loss before income tax expense 3 Income tax expense 5 Net Loss attributable to members Basic loss per share (cents per share) 22 Diluted loss per share (cents per share) 22 |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 122,026 - 160,482 - (284,362) (23,980) (284,361) (23,980) (326,111) (58,217) (135,377) (58,217) (7,009) - (1,292) - - - (217,717) - - - (30,621) - (12,811) - - - (59,179) (28,319) (59,179) (28,319) (53,669) (5,369) (53,050) (5,369) |
|---|---|
| (621,115) (115,885) (621,115) (115,885) - - - - |
|
| (621,115) (115,885) (621,115) (115,885) |
|
| (1.02) (0.72) (1.02) (0.72) (0.75) (0.61) (0.75) (0.61) |
The accompanying notes form part of these financial statements.
17
Annual Report 2007
Coziron Resources Limited
BALANCE SHEET As at 30 June 2007
| Note CURRENT ASSETS Cash and cash equivalents 6 Trade and other receivables 7 Other assets 8 TOTAL CURRENT ASSETS NON CURRENT ASSETS Trade and other receivables 7 Exploration assets 9 Financial assets 10 Property, plant & equipment 12 TOTAL NON CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 13 Short term provisions 14 TOTAL CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 15 Option reserve 16 Accumulated losses 17 TOTAL EQUITY |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 1,234,957 140,664 1,234,957 140,664 76,518 3,409 76,518 3,409 - 1,049 - 1,049 |
|---|---|
| 1,311,475 145,122 1,311,475 145,122 |
|
| - - 2,714,482 1,395,680 2,971,606 1,410,892 - - 100,000 - 406,103 15,212 65,114 16,135 |
|
| 3,136,720 1,410,892 3,136,720 1,410,892 |
|
| 4,448,195 1,556,014 4,448,195 1,556,014 |
|
| 24,183 25,736 24,183 25,736 11,876 - 11,876 - |
|
| 36,059 25,736 36,059 25,736 |
|
| 36,059 25,736 36,059 25,736 |
|
| 4,412,136 1,530,278 4,412,136 1,530,278 |
|
| 4,833,740 1,648,375 4,833,740 1,648,375 317,608 - 317,608 - (739,212) (118,097) (739,212) (118,097) |
|
| 4,412,136 1,530,278 4,412,136 1,530,278 |
The accompanying notes form part of these financial statements.
18
Annual Report 2007
Coziron Resources Limited
CASH FLOW STATEMENT
For the Year Ended 30 June 2007
| Note Cash Flows from Operating Activities Interest received Management fee received Payments to suppliers and employees Net cash used in operating activities 23 (ii) Cash Flows from Investing Activities Proceeds from sale of property, plant & equipment Purchase of property, plant & equipment Purchase of exploration assets Payments for exploration expenditure Investment in subsidiary Purchase of investments Net cash used in investing activities Cash Flows from Financing Activities Loan to unrelated entity Proceeds from issue of shares Proceeds from issue of options Loan to subsidiary Payments for cost of issue of shares Net cash provided by financing activities Net increase in cash held Cash at beginning of financial year Cash at end of financial year 23 (i) |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 122,026 - 122,026 - - - 38,456 - (729,598) (95,456) (525,433) (95,456) |
|---|---|
| (607,572) (95,456) (364,951) (95,456) |
|
| 2,408 - 2,408 - (78,543) - (23,847) - - (1,410,892) - - (1,560,714) - - - - - (321,512) (15,212) (100,000) - (100,000) - |
|
| (1,736,849) (1,410,892) (442,951) (15,212) |
|
| (64,259) - (64,259) - 3,507,850 1,682,000 3,507,850 1,682,000 318,001 - 318,001 - - - (1,536,519) (1,395,680) (322,878) (34,991) (322,878) (34,991) |
|
| 3,438,714 1,647,009 1,902,195 251,329 |
|
| 1,094,293 140,661 1,094,293 140,661 140,664 3 140,664 3 |
|
| 1,234,957 140,664 1,234,957 140,664 |
The accompanying notes form part of these financial statements
19
Annual Report 2007
Coziron Resources Limited
STATEMENT OF CHANGES IN EQUITY For the Year Ended 30 June 2007
| Economic Entity Note Balance at 1 July 2005 Issue of share capital 15 Capital raising costs 15 Loss for the year 17 Balance at 30 June 2006 Issue of share capital 15 Exercise of options 15 Issue of options 16 Transfer from options to share capital 15 Capital raising costs 15 Loss for the year 17 Balance at 30 June 2007 The Company Balance at 1 July 2005 Issue of share capital 15 Capital raising costs 15 Loss for the period 17 Balance at 30 June 2006 Issue of share capital 15 Exercise of options 15 Issue of options 16 Transfer from options to share capital 15 Capital raising costs 15 Loss for the year 17 Balance at 30 June 2007 |
Issued Capital Accumulated Losses Option Reserve Total $ $ $ $ 3 (2,212) - (2,209) 1,682,000 - - 1,682,000 (33,628) - - (33,628) - (115,885) - (115,885) |
|---|---|
| 1,648,375 (118,097) - 1,530,278 3,500,000 - - 3,500,000 8,243 - - 8,243 - - 318,001 318,001 (393) - (393) (322,878) - (322,878) - (621,115) (621,115) |
|
| 4,833,347 (739,212) 318,001 4,412,136 |
|
| Issued Capital Accumulated Losses Option Reserve Total $ $ $ $ 3 (2,212) - (2,209) 1,682,000 - - 1,682,000 (33,628) - - (33,628) - (115,885) - (115,885) |
|
| 1,648,375 (118,097) - 1,530,278 3,500,000 - - 3,500,000 8,243 - - 8,243 - 318,001 318,001 (393) - - (393) (322,878) - - (322,878) - (621,115) - (621,115) |
|
| 4,833,347 (739,212) 318,001 4,412,136 |
The accompanying notes form part of these financial statements.
20
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001 .
The financial report covers the economic entity of Coziron Resources Limited and its controlled entities, and Coziron Resources Limited as an individual parent entity. Coziron Resources Limited is a listed public company, incorporated and domiciled in Australia.
The financial report of Coziron Resources Limited and controlled entities, and Coziron Resources Limited as an individual parent entity comply with International Financial Reporting Standards (IFRS) in their entirety.
The following is a summary of the material accounting policies adopted by the consolidated entity in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.
Basis of Preparation
The accounting policies set out below have been consistently applied to all years presented.
Reporting Basis and Conventions
The financial report has also been prepared on an accruals basis and is based on historical costs, except for derivative financial instruments and available for-sale financial assets that have been measured at fair value.
(a) Principles of Consolidation
A controlled entity is any entity Coziron Resources Limited has the power to control the financial and operating policies of so as to obtain benefits from its activities.
A list of controlled entities is contained in Note 11 to the financial statements. All controlled entities have a June financial year-end.
All inter-company balances and transactions between entities in the economic entity, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistencies with those policies applied by the parent entity.
Where controlled entities have entered or left the economic entity during the year, their operating results have been included/excluded from the date control was obtained or until the date control ceased.
Subsidiary acquisitions are accounted for using the purchase method of accounting.
Investments in subsidiaries are accounted for at cost in the individual financial statements of Coziron Resources Limited.
21
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
(b) Cash and cash equivalents
Cash and short-term deposits in the balance sheet comprise cash at bank and on hand and short-term deposits with an original maturity of three months or less.
For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.
(c) Critical Accounting Judgements, Estimates and Assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Exploration and evaluation costs
Acquisition, exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are carried forward in respect of an area that has not at balance sheet date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or relating to, the area of interest are continuing.
(d) Earnings Per Share
Basic earnings per share (“EPS”) is calculated by dividing the net loss attributable to members for the reporting period, after excluding any costs of servicing equity, by the weighted average number of ordinary shares of the Company, adjusted for any bonus issue.
Diluted EPS is calculated as net loss attributable to members, adjusted for, costs of servicing equity (other than dividends) and preference share dividends; the after tax effect of dividends and interest associated with dilutive potential ordinary shares that would 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.
(e) Exploration, Evaluation and Development Expenditure
Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are carried forward only if they relate to an area of interest for which rights of tenure are current and in respect of which:
-
(i) such costs are expected to be recouped through successful development and exploitation or from sale of the area; or
-
(ii) exploration and evaluation activities in the area have not, at balance date, reached a stage which permit a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active operations in, or relating to, the area are continuing.
22
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
Accumulated costs in respect of areas of interest which are abandoned are written off in full against profit in the year in which the decision to abandon the area is made.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.
The recoverability of the carrying amount of the exploration and evaluation assets is dependent on the successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.
(f) Foreign Currency Translation
Functional and presentation currency
The functional currency of each of the group’s entities is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when the fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in the income statement, except where deferred in equity as a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the income statement.
Group companies
The financial results and position of foreign operations whose functional currency is different from the group’s presentation currency are translated as follows:
-
assets and liabilities are translated at year-end exchange rates prevailing at that reporting date:
-
income and expenses are translated at average exchange rates for the period; and
-
• retained profits are translated at the exchange rate prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations are transferred directly to the group’s foreign currency translation reserve in the balance sheet. These differences are recognised in the income statement in the period in which the operation is disposed.
23
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
(g) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office (ATO). In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the balance sheet are shown inclusive of GST.
The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the balance sheet.
Cash flows are included in the Cash Flow Statement on a gross basis. The GST components of cash flows arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.
(h) Impairments
At each reporting date the Company assesses whether there is any indication that an asset may be impaired. Where an indication of impairment exists, the Company makes a formal estimate of recoverable amount. Where 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 Company 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.
(i) Income Tax
Deferred income tax is provided on all temporary differences at the balance sheet 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 where the deferred income tax liability 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 that accounting profit nor taxable profit or loss; and
-
in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, except where the timing of the reversal of the temporary differences will not reverse in the foreseeable future.
