DATELINE RESOURCES LIMITED — Annual Report 2014

Sep 25, 2014

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ABN 63 149 105 653

ANNUAL REPORT

FOR THE FINANCIAL YEAR ENDED

30 JUNE 2014

DATELINE RESOURCES LIMITED FOR THE YEAR ENDED 30 JUNE 2014

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ANNUAL REPORT

CONTENTS

	Page
Corporate Information	3
Directors’ Report	4
Auditor’s Independent Report	22
Corporate Governance Statement	23
Consolidated Statement of Comprehensive Income	30
Consolidated Statement of Financial Position	31
Consolidated Statement of Changes in Equity	32
Consolidated Statement of Cash Flows	33
Notes to the Financial Statements	34
Directors’ Declaration	58
Independent Auditor’s Report	59
Shareholder Information	62

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DATELINE RESOURCES LIMITED CORPORATE INFORMATION FOR THE YEAR ENDED 30 JUNE 2014

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Directors & Officers

Mark Johnson AO - Executive Chairman Stephen Baghdadi - Non-Executive Director George Niumataiwalu - Non-Executive Director

John Smith - Company Secretary Stewart Capp - Exploration Manager

Registered Office

Level 4 20 Loftus Street Sydney NSW 2000

Bankers

National Australia Bank

Fremantle Business Banking Centre Level 1, 88 High Street Fremantle WA 6160 Website: www.nab.com.au

Auditors

Duncan Dovico Risk & Assurance Pty Ltd Level 12, 90 Arthur Street North Sydney NSW 2060 Website: www.duncandovico.com.au

PO Box 553 South Hurstville NSW 2221

Share Registry

T: +61 (02) 8231 6640 F: +61 (02) 8231 6487 E-mail: info@datelineresources.com.au Website: www.datelineresources.com.au

Securities Exchange

Australian Securities Exchange Limited ("ASX") Home Exchange – Sydney ASX Symbols – DTR (ordinary shares)

Australian Company Number

Security Transfers Registrars Pty Ltd 770 Canning Highway Applecross WA 6153 Website: www.securitytransfer.com.au

Solicitors

Watson Mangioni Lawyers Pty Ltd Level 13 50 Carrington Street Sydney NSW 2000 Website: www.wmlaw.com.au

ACN 149 105 653

Australian Business Number ABN 63 149 105 653

Domicile and Country of Incorporation

Australia

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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The Directors submit their report on Dateline Resources Limited (the “Company” or “Dateline”) for the financial year ended 30 June 2014.

1. INFORMATION ON DIRECTORS

The names and details of the Company’s Directors in office during the financial year and until the date of this report are as follows. Directors were in office for the entire year unless otherwise stated.

Mr Mark Johnson AO

Executive Chairman (Appointed 22 April 2013)

LLB MBA (Harvard)

Mr Johnson has worked in banking and corporate finance for more than forty years. He retired as Deputy Chairman of Macquarie Bank in mid-2007 and now divides his time between work in the private and public sectors.

Mr Johnson is a senior adviser to Gresham Partners, Chairman of Alinta Energy Ltd and from 2002 to 2013 one of the three Australian members of the APEC Business Advisory Council (ABAC).

During the past three years, Mr Johnson held the following directorships in other ASX listed companies:

• Independent Director of Westfield Group (current);

• Chairman & Non-Executive Director of Guinness Peat Group plc (resigned 8 April 2011);

George Niumataiwalu

Non-Executive Director (Appointed 24 October 2013) BE, GradCert Eng, MSc, MBA, MPA (Harvard)

A Fiji citizen, Mr Niumataiwalu is a highly experienced mining engineer and mineral economist, with broad expertise in corporate finance and government-business relations. After graduation from the University of New South Wales, Mr Niumataiwalu worked in Western Australia for Western Mining Corporation at the Kambalda Nickel Operations and St Ives Gold Mine. He has attained a Western Australian First Class Mine Managers Certificate of Competency.

Mr Niumataiwalu has been involved in mine operation and development in Australia, Fiji and Papua New Guinea over the last 20 years, and most recently in the Hidden Valley and Wafi projects in PNG, and the Tuvatu project in Fiji. George is a director of Fiji-based Kontiki Capital.

Mr Niumataiwalu provides valuable guidance to the Board on operating an exploration company, liaison with the national government and mining project development studies through to mining operations in the Australasia region.

During the past three years, Mr Niumataiwalu has not held any directorships in other ASX listed companies.

Stephen Baghdadi

Non-Executive Director (Appointed 3 July 2014)

Mr Badhdadi has a wealth of experience in the mining exploration industry.

During the past three years, Mr Baghdadi held the following directorships in other ASX listed companies:

• Non-Executive Chairman of Longreach Oil Limited (current);

• Executive Director of Southern Cross Explorations N.L. (current);

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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Stephen Gemell

Non-Executive Director (Appointed 24 October 2013, Resigned 19 August 2014) BE Mining (Hons), FAusIMM, (CP), MAIME, MMICA

Mr Gemell has more than 35 years' experience in the mining industry, having worked throughout Australasia and in Africa, North and South America, Asia, Eastern and Western Europe. He has been Principal of Gemell Mining Engineers, an independent multi-discipline consultancy, since its formation in Kalgoorlie in 1984. He specialises in mineral property assessment and strategic studies.

His experience includes operational management in underground and open pit mining in positions from shift boss to resident manager, which has also involved the supervision of CIP/CIL, flotation and alluvial plants. He has subsequently held numerous executive and non-executive directorships, including the positions of CEO and Chairman, in listed mining companies.

He is a Fellow of the AusIMM, a Chartered Professional (Mining), a member of the Valmin Committee and a Member of the American Institute of Mining, Metallurgical and Petroleum Engineers.

During the past three years, Mr Gemell held the following directorships in other ASX listed companies:

• Non-Executive Chairman of Argent Minerals Limited (current);

• Non-Executive Chairman of Eastern Iron Limited (current);

• Non-Executive Chairman of Golden Cross Resources Limited (current);

Mr Jonathan King

Non-Executive Director (Appointed 21 June 2013, Resigned 24 October 2013) BSc. (Hons Geology)

Mr King is an exploration geochemist with extensive exploration experience across a broad range of commodities and jurisdictions. Mr King has been involved in the discovery of a number of gold deposits in Western Australia and more recently has been heavily involved in the development and successful marketing of opportunities in the resource sector to overseas investors.

Mr King brings with him 22 years’ experience in exploration geochemistry and geology and is responsible for several major mapping, technical evaluation and geochemistry reinterpretation projects for greenfields and near-mine target generation and exploration programs in Korea, Fiji, China, Africa, Indonesia, and Australia.

Mr King is a member of the Australian Institute of Geoscientists (AIG) and is a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (the JORC Code).

During the past three years, Mr King held the following directorships in other ASX listed companies:

• Technical Director of Paringa Resources Limited (resigned 8 March 2013).

Mr Michael Ralston

Non-Executive Director (Appointed 22 April 2013, Resigned 24 October 2013) B.Com (Unisa, SA), ACMA (UK), AICD

Mr Ralston has 15 years international executive management experience both as Managing Director and Chief Financial Officer. He is currently the Managing Director of ASX-listed Balamara Resources Limited (formerly Sultan Corporation Limited) and previously was the Chief Financial Officer of ASX-listed Kangaroo Resources Limited, which he helped to grow from a shell company in 2009 to a market capitalisation of over $600 million in 2011 when that company was sold. He has held a number of executive management and board positions in ASX-listed resources companies over the past 8 years since he moved to Australia. Prior to this he successfully built up his own technology company Paynet Limited (Kenya) and also one of the largest internet service providers in Africa, called Africa Online Limited.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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Mr Ralston is a Member of the Australian Institute of Company Directors; he holds a Bachelor of Commerce from the University of South Africa and is a Chartered Management Accountant (UK).

During the past three years, Mr Ralston held the following directorships in other ASX listed companies:

• Managing Director of Balamara Resources Limited (current).

Mr Francis De Souza

Non-Executive Director (Appointed 19 September 2011, Resigned 24 October 2013)

B. Com (Banking and Finance)

Mr De Souza holds a Bachelor of Commerce majoring in Banking and Finance. Mr De Souza has many years’ experience in financial services, specialising in corporate advisory and equity markets with a specific focus in the resources sector. Mr De Souza has facilitated a number of resource transactions ranging from reverse takeovers, project evaluations through to capital raisings and initial public offerings (IPOs).

Mr De Souza is the co-founder and director of Otsana Capital, a boutique advisory firm specialising in mergers and acquisitions, capital raisings and IPOs.

• During the past three years, Mr De Souza held the following directorships in other ASX listed companies:  Non-Executive Director of Ascot Resources Limited (formerly Epic Resources Limited) (current); and  Non-Executive Director of Emergent Resources Limited (resigned 2 April 2013).

During the past three years, Mr De Souza also held the following directorship in a TSX-V/AIM listed company:

• Non-Executive Director of Kalimantan Gold Corporation Limited (resigned 15 April 2013).

2. INFORMATION ON COMPANY SECRETARY

Mr John Smith

(Appointed 24 October 2013)

B. Com, MBA, FCPA, FGIA

Mr Smith is a Certified Practising Accountant and Chartered Secretary with over 30 years experience as CFO and Company Secretary of ASX listed and unlisted companies.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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3. DIRECTORS’ SHAREHOLDINGS

The following table sets out each current Director’s relevant interest in shares and rights or options to acquire shares of the Company as at the date of this report.

	Fully Paid	Unlisted
	Ordinary Shares	Share Options
Directors
Mark Johnson Stephen Gemell George Niumataiwalu Stephen Baghdadi Michael Ralston Francis De Souza Jonathan King	31,150,000 383,125 383,125 - 350,000 750,000 -	- - - - - - -
	33,016,250	-

4. DIRECTORS’ MEETINGS

	Number
	Eligible to	Number
Directors	Attend	Attended
Mark Johnson Stephen Gemell George Niumataiwalu Stephen Baghdadi Michael Ralston Francis De Souza Jonathan King	9 7 7 0 2 2 2	9 7 4 0 2 2 2

Functions normally assigned to an Audit Committee and Remuneration Committee are undertaken by the full Board.

5. DIVIDENDS

No dividend has been paid during the financial year and no dividend is recommended for the financial year.

6. PRINCIPAL ACTIVITIES

The Company is an Australian-based exploration company with exploration projects in the Republic of Fiji. The Udu Polymetallic Project in Fiji hosts an Inferred Resource of 4.5 million tonnes at 1.2% Cu, 3.9% Zn, 29g/t Ag & 0.3g/t Au in accordance with JORC 2012 Guidelines. The Company plans to focus on exploration and development of the Udu Project and pursue precious metals and base metals opportunities as they arise.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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7. REVIEW OF OPERATIONS

Udu Project Fiji

• Drilling confirms significant copper near surface extensions to current JORC Udu Resource :

• UDH067 10.3m @ 1.82% Cu, 1.41% Zn, 16.3g/t Ag, 0.11g/t Au from 33m downhole.

• UDH068 7m @ 2.96% Cu, 5.2% Zn, 20g/t Ag and 0.45g/t Au from 45m downhole, and 2m @ 1.03% Cu, 4.84% Zn, 9g/t Ag and 0.07g/t Au from 35 m downhole, and 7m @ 2.96% Cu, 5.2% Zn, 20g/t Ag and 0.45g/t Au from 42.2m downhole, and 2m @ 1.77% Cu, 6.71%Zn, 30.5g/t Ag and 0.02g/t Au from 54.5m downhole.

• 3DIP Survey defines additional VMS/epithermal targets.

• A “Classic Porphyry Copper” Exploration Target defined by a 3DIP Survey, underlying a copper soil anomaly at Nagasauva.

• SPL1494 was renewed for 2 years.

• Two tenement applications were made over contiguous areas to the east and west of the current tenements to cover areas considered to be prospective for porphyry copper.

During the year the company completed a 3DIP survey over a 765 hectare area and processing of the new 3DIP data, to further enhance target definition. This in conjunction with a combined interpretation of the company’s other geophysical, geochemical and geological datasets, was used to define and prioritise regional targets for further work.

A number of shallow targets with affinities to the mineralisation VMS/epithermal at the Udu Mine have been identified (Figure 2).

The company completed 753m of drilling in 8 holes to test extensions to the inferred resource indicated by initial processing of the 3DIP data. Drilling returned a number of shallow, high grade copper intercepts which confirmed continuity of polymetallic mineralisation down dip and confirmed the mineralisation is open down dip to the south, outside the current inferred resource (Table 1).

The final interpretation of the 3DIP defined four high priority VMS/epithermal targets, all within 4km of the existing resource. In addition the geophysics suggests some upside to the existing resource, and has defined a highly chargeable target beneath the current resource. The survey defined a “classic porphyry copper exploration target” at Nagasauva, 3km to the south of the JORC inferred resource at a depth of at about 600m.

Shallow targets (within 100m of surface) are highlighted in Figure 2. The highest priority targets (IP01, IP05, IP11, IP10 and IP20) are all associated with copper in soil geochemical anomalies.

Two additional regional targets with similarities to the Nagasauva porphyry target have been identified within the companies’ tenements. One of these targets is located within the SPL1494 and is associated with anomalously mineralised porphyry float collected during the companies’ regional work programmes. Initial observations suggest this target is closer to surface than Nagasauva, and additional soil sampling and mapping of the area is required to further refine the target.

