AI assistant
CZR RESOURCES LTD — Annual Report 2011
Oct 20, 2011
64748_rns_2011-10-20_f66a5718-af71-4542-a262-d896047d11ef.pdf
Annual Report
Open in viewerOpens in your device viewer
==> picture [409 x 134] intentionally omitted <==
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES ABN 91 112 866 869
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011
ANNUAL REPORT 2011
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
TABLE OF CONTENTS
Corporate Directory.......................................................................................................................................... 3 Directors’ Report .............................................................................................................................................. 4 Auditor’s Independence Declaration .............................................................................................................. 12 Statements of Comprehensive Income .......................................................................................................... 13 Statements of Financial Position.................................................................................................................... 14 Statements of Cash Flows ............................................................................................................................. 15 Statements of Changes in Equity................................................................................................................... 16 Notes to the Financial Statements ................................................................................................................. 17 Directors’ Declaration..................................................................................................................................... 42 Independent Audit Report .............................................................................................................................. 43 Corporate Governance................................................................................................................................... 45 Corporate Governance................................................................................................................................... 45 Additional Shareholder Information................................................................................................................ 47 Schedule of Mineral Tenements..................................................................................................................... 49
2
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
CORPORATE DIRECTORY
DIRECTORS
Stephen Lowe Adam Sierakowski Kwong Choon Soong
COMPANY SECRETARY
Stephen Hewitt-Dutton
PRINCIPAL OFFICE
Level 24
44 St George’s Terrace PERTH WA 6000 Telephone: (08) 6211 5099 Facsimile: (08) 9218 8875
REGISTERED OFFICE
Level 24
44 St George’s Terrace PERTH WA 6000 Telephone: (08) 6211 5099 Facsimile: (08) 9218 8875 Website: www.coziron.com
AUDITORS
BDO Audit (WA) Pty Ltd 38 Station Street SUBIACO WA 6008 Telephone: (08) 6382 4600 Facsimile: (08) 6382 6401
SHARE REGISTRAR Security Transfer Registrars 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
3
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
The directors of Coziron Resources Limited present the financial report of the company and its controlled entities (referred to hereafter as the Company) for the financial year ended 30 June 2011.
In order to comply with the provisions of the Corporations Act 2001 , the directors report as follows:
DIRECTORS
The names of directors who held office during or since the end of the year:
Stephen Lowe (appointed 21 October 2010) Adam Sierakowski (appointed 21 October 2010) Kwong Choon Soong (appointed 11 February 2010) Richard Teng Beng Tan (resigned 21 October 2010) Sin Hin Lim (resigned 21 October 2010)
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:
Stephen Hewitt-Dutton (appointed 21 October 2010)
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.
OPERATING RESULTS
The loss of the Group after providing for income tax amounted to $773,552 (2010: $331,288).
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.
REVIEW OF OPERATIONS
In July 2010, the Directors resolved that the best course of action for the Company was to place the Company into administration. On 7 July 2010, David Hurt and Chris Williamson of WA Insolvency Solutions Pty Ltd were appointed as Joint and Several Administrators of the Company.
At a meeting of Creditors held on 12 October 2010, the creditors resolved that the Company enter into a Deed of Company Arrangement (“DOCA”), which was executed on 20 October 2010.
The Company successfully raised $800,000 under Convertible Loan Deeds. The convertible loan funds were used to fund the administration of the Company and pay the costs of recapitalisation. The convertible loans converted into 160,000,000 fully paid ordinary shares following approval at the general meeting of the shareholders held on 31 January 2011.
The proceeds of the convertible loans were used to effectuate the DOCA. This was achieved through the payment of $215,000 to the Deed Administrators in satisfaction of all creditors’ claims. This occurred on 3 November 2010, and control of the Company was returned to the Directors. The final effectuation of the DOCA occurred with the final dividend to creditors being declared and paid on 2 February 2011.
4
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
The Company applied to ASIC and received an extension of time to hold the 2010 Annual General Meeting. The meeting was held on 31 January 2011. At the meeting, members voted in favour of the following resolutions:
-
Consolidation of capital at 1 for 2;
-
Appointment of Directors;
-
Issue of 160,000,000 ordinary shares to investors on conversion of the loan under the Convertible Loan Deed; and
-
Issue of up to 250,000,000 ordinary shares at 1c each pursuant to the Prospectus to raise $2,500,000;
On 31 January 2011 the Company lodged a prospectus with the ASIC to raise $2,500,000 through the issue of 250,000,000 fully paid ordinary shares at $0.01 per share. On 10 February 2011 the Company closed the capital raising having received applications in excess of the maximum subscription of $2,500,000. The Company’s shares were reinstated to official quotation on the ASX.
AGAM Iron Sands project
The Company maintains its interest in the AGAM Iron Sands project, located on the island of Sumatra. The project comprises two licences totalling 3,960 hectares. The two licences are situated approximately 100 kms north-west of Padang, the capital city of West Sumatra. The licences are located on the coastal plains within a few hundred metres of the shoreline. The northernmost tenement has been the focus for exploration of iron rich sands. The concentrations of heavy mineral sands, principally magnetite, occur as distinct bands of varying thicknesses within a sequence of silt, sand and gravel beds below surface.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than as outlined in the review of operations above, there were no significant changes in the state of affairs of the Company.
SUBSEQUENT EVENTS
There has not been any matter or circumstance that has arisen after balance date that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial periods.
INFORMATION ON DIRECTORS
Adam Sierakowski
Non-Executive Chairman (appointed 21 October 2010)
Experience Mr Sierakowski is a lawyer and partner of the legal firm Price Sierakowski. He has over 16 years’ experience in legal practice, much of which he has spent as a corporate lawyer consulting and advising on a range of transactions to a variety of large private and listed public entities. Interest in Shares 3,000,000 Fully paid ordinary shares Interest in Options Nil Other Directorships Kinetiko Energy Limited (since 8 December 2011) Triangle Energy (Global) Limited (since 9 October 2009) Carnavale Resources Limited (22 November 2006 to 2 March 2011) Stirling Biofuels International Limited (21 June 2006 to 29 April 2010) International Resource Holdings Limited (4 March 2009 to 9 October 2009)
5
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
| Stephen Lowe | Non-Executive Director (appointed 21 October 2010) |
|---|---|
| Experience | Mr Stephen Lowe is a taxation and business management specialist with over |
| 15 years experience consulting to a wide range of corporate and private clients | |
| on a broad range of taxation issues including mining and international matters. | |
| He is a former director of the Perth based specialist taxation firm MKT - Taxation | |
| Advisors. | |
| His qualifications include a Bachelor of Business, Post-Graduate Diploma in | |
| Advanced Taxation and a Master of Taxation from the University of New South | |
| Wales. Steve is a Fellow of the Taxation Institute of Australia and a Member of | |
| the Australian Institute of Company Directors. | |
| Steve is currently the business manager for major shareholder Mark Creasy. | |
| Steve manages all aspects of Mark Creasy’s various business interests and | |
| investments. | |
| Interest in Shares | 5,143,000 Fully paid ordinary shares |
| Interest in Options | Nil |
| Other Directorships | Sirius Resources Limited (since 12 July 2007) |
| Apex Minerals NL (31 October 2001 to 17 February 2010) | |
| Kwong Choon Soong | Non-Executive Director |
| Experience | Mr Soong was previously General Manager of Malaysia Airlines based in Perth, |
| Australia. He has worked with the airline for over 25 years as a senior manager, | |
| and also as Director of Industrial Relations. His qualifications include a Bachelor | |
| of Arts Degree. Mr. Soong is currently a Director of 2 private limited companies | |
| involved in information technology. | |
| Interest in Shares | 3,000,000 Fully paid ordinary shares |
| Interest in Options | Nil |
| Other Directorships | Nil |
| Richard Tan | Executive Chairman (resigned 21 October 2010) |
| Interest in Shares | 8,625,000 Fully paid ordinary shares |
| Interest in Options | Nil |
| Other Directorships | Nil |
| Sin Hin Lim | Non-Executive Director |
| (appointed 1 December 2009, resigned 21 October 2010) | |
| Interest in Shares | Nil Fully paid ordinary shares |
| Interest in Options | Nil |
| Other Directorships | Nil |
6
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
MEETINGS OF DIRECTORS
The number of directors' meetings held during the financial year and the number of meetings attended by each director is:
| Number | Meetings | |
|---|---|---|
| Eligible to | Attended | |
| Director | Attend | |
| Adam Sierakowski | 4 | 4 |
| Stephen Lowe | 4 | 4 |
| Kwong Choon Soong | 6 | 6 |
| Richard Teng Beng Tan | 2 | 1 |
| Sin Hin Lim | 2 | 2 |
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.
FUTURE DEVELOPMENTS
The Group will continue to evaluate and review the Agam Iron Sands project. In addition, the Company will continue to review other potential projects with the object of increasing shareholder value.
ENVIRONMENTAL REGULATION
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.
Greenhouse gas and energy data reporting requirements
The group has reviewed the reporting requirements of both the Energy Efficiency Opportunities Act 2006 and the National Greenhouse and Energy Reporting Act 2007 . Based on the Group’s current operations, they are not required to register, nor are they required to report emissions data to the Greenhouse and Energy Data Officer.
REMUNERATION REPORT (Audited)
The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001 .
The information contained in this Remuneration Report, including the amount of remunerations paid and the principles of compensation employed relate to the period up until the appointment of the Administrators. Following the successful recapitalisation of the Company the Board will establish new principles commensurate with the small scale of the Company’s enterprise and the associated economic restrictions this places on the Company.
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
7
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
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.