24
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
Deferred income tax assets are recognised for all deductible temporary differences, carryforward 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 assets and unused tax losses can be utilised:
-
except where 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; and
-
in respect of deductible temporary differences with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences will reverse in the
foreseeable future and taxable profit will be available against which the temporary differences can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance sheet 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.
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 sheet date.
Income taxes relating to items recognised directly in equity are recognised in equity are not in the income statement.
(j) Issued Capital
Ordinary shares are classified as equity.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.
(k) Revenue
Revenue is recognised to the extent that it is probable that the economic benefits 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
Revenue is recognised as the interest accrues.
(l) Trade and Other Payables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of consideration to be paid in the future for goods and services received, whether or not billed to the consolidated entity.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as an expense on an accrual basis.
25
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
(m) Trade and Other Receivables
Trade receivables, which generally have 30-90 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts. An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off when identified.
Receivables from related parties are recognised and carried at the nominal amount due. Interest is taken up as income on an accrual basis.
(n) Investments
All investments are initially recognised at cost, being the fair value of the consideration given and including acquisition charges associated with the investment.
After initial recognition, investments, which are classified as held for trading and available-for-sale, are measured at fair value. Gains or losses on investments held for trading are recognised in the income statement.
Gains or losses on available-for-sale investments are recognised as a separate component of equity until the investment is sold, collected or otherwise disposed of, or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is included in the income statement.
For investments that are actively traded in organised financial markets, fair value is determined by reference to Stock Exchange quoted market bid prices at the close of business on the balance sheet date.
(o) Property, Plant and Equipment
Each class of property, plant and equipment is carried at cost or fair value less, where applicable, any accumulated depreciation and impairment losses.
Plant and Equipment
Plant and equipment is stated at cost less accumulated depreciation and any impairment in value.
Plant and equipment is depreciated using either the straight line or diminishing value method at rates between 10% and 33.33%.
Impairment
The carrying value 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 cash-generating unit to which the asset belongs.
26
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets or cash-generating 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 pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset.
Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the income statement in the period the item is derecognized.
(p) Employee Entitlements
Provision is made for the Economic Entity’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be settled within 1 year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than 1 year have been measured at the present value of the estimated future cash outflows to be made for those benefits.
| 2. REVENUE Interest received form other persons Management fee |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 122,026 - 122,026 - - - 38,456 - |
|---|---|
| 122,026 - 160,482 - |
3. EXPENSES
| Loss before income tax has been determined | after following | specific expenses: | specific expenses: | |
|---|---|---|---|---|
| Employee benefits expense | ||||
| - Salary | 174,953 | 22,000 | 174,953 | 22,000 |
| - Superannuation | 16,046 | 1,980 | 16,046 | 1,980 |
| - Salary sacrifice | 68,728 | - | 68,728 | - |
| - Annual leave | 11,876 | - | 11,876 | - |
| - Recruitment fees | 11,990 | - | 11,990 | - |
| - Medical costs | 769 | - | 769 | - |
| 284,362 | 23,980 | 284,362 | 23,980 | |
| Impairment of non current | ||||
| receivables | - | - | 217,717 | - |
| Impairment of non current | ||||
| investments | - | - | 30,621 | - |
| Depreciation | 7,009 | - | 1,292 | - |
| Loss on sale of property, plant & | ||||
| equipment | 987 | - | 987 | - |
27
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
| 4. AUDITORS’ REMUNERATION Remuneration of the auditor for: - Auditing or reviewing the financial report - Other services 5. INCOME TAX |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 13,450 2,000 13,450 2,000 - - - - |
|---|---|
| 13,450 2,000 13,450 2,000 |
|
| a . The components of tax expense comprise: Current tax Deferred tax b. The prima facie tax benefit on loss before income tax is reconciled to the income tax as follows: Prima facie tax benefit on loss before income tax at 30% (2006: 30%) Add: Tax effect of: -Revenue losses not recognised -Foreign losses not recognised -Overseas losses not recognised Impairment of non-current receivables Less: Tax effect of: -Other deferred tax balances not recognised Income tax The applicable weighted average effective tax rates are as follows: |
- - - - - - - - |
|---|---|
| - - - - |
|
| (186,335) (34,766) (186,335) (34,766) 104,750 6,573 104,713 6,573 22,425 29,208 22,425 29,208 74,315 - - - - - 65,315 - - - 9,186 - 912 - 912 - |
|
| 202,402 35,781 202,551 35,781 |
|
| 16,067 1,015 16,216 1,015 |
|
| 16,067 1,015 16,216 1,015 |
|
| - - - - |
|
| 0% 0% 0% 0% |
28
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
5. INCOME TAX (Continued)
| c. The following deferred tax balances at 30% (2006: 30%) have not been recognised: Deferred Tax Assets: Carry forward revenue losses Carry forward foreign losses Capital raising costs Provisions and accruals Other At 30% (Indonesia): Carry forward overseas losses |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 111,396 6,646 111,359 6,646 51,633 29,208 51,633 29,208 83,544 8,071 83,544 8,071 6,564 1,296 6,564 1,296 354 297 205 297 |
|---|---|
| 253,491 45,518 253,305 45,518 |
|
| 74,315 - - - |
The tax benefits of the above Deferred Tax Assets will only be obtained if:
(a) the company derives future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised;
(b) the company continues to comply with the conditions for deductibility imposed by law; and
(c) no changes in income tax legislation adversely affect the company in utilising the benefits.
| 6. CASH AND CASH EQUIVALENTS Current Cash at Bank Cash Management Account Term Deposit 7. TRADE AND OTHER RECEIVABLES Current GST Receivable Other Debtors Loan – PT Dutssi Non Current Loan to subsidiary (Note 19(b)) Less: Provision for Impairment |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 26,865 140,664 26,865 140,664 208,092 - 208,092 - 1,000,000 - 1,000,000 - |
|---|---|
| 1,234,957 140,664 1,234,957 140,664 |
|
| 7,373 3,409 7,373 3,409 4,886 - 4,886 - 64,259 - 64,259 - |
|
| 76,518 3,409 76,518 3,409 |
|
| - - 2,932,199 1,395,680 - - (217,717) - |
|
| - - 2,714,482 1,395,680 |
29
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
| 8. OTHER ASSETS Current Prepayments |
- 1,049 - 1,049 Economic Entity Company 2007 2006 2007 2006 $ $ $ $ |
|---|---|
| 10. FINANCIAL ASSETS Non Current Investment in subsidiaries Less: Provision for impairment Available for sale Investment in Unlisted Company (i) 9. EXPLORATION ASSETS Costs carried forward in respect of areas of interest in: Exploration and evaluation phases – at cost Brought forward Consideration for the exploration assets acquired during the period Exploration expenditure capitalised during the year Exploration expenditure written off At reporting date |
2,971,606 1,410,892 - - |
|---|---|
| 1,410,892 - - - - 1,410,892 - - 1,560,714 - - - - - - - |
|
| 2,971,606 1,410,892 - |
|
| - - 336,724 15,212 - - (30,621) - |
|
| - - 306,103 15,212 |
|
| 100,000 - 100,000 - |
|
| 100,000 - 406,103 15,212 |
(i) The Company currently holds 5,000,000 fully paid ordinary shares (2006: Nil) of Integrated Rubber Industries Ltd, an Australian unlisted public company, which intends to list on the Australian Stock Exchange. The shares have been valued at cost at 30 June 2007, and have been reviewed for impairment.
30
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
11. INTEREST IN CONTROLLED ENTITIES
(a) Controlled entities consolidated
The consolidated financial statements incorporate the assets, liabilities and the results of the following subsidiary in accordance with the accounting policy described in note 1(a):
| Name | Country of | Class of Shares | Equity | Equity |
|---|---|---|---|---|
| Incorporation | Holding | Holding | ||
| 2007* | 2006* | |||
| PT Coziron Pertambangan | Indonesia | Ordinary | 100% | 100% |
| PT Coziron Copper | Indonesia | Ordinary | 100% | - |
| Coziron Laos Pty Ltd | Australia | Ordinary | 100% | - |
- Percentage of voting power is in proportion to ownership.
(b) Acquisition of controlled entities
On 16 February 2007, Coziron Resources Limited acquired 100% of Coziron Laos Pty Ltd with Coziron Resources Limited entitled to all profits earned from this date for a purchase consideration of $1,000.
On 13 March 2007, Coziron Resources Limited acquired 100% of PT Coziron Copper with Coziron Resources Limited entitled to all profits earned from this date for a purchase consideration of $320,513.
| 12. PROPERTY, PLANT & EQUIPMENT Plant & Equipment – at cost Less: Accumulated Depreciation Movements in Plant & Equipment Balance at the beginning of the year Additions Disposals Depreciation Balance at the end of the year |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 72,123 - 17,427 - (7,009) - (1,292) - |
|---|---|
| 65,114 - 16,135 - |
|
| - - - - 72,123 - 20,822 - - - (3,395) - (7,009) - (1,292) |
|
| 65,114 - 16,135 - |
31
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
| TRADE AND OTHER PAYABLES Current Trade creditors PAYG Withholding SHORT TERM PROVISIONS Current Employee Entitlements ISSUED CAPITAL 63,639,253 (2006:46,100,003 ) fully paid ordinary shares |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 15,338 25,736 15,338 25,736 8,845 - 8,845 - |
|
|---|---|---|
| 24,183 25,736 24,183 25,736 |
||
| 11,876 - 11,876 - |
||
| 4,833,740 1,648,375 4,833,740 1,648,375 |
13. TRADE AND OTHER
14. SHORT TERM PROVISIONS
15. ISSUED CAPITAL
| Movements in fully paid ordinary shares Ordinary Shares At the beginning of the reporting period Shares issued during the year: Initial Public Offer shares issued at 20 cents each Options exercised during the year Capital raising costs At reporting date |
on issue: Economic Entity Company $ Number $ Number 1,648,375 46,100,003 1,648,375 46,100,003 3,500,000 17,500,000 3,500,000 17,500,000 8,243 39,250 8,243 39,250 (322,878) - (322,878) - |
|---|---|
| 4,833,740 63,639,253 4,833,740 63,639,253 |
Terms of Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held and in proportion to the amount paid up on the shares held.
