DEVELOP GLOBAL LIMITED — Annual Report 2008

Sep 29, 2008

ABN 28 122 180 205

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JUTT HOLDINGS LIMITED AND CONTROLLED ENTITIES

Financial Report

For the Year Ended

30 June 2008

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Corporate Directory

DIRECTORS

Charles Morgan Non‐Executive Chairman Tim Sugden Managing Director Ayaz Khan Non‐Executive Director Michael Mulroney Non‐Executive Director

COMPANY SECRETARIES

Phillip Hains Liza Carpene

AUDITORS

Webb Audit Pty Ltd 465 Auburn Road Hawthorn East VIC 3123, Australia

REGISTERED OFFICE

Suite 1 1233 High Street Armadale VIC 3143, Australia

Tel: (61 3) 9824 5254 Fax: (61 3) 9822 7735

PRINCIPAL PLACE OF BUSINESS

Level 1 35 Richardson Street West Perth WA 6005, Australia

Tel: (61 8) 6424 9188 Fax: (61 8) 9463 7836

SOLICITORS

Steinepreis Paganin Lawyers and Consultants Level 4, The Read Buildings 16 Milligan Street Perth WA 6000, Australia

SHARE REGISTRY Advanced Share Registry 150 Stirling Highway Nedlands WA 6009, Australia

Tel: (61 8) 9389 8033 Fax: (61 8) 9389 7871

WEBSITE www.juttholdings.com

QUOTED SECURITIES

Code: JUT Shares JUTO Options JUTOA Options

Table of Contents

Chairman’s Report ....................................................................................................................................... 1 Company Highlights ..................................................................................................................................... 2 Review of Operations................................................................................................................................... 4 Corporate Governance Report...................................................................................................................... 5 Directors’ Report ......................................................................................................................................... 7 Auditor’s Independence Declaration .......................................................................................................... 14 Financial Statements.................................................................................................................................. 15 Notes to the Financial Statements.............................................................................................................. 19 Directors’ Declaration ................................................................................................................................ 34 Independent Audit Report ......................................................................................................................... 35 Shareholder Information............................................................................................................................ 37

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Chairman’s Report

Dear Shareholder

Jutt Holdings’ first full year of activities since listing was both challenging and rewarding. The Company achieved significant progress on three of its exploration and development projects. By the end of the year, the Company elected to rationalise its portfolio and focus on the emerging base metals discovery at Liberty‐Indee.

The highlight of the year was the excellent copper‐zinc results at the Liberty‐Indee Project in the Pilbara Region of Western Australia. Broad intersections of massive sulphide, together with data from regional mapping and geophysics, indicate that Jutt may have discovered a significant new volcanic‐associated massive sulphide (VMS) system. So far, drilling has focused on the old Evelyn workings but there are numerous other geophysical and geochemical anomalies to test within a 15 kilometre stratigraphic corridor. Over the next year, further work will confirm whether we are on the cusp of a significant base metals discovery. In August 2008, the Company exercised an option to increase its interest to 90%, cementing Liberty‐Indee as the Company’s core asset.

The Company elected to withdraw from joint ventures at Onslow and Tay‐Munglinup. Following thorough reviews of exploration and development risks, required expenditure levels and achievable equity, the Board concluded that these projects were unlikely to deliver acceptable shareholder value. Following this rationalisation, Jutt will identify and evaluate other resource opportunities in Australia and overseas, with a view to adding a second strong project to the Company’s asset base.

In August 2008, the Company appointed Dr Tim Sugden as Managing Director. Tim has over 20 years experience in mine geology, exploration, metallurgy, research and development, operations and company management in Australia and internationally. His previous roles include Managing Director of Nova Energy Limited and Agincourt Resources Limited, and various senior operational roles with Newmont Australia and Normandy Mining. Tim’s experience and proven track record in overseeing the acquisition, discovery and development of resources is a significant step in realising Jutt’s ambitions to move from explorer to producer.

I would like to take this opportunity to thank Ayaz Khan and Cyril Geach for their critical roles in establishing Jutt Holdings and ensuring rapid evaluation of projects in often challenging circumstances. Ayaz and Cyril will continue to provide their services to the Company as it moves to a new level of activity.

I look forward to your continued support as Jutt Holdings progresses into the next year with renewed vigour and a clear focus on the generation of value from quality resource projects.

Yours sincerely Charles Morgan Chairman

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Company Highlights

Exploration Success at Liberty‐Indee

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� Exploration at the Liberty‐Indee Project in the Pilbara region of Western Australia confirmed the discovery of a poly‐metallic (Cu‐Zn‐Pb‐Ag‐Au) volcanic‐associated massive sulphide (VMS) system.

The Liberty‐Indee mineralisation is hosted by bi‐ modal Archaean volcanic rocks, similar in character to the host lithologies of classic VMS systems.

In August 2008, Jutt exercised an option to increase its interest to 90%.

� Detailed geological mapping, combined with geochemical and geophysical surveys extended the known strike length of the VMS stratigraphic horizon to more than 12 kilometres.

Many gossans (oxidised sulphide outcrops) and geophysical (VTEM) anomalies are yet to be tested.

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QUARMBY
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Company Highlights continued

� At the Evelyn Prospect, massive sulphide lenses occupy the contact between a high‐ MgO basalt and a dacite unit. The dominant sulphide minerals are pyrite, chalcopyrite and sphalerite.

Better intersections include:

‐ 19m @ 2.6% Cu and 5.1% Zn ‐ 15m @ 1.78% Cu and 0.82% Zn

Gold and silver values are also significant.

� At Evelyn, VMS‐style massive sulphide mineralisation has been intersected along a strike length of over 400 metres. Exploration is focused on the delineation of copper‐rich lenses within a broad envelope of zinc‐lead mineralisation. Fixed loop electromagnetic (FLEM) technology is believed to be effective for indentifying chalcopyrite mineralisation at depth.

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Review of Operations

The primary objective during the year was to advance the Liberty‐Indee Project, located south of Whim Creek in the Pilbara Region of Western Australia, believed to be a volcanic‐associated massive sulphide (VMS) discovery. Promising drill results from the Evelyn Prospect, together with the discovery of numerous geological, geochemical and geophysical anomalies in the local area, encouraged the Board to exercise an option to increase Jutt’s interest in the Liberty‐Indee Project to 90%.

At the optioned Tay Munglinup nickel‐gold play near Ravensthorpe, Western Australia, geochemical sampling was completed over magnetic and electromagnetic targets.

Following strategic review, Jutt withdrew from a joint venture on the Onslow copper‐lead‐silver project. The Project was managed by Onslow Metals Pty Ltd. Limited results were received during the term of the joint venture. The decision to withdraw was influenced by high administrative and logistical overheads, and reduced expectations for a resource large enough to support a production centre.

The Company entered into an Option Agreement to sell the Kooline and Tarrawarra silver‐lead projects to an unrelated third party for cash and shares together with a retained royalty. The Option expires on 31 December 2008.

An attempt to enter into the uranium market via an IPO of a subsidiary company was abandoned due to adverse market sentiment in early 2008.

Liberty‐Indee Project

A new VMS style copper‐zinc‐lead‐silver deposit was discovered at the Evelyn Prospect in the SE corner of the Liberty‐Indee tenement. Detailed mapping has delineated a distinct geological horizon characterised by bi‐modal volcanism (basalt/dacite/rhyolite) and numerous sulphide horizons.

Deeper holes drilled on strike to the north of Evelyn encountered lower grade mineralisation and further geophysics and interpretation is required to understand the sharp changes in mineralogy.

Over the coming year further exploration will focus on deeper targets beneath the Evelyn workings; a significant untested structural corridor to the south of Evelyn; and a number of untested geochemically anomalous gossans, to the north and northeast of Evelyn.

An agreement with the Ngarluma Community cemented in 2007 allows for exploration inside heritage cleared areas. A working relationship with the Pastoralist has also been fundamental to progress.