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 BlackScholes 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 nonexecutive 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.
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.
Bonuses
No bonuses were given to key management personnel during the 2010 and 2011 years.
Performance based remuneration
The company currently has no performance-based remuneration component built into director and executive remuneration packages given that the company is currently still in exploration phase. Therefore, all remuneration is fixed and no amount is considered at risk.
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. In prior years, this was facilitated through the issue of options to the majority of directors and executives to encourage the alignment of personal and shareholder interests. For details of movements in directors’ and executives’ interests in options, refer Note 26 of the financial statements. There are currently no director or executive options on issue.
The following table shows the gross revenue and losses and the share price of the Company at the end of the respective financial year:
| Revenue Net Loss Share price |
30 June 2011 30 June 2010 30 June 2009 30 June 2008 30 June 2007 |
|---|---|
| 31,178 735 10,623 48,411 122,026 773,552 331,288 1,100,519 4,100,491 629,757 3.1c 2.8c 3.0c 15.0c * 40.0c * |
- Share prices for the 2010 financial year and earlier are based on the shares prior to the 1 for 2 consolidation approved at the annual general meeting held on 31 January 2011 and effected in the register on 9 February 2011.
8
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
Key management personnel
The following persons were key management personnel and specified executives of Coziron Resources Limited during the financial year:
| Name | Position Held | ||||
|---|---|---|---|---|---|
| (i) Directors | |||||
| Richard Teng Beng Tan | Executive Chairman (resigned 21 October 2010) | ||||
| Sin Hin Lim | Non-Executive | Director (Appointed 1 December |
2009, | resigned | 21 |
| October 2010) | |||||
| Kwong Choon Soong | Non-Executive | Director (Appointed 11 February 2010) | |||
| Adam Sierakowski | Non-Executive | Chairman (Appointed 21 October 2010) | |||
| Stephen Lowe | Non-Executive | Director (Appointed 21 October 2010) | |||
| (ii) Specified Executives | |||||
| Richard Teng Beng Tan | Company Secretary (appointed 22 July 2009, resigned 21 October 2010) | ||||
| Stephen Hewitt-Dutton | Company Secretary (appointed 21 October 2010) |
Employment contracts of key management personnel
Pursuant to an agreement executed on 14 June 2006, Richard Tan provided 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. Mr Tan resigned on 21 October 2010.
Pursuant to an agreement executed on 7 September 2007, (Norman) Sai Kwok Miu provided 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. Mr Miu resigned on 2 March 2010.
Remuneration of key management personnel
| 2011 Short-term benefits Cash salary and fees Post-Employment Benefits Pension & Superannuation Share-based payments Total 2010 Short-term benefits Cash salary and fees Post-Employment Benefits Pension & Superannuation Share-based payments Total |
Adam Sierakowski 1 Stephen Lowe Kwong Choon Soong Richard Tan Sin Hin Lim Stephen Hewitt- Dutton 2 Total $ $ $ $ $ $ 44,405 34,238 31,302 - - 88,513 198,458 - 3,081 6,017- - - 9,098 - - - - - - |
|---|---|
| 44,405 37,319 37,319 - - 88,513 207,556 |
|
| Richard Tan Norman Sai Kwok Miu Kwong Choon Soong Sin Hin Lim Timothy Spooner * Total $ $ $ $ $ $ 63,996 16,000 8,000 14,000 4,965 106,961 - - - - - - - - - - - - 63,996 16,000 8,000 14,000 4,965 106,961 |
Note 1: Adam Sierakowski was not in receipt of any remuneration or any other fees from Coziron Resources Limited during the 2011 financial year. Mr. Sierakowski is a director of Trident Capital Pty Ltd, to which Coziron Resources Limited paid director’s fees. For more information, refer to Note 26.
Note 2: Stephen Hewitt-Dutton was not in receipt of any remuneration or any other fees from Coziron Resources Limited during the 2011 financial year. Mr. Hewitt-Dutton is an employee of Trident Management Services Pty Ltd, to which Coziron Resources Limited paid fees for the provision of accounting and Company Secretarial services under a Service Agreement. For more information, refer to Note 26.
9
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
- Note that Timothy Spooner, the company secretary, was not in receipt of any remuneration or any other fees from Coziron Resources Limited during the 2010 financial year. Mr. Spooner is a director of MGI Perth Pty Ltd, to which Coziron Resources Limited paid fees for company secretarial services. For more information, refer to Note 26.
Compensation options granted and exercised during the year ended 30 June 2011
No remuneration options were granted or exercised during the year ended 30 June 2011 (2010: None).
Performance income as a proportion of total income
No performance-based bonuses have been paid to key management personnel during the financial year (2010: $Nil).
END OF REMUNERATION REPORT (Audited).
OPTIONS
At the date of this report unissued ordinary shares of the Company under option are:-
| Grant Date | Expiry Date | Exercise Price | Number of Options |
|---|---|---|---|
| 3 March 2010 | 30 September 2011 | $0.10 | 577,500 |
During the year ended 30 June 2010 3,250,000 options exercisable at $0.25 on or before 31 December 2009 expired. Also during that year, the Directors issued 1,155,000 options exercisable at $0.05 on or before 30 September 2011 as free attaching options as part of the capital raising completed in March 2010. At the general meeting held on 31 January 2011 the options were consolidated on a 1 for 2 basis in accordance with the ordinary shares.
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.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court under s.237 of the Corporations Act 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.
NON-AUDIT SERVICES
The Directors are satisfied that the provision of non-audit services, during the year, by the auditor or a related practice of the auditor is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
During the 2011 year, the Company’s auditors assisted the Company in the preparation of the Prospectus by preparing the Investigating Accountants Report and the provision of taxation services. No other non – audit services have been provided by the Company’s auditors. Remuneration paid to the Company’s auditors is detailed in Note 9 of this report.
10
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ REPORT (Continued)
The Directors are also satisfied that the provision of non-audit services by the auditor, as set out in Note 9 to the financial statements, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:
- All non-audit services have been reviewed by the Board of Directors to ensure they do not impact the impartiality and objectivity of the auditor, and None of the services undermine the general principles relating to auditor’s independence as set out in APES110: Code of Ethics for Professional Accountants.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration under section 307C of the Corporations Act 2001 for the year ended 30 June 2011 is set out on page 12.
This report is signed in accordance with a resolution of the Board of Directors.
==> picture [161 x 69] intentionally omitted <==
==> picture [161 x 22] intentionally omitted <==
Adam Sierakowski Director
Dated this 30th day of September 2011
11
38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia
Tel: +8 6382 4600 Fax: +8 6382 4601 www.bdo.com.au
==> picture [78 x 30] intentionally omitted <==
30 September 2011
To The Directors Coziron Resources Limited Level 24, 44 St Georges Terrace PERTH WA 6000
Dear Sirs,
DECLARATION OF INDEPENDENCE BY PHILLIP MURDOCH TO THE DIRECTORS OF COZIRON RESOURCES LIMITED
As lead auditor of Coziron Resources Limited for the year ended 30 June 2011, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
-
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
-
any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Coziron Resources Limited and the entities it controlled during the period.
==> picture [101 x 38] intentionally omitted <==
Phillip Murdoch Director
==> picture [42 x 21] intentionally omitted <==
BDO Audit (WA) Pty Ltd Perth, Western Australia
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
ANNUAL REPORT 2011
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2011
| (a) Note Revenue from continuing operations 5 Other income Depreciation and amortisation expense 6 Impairment of receivables and assets 6 Impairment of related party receivable 7 Employee benefits expense 6 Compliance and professional fees Occupancy expenses Administrator’s costs Travel expenses Directors’ fees Administration expenses Loss on sale of plant and Equipment (Loss) before income tax Income tax expense 7 (Loss) for the year Other comprehensive income for the year Total comprehensive income for the year Loss and total comprehensive income is attributable to: Owners of Coziron Resources Limited Non-controlling interest (Loss) per share Basic and diluted loss per share 8 |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 31,178 735 31,178 735 - 12,000 - 12,000 (24,359) (22,107) (2,916) (14,632) (35,648) - (35,648) - - - (85,264) - (3,543) (8,719) (3,543) (8,719) (422,643) (72,010) (422,643) (72,010) (72,022) (78,117) (72,022) (78,117) (57,021) - (57,021) - - (1,722) - (1,722) (119,043) (106,961) (119,043) (106,961) (70,451) (31,905) (70,451) (31,905) - (22,482) - (29,709) |
|---|---|
| (773,552) (331,288) (837,373) (331,040) - - - - |
|
| (773,552) (331,288) (837,373) (331,040) |
|
| - - - - |
|
| (773,552) (331,288) (837,373) (331,040) |
|
| (773,552) (331,288) (837,373) (331,040) - - - - |
|
| (773,552) (331,288) (837,373) (331,040) |
|
| Cents Cents (0.40) (0.41) |
The above statements of comprehensive income should be read in conjunction with the accompanying notes.
13
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
STATEMENTS OF FINANCIAL POSITION FOR THE YEAR ENDED 30 JUNE 2011
| Note ASSETS Current Assets Cash and cash equivalents 10 Trade and other receivables 11 Related party receivables 12 Total Current Assets Non-Current Assets Related party receivables 12 Other financial assets 13 Investments in associates accounted for using the equity method 15 Property, plant and equipment 17 Exploration assets 18 Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables 19 Borrowings 20 Total Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity 21 Accumulated losses 22 TOTAL EQUITY |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 2,420,255 57,922 2,420,255 57,922 75,991 40,332 75,991 40,332 - - - - |
|---|---|
| 2,496,246 98,254 2,496,246 98,254 |
|
| - - - 85,264 - - - - - - - - - 60,007 - 38,564 519,834 519,834 - - |
|
| 519,834 579,841 - 123,828 |
|
| 3,016,080 678,095 2,496,246 222,082 |
|
| 233,419 276,632 85,419 128,632 - 53,000 - 53,000 |
|
| 233,419 329,632 85,419 181,632 |
|
| 233,419 329,632 85,149 181,632 |
|
| 2,782,661 348,463 2,410,827 40,450 |
|
| 3,248,200 6,628,614 3,248,200 6,628,614 (465,539) (6,280,151) (837,373) (6,588,164) |
|
| 2,782,661 348,463 2,410,827 40,450 |
The above statements of financial position should be read in conjunction with the accompanying notes.