At shareholders meetings each ordinary share is entitled to one vote in proportion to the paid up amount of the share when a poll is called, otherwise each shareholder has one vote on a show of hands.
32
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS
For the Year Ended 30 June 2007
| 16. OPTION RESERVE 36,260,751 (2006: 4,500,000) options Movements in options on issue: Options At the beginning of the reporting period Options issued during the year: Options exercisable at 20 cents on or before 31 July 2008 at 1 cent each Less: Options exercised during the year At reporting date |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 317,608 - 317,608 - Economic Entity Company $ Number $ Number - 4,500,000 - 4,500,000 318,000 31,800,001 318,000 31,800,001 (392) (39,250) (392) (39,250) |
|---|---|
| 317,608 36,260,751 317,608 **36,260,751 ** |
Terms of Options
At the end of reporting period, there are 36,260,751 options over unissued shares as follows:
-
1,250,000 unlisted options exercisable at 20 cents on or before 31 January 2009;
-
3,250,000 unlisted options exercisable at 25 cents on or before 31 December 2009; and
-
31,760,751 listed options exercisable at 20 cents on or before 31 July 2008.
| 17. ACCUMULATED LOSSES Accumulated losses at the beginning of the reporting period Net loss attributable to members Accumulated losses at the end of the reporting period |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ (118,097) (2,212) (118,097) (2,212) (621,115) (115,885) (621,115) (115,885) (739,212) (118,097) (739,212) (118,097) |
|---|---|
33
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
18. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Details of key management personnel
The following persons were directors of Coziron Resources Limited during the financial year:-
Richard Tan Executive Chairman Lam Fatt Tan Executive Director Greg Burns Executive Director (resigned 7 September 2007) George Lazarou Non-Executive Director (resigned 15 August 2007)
(b) Remuneration policy of key management personnel
The objective of the Company’s executive reward framework is set to attract and retain the most qualified and experienced directors and senior executives. The board ensures that executive reward satisfies the following key criteria for good reward governance practices:
-
Competitiveness
-
Acceptability to shareholders
-
Performance linkage
-
Capital management
Directors’ fees
A director may be paid fees or other amounts as the directors determine where a director performs special duties or otherwise performs services outside the scope of the ordinary duties of a director. A director may also be reimbursed for out of pocket expenses incurred as a result of their directorship or any special duties.
Service agreements
Pursuant to an agreement executed on 14 June 2006, Greg Burns will provide services to the company as an Executive Director. The broad terms of this agreement include:
-
$80,000 per annum plus superannuation (to be reviewed annually);
-
provision of a mobile phone and all running costs; and.
-
life insurance will be covered up to a maximum of $3,600 per annum.
The agreement may be terminated by either party by providing 3 months written notice and upon payment of any outstanding fees for services rendered.
Pursuant to an agreement executed on 14 June 2006, Lam Fatt Tan will provide services to the company as an Executive Director. The broad terms of this agreement include:
- $40,000 per annum plus superannuation (to be reviewed annually).
The agreement may be terminated by either party by providing 3 months written notice and upon payment of any outstanding fees for services rendered.
Pursuant to an agreement executed on 14 June 2006, Richard Tan will provide services to the company as an Executive Director. The broad terms of this agreement include:
- $40,000 per annum plus superannuation (to be reviewed annually)
34
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
18. KEY MANAGEMENT PERSONNEL DISCLOSURES (Continued)
The agreement may be terminated by either party by providing 3 months written notice and upon payment of any outstanding fees for services rendered.
(c) Compensation of key management personnel by individual
| SHORT-TERM BENEFITS | SHORT-TERM BENEFITS | SHORT-TERM BENEFITS | POST EMPLOYMENT | POST EMPLOYMENT | SHARE-BASED PAYMENT |
SHARE-BASED PAYMENT |
TOTAL | |
|---|---|---|---|---|---|---|---|---|
| Salary & Fees | Cash Bonus | Non- Monetary |
Superannuation | Retirement Benefits |
Equity | Options | $ | |
| Directors | ||||||||
| Richard Tan– ExecutiveChairman | ||||||||
| 2007 2006 |
36,667 5,000 |
- - |
- - |
3,300 450 |
- - |
- - |
- | 39,967 5,450 |
| Lam Fatt Tan – Executive Director | ||||||||
| 2007 2006 |
36,667 5,000 |
- - |
- - |
3,300 450 |
- - |
- - |
- - |
39,967 5,450 |
| GregBurns – Executive Director(appointed 10 April 2006,resigned 7 September 2007) | ||||||||
| 2007 2006 |
74,667 12,000 |
- - |
- - |
6,720 1,080 |
- - |
- - |
- - |
81,387 13,080 |
| George Lazarou – Non-Executive Director(appointed 22 May2006,resigned 15 August 2007) | ||||||||
| 2007 2006 |
33,332 - |
- - |
- - |
1,875 - |
- - |
- - |
- - |
35,207 - |
| Sugito Djojoputra – Executive Director(resigned 2 November 2005) | ||||||||
| 2007 2006 |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
| Ah Aun Ong– Executive Director(appointed 2 November 2005;resigned 1 June 2006) | ||||||||
| 2007 2006 |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
| Total Remuneration | ||||||||
| 2007 2006 |
181,333 22,000 |
- - |
- - |
15,195 1,980 |
- - |
- - |
- - |
196,528 23.980 |
(d) Compensation options: Granted and vested during the year
There was no compensation options issued to key management personnel in 2007.
(e) Shares issued on exercise of compensation options
There were no shares issued on exercise of compensation options during the year.
(f) Option holdings of key management personnel 2007
| Richard Tan Lam Fatt Tan Greg Burns George Lazarou |
Balance at beginning period Granted as Remuneration Exercised Bought & (Sold) Balance at 30.06.07 Total Vested at 30.06.07 Total Exercisable at 30.06.07* 1,500,000 - - 5,000,000 6,500,000 6,500,000 6,500,000 1,500,000 - - 5,000,000 6,500,000 6,500,000 6,500,000 1,000,000 - - 175,000 1,175,000 1,175,000 1,175,000 250,000 - - 50,000 300,000 300,000 300,000 |
|---|---|
| 4,250,000 - - 10,225,000 14,475,000 14,475,000 14,475,000 |
- Relates to a non-renounceable issue of options to all shareholders in November 2006 offering one option for each two shares held at a price of one cent each, exercisable at 20 cents on or before 31 July 2008.
35
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
18. KEY MANAGEMENT PERSONNEL DISCLOSURES (Continued)
| 2006 Richard Tan Lam Fatt Tan Sugita Djojoputra Ah Aun Ong Greg Burns George Lazarou |
Balance at beginning period Granted as Remuneration Exercised Bought & (Sold) Balance at 30.06.06 Total Vested at 30.06.06 Total Exercisable at 30.06.06* - - - 1,500,000 1,500,000 1,500,000 1,500,000 - - - 1,500,000 1,500,000 1,500,000 1,500,000 - - - - - - - - - - - - - - - - - 1,000,000 1,000,000 1,000,000 1,000,000 - - - 250,000 250,000 250,000 250,000 |
|---|---|
| - - - 4,250,000 4,250,000 4,250,000 4,250,000 |
(g) Shareholdings of key management personnel
| 2007 Richard Tan Lam Fatt Tan Greg Burns George Lazarou 2006 Richard Tan Lam Fatt Tan Sugito Djojoputra Ah Aun Ong Greg Burns George Lazarou |
Balance at beginning period Granted as Remuneration On Exercise of Options Bought & (Sold) Balance at 30.06.07 10,000,001 - - - 10,000,001 10,000,001 - - 55,000 10,055,001 350,000 - - - 350,000 100,000 - - - 100,000 |
|---|---|
| 20,450,002 - - 55,000 20,505,002 |
|
| Balance at beginning period Granted as Remuneration On Exercise of Options Bought & (Sold) Balance at 30.06.06 1 - - 10,000,000 10,000,001 1 - - 10,000,000 10,000,001 1 - - (1) - - - - - - - - - 350,000 350,000 - - - 100,000 100,000 |
|
| 3 - - 20,449,999 20,450,002 |
(h) Loans to key management personnel
No loans were made to key management personnel of the company during the financial year.
(i) Other transactions and balances with key management personnel
During the year Mining Corporate Pty Ltd, a company in which Mr George Lazarou is a director, were paid $12,499 for providing company secretarial services. These fees were paid at commercial rates.
36
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
19. RELATED PARTY DISCLOSURES
(a) Parent entity
The ultimate parent entity within the Group is Coziron Resources Limited.
(b) Wholly-owned group transactions
Loans
Coziron Resources Limited has provided an unsecured, interest free loan to its wholly owned subsidiary, PT Coziron Pertambangan totalling $2,932,579 (2006: $1,395,680) at balance date. Impairment for $217,717 has been made against the loan outstanding. There were no repayments made during the year.
Coziron Resources Limited was provided with an unsecured, interest free loan from its wholly owned subsidiary, Coziron Laos Pty Ltd totalling $1,000 (2006: $Nil), of which $620 has been repaid, leaving a balance owing at balance date of $380.
(c) Key management personnel
Disclosures relating to key management personnel are set out in note 18 and the Directors’ Report.
20. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Economic Entity’s principal financial instruments comprise cash and short term deposits. The main purpose of the financial instruments is to earn the maximum amount of interest at a low risk to the economic entity. The Economic Entity also has other financial instruments such as trade debtors and creditors which arise directly from its operations. For the period under review, it has been the Economic Entity’s policy not to trade in financial instruments
The main risks arising from the Economic Entity’s financial instruments are interest rate risk and credit risk. The board reviews and agrees policies for managing each of these risks and they are summarised below:
(a) Interest Rate Risk
The Economic Entity is exposed to movements in market interest rates on short term deposits. The policy is to monitor the interest rate yield curve out to 120 days to ensure a balance is maintained between the liquidity of cash assets and the interest rate return. The Economic Entity does not have short or long term debt, and therefore this risk is minimal.
(b) Credit Risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Economic Entity. The Economic Entity has adopted the policy of only dealing with credit worthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults.
The Economic Entity does not have any significant credit risk exposure to any single counterparty or any economic entity of counterparties having similar characteristics. The carrying amount of financial assets recorded in the financial statements, net of any provisions for losses, represents the economic entity’s maximum exposure to credit risk.
37
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
21. FINANCIAL INSTRUMENTS
(a) Interest Rate Risk
The Economic Entity’s exposure to interest rate risk and the effective weighted average interest rate for each class of financial assets and financial liabilities is set out in the following table:
| 2007 Financial Assets Cash and cash equivalents Trade & other receivables Financial Assets Weighted Average Interest Rate Financial Liabilities Trade & other creditors Weighted Average Interest Rate 2006 Financial Assets Cash at bank Trade & other receivables Weighted Average Interest Rate Financial Liabilities Trade & other creditors Weighted Average Interest Rate |
Floating interest rate $ |
Fixed interest maturing in | Fixed interest maturing in | Fixed interest maturing in | Non-Interest bearing $ |
Total $ |
|---|---|---|---|---|---|---|
| 1 year or less $ |
over 1 year less than 5 $ |
more than 5 years $ |
||||
| 208,092 - - |
1,000,000 - - 26,865 1,234,957 - - - 76,518 76,518 - - - 100,000 100,000 |
|||||
| 208,092 | 1,000,000 - - 203,383 1,411,475 |
|||||
| 5.85% - |
6.27% - - - - - - - (24,183) (24,183) |
|||||
| - | - - - (24,183) (24,183) |
|||||
| Floating interest rate $ |
Fixed interest maturing in | Non-Interest bearing $ |
Total $ |
|||
| 1 year or less $ |
over 1 year less than 5 $ |
more than 5 years $ |
||||
| - - |
- - 140,664 140,664 - - - 3,409 3,409 |
|||||
| - | - - - 144,073 144,073 |
|||||
| - - |
- - - - - - - - (25,736) (25,736) |
|||||
| - | - - - (25,736) (25,736) |
|||||
| - | - - - - - |
(b) Net fair value of financial assets and liabilities
The carrying amount of cash and cash equivalents approximates fair value because of their short-term maturity
38
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
22. EARNINGS PER SHARE
-
(a) Loss used in the calculation of basic earnings per share
-
(b) Weighted average number of ordinary shares outstanding during the reporting period used in calculation of basic earnings per share:
-
(c) Weighted average number of ordinary shares outstanding during the reporting period used in calculation of diluted earnings per share:
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ (621,115) (115,885) (621,115) (115,885) Number of Number of Number of Number of shares shares shares shares 60,821,763 16,127,750 60,821,763 16,127,750 82,685,470 19,057,695 82,685,470 19,057,695
| 23. CASH FLOW INFORMATION (i) Reconciliation of cash and cash equivalent:- Cash on Bank Cash Management Account Term Deposit (ii) Reconciliation of cash flows from operating activities with loss after income tax Loss after income tax Non cash flows in loss: - Loss on sale of plant & equipment - Impairment of non-current receivables - Impairment of investments - Depreciation Changes in assets and liabilities: - Increase in trade and other receivables - Increase in trade and other payables Net cash (outflows) from Operating Activities |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 26,865 140,664 26,865 140,664 208,092 - 208,092 - 1,000,000 - 1,000,000 - |
|---|---|
| 1,234,957 140,664 1,234,957 140,664 |
|
| (621,115) (115,885) (621,115) (115,885) 987 - 987 - - - 217,717 - - - 30,621 - 7,009 - 1,292 - (4,776) (3,095) (4,776) (3,095) 10,323 23,524 10,323 23,524 |
|
| (607,572) (95,456) (364,951) (95,456) |
39
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
23. CASH FLOW INFORMATION (Continued)
(iii) Acquisition of Entity
Coziron Resources Limited acquired 100% of Coziron Laos Pty Ltd on 16 February 2007 and 100% of PT Coziron Copper. Details of the acquisition are as follows:-
| Purchase consideration Cash consideration Assets and liabilities held at acquisition date: Cash and cash equivalents Trade and other receivables Goodwill on consolidation |
Economic Entity Company 2007 2006 2007 2006 $ $ $ $ 321,513 15,212 321,513 15,212 |
|---|---|
| 321,513 15,212 321,513 15,212 |
|
| 320,513 - - - 1,000 15,212 - - |
|
| 321,513 15,212 - - |
|
| - - - - |
The assets and liabilities arising from the acquisition are recognised at fair value which is equal to its carrying value.
(iv) Non-cash financing and investing activities
The Company did not incur any non-cash financing and investing activities during the financial year ended 30 June 2007.
243. SEGMENT INFORMATION
The Company operates predominantly in one geographical segment, being Indonesia, and in one industry, mineral exploration.
25. EVENTS SUBSEQUENT TO REPORTING DATE
Mr George Lazarou resigned as a director and company secretary on 15 August 2007. Mr Ah Aun Ong was appointed company secretary on 15 August 2007.
Mr Gregory Burns resigned as a director on 7 September 2007.
Mr Sai Kwok Miu was appointed a director on 7 September 2007.
Except for the above, in the opinion of the Directors, no other matters or circumstances have 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 future financial years.
26. CONTINGENT LIABILITIES
In the opinion of the directors there were no contingent liabilities at 30 June 2007, and the interval between 30 June 2007 and the date of this report.
40
Annual Report 2007
Coziron Resources Limited
NOTES TO THE FINANCIAL STATEMENTS For the Year Ended 30 June 2007
27. COMMITMENTS
(a) Exploration commitments
The Economic Entity has no minimum exploration commitments pursuant to the terms and conditions of Tenement Licences in Indonesia in relation to exploration and rental commitments.
(b) Lease expenditure commitments
The Economic Entity has no operating lease commitments, as it is currently leasing premises on a monthly tenancy.
28. CHANGE IN ACCOUNTING POLICY
- (a) The following Australian Accounting Standards have been issued or amended and are applicable to the company but are not yet effective. They have not been adopted in preparation of the financial statements at reporting date.
| AASB | AASB Standard | Nature of Change in | Application Date of | Application Date for |
|---|---|---|---|---|
| Amendment | Affected | Accounting Policy | the Standard | the Group |
| and Impact | ||||
| 2005–10 | AASB 1: First time | No change, no impact | 1 January 2007 | 1 July 2007 |
| adoption of AIFRS | ||||
| AASB 4: Insurance | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Contracts | ||||
| AASB 101: | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Presentation of | ||||
| Financial Statements | ||||
| AASB 114: Segment | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Reporting | ||||
| AASB 117: Leases | No change, no impact | 1 January 2007 | 1 July 2007 | |
| AASB 133: Earnings | No change, no impact | 1 January 2007 | 1 July 2007 | |
| per share | ||||
| AASB 1023: General | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Insurance | ||||
| AASB 1038: Life | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Insurance Contracts | ||||
| AASB 139: Financial | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Instruments: | ||||
| Recognition and | ||||
| Measurement | ||||
| AASB 132: Financial | No change, no impact | 1 January 2007 | 1 July 2007 | |
| Instruments: | ||||
| Disclosure and | ||||
| Presentation | ||||
| AASB 7: | AASB 132: Financial | No change, no impact | 1 January 2007 | 1 July 2007 |
| Financial | Instruments: | |||
| Instruments: | Disclosure and | |||
| Disclosure | Presentation |
41
Annual Report 2007
Coziron Resources Limited
DIRECTORS' DECLARATION
The directors of Coziron Resources Limited declare that:
-
the financial statements and notes, as set out on pages 17 to 41 are in accordance with the Corporations Act 2001 and:
-
(a) comply with Accounting Standards and the Corporations Regulations 2001; and
-
(b) give a true and fair view of the financial position as at 30 June 2007 and of the performance for the year ended on that date of the company and economic entity;
-
the Chief Executive Officer and Chief Finance Officer have each declared that:
-
(a) the financial records of the company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001;
-
(b) the financial statements and notes for the financial year comply with the Accounting Standards; and
-
(c) the financial statements and notes for the financial year give a true and fair view;
-
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.
This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by:
==> picture [70 x 67] intentionally omitted <==
Richard Tan Chairman
Dated this 26[th] day of September 2007
42
Independent Audit Report
To the Members of Coziron Resources Limited
We have audited the accompanying financial report of Coziron Resources Limited (the company) and Coziron Resources Limited and Controlled Entities (the consolidated entity), which comprises the balance sheet as at 30 June 2007, and the income statement, statement of changes in equity and cash flow statement for the year ended on that date, a summary of significant accounting policies and other explanatory notes and the directors’ declaration of the consolidated entity 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 and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In Note 1, the directors also state, in accordance with Accounting Standards AASB 101: Presentation of Financial Statements, that compliance with the Australian equivalents to International Financial Reporting Standards (IFRS) ensures that the financial report, comprising the financial statements and notes, complies with IFRS.
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. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance 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 judgment, 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 entity’s preparation and fair presentation of the financial report 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 entity’s 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 and the remuneration disclosures in the directors’ report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
43
Independent Auditor’s Report
To the Members of Coziron Resources Limited (Continued)
Independence
In conducting our audit, we followed applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001.