Tay Munglinup Project

The Tay Munglinup Project consists of three granted exploration licences covering a narrow 120 kilometre north‐south trending corridor of Archaean greenstone. The greenstone stratigraphy is believed to be prospective for komatiite‐hosted nickel sulphide mineralisation. Jutt and Minemakers Limited formed a 75:25 joint venture in August 2007 to earn an 80% interest in the tenements with Jutt contributing 75% of expenditure.

An electromagnetic (EM) survey comprising 2,051 line kilometres was flown in 2008 and numerous conductive anomalies were identified.

An auger sampling programme was initiated in mid 2008 to test for geochemical signatures above high priority geophysical targets. Weakly anomalous gold, copper, lead and nickel was found associated with a distinctive magnetic dipolar and EM anomalies.

In September 2008, Jutt elected to withdraw from the Tay Munglinup joint venture in order to focus on the Liberty‐Indee Project.

Jutt commenced drilling in late 2007 after flying an airborne electromagnetic (VTEM) survey, which highlighted a considerable number of VTEM conductors along a 12 kilometre strike length of the folded and faulted VMS‐host stratigraphy. Geophysical fixed loop and down hole electromagnetic data located a number of conductor targets below the Evelyn workings and to the north of Evelyn – a total strike distance of approximately 900m‐1,000m.

Significant RC drilling results at Evelyn included: 19m @ 2.6% Cu, 5.1% Zn, 0.5% Pb, 61g/t Ag, 1.3g/t Au and 10m @ 6.4% Cu, 2.4% Zn, 67g/t Ag and 0.86g/t Au.

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Corporate Governance Report

A review of the Company's 'Corporate Governance Framework' is performed on a periodic basis to ensure that it is relevant and effective in light of the changing legal and regulatory requirements. The Board of Directors ('the Board') continues to adopt a set of Corporate Governance Practices and a Code of Conduct appropriate for the size, complexity and operations of the Company and its subsidiaries.

Unless otherwise stated all Policies and Charters meet the ASX Corporate Governance Council's Best Practice Recommendations. All Charters and Policies are available from the Company.

Role of the Board and Management

The Board's role is to govern the Company rather than to manage it. In governing the Company, the Directors must act in the best interests of the Company as a whole. It is the role of Senior Management to manage the Company in accordance with the direction and delegations of the Board, and the responsibility of the Board to oversee the activities of Management in carrying out these delegated duties.

The Board's responsibilities are detailed in its Board Charter and cover the following broad categories:

• 1 Leadership of the organisation

• 2 Strategy formulation

• 3 Overseeing planning activities

Directors being independent as defined in the ASX Corporate Governance Guidelines; and

• 3 Some major Shareholders being represented on the Board.

However, where any Director has material personal interest in a matter and, in accordance with the Corporations Act 2001, the Director will not be permitted to be present during discussion or to vote on the matter. The enforcement of this requirement aims to ensure that the interest of Shareholders, as a whole, is pursued and that their interest or the Director's Independence is not jeopardised.

Directors collectively or individually have the right to seek independent professional advice at the Company's expense, up to specified limits, to assist them to carry out their responsibilities. All advice obtained is made available to the full Board.

The Company has a duly constituted Remuneration and Nomination Committee consisting of three Non‐executive Directors. The current members of the Committee as at the date of this report are detailed in the Directors' Report on pages 7 to 8.

The Committee holds a minimum of one meeting a year. Details of attendance of the members of the Remuneration and Nomination Committee are contained in the Directors' Report on page 12.

Ethical and Responsible Decision‐Making

• 4 Shareholder liaison

• 5 Monitoring, compliance and risk management

• 6 Company finances

• 7 Human resources

• 8 Ensuring the health, safety and well‐being of Directors, Officers and Contractors

• 9 Delegation of authority

• 10 Remuneration policy

• 11 Nomination policy

Structure and Composition of the Board

The Board has been formed so that it has an effective mix of personnel, committed to adequately discharging their responsibilities and duties and being of value to the Company.

The names of the Directors, their independence under the ASX Corporate Governance Council's Best Practice Recommendations, qualifications and experience are stated in the Directors' Report on pages 7 to 8.

The Board believes that the interests of all Shareholders are best served by:

• 1 Directors having the appropriate skills, experience and contacts within the Company's industry;

• 2 The Company striving to have a balance between the overall number of Directors and the number of

As part of its commitment to recognising the legitimate interests of Stakeholders, the Company has established a Code of Conduct to guide compliance with legal and other obligations to legitimate Stakeholders.

The Company has a share trading policy that regulates the dealings by Directors, Officers and Employees, in shares, options and other securities issued by the Company.

The policy has been formulated to ensure that Directors, Officers, Employees and Consultants who work on a regular basis for the Company are aware of the legal restrictions on trading in Company securities while in possession of unpublished price‐sensitive information.

The Company has a duly constituted Audit, Risk & Compliance Committee and it holds a minimum of two meetings a year. Details of attendance of the members of the Audit, Risk & Compliance Committee are contained in the Directors' Report on page 12.

Timely and Balanced Disclosure

The Board has designated the Company Secretary as the person responsible for overseeing and co‐ordinating disclosure of information to the ASX as well as communicating with the ASX. In accordance with ASX Listing Rules, the Company immediately notifies the ASX of information concerning the Company:

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Corporate Governance Report continued

• 1 that a reasonable person would or may expect to have a material effect on the price or value of the Company's securities; and

• 2 that would, or would be likely to influence persons who commonly invest in securities in deciding whether to acquire or dispose of the Company's securities.

During the year, all Directors have full access to all Company records and receive Financial and Operational updates on a regular basis.

Remunerate Fairly and Responsibly

The Company has adopted a Remuneration and Nomination Committee to administer the Company's remuneration policy. The Committee is responsible for:

Rights of Shareholders

The Company respects the rights of its Shareholders, and to facilitate the effective exercise of the rights, the Company is committed to:

• 1 Communicating effectively with Shareholders through ongoing releases to the market via ASX information and General Meetings of the Company;

• 2 Giving Shareholders ready access to balanced and understandable information about the Company and Corporate Proposals;

• 3 Making it easy for Shareholders to participate in General Meetings of the Company; and

• 4 Requesting the External Auditor to attend the Annual General Meeting and be available to answer Shareholder's questions about the conduct of the audit, and the preparation and content of the Auditor's Report.

Any Shareholder wishing to make inquiries of the Company is also able to contact the registered office of the Company. All public announcements made by the Company can be obtained from the ASX website.

Recognise and Manage Risk

The Audit, Risk and Compliance Committee has established a policy for risk oversight and management within the Company. This is periodically reviewed and updated.

The Managing Director and Company Secretary have given a statement to the Board that:

• 1 In accordance with 'Best Practice Recommendation 4.1', that the Financial Statements are founded on a sound system of risk management and internal compliance and control which implements the Policies adopted by the Board; and

• 2 The Company's 'Risk Management and Internal Compliance and Control System', in so far as it relates to financial risk, is operating effectively in all material aspects.

• 1 Setting the remuneration and conditions of service for all Executive and Non‐Executive Directors, Officers and Employees of the Company; the aggregate of Non‐Executive and remuneration being approved by Shareholders at General Meetings of the Company from time to time.

• 2 Approving the design of Executive and Employee incentive plans (including equity‐based plans) and proposed payments or awards under such plans;

• 3 Reviewing performance hurdles associated with incentive plans;

• 4 Consulting appropriately qualified Consultants for advice on remuneration and other conditions of service as deemed necessary;

• 5 Succession planning for Senior Executive Officers; and 6 Performance assessment of Senior Executives Officers.

The Company is committed to remunerating its Senior Executives in a manner that is market‐competitive and consistent with 'Best Practice' as well as supporting the interests of Shareholders. Senior Executives may receive a remuneration package based on fixed and variable components, determined by their position and experience. Shares and/or Options may also be granted based on an individual's performance, with those granted to Directors subject to Shareholder approval.