14
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
STATEMENTS OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2011
| Note Cash flows from operating activities Cash paid to suppliers and employees (inclusive of goods and service tax) Other revenue received Interest received Net cash (outflow) from operating activities 24 Cash flows from investing activities Proceeds from sale of property, plant and equipment Net cash (outflow) from investing activities Cash flows from financing activities Proceeds from issue of ordinary shares Proceeds from issue of options Proceeds from conversion of options Payments for transaction cost arising on shares issued Proceeds from borrowings Repayment of borrowings Net cash inflow from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year 10 |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ (823,264) (231,932) (823,264) (231,932) - 12,000 - 12,000 31,178 735 31,178 735 |
|---|---|
| (792,417) (219,197) (792,417) (219,197) |
|
| - 33,291 - 33,291 |
|
| - 33,291 - 33,291 |
|
| 2,500,000 115,500 2,500,000 115,500 - - - - - - - - (92,250) - (92,250) - 800,000 113,000 800,000 113,000 (53,000) (60,000) (53,000) (60,000) |
|
| 3,154,750 168,500 3,154,750 168,500 |
|
| 2,362,333 (17,406) 2,362,333 (17,406) 57,922 75,328 57,922 75,328 |
|
| 2,420,255 57,922 2,420,255 57,922 |
The above cash flow statements should be read in conjunction with the accompanying notes.
15
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
STATEMENTS OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2011
| CONSOLIDATED ENTITY At 1 July 2009 Total comprehensive income for the year Transactions with owners in their capacity as owners Shares issued At 30 June 2010 At 1 July 2010 Total comprehensive loss for the period Transactions with owners in their capacity as owners Conversion of convertible notes Reduction of capital as approved at the general meeting Shares Issued Transaction costs Total transactions with owners in their capacity as owners At 30 June 2011 PARENT ENTITY At 1 July 2009 Total comprehensive income for the year Transactions with owners in their capacity as owners Shares issued At 30 June 2010 At 1 July 2010 Total comprehensive loss for the period Transactions with owners in their capacity as owners Conversion of convertible notes Reduction of capital as approved at the general meeting Shares Issued Transaction costs Total transactions with owners in their capacity as owners At 30 June 2011 |
Issued capital Accumulated losses Total equity $ $ $ 6,513,114 (5,948,863) 564,251 - (331,288) (331,288) 115,500 - 115,500 |
|---|---|
| 6,628,614 (6,280,151) 348,463 |
|
| 6,628,614 (6,280,151) 348,463 - (773,552) (773,552) 800,000 - 800,000 (6,588,164) 6,588,164 - 2,500,000 - 2,500,000 (92,250) - (92,250) |
|
| (3,381,414) 6,588,164 3,207,750 |
|
| 3,248,200 (465,539) 2,782,661 |
|
| 6,513,114 (6,257,124) 255,990 - (331,040) (331,040) 115,500 - 115,000 |
|
| 6,628,614 (6,588,164) 40,450 |
|
| 6,628,614 (6,588,164) 40,450 - (837,373) (737,373) 800,000 - 800,000 (6,588,164) 6,588,164 - 2,500,000 - 2,500,000 (92,250) - (92,250) |
|
| (3,381,414) 6,588,164 3,207,750 |
|
| 3,248,200 837,373 2,410,827 |
The above statements of changes in equity should be read in conjunction with the accompanying notes.
16
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
1. CORPORATE INFORMATION
The financial report of Coziron Resources Limited for the year ended 30 June 2011 was authorised for issue in accordance with a resolution of the directors on 30 September 2011 and covers Coziron Resources Limited as an individual entity as well as the consolidated entity consisting of Coziron Resources Limited and its subsidiaries as required by the Corporations Act 2001 .
The financial report is presented in the Australian currency.
Coziron Resources Limited is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Stock Exchange.
2. SUMMARY OF SIGNIFICANT ACCOUNT POLICIES
The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial report includes separate financial statements for Coziron Resources Limited as an individual entity and the consolidated entity consisting of Coziron Resources Limited and its subsidiaries.
(a) Basis of Preparation
The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Interpretations and the Corporations Act 2001
Compliance with IFRS
Australian Accounting Standards include Australian Equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report complies with International Financial Reporting Standards (IFRS)
Historical cost convention
These financial statements have been prepared under the historical cost convention.
Critical accounting estimates
The preparation of financial statements in conformity with AIFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 3.
Going concern
The accompanying financial statements have been prepared on a going concern basis.
(b) Basis of Consolidation
Subsidiaries
The consolidated financial statements comprise the financial statements of Coziron Resources Limited and its subsidiaries at 30 June each year (“the Group”). Subsidiaries are entities over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. Potential voting rights that are currently exercisable or convertible are considered when assessing control. Consolidated financial statements include all subsidiaries from the date that control commences until the date that control ceases. The financial statements of subsidiaries are prepared for the same reporting period as the parent, using consistent accounting policies.
All intercompany balances and transactions, including unrealised profits arising from intragroup transactions have been eliminated. Unrealised losses are also eliminated unless costs cannot be recovered.
17
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated income statement, statement of comprehensive income, statement of changes in equity and statement of financial position respectively.
Subsidiaries are accounted for in the parent entity’s financial statements at cost.
Associates
Associates are entities over which the Group has significant influence but not control. Associates are accounted for in the parent entity’s financial statements at cost and the consolidated financial statements using the equity method of accounting. Under the equity method of accounting, the consolidated income statement reflects the Group’s share of associates’ post-acquisition profits or losses and the consolidated statement of financial position reflects the Group’s share of post-acquisition movements in reserves or equity. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. Dividends received from associates are recognised in the parent entity’s statement of comprehensive income but rather reduce the carrying amount of the investment in the consolidated financial statements.
When the Group’s share of post-acquisition losses in an associate exceeds its interest in the associate (including any unsecured receivables), the Group does not recognise further losses unless it has obligations to, or has made payments, on behalf of the associate.
The financial statements of the associates are used to apply the equity method. The reporting dates of the associates and the parent are identical and both use consistent accounting policies.
(c) Business Combinations
The acquisition method of accounting is used to account for all business combinations. Cost is measured as the fair value of the assets given, shares issued or liabilities incurred or assumed at the date of exchange plus costs directly attributable to the acquisition. Where equity instruments are issued, the value of the equity instruments is their published market price as at the date of exchange unless, in rare circumstances it can be demonstrated that the published price at the date of exchange is an unreliable indicator of fair value and that other evidence and valuation methods provide a more reliable measure of fair value. Transaction costs arising on the issue of equity instruments are recognised directly in equity. Acquisition related cash costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in business combinations are initially measured at their fair values at acquisition date. The excess of the cost of acquisition over the fair value of the Group’s share of identifiable net assets acquired is recorded as goodwill (refer Note 2(o)). If the cost of acquisition is less than the group’s share of the fair value of the net assets acquired, the difference is recognised in the income statement, but only after a reassessment of the identification and measurement of the net assets acquired.
Where settlement of any part of the cash consideration is deferred, the amounts payable in future are discounted to present value at the date of exchange using the entity’s incremental borrowing rate as the discount rate.
(d) Foreign Currency Translation
The functional and presentation currency of Coziron Resources Limited and its subsidiaries is Australian dollars (AUD).
Foreign currency transactions are translated into the functional currency using the exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the reporting date. Foreign exchange gains and losses resulting from settling foreign currency transactions, as well as from restating foreign currency denominated
18
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
monetary assets and liabilities, are recognised in the statement of comprehensive income, except when they are deferred in equity as qualifying cash flow hedges or where they relate to differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when fair value was determined.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.
(e) Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board.
(f) Revenue Recognition
Revenue is recognised at the fair value of consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances and duties and taxes paid. The following specific recognition criteria must also be met before revenue is recognised:
Interest
Revenue is recognised as interest accrues using the effective interest method. The effective interest method uses the effective interest rate which is the rate that exactly discounts the estimated future cash receipts over the expected life of the financial asset.
(g) Income Tax
The income tax expense for the period is the tax payable on the current period’s taxable income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax base of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses.
(h) Impairment of Assets
At each reporting date the Group assesses whether there is any indication that individual assets are impaired. Where impairment indicators exist, recoverable amount is determined and impairment losses are recognised in the statement of comprehensive income where the asset’s carrying value exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purpose of 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.
Where it is not possible to estimate recoverable amount for an individual asset, recoverable amount is determined for the cash-generating unit to which the asset belongs.
(i) Cash and Cash Equivalents
For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the statement of financial position.
19
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
(j) Trade Receivables
Trade receivables are recognised at original invoice amounts less an allowance for uncollectible amounts and have repayment terms between 30 and 90 days. Collectability of trade receivables is assessed on an ongoing basis. Debts which are known to be uncollectible are written off. An allowance is made for doubtful debts where there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Group will not be able to collect all amounts due according to the original terms.