Auditor’s Opinion
In our opinion:
-
a. the financial report of Coziron Resources Limited and its Controlled Entities is in accordance with the Corporations Act 2001, including:
-
i. giving a true and fair view of the company’s and consolidated entity’s financial position as at 30 June 2007 and of their performance for the year ended on that date; and
-
ii. complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and
-
b.
-
the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.
==> picture [163 x 26] intentionally omitted <==
RIX LEVY FOWLER Audit & Corporate Pty Ltd
==> picture [103 x 68] intentionally omitted <==
CHRIS WATTS Director
DATED at PERTH this 26[th] day of September 2007
44
Annual Report 2007
Coziron Resources Limited
CORPORATE GOVERNANCE
The Company is committed to implementing the highest standards of corporate governance. In determining what those high standards should involve the Company has turned to the ASX Corporate Governance Council’s Principles of Good Corporate Governance and Best Practice Recommendations . The Company is pleased to advise that the Company’s practices are largely consistent with those ASX guidelines. As consistency with the guidelines has been a gradual process, where the Company did not have certain policies or committees recommended by the ASX Corporate Governance Council (the Council) in place during the reporting period, we have identified such policies or committees.
Where the Company’s corporate governance practices do not correlate with the practices recommended by the Council, the Company is working towards compliance however it does not consider that all the practices are appropriate for the Company due to the size and scale of Company operations.
To illustrate where the Company has addressed each of the Council’s recommendations, the following table cross-references each recommendation with sections of this report. The table does not provide the full text of each recommendation but rather the topic covered. Details of all of the recommendations can be found on the ASX Corporate Governance Council’s website at http://www.asx.com.au/about/CorporateGovernance_AA2.shtm
| Recommendation | Section |
|---|---|
| Recommendation 1.1 Functions of the Board and Management | 1.1 |
| Recommendation 2.1 Independent Directors | 1.2 |
| Recommendation 2.2 Independent Chairman | 1.2 |
| Recommendation 2.3 Role of the Chairman and CEO | 1.2 |
| Recommendation 2.4 Establishment of Nomination Committee | 2.3 |
| Recommendation 2.5 Reportingon Principle 2 | 1.2, 1.4.6, 2.3.2 |
| Recommendation 3.1 Directors’ and KeyExecutives’ Code of Conduct | 1.1 |
| Recommendation 3.2 CompanySecurityTradingPolicy | 1.4.9 |
| Recommendation 3.3 Reportingon Principle 3 | 1.1 and 1.4.9 |
| Recommendation 4.1 Attestations byCEO and CFO | 1.4.11 |
| Recommendation 4.2 Establishment of Audit Committee | 2.1 |
| Recommendation 4.3 Structure of Audit Committee | 2.1.2 |
| Recommendation 4.4 Audit Committee Charter | 2.1 |
| Recommendation 4.5 Reportingon Principle 4 | 2.1 |
| Recommendation 5.1 Policyfor Compliance with Continuous Disclosure | 1.4.4 |
| Recommendation 5.2 Reportingon Principle 5 | 1.4.4 |
| Recommendation 6.1 Communications Strategy | 1.4.8 |
| Recommendation 6.2 Attendance of Auditor at General Meetings | 1.4.8 |
| Recommendation 7.1 Policies on Risk Oversight and Management | 2.1.3 |
| Recommendation 7.2 Attestations byCEO and CFO | 1.4.11 |
| Recommendation 7.3 Reportingon Principle 7 | 2.1.3 |
| Recommendation 8.1 Evaluation of Board, Directors and KeyExecutives | 1.4.10 |
| Recommendation 9.1 Remuneration Policies | 2.2.4 |
| Recommendation 9.2 Establishment of Remuneration Committee | 2.2 |
| Recommendation 9.3 Executive and Non-Executive Director Remuneration | 2.2.4.1 and 2.2.4.2 |
| Recommendation 9.4 Equity-Based Executive Remuneration | 2.2.4.1 |
| Recommendation 9.5 Reportingon Principle 9 | 2.2.2 and 2.2.4 |
| Recommendation 10.1 CompanyCode of Conduct | 3 |
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1. Board of Directors
1.1 Role of the Board
The Board’s role is to govern the Company rather than to manage it. In governing the Company, the Directors must act in the best interests of the Company as a whole. It is the role of senior management to manage the Company in accordance with the direction and delegations of the Board and the responsibility of the Board to oversee the activities of management in carrying out these delegated duties.
In carrying out its governance role, the main task of the Board is to drive the performance of the Company. The Board must also ensure that the Company complies with all of its contractual, statutory and any other legal obligations, including the requirements of any regulatory body. The Board has the final responsibility for the successful operations of the Company.
To assist the Board carry our its functions, it has developed a Code of Conduct to guide the Directors, the Chief Executive Officer, the Chief Financial Officer and other key executives in the performance of their roles.
1.2 Composition of the Board
To add value to the Company the Board has been formed so that it has effective composition, size and commitment to adequately discharge its responsibilities and duties given its current size and scale of operations. Directors are appointed based on the specific skills required by the Company and on their decision-making and judgment skills.
The Company recognises the importance of Non-Executive Directors and the external perspective and advice that Non-Executive Directors can offer. At present there are no Non-Executive Directors, the Company is actively seeking an independent Non-Executive Director.
An Independent Director is a Non-Executive Director and:
-
is not a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company;
-
within the last three years has not been employed in an executive capacity by the Company or another group member, or been a Director after ceasing to hold any such employment;
-
within the last three years has not been a principal of a material professional adviser or a material consultant to the Company or another group member. Or an employee materially associated with the service provided;
-
is not a material supplier or customer of the Company or another group member, or an officer of or otherwise associated directly or indirectly with a material supplier or customer;
-
has no material contractual relationship with the Company or other group member other than as a Director of the Company;
-
has not served on the Board for a period which could, or could reasonably be perceived to, materially interfere with the Director’s ability to act in the best interests of the Company; and
-
is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the Director’s ability to act in the best interests of the Company.
1.3 Responsibilities of the Board
In general, the Board is responsible for, and has the authority to determine, all matters relating to the policies, practices, management and operations of the Company. It is required to do all things that may be necessary to be done in order to carry out the objectives of the Company.
Without intending to limit this general role of the Board, the principal functions and responsibilities of the Board include the following.
-
Leadership of the Organisation: overseeing the Company and establishing codes that reflect the values of the Company and guide the conduct of the Board.
-
Strategy Formulation: to set and review the overall strategy and goals for the Company and ensuring that there are policies in place to govern the operation of the Company.
-
Overseeing Planning Activities: the development of the Company’s strategic plan.
-
Shareholder Liaison: ensuring effective communications with shareholders through an appropriate communications policy and promoting participation at general meetings of the Company.
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Coziron Resources Limited
-
Monitoring, Compliance and Risk Management: the development of the Company’s risk management, compliance, control and accountability systems and monitoring and directing the financial and operational performance of the Company.
-
Company Finances: approving expenses and approving and monitoring acquisitions, divestitures and financial and other reporting.
-
Human Resources: appointing, and, where appropriate, removing the Chief Executive Officer or Managing Director (CEO / MD) and Chief Financial Officer (CFO) as well as reviewing the performance of the CEO and monitoring the performance of senior management in their implementation of the Company’s strategy.
-
Ensuring the Health, Safety and Well-Being of Employees: in conjunction with the senior management team, developing, overseeing and reviewing the effectiveness of the Company’s occupational health and safety systems to ensure the well-being of all employees.
-
Delegation of Authority: delegating appropriate powers to the CEO to ensure the effective day-to-day management of the Company and establishing and determining the powers and functions of the Committees of the Board.
Full details of the Board’s role and responsibilities are contained in the Board Charter, a copy of which is available for inspection at the Company’s registered office.
1.4 Board Policies
1.4.1 Conflicts of Interest
Directors must:
-
disclose to the Board actual or potential conflicts of interest that may or might reasonably be thought to exist between the interests of the Director and the interests of any other parties in carrying out the activities of the Company; and
-
if requested by the Board, within seven days or such further period as may be permitted, take such necessary and reasonable steps to remove any conflict of interest.
If a Director cannot or is unwilling to remove a conflict of interest then the Director must, as per the Corporations Act , absent himself or herself from the room when discussion and/or voting occurs on matters about which the conflict relates.
1.4.2 Commitments
Each member of the Board is committed to spending sufficient time to enable them to carry out their duties as a Director of the Company.
1.4.3 Confidentiality
In accordance with legal requirements and agreed ethical standards, Directors and key executives of the Company have agreed to keep confidential, information received in the course of the exercise of their duties and will not disclose non-public information except where disclosure is authorised or legally mandated.
1.4.4 Continuous Disclosure
The Board has designated the Company Secretary as the person responsible for overseeing and coordinating disclosure of information to the ASX as well as communicating with the ASX. In accordance with the ASX Listing Rules the Company immediately notifies the ASX of information:
-
concerning the Company that a reasonable person would expect to have a material effect on the price or value of the Company’s securities; and
-
that would, or would be likely to, influence persons who commonly invest in securities in deciding whether to acquire or dispose of the Company’s securities.
1.4.5 Education and Induction
It is the policy of the Company that new Directors undergo an induction process in which they are given a full briefing on the Company. Where possible this includes meetings with key executives, tours of the premises, an induction package and presentations. Information conveyed to new Directors include:
-
details of the roles and responsibilities of a Director;
-
formal policies on Director appointment as well as conduct and contribution expectations;
-
access to a copy of the Board Charter;
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Annual Report 2007
Coziron Resources Limited
-
guidelines on how the Board processes function;
-
details of past, recent and likely future developments relating to the Board;
-
background information on and contact information for key people in the organisation;
-
an analysis of the Company;
-
a synopsis of the current strategic direction of the Company; and
-
a copy of the Constitution of the Company.