Non‐Executive Directors are remunerated out of the aggregate amount approved by Shareholders. Non‐ Executive Directors are entitled to statutory superannuation, but no other retirement benefits, if applicable. Non‐Executive Directors do not receive performance based bonuses and do not participate in Equity Schemes of the Company without prior Shareholder approval.

Current remuneration is disclosed in the Remuneration Report contained in the Directors' Report on pages 9 to 12 and in Note 5 Key Management Personnel Compensation on page 23.

Legitimate Interests of Stakeholders

Encourage Enhanced Performance

A 'Performance Evaluation Policy' has been established to evaluate the performance of the Board, individual Directors and Executive Officers of the Company. The Audit, Risk and Compliance Committee is responsible for conducting evaluations on an annual basis in line with these policy guidelines.

The Board acknowledges the legitimate interests of various stakeholders such as Employees, Clients, Customers, Government Authorities, Creditors and the Community as a whole. As a good Corporate Citizen, it encourages compliance and commitment to appropriate corporate practices that are fair and ethical via its 'Code of Conduct Policy'.

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Report

Your Directors present their report on Jutt Holdings Limited and Controlled Entities (collectively the ''Economic Entity'') and Jutt Holdings Limited (the ''Parent Entity'') for the financial year ended 30 June 2008.

Directors

The name and details of the Economic Entity's Directors in office during the year and until the date of this report are as follows. Directors were in office for the entire period unless otherwise stated.

Charles Morgan	Non‐Executive Chairman Appointed 21 December 2006	Non‐Executive Chairman Appointed 21 December 2006	Non‐Executive Chairman Appointed 21 December 2006
Tim Sugden	Managing Director		Appointed 18 August 2008
Ayaz Khan	Non‐Executive Director		Appointed 13 October 2006 as Managing Director, Non‐Executive
			Director from 18 August 2008 to present
Michael Mulroney	Non‐Executive Director		Appointed 9 June 2008
Cyril Geach	Executive Exploration Director Appointed 30 January 2007 (resigned 18 August 2008)
Burkhard Eisenlohr	Executive Exploration Director Appointed 26 August 2008 (resigned 3 September 2008)
Information on Directors
Charles Morgan		—	Non‐Executive Chairman
Appointed to the Board		—	21 December 2006
Experience		—	Mr Morgan is a resources executive who has been involved in a wide range of
			ventures around the globe. In the energy sector, he is a founder of Hercules Energy
			Pty Ltd, Wildhorse Energy Limited, Grand Gulf Energy Limited, Matra Plc, Elixir
			Petroleum Limited, Nido Petroleum Limited and Latent Petroleum Pty Ltd.
Interest in Shares and Options	1	—	2,270,001 Ordinary Shares and 3,200,001 Options
Committees		—	Chairman of the Remuneration & Nomination Committee and Chairman of the
			Audit, Risk and Compliance Committee (resigned on 19 September 2008)
Directorships held in other listed entities		—	Grand Gulf Energy Limited (appointed 19 January 2006)
			Commoditel Limited (resigned 6 July 2006)
Tim Sugden		—	Managing Director
Appointed to the Board		—	18 August 2008
Experience		—	Dr Sugden has over 20 years experience in mine geology, exploration, metallurgy,
			research and development, operations and company management in Australia and
			internationally. He was Managing Director of Nova Energy Ltd and Agincourt
			Resources Ltd; a Non‐Executive Director of Toro Energy Ltd and Navigator Resources
			Ltd, and senior manager and geologist for Newmont Australia, Normandy Mining,
			Great Central Mines, Wiluna Mines and Western Mining Corporation.
Interest in Shares and Options		—	10,000,000 unlisted options in contract to be issued upon Shareholder Approval
Directorships held in other listed entities		—	Agincourt Resources Limited (from 4 December 2003 to 2 April 2007)
			Nova Energy Limited (from 23 August 2005 to 31 October 2007)
			Toro Energy Limited (from 30 October 2007 to 16 May 2008)
			Navigator Resources Limited (from 2 October 2007 to 19 August 2008)
Ayaz Khan		—	Non‐Executive Director
Appointed to the Board		—	13 October 2006
Experience		—	Mr Khan has been involved in corporate and commercial ventures for over 20 years.
			Since 1999, he worked as a private consultant in corporate and private client
			advisory roles for several broking houses in both Perth and Sydney. Mr Khan has
			been involved with raising capital for a number of ASX listed companies, and several
			mergers and acquisitions. He brings to the Board many years of market knowledge
			and extensive contacts in the corporate and broking sector. He was Managing
			Director from 13 October 2006 to 17 August 2008, and has been Non‐Executive
			Director since 18 August 2008.
Interest in Shares and Options	1	—	4,980,498 Ordinary Shares and 321,941 Options
Committees		—	Member of the Audit, Risk & Compliance Committee and Member of the
			Remuneration & Nomination Committee
Directorships held in other listed entities		—	None
Michael Mulroney		—	Non‐Executive Director
Appointed to the Board		—	9 June 2008
Experience		—	Michael has over 28 years experience in the natural resources and finance sectors.
			He spent 12 years as a geologist and mining company executive in a broad range of
			commodities throughout Australia and South East Asia. In 1991, Michael joined
			investment bank NM Rothschild & Sons (Australia) Limited and over 11 years
			ultimately became responsible for Rothschild's activities in Western Australia.
			Michael held senior roles in Resource Banking and Investment Banking with
			extensive experience in project finance and M&A in the global resources sector.
			From 2002 to 2006, he held executive and non‐executive positions on two ASX‐listed
			mining companies prior to joining Argonaut Limited. Michael is currently Executive
			Director, Argonaut Capital Limited, Head of Funds Management with Argonaut
			Limited, and Investment Director of AFM Perseus Fund Limited.

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Report continued

Interest in Shares and Options	1	—	1,860,683 Ordinary Shares and 1,029,350 Options
			1,000,000 options in contract to be issued upon Shareholder approval
Committees		—	Chairman of the Audit, Risk & Compliance Committee (appointed on 19 September
			2008) and Member of the Remuneration & Nomination Committee
Directorships held in other listed entities		—	Breakaway Resources Limited (from 10 March 2003 to 6 January 2006)
Cyril Geach		—	Executive Exploration Director
Appointed to the Board		—	30 January 2007
Resigned		—	18 August 2008
Experience		—	Mr Geach has been involved in the geology, mining and exploration industry
			throughout Australia and overseas, covering gold, diamonds, base metals, precious
			metals and alluvial deposits. In the 1990s, Mr Geach was a founding Director of
			three ASX listed companies, Quicksilver Resources NL (as Managing Director),
			Carnegie Minerals NL (as Technical and Managing Director) and Livingstone
			Resources NL (as Technical Director). Mr Geach has also worked for Anglo American
			Limited, De Beers Australia Limited and the Magnet Group. In the 1980s, he was a
			Director of Gem Exploration and Minerals Ltd and Monarch Petroleum NL.
Interest in Shares and Options	1	—	666,667 Ordinary Shares and 1,116,667 Options
Committees		—	Member of the Audit, Risk & Compliance Committee (resigned on 18 August 2008)
			and Member of the Remuneration & Nomination Committee (resigned on 18 August
			2008)
Directorships held in other listed entities		—	None
Burkhard Eisenlohr		—	Executive Exploration Director
Appointed to the Board		—	26 August 2008
Resigned		—	3 September 2008

Note: 1. Interest in Shares and Options refer to the relevant interest of each Director in the shares or options over shares issued by the companies within the Economic Entity and other related body corporate as notified by the Directors to the Australian Stock Exchange in accordance with s205G(1) of the Corporations Act 2004, as at the date of this report.