(k) Impairment of Financial Assets
The Group assesses at each reporting date whether there is objective evidence that a financial asset or group of financial assets is impaired. In the case of equity securities classified as available-for-sale, a significant or prolonged decline in the fair value of a security below its cost is considered as an indicator that the securities are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously amortised in profit or loss – is removed from equity and amortised in the income statement. Impairment losses amortised in the income statement on equity instruments classified as available-for-sale are not reversed through the income statement.
(l) Fair Values
Fair values may be used for financial asset and liability measurement and well as for sundry disclosures.
Fair values for financial instruments traded in active markets are based on quoted market prices at reporting date. The quoted market price for financial assets is the current bid price and the quoted market price.
The fair value of financial instruments that are not traded in an active market are determined using valuation techniques. Assumptions used are based on observable market prices and rates at reporting date. The fair value of long-term debt instruments is determined using quoted market prices for similar instruments. Estimated discounted cash flows are used to determine fair value of the remaining financial instruments. The fair value of forward exchange contracts is determined using forward exchange market rates at reporting date.
The carrying value less impairment provision of trade receivables and payables are assumed to approximate their fair values due to their short-term nature. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the group for similar financial instruments.
(m) 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 reporting 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.
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.
20
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
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.
(n) Property, Plant and Equipment
All property, plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to the income statement during the reporting period in which they are incurred.
Land is not depreciated. Depreciation on other assets is calculated on a straight-line basis over the estimated useful life of the asset as follows:
| - Vehicles | 3 – 5 years |
|---|---|
| - Furniture, fittings and equipment | 3 – 8 years |
| - Plant and equipment | 10 – 15 years |
The assets’ residual values and useful lives are reviewed and adjusted, if appropriate, at each reporting date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount (Note 2(h)).
Gains and losses on disposals are calculated as the difference between the net disposal proceeds and the asset’s carrying amount and are included in the income statement in the year that the item is derecognised.
(o) Intangible Assets
Goodwill
Goodwill represents the excess of the cost of the business combination over the Group’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities. Goodwill is not amortised but is measured at cost less any accumulated impairment losses. Goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
Goodwill acquired is allocated to each of the cash-generating units expected to benefit from the combination’s synergies. Impairment is determined by assessing the recoverable amount of the cashgenerating unit to which the goodwill relates. Impairment losses on goodwill cannot be reversed.
(p) Trade and Other Payables
Trade and other payables represent liabilities for goods and services provided to the Group prior to the year end and which are unpaid. These amounts are unsecured and have 30-60 day payment terms.
(q) Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down.
21
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other income or finance costs.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.
(r) Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
(s) Employee Benefit Provisions
Wages and Salaries, Annual Leave and Sick Leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave are recognised in respect of employees’ services rendered up to reporting date and measured at amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when leave is taken and measured at the actual rates paid or payable. Liabilities for wages and salaries are included as part of Other Payables and liabilities for annual sick leave are included as part of Employee Benefit Provisions.
Long Service Leave
Liabilities for long service leave are recognised as part of the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees to the reporting date using the projected unit credit method. Consideration is given to expected future salaries and wages levels, experience of employee departures and periods of service. Expected future payments are discounted using national government bond rates at reporting date with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.
(t) Contributed Equity
Ordinary shares are classified as equity.
Costs directly attributable to the issue of new shares or options are shown as a deduction from the equity proceeds, net of any income tax benefit. Costs directly attributable to the issue of new shares or options associated with the acquisition of a business are included as part of the purchase consideration.
(u) Earnings Per Share
Basic earnings per share
Basic earnings per share is calculated by dividing the net loss attributable to equity holders of the Group, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year.
Diluted earnings per share
Earnings used to calculate diluted earnings per share are calculated by adjusting the basic earnings by the after-tax effect of dividends and interest associated with dilutive potential ordinary shares. The weighted average number of shares used is adjusted for the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
(v) Goods and Services Tax (GST)
Revenues, expenses are recognised net of GST except where GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item.
22
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position.
Cash flows are included in the cash flow statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
(w) New Accounting Standards and Interpretations
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2011 reporting periods. The group's assessment of the impact of these new standards and interpretations is set out below.
(i) AASB 9 Financial Instruments, AASB 2009-11 Amendments to Australian Accounting Standards arising from AASB 9 and AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December 2010) (effective from 1 January 2013)
AASB 9 Financial Instruments addresses the classification, measurement and derecognition of financial assets and financial liabilities. The standard is not applicable until 1 January 2013 but is available for early adoption.
There will be no impact on the group’s accounting for financial liabilities, as the new requirements only affect the accounting for financial liabilities that are designated at fair value through profit or loss and the group does not have any such liabilities. The derecognition rules have been transferred from AASB 139 Financial Instruments: Recognition and Measurement and have not been changed. The group has not yet decided when to adopt AASB 9.
(ii) Revised AASB 124 Related Party Disclosures and AASB 2009-12 Amendments to Australian Accounting Standards (effective from 1 January 2011)
In December 2009 the AASB issued a revised AASB 124 Related Party Disclosures . It is effective for accounting periods beginning on or after 1 January 2011 and must be applied retrospectively. The amendment clarifies and simplifies the definition of a related party and removes the requirement for government-related entities to disclose details of all transactions with the government and other governmentrelated entities. The group will apply the amended standard from 1 July 2011. When the amendments are applied, the group will need to disclose any transactions between its subsidiaries and its associates. However, there will be no impact on any of the amounts recognised in the financial statements.
(iii) AASB 2009-14 Amendments to Australian Interpretation – Prepayments of a Minimum FundingRequirement (effective from 1 January 2011)
In December 2009, the AASB made an amendment to Interpretation 14 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction . The amendment removes an unintended consequence of the interpretation related to voluntary prepayments when there is a minimum funding requirement in regard to the entity's defined benefit scheme. It permits entities to recognise an asset for a prepayment of contributions made to cover minimum funding requirements. The group does not make any such prepayments. The amendment is therefore not expected to have any impact on the group's financial statements. The group intends to apply the amendment from 1 July 2011.
(iv) AASB 1053 Application of Tiers of Australian Accounting Standards and AASB 2010-2 Amendments to Australian Accounting Standards arising from Reduced Disclosure Requirements (effective from 1 July 2013) On 30 June 2010 the AASB officially introduced a revised differential reporting framework in Australia. Under this framework, a two-tier differential reporting regime applies to all entities that prepare general purpose financial statements. Coziron Resources Limited is listed on the ASX and is not eligible to adopt the new Australian Accounting Standards – Reduced Disclosure Requirements. The two standards will therefore have no impact on the financial statements of the entity.
23
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
(v) AASB 2010-6 Amendments to Australian Accounting Standards – Disclosures on Transfers of Financial Assets (effective for annual reporting periods beginning on or after 1 July 2011)
Amendments made to AASB 7 Financial Instruments: Disclosures in November 2010 introduce additional disclosures in respect of risk exposures arising from transferred financial assets. The amendments will affect particularly entities that sell, factor, securitise, lend or otherwise transfer financial assets to other parties. They are not expected to have any significant impact on the group's disclosures. The group intends to apply the amendment from 1 July 2011.
(vi) AASB 2010-8 Amendments to Australian Accounting Standards – Deferred Tax: Recovery of Underlying Assets ( effective from 1 January 2012)
In December 2010, the AASB amended AASB 112 Income Taxes to provide a practical approach for measuring deferred tax liabilities and deferred tax assets when investment property is measured using the fair value model. The group does not hold investment property. The amendment is therefore not expected to have any impact on the group's financial statements. The group intends to apply the amendment from 1 July 2011.
3. ACCOUNTING ESTIMATES AND JUDGEMENTS
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances. There are no estimates, assumptions or judgments that are expected to have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, except for the following:
Exploration and Evaluation Assets
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 reporting 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.
4. SEGMENT REPORTING
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors.
Coziron Resources Limited operates in the mineral exploration industry in Indonesia only.
Given the nature of the Company, its size and current operations, management does not treat any part of the Company as a separate operating segment. Internal financial information used by the Company’s decision makers is presented on a “whole of entity” manner without dissemination to any separately identifiable segments.
The Company’s management operate the business as a whole without any special responsibilities for any separately identifiable segments of the business.
Accordingly the financial information reported elsewhere in this financial report is representative of the nature and financial effects of the business activities in which it engages and the economic environments in which it operates.
24
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
| 5. REVENUE From continuing operations Interest 6. EXPENSES Profit/(Loss) before income tax includes the following specific expenses: Depreciation expense Impairment/Write off Write off fixtures and office equipment Related party receivables Employee benefits Salary Superannuation Annual leave Staff amenities Other costs Other Net loss on disposal of property, plant and equipment Net foreign exchange (gain)/loss |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 31,178 735 31,178 735 |
|---|---|
| 31,178 735 31,178 735 |
|
| 24,359 22,107 2,916 14,632 |
|
| 35,648 35,648 - - 85,264 - |
|
| 35,648 - 120,912 - |
|
| - 5,364 - 5,364 - 482 - 482 - 1,677 - 1,677 540 1,196 540 1,196 3,003 - 3,003 - |
|
| 3,543 8,719 3,543 8,719 |
|
| - 22,482 - 29,709 - - - - |
|
| - 22,482 - 29,709 |
25
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
7. INCOME TAX EXPENSE
| Income tax expense Current tax expense Deferred tax expense Total income tax expense in income statement Reconciliation of the effective tax rate Loss before income tax expense Tax at the Australian tax rate of 30% (2010: 30%) Tax losses not recognised as own asset - revenue losses - foreign losses - overseas losses Capital raising costs recognised in directly in equity Recognised temporary differences - deductible temporary differences Income tax expense Tax losses Unused tax losses for which no deferred tax asset has been recognised: Australia - Carry forward revenue losses - Carry forward foreign losses Potential benefit at 30% (2010: 30%) Indonesia - Carry forward overseas losses Potential benefit at 30% (2010: 30%) |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ - - - - - - - - |
|---|---|
| - - - - |
|
| (773,552) (331,288) (837,373) (331,040) |
|
| (232,066) (99,387) (251,212) (99,312) 245,441 116,736 271,019 118,903 - 179 - 179 6,432 2,242 - - (18,050) (18,050) - (1,757) (19,770) (1,757) (19,770) |
|
| - - - - |
|
| - - - - |
|
| Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 912,357 666,916 1,161,501 890,482 83,851 83,851 83,851 83,851 996,208 750,767 1,245,352 974,333 298,862 225,230 373,606 292,300 1,130,473 1,124,041 - - - 339,142 337,212 - - |
There is no expiry date on the future deductibility of unused tax losses.