In order to achieve continuing improvement in Board performance, all Directors are encouraged to undergo continual professional development. Specifically, Directors are provided with the resources and training to address skills gaps where they are identified.
1.4.6 Independent Professional Advice
The Board collectively and each Director has the right to seek independent professional advice at the Company’s expense, up to specified limits, to assist them to carry out their responsibilities.
1.4.7 Related Party Transactions
Related party transactions include any financial transaction between a Director and the Company. Unless there is an exemption under the Corporations Act from the requirement to obtain shareholder approval for the related party transaction, the Board cannot approve the transaction.
1.4.8 Shareholder Communication
The Company respects the rights of its shareholders and to facilitate the effective exercise of those rights the Company is committed to:
-
communicating effectively with shareholders through releases to the market via ASX, information mailed to shareholders and the general meetings of the Company;
-
giving shareholders ready access to balanced and understandable information about the Company and corporate proposals;
-
making it easy for shareholders to participate in general meetings of the Company; and
-
requesting the external auditor to attend the annual general meeting and be available to answer shareholder questions about the conduct of the audit and the preparation and content of the auditor’s report.
The Company also makes available a telephone number and email address for shareholders to make enquiries of the Company.
1.4.9 Trading in Company Shares
Due to the size of the Company, the Board does not consider it appropriate to implement a Share Trading Policy. Rather, it reminds directors, officers and employees of the prohibition in the Corporations Act 2001 concerning trading in the Company’s securities when in possession of “inside information”.
1.4.10 Performance Review/Evaluation
It is the policy of the Board to conduct evaluation of its performance. The evaluation process was introduced via the Board Charter adopted on 14 June 2006 and will be implemented for the financial year ended 30 June 2006. The objective of this evaluation will be to provide best practice corporate governance to the Company.
1.4.11 Attestations by CEO and CFO
It is the Board’s policy, that the CEO and the CFO make the attestations recommended by the ASX Corporate Governance Council as to the Company’s financial condition prior to the Board signing the Annual Report. However, as at the date of this report the Company does not have a designated CEO or CFO These roles are performed by the Managing Director and Company Secretary.
- Board Committees
2.1 Audit Committee
Due to the size and scale of operations of the Company the full Board undertakes the role of the Audit Committee. Below is a summary of the role and responsibilities of an Audit Committee.
2.1.1 Role
The Audit Committee is responsible for reviewing the integrity of the Company’s financial reporting and overseeing the independence of the external auditors.
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As the whole Board only consists of three (3) members, the Company does not have an audit committee because it would not be a more efficient mechanism than the full Board for focusing the Company on specific issues and an audit committee cannot be justified based on a cost-benefit analysis. However, in accordance with the ASX Listing Rules, the Company is moving towards establishing an audit committee consisting primarily of Independent Directors.
In the absence of an audit committee, the Board sets aside time to deal with issues and responsibilities usually delegated to the audit committee to ensure the integrity of the financial statements of the Company and the independence of the external auditor.
2.1.2 Responsibilities
The Audit Committee or as at the date of this report the full Board of the Company reviews the audited annual and half-yearly financial statements and any reports which accompany published financial statements and recommends their approval to the members.
The Audit Committee or as at the date of this report the full Board of the Company each year reviews the appointment of the external auditor, their independence, the audit fee, and any questions of resignation or dismissal.
The Audit Committee or as at the date of this report the full Board of the Company is also responsible for establishing policies on risk oversight and management.
2.1.3 Risk Management Policies
The Board’s Charter clearly establishes that it is responsible for ensuring there is a sound system for overseeing and managing risk. As the whole Board only consists of three (3) members, the Company does not have a Risk Management Committee because it would not be a more efficient mechanism than the full Board for focusing the Company on specific issues.
2.2 Remuneration Committee
2.2.1 Role
The role of a Remuneration Committee is to assist the Board in fulfilling its responsibilities in respect of establishing appropriate remuneration levels and incentive policies for employees.
As the whole Board only consists of three (3) members, the Company does not have a remuneration committee because it would not be a more efficient mechanism than the full Board for focusing the Company on specific issues.
2.2.2 Responsibilities
The responsibilities of a Remuneration Committee, or the full Board include setting policies for senior officers’ remuneration, setting the terms and conditions of employment for the Chief Executive Officer, reviewing and making recommendations to the Board on the Company’s incentive schemes and superannuation arrangements, reviewing the remuneration of both Executive and Non-Executive Directors and making recommendations on any proposed changes and undertaking reviews of the Chief Executive Officer’s performance, including, setting with the Chief Executive Officer goals and reviewing progress in achieving those goals.
2.2.3 Remuneration Policy[i]
Directors’ Remuneration for the majority of directors was approved at a Board meeting held on 14 June 2006.
2.2.3.1 Senior Executive Remuneration Policy
The Company is committed to remunerating its senior executives in a manner that is marketcompetitive and consistent with best practice as well as supporting the interests of shareholders. Consequently, under the Senior Executive Remuneration Policy the remuneration of senior executive may be comprised of the following:
-
fixed salary that is determined from a review of the market and reflects core performance requirements and expectations;
-
a performance bonus designed to reward actual achievement by the individual of performance objectives and for materially improved Company performance;
-
participation in any share/option scheme with thresholds approved by shareholders;
-
statutory superannuation.
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Coziron Resources Limited
By remunerating senior executives through performance and long-term incentive plans in addition to their fixed remuneration the Company aims to align the interests of senior executives with those of shareholders and increase Company performance.
The value of shares and options were they to be granted to senior executives would be calculated using the Black and Scholes method.
The objective behind using this remuneration structure is to drive improved Company performance and thereby increase shareholder value as well as aligning the interests of executives and shareholders. The Board may use its discretion with respect to the payment of bonuses, stock options and other incentive payments.
2.2.3.2 Non-Executive Director Remuneration Policy
Non-Executive Directors are to be paid their fees out of the maximum aggregate amount approved by shareholders for the remuneration of Non-Executive Directors. Non-Executive Directors do not receive performance based bonuses and do not participate in equity schemes of the Company.
Non-Executive Directors are entitled to but not necessarily paid statutory superannuation.
2.2.4 Current Director Remuneration
Full details regarding the remuneration of Directors, is included in the Directors’ Report.
2.3 Nomination Committee
2.3.1 Role
The role of a Nomination Committee is to help achieve a structured Board that adds value to the Company by ensuring an appropriate mix of skills are present in Directors on the Board at all times.
As the whole Board only consists of three (3) members, the Company does not have a nomination committee because it would not be a more efficient mechanism than the full Board for focusing the Company on specific issues.
2.3.2 Responsibilities
The responsibilities of a Nomination Committee would include devising criteria for Board membership, regularly reviewing the need for various skills and experience on the Board and identifying specific individuals for nomination as Directors for review by the Board. The Nomination Committee would also oversee management succession plans including the CEO/ MD and his/her direct reports and evaluate the Board’s performance and make recommendations for the appointment and removal of Directors. Currently the Board as a whole performs this role.
2.3.3 Criteria for selection of Directors
Directors are appointed based on the specific governance skills required by the Company. Given the size of the Company and the business that it operates, the Company aims at all times to have at least two Directors with experience appropriate to the Company’s target market. In addition, Directors should have the relevant blend of personal experience in accounting and financial management and Director-level business experience.
3. Company Code Of Conduct
The Board has decided against the implementation of a code of conduct as it does not believe that it is in the best interests of its employees or other stakeholders to have what purports to be an exhaustive code of conduct. The Board feels that such a code may be too prescriptive and not allow the employees the discretion they need to best serve the Company’s stakeholders.
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Coziron Resources Limited
ADDITIONAL SHAREHOLDER INFORMATION
Shareholding
The distribution of members and their holdings of equity securities in the company as at 17 September 2007 was as follows:
| Number Held as at 17 September 2007 1-1,000 1,001 - 5,000 5,001 – 10,000 10,001 - 100,000 100,001 and over Totals |
Class of Equity Securities Fully Paid Ordinary Shares 6 45 179 216 48 |
|---|---|
| 494 |
Holders of less than a marketable parcel:- fully paid shares 30
Substantial Shareholders
The names of the substantial shareholders listed in the Company’s register as at 17 September 2007
| Shareholder | Number |
|---|---|
| KHH (Aus) Holdings Pty Ltd | 10,000,001 |
| Robert Kam | 5,091,829 |
| Australian Glamour Pty Ltd | 5,000,001 |
| Australian Glamour Pty Ltd | 5,000,000 |
| Propsperity Assets Ventures Ltd | 5,000,000 |
Unquoted Securities
The Company has issued the following unquoted securities:
| Number of Security | ||
|---|---|---|
| Class of Equity Security | Number | Holders |
| 31 January 2009 Options $0.20 | 1,250,000 | 2 |
| 31 December 2009 Options $0.25 | 3,250,000 | 3 |
Restricted Securities
The Company has issued the following restricted securities:
| Date Ceasing To Be | ||
|---|---|---|
| Class of Equity Security | Number | Restricted Securities |
| Ordinary Fully Paid | 19,325,002 | 29 August 2008 |
| 31 January 2009 Options $0.20 | 1,250,000 | 29 August 2008 |
| 31 December 2009 Options $0.25 | 3,000,000 | 29 August 2008 |
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Coziron Resources Limited
ADDITIONAL SHAREHOLDER INFORMATION (Continued)
Voting Rights
Ordinary Shares
In accordance with the Company's Constitution, on a show of hands every member present in person or by proxy or attorney or duly authorised representative has one vote. On a poll every member present in person or by proxy or attorney or duly authorised representative has one vote for every fully paid ordinary share held.