Company Secretary

Phillip Hains Appointed 13 October 2006

Mr Hains is a Chartered Accountant operating a specialist public practice, The CFO Solution. The CFO Solution is focused on providing back office support, financial reporting and compliance systems for listed public companies. A specialist in the public company environment, Mr Hains has served the needs of a number of company boards of directors and related committees. He has over 20 years' experience in providing businesses with accounting, administration, compliance and general management services. He holds a Masters of Business Administration from RMIT and a Public Practice Certificate from the Institute of Chartered Accountants.

Liza Carpene Appointed 26 August 2008

Ms Carpene has worked in the mining industry for more than 12 years and has significant experience in corporate administration, human resources, IT and Community Relations. She was part of the initial Executive Management Team of Agincourt Resources Limited as the General Manager – Administration, Human Resources and IT for Australian and Indonesian operations, prior to its takeover by Oxiana Limited in April 2007. Prior to Agincourt, Ms Carpene held various site based management roles with Great Central Mines, Normandy Mining and Newmont Australia.

Corporate Structure

The Parent Entity is limited by shares that it has issued and is incorporated and domiciled in Australia. It has two subsidiaries incorporated in Australia, Jutt Resources Pty Ltd and Juranium Pty Ltd. The Parent Entity owned a 100% interest in all subsidiaries as at 30 June 2008.

Principal Activities

The principal activity of the Economic Entity during the year was resources exploration, focusing on several base and precious metals resources.

Likely Developments

Likely developments in the operations of the Economic Entity and the expected results of those operations in future financial years have not been included in this report as the inclusion of such information is likely to result in unreasonable prejudice to the Economic Entity.

Results and Review of Operations

Results

For the year ending 30 June 2008, the loss attributable to members of the Economic Entity is $4,038,414. (2007: $770,126)

Review of Operations

Detailed review of operations can be found on page 4 of this report.

At the 30th June 2008 the Company had 65,173,730 Fully Paid Ordinary Shares (2007: 43,480,297) and 58,484,818 Options issued over shares (2007: 1,957,148).

As at 30th June 2008 the Economic Entity held cash reserves of $892,658 (2007: $2,971,891).

Loss Per Share

Basic loss per share 8.75 cents (2007: 5.40 cents)

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Financial Report for the Year Ended 30 June 2008

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Directors’ Report continued

Share Options on Issue

At the date of this report, the unissued ordinary shares of the Parent Entity under option are as follows:

ASX code Exercise price Expiry date Unlisted options JUTAB $0.20 22‐Apr‐11 Unlisted options JUTAC $0.20 30‐Nov‐10 Unlisted options JUTAC $0.20 30‐Nov‐10 Unlisted options JUTAD $0.25 30‐Jun‐09 Unlisted options JUTAK $0.15 28‐May‐11 Unlisted options JUTAM $0.30 10‐Oct‐08 JUTOA $0.10 15‐Jun‐09 JUTO $0.20 31‐Jul‐09	Number under option Escrow period 1,457,148 22‐Apr‐08 500,000 22‐Apr‐08 150,000 ‐ 1,500,000 ‐ 1,500,000 ‐ 300,000 ‐ 18,280,099 ‐ 38,634,237 ‐ 62,321,484

Dividends

The Directors did not pay or declare any dividends during the 2008 financial year. The Directors do not recommend the payment of a dividend in respect of the year.

Shares Issued as a Result of the Exercise of Options

During the 2008 financial year no ordinary shares of the Parent Entity were issued as a result of the exercise of options.

Significant Changes in State of Affairs

In the opinion of the Directors, there were no significant changes in the state of affairs of the Economic Entity during the period under review not otherwise disclosed in this Annual Report.

After Balance Date Events

On 26 September 2008, the Economic Entity elected to withdraw from the Tay Munglinup Project in order to focus on the Liberty‐Indee Project.

On 18 September 2008, the Economic Entity announced that it had withdrawn the 1:4 non‐renounceable entitlement issue Prospectus due to a breach of the underwriting agreement and current market conditions. It will undertake a new fully underwritten 1:3 non‐ renounceable entitlement issue at $0.06 per share. The 1:3 entitlement issue Prospectus was lodged on 19 September 2008.

On 27 August 2008, the Economic Entity announced that it had withdrawn from the Onslow Joint Venture and will focus its effort on the Liberty‐Indee Project.

On 27 August 2008, the Economic Entity announced the successful placement of 3.85 million fully paid ordinary shares at $0.10 a share with a free attaching option (JUTO).

On 19 August 2008, the Economic Entity announced that it will undertake a 1:4 non‐renounceable entitlements issue at $0.10 with 1:1 free attaching option (JUTO). The prospectus for the entitlements issue was lodged on 3 September 2008.

On 5 August 2008, the Economic Entity exercised an option to acquire a further 20% of interest in the Liberty‐Indee Project to 90% for consideration of cash $500,000 and fully paid ordinary shares 7,299,270. The above cash will be paid within 90 days, shares will be issued as soon as practicable. Those shares have not been issued as at the date of this report.

Other than as disclosed above or elsewhere in this Annual Report, no other material after balance date events have occurred.

Environmental Issues

The Economic Entity’s operations and projects are subject to State and Federal laws and regulations regarding environmental hazards. The Directors are not aware of any material breaches during the period.

REMUNERATION REPORT

This report details the nature and amount of remuneration for the Key Management Personnel of the Economic Entity.

Key Management Personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly.

The Key Management Personnel of the Parent Entity during the year includes the Directors and Secretary as per pages 7 to 8.

The report has been set out under the following main headings:

A. Remuneration Policy

B. Details of Remuneration

C. Equity Issued as Part of Remuneration

D. Employment Contracts of Directors and Key Management Personnel

E. Performance Income as a Proportion of Total Remuneration

A. Remuneration Policy

Remuneration of all Executive and Non‐Executive Directors and Officers of the Economic Entity is determined by the Remuneration and Nomination Committee.

The Economic Entity is committed to remunerating Senior Executives and Executive Directors in a manner that is market‐competitive, consistent with "Best Practice" and supports the interests of shareholders. Remuneration packages are based on fixed and variable components, determined by the Executives' position, experience and performance, and may be satisfied via cash or equity.

Non‐Executive Directors are remunerated out of the aggregate amount approved by Shareholders and at a level that is consistent with industry standards. Non‐Executive Directors do not receive performance based bonuses and prior Shareholder approval is required to participate in any issue of equity. No retirement benefits are payable other than statutory superannuation, if applicable.

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9

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Report continued

Remuneration Policy versus Company Financial Performance

The Economic Entity's remuneration policy has been based on industry practice rather than the performance of the Economic Entity and takes into account the risk and liabilities assumed by the Directors and Executives as a result of their involvement in the speculative activities undertaken by the Economic Entity.

Performance based Remuneration

The purpose of a performance bonus is to reward individual performance in line with Company objectives. Consequently, performance based remuneration is paid to an individual where the individual's performance clearly contributes to a successful outcome for the Economic Entity. This is regularly measured in respect of performance against key performance indicators (KPIs).

The Economic Entity uses a variety of KPIs to determine achievement, depending on the role of the Executive being assessed. These include:

• successful contract negotiations; and

• completion of set milestones.

For details of performance based remuneration refer to Section E ‐ Performance income as a proportion of total remuneration of the Remuneration Report on page 12.

B. Details of Remuneration

The Key Management Personnel of the Economic Entity includes the Directors and Secretary as per pages 7 to 8.