26
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
7 . INCOME TAX EXPENSE (Continued)
Unrecognised deferred tax assets
| Unrecognised deferred tax assets | |
|---|---|
| Deferred tax assets have not been recognised in the statement of financial position for the following items: Deductible temporary differences - capital raising costs - provision and accruals Potential benefit at 30% (2010: 30%) |
28,613 27,226 28,613 27,226 - 3,144 1,076,781 1,079,925 |
| 28,613 30,370 - 1,107,151 |
|
| 8,584 9,111 331,618 332,145 |
The tax benefits of the above deferred tax assets will only be obtained if:
- the company derives future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised;
the company continues to comply with the conditions for deductibility imposed by law; and no changes in income tax legislation adversely affect the company in utilising the benefits.
8. LOSS PER SHARE
Reconciliation of earnings used in calculating loss per share
| Basic loss per share Loss from operations attributable to ordinary equity holders of Coziron Resources Limited used to calculate basic loss per share Weighted average number of ordinary shares used as the denominator in calculating basic loss per share |
Consolidated 2011 $ 2010 $ (773,552) (331,288) |
|---|---|
| Consolidated 2011 Number 2010 Number 194,994,202 81,194,588 |
The Company’s potential ordinary shares, being options granted, are not considered dilutive as conversion of these shares would result in a decrease in the net loss per share.
27
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
9. AUDITORS' REMUNERATION
| Audit services Amounts paid/payable to BDO Audit (WA) Pty Ltd for: - audit or review of the financial report for the entity or any entity in the group Amounts paid/payable to related entities of BDO Audit (WA) Pty Ltd - Other services Amounts paid to Cormac Sharkey & Co for audit or review of the financial report for the entity or any entity in the group Amounts paid/payable to other audit firms for: - audit or review of the financial report for the entity or any entity in the group - Other services 10. CASH AND CASH EQUIVALENTS Cash at bank and in hand Cash management account Term deposit |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 40,707 - 40,707 - 18,120 - 18,120 - |
|---|---|
| 58,827 - 58,827 - 28,009 17,000 28,009 17,000 3,409 - 3,409 - 20,000 - 20,000 - |
|
| 110,245 17,000 110,245 17,000 |
|
| 8,781 57,922 8,781 57,922 911,474 - 911,474 - 1,500,000 1,500,000 |
|
| 2,420,255 57,922 2,420,255 57,922 |
Cash at bank and in hand, are interest bearing (2010: non-interest bearing) and at call.
Reconciliation of Cash
The above figures are reconciled to the cash at the end of the financial year as shown in the statement of cash flows as follows:
| Balances as above Balances per statement of cash flows 11. TRADE AND OTHER RECEIVABLES Deposits Prepayments Other receivables |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 2,420,255 57,922 2,420,255 57,922 |
|---|---|
| 2,420,255 57,922 2,420,255 57,922 |
|
| - 36,368 - 36,368 14,932 2,000 14,932 2,000 61,059 1,964 61,059 1,964 |
|
| 75,991 40,332 75,991 40,332 |
As of 30 June 2011, there were no trade or other receivables which were past due but not impaired. Please refer to Note 23 for assessment of Financial Risk Management.
28
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
12. RELATED PARTY RECEIVABLES
The following balances are outstanding at reporting date in relation to transactions with related parties:
| PT Coziron Pertambangan PT Coziron Copper International Less: Provision for impairment Reconciliation of provision for impairment Beginning of the year Provision of impairment recognised as expense during the year End of year |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ - - 3,253,547 3,253,547 - - 718,187 718,187 - - (3,971,734) (3,886,470) |
|---|---|
| - - - 85,264 |
|
| - - (3,886,470) (3,886,470) - - (85,264) - |
|
| - - (3,971,734) (3,886,470) |
Loans receivable to and from related parties are unsecured and interest-free at reporting date. The amounts represent loans within the consolidated entity and are at call. At the reporting date the amounts are not past due.
Further information relating to related party receivables is set out in Note 25.
13. OTHER FINANCIAL ASSETS (NON-CURRENT)
| Shares in subsidiaries (refer Note 14) Less: Provision for impairment |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ - - 335,724 335,724 - - (335,724) (335,724) |
|---|---|
| - - - - |
These financial assets are carried at cost less accumulated impairment.
14. SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in Note 2(b).
| Country of | Class of | Equity | holding | |
|---|---|---|---|---|
| incorporation | shares | 2011 | 2010 | |
| $ | $ | |||
| PT Coziron Pertambangan | Indonesia | Ordinary | 100% | 100% |
| PT Coziron Copper | Indonesia | Ordinary | 100% | 100% |
- the proportion of ownership interest is equal to the proportion of voting power held.
29
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
15. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Shares in associates (refer Note 16) Movements in carrying amounts Carrying amount at the beginning of the financial year Purchase of investments in associates Share of losses after income tax Share of income and expenses recognised directly in equity Provision for impairment End of year |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ - - - - |
|---|---|
| - 25,872 - 100,000 - - - - - - - - - - - (25,872) - (100,000) |
|
| - - - - |
16. INVESTMENTS IN ASSOCIATES
Information relating to associates is set out below.
| Entity | Principal activity | Ownership | interest |
|---|---|---|---|
| 2011 | 2010 | ||
| Unlisted | $ | $ | |
| Integrated Rubber Industries | Rubber processing, saw milling, | 0% | 15.34% |
| Limited | plantation activities and investment |
On 1 March 2007, Coziron Resources Limited purchased 5,000,000 fully paid ordinary shares in Integrated Rubber Industries Limited (‘Integrated’) for $100,000, acquiring an interest of 20.16%. Coziron Resources has not changed its shareholdings in Integrated since that date. Integrated is an Australian unlisted public company. At the date of preparing this report Integrated has not prepared or lodged a financial report for the 2009, 2010 or 2011 financial years. Accordingly the Company has resolved to fully impair the investment as it is unlikely the Company will derive any future benefits from its interest.
Since acquiring its interest in Integrated, Coziron’s percentage interest has decreased due to further issues of fully paid ordinary shares by the associate, as shown above. At 30 June 2010 Coziron’s interest in Integrated was less than 20%. Integrated was still considered an associate as the then directors of Coziron are also the directors of Integrated, thereby exerting significant influence. Following the change of Directors on 21 October 2010, Integrated was no longer considered an associate and accordingly the interest in Integrated is now classified under Other Financial Assets.
30
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
17. PROPERTY, PLANT AND EQUIPMENT
| 17. PROPERTY, PLANT AND EQUIPMENT |
|||||
|---|---|---|---|---|---|
| Consolidated | Parent | ||||
| 2011 | 2010 | 2011 | 2010 | ||
| $ | $ | $ | $ | ||
| Leasehold improvements | |||||
| At cost | - | 54,543 | - | 54,543 | |
| Accumulated amortisation | - | (15,979) | - | (15,979) | |
| Total land and buildings | - | 38,564 | - | 38,564 | |
| Plant and equipment | |||||
| At cost | - | 54,697 | - | - | |
| Accumulated depreciation | - | (33,254) | - | - | |
| Total plant and equipment | - | 21,443 | - | - | |
| Total non-current property, plant and | |||||
| equipment | - | 60,007 | - | 38,564 | |
| Reconciliations | |||||
| Reconciliations of the carrying amounts of each | class of property, | plant & equipment at the beginning | a | ||
| end of the current and previous financial year are | set out below: | ||||
| Total Leasehold Improvements | |||||
| Carrying amount at beginning of financial year | 38,564 | 45,370 | 38,564 | 45,370 | |
| Additions | - | - | - | - | |
| Disposals | (35,648) | - | (35,648) | - | |
| Depreciation | (2,916) | (6,806) | (2,916) | (6,806) | |
| Carrying amount at end of financial year | - | 38,564 | - | 38,564 | |
| Total Plant & Equipment | |||||
| Carrying amount at beginning of financial year | 21,443 | 92,517 | - | 70,826 | |
| Additions | - | - | - | - | |
| Disposals | - | (55,773) | - | (63,000) | |
| Depreciation | (21,443) | (15,301) | - | (7,826) | |
| Carrying amount at end of financial year | - | 21,443 | - | - | |
| 18. EXPLORATION ASSETS |
|||||
| Costs carried forward in respect of areas of | |||||
| interest in: | |||||
| Exploration and evaluation phases | |||||
| At cost | 519,834 | 519,834 | - | - | |
| Accumulated amortisation (and impairment) | - | - | - | - | |
| 519,834 | 519,834 | - | - |
Reconciliations of the carrying amounts of each class of property, plant & equipment at the beginning and end of the current and previous financial year are set out below:
31
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
18. EXPLORATION ASSETS (Continued) Reconciliations
| Exploration and evaluation phases Balance at beginning of period Exploration expenditure capitalised during the year Exploration expenditure written off Balance at end of period |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 519,834 519,834 - - - - - - - - |
|---|---|
| 519,834 519,834 - - |
Exploration costs are only carried forward to the extent that they are expected to be recouped through the successful development or sale of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.