Lone Wolf Project WA

There was no activity at the Lone Wolf project during the year and the board determined the project should be divested. This divestment has been reflected in these Financial Accounts.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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Figure 1: Prospect Locations – Udu Project

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Figure 2: Chargeability at -50RL and copper in soils, with shallow IP targets.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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Figure 3: Drill hole locations, Udu Mine area.

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Figure 4 - Udu Project B1 to B2 Section View (Refer Figure 2 Plan)

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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Figure 5: Section A1 to A2

Table 1: Summary of drilling completed in the Period and significant intercepts.

	Northing WGS84	Easting WGS84	Azimuth UTM		From M	To m	Interval m	Cu %	Zn %	Ag g/t	Au g/t
Hole				Dip
UDH063	816900	8210235	060	-60			NSI
UDH064	8210231	816899	30	-70	56	58	2	0.64	0.03	1	0.02
UDH065	8210214	816887	240	-60			NSI
UDH066	8210214	816887	60	-60			NSI
UDH067	8210280	816712	149	-60	33	43.3	10.3	1.82	1.41	16.3	0.11
UDH068	8210450	817157	150	-70	38	40	2	1.03	4.84	9	0.07
					45	52	7	2.96	5.2	20	0.45
					58	60	2	1.77	6.71	30.5	0.02
					82	84	2	0.57	0.01	1	0.03
UDH069	8210199	816762	330	-60			NSI
UDH070	8210178	816812	60	-60			NSI

Notes:

1. Cu – copper; Zn – zinc, Ag – silver; Au - gold

2. Intercepts are quoted at a lower cut-off of 0.5% Zn or 0.5% Cu, with up to 2m of internal dilution

3. Sampling is generally conducted on 1 metre intervals, with a maximum sample interval of 1.5m in areas of poor core recovery.

4. EOH – end of hole

5. All samples comprise ½ NQ diamond drill core, cut with chisel or a diamond saw. Drilling recoveries are measured and recorded for individual samples and certified analytical standards have been inserted into the batch at a rate of 1:20. Samples were oven dried, jaw crushed to -6mm, rotary split to a 1,000g sub-sample which was pulverised to 85% <75um. Gold was determined by 50g Fire assay with AA finish with the remaining elements being determined by ICP-AES with four acid digest.

6. Core recovery is problematic within some of the mineralised intervals and it is possible that if core recovery had been 100% the results obtained would be different to the results reported in Table 1. At this stage it is impossible to accurately assess whether core lost has resulted in an increase or decrease in the grades of the mineralised intervals.

7. Mineralisation is interpreted to be shallowly dipping, hence drill intercept lengths are approximately true widths of mineralisation.

8. All collars were located using a handheld GPS and are reported in UTM-WGS84 Zone 60 south

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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1. Additional details of the drilling and sampling may be found in Appendix 2 of the company quarterly activities report released on the 31[st] January 2014 (“Heli-Rig NQTT Samples”).

2. The 3DIP data was acquired by Search Exploration Services (Search) using their own equipment, which consisted of a 64 channel, full waveform receiver and a 30 kVA transmitter. The array used for the bulk of the survey was in the main a double offset dipole-dipole, at Waidere three quarters of a quad offset dipole-dipole array was recorded.

The Search receiver measures the full time series voltage difference between each active electrode and a single reference electrode. This enables them to be able to recover the potential difference for any pair of electrodes by simple subtraction. The survey used 50m spaced electrodes for the bulk of the area and 100m spaced electrodes for the Nagasauva grid. From these Search were able to produce data sets at other electrode spacing’s. Search call these multipoles and for the 50m electrode spacing’s they provided 50, 100, 200 and 300m dipoles while for the 100m electrode spacing’s they provided 100, 200, 300 and 400m dipoles. The advantage of acquiring these additional data is that the changing electrode separation produces different sensitivity patterns around the electrode which adds significantly to the resolution of the survey as well as providing additional information at depth.

The data was inverted by ExploreGeo Pty Limited of Perth WA. The algorithm used by, was written by Heng Meng Loke (Loke). In total, 9 separate inversion runs were undertaken using both complex and linear perturbation IP models, trapezoidal and non-uniform meshes, L1 and L2 norms and low error subsets from one inversion as input for a second. The option to compute the model resolution was enabled.

Tenement Schedule

chedule
Project	Number	Ownership	Location
Udu	SPL1387	100%	Vanua Levu,Republic of Fiji
Udu	SPL1396	100%	Vanua Levu,Republic of Fiji
Udu	SPL1494	100%	Vanua Levu,Republic of Fiji
Udu	Application CX814	100%	Vanua Levu,Republic of Fiji
Udu	Application CX815	100%	Vanua Levu,Republic of Fiji

Competent Person Statement

The information in this report that relates to exploration results and mineral resources for the Udu Project is based on information compiled by or work carried out under the supervision of Mr Stewart Capp. Mr Capp is a fulltime employee of Matai Holdings (Fiji) Limited, a subsidiary of Dateline Resources, Mr. Capp has sufficient experience which is relevant to the styles of mineralisation under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (the JORC Code). Mr Capp is a member of the Australian Institute of Mining and Metallurgy (AusIMM). Mr Capp consents to the inclusion in this report of the information, in the form and context in which it appears.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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8. OPERATING AND FINANCIAL REVIEW

A Operations

Dateline is an exploration company operating in Australia and the Republic of Fiji to acquire, explore, evaluate and exploit gold and copper-zinc deposits, and explore prospective tenements for other minerals.

The Company creates value for shareholders, through exploration activities which develop and quantify resource assets. Once an asset has been developed and quantified within the framework of the JORC guidelines the Company may elect to move to production, to extract and refine ore which is then sold as a primary product.

B Financial Performance & Financial Position

The financial results of the Company for the year ended 30 June 2014 are:

	30-Jun-14	30-Jun-13	% Change
Cash & cash equivalents ($)	92,285	535,399	(83%)
Net assets ($)	6,917,016	3,807,751	82%
Revenue ($)	7,981	3,784	111%
Net profit/(loss) after tax ($)	823,036	(230,289)	(457%)
Profit/(loss) per share (cents)	1.54	(0.75)	(305%)
Dividend($)	-	-	-

C Business Strategies and Prospects for future financial years

The Company actively evaluates the prospects of each project as results from each program become available, these results are available via the ASX platform for shareholders information. The Company then assesses the continued exploration expenditure and further asset development. The Company will continue the evaluation of its mineral projects in the future and undertake generative work to identify and acquire new resource projects.

There are specific risks associated with the activities of the Company and general risks which are largely beyond the control of the Company and the Directors. The risks identified below, or other risk factors, may have a material impact on the future financial performance of the Company and the market price of the Company’s shares.

a) Operating Risks

The operations of the Company may be affected by various factors, including failure to locate or identify mineral deposits, failure to achieve predicted grades in exploration and mining, operational and technical difficulties encountered in mining, difficulties in commissioning and operating plant and equipment, mechanical failure or plant breakdown, unanticipated metallurgical problems which may affect extraction costs, adverse weather conditions, industrial and environmental accidents, industrial disputes and unexpected shortages or increases in the costs of consumables, spare parts, plant and equipment.

b) Environmental Risks

The operations and proposed activities of the Company are subject to the laws and regulations of Australia and the Republic of Fiji concerning the environment. As with most exploration projects and mining operations, the Company’s activities are expected to have an impact on the environment, particularly if advanced exploration or mine development proceeds. It is the Company’s intention to conduct its activities to the highest standard of environmental obligation, including compliance with all environmental laws.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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c) Economic

General economic conditions, movements in interest and inflation rates and currency exchange rates may have an adverse effect on the Company’s exploration, development and production activities, as well as on its ability to fund those activities.

d) Market conditions

Share market conditions may affect the value of the Company’s quoted securities regardless of the Company’s operating performance. Share market conditions are affected by many factors such as:

• i. general economic outlook;

• ii. introduction of tax reform or other new legislation;

• iii. interest rates and inflation rates;

• iv. changes in investor sentiment toward particular market sectors;

• v. the demand for, and supply of, capital; and

• vi. terrorism or other hostilities.

The market price of securities can fall as well as rise and may be subject to varied and unpredictable influences on the market for equities in general and resource exploration stocks in particular. Neither the Company nor the Directors warrant the future performance of the Company or any return on an investment in the Company.

e) Additional requirements for capital

The Company’s capital requirements depend on numerous factors. Depending on the Company’s ability to generate income, the Company will require further financing. Any additional equity financing will dilute shareholdings, and debt financing, if available, may involve restrictions on financing and operating activities. If the Company is unable to obtain additional financing as needed, it may be required to reduce the scope of its operations and scale back its exploration programmes as the case may be. There is however no guarantee that the Company will be able to secure any additional funding or be able to secure funding on terms favourable to the Company.

f) Speculative investment

The above list of risk factors ought not to be taken as exhaustive of the risks faced by the Company or by investors in the Company. The above factors, and others not specifically referred to above, may in the future materially affect the financial performance of the Company and the value of the Company’s shares.

Potential investors should consider that the investment in the Company is speculative and should consult their professional advisers before deciding whether invest.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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9. SIGNIFICANT CHANGES IN STATE OF AFFAIRS

During the year the following significant events took place:

• On September 19[th] 2013, the Company exercised the option to acquire 100% of the issued capital of Dateline Fiji Pty Limited following robust results in geophysical surveys. The merged entity is now focused on the advancement of the expanded resource opportunity and in new targets identified at the Udu Project. The Executive Chairman, Mr. Mark Johnson become a major shareholder of the Company.

• On October 3[rd] 2013, the Company acquired the remaining shareholder interest in Dateline Fiji Pty Limited via the issuance of shares and options (as approved by shareholders at the Company’s General meeting held on April 15[th] 2013) as follows:

• 30,650,000 fully paid ordinary shares,

• 500,000 unlisted options to acquire fully paid ordinary shares exercisable at $0.20 each on or before April 1[st] 2014, and

• 4,000,000 unlisted options to acquire fully paid ordinary shares exercisable at $0.20 each on or before May 31[st] 2014.

• This transaction has been accounted for as a reverse acquisition and from an accounting perspective, Dateline Fiji Pty Limited is deemed to be the acquirer.

• On October 24[th] 2013, the following Board changes were effected:

• Mr. Stephen Gemell was appointed as a Non-Executive Director,

• Mr. George Niumataiwalu was appointed as a Non-Executive Director,

• Mr. Mike Ralston resigned as a Non-Executive Director,

• Mr. Francis De Souza resigned as a Non-Executive Director,

• Mr. Jonathon King resigned as a Non-Executive Director.

• At the Annual General meeting of shareholders held on November 29[th] 2013, the shareholders did approve the Company to change its name from Conto Resources Limited to Dateline Resources Limited.

10. AFTER BALANCE SHEET DATE EVENTS

On 2 July 2014, Dateline announced that it had reached agreement with Southern Cross Exploration NL (Southern Cross) for Southern Cross to subscribe for 15,000,000 fully paid ordinary shares in Dateline (Shares), representing 19.7% of Dateline’s issued capital following completion of the placement, at an issue price of $0.04 per Share.

The placement will be conducted in two tranches. The first tranche of 7,500,000 Shares was completed on Friday, 4 July 2014. The second tranche (of a further 7,500,000 Shares) is to be completed by 31 December 2014.

When complete, the placement will have raised $600,000 which will be used for working capital purposes.

11. ENVIRONMENTAL ISSUES

The Company is not subject to any significant environmental regulations under either Commonwealth or State legislation. The Board is not aware of any breach of environmental requirements as they apply to the Company. There were no ground disturbing activities conducted during the financial year.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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12. REMUNERATION REPORT (Audited)

The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001. There were no company executives and other key management personnel who were not also Directors of the Company for the financial year.

The remuneration arrangements detailed in this report are for the Chairman and Non-Executives who held office during the financial year and are as follows:

Directors	Position	Duration of Appointment
Mark Johnson	Executive Chairman	Appointed 22 April 2013
Stephen Gemell	Non-Executive Director	Appointed 24 October 2013, Resigned 19 August 2014
George Niumataiwalu	Non-Executive Director	Appointed 24 October 2013
Stephen Baghdadi	Non-Executive Director	Appointed 4 July 2014
Michael Ralston	Non-Executive Director	Appointed 22 April 2013, Resigned 24 October 2013
Francis De Souza	Non-Executive Director	Appointed 19 September 2011, Resigned 24 October 2013
Jonathan King	Non-Executive Director	Appointed 21 June 2013, Resigned 24 October 2013

The Remuneration Report is set out under the following main headings:

• A Remuneration Philosophy B Remuneration Structure and Approvals

• C Remuneration and Performance

• D Details of Remuneration

E Share-based Compensation

• F Key management Personnel Equity Holdings

• G Adoption of Remuneration Report by Shareholders

A Remuneration Philosophy

Key management personnel have authority and responsibility for planning, directing and controlling the activities of the Company. Key management personnel of Conto comprise the Board of Directors only.

The performance of the Company depends upon the quality of its key management personnel. To prosper the Company must attract, motivate and retain appropriately skilled directors and executives.