Twenty Largest Shareholders
The names of the twenty largest ordinary fully paid as at 17 September 2007 are as follows:
| Number of Ordinary | Held of Issued | |
|---|---|---|
| Name | Fully Paid Shares Held | Ordinary Capital |
| KHH (Aus) Holdings Pty Ltd | 10,000,001 | 15.71% |
| Robert Kam | 5,091,829 | 8.00% |
| Australian Glamour Pty Ltd | 5,000,001 | 7.86% |
| Australian Glamour Pty Ltd <R & F Tan Family | ||
| Superannuation A/C> | 5,000,000 | 7.86% |
| Propsperity Assets Ventures Ltd | 5,000,000 | 7.86% |
| Yee Chin Tan | 3,000,000 | 4.71% |
| Djoni Darmawan | 2,400,000 | 3.77% |
| Florence Poh Choo Tan | 2,000,000 | 3.14% |
| Choow Lin Tan | 2,000,000 | 3.14% |
| Constance Poh Choon Lim | 2,000,000 | 3.14% |
| Pathfinder Investments Pty Ltd | 1,073,659 | 1.69% |
| Kevin Kok Seng Tan | 1,000,000 | 1.57% |
| Serene May Chen Tan | 800,000 | 1.26% |
| Christina Miu | 689,489 | 1.08% |
| Boon Seng Ong | 637,603 | 1.00% |
| Lim Tong Yong | 600,000 | 0.94% |
| Western Pacific Corporation Pty Ltd | 499,563 | 0.78% |
| GW International Pty Ltd | 468,000 | 0.74% |
| Jenny Poon | 445,000 | 0.70% |
| Boon Kim Lee | 422,060 | 0.66% |
| TOTAL | 48,127,205 | 75.61 |
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Annual Report 2007
Coziron Resources Limited
ADDITIONAL SHAREHOLDER INFORMATION (Continued)
Option Holdings
The distribution of members and their holdings of equity securities in the company as at 17 September 2007 was as follows:
Class of Equity Securities
Number Held as at 17 September 2007 $0.20 Options, expiring 31 July 2008 1-1,000 7 1,001 - 5,000 157 5,001 – 10,000 59 10,001 - 100,000 134 100,001 and over 36 Totals 393
Twenty Largest Option Holders
The names of the twenty largest ordinary fully paid as at 17 September 2007 are as follows:
| Number of Options | Held of Issued | |
|---|---|---|
| Name | Held | Options |
| KHH (Aus) Holdings Pty Ltd | 5,000,000 | 15.74% |
| Australian Glamour Pty Ltd | 2,500,000 | 7.87% |
| Australian Glamour Pty Ltd <R & F Tan Family | ||
| Superannuation A/C> | 2,500,000 | 7.87% |
| Propsperity Assets Ventures Ltd | 2,000,000 | 6.30% |
| Yee Chin Tan | 1,500,000 | 4.72% |
| Sai Kwok Miu | 1,403,332 | 4.42% |
| Pathfinder Investments Pty Ltd | 1,375,000 | 4.33% |
| Djoni Darmawan | 1,200,000 | 3.78% |
| Florence Poh Choo Tan | 1,000,000 | 3.15% |
| Choow Lin Tan | 1,000,000 | 3.15% |
| Constance Poh Choon Lim | 1,000,000 | 3.15% |
| Boon Seng Ong | 646,745 | 2.04% |
| John Oakley Clinton | 567,467 | 1.79% |
| Kevin Kok Seng Tan | 500,000 | 1.57% |
| Propsperity Assets Ventures Ltd | 500,000 | 1.57% |
| Serene May Chen Tan | 400,000 | 1.26% |
| Djoni Darmawan | 300,000 | 0.94% |
| GW International Pty Ltd | 234,000 | 0.74% |
| Christina Miu | 211,052 | 0.66% |
| Gateway Pacific Australia Pty Ltd <Pang Family | ||
| Superannuation A/C> | 187,500 | 0.59% |
| TOTAL | 24,025,096 | 75.64 |
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SCHEDULE OF MINERAL TENEMENTS
| 1 | Minerals : Tenement : Tenement No: Coordinates |
Iron Sungai Kunyit KW 04139DTS Longtitude |
Latitude | ||
|---|---|---|---|---|---|
| 001 | 101 31 10 00 | 001 22 00 00 | LS | ||
| 002 | 101 31 10 00 | 001 23 40 00 | LS | ||
| 003 | 101 29 50 00 | 001 23 40 00 | LS | ||
| 004 | 101 29 50 00 | 001 22 55 00 | LS | ||
| 005 | 101 30 00 00 | 001 22 55 00 | LS | ||
| 006 | 101 30 00 00 | 001 22 35 00 | LS | ||
| 007 | 101 30 10 00 | 001 22 35 00 | LS | ||
| 008 | 101 30 10 00 | 001 22 00 00 | LS | ||
| 009 | 101 30 13 16 | 001 22 00 00 | LS | ||
| 010 | 101 30 13 16 | 001 21 34 22 | LS | ||
| 011 | 101 29 20 21 | 001 21 34 22 | LS | ||
| 012 | 101 29 20 21 | 001 20 26 86 | LS | ||
| 013 | 101 30 25 48 | 001 20 26 86 | LS | ||
| 014 | 101 30 25 48 | 001 20 42 46 | LS | ||
| 015 | 101 31 55 00 | 001 20 42 46 | LS | ||
| 016 | 101 31 55 00 | 001 22 00 00 | LS | ||
| 2 | Minerals : Tenement : Tenement No: Coordinates |
Zinc, Lead Lubuk Gadang KW 04138DTS Longtitude |
Latitude | ||
| 001 | 101 13 35 00 | 001 29 55 00 | LS | ||
| 002 | 101 13 35 00 | 001 28 40 00 | LS | ||
| 003 | 101 12 25 00 | 001 28 40 00 | LS | ||
| 004 | 101 12 25 00 | 001 29 55 00 | LS | ||
| 3 | Minerals : Tenement : Tenement No: Coordinates |
Iron Rawang Gadang KW 04161KTS Longtitude |
Latitude | ||
| 001 | 100 39 20 00 | 001 02 00 00 | LS | ||
| 002 | 100 39 20 00 | 001 01 40 00 | LS | ||
| 003 | 100 38 50 00 | 001 01 40 00 | LS | ||
| 004 | 100 38 50 00 | 001 01 05 00 | LS | ||
| 005 | 100 40 25 00 | 001 01 05 00 | LS | ||
| 006 | 100 40 25 00 | 001 01 10 00 | LS | ||
| 007 | 100 40 55 00 | 001 01 10 00 | LS | ||
| 008 | 100 40 55 00 | 001 01 30 00 | LS | ||
| 009 | 100 41 00 00 | 001 01 30 00 | LS | ||
| 010 | 100 41 00 00 | 001 01 40 00 | LS | ||
| 011 | 100 41 15 00 | 001 01 40 00 | LS | ||
| 012 | 100 41 15 00 | 001 01 55 00 | LS | ||
| 013 | 100 41 38 00 | 001 01 55 00 | LS | ||
| 014 | 100 41 38 00 | 001 01 50 00 | LS |
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Annual Report 2007
Coziron Resources Limited
| 015 | 100 42 33 00 | 001 01 50 00 | LS | |
|---|---|---|---|---|
| 016 | 100 42 33 00 | 001 02 30 00 | LS | |
| 017 | 100 41 45 00 | 001 02 30 00 | LS | |
| 018 | 100 41 45 00 | 001 02 25 00 | LS | |
| 019 | 100 40 40 00 | 001 02 25 00 | LS | |
| 020 | 100 40 40 00 | 001 02 10 00 | LS | |
| 021 | 100 40 20 00 | 001 02 10 00 | LS | |
| 022 | 100 40 20 00 | 001 02 00 00 | LS | |
| 4 | Minerals : Tenement : Tenement No: Coordinates 001 002 003 004 005 006 007 008 009 010 011 012 013 014 015 016 017 018 019 020 |
Coal Indrapura KW 05191BBI Longtitude 101 02 45 00 101 02 05 00 101 02 05 00 101 00 40 00 101 00 40 00 100 59 25 00 100 59 25 00 101 03 00 00 101 03 00 00 101 03 50 00 101 03 50 00 101 04 20 00 101 04 20 00 101 04 05 00 101 04 05 00 101 03 55 00 101 03 55 00 101 03 20 00 101 03 20 00 101 02 45 00 |
Latitude 002 03 40 00 002 03 40 00 002 03 15 00 002 03 15 00 002 02 25 00 002 02 25 00 001 58 20 00 001 58 20 00 001 59 00 00 001 59 00 00 002 01 30 00 002 01 30 00 002 02 05 00 002 02 05 00 002 02 25 00 002 02 25 00 002 02 40 00 002 02 40 00 002 02 50 00 002 02 50 00 |
LS LS LS LS LS LS LS LS LS LS LS LS LS LS LS LS LS LS LS LS |
|---|---|---|---|---|
| Third party territory Coordinates |
Longtitude | Latitude | ||
|---|---|---|---|---|
| 021 | 101 03 35 40 | 002 01 22 20 | LS | |
| 022 | 101 04 04 20 | 002 01 52 00 | LS | |
| 023 | 101 03 28 80 | 002 02 25 00 | LS | |
| 024 | 101 02 59 40 | 002 01 56 40 | LS |