The remuneration for each Director and each of the other Key Management Personnel of the Economic Entity during the year was as follows:

Remuneration packages contain the following elements:

a) Short‐term employee benefits ‐ cash salary / fees, cash bonus, non‐monetary benefits and other;

b) Post‐employment benefits ‐ including superannuation; and

c) Share‐based payments ‐ shares and options granted

Year Note Directors	Short‐term employee benefits Post‐ employment Share‐based payments Total
	Cash salary and fees Cash bonus Non‐ monetary benefits Other Super‐ annuation Shares Options $ $ $ $ $ $ $ $
Charles Morgan 2008 2007	60,000 ‐ ‐ ‐ ‐ ‐ 75,000 135,000 18,000 ‐ ‐ ‐ ‐ 55,000 ‐ 73,000
Ayaz Khan 2008 2007	146,789 ‐ ‐ ‐ 13,211 ‐ ‐ 160,000 19,197 ‐ ‐ ‐ 1,728 ‐ ‐ 20,925
Cyril Geach 2008 1 2007	183,486 ‐ ‐ ‐ 16,514 120 18,678 218,798 19,197 ‐ ‐ 5,000 1,728 26,000 4,375 56,300
Michael Mulroney 2008 2 2007	‐ ‐ ‐ 10,000 ‐ ‐ ‐ 10,000 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐
Gregory Barnes 2008 2007 3	‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 4,545 ‐ 5,000 ‐ 9,545
Key Management Personnel
Phillip Hains 2008 4 2007	‐ ‐ ‐ 102,000 ‐ ‐ 1,050 103,050 ‐ ‐ ‐ 40,000 ‐ 40,000 ‐ 80,000
Total 2008 2007	390,275 ‐ ‐ 112,000 29,725 120 94,728 626,848 56,394 ‐ ‐ 49,545 3,456 126,000 4,375 239,770

Note:

1. The above options were issued in the previous financial year. The value of the options is allocated over the vesting period. $18,678 was allocated in 2008. $4,375 was allocated in 2007. The above shares were issued by Juranium Pty Ltd in 2008, prior to its takeover by Jutt Holdings Limited.

2. The above Other fee was paid to Argonaut Capital Ltd for corporate advisory services including provision of Michael Mulroney as a Non‐ executive Director.

3. Gregory Barnes resigned effective 31 January 2007.

4. The above Other fee was paid to The CFO Solution, a specialist chartered accounting firm, focusing on providing back office support, financial reporting and compliance systems for listed public companies, of which Mr Phillip Hains is Principal. Through the fees paid to The CFO Solution, Mr Hains was remunerated for his services as Company Secretary.

C. Equity Issued as Part of Remuneration

This section only refers to those shares and options issued as part of remuneration. As a result they may not indicate all shares and options held by a Director or other Key Management Personnel.

Shares

No shares were issued to Directors and Other Key Management Personnel as part of remuneration during the 2008 financial year.

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10

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Report continued

The following table discloses the value of shares granted during the period from 13 October 2006 to 30 June 2007:

Note Grant Date Directors Charles Morgan 1 06‐Feb‐07 Cyril Geach 1 25‐Jan‐07 Gregory Barnes 22‐Dec‐06 Key Management Personnel Mr Phillip Hains 28‐Jun‐07	Shares Granted Value per shares at grant date No $ 846,154 0.065 400,000 0.065 500,000 0.010 200,000 0.200 1,946,154	Value of Shares included in remuneration for the year $ 55,000 26,000 5,000 40,000
		126,000

Note:

1. Shares Granted to Directors were sign‐on fees forming part of their remuneration.

Options

The following table discloses the value of options granted, exercised, sold or lapsed during the 2008 financial year:

	Options	Options		Options	Value of Options	Value of	Percentage of
	Granted	Exercised		Lapsed	yet to be	Options	Total
					Expensed	included in	Remuneration
	Value at	Value at		Value at time		remuneration	for the Year
	Grant Date	Exercise Price		of Lapse		for the year	that Consisted
							of Options
	$	$		$	$	$	%
Directors
Charles Morgan	75,000		‐	‐	‐	75,000	56%
Cyril Geach	70,000		‐	‐	46,947	18,678	9%
Key Management	Personnel
Mr Phillip Hains	1,050		‐	‐	‐	1,050	1%
	146,050		‐	‐	46,947	94,728	65%

The following table discloses the value of options granted, exercised, sold or lapsed during the period from 13 October 2006 to 30 June 2007:

007:
	Options	Options		Options	Value of Options	Value of	Percentage of
	Granted	Exercised		Lapsed	yet to be	Options	Total
					Expensed	included in	Remuneration
	Value at	Value at		Value at time		remuneration	for the Year
	Grant Date	Exercise Price		of Lapse		for the year	that Consisted
							of Options
	$	$		$	$	$	%
Directors
Cyril Geach	70,000		‐	‐	65,625	4,375	8%

The assessed fair value at grant date of options granted to the individuals is allocated equally over the period from grant date to vesting date, and the amount is included in the remuneration tables above. Fair values at grant date are determined using a Black‐Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date, the expected price volatility of the underlying shares, the expected dividend yield and the risk free interest rate for the term of the option.

The Model inputs for options granted during the period have been included in note 24 of the financial statements.

The following table discloses the movement in Directors and Key Management Personnel Options during the 2008 financial year

Directors Charles Morgan Cyril Geach Key Management Personnel Phillip Hains	Balance 01 July 2007 Granted as Remuneration Options Exercised Options lapsed Balance 30 June 2008 No. No. No. No. No. $ $ $ $ $ ‐ 1,500,000 ‐ ‐ 1,500,000 500,000 ‐ ‐ ‐ 500,000
	500,000 1,500,000 ‐ ‐ 2,000,000
	‐ 15,000 ‐ ‐ 15,000
	‐ 15,000 ‐ ‐ 15,000

Details of the Options
Grant Date	Expiring Date	Exercise Price $	Value per options	Number of
			at grant date $	Options issued
21‐Dec‐07	30‐Jun‐09	0.25	0.070	15,000
12‐Jun‐08	28‐May‐11	0.15	0.050	1,500,000

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11

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Report continued

The following table discloses the movement in Directors and Key Management Personnel Options during the period from 13 October 2006 to 30 June 2007:

2006 to 30 June 2007:
	Balance		Granted as		Options		Options lapsed		Balance
	01	July 2006	Remuneration		Exercised				30 June 2007
		No.		No.	No.		No.		No.
		$		$	$		$		$
Directors
Cyril Geach			‐	500,000		‐		‐	500,000
Details of the Options
Grant Date	Expiring Date	Exercise Price $		Value	per options		Number of
				at grant date $			Options issued
23‐Apr‐07	30‐Nov‐10		0.20		0.14		01‐Jan‐10

D. Employment Contracts of Directors and Key Management Personnel

The following Directors and Key Management Personnel were under contract at 30 June 2008.

Name of Directors	Commencement Date	Duration	Termination Notice Requirements	Termination Term	Termination Benefits
Ayaz Khan	27‐Apr‐07	3 Years	3 Months	Upon being unable to carry out the duties and in serious breach of the agreement	None
Cyril Geach	27‐Apr‐07	3 Years	3 Months	Upon being unable to carry out the duties and in serious breach of the agreement	None

Ayaz Khan's employment contract is no longer in place following his resignation as Managing Director effective 17 August 2008.

E. Performance Income as a Proportion of Total Remuneration

No performance based remuneration has been issued during the reporting period.

All Executives are eligible to receive incentives whether through employment contracts or by the recommendation of the Board. Their performance payments are based on a set monetary value, set number of shares or options or as a portion of base salary. Therefore there is no fixed proportion between incentive and non‐incentive remuneration.

Non‐Executive Directors are not entitled to receive bonuses and/or incentives.

Meetings of Directors

The following table sets out the number of Directors' meetings held during the year and the number of meetings attended by each Director while they were a Director.

During the period, 12 Board meetings, 3 Audit, Risk and Compliance Committee meetings and 1 Remuneration and Nomination Committee meeting was held.