In addition, the group has material mining exploration rights in Indonesia which are the subject of contractual requirements to undertake continuous work throughout the period. The group has received correspondence from the joint venture partner and the Directors are reviewing all the group’s rights to explore, to determine if projects are economically viable and should be maintained. If the directors believe that the projects are not viable to continue exploring these tenements, this will result in a write off of the existing exploration assets in the next period.
19. TRADE AND OTHER PAYABLES
| Trade payables Accruals Employee entitlements |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ 191,341 148,000 43,341 - 29,000 118,151 29,000 118,151 13,078 10,481 13,078 10,481 |
|---|---|
| 233,419 276,632 85,419 128,632 |
Annual leave and long service leave amounts payable represent amounts known to be payable within the next 12 months because employees are expected to take their leave due during this period. In addition, the Group does not have an unconditional right to defer settlement.
20. BORROWINGS
| Northsky Holdings Pty Ltd Australian Glamour Pty Ltd * |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ - 42,000 - 42,000 - 11,000 - 11,000 |
|---|---|
| - 53,000 - 53,000 |
Borrowings are unsecured.
- An entity associated with Richard Tan. Refer Note 25 Related Party Information for details.
32
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
| 21. CONTRIBUTED EQUITY 2011 Number Share capital Ordinary shares - Fully paid 454,473,654 - Capital raising costs - 454,473,654 Options - Fully paid 577,500 577,500 Total contributed equity – parent entity Movements in ordinary shares Date Details 1-Jul-09 Opening balance 3-Mar-10 Placement of shares 30-Jun-10 Closing Balance 9-Feb-2011 Consolidation of capital on 1 for 2 basis as approved at the Annual General Meeting on 31 January 2011 1 9-Feb-2011 Reduction of capital 17-Feb-2011 Issue of shares to Convertible Note Holders 17-Feb-2011 Issue of shares under Prospectus Less: Transaction costs arising on shares issued 30-Jun-11 Closing Balance Movements in options 1-Jul-09 Opening Balance 30-Jun-10 Closing Balance 9-Feb-2011 Consolidation of capital on 1 for 2 basis as approved at the Annual General Meeting on 31 January 2011 Reduction of capital 30-Jun-11 Closing Balance |
2011 Number 454,473,654 - |
2010 $ Number $ 3,663,328 88,947,328 6,633,884 (145,128) - (322,878) |
2010 $ Number $ 3,663,328 88,947,328 6,633,884 (145,128) - (322,878) |
2010 $ Number $ 3,663,328 88,947,328 6,633,884 (145,128) - (322,878) |
|---|---|---|---|---|
| 454,473,654 | 3,248,200 88,947,328 6,311,006 |
|||
| 577,500 | - 1,155,000 317,608 |
|||
| 577,500 | - 1,155,000 317,608 |
|||
| 3,248,200 Number Issue price |
||||
| 6,628,614 | ||||
| $ 6,195,506 115,500 6,311,006 (6,270,556) 800,000 2,500,000 (92,250) 3,248,200 317,608 317,608 - (317,608) - |
||||
| 77,397,328 11,550,000 $0.01 88,947,328 (44,473,674) - 160,000,000 $0.005 250,000,000 $0.01 - 454,473,654 3,250,000 1,155,000 (577,500) - 577,500 |
||||
Note 1: During the year, a Deed of Company Arrangement was entered into and fully effectuated and the Company was removed from external administration. As part of this process the shareholders resolved in accordance with Sections 254H of the Corporations Act to consolidate the share capital of the Company on a 1 for 2 basis.
33
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
22. CONTRIBUTED EQUITY (Continued)
Ordinary shares
Ordinary shareholders are entitled to participate in dividends and the proceeds on winding up of the company in proportion to the number of and amounts paid on the shares held. Every ordinary shareholder present at a meeting in person or by proxy is entitled to one vote on a show of hands or by poll.
Options
At the end of the reporting period, there were 577,500 options over unissued shares exercisable at $0.10 on or before 30 September 2011.
Capital risk management
The Group's and the parent entity's objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
22. ACCUMULATED LOSSES
Movements in accumulated losses
| Balance at start of period Net profit/(loss) for the year Reduction of capital 1 Balance at end of period |
Consolidated Parent 2011 $ 2010 $ 2011 $ 2010 $ (6,280,151) (5,948,864) (6,588,164) (6,257,124) (773,552) (331,288) (837,373) (331,040) 6,588,164 - 6,588,164 - |
|---|---|
| (465,539) (6,280,151) (837,373) (6,588,164) |
Note 1: During the year, a Deed of Company Arrangement was entered into and fully effectuated and the Company was removed from external administration. As part of this process the shareholders resolved in accordance with Sections 256B and 258F of the Corporations Act to reduce the share capital of the Company by applying a portion of the accumulated losses of the Company against share capital considered permanently lost or not represented by available assets.
34
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
23. FINANCIAL RISK MANAGEMENT
(a) General objectives, policies and processes
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.
The Group’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 Group. The Group also has other financial instruments such as other debtors and creditors which arise directly from its operations. For the current financial year, it has been the Group’s policy not to trade in financial instruments
The main risks arising from the Group’s financial instruments are interest rate risk, liquidity risk and credit risk. There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note.
All loans to subsidiary companies are eliminated on consolidation and therefore do not expose the group to currency risk.
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies. The Groups' risk management policies and objectives are designed to minimise the potential impacts of these risks on the results of the Group where such impacts may be material.
The overall objective of the Board is to set polices that seek to reduce risk as far as possible without unduly affecting the Group’s competitiveness and flexibility. Further details regarding these policies are set out below:
(b) Market Risk
Market risk arises from the use of interest bearing financial instruments. It is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in interest rates (interest rate risk).
(i) Interest rate risk
The Group is exposed to movements in market interest rates on short term deposits. The Directors monitor the Company’s cash position relative to the expected cash requirements. Where appropriate, surplus funds are placed on deposit earning higher interest. The Group does not have short or long term debt, and therefore this risk is minimal.
35
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
(i) Interest rate risk (continued)
The Group’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:
| 2011 Financial assets Cash and cash equivalents Trade and other receivables Weighted average interest rate Financial liabilities Trade and other payables Weighted average interest rate |
Floating rates $ |
Fixed interest maturing in | Fixed interest maturing in | Non- interest bearing Total $ $ |
|---|---|---|---|---|
| < 1 year 1 - 5 years $ $ |
> 5 years $ |
|||
| 920,255 - |
1,500,000 - - - |
- - |
- 2,420,255 61,059 61,059 |
|
| 920,255 | 1,500,000 - |
- | 61,059 2,481,314 |
|
| 4.75% | 6.0% - |
- | - 5.47 % |
|
| - | - - |
- | 233,419 233,419 |
|
| - | - - |
- | 233,419 233,419- |
|
| - | - - |
- | - - |
| 2010 Financial assets Cash and cash equivalents Trade and other receivables Weighted average interest rate Financial liabilities Trade and other payables Borrowings Weighted average interest rate |
Floating rates $ |
Fixed interest maturing in | Fixed interest maturing in | Non- interest bearing Total $ $ |
|---|---|---|---|---|
| < 1 year 1 - 5 years $ $ |
> 5 years $ |
|||
| - - |
- - - - |
- - |
57,922 57,922 38,332 38,332 |
|
| - | - - |
- | 96,254 96,254 |
|
| - | - - |
- | - - |
|
| - | - - |
- | (276,632) (276,632) (53,000) (53,000) |
|
| - | - - |
- | (329,632) (329,632) |
|
| - | - - |
- | - - |
Group and parent entity sensitivity
At 30 June 2011, if interest had changed by -/+ 100 basis points from the year end rates with all other variables held constant, pre-tax profit for the year would have increased/decreased by $24,203 (2010 – change of 100 basis points; $Nil lower/higher). The group’s interest income from both financial years comes solely from the parent entity.
36
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
23. FINANCIAL RISK MANAGEMENT (Continued)
(c) Credit Risk
Credit risk is managed on a group basis. Credit risk arises mainly from cash and cash equivalents, and deposits with banks and financial institutions. For banks and financial institutions, only independently rated parties with a minimum rating of 'A' are accepted.
The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having similar characteristics. The carrying amount of financial assets recorded in the financial statements, net of any provisions for losses, represents the Group’s maximum exposure to credit risk. As at 30 June 2011, the group held cash at bank with financial institutions with an S&P rating of AA.
(d) Liquidity risk
Liquidity risk is the risk that the Group may encounter difficulties raising funds to meet commitments associated with financial instruments, e.g. borrowing repayments. The Group actively manages its operating cash flows and the availability of funding so as to ensure that all refinancing, repayment and funding needs are met. As part of its overall prudent liquidity management, the Group maintains sufficient levels of cash to meet its working capital requirements. The Group does not have any overdraft, loans or borrowings facilities from financial institutions as at reporting date.
Maturity analysis for financial liabilities
Financial liabilities of the Group and Company comprise trade and other payables. As at 30 June 2011 and 30 June 2010 all financial liabilities are contractually due within 60 days.
(e) Fair Values
The carrying value less impairment provision of trade receivables and payables are assumed to approximate their fair values due to their short-term nature. The same applies to the carrying value of cash and cash equivalents.