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Annual Report 2007
Coziron Resources Limited
| 5 | Minerals : Tenement : Tenement No: Coordinates |
Coal Tapan KW 05199BBT Longtitude |
Latitude | |
|---|---|---|---|---|
| 001 | 101 07 00 00 | 002 07 35 00 | LS | |
| 002 | 101 06 15 00 | 002 07 35 00 | LS | |
| 003 | 101 06 15 00 | 002 05 30 00 | LS | |
| 004 | 101 07 00 00 | 002 05 30 00 | LS | |
| 005 | 101 07 00 00 | 002 06 20 00 | LS | |
| 006 | 101 07 50 00 | 002 06 20 00 | LS | |
| 007 | 101 07 50 00 | 002 06 29 00 | LS | |
| 008 | 101 07 57 00 | 002 06 29 00 | LS | |
| 009 | 101 07 57 00 | 002 06 24 00 | LS | |
| 010 | 101 08 27 00 | 002 06 24 00 | LS | |
| 011 | 101 08 27 00 | 002 06 33 00 | LS | |
| 012 | 101 08 45 00 | 002 06 33 00 | LS | |
| 013 | 101 08 45 00 | 002 06 41 00 | LS | |
| 014 | 101 08 49 01 | 002 06 41 00 | LS | |
| 015 | 101 08 49 01 | 002 06 50 00 | LS | |
| 016 | 101 08 28 00 | 002 06 50 00 | LS | |
| 017 | 101 08 28 00 | 002 07 02 00 | LS | |
| 018 | 101 08 23 00 | 002 07 02 00 | LS | |
| 019 | 101 08 23 00 | 002 07 08 00 | LS | |
| 020 | 101 08 17 00 | 002 07 08 00 | LS | |
| 021 | 101 08 17 00 | 002 07 19 00 | LS | |
| 022 | 101 08 39 00 | 002 07 19 00 | LS | |
| 023 | 101 08 39 00 | 002 07 10 00 | LS | |
| 024 | 101 09 02 00 | 002 07 10 00 | LS | |
| 025 | 101 09 02 00 | 002 06 50 00 | LS | |
| 026 | 101 09 10 00 | 002 06 50 00 | LS | |
| 027 | 101 09 10 00 | 002 07 00 00 | LS | |
| 028 | 101 09 20 00 | 002 07 00 00 | LS | |
| 029 | 101 09 20 00 | 002 07 10 00 | LS | |
| 030 | 101 09 30 00 | 002 07 10 00 | LS | |
| 031 | 101 09 30 00 | 002 07 20 00 | LS | |
| 032 | 101 09 40 00 | 002 07 20 00 | LS | |
| 033 | 101 09 40 00 | 002 07 30 00 | LS | |
| 034 | 101 09 50 00 | 002 07 30 00 | LS | |
| 035 | 101 09 50 00 | 002 07 40 00 | LS | |
| 036 | 101 10 00 00 | 002 07 40 00 | LS | |
| 037 | 101 10 00 00 | 002 07 50 00 | LS | |
| 038 | 101 10 30 00 | 002 07 50 00 | LS | |
| 039 | 101 10 30 00 | 002 09 00 00 | LS | |
| 040 | 101 07 00 00 | 002 09 00 00 | LS | |
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| 6 | Minerals : Tenement : Tenement No: Coordinates |
Coal Tapan KW 05192BBT Longtitude |
Latitude | ||
|---|---|---|---|---|---|
| 001 | 101 04 25 00 | 002 05 05 00 | LS | ||
| 002 | 101 04 25 00 | 002 05 00 00 | LS | ||
| 003 | 101 04 30 00 | 002 05 00 00 | LS | ||
| 004 | 101 04 30 00 | 002 04 55 00 | LS | ||
| 005 | 101 04 35 00 | 002 04 55 00 | LS | ||
| 006 | 101 04 35 00 | 002 04 50 00 | LS | ||
| 007 | 101 04 40 00 | 002 04 50 00 | LS | ||
| 008 | 101 04 40 00 | 002 04 45 00 | LS | ||
| 009 | 101 04 45 00 | 002 04 45 00 | LS | ||
| 010 | 101 04 45 00 | 002 04 40 00 | LS | ||
| 011 | 101 04 50 00 | 002 04 40 00 | LS | ||
| 012 | 101 04 50 00 | 002 04 35 00 | LS | ||
| 013 | 101 04 55 00 | 002 04 35 00 | LS | ||
| 014 | 101 04 55 00 | 002 04 30 00 | LS | ||
| 015 | 101 05 00 00 | 002 04 30 00 | LS | ||
| 016 | 101 05 00 00 | 002 04 25 00 | LS | ||
| 017 | 101 05 05 00 | 002 04 25 00 | LS | ||
| 018 | 101 05 05 00 | 002 04 20 00 | LS | ||
| 019 | 101 05 15 00 | 002 04 20 00 | LS | ||
| 020 | 101 05 15 00 | 002 04 15 00 | LS | ||
| 021 | 101 05 20 00 | 002 04 15 00 | LS | ||
| 022 | 101 05 20 00 | 002 04 10 00 | LS | ||
| 023 | 101 05 25 00 | 002 04 10 00 | LS | ||
| 024 | 101 05 25 00 | 002 04 05 00 | LS | ||
| 025 | 101 05 30 00 | 002 04 05 00 | LS | ||
| 026 | 101 05 30 00 | 002 04 00 00 | LS | ||
| 027 | 101 05 35 00 | 002 04 00 00 | LS | ||
| 028 | 101 05 35 00 | 002 03 55 00 | LS | ||
| 029 | 101 05 40 00 | 002 03 55 00 | LS | ||
| 030 | 101 05 40 00 | 002 03 50 00 | LS | ||
| 031 | 101 05 45 00 | 002 03 50 00 | LS | ||
| 032 | 101 05 45 00 | 002 03 45 00 | LS | ||
| 033 | 101 05 50 00 | 002 03 45 00 | LS | ||
| 034 | 101 05 50 00 | 002 03 40 00 | LS | ||
| 035 | 101 05 55 00 | 002 03 40 00 | LS | ||
| 036 | 101 05 55 00 | 002 03 35 00 | LS | ||
| 037 | 101 06 00 00 | 002 03 35 00 | LS | ||
| 038 | 101 06 00 00 | 002 04 25 00 | LS | ||
| 039 | 101 06 10 00 | 002 04 25 00 | LS | ||
| 040 | 101 06 10 00 | 002 04 45 00 | LS | ||
| 041 | 101 06 05 00 | 002 04 45 00 | LS | ||
| 042 | 101 06 05 00 | 002 04 50 00 | LS | ||
| 043 | 101 05 45 00 | 002 04 50 00 | LS | ||
| 044 | 101 05 45 00 | 002 05 15 00 | LS | ||
| 045 | 101 05 55 00 | 002 05 15 00 | LS | ||
| 046 | 101 05 55 00 | 002 05 55 00 | LS | ||
| 047 | 101 05 45 00 | 002 05 55 00 | LS | ||
| 048 | 101 05 45 00 | 002 06 05 00 | LS | ||
| 049 | 101 05 35 00 | 002 06 05 00 | LS |
57
Annual Report 2007
Coziron Resources Limited
| 050 | 101 05 35 00 | 002 06 10 00 | LS | |
|---|---|---|---|---|
| 051 | 101 05 30 00 | 002 06 10 00 | LS | |
| 052 | 101 05 30 00 | 002 06 15 00 | LS | |
| 053 | 101 05 20 00 | 002 06 15 00 | LS | |
| 054 | 101 05 20 00 | 002 06 35 00 | LS | |
| 055 | 101 05 10 00 | 002 06 35 00 | LS | |
| 056 | 101 05 10 00 | 002 06 40 00 | LS | |
| 057 | 101 03 35 00 | 002 06 40 00 | LS | |
| 058 | 101 03 35 00 | 002 06 35 00 | LS | |
| 059 | 101 03 25 00 | 002 06 35 00 | LS | |
| 060 | 101 03 25 00 | 002 06 25 00 | LS | |
| 061 | 101 03 15 00 | 002 06 25 00 | LS | |
| 062 | 101 03 15 00 | 002 05 10 00 | LS | |
| 063 | 101 03 10 00 | 002 05 10 00 | LS | |
| 064 | 101 03 10 00 | 002 04 25 00 | LS | |
| 065 | 101 03 40 00 | 002 04 25 00 | LS | |
| 066 | 101 03 40 00 | 002 04 35 00 | LS | |
| 067 | 101 03 50 00 | 002 04 35 00 | LS | |
| 068 | 101 03 50 00 | 002 04 45 00 | LS | |
| 069 | 101 04 00 00 | 002 04 45 00 | LS | |
| 070 | 101 04 00 00 | 002 04 50 00 | LS | |
| 071 | 101 04 05 00 | 002 04 50 00 | LS | |
| 072 | 101 04 05 00 | 002 04 55 00 | LS | |
| 073 | 101 04 10 00 | 002 04 55 00 | LS | |
| 074 | 101 04 10 00 | 002 05 00 00 | LS | |
| 075 | 101 04 15 00 | 002 05 00 00 | LS | |
| 076 | 101 04 15 00 | 002 05 05 00 | LS | |
| 7 | Minerals : Tenement : Tenement No: Coordinates |
Coal Lunang KW 05193BBL Longtitude |
Latitude | |
| 001 | 101 11 40 00 | 002 13 55 00 | LS | |
| 002 | 101 08 30 00 | 002 13 55 00 | LS | |
| 003 | 101 08 30 00 | 002 12 25 00 | LS | |
| 004 | 101 09 30 00 | 002 12 25 00 | LS | |
| 005 | 101 09 30 00 | 002 10 00 00 | LS | |
| 006 | 101 10 05 00 | 002 10 00 00 | LS | |
| 007 | 101 10 05 00 | 0020945 00 | LS | |
| 008 | 101 11 40 00 | 002 09 45 00 | LS | |
| 009 | 101 11 40 00 | 002 10 50 00 | LS | |
| 010 | 101 11 55 00 | 002 10 50 00 | LS | |
| 011 | 101 11 55 00 | 002 11 35 00 | LS | |
| 012 | 101 11 40 00 | 002 11 35 00 | LS | |
==> picture [161 x 43] intentionally omitted <==
58