The Company’s remuneration policy has been designed to align director and executive objectives with shareholder and business objectives, by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting the Company’s financial results. The Board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best executives and directors to run and manage the Company, as we as create goal congruence between directors, executives and shareholders.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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B Remuneration Structure and Approvals

Remuneration of Directors is currently set by the Board of Directors. The Board has not established a separate Remuneration Committee at this point in the Company’s development nor has the Board engaged the services of a remuneration consultant to provide recommendations when setting the remuneration received by Directors. It is considered that the size of the Board along with the level of activity of the Company renders this impractical and the full Board considers in detail all of the matters for which the Directors are responsible.

 Executive Remuneration Structure

The Board’s policy for determining the nature and amount of remuneration for Board members and senior executives of the Company is as follows:

• The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was developed and approved by the Board;

• All executives may receive a base salary, (which reflects the person’s duties, responsibilities, experience and length of service), superannuation, fringe benefits, options, shares and performance incentives; and

• The Board reviews the executive packages annually by reference to the Company’s performance, executive performance and comparable information from industry sectors.

The performance of executives is measured against criteria agreed annually with each executive and is based predominantly on the forecast growth of shareholders’ value. The Board may, however, exercise its discretion in relation to approving incentives, bonuses, options and shares. The policy is designed to attract the highest calibre executives and reward them for performance that results in long-term growth in shareholder wealth. All directors and executives are also entitled to participate in the Company’s sharebased incentive plan. All directors and executives employed directly by the Company receive a superannuation guarantee contribution required by the government and do not receive any other retirement benefits.

All remuneration paid to directors and executives is valued at the cost to the Company and is expensed. Options given to directors and executives are valued as the difference between the market price of those shares and the amount paid by the director or executive. Options are valued using a Black-Scholes option pricing model.

 Non-Executive Remuneration Structure

The Board’s intention is to remunerate non-executive directors at market rates for time, commitment and responsibilities. The Board of Directors determines the payments to the non-executive directors and reviews their remuneration annually, based on market price, duties and accountability. Independent external advice is sought when required.

The remuneration of non-executive directors consists of Directors’ fees, payable in arrears. The total aggregate fee pool to be paid to Directors (excluding executive directors) is set at $350,000 per year (in accordance with the Company’s Constitution) and as approved by the shareholders of the Company. Nonexecutive directors do not receive retirement benefits but are able to participate in share-based incentive plan and encouraged to hold shares in order to align director’s interests with shareholder interests.

Non-executive directors may enter into separate consultancy mandates with the Company for the provision of professional and technical services that fall outside the scope of their directorship role. Under this mandate directors receive a consultancy fee in connection with time spent on Company business, including reasonable expenses incurred by them in carrying out this consultancy role.

Further details relating to remuneration of Non-Executive Directors are contained in the Remuneration Table disclosed as Section D of this Report; and within the Notes to the Financial Statements Note 22 Share-Based Payments and Note 23 Key Management Personnel Disclosures.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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C Remuneration and Performance

Director remuneration is currently not linked to either long term or short term performance conditions. The Board feels that the terms and conditions of options and shares currently on issue to the Directors are a sufficient, long term incentive to align the goals of the Directors with those of the shareholders to maximise shareholder wealth, and as such, has not set any performance conditions for the Directors of the Company. The Board will continue to monitor this policy to ensure that it is appropriate for the Company in future years.

The following table shows the gross revenue and losses and share price of the Company at the end of each respective financial year:

	30-Jun-14	30-Jun-13	30-Jun-12
Revenue($)	7,981	3,784	2,625
Net Profit/(loss) ($)	823,036	(230,289)	(458,705)
Share Price($)	0.025	0.084	0.170

D Details of Remuneration

The key management personnel of the Company are the Board of Directors.

During the financial year ended 30 June 2014 and 30 June 2013, the Directors received no long-term benefits or termination benefits. The only remuneration received by the Directors within these periods were short-term employee benefits and share-based payments.

Details of the remuneration of the Directors of the Company up to 30 June 2014 are set out below:

	Short-term employee benefits	Post- employment benefits	Share- based payments
30-Jun-14	Salary & fees Cash bonus Non- monetary Other (v) $ $ $ $	Super- annuation $	Options & rights $	Total $
Directors Mr Johnson Mr Niumataiwalu Mr Baghdadi Mr Gemell Mr De Souza (i) Mr King (i) Mr Ralston (i) Sub-total Other Key Mgt None Sub-total Total	- - - - - - - - - - - - - - - - 8,550 - - - 9,500 - - - 9,050 - - -	- - - - - - -	- - - - - - -	- - - - 8,550 9,500 9,050
	27,100 - - -	-	-	27,100
	- - - -	-	-	-
	- - - -	-	-	-
	27,100 - - -	-	-	27,100
(i)Mr De Souza,Mr Kingand Mr Ralston resigned as Director on 24 October 2013

It should be noted that Mr Johnson and all Directors appointed since 24 October 2013 have elected to receive no remuneration from the company.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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Details of the remuneration of the Directors of the Company up to 30 June 2013 are set our below :

	Short-term employee benefits	Post- employment benefits	Share- based payments
30-Jun-13	Salary & fees Cash bonus Non- monetary Other (v) $ $ $ $	Super- annuation $	Options & rights $	Total $
Directors Mr Johnson Mr Niumataiwalu Mr Baghdadi Mr Gemell Mr Ralston Mr De Souza Mr King Mr Jewson (i) Sub-total Other Key Mgt None Sub-total Total	- - - - - - - - - - - - - - - - 36,000 - - - 42,000 - - 40,000 15,500 - - 33,985 40,950 - - 9,585	- - - - - - - -	- - - - - - - -	- - - - 36,000 82,000 49,485 50,535
	134,450 - - 83,570	-	-	218,020
	- - - -	-	-	-
	- - - -	-	-	-
	134,450 - - 83,570	-	-	218,020
(i)Mr Jewson resigned a	s a Director on 21 June 2013

E Share based Compensation

The key management personnel of the Company are the Board of Directors.

The Company rewards Directors for their performance and aligns their remuneration with the creation of shareholder wealth by issuing share options and shares. Share-based compensation is at the discretion of the Board and no individual has a contractual right to participate in any share-based plan or to receive any guaranteed benefits.

 Options

There were no options granted to key management personnel as remuneration during the financial year and prior financial year.

 Shares

During 2012 financial year, shareholders approved the Director Share Plan (“Director Plan” or “Plan”) whereby shares are allocated to Directors, Executives and other eligible participants. Under the Director Plan, eligible participants are provided with a non-recourse loan from the Company to fund the subscription price of issued shares in accordance with the terms and conditions of the Plan. Eligible participants of the Plan may not deal with the shares while the loan remains outstanding. A full summary of the Plan was set out in the Notice of Meeting dated 17 October 2011.

Although these are shares for legal and taxation purposes, Accounting Standards require they be treated as options for accounting purposes.

No shares were issued to eligible participants in the current financial year. Refer to Note 22 Share-Based Payments for more information.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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 Link to Performance

Options and shares issued under the Plan are treated as options for accounting purposes, there are no performance requirements to be met before exercise can take place largely because by setting the option price or share price at a level above the current share price at the time the options or shares are granted, the Board considers this to be a sufficient, long-term incentive to align the goals of the Directors and management with those of the shareholders to improve the Company’s performance. The Board will continue to monitor this policy to ensure that it is appropriate for the Company in future years.

F Key management personnel holdings

(i) Option holdings of Key Management Personnel

There are no options held by key management personnel.

(ii) Shareholdings

Details of shares held directly, indirectly or beneficially by key management personnel and their related parties at any time during the financial year ended 30 June 2014 are set out below:

Company Directors and Related Parties	Opening Balance Received as Remuneration Exercise of Options Net Change Other Closing Balance
	500,000 - - 30,650,000 31,150,000 - - - 383,125 383,125 - - - 383,125 383,125 350,000 - - - 350,000 750,000 - - - 750,000 - - - - -

Details of shares held directly, indirectly or beneficially by key management personnel and their related parties at any time during the financial year ended 30 June 2013 are set out below:

Company Directors and Related Parties	Opening Balance Received as Remuneration Exercise of Options Net Change Other Closing Balance
Mr. Johnson Mr. Gemell Mr. Niumataiwalu Mr. Ralston Mr. De Souza Mr. King Mr. Jewson (i)	- - - 500,000 500,000 - - - - - - - - - - 100,000 - 250,000 - 350,000 750,000 - - - 750,000 - - - - - 300,000 - - (300,000) -
	1,150,000 - 250,000 200,000 1,600,000

• (i) Mr Jewson resigned on 21 June 2013

G Adoption of Remuneration Report by Shareholders

The adoption of the Remuneration Report for the financial year ended 30 June 2013 was put to the shareholders of the Company at the Annual General Meeting held 29 November 2013. The resolution was passed without amendment on a show of hands. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.

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DATELINE RESOURCES LIMITED DIRECTORS REPORT FOR THE YEAR ENDED 30 JUNE 2014

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13. OPTIONS

At the date of this report, there were no unissued ordinary shares of Dateline under option.

14. PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purposes of taking responsibility on behalf of the Company for all or part of those proceedings.

15. INDEMNIFYING OFFICERS

During the financial year, the Company paid a premium in respect of a contract insuring all its Directors and current Executive Officers against a liability incurred as such a director or executive officer to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium. The Company has not otherwise, during or since the financial year, indemnified or agreed to indemnify an officer or auditor of the Company against a liability incurred as such an officer or auditor.

16. NON-AUDIT SERVICES

There were no non-audit services provided by the Company’s auditors during the financial year.

17. LEAD AUDIOR’S INDEPENDENCE DECLARATION

The lead auditor’s independence declaration for the financial year ended 30 June 2013 has been received and can be found on page21.

Signed in accordance with a resolution of the Board of Directors.

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Mr Mark Johnson Executive Chairman 25 September 2014

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DUNCAN DOVICO

AUDITORS' INDEPENDENCE DECLARATION

In accordance with section 307C of the Corporations Act 2001, I declare that, to the best of my knowledge and belief, during the year ended 30 June 2014 there has been:

• (i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and

• (ii) no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Dateline Resources Limited and its controlled entity during the year.

DUNCAN DOVICO RISK & ASSURANCE PTY LIMITED

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Rosemary Megale Director

Sydney, 25 September 2014.

D U N C A N D O V I C O R I S K & A S S U R A N C E P T Y L I M I T E D

LEVEL 12, 90 ARTHUR STREET, NORTH SYDNEY NSW 2060  PO BOX 1994 , NORTH SYDNEY NSW 2059 T: (02) 9922 1166  F: (02) 9922 2044  E: email@duncandovico.com.au  ABN 39 151 805 275 Liability limited by a scheme approved under Professional Standards Legislation

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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CORPORATE GOVERNANCE STATEMENT

The Board of Directors of Dateline Resources Limited (the “Company” or “Dateline”) seeks to act professionally and ethically while executing its responsibilities as it guides and monitors the business and affairs of Conto on behalf of the shareholders by whom they are elected and to whom they are accountable.

The Board of Conto has considered the principles of good corporate and best practice recommendations of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations (Principles and Recommendations). ASX Listing Rule 4.10.3 requires the Company to disclose the extent to which it follows or diverges from these best practice recommendations in its Annual Report.

The Role of the Board & Management

The Company has formalised and disclosed the roles and responsibilities of the Board and those delegated to senior management.

The Board is responsible for the overall corporate governance of Dateline, including its ethical behaviour, strategic direction, establishing goals for management and monitoring the achievement of those goals with a view to optimising company performance and maximising shareholder value.

The role of management is to support the Chief Executive Officer and implement the running of the general operations and financial business of the Company, in accordance with the delegated authority of the Board.

Scheduled meetings of the Board are to be held throughout the year and the Board meets on other occasions to deal with matters that require attention between scheduled meetings. The responsibility for the operation and administration of the Company is delegated by the Board to the Chief Executive Officer.

The Board is responsible for:

• Appointment of the Chief Executive Officer and other senior executives and the determination of their terms and conditions including remuneration and termination;

• Driving the strategic direction of the Company, ensuring resources are available to meet objectives and monitoring management’s performance;

• Reviewing and ratifying systems of risk management and internal compliance and control, codes of conduct and legal compliance;

• Approving and monitoring the progress of major capital expenditure, capital management and significant acquisitions and divestitures;

• Approving and monitoring budget and the adequacy and integrity of financial and other reporting;

• Approving the annual, half yearly and quarterly accounts;

• Approving significant changes to the organisational structure;

• Approving the issue of any securities of the Company;

• Ensuring a high standard of corporate governance practice and regulatory compliance and promoting ethical and responsible decision making; and

• Recommending to shareholders the appointment of the external auditor and meeting with the external auditor.

Dateline has obligations to its stakeholder to ensure the Company is managed with appropriate due diligence and that all necessary processes are implemented to minimise risk and maximise business opportunities.

To this end, all commercial arrangements, capital expenditure, operational expenditure and other commitments are appropriately documented and have been authorised by the Board.

The composition of the Board is determined in accordance with the Company constitution and the following principals and guidelines:

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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• The Board should comprise of at least three Directors with a majority of Non-Executive Directors;

• The Board should comprise of Directors with an appropriate range of qualifications and expertise; and

• The Board should meet formally at least four times per annum and informally on an as required basis with all Directors being made aware of, and having available, all necessary information, to participate in an informed discussion of all agenda items.