	Directors' Meetings	Directors' Meetings		**Committee Meetings **	**Committee Meetings **	**Committee Meetings **
			Audit, Risk &	Compliance	Remuneration & Nomination Committee
	Number eligible to attend	Number attended	Number eligible to attend	Number attended	Number eligible to attend	Number attended
Charles Morgan	12	9	3	2	1	1
Ayaz Khan	12	11	3	3	1	1
Cyril Geach	12	12	3	3	1	1
Michael Mulroney	‐	‐	‐	‐	‐	‐

Indemnities

No indemnities have been given or insurance premiums paid, during or since the year end of the financial year, for any person who is or has been an officer or auditor of the Economic Entity.

Proceedings on Behalf of 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 purpose of taking responsibility on behalf of the Company for all or part of those proceedings.

No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001.

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12

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Report continued

Non‐Audit Services

The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor's expertise and experience with the Company and/or the Economic Entity are important.

No non‐audit services were provided by the Economic Entity's auditor, Webb Audit Pty Ltd or associated entities.

Auditor’s Independence Declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 14.

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

Director Dated this 30th day of September 2008.

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13

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Auditor’s Independence Declaration

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30 September 08

The Board of Directors Jutt Holdings Limited Suite 1. 1233 High Street ARMADALE VIC 3143

Dear Board Members

AUDITOR’S INDEPENDENCE DECLARATION IN ACCORDANCE WITH SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF JUTT HOLDINGS LIMITED

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Jutt Holdings Limited.

As lead audit partner for the audit of the financial report of Jutt Holdings Limited for the year ended 30 June 2008, I declare that to the best of my knowledge and belief, there have been no contraventions of:

(i) the auditor independence requirements of the Corporation Act 2001 in relation to the audit; and

(ii) any applicable code of professional conduct in relation to the audit.

Yours sincerely

Jeffrey Luckins Director Webb Audit Pty Ltd

Dated in Melbourne, Australia on this 30[th] day of September 2008

Webb Audit Pty Ltd A member of the Webb Group ABN 59 116 151 136 465 Auburn Road, Hawthorn East Vic 3123, Australia PO Box 185 Toorak Vic 3142 Australia Telephone +61 3 9822 8686 Facsimile +61 3 9824 8578 audit@webbgroup.com.au www.webbgroup.com.au

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14

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Income Statement for the Year Ended 30 June 2008

Note Other income 2 Administrative expense 3 Corporate expense 3 Directors and consultants fee 3 Exploration and evaluation expense 3 Impairment of area of interest 3 Provision for intercompany loan 3 Loss before income tax Income tax expense 4 Loss for the year Basic loss per share (cents per share) 7a Diluted loss per share (cents per share) 7b	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 110,924 42,590 106,385 49,578 (362,660) (130,165) (352,812) (113,882) (227,161) (111,419) (148,668) (51,872) (825,977) (185,623) (825,857) (180,623) (496,311) (385,509) (320,102) (344,456) (2,237,229) ‐ (2,237,229) ‐ ‐ ‐ (118,507) ‐
	(4,038,414) (770,126) (3,896,790) (641,255) ‐ ‐ ‐ ‐
	(4,038,414) (770,126) (3,896,790) (641,255)
	(8.75) (5.40) (8.75) (5.40)

The accompanying notes form part of these financial statements.

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15

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Balance Sheet as at 30 June 2008

Note ASSETS CURRENT ASSETS Cash and cash equivalents 8 Trade and other receivables 9 Prepayment and Deposits 14 TOTAL CURRENT ASSETS NON‐CURRENT ASSETS Trade and other receivables 9 Investment in subsidiaries 10 Plant and equipment 12 Exploration and evaluation costs 13 TOTAL NON‐CURRENT ASSETS TOTAL ASSETS LIABILITIES CURRENT LIABILITIES Trade and other payables 15 Financial liabilities 16 Provisions 18 TOTAL CURRENT LIABILITIES NON‐CURRENT LIABILITIES Provisions 18 TOTAL NON‐CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 19 Reserves 19 & 24 Accumulated losses TOTAL EQUITY	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 892,658 2,971,891 603,629 2,971,891 112,270 23,322 112,270 22,027 82,133 27,671 82,133 25,723
	1,087,061 3,022,884 798,032 3,019,641
	‐ ‐ 1,540,335 654,906 ‐ ‐ 399,771 214,011 25,550 13,431 24,229 11,365 1,898,640 2,155,951 386,931 1,420,951
	1,924,190 2,169,382 2,351,266 2,301,233
	3,011,251 5,192,266 3,149,298 5,320,874
	269,966 103,573 219,483 103,310 ‐ 200,000 ‐ 200,000 28,961 5,274 28,961 5,274
	298,927 308,847 248,444 308,584
	1,299 124 1,299 124
	1,299 124 1,299 124
	300,226 308,971 249,743 308,708
	2,711,025 4,883,295 2,899,555 5,012,166
	6,653,204 5,445,045 6,653,204 5,445,045 784,396 208,376 784,396 208,376 (4,726,575) (770,126) (4,538,045) (641,255)
	2,711,025 4,883,295 2,899,555 5,012,166

The accompanying notes form part of these financial statements.

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16

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Cash Flow Statement for the Year Ended 30 June 2008

Note CASH FLOWS RELATED TO OPERATING ACTIVITIES Payments to suppliers and employees Interest received NET CASH FLOWS USED IN OPERATING ACTIVITIES 23a CASH FLOWS RELATED TO INVESTING ACTIVITIES Payment for purchases of plant and equipment Payment for purchases of mining tenement Payment for purchases of controlled entity, net of cash acquired 23b Loans to related entities Proceeds from granting of an option over tenements NET CASH FLOWS USED IN INVESTING ACTIVITIES CASH FLOWS RELATED TO FINANCING ACTIVITIES Proceeds from issues of securities Capital raising costs Proceeds from borrowings Repayment of borrowings NET CASH FLOWS FROM FINANCING ACTIVITIES NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS Cash and cash equivalents at the beginning of the year 8 CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 8	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ (1,891,194) (372,098) (1,642,574) (308,949) 90,986 42,590 86,447 41,532
	(1,800,208) (329,508) (1,556,127) (267,417)
	(17,130) (14,015) (17,130) (11,778) (1,842,140) (374,091) (1,103,709) (304,091) (184,560) 86,529 (184,560) ‐ ‐ ‐ (1,005,136) (47,799) 20,000 ‐ 20,000 ‐
	(2,023,830) (301,577) (2,290,535) (363,668)
	1,894,254 4,040,030 1,627,849 4,040,030 (149,449) (437,054) (149,449) (437,054) ‐ 30,000 ‐ 30,000 ‐ (30,000) ‐ (30,000)
	1,744,805 3,602,976 1,478,400 3,602,976
	(2,079,233) 2,971,891 (2,368,262) 2,971,891 2,971,891 ‐ 2,971,891 ‐
	892,658 2,971,891 603,629 2,971,891

The accompanying notes form part of these financial statements.

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17

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Statement of Changes in Equity for the Year Ended 30 June 2008