24. CASH FLOW INFORMATION
| Reconciliation of (loss) after income tax to net cash flow from operating activities (Loss) for the year Depreciation and amortisation Net loss on sale of property, plant & equipment Property plant & equipment written off Impairment of related party receivables Change in operating assets - (increase)/decrease in trade and other receivables - (increase)/decrease in prepayments - (increase)/decrease in other assets - increase/(decrease) in trade and other payables - increase/(decrease) in other provisions Net cash flow from operating activities |
Consolidated Parent 2011 2010 2011 2010 $ $ $ $ (773,552) (331,288) (837,373) (331,040) 24,359 22,107 2,916 14,632 - 22,482 - 29,709 35,648 - 35,648 - - - 85,264 - - - (19,724) 2,345 (19,724) 2,345 (12,932) - (12,932) - - 946 - 946 (46,216) 62,533 (46,216) 62,533 - 1,678 - 1,678 |
|---|---|
| (792,417) (219,197) (792,417) (219,197) |
Non-cash financing activities
During the financial year the Company issued 160,000,000 ordinary shares at a value of $0.005 to holders of the convertible loans in full satisfaction of the loans.
37
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
25. RELATED PARTY TRANSACTIONS
Parent entity
Coziron Resources Limited is the ultimate parent entity of the Group.
Subsidiaries
Interests in subsidiaries are disclosed in Note 14.
Transactions with related parties
The following transactions occurred with related parties:
| Transactions with related parties The following transactions occurred with related |
parties: |
|---|---|
| Loans to related parties Beginning of the year Advances to subsidiaries Repayments to subsidiaries End of year |
Consolidated Parent 2011 2010 2011 2010 $ $ $ $ - - 3,971,734 3,554,845 - - - 416,889 - - - - |
| - - 3,971,734 3,971,734 |
Impairment of the loans to related parties has been provided for in the amounts of $3,971,734 (2010: $3,886,470). Refer to Note 12 for more information.
Outstanding balances
Outstanding balances in relation to transaction with related parties are disclosed in Note 12.
26. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Key management personnel compensation
| Short-term employee benefits Post-employment benefits |
Consolidated Parent 2011 2010 2011 2010 $ $ $ $ 109,945 106,961 109,945 106,961 9,098 - 9,098 - |
|---|---|
| 119,043 106,961 119,043 106,961 |
Further details of compensation of the key management personnel of Coziron Resources Limited are set out in the Remuneration Report on page 8.
38
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
(b) Options and rights holdings
Details of options and rights held directly, indirectly or beneficially by key management personnel and their related parties are as follows:
| Name Adam Sierakowski Stephen Lowe Kwong Choon Soong Stephen Hewitt-Dutton Richard Tan Lam Fatt Tan Sai Kwok Miu Total Name Richard Tan Lam Fatt Tan Sai Kwok Miu Total |
Balance at 1 July 2010 Options Exercised Options Expired Bought & (Sold) Balance at 30 June 2011 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - |
|---|---|
| - - - - - |
|
| Balance at 30 June 2009 Granted as compensation Options Exercised Expired Balance at 30 June 2010 1,500,000 - - (1,500,000) - 1,500,000 - - (1,500,000) - - - - - - |
|
| 3,000,000 - - (3,000,000) - |
(c) Shareholdings
Details of equity instruments (other than options and rights) held directly, indirectly or beneficially by key management personnel and their related parties are as follows:
| Name Adam Sierakowski Stephen Lowe Kwong Choon Soong Stephen Hewitt-Dutton Richard Tan Lam Fatt Tan Sai Kwok Miu Total Name Richard Tan Lam Fatt Tan Sai Kwok Miu Total |
Balance at 1 July 2010 Granted as compensation Other changes - - 3,000,000 - - 5,143,000 - - 3,000,000 - - 2,000,000 17,250,001 - (17,250,001) 12,250,001 - (12,250,001) 1,808,920 - (1,808,920) |
Balance at 30 June 2011 Balance held nominally 3,000,000 3,000,000 5,143,000 5,143,000 3,000,000 3,000,000 2,000,000 2,000,000 - - - - - - |
|---|---|---|
| 31,308,922 - (18,165,922) |
13,143,000 13,143,000 |
|
| Balance at 1 July 2009 Granted as compensation Other changes 17,250,001 - - 12,250,001 - - 1,808,920 - - |
Balance at 30 June 2010 Balance held nominally 17,250,001 17,250,001 12,250,001 12,250,001 1,808,920 1,808,920 |
|
| 31,308,922 - - |
31,308,922 31,308,922 |
- Includes reduction on cessation of directorship.
(d) Loans from/to key management persons
No loans were made from or to key management personnel of the company during the 2010 and 2011 financial years.
39
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
(e) Other transactions and balances
Company secretarial and accounting services
Stephen Hewitt-Dutton is an employee of Trident Management Services Pty Ltd, a director related entity of Adam Sierakowski. Trident Management Services Pty Ltd provided accounting and company secretarial services during the financial year. The services were provided on normal commercial terms and conditions no more favourable than those available to other parties. During the prior year, Timothy John Spooner, a director and shareholder of MGI Perth Pty Ltd, provided company secretarial services to the Company. These services were based upon normal commercial terms and conditions. After Mr. Spooner’s resignation, these company secretarial services were provided by Mr Richard Teng Beng Tan. The amounts paid were as follows:
| Consulting services provided by officers recognised as an expense during the year - Timothy John Spooner - Richard Teng Beng Tan - Stephen Hewitt-Dutton |
2011 $ 2010 $ - 4,965 - 39,996 88,513 |
|---|---|
| 88,513 44,961 |
Corporate Finance and Legal Services
Adam Sierakowski is a Director and shareholder of Trident Capital Pty Ltd and Price Sierakowski Pty Ltd, which provided corporate finance and legal services respectively to the Group during the financial year. Trident Capital Pty Ltd also provides the group with office accommodation and services. These services provided by both parties were based upon normal commercial terms and conditions no more favourable than those available to other parties. The amounts paid were as follows:
| Consulting services provided by officers recognised as an expense during the year - Payments to Price Sierakowski Pty Ltd, an entity in which Adam Sierakowski is a Director and shareholder, for legal services provided. - Payments to Trident Capital Pty Ltd, an entity in which Adam Sierakowski is a Director and shareholder, for: - corporate financial services; - capital raising services; and - provision of office services. - Payments to Trident Management Services Pty Ltd, a director related entity of Adam Sierakowski, for the provision of accounting and company secretarial. |
2011 $ 2010 $ |
|---|---|
| 152,342 120,000 92,250 12,000 88,513 |
|
| 465,105 |
Aggregate amounts of liabilities at reporting date relating to consulting services with directors of the group are as follows:
| Current liabilities Trident Management Services Pty Ltd Trident Capital Pty Ltd |
7,590 - 8,067 - |
|---|---|
| 16,657 - |
40
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 30 JUNE 2011
27. CONTINGENCIES
Subsidiaries in Indonesia have no insurance. If there is any claim of whatsoever nature, the company would have to satisfy such claim. As at the date of the report, the Directors are not aware of any material contingent liabilities that would require disclosure.
28. COMMITMENTS
| Lease commitments Non-cancellable operating leases - future minimum lease payments Within one year Later than one year but not later than 5 years Later than 5 years |
Consolidated Parent 2011 2010 2011 2010 $ $ $ $ - 39,437 - 39,437 - - - - - - - - |
|---|---|
| - 39,437 - 39,437 |
The former principal office premises under the non-cancellable operating leases was entered into on 1 February 2008 and expired on 31 January 2011 with an option to extend for a further three years until 31 January 2014. The above commitment does not include commitments for the renewal option on the lease. This lease has an annual CPI escalation clause. The conditions of the lease do not impose any restrictions on the ability of Coziron Resources Limited and its subsidiaries from borrowing further funds or paying dividends.
| Exploration commitments Within one year Later than one year but not later than 5 years Later than 5 years |
Consolidated Parent 2011 2010 2011 2010 $ $ $ $ - - - - - - - - |
|---|---|
| - - - - |
- In September 2008, the Group entered into a joint venture (‘JV’) agreement with PT Galian Endapan Buana (‘GEB’) for the exploration of iron sands. The JV agreement requires that 2,000,000 shares be issued to GEB upon the delivery of the first shipment of iron sands.
29. SUBSEQUENT EVENTS
There has not been any matter or circumstance that has arisen after reporting date that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial periods.
41
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
DIRECTORS’ DECLARATION FOR THE YEAR ENDED 30 JUNE 2011
The directors of Coziron Resources Limited declare that:
-
The financial statements and notes of the Company and Consolidated Entity, as set out on pages 13 to 41 are in accordance with the Corporations Act 2001 and:
-
(a) comply with Accounting Standards, Corporations Regulations 2001 and other mandatory professional reporting requirements; and
-
(b) give a true and fair view of the financial position as at 30 June 2011 and of their performance for the year ended on that date ;
-
There are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.
The Chief Executive Officer and Chief Financial Officer have each declared that:
-
1) the financial records of the company for the financial year have been properly maintained in accordance with s286 of the Corporations Act 2001;
-
2) the financial statement and notes for the financial year comply with Accounting Standards; and
-
3) the financial statement and notes for the year give a true and fair view;
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 [144 x 61] intentionally omitted <==
==> picture [144 x 20] intentionally omitted <==
Adam Sierakowski Director
Dated 30 September 2011
42
Tel: +8 6382 4600 38 Station Street Fax: +8 6382 4601 Subiaco, WA 6008 www.bdo.com.au PO Box 700 West Perth WA 6872 Australia
==> picture [77 x 30] intentionally omitted <==
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF COZIRON RESOURCES LIMITED
Report on the Financial Report
We have audited the accompanying financial report of Coziron Resources Limited, which comprises the consolidated statement of financial position as at 30 June 2011, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the 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 of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements , that the financial statements comply with International Financial Reporting Standards .