Directors in Office

At the date of this statement the following Directors are in office:

Name	Position	Independent
Mr Mark Johnson	Chairman & Executive Director	No
Mr George Niumataiwalu	Non-Executive Director	Yes
Mr Stephen Baghdadi	Non-Executive Director	Yes

The skills, experience, expertise and tenure of each director are disclosed in the Directors’ Report within this Annual Report.

Director Independence

The Company recognises that independent Directors are important in verifying to shareholders that the Board is properly fulfilling its role and is diligent in holding senior management accountable for its performance.

Directors of Dateline Resources Limited are considered to be independent when they are independent of management and free from any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the exercise of their unfettered and independent judgement.

In making this assessment, the Board considers all relevant facts and circumstances. Relationships that the Board will take into consideration when evaluating independence are whether a Non-Executive Director:

• is a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company;

• is employed, or has previously been employed in an executive capacity by the Company or another Company member, and there has not been a period of at least three years between ceasing such employment and serving on the Board;

• has within the last three years been a principal of a material professional advisor or a material consultant to the Company or another Company member, or an employee materially associated with the service provided;

• is a material supplier or customer of the Company or other Company member, or an officer of or otherwise associated directly or indirectly with a material supplier or customer; or

• has a material contractual relationship with the Company or another Company member other than as a Director.

At the date of signing of this report, Mr Johnson is not deemed to be independent. Mr Johnson is the majority shareholder of Dateline. Up to 30 June 2014 Mr Johnson had received no fees as he has elected not to receive director fees due to this interest.

After considering all facts and circumstances mentioned above in regards to evaluating the independent status of a director, at the date of signing this report the Company deems Mr Niumataiwalu to be independent.

After considering all facts and circumstances mentioned above in regards to evaluating the independent status of a director, at the date of signing this report the Company deems Mr Baghdadi to be independent.

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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During the current financial year the Board has met to consider appointments to management and the Board and have considered the balance of skills and experience required of Board members for the size and state of development of Dateline. The Board believes that it has the right numbers and skill sets within its board members for the current size of the Company and is confident that each non-executive director brings independent judgement to bear on Board decisions. If additional skill sets are considered to be necessary, the Board seeks candidates from the wider market and chooses the most appropriate person for the role required.

Where additional skills are considered necessary for specific purposes, access is made to independent professional advice at the expense of the Company.

Chairman and Chief Executive Officer

The ASX Corporate Governance Council Recommendations recommend that the chair be independent and that the roles of chair and Chief Executive Officer should not be exercised by the same individual. Mr Mark Johnson is not considered independent by the Board due to his interest in Dateline. However, due to his interest and experience with the Udu Project the Board considers his role as Executive Chairman appropriate in the Company’s current circumstances.

Appointment to the Board

The Board of Directors undertakes the role of a Nomination Committee which identifies and recommends potential director appointments. Where a casual vacancy arises during the year, the Board has procedures to select the most suitable candidate with the appropriate experience and expertise to ensure a balanced and effective board. Any director appointed during the year to fill a casual vacancy or as an addition to the current Board, holds office until the next Annual General Meeting and is then eligible for re-election by the shareholders.

New directors receive a letter of appointment which sets out the terms of their appointment. On appointment, an induction program is available to directors that include individual sessions with members of the executive team.

Evaluation of Senior Executives

Senior executives have a formal job description and letter of appointment describing the term of office, duties, rights, responsibilities and entitlements upon termination.

The performance of senior executives is reviewed annually before the budgets are approved for the next financial year. This process is a formal one with the executive’s performance assess against company and personal benchmarks. Benchmarks are agreed with the respective senior executives and reviews are based upon the degree of achievement against those benchmarks.

Induction procedures are in place to allow new senior executives to participate fully and actively in management decision-making. The induction program includes an orientation of:

• The Company’s financial position, strategies, operations and risk management policies; and

• The respective rights, duties responsibilities and roles of the Board and senior executives.

• There are no senior executives during the financial year ended 30 June 2014.

Ethical Business Practices

The Board is bound by the Company’s Board Charter and Code of Conduct (as disclosed in the Company’s Corporate Governance Plan). The Board understands the obligations for ethical and responsible decision making. All Directors and Officers are expected to:

• a) comply with the law;

• b) act in the best interests of the Company;

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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• c) be responsible and accountable for their actions; and

• d) observe the ethical principles of honesty and fairness, including prompt disclosure of potential conflicts.

The Board has procedures in place for reporting any matters that may give rise to unethical practices or conflicts between the interests of a director or senior executive and those of the Company. These procedures are reviewed as required by the Board. The Company has adopted a Conflict of Interest Policy, as a part of the Code of Conduct, that clarifies he processes for directors and senior executives to determine and disclose when a conflict of interest exists.

Shareholding and Trading

The Board encourages directors and senior executives to own shares in the Company to further link their interests with the interests of all shareholders. Trading of shares by directors and senior executives is prohibited under certain circumstances and as described in the ASX Listing Rules and during certain periods of the financial year. A director or senior executive must not deal in the company’s shares at any time when he or she has unpublished information which, if generally available, might affect the share price. Directors and senior executives are required to first obtain consent from the Chairman or Company Secretary before dealing in the Company’s securities.

Safeguard Integrity

The Board of Directors performs the duties of the Audit and Risk Committee and operates under a charter to enable it to perform its role and responsibilities. Where appropriate, the Company’s external auditors are invited to attend Board meetings relating to Audit and Risk matters. As the Board is comprised of two independent Non-Executive Directors and two Executive Directors, the Company does not comply with ASX Recommendation 4.2 which recommends that the audit committee is structured as follows:

• consists only of non-executive directors

• consists of a majority of independent directors

• is chaired by an independent chair, who is not chair of the board

• has at least three members

The Board considers that the Company is not of a size at the moment that justifies having a separate audit committee and additional independent non-executive directors. Though the Company intends to seek out and appoint additional independent directors to the Board when size and scale of the Company justify and warrant their inclusion, for the time being the Company maintains a mix of Directors from different backgrounds with complementary skills and experience. The qualifications of the Directors together with their attendances at Board Meetings are disclosed in the Directors’ Report within this Annual Report.

The Role of the Audit and Risk Committee is typically to assist the Board to fulfil its responsibilities in relation to the identification of the areas of significant business risks and monitor the following:

• the quality and integrity of the Company’s financial statements, accounting policies and financial reporting and disclosure practices;

• compliance with all applicable laws, regulations and company policy;

• the effectiveness and adequacy of internal control process;

• the performance of the Company’s external auditors and their appointment and removal;

• the independence of the external auditor and the rotation of the lead engagement partner; and

• the identification and management of business risks.

The Executives of the Company provide the Board with additional assurances regarding the reliability of the financial information for inclusion in the financial statements. The Chief Executive Officer in his or her Executive and Financial capacity is required to declare to the Board that in his or her opinion the Financial Statements and the note to the Accounts within the Annual Report are in accordance with the

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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Corporations Act 2001, comply with the Accounting Standards and the Corporations Regulations 2001 and give a true and fair view of the financial position of the Company and are based upon a sound system of risk management and internal compliance and control prior to the signing of the Directors’ Declaration in the Annual Report.

Independent Advice

The Board recognised that in certain circumstances individual directors may need to seek independent professional advice, at the expense of the Company. Any advice received will be made available to other directors.

Timely and Balanced Disclosure

The Board recognises the need to comply with ASX Listing Rule 3.1 concerning continuous disclosure.

At each meeting of directors, consideration is given as to whether notice of material information concerning the Company, including its financial position, performance, ownership and governance has been made available to all investors.

The Continuous Disclosure Policy also requires senior executives in possession of disclosable information to comply with the policy.

Communication with Shareholders

The Board aims to ensure that shareholders, on behalf of whom they act, are informed of all major developments affecting the Company’s activities and its state of affairs, including information necessary to assess the performance of the directors.

Communication with shareholders is achieved through the distribution of the following information:

• The Annual Report distributed to shareholders;

• The Half Yearly Report and Quarterly Reports which is available on the Company’s website;

• The Annual General Meeting and General Meetings called to obtain shareholder approval for board action as appropriate. Shareholders are encouraged to attend and participate at the Company’s Annual General Meeting and General Meetings;

• Letters to shareholders when considered appropriate and informative;

• Announcements on the Australian Securities Exchange; and

• Investor information on the Company’s website www.datelineresources.com.au

The Company strives to ensure that company announcements via the ASX are made in a timely manner, are factual, do not omit material information and are expressed in a clear and objective manner.

Shareholders’ Role

The shareholders of the Company are responsible for voting on the election of directors at the Annual General Meeting in accordance with the constitution.

All directors (other than the Executive Directors) are subject to re-election by rotation, no later than every three years.

The Annual General Meeting also provides shareholders with the opportunity to express their views on matters concerning the Company and to vote on other items of business for resolution by shareholders.

The Company’s auditor, Duncan Dovico Risk & Assurance Pty Ltd, make available a partner of the firm to be in attendance at the Annual General Meeting and to be available to answer shareholder questions in relation to the audit.

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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Risk Management

The entire Board is responsible for overseeing the risk management function. The Board is responsible for ensuring the risks and opportunities are identified on a timely basis. The Board determines the Company’s “risk profile” and is responsible for overseeing and approving risk management strategies and policies, internal compliance and internal control.

The Board has mechanisms in place to ensure that management’s objectives and activities are aligned with the risks identified by the Board. These include the following:

• Implementation of Board approved operating plans and budgets;

• Board monitoring of progress against these budgets, including the monitoring of key performance indicators of both financial and non-financial nature; and

• The establishment of committees to report on specific risks when identified.

Internal Risk Management System Compliance

The Board has not received a report from management as to the effectiveness of the Company’s management of its material business risks. The Board’s collective experience will enable accurate identification of the principal risks that may affect the Company’s business. Key operational risks and their management will be items for deliberation at Board Meetings. The Company has identified a series of operational risks which it believes to be inherent in the industry in which the Company operates. These include:

• changed operating, market or regulatory environments;

• fluctuations in commodity demand;

• fluctuations in exchange rates and inflation rates; and

• increasing costs of operations.

• Please refer to the Operating and Financial Review for further detail on the Company’s material risks.

The Board requires that the Chief Executive Officer and Chief Financial Officer, or equivalent, every half year, to provide a statement confirming that a sound system of risk management and internal control is in place and that the system is operating effectively in all material respects in relation to financial risks. The Board has received that assurance.

Monitoring Performance

The Board and senior executives monitor the performance of the Company through the preparation of monthly management accounts. The monthly management accounts are prepared using accrual accounting and report each segment’s result. The monthly management accounts are compared to monthly budgets, which have been prepared on the basis of capital availability and exploration results.

The monitoring of the Company’s performance by the Board and management assists in identifying the correct allocation of resources to maximise the overall return to shareholders.

A performance evaluation of executives was not undertaken during the year however the Board has a process for performance evaluation when it is appropriate to be conducted.

Details of the structure of non-executive directors’ and senior executives’ remuneration are included in the Remuneration Report within the Directors’ Report in this Annual Report.

During the year the board undertook a performance review of the Board of Directors, managed by the Chair at the time, Mr Johnson. The conclusions of the self-assessment of the Board’s performance during the previous year and any recommendations for improvement which become apparent from that review, are discussed by the Board.

The performance evaluation was undertaken using the process disclosed above.

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DATELINE RESOURCES LIMITED CORPORATE GOVERNANCE FOR THE YEAR ENDED 30 JUNE 2014

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Nomination and Remuneration

Nomination Committee

The role of the Nomination Committee is undertaken by the full Board of Directors. The Board has adopted a Nomination Committee Charter to ensure that the responsibilities of the Board are discharged in an appropriate manner.

The role of the Nomination Committee is to support and advise the Board in:

• determine the appropriate size and composition of the Board;

• determine the terms and conditions of appointment to and retirement from the Board;

• develop appropriate criteria for Board membership

• reviewing membership of the Board and proposing candidates for consideration by the Board; and

• arranging a review of the Board’s own performance.

The Board met during the year and considered that for the size of the Company and state of its development, the number of directors and their skills and experience were appropriate. The Board is aware of the need to continually assess the skills available to the Board. Where additional skills are considered necessary, candidates for director are sought from the wider market place with a view to selecting the most appropriate candidate for the chosen role.

Remuneration Committee

The role of the Remuneration Committee is undertaken by the full Board of Directors. The Board has adopted a Remuneration Committee Charter to ensure that the responsibilities of the Board are discharged in an appropriate manner.

The role of the Remuneration Committee is to determine the Company’s remuneration plans, policies and practices, including compensation arrangements for non-executive directors, executive directors and senior executives. It is also responsible for considering general remuneration policies and practices, recruitment and termination policies and superannuation requirements.

The Company has a policy to preclude its executives from entering into transactions to limit their economic risk from investing in the company shares, options or rights where those investments are unvested and has made executives aware of their obligations in relation to financial commitments against shares issued under the share plan and has requested that they take sufficient professional advice in relation to their individual financial position.

There are no retirement schemes or retirement benefits other than statutory benefits for non-executive directors.

Gender Diversity

The Company has adopted a diversity policy as part of their Corporate Governance Plan. The Company recognises the benefits arising from board diversity, and is committed to providing a diverse workplace that embraces and promotes diversity.