Economic Entity Note Balance at 13 October 2006 Issue of securities 19 Security issue costs 19 Options issued 24 Net (Loss) for the period Balance at 30 June 2007 Issue of securities 19 Security issue costs 19 Options issued 19 Options issued 24 Group's acquisition of the remaining issued capital in Juranium Pty Ltd Loss for the period Balance at 30 June 2008 Parent Entity Note Balance at 13 October 2006 Issue of securities 19 Security issue costs 19 Options issued 24 Net (Loss) for the period Balance at 30 June 2007 Issue of securities 19 Security issue costs 19 Options issued 19 Options issued 24 Loss for the period Balance at 30 June 2008	Issued Capital Option Reserve Share Based Compensation Accumulated Losses Total Equity $ $ $ $ $ ‐ ‐ ‐ ‐ ‐ 5,893,099 ‐ ‐ ‐ 5,893,099 (448,054) ‐ ‐ ‐ (448,054) ‐ ‐ 208,376 ‐ 208,376 ‐ ‐ ‐ (770,126) (770,126)
	5,445,045 ‐ 208,376 (770,126) 4,883,295
	1,357,608 ‐ ‐ ‐ 1,357,608 (149,449) ‐ ‐ ‐ (149,449) ‐ 347,842 ‐ ‐ 347,842 ‐ 228,178 228,178 ‐ ‐ ‐ 81,965 81,965 ‐ ‐ ‐ (4,038,414) (4,038,414)
	6,653,204 347,842 436,554 (4,726,575) 2,711,025
	Issued Capital Option Reserve Share Based Compensation Accumulated Losses Total Equity $ $ $ $ $ ‐ ‐ ‐ ‐ ‐ 5,893,099 ‐ ‐ ‐ 5,893,099 (448,054) ‐ ‐ ‐ (448,054) ‐ ‐ 208,376 ‐ 208,376 ‐ ‐ ‐ (641,255) (641,255)
	5,445,045 ‐ 208,376 (641,255) 5,012,166
	1,357,608 ‐ ‐ ‐ 1,357,608 (149,449) ‐ ‐ ‐ (149,449) 347,842 ‐ ‐ 347,842 ‐ ‐ 228,178 ‐ 228,178 ‐ ‐ ‐ (3,896,790) (3,896,790)
	6,653,204 347,842 436,554 (4,538,045) 2,899,555

The accompanying notes form part of these financial statements.

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18

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements

Note 1 ‐ Statement of Significant Accounting Policies

The financial report includes the consolidated financial statement of Jutt Holdings Limited and controlled entities (collectively the "Economic Entity"), and Jutt Holdings Limited (the "Parent Entity"). The Parent Entity is a listed public Company domiciled in Australia.

Basis of Preparation

The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

Accounting Policies

The following is a summary of the material accounting policies adopted by the Economic Entity in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.

• (a) Principles of Consolidation

A controlled entity is any entity the Parent Entity has the power to control the financial and operating policies so as to obtain benefits from its activities.

A list of controlled entities are contained in Note 11 to the financial statements. All controlled entities have a June financial year‐end.

All inter‐Company balances and transactions between entities in the Economic Entity, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistencies with those policies applied by the Parent Entity.

Where controlled entities have entered or left the Economic Entity during the year, their operating results have been included/excluded from the date control was obtained or until the date control ceased.

(b) Income Tax The charge for current income tax expense is based on the profit for the year adjusted for any non‐assessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the balance date.

Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the income statement except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.

Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.

The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the Economic Entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

• (c) Plant and equipment

Plant and equipment is carried at cost. The carrying amount of plant and equipment is reviewed annually by the Directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the assets employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts.

Depreciation

Depreciation is provided on a straight‐line basis on all plant and equipment over their useful lives to the Economic Entity commencing from the time the asset is held ready for use.

The depreciation rates used for each class of depreciable assets are:

Class of Fixed Asset Depreciation Rate Plant and equipment 33%

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the income statement.

(d) Exploration and Development Expenditure

Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

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

Amortisation

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

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19

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

(e) Provision for Restoration

The Economic Entity records the present value of the estimated cost of legal and constructive obligations to restore operating locations in the period in which the obligations arises. The nature of the restoration activities includes the removal of infrastructure, abandonment of wells and restoration of affected areas.

No provision for restoration work has been made at this stage.

(f) Investments and Other Financial Assets

Recognition

Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below:

Loans and receivables

Loans and receivables are non‐derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost using the effective interest rate method.

Held‐to‐maturity investments

Held‐to‐maturity investments are non‐derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the Economic Entity's intention to hold these investments to maturity. They are subsequently measured at amortized cost using the effective interest rate method.

Available‐for‐sale financial assets

Available‐for‐sale financial assets are non‐derivative financial assets that are either designed as such or that are not classified in the any of the other categories. They comprise investments in the equity of other entities where there is neither a fixed or determinable payments. Available‐for‐sale financial assets are reflected at fair value. Unrealised gains and losses arising from changes in fair value are taken directly to equity.

Fair value

Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arms length transactions, reference to similar instruments and option pricing models.

Impairment

At each reporting date, the Economic Entity assess whether there is objective evidence that a financial instrument has been impaired. In the case of available‐for sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether an impairment has arisen. Impairment losses are recognised in the income statement.

(g) Acquisition of Assets

The purchase method of accounting is used for all acquisitions of assets regardless of whether equity instruments or other assets are acquired. Cost is measured as the fair value of the assets given up, shares issued or liabilities undertaken at the date of acquisition plus incidental costs directly attributable to the acquisition. Where equity instruments are issued in an acquisition, the value of the instruments is their market price as at the acquisition date. Transaction costs arising on the issue of equity instruments are recognised directly in equity.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of the acquisition. The discount rate used is the incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

A liability for restructuring costs is recognised as at the date of acquisition of an entity or part thereof when there is a demonstrable commitment to a restructuring of the acquired entity and a reliable estimate of the amount of the liability can be made.

Where an entity or operation is acquired and the fair value of the identifiable net assets acquired, including any liability for restructuring costs, exceeds the cost of acquisition, the difference, representing a discount on acquisition, is accounted for by reducing proportionately the fair values of the non‐monetary assets acquired until the discount is eliminated. Where, after reducing to zero the recorded amounts of the non‐monetary assets acquired, a discount balance remains it is recognised as revenue in the income statement.

(h) Impairment of Assets

At each reporting date, the Economic Entity reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the assets carrying value. Any excess of the assets carrying value over its recoverable amount is expensed to the income statement.

Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.

Where it is not possible to estimate the recoverable amount of an individual asset, the Economic Entity estimates the recoverable amount of the cash‐generating unit to which the asset belongs.

(i) Intangibles

Goodwill

Goodwill on consolidation is initially recorded at the amount by which the purchase price for a business or for an ownership interest in a controlled entity exceeds the fair value attributed to its net assets at date of acquisition. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses.

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20

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

(j) Employee Benefits

Wages and Salaries, Annual Leave and Sick Leave

Liabilities for wages and salaries, including non‐monetary benefits and annual leave expected to be settled within 12 months of the reporting date are recognised in other creditors in respect of employees' services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled.

Superannuation

The amount charged to the Income Statement in respect of superannuation represents the contributions paid or payable by the Economic Entity to the employees' superannuation funds.

Long Service Leave

The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date.

Employee Benefits on‐costs

Employee benefit on‐costs, including payroll tax, are recognised and included in employee benefit liabilities and costs when the employee benefits to which they relate are recognised as liabilities.

Equity‐settled compensation

The Economic Entity operates equity settled share‐based payment employee share and option schemes. The fair value of the equity to which employees become entitled is measured at grant date and recognised as an expense over the vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained as the market bid price. The fair value of options is ascertained using a Black‐Scholes pricing model which incorporates all market vesting conditions. The number of shares and options exercised to vest is reviewed and adjusted at each reporting date such that the amount recognised as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest.

(k) 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. Bank overdrafts are shown within short‐term borrowings in current liabilities on the balance sheet.

(l) Revenue

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances and duties and taxes paid.

Interest income is recognised as it accrues.

Revenue from the sale of goods is recognised upon the delivery of goods to customers. Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

Revenue from the rendering of a service is recognised upon the delivery of the service to the customers.

All revenue is stated net of the amount of goods and services tax (GST).

• (m) Trade and Other Payables

These amounts represent liabilities for goods and services provided to the Economic Entity prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.

(n) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense.

Receivables and payables in the balance sheet are shown inclusive of GST.

The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the balance sheet.

Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

• (o) Critical accounting estimates and judgments

Management is required to make judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgements. Actual results may differ from these estimates.

The 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Judgements made by management that have significant effects on the financial statements and estimates with a significant risk of material adjustments in the next year are disclosed, where applicable, in the relevant notes to the financial statements.