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the 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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Coziron Resources Limited, would be in the same terms if given to the directors as at the time of this auditor’s report.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
==> picture [78 x 30] intentionally omitted <==
Basis for Qualified Opinion
PT Coziron Copper and PT Coziron Pertambangan are controlled entities of Coziron Resources Limited. The accounting records of the controlled entities were not available for audit or review in the prior financial periods. Due to the limitation of scope in relation to the audit of the controlled entities, the 30 June 2010 audit opinion for Coziron Resources Limited was a disclaimer of opinion. Accordingly, due to the disclaimers of opinion in the prior periods impacting the opening balances for the year ended 30 June 2011, we do not express an opinion in relation to the comparative financial information included in the financial report nor do we express an opinion on the impacts that the disclaimed information may have had, if any, on the current year statement of comprehensive income or the statement of cash flows.
Qualified Opinion
In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion paragraph:
-
(a) the financial report of Coziron Resources Limited is in accordance with the Corporations Act 2001 , including:
-
(i) giving a true and fair view of the company and the consolidated entity’s financial position as at 30 June 2011 and of its performance for the year ended on that date; and
-
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001 ; and
-
(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.
Report on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2011. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
Opinion
In our opinion, the Remuneration Report of Coziron Resources Limited for the year ended 30 June 2011 complies with section 300A of the Corporations Act 2001 .
BDO Audit (WA) Pty Ltd
==> picture [93 x 53] intentionally omitted <==
Phillip Murdoch Director
Perth, Western Australia Dated this 30[th] day of September 2011
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
CORPORATE GOVERNANCE
The Company has adopted comprehensive systems of control and accountability as the basis for the administration of corporate governance. The Board is committed to administering the policies and procedures with openness and integrity, pursuing the true spirit of corporate governance commensurate with the Company’s needs. To the extent they are applicable, the Company has adopted the Eight Essential Corporate Governance Principles and Best Practice Recommendations (“Recommendations”) as published by ASX Corporate Governance Council. The Company’s Corporate Governance policy and its Share Trade Policy are available on the Company’s website. As the Company’s activities develop in size, nature and scope, the size of the Board and the implementation of additional corporate governance structures will be given further consideration.
Principle 1 – Lay solid foundations for management and oversight
The Board and management have agreed on their respective roles and responsibilities and the functions reserved to the Board and management. The Board has established and adopted a Board Charter for this purpose. The Board has also established a Nomination and Remuneration Committee Charter which, amongst other functions, guides the Board in its evaluation of the performance of senior executives and encourages an appropriate mix of skills, experience, expertise and diversity on the Board.
Principle 2 – Structure the Board to add value
The Board ultimately takes responsibility for corporate governance, and will be accountable to the Shareholders for the performance of the Company. The functions and responsibilities of the Board are set out in the Company’s Constitution and the Corporations Act. The Company has adopted a Nomination and Remuneration Committee Charter which encourages a transparent Board selection process in searching for and selecting new directors to the Board and having regard to any gaps in the skills and experience of the directors of the Board and ensuring that a diverse range of candidates is considered.
The Board does not have a majority of independent directors. It is comprised of one independent and two non-independent directors. The existing structure is considered appropriate given the small scale of the Company’s enterprise and the associated economic restrictions this places on the Company. The existing structure is aimed at maximising the financial position of the Company by keeping its operating costs to a minimum.
A separate nomination committee has not been formed. The role of the nomination committee is carried out by the full Board in accordance with the Nomination and Remuneration Committee Charter. The Board considers that at this stage, no efficiencies or other benefits would be gained by establishing a separate committee.
Principle 3 – Promote ethical and responsible decision making
All Directors, managers and employees are expected to act with the utmost integrity and objectivity, striving at all times to enhance the reputation and performance of the Company. The Board has established a Code of Conduct to guide the Directors, managers, employees and officers of the Company with respect to matters relevant to the Company’s legal and ethical obligations. The Board has also established a Workplace Diversity Policy which affirms the Company’s commitment to promoting a corporate culture that is supportive of diversity and outlines strategies that the Board can undertake to encourage and promote a diverse working environment.
Principle 4 – Safeguard integrity in financial reporting
The Directors require the Chief Executive Officer and external company auditors to state in writing to the Board that the Company’s financial reports present a true and fair view, in all material respects, of the Company’s financial condition and operational results and are in accordance with relevant accounting standards.
A separate audit committee has not been formed. However, the Company has adopted an Audit Committee Charter. The role of the audit committee is carried out by the full Board in accordance with the Audit Committee Charter. The Board considers that given its size, no efficiencies or other benefits would be gained by establishing a separate audit committee.
45
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
CORPORATE GOVERNANCE
Principle 5 – Make timely and balanced disclosure
The Directors are committed to keeping the market fully informed of material developments to ensure compliance with the Listing Rules and the Corporations Act. The Directors have established a written policy and procedure to ensure compliance with the disclosure requirements of the Listing Rules.
Principle 6 – Respect the rights of Shareholders
The Directors have established a communications strategy to promote effective communication with Shareholders and encourage effective participation at general meetings. As well as ensuring timely and appropriate access to information for all investors via announcements to the ASX, the Company will ensure that all relevant documents are released on the Company’s website.
Principle 7 – Recognise and manage risk
The Directors have established a Risk Management Policy regarding the oversight and management of material business risks.
Principle 8 – Remunerate fairly and responsibly
A separate remuneration committee has not been formed. However, the Company has adopted a Nomination and Remuneration Committee Charter. The role of the remuneration committee is carried out by the full Board in accordance with the Nomination and Remuneration Committee charter. The Board considers that at this stage, no efficiencies or other benefits would be gained by establishing a separate committee.
The Board has provided disclosure in relation to Directors’ remuneration in Section 9 of this Prospectus. Further disclosure will be given to investors annually in accordance with the Listing Rules and the Corporations Act.
Share Trade Policy
In light of recent changes to the ASX Listing Rules and in particular the inclusion of Condition 15 of ASX Listing Rule 1 which requires that the listing entity has a trading policy that complies with ASX Listing Rule 12.9, the Company has adopted a Trading Policy. The Trading Policy sets out the following information:
-
(a) closed periods in which directors, employees and contractors of the Company must not deal in the Company’s securities;
-
(b) trading in the Company’s securities which is not subject to the Company’s Trading Policy; and
-
(c) the procedures for obtaining written clearance for trading in exceptional circumstances.
The Company’s Trading Policy is available on its website.
46
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
ADDITIONAL SHAREHOLDER INFORMATION
SUBSTANTIAL SHAREHOLDERS
The names of the substantial shareholders listed in the company register as at 22 September 2011 are as follows:
| Shareholder | Shares | % |
|---|---|---|
| Yandal Investments Pty Ltd | 174,857,000 | 38.47 |
| Boon Kok Goh | 42,000,000 | 9.27 |
| Paul Price | 36,100,000 | 7.94 |
DISTRIBUTION OF SHAREHOLDERS
The distribution of members and their holdings of equity securities in the Company as at 22 September 2011 was as follows:
| was as follows: | |
|---|---|
| Range of holding | Shareholders Number Of Ordinary Shares % |
| 1–1,000 | 19 13,432 0.00 |
| 1,001–5,000 | 158 696,875 0.15 |
| 5,001–10,000 | 65 543,503 0.12 |
| 10,001–100,000 | 171 6,030,293 1.33 |
| 100,001 and over Totals |
150 447,189,551 98.40 |
| 563 454,473,654 100.00 |
The number of shareholders with less than a marketable parcel of fully paid shares based on a closing price of $0.035 is 273 holding in total 1,634,161 shares.
UNQUOTED SECURITIES
The Company has the following unquoted securities:
| Number Of Security | ||
|---|---|---|
| Class Of Equity Securities | Number | Holders |
| 30 September 2011 Options ($0.05) | 1,155,000 | 1 |
RESTRICTED SECURITIES
The Company has no restricted securities:
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.
47
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2011
ADDITIONAL SHAREHOLDER INFORMATION (Continued)
TWENTY LARGEST SHAREHOLDERS
The names of the twenty largest shareholders of the fully paid ordinary shares of the Company as at 22 September 2011 are as follows:
48
COZIRON RESOURCES LIMITED & CONTROLLED ENTITIES
ANNUAL REPORT 2010
SCHEDULE OF MINERAL TENEMENTS (Continued)
Minerals : Iron Sand Tenement : Agam Tenement No: No. 476/Year 2008
Coziron Resources Limited interest in the tenement is an 80% joint venture interest, through its 100% owned subsidiary PT Coziron Copper.
| Coordinates | Longitude | Latitude | |
|---|---|---|---|
| 001 | 099 47 29 00 | 000 10 46 00 | LS |
| 002 | 099 49 07 00 | 000 10 46 00 | LS |
| 003 | 099 49 07 00 | 000 13 44 00 | LS |
| 004 | 099 48 16 00 | 000 13 44 00 | LS |
| 005 | 099 48 16 00 | 000 12 48 00 | LS |
| 006 | 099 48 08 00 | 000 12 48 00 | LS |
| 007 | 099 48 08 00 | 000 12 34 00 | LS |
| 008 | 099 47 54 00 | 000 12 34 00 | LS |
| 009 | 099 47 54 00 | 000 11 57 00 | LS |
| 010 | 099 47 29 00 | 000 11 57 00 | LS |
49