Dateline is an equal opportunity employer and chooses candidates after widely canvassing the market on the basis of selecting the most appropriate candidate based on merit and suitability for the role.

Currently the Company does not any employees as the operations are managed by the Board. The operations are carried out through the engagement of independent consultants and the administration is outsourced to a services company. There are currently no women on the Board of Dateline Resources or employed by the Company.

Given the Company’s size and that it has no employees, the Board does not consider it appropriate to formalise the establishment of measurable diversity objectives. As the operations grow, the Board will give consideration to the setting of such objectives and their achievement through the appointment of appropriate candidates to the Board and senior executive positions as they become available.

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DATELINE FIJI PTY LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2014

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	Note	30-Jun-14	30-Jun-14	30-Jun-13	30-Jun-13
		$		$
Continuing operations
Revenue	7	7,981		3,784
Directors fees and other benefits		(5,100)		-
Writingoff of assets	8	(97,128)		-
Discount on acquisition	5	1,209,052		-
Administration expenses	9	(291,769)		(234,073)
Profit/(Loss) from continuing operations before income tax			823,036	(230,289)
Income tax expense	10		-	-
Profit/(loss) from continuing operations after income tax			823,036	(230,289)
Other comprehensiveprofit/(loss)
Foreign CurrencyTranslation Reserve			(2,449)	270,357
Total comprehensiveprofit/(loss) for theperiod			820,587	40,068
Profit/(loss) for theperiod is attributable to:
Owners of the Company			823,036	(230,289)
			823,036	(230,289)
Total comprehensiveprofit/(loss) for theperiod attributable to:
Owners of the Company			820,587		40,068
			820,587		40,068
			Cents		Cents
Profit/(loss) per share from continuing operations attributable to the ordinary equity holders of the Company:
Basicprofit/(loss) per share – centsper share	20		1.54		(0.75)
Dilutedprofit/(loss)lossper share – centsper share	20		1.54		(0.75)
Total comprehensive profit/(loss) per share attributable to the ordinary equity holders of the Company:
Basicprofit/(loss) per share – centsper share	20		1.54		(0.75)
Dilutedprofit/(loss) per share – centsper share	20		1.54		(0.75)

This Statement of Comprehensive Income is to be read in conjunction with the accompanying notes

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DATELINE FIJI PTY LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2014

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Note	30-Jun-14	30-Jun-13
	$	$
Current Assets
Cash & cash equivalents 11	92,285	535,399
Trade & other receivables 12	27,024	144,366
Financial Assets 13	60,554	126,921
Total Current Assets	179,863	806,686
Non-Current Assets
Plant & equipment 14	24,346	40,914
Exploration & evaluation expenditure 15	6,905,340	5,694,863
Total Non-Current Assets	6,929,686	5,735,777
TOTAL ASSETS	7,109,549	6,542,463
Current Liabilities
Trade & otherpayables 16	70,531	330,176
Loans from Related Parties 17	122,000	1,125,706
Total Current Liabilities	192,531	1,455,882
Non Current Liabilities
Loans from Related Parties 17	-	1,278,830
Total Non-Current Liabilities	-	1,278,830
TOTAL LIABILITIES	192,533	2,734,712
NET ASSETS	6,917,018	3,807,751
Equity attributable to the equity holders of the Company
Contributed equity 18	7,177,157	4,888,477
Reserves 19	266,265	268,714
Accumulated losses	(526,404)	(1,349,440)
TOTAL EQUITY	6,917,018	3,807,751

This Statement of Financial Position is to be read in conjunction with the accompanying notes

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DATELINE FIJI PTY LIMITED CONSILIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2014

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	Issued Capital Accumulated Losses Foreign Currency Reserve TOTAL
	$ $ $ $
Balance as at 1 July, 2013	4,888,477 (1,349,440) 268,714 3,807,751
	- 823,036 (2,449) 820,587
Total comprehensive Income for the Period
	1,583,731 - - 1,583,731 704,949 - - 704,949
Conversion of loan to equity (Note 18)
Contributions of equity (Note 18)
Balance as at 30 June 2014	7,177,157 (526,404) 266,265 6,917,018
	Issued Capital Accumulated Losses Foreign Currency Reserve TOTAL
	$ $ $ $
Balance as at 1 July, 2012	4,100,000 (1,119,151) (1,643) 2,979,206
	- (230,289) 270,357 40,068
Total comprehensive Income for the Period
	788,477 - - 788,477
Contributions of equity
Balance as at 30 June,2013	4,888,477 (1,349,440) 268,714 3,807,751

This Statement of Changes in Equity is to be read in conjunction with the accompanying notes

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DATELINE FIJI PTY LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2014

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	30-Jun-14	30-Jun-13
	$	$
Cash flows used in operating activities
Payment to suppliers and employees	(200,318)	(289,484)
Interest received	7,981	3,784
Cash received from disposal of financial assets	66,367	41,914
Net cash flows used in operating activities	(125,970)	(243,786)
Cash flows used in investing activities
Payment forplant & equipment	(11,677)	(44,867)
Payment for exploration & evaluation expenditure	(1,433,397)	(1,804,182)
Net cash flows used in investing activities	(1,445,074)	(1,849,049)
Cash flows from financing activities
Pre reverse acquisition advances	458,025	-
Proceeds from issue of shares		788,477
Proceeds from borrowings	-	1,800,448
Net cash flows from financing activities	458,025	2,588,925
Net increase/(decrease) in cash and cash equivalents	(1,113,019)	496,090
Net Foreign exchange difference	-	-
Cash and cash equivalents acquired	669,905	-
Cash and cash equivalents at beginning of period	535,399	39,309
Cash and cash equivalents at end of period	92,285	535,399

This Statement of Cash Flows is to be read in conjunction with the accompanying notes

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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1. REPORTING ENTITY

Dateline Resources Limited (the “Company”) is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange Limited (“ASX”). The Company is a for-profit entity for the purposes of preparing the financial statements. The address of its registered office and principal place of business is disclosed in the Corporate Directory of the annual report.

Due to the reverse acquisition which occurred on 3 October 2013 (see note 3a), Dateline Fiji Pty Ltd has been determined to be the accounting acquirer and as a result, the financial statements for the year ended 30 June 2014 have been prepared as the consolidated financial statement of Dateline Fiji Pty Ltd as if it is the accounting parent company.

The nature of the operations and principal activities of the Company are described in the Directors’ Report.

2. BASIS OF PREPARATION

(a) Statement of compliance

The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards (AASBs) (including Australian Interpretations) adopted by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001. The financial report of the Company also complies with International Financial Reporting Standards (IFRSs) and interpretations adopted by the International Accounting Standards Board.

The financial statements were approved by the Board of Directors on 25 September 2014.

(b) Basis of measurement

The financial statements have been prepared on the historical cost basis. Cost is based on the fair values of the consideration given in exchange for assets.

(c) Foreign currency transactions

(i) Functional and presentation currency

Items included in the financial statements of each of the group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’).

The consolidated financial statements are presented in Australian dollars, which is Dateline Resources Limited and Dateline Fiji Pty Limited's functional and presentation currency.

(ii) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in profit or loss. They are deferred in equity if they relate to qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a foreign operation.

Foreign exchange gains and losses that relate to borrowings are presented in the income statement, within finance costs. All other foreign exchange gains and losses are presented in the income statement on a net basis within other income or other expenses.

(d) New accounting standards and interpretations

In the current year, the Group has applied a number of new and revised AASBs issued by the Australian Accounting Standards Board (AASB) that are mandatorily effective for an accounting period that begins on or after 1 January 2013.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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AASB 2011-4 ‘Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements’	This standard removes the individual key management personnel disclosure requirements in AASB 124 ‘Related Party Disclosures’. As a result the Group only discloses the key management personnel compensation in total and for each of the categories required in AASB 124. In the current year the individual key management personnel disclosure previously required by AASB 124 is now disclosed in the remuneration report due to an amendment to Corporations Regulations 2001 issued in June 2013.

AASB 10 ‘Consolidated Financial Statements’ and AASB 2011-7 ‘Amendments to Australian Accounting Standards arising from the consolidation and Joint Arrangements standards’	AASB 10 replaces the parts of AASB 127 ‘Consolidated and Separate Financial Statements’ that deal with consolidated financial statements and Interpretation 112 ‘Consolidation – Special Purpose Entities’. AASB 10 changes the definition of control such that an investor controls an investee when a) it has power over an investee, b) it is exposed, or has rights, to variable returns from its involvement with the investee, and c) has the ability to use its power to affect its returns. All three of these criteria must be met for an investor to have control over an investee. Previously, control was defined as the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The application of AASB 10 has no impact on the amounts recognised in the consolidated financial statement.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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AASB 13 ‘Fair Value Measurement’ and AASB 2011-8 ‘Amendments to Australian Accounting Standards arising from AASB 13’	The Group has applied AASB 13 for the first time in the current year. AASB 13 establishes a single source of guidance for fair value measurements and disclosures about fair value measurements. The scope of AASB 13 is broad; the fair value measurement requirements of AASB 13 apply to both financial instrument items and non-financial instrument items for which other AASBs require or permit fair value measurements and disclosures about fair value measurements, except for share based payment transactions that are within the scope of AASB 2 ‘Share-based Payment’, leasing transactions that are within the scope of AASB 117 ‘Leases’, and measurements that have some similarities to fair value but are not fair value (e.g. net realisable value for the purposes of measuring inventories or value in use for impairment assessment purposes). AASB 13 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most advantageous) market at the measurement date under current market conditions. Fair value under AASB 13 is an exit price regardless of whether that price is directly observable or estimated using another valuation technique. Also, AASB 13 includes extensive disclosure requirements. AASB 13 requires prospective application from 1 July 2013. In addition, specific transitional provisions were given to entities such that they need not apply the disclosure requirements set out in the Standard in comparative information provided for periods before the initial application of the Standard. In accordance with these transitional provisions, the Group has not made any new disclosures required by AASB 13 for the 2013 comparative period. Other than the additional disclosures, the application of AASB 13 does not have any material impact on the amounts recognised in the consolidated financial statements.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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(e) Early adoption of standards

The Company has not elected to apply any pronouncements before their operative date in the annual reporting period beginning 1 July 2013.

(f) Going concern

The financial report has been prepared on a going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the normal course of business.

During the year the consolidated entity incurred a net profit for the year of $820,036 and incurred net cash outflows from operating and investing activities of ($1,571,044).

The ability of the Company to continue as a going concern is dependent on the Company being able to raise additional funds as required to fund ongoing exploration commitments and for working capital. The Directors believe that they will be able to raise additional capital as required and are in the process of evaluating the consolidated entity’s cash requirements. On 2 July 2014, Dateline Resource Limited reached an agreement with Southern Cross Exploration NL to have a further share capital injection totalling $600,000 and the first tranche being $300,000 had been received (refer to Note 26). As a result, the Directors believe that the Company will continue as a going concern. As a result the financial report has been prepared on a going concern basis. However should the Company be unsuccessful in undertaking additional raisings the Company may not be able to continue as a going concern. No adjustments have been made relating to the recoverability of assets and classification of liabilities that might be necessary should the Company not continue as a going concern.

3. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies set out below have been applied consistently in these financial statements.

(a) Reverse Acquisition Accounting

Dateline Resources Limited is listed on the Australian Securities Exchange. Dateline Resources Limited completed the legal acquisition of Dateline Fiji Pty Limited on 3[rd] October 2013.

Under the principles of AASB 3 Business Combinations Dateline Fiji Pty Limited was deemed to be the acquirer for accounting purposes. Therefore, the transaction has been accounted for as a reverse acquisition under AASB3. Accordingly, the consolidated financial statements of Dateline Resources Limited have been prepared as a continuation of the consolidated financial statements of Dateline Fiji Pty Limited. Dateline Fiji Pty Limited (as the deemed acquirer) has accounted for the acquisition of Dateline Resources Limited in the 2014 financial year. The comparative information from 1 July 2012 to 30 June 2013 presented in the consolidated financial statements is that of Dateline Fiji Pty Limited.

The impact of the reverse acquisition of each of the primary statements is as follows:

Statement of Comprehensive Income

• The 2014 Consolidated Statement of Comprehensive Income comprises 12 months of Dateline Fiji Pty Limited and 9 months of Dateline Resources Limited;

• The 2013 Consolidated Statement of Comprehensive Income comprises 12 months of Dateline Fiji Pty Limited.

Statement of Financial Position

• The 2014 Consolidated Statement of Financial Position represents both Dateline Fiji Pty Limited and Dateline Resources Limited as at 30 June 2014;

• The 2013 Consolidated Statement of Financial Position represents Dateline Fiji Pty Limited as at 30 June 2013.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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Statement of Changes In Equity

• The 2014 Consolidated Statement of Changes in Equity comprises Dateline Fiji Pty Limited equity balance at 1 July 2013, its profit or loss for the year, and transactions with equity holders for 12 months. It also comprises Dateline Resources Limited’s transactions with equity holders in the past 9 months and the equity balances of Dateline Fiji Pty Limited and Dateline Resources Limited as at 30 June 2014.

• The 2013 Consolidated Statement of Changes in Equity comprises 12 months of Dateline Fiji Pty Limited’s changes in equity.

Statement of Cash Flows

• The 2014 Consolidated Statement of Cash Flows comprises the cash balance of Dateline Fiji Pty Limited at 1 July 2013, the cash transactions for the Year (12 months Dateline Fiji Pty Limited and 9 months Dateline Resources Limited) and the cash balance of Dateline Fiji Pty Limited and Dateline Resources Limited as at 30 June 2014.

• The 2013 Consolidated Statement of Cash Flows comprises 12 months of Dateline Fiji Pty Limited’s transactions.

(b) Revenue recognition

Interest Revenue

Revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

(c) Income tax

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

Deferred income tax is recognised except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit; and in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences will not reverse in the foreseeable future and the Group is able to control the timing of the reversal of the temporary differences.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

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

Deferred tax assets and deferred tax liabilities shall be offset only if:

• (a) there is a legally enforceable right to set-off current tax assets against current tax liabilities; and

• (b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

• (i) the same taxable entity; or

• (ii) different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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

Income taxes relating to items recognised directly in equity are recognised in equity and not in the Statement of Comprehensive Income.

(d) Other taxes

Revenues, expenses, assets and liabilities are recognised net of the amount of GST except where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and receivables and payables are stated with amounts 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.

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

(e) Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts.

(f) Plant and equipment

Owned assets

Items of plant and equipment are stated at cost less accumulated depreciation (see below) and impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of selfconstructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a work condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

When parts of an item of plant and equipment have different useful lives, they are accounted for as separate items (major components).

Subsequent costs

The Company recognises in the carrying amount of an item of plant and equipment the cost of replacing part of such an item when that cost is incurred if it is probable that the future economic benefits embodied within the item will flow to the Company and the cost of the item can be measured reliably. All other costs are recognised in the Statement of Comprehensive Income as an expense as incurred.

Depreciation

Depreciation is charged to the Statement of Comprehensive Income using a straight line method over the estimated useful lives of each part of an item of plant and equipment.

The estimated useful lives in the current financial year are as follows:

• Plant and equipment 3 years.

• Office Equipment 3 years

The residual value, the useful life and the depreciation method applied to an asset are reassessed at least annually.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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(g) Exploration and evaluation

Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:

• (i) The rights to tenure of the area of interest are current; and

• (ii) At least one of the following conditions is also met:

• (a) The exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or

• (b) Exploration and evaluation activities in the area of interest have not, at the 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 in relation to, the area of interest are continuing.

Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortisation of assets used in exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.

Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (or the cash-generating unit(s) to which it has been allocated, being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years. Where a decision is made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then classified to development.

(h) Trade and other payables

Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services.

(i) Contributed equity

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

(j) Earnings per share

Basic earnings per share

Basic earnings per share is determined by dividing net profit or loss after income tax attributable to members of the Company, 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.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

(k) Investments and other financial assets

Classification

The Company classifies its financial assets in the following categories: financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments and available-for-sale financial assets. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition and, in the case of assets classified as held-to-maturity, re-evaluates this designation at the end of each reporting date.

Loans and receivables

Loans and receivable are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than 12 months after the reporting period which are classified as non-current assets. Loans and receivables are included in trade and other receivables (Note 10 Trade & Other Receivables) in the Statement of Financial Position.

Recognition and derecognition

Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Company commits to purchase or sell the asset.

Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.

When securities classified as available-for-sale are sold, the accumulated fair value adjustments recognised in other comprehensive income are reclassified to profit or loss as gains and losses from investment securities.

Measurement

At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

Loans and receivable are subsequently carried at amortised cost using the effective interest method.

Details on how the fair value of financial instruments is determined is disclosed in Note 21 : Financial Risk Management.

Impairment

The Company assesses at the end of each reporting period whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. In the case of equity investments classified as available-forsale, a significant or prolonged decline in the fair value of the security below its cost is considered an indicator that the assets are impaired.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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(i) Assets carried at amortised cost

For loans and receivables, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognised in profit or loss. If a loan or heldto-maturity investment has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

As a practical expedient, the Company may measure impairment on the basis of an instrument’s fair value using an observable market price.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised (such as an improvement in the debtor’s credit rating), the reversal of the previously recognised impairment loss is recognised in profit or loss.

(ii) Assets classified as available-for-sale

If there is objective evidence of impairment 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 recognised in profit or loss – is removed from equity and recognised in profit or loss.

Impairment losses on equity instruments that were recognised in profit or loss are not reversed through profit or loss in a subsequent period.

If the fair value of a debt instrument classified as available-for-sale increases in subsequent period and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed through profit or loss.

Share-based payments

The Company provides benefits to employees (including Directors) of the Company and external parties to the Company in the form of share-based payment transactions, whereby employees and external parties render services in exchange for shares or options over shares ("equity-settled transactions").

The fair value of options is recognised as an expense with a corresponding increase in equity (share option reserve). The fair value is measured at grant date and recognised over the period during which the holder become unconditionally entitled to the options. Fair value is determined using a Black-Scholes option pricing model. In determining fair value, no account is taken of any performance conditions other than those related to the share price of the Company ("market conditions"). The cumulative expense recognised between grant date and vesting date is adjusted to reflect the directors’ best estimate of the number of options that will ultimately vest because of internal conditions of the options, such as the employees having to remain with the company until vesting date, or such that employees are required to meet internal sales targets.

No expense is recognised for options that do not ultimately vest because internal conditions were not met. An expense is still recognised for options that do not ultimately vest because a market condition was not met.

Where the terms of options are modified, the expense continues to be recognised from grant date to vesting date as if the terms had never been changed. In addition, at the date of the modification, a further expense is recognised for any increase in fair value of the transaction as a result of the change.

Where options are cancelled, they are treated as if vesting occurred on cancellation and any unrecognised expenses are taken immediately to the Statement of Comprehensive Income. However, if new options are

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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substituted for the cancelled options and designated as a replacement on grant date, the combined impact of the cancellation and replacement options are treated as if they were a modification.

Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of the goods or services received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date the Company obtains the goods or the counterparty renders the service.

(l) Critical accounting estimates and judgments

The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. The Directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Company. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.

In particular, information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in the financial statements are described in the following notes:

(i) Note 15 – Exploration & Evaluation Expenditure

The Company’s accounting policy for exploration and evaluation is set out in Note 3(f) above. If, after having capitalised expenditure under this policy, the Directors conclude that the Company is unlikely to recover the expenditure by future exploration or sale, then the relevant capitalised amount will be written off to the Statement of Comprehensive Income.

(ii) Note 5 – Business Combinations

On October 3[rd] 2013, Dateline Resources Limited acquired 100% of the issued capital of Dateline Fiji Pty Limited. Under the principles of AASB 3 Business Combinations, Dateline Fiji Pty Limited is the accounting acquirer in the business combination, refer to note 5 of these financial statements.

(m) Principles of consolidation

( Subsidiaries are all entities (including structured entities) over which the group has control. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are deconsolidated from the date that control ceases. The acquisition method of accounting is used to account for business combinations by the group

Intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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4. STANDARDS ISSUED BUT NOT YET EFFECTIVE

At the date of authorisation of the financial statements, the Standards and Interpretations listed below were in issue but not yet effective

	Effective for annual reporting periods beginning on or after	Expected to be initially applied in the financialyear ending
Standard/Interpretation
AASB 9 ‘Financial Instruments’, and the relevant amending standards
	1-Jan-17	30-Jun-18
AASB 1031 ‘Materiality’ (2013)	1-Jan-14	30-Jun-15
AASB 2012-3 ‘Amendments to Australian Accounting Standards – Offsetting Financial Assets and Financial Liabilities’
	1-Jan-14	30-Jun-15
AASB 2013-3 ‘Amendments to AASB 135 – Recoverable Amount Disclosures for Non- Financial Assets’
	1-Jan-14	30-Jun-15
AASB 2013-4 ‘Amendments to Australian Accounting Standards – Novation of Derivatives and Continuation of Hedge Accounting’
	1-Jan-14	30-Jun-15
AASB 2013-5 ‘Amendments to Australian Accounting Standards – Investment Entities’
	1-Jan-14	30-Jun-15
AASB 2013-9 ‘Amendments to Australian Accounting Standards – Conceptual Framework, Materialityand Financial Instruments’
	1-Jan-14	30-Jun-15

The new standards, interpretations and amendments are not expected to have a significant impact on the financial statements.

5. BUSINESS COMBINATIONS

On October 3[rd] 2013, Dateline Resources Limited acquired 100% of the issued capital of Dateline Fiji Pty Limited. Under the principles of AASB 3 Business Combinations, Dateline Fiji Pty Limited is the accounting acquirer in the business combination. Therefore, the transaction has been accounted for as a reverse acquisition. Accordingly, the consolidated financial statements of Dateline Resources Limited have been prepared as a continuation of the consolidated financial statements of Dateline Fiji Pty Limited. Dateline Fiji Pty Limited as the acquirer has accounted for the acquisition of Dateline Resources Limited from the twelve month period ended 30 June 2014.

The consideration in a reverse acquisition is deemed to have been incurred by the legal subsidiary, that is Dateline Fiji Pty Limited, in the form of equity instruments issued to the shareholders of Dateline Resources Limited. The acquisition date fair value of the consideration transferred has been determined by reference to the fair value of the issued shares of Dateline Resources Limited immediately prior to the business combination.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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The discount on acquisition of $1,209,052 was measured as the excess of the net amount of the recognised identifiable assets and liabilities of Dateline Resources Limited, being $1,914,001 over the fair value of the consideration effectively transferred being $704,949.

6. SEGMENT INFORMATION

AASB 8 requires operating segments to be identified on the basis of internal reports about components of the Company that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance.

The segments are consistent with the internal management reporting information that is regularly reviewed by the chief operating decision maker, being the Board of Directors.

The reportable segments are based on aggregated operating segments determined by the similarity of economic characteristics, the nature of the activities and the regulatory environment in which those segments operate. Prior period segment information has been restated to reflect the current composition of reportable segments.

Management has identified two reportable operating segments based on the two principal locations of its projects – Australia and Fiji. Unallocated results, assets and liabilities represent corporate amounts that are not core to the reportable segments. Segment assets include the costs to acquire tenements and the capitalised exploration costs of those tenements.

		Consolidation Entries TOTAL
	Australia Fiji
30 June 2014
	A$ A$	A$ A$
Revenues	(10,553) (3,174)	5,746 (7,981)
Segment Result	(753,347) 28,857	(98,545) (823,036)
Total Segment Assets	11,982,421 7,400,475	(12,273,347) 7,109,549
Total Segment Liabilities	1,673,092 4,621,124	(6,101,685) 192,531
30 June 2013	A$ A$	A$ A$
Revenues	(3,784) -	- (3,784)
Segment Result	19,810 28,740	(278,839) (230,289)
Total Segment Assets	6,875,292 4,484,085	(4,816,914) 6,542,463
Total Segment Liabilities	2,333,604 1,475,318	(1,074,210) 2,734,712

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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7.	REVENUE	30-Jun-14	30-Jun-13
		$	$
	Interest Income	7,981	3,784
		7,981	3,784
8.	WRITING OFF OF ASSETS EXPENSE	30-Jun-14	30-Jun-13
		$	$
	Disposal of Office Equipment	9,041	-
	Writingoff of Lone Wolf Tenements	88,087	-
		97,128	-
9.	ADMINISTRATION EXPENSES	30-Jun-14	30-Jun-13
		$	$
	Consultingand corporate expenses	205,987	196,880
	Compliance and regulatoryexpenses	9,831	1,378
	Depreciation expenses	9,703	2,367
	Other administration expenses	66,248	33,448
		291,769	234,073
10.	INCOME TAX EXPENSE	30-Jun-14	30-Jun-13
		$	$
(a)	Income tax expense
	Current tax	-	-
	Deferred tax	-	-
		-	-
(b)	Numerical reconciliation of income tax expense to
	prima facie taxpayable
	Loss from continuingoperations before income tax expense	823,036	(230,289)
	Tax at the Australian tax rate of 30%(2013 - 30%)	246,911	(69,087)
	Tax effects of amounts which are not deductible(taxable)
	in calculatingtaxable income:
	Non-deductible/ (deductible)expenditure	41,127	(1,860)
	Difference in overseas tax rates	2,886	9,929
	Temporarydifference not brought to account	(290,924)	(61,018)
	Income tax expense	-	-
(c)	Tax losses
	Unused tax losses *	2,943,180	2,421,691

*The entities in the group have not formed a tax consolidated group and the unused tax losses consisted of tax losses from entities in the group which calculate their own income tax

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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			30-Jun-13 $ 535,399 535,399
11. CASH & CASH EQUIVALENTS	30-Jun-14
	$
Cash at bank and in hand	92,285
	92,285
(a) Reconciliation of net profit/(loss) after tax to net cash flows used in operating activities
	30-Jun-14		30-Jun-13
	$		$
Netprofit/ (loss) after income tax	823,036		(230,289)
Adjustments for :
Depreciation	19,204		9,972
Discount on Acquisition	(1,209,052)		-
Impairment of exploration and evaluation expenditure	88,087		-
Change in assets and liabilities
(Increase)/decrease in trade and other receivables	183,709		(40,787)
Increase/(decrease in trade and otherpayables	(30,954)		17,317
Net cash flows used in operating activities	(125,970)		(243,787)
			30-Jun-13 $ 144,366 144,366
12. TRADE & OTHER RECEIVABLES	30-Jun-14
	$
Other receivables	27,024
	27,024

(a) Trade receivables past due but not impaired

There were no trade receivables past due but not impaired.

(b) Fair value and credit risk

Due to the short-term nature of these receivables, their carrying amount is assumed to approximate their fair value.

The maximum exposure to credit risk at the reporting date is the carrying amount of each class of receivables mentioned above. Refer to note 21 for more information on the risk management policy of the Company and the credit quality of the Company’s trade receivables.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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13. FINANCIAL ASSETS	30-Jun-14	30-Jun-13
	$	$
ANZ term deposits	60,554	126,921
	60,554	126,921

ANZ term deposits are held as security for bonds required by the Fijian Mineral and Resources Department in regard to the tenements that Matai Holdings (Fiji) Limited holds at Udu Point.

Refer to note 21 for more information on the risk management policy of the Company and the credit quality of the Company’s Financial Assets.

14. PLANT & EQUIPMENT	30-Jun-14	30-Jun-13
	$	$
Carryingamount ofplant & equipment	24,346	40,914
(a) Plant and equipment
At Cost	48,682	46,114
Less accumulated depreciation	(44,167)	(34,723)
Totalplant and equipment	4,515	11,391
Movement during theyear
Balance at the beginningof theyear	11,391	9,635
Additions	2,636	12,810
Disposals	-	(3,614)
Depreciation expense	(9,512)	(7,439)
Balance at the end of theyear	4,515	11,391
(b) Office equipment
At Cost	32,056	32,056
Less accumulated depreciation	(12,225)	(2,533)
Total office equipment	19,831	29,523
Movement during theyear
Balance at the beginningof theyear	29,523	-
Additions	9,041	32,056
Disposals	(9,041)	-
Depreciation expense	(9,692)	(2,533)
Balance at the end of the year	19,831	29,523

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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15. EXPLORATION & EVALUATION EXPENDITURE	30-Jun-14	30-Jun-13
	$	$
Carryingamount of exploration expenditure	6,905,340	5,694,863
Movement during theyear
Balance at the beginning of theyear	5,694,863	3,370,802
Expenditure incurred duringtheyear	1,298,564	2,324,061
Tenements abandoned and written off	(88,087)	-
Balance at the end of theyear	6,905,340	5,694,863

The ultimate recoupment of costs carried forward for exploration expenditure is dependent on the successful development and commercial exploitation, or alternatively, the sale of the respective area of interest.

16. TRADE & OTHER PAYABLES	30-Jun-14	30-Jun-13
	$	$
Trade and sundrycreditors	38,911	249,522
Accruals	31,620	80,654
	70,531	330,176
Trade & other payables are non-interest bearing and are predominantly settled on 30-day terms.
17. LOANS FROM RELATED PARTIES	30-Jun-14	30-Jun-13
	$	$
Current
Amounts owed to Dateline Resources Limited	-	1,125,706
Amounts owed to Mr. Mark Johnson	122,000	-
Total current loans from shareholders	122,000	1,125,706
Non-Current
Amounts owed to Mr. Mark Johnson	-	1,278,830
	-
Total non-current loans from shareholders		1,278,830
	122,000	2,404,536

The 2014 loan balance of $122,000 is in the form of a Bond Deed Loan owed to Mr. Mark Johnson. It is unsecured and interest free. $61,000 is due for repayment the sooner of 31 December 2014 or upon a successful capital raising. The remaining $61,000 is due for repayment by 23 March, 2015.

The 2013 loan balance of $2,404,536 is made up of $2,282,536 (which was eliminated on the acquisition of Dateline Fiji Pty Limited) and $122,000 which remains as owed to Mr. Mark Johnson and defined above.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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18.	CONTRIBUTED EQUITY	CONTRIBUTED EQUITY	Consolidated	Consolidated	Consolidated
			2014	2013
(a)	Share Capital
	OrdinaryCapital
	Number of Shares		61,300,000	46,822,821
	Paid Up		$7,177,157	$4,888,477
(b)	Movements in Share Capital		Consolidated
			Number of Shares
					$
	1 July2013	Opening Balance	46,822,821		4,888,477
	3 October 2013	Conversion of Loan to Equity	9,980,018		1,583,731
	3 October 2013	Acquisition of Dateline Resources Ltd
		Elimination of existing Dateline Fiji PtyLtd Shares
			(56,802,839)
		Existing Dateline Resources Ltd Shares on Acquisition of Dateline Fiji PtyLtd
			30,650,000
		Issue of Dateline Resources Ltd Shares on Acquisition of Dateline Fiji PtyLtd
			30,650,000		704,949
	30 June 2014	Closing Balance	61,300,000		7,177,157

Ordinary shares entitle the holder 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.

At shareholders meetings, each ordinary share is entitled to one vote per share when a poll is called, otherwise each shareholder has one vote on a show of hands.

At 30 June 2014 there were 61,300,000 fully paid ordinary shares on issue, all of which are freely tradeable. There are no preference shares on issue.

(c) Options

Movements in unlisted share options during the year

The following reconciles the unlisted share options outstanding at the beginning and end of the year.

	30-Jun-14	30-Jun-13
	Number of Options Exercise Price	Number of Options Exercise Price
Balance at beginningofyear	4,500,000 $0.20	4,750,000 $0.20
Granted duringtheyear	4,500,000 $0.20	- $0.20
Exercised duringtheyear	- $0.20	(250,000) $0.20
Expired duringtheyear	(9,000,000) $0.20	- $0.20
Balance at end of theyear	-	4,500,000

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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(d) Capital Management

The Company’s capital includes share capital, reserves and accumulated losses. The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to achieve this, the Company may issue new shares in order to meet its financial obligations. There are no externally imposed capital requirements.

19. RESERVES	30-Jun-14	30-Jun-13
	$	$
Foreign Currency Translation Reserve	266,265	268,714
The foreign currencytranslation reserve records exchange differences arisingon
translation of the foreign controlled subsidiary.

20. EARNINGS PER SHARE

The calculation of basic loss per share at 30 June 2014 was based on the profit attributable to ordinary shareholders of $823,036 (2013: loss $230,289) and a weighted average number of ordinary shares outstanding during the financial year ended 30 June 2014 of 53,384,892 (2013: 30,650,000) calculated as follows:

	(a) Basicprofit/(loss) per share 30-Jun-14 30-Jun-13
	Net profit/(loss) per share attributable to ordinary equityholders of the Company ($) $823,036 ($230,289)
	Weighted average number of ordinary shares for basis per share * 53,384,892 30,650,000
	Continuing operations
	- Basicprofit/(loss) per share(cents) 1.54 (0.75)
	The weighted average number of ordinary shares has been calculated as per the requirements of Australian Accounting Standards for reverse acquisition (b) Diluted profit/(loss) per share*
	Potential ordinary shareholders are not considered dilutive, thus diluted profit/(loss) per share is the

Potential ordinary shareholders are not considered dilutive, thus diluted profit/(loss) per share is the same as basic loss per share.

21. FINANCIAL RISK MANAGEMENT

The Company’s principal financial instruments consist of deposits with banks, receivables, other financial assets and payables. At the reporting date, the Company had the following mix of financial assets and liabilities.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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	30-Jun-14	30-Jun-13
	$	$
Financial Assets
Cash & cash equivalents	92,285	535,399
Trade & other receivables	27,024	144,366
Financial Assets	60,554	126,921
	179,863	806,686
Financial Liabilities
Trade & otherpayables	70,531	330,176
Loans from Shareholders	122,000	1,125,706
	192,531	1,455,882
Net exposure	(12,668)	(649,196)

Financial risk management

The main risks arising from the Company’s financial instruments are interest rate risk, credit risk and liquidity risk. The Company uses different methods to measure and manage different types of risks to which it is exposed. Primary responsibility for identification and control of financial risks rests with the Board of Directors.

(a) Equity price risk

Equity price risk represents the risk that the value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuer or factors affecting all instruments in the market. Equity price risk is minimised through ensuring that investment activities are undertaken in accordance with the Board established mandate limits and investment strategies.

Equity securities price risk arises on the financial assets at fair value through profit or loss or held for trading. During the year the Company did not encounter any equity price risk exposure.

(b) Interest rate risk

Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates. The Company is exposed to interest rate risk as it invests funds at both fixed and floating interest rates. The risk is managed by maintaining an appropriate mix between fixed and floating rate deposits. The Company has no borrowings that has an interest component.

		30-Jun-14 30-Jun-13
	Financial Assets	$ $
	Cash & cash equivalents	92,285 535,399
	Weighted average interest rate	2.40% 2.60%
	Sensitivity
	Based on the cash and cash equivalent held on 30 June 2014, had the interest rate increased by 1%, the group's post-tax loss would have been decrease by $923 and had the interest rate decreased by 1% the group's post tax loss would have been increased by $923.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral where appropriate, as a means of mitigating the risk of financing loss from defaults. The Company’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties.

The carrying amount of financial assets recorded in the financial statements, net of any provision for losses, represents the Company’s maximum exposure to credit risk. All trade and other receivables are due within 30 days and none are past due.

(i) Cash

The Company’s primary banker is National Australia Bank. The Board considers the use of this financial institution, which has a short term rating of A- from Standards and Poors to be sufficient in the management of credit risk with regards to these funds.

management of credit risk with regards to these funds.
	30-Jun-14 30-Jun-13
Cash at Bank and short term banks deposits	$ $
Standard & Poors Rating: A	92,285 535,399

(ii) Trade & other receivables

While the Company has policies in place to ensure that transactions with third parties have an appropriate credit history, the management of current and potential credit risk exposures is limited as far as is considered commercially appropriate. Up to the date of this report, the Board has placed no requirement for collateral on existing debtors.

(iii) Other financial assets

ANZ term deposits are held as security for bonds required by the Fijian Mineral and Resources Department in regard to the tenements that Matai Holdings (Fiji) Limited holds at Udu Point. The Board considers the use of this financial institution, which has a short term rating of A- from Standards and Poors to be sufficient in the management of credit risk with regards to these funds.

(c) Foreign currency risk

The group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Fijian dollar. The group's exposure to foreign currency risk at the end of the reporting period , expressed in Australian Dollar, was as follows:

	30-Jun-14 30-Jun-13
	$ $
Cash at Bank and short term banks deposits (Fijian Dollar)	38,022 113,850
Receivables (Fijian Dollar)	20,741 85,020 43,296 330,311
Payables (Fijian Dollar)

Management has set up a policy requiring group companies to manage their foreign exchange risk against their functional currency. Due to the limited scope of the overseas activities and group's strict control on the cash flow , the risk is considered to be limited to the group.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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(d) Liquidity risk management

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. The Company has no borrowings.

Ultimate responsibility for liquidity risk management rests with the Board of Directors, who have built an appropriate liquidity risk management framework for the management of the Company’s short, medium and long-term funding and liquidity management requirements.

The Company manages liquidity risk by continually monitoring cash reserves and cash flow forecasts to ensure that financial commitments can be met as and when they fall due.

As at 30 June 2014, all of the group's financial liability are non-interest bearing and will mature in less than 6 months.

(e) Fair value measurements

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. At 30 June 2014 the Company only held financial instruments that are not traded in active markets. Fair values have been determined for measurement purposes to approximate the cost of the financial instrument.

22. SHARE BASED PAYMENTS

Financial year ended 30 June 2014

There were no share based payments during the current financial year

Financial year ended 30 June 2013

There were no share based payments during the previous financial year

23. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Key managementpersonnel compensation
	30-Jun-14	30-Jun-13
	$	$
Compensation by category
Short term employee benefits	27,100	218,020
Share basedpayments	-	-
	27,100	218,020

Information regarding individual Directors and Executive compensation and some equity instruments disclosures as permitted by Corporations Regulation 2M.3.03 is provided in the remuneration report section of the Directors’ report.

(b) Material contracts

(i) Directors’ Deeds of Indemnity

With every Director appointment, the Company enters into a deed of indemnity, insurance and access with each of its Directors. During the 2014 financial year the Company entered into of Deed of Indemnity with Mr Gemell and Mr Niumataiwalu, with effect from their appointment dates. Under these deeds, the Company agrees to indemnify each Director to the extent permitted by the Corporations Act (2001) against any liability arising as a result of the Director acting in the capacity as a Director of the Company. The Company is also required to maintain insurance policies for the benefit of the Directors and must also allow the Directors to inspect Company documents in certain circumstances.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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(ii) Loans to Directors

In the prior period Shareholders approved the implementation of the “Director Share Plan”. As part of the Director Share Plan, Robert Jewson and Francis De Souza were each issued 250,000 Director Shares and received a Director Loan from the Company to fund the subscription price for those Director Shares of $62,500 in accordance with the terms and conditions of the Director Share Plan. The Director Loans are non-recourse and the repayment term of each loan to the participating Directors is four (4) years interest free. A full summary of the Director Share Plan was set out in the Notice of Meeting dated 17 October 2011.

(iii) Other Fees Paid to Directors

– Consultancy fees Weston Consultancy Group

Weston Consultancy Group was founded by Jonathan King, a company in which he is the sole director and has a financial interest. During the year and prior to Mr King becoming a director Mr King received consultancy fees totalling $9,900. There are no further amounts outstanding at 30 June 2014.

(iv) Other transactions with key personnel including their related parties

During the Period the Company paid a consulting fee of $8,800 to Otsana Capital. The transaction is considered a related party as Francis De Souza is a Director of Otsana Capital. There are no further amounts outstanding at 30 June 2014.

24. RELATED PARTY DISCLOSURES

(a) Key management personnel

Disclosures relating to directors and executives are set out in note 23 Key Management Personnel Disclosures.

(a) Subsidiaries and associates

Subsidiaries and associates	Subsidiaries and associates
Ownership Ownership
Country of Interest(%) Interest(%)
Name of subsidiary Incorporation 31.12.13 30.6.13
Dateline Resources Limited(a) Australia 50.00%(c) -
Matai Holdings (Fiji) Ltd(b) Fiji 100.00% 100.00%

(a) Dateline Resources Ltd completed the legal acquisition of Dateline Fiji Pty Ltd on 3rd October, 2013. The transaction is considered to be a reverse acquisition and Dateline Fiji is deemed to be the accounting acquirer. Refer to Note3 and Note5 for details

(b) Matai Holdings (Fiji) Ltd is 100% owned by Dateline Fiji Pty Ltd

(c) This represent the deemed ownership interest percentage in the reverse acquisition.

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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25. COMMITTMENTS
(a) Exploration & Evaluation Commitments
	30-Jun-14	30-Jun-13
	$	$
Within oneyear	94,117	15,585
After oneyear but not more than fiveyears	-	-
After more than fiveyears	-	-
Total minimum commitment	94,117	15,585

The commitments above are discretionary and subject to mining expenditure. They relate to the exploration tenements granted to, and under application by the Company.

(b) Lease commitments

Operating lease contracted for office rental payable for next twelve month is $25,000 (2013:$40,000)

26. SUBSEQUENT EVENTS

On 2 July 2014, Dateline announced that it had reached agreement with Southern Cross Exploration NL (Southern Cross) for Southern Cross to subscribe for 15,000,000 fully paid ordinary shares in Dateline (Shares), representing 19.7% of Dateline’s issued capital following completion of the placement, at an issue price of $0.04 per Share.

The placement will be conducted in two tranches. The first tranche of 7,500,000 Shares was completed on Friday, 4 July 2014. The second tranche (of a further 7,500,000 Shares) is to be completed by 31 December 2014.

When complete, the placement will have raised $600,000 which will be used for working capital purposes.

27. CONTINGENT LIABILITIES

No contingent liabilities were noted by the Company for the financial year ended 30 June 2014.

28. DIVIDENDS

No dividend has been paid during the financial year and no dividend is recommended for the financial year.

29. REMUNERATION OF AUDITORS	30-Jun-14	30-Jun-13
	$	$
Amounts received or due and receivable by Duncan Dovico Risk &
Assurance Pty Ltd for:
An audit or review of the financial report of the Company	36,300	-
Other services in relation to the Company	11,000	-
	47,300	-
Amounts received or due and receivable by Pitcher Partners
Corporate & Audit(WA) Pty Ltd for:
An audit or review of the financial report of the Company	-	32,347
Other services in relation to the Company	-	-
	-	32,347

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DATELINE FIJI PTY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2014

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30. PARENT ENTITY INFORMATION
(a) Financial Position	30-Jun-14	30-Jun-13
	$	$
Assets
Current assets	4,509,223	3,680,663
Non-current assets	3,194,629	3,194,629
Total Assets	7,703,852	6,875,292
Liabilities
Current liabilities	1,646,439	2,333,604
Non-Current liabilities	-	-
Total Liabilities	1,646,439	2,333,604
Net Assets	6,057,413	4,541,688
Equity
Issued equity	6,472,208	4,888,477
Retained earnings	(414,795)	(346,789)
Total Equity	6,057,413	4,541,688
(b) Financial Performance	30-Jun-14	30-Jun-13
	$	$
Loss for theyear	68,003	19,810
Other comprehensive income	-
Total Comprehensive Income	68,003	19,810

(c) GUARANTEES ENTERED INTO BY THE PARENT ENTITY

No guarantees have been entered into by the parent entity in relation to the debts of its subsidiaries.

(d) COMMITMENTS AND CONTINGENCIES OF THE PARENT ENTITY

There were commitments and contingencies for the parent entity as at 30 June 2014 and 2013.

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DATELINE RESOURCES LIMITED DIRECTORS' DECLARATION FOR THE YEAR ENDED 30 JUNE 2014

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In the Directors’ opinion:

• a) the financial statements and notes set out on pages 33 to 57 are in accordance with the Corporations Act 2001, including:

• (i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements, and

• (ii) giving a true and fair view of the Company’s financial position as at 30 June 2014 and of its performance for the financial year ended on that date, and

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

Note 2(a) confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board.

This declaration is made in accordance with a resolution of the directors.

On behalf of the Board of Directors

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Mr Mark Johnson Executive Chairman 25 September 2014

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DUNCAN

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DOVICO

Independent Auditor’s Report to the members of Dateline Resources Limited

Report on the Financial Report

We have audited the accompanying financial report of Dateline Fiji Pty Limited (the company) and its controlled entities which comprises the consolidated statement of financial position as at 30 June 2014, and the consolidated statement of comprehensive income, consolidated statement of cash flows and consolidated statement of changes in equity for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the year’s end or from time to time during the financial year ended 30 June 2014.

Directors’ Responsibility for the Financial Report

The directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretation) and the Corporations Act 2001 . This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In Note 2, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements , that compliance with the Australian equivalents to International Financial Reporting Standards ensures that the financial report, comprising the consolidated financial statements and notes, complies 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. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s 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 and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control.

An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

D U N C A N D O V I C O R I S K & A S S U R A N C E P T Y L I M I T E D

LEVEL 12, 90 ARTHUR STREET, NORTH SYDNEY NSW 2060  PO BOX 1994 , NORTH SYDNEY NSW 2059 T: (02) 9922 1166  F: (02) 9922 2044  E: email@duncandovico.com.au  ABN 39 151 805 275 Liability limited by a scheme approved under Professional Standards Legislation

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DUNCAN DOVICO

Our procedures include reading the other information in the Annual Report to determine whether it contains any material inconsistencies with the financial report.

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

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

Independence

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

Basis for Qualified Opinion

The previous financial report of Dateline Fiji Pty Limited was not audited. We were unable to satisfy ourselves by alternative means concerning a number of opening balances disclosed in the consolidated statements of comprehensive income and cash flows and the consolidated statement of financial position, as comparative figures. Whilst we were satisfied with the material accuracy of amounts recorded in the consolidated statement of financial position at 30 June 2014, the impact of opening balances on the current period financial performance and cash flows prevent us from forming an unmodified opinion on the financial report as a whole.

Auditor’s Opinion

In our opinion, except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph,

• a) the financial report of Dateline Fiji Pty Limited and its controlled entities is in accordance with the Corporations Act 2001 , including:

• (i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2014 and of its performance for the year ended on that date; and

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

• b) the consolidated financial report also complies with International Financial Reporting Standards as disclosed in Note 2.

Other Matter

The financial report of Dateline Fiji Pty Limited for the year ended 30 June 2013 was unaudited.

D U N C A N D O V I C O R I S K & A S S U R A N C E P T Y L I M I T E D

LEVEL 12, 90 ARTHUR STREET, NORTH SYDNEY NSW 2060  PO BOX 1994 , NORTH SYDNEY NSW 2059 T: (02) 9922 1166  F: (02) 9922 2044  E: email@duncandovico.com.au  ABN 39 151 805 275 Liability limited by a scheme approved under Professional Standards Legislation

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DUNCAN DOVICO

Material Uncertainty Regarding Continuation as a Going Concern

Without qualifying our opinion, we draw attention to note 2(g) in the financial report. Note 2(g) comments on the potential consequence of not undertaking additional fund to continue its operation. These conditions, along with other matters set forth in note 2(g) indicate the existence of a material uncertainty that may cast significant doubt about the company's ability to continue as a going concern. and therefore the company may be unable to realise its assets and discharge its liabilities in the normal course of business and at the amounts stated in the financial report.

Report on the Remuneration Report

We have audited the Remuneration Report of Dateline Resources Limited for the year ended 30 June 2014. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Auditor’s Opinion

In our opinion the Remuneration Report of Dateline Resources Limited for the year ended 30 June 2014, complies with section 300A of the Corporations Act 2001 .

DUNCAN DOVICO RISK & ASSURANCE PTY LIMITED

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Rosemary Megale Director Sydney, 25 September 2014

D U N C A N D O V I C O R I S K & A S S U R A N C E P T Y L I M I T E D

LEVEL 12, 90 ARTHUR STREET, NORTH SYDNEY NSW 2060  PO BOX 1994 , NORTH SYDNEY NSW 2059 T: (02) 9922 1166  F: (02) 9922 2044  E: email@duncandovico.com.au  ABN 39 151 805 275 Liability limited by a scheme approved under Professional Standards Legislation

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DATELINE FIJI PTY LIMITED ADDITIONAL INFORMATION FOR THE YEAR ENDED 30 JUNE 2014

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The following additional information was applicable as at 24 September 2014.

1. Number of Holders of each class of equity security and the voting rights attached:

Class of Security	No. of Holders	Voting Rights Attached
Ordinary Shares	336	Each shareholder is entitled to one vote per share held
Unlisted Options	0	N/A

There are a total of 68,800,000 ordinary fully paid shares on issue. There are no shares subject to voluntary escrow.

2. Distribution schedule of the number of holders of fully paid ordinary shares is as follows:

Distribution of Holders	Number of Fully Paid Ordinary Shareholders
1 - 1,000	57
1,001 - 5,000	11
5,001 - 10,000	40
10,001 - 100,000	151
100,001 and above	77

3. Holders of non-marketable parcels

Holders of non-marketable parcels are deemed to be those who shareholding is valued at less than $500.

• There are 168 shareholders who hold less than a marketable parcel of shares.

• The number of fully paid ordinary shareholdings held in less than marketable parcels is 1,766,156.

4. Substantial shareholders

As at report date there are two substantial shareholders.

5. Share buy-backs

There is no current on-market buy-back scheme.

6. Conto Director Share Plan

On 18 November 2011, Shareholders approved the implementation of the “Conto Director Share Plan” (Director Plan). An Eligible Participant who is invited to subscribe for Director Plan shares may also be invited to apply for a non-recourse loan up to the amount payable in respect of the shares accepted by the Eligible Participant.

There are currently 500,000 shares that have been issued under this Director Plan with the subscription price having been funded by the Company for these shares in accordance with the terms and conditions of the Director Plan. These shares are currently under a Company-imposed trading lock until such a time as the loan has been repaid.

While these are issued shares for legal and taxation purposes, Accounting Standards require they be recognised as shares issued at nil value and accounted for as options with a share-based payment expense to the Company. The repayment term of each loan to the Eligible Participant is four (4) years. The loans are interest free. A full summary of the Director Plan was set out in the Notice of Meeting dated 17 October 2011.

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DATELINE FIJI PTY LIMITED ADDITIONAL INFORMATION FOR THE YEAR ENDED 30 JUNE 2014

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7. Top 20 Shareholders

The top 20 largest fully paid ordinary shareholders together held 71.24% of the securities in this class and are listed below:

ed below:
	Quantity % Holding
Rank Holder Name
1 JOHNSON MARK RODERICK G	26,588,875 38.65%
2 SOUTHERN CROSS EXPL NL	7,500,000 10.90%
3 CAPP STEWART	2,681,875 3.90%
5 WEBBER JULIE	1,483,997 2.16%
4 HAWTHORN CAP PL	1,425,000 2.07%
6 KIROU JOHN	1,000,000 1.45%
7 M & K KORKIDAS PL	992,257 1.44%
9 BEAMOND DAVID ADAM + G	929,500 1.35%
10 DIAS EMANUEL JOSE F	859,610 1.25%
8 HART ANNA CARINA + PAUL< HART FAM S/F A/C >	850,000 1.24%
11 FENCOURT ENTPS PL P & Y GREENWOOD S/F>	600,000 0.87%
12 ANNA CARINA PL	550,000 0.80%
13 NATIONAL NOM LTD	500,000 0.73%
14 FURLONG ALLAN JOHN	500,000 0.73%
15 TENBAGGA RES FUND PL	500,000 0.73%
16 JAYVEE INV PL	450,000 0.65%
17 GRIGORIADIS PETER TAKIS	403,750 0.59%
18 SAMMY RES PL	400,000 0.58%
19 EVERSON ANDREW COLIN	400,000 0.58%
20 BSMAH PL	400,000 0.58%
TOP 20 TOTAL	49,014,864 71.24%

8. Unquoted Equity Securities

The Company has no listed unquoted equity securities on issue

9. Interest in Mining Licences

The Company is an exploration entity, below is a list of its interest in licences, where the licences are situated and the percentage of interest held.

Project	Number	Ownership	Location
Udu	SPL1387	100%	Vanua Levu,Republic of Fiji
Udu	SPL1396	100%	Vanua Levu,Republic of Fiji
Udu	SPL1494	100%	Vanua Levu,Republic of Fiji
Udu	Application CX814	100%	Vanua Levu,Republic of Fiji
Udu	Application CX815	100%	Vanua Levu,Republic of Fiji

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