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21

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

(p) Going Concern

The Economic Entity incurred a loss of $4,038,414, net deficiency of cash flows of $2,079,233 and had a net asset balance of $2,711,025 for the year ended 30 June 2008, including a cash balance of $892,658. As of the date of this report, the Economic Entity has lodged a Prospectus to raise capital to fund operations in the near term. Should the Shareholders accept entitlement at $0.06 per share on a 1 for 3 share basis, the Economic Entity would raise $1,380,741. This offer to the Shareholder’s expires 17 October 2008. The Economic Entity has no other formal plans to raise capital in the near term.

As a result of these matters, there is significant uncertainty whether the Economic Entity will continue as a going concern and whether it will realise its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial report. Accordingly, the Directors have prepared the financial on the basis of going concern.

The Directors believe that the Economic Entity will be successful in the above matters and, at this time, the Directors are of the opinion that no asset is likely to be realised for an amount less than the amount at which it is recorded in the financial report as at 30 June 2008. Accordingly, the accompanying financial statements do not include any adjustments relating to the recoverability and classification of the asset carrying amount or the amount and classification of liabilities that might be necessary if the Economic Entity is unable to continue as a going concern.

Note 2 – Other Income

2 – Other Income
Non‐operating activities ‐ Foreign exchange (losses) ‐ Income from granting of an option over tenements ‐ Interest received ‐ other parties ‐ Interest received ‐ related Total other income	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ (62) ‐ (62) ‐ 20,000 ‐ 20,000 ‐ 90,986 42,590 86,447 41,532 ‐ ‐ ‐ 8,046
	110,924 42,590 106,385 49,578

Note 3 – Loss for the Year

3 – Loss for the Year
Note Administrative expense ‐ Administration ‐ Compliance ‐ Depreciation 12 ‐ Other administrative expenses Corporate expense ‐ Auditing and taxation ‐ Entertainment expenses ‐ Impairment loss ‐ goodwill ‐ Interest exp. ‐ related party ‐ Legal cost ‐ Travel expenses ‐ Write‐off bad debts Directors and consultants fee ‐ Directors and employee fee ‐ Consultants fee Exploration and evaluation expense ‐ Exploration and evaluation expense Impairment of area of interest ‐ Write‐off capitalised exploration expenditures 13 Provision for intercompany loan ‐ Provision for intercompany loan 9 Total expenses	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 102,000 80,000 102,000 65,000 41,767 19,261 39,709 18,714 5,011 584 4,266 413 213,882 30,320 206,837 29,755
	362,660 130,165 352,812 113,882
	30,100 13,500 30,100 13,500 1,793 ‐ 1,550 ‐ ‐ 57,608 ‐ ‐ ‐ ‐ ‐ 939 64,401 ‐ 42,726 ‐ 123,266 40,311 66,691 37,433 7,601 ‐ 7,601 ‐
	227,161 111,419 148,668 51,872
	560,977 155,623 560,857 150,623 265,000 30,000 265,000 30,000
	825,977 185,623 825,857 180,623
	496,311 385,509 320,102 344,456
	2,237,229 ‐ 2,237,229 ‐
	‐ ‐ 118,507 ‐
	4,149,338 812,716 4,003,175 690,833

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22

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

Note 4 ‐ Income Tax Expense

Note (a) Income tax expense Current tax Deferred tax 17 (b) The prima facie tax on loss from ordinary activities before ta Loss before tax Income tax using the domestic corporation tax rate of 30% Increase/(decrease) in income tax expense due to: Non‐deductible expenses Deductible expenses Tax losses not brought to account Income tax expense	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ (166,638) 8,880 51,069 69,356 (1,080,736) (249,519) (1,255,956) (288,616)
	(1,247,374) (240,639) (1,204,887) (219,260)
	x is reconciled to the income tax as follows: (4,038,414) (770,126) (3,896,790) (641,255)
	(1,211,524) (231,038) (1,169,037) (192,377)
	‐ 17,282 ‐ ‐ (35,850) (26,883) (35,850) (26,883) 1,247,374 240,639 1,204,887 219,260
	‐ ‐ ‐ ‐

The Economic Entity has not recognised deferred income tax as it is not probable that sufficient taxable amounts will be available in future periods in which to be offset.

This future income tax benefit will only be obtained if:

• the Economic Entity derives future assessable income of a nature and of an amount sufficient to enable the benefit from the deductions for the losses to be realised;

• the Economic Entity continues to comply with the conditions for deductibility imposed by tax legislation;

• no changes in tax legislation adversely affect the Economic Entity in realising the benefit

The Economic Entity has not consolidated for tax purposes.

Note 5 ‐ Key Management Personnel Compensation

(a) Key Management Personnel Compensation

The Key Management Personnel of the Economic Entity and the Parent Entity during the financial year has been disclosed in Directors Report on pages 7 to 8.

The aggregate compensation made to Key Management Personnel of the Economic Entity and the Parent Entity is set out below:

Note Short‐term employee benefits Post‐employment benefits Share‐based payments	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 502,275 105,939 502,275 85,939 29,725 3,456 29,725 3,456 94,848 130,375 94,728 130,375
	626,848 239,770 626,728 219,770

The Economic Entity has transferred the detailed remuneration disclosures to the Directors' Report. The relevant information can be found in the Remuneration Report on pages 9 to 12.

(b) Options and Rights Holdings

The number of options over ordinary shares in the Economic Entity held during the financial year by each Director of the Parent Entity and other Key Management Personnel of the Economic Entity, including their personally related parties, are set out below. Details of Options granted as compensation can be found in section C of the remuneration report in the Directors report.

2008 Directors Charles Morgan Ayaz Khan Cyril Geach Michael Mulroney Key Management Personnel Phillip Hains 2007 Directors Cyril Geach	Balance at start of the year Granted as Compensation Options Exercised Net Change Other Balance at end of the year Vested and exercisable Unvested No. No. No. No. No. No. No.* ‐ 1,500,000 ‐ 1,700,001 3,200,001 3,200,001 ‐ ‐ ‐ ‐ 321,941 321,941 321,941 ‐ 550,000 ‐ ‐ 566,667 1,116,667 566,667 550,000 ‐ ‐ ‐ 1,029,350 1,029,350 1,029,350 ‐ ‐ 15,000 ‐ 318,934 333,934 333,934 ‐
	550,000 1,515,000 ‐ 3,936,893 6,001,893 5,451,893 550,000
	Balance at start of the year Granted as Compensation Options Exercised Net Change Other Balance at end of the year Vested and exercisable Unvested No. No. No. No. No. No. No.* ‐ 500,000 ‐ 50,000 550,000 ‐ 550,000

• Net change other refers to Options that have expired or been issued during the year under review, other than for remuneration, or traded on market. All vested options are exercisable at the end of the year.

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23

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

(c) Shareholdings

The number of shares in the Economic Entity held during the financial year by each Director and other Key Management Personnel of the Economic Entity, including their personally related parties, are set out below. Details of shares granted as compensation.

Note 2008 Directors Charles Morgan Ayaz Khan Cyril Geach 1 Michael Mulroney Key Management Personnel Phillip Hains	Balance at start of the year Received as Compensation Options Exercised Net Change Other Balance at end of the year No. No. No. No. No.* 1,500,000 ‐ ‐ 500,001 2,000,001 4,575,001 ‐ ‐ 160,497 4,735,498 500,000 ‐ ‐ 166,667 666,667 ‐ ‐ ‐ 1,725,683 1,725,683 220,000 ‐ ‐ 173,334 393,334
	6,795,001 ‐ ‐ 2,726,182 9,521,183

2007 Directors Charles Morgan Ayaz Khan Cyril Geach Key Management Personnel Phillip Hains	Balance at start of the year Received as Compensation Options Exercised Net Change Other Balance at end of the year No. No. No. No. No.* ‐ 846,154 ‐ 653,846 1,500,000 ‐ ‐ ‐ 4,575,001 4,575,001 ‐ 400,000 ‐ 100,000 500,000 ‐ 200,000 ‐ 20,000 220,000
	‐ 1,446,154 ‐ 5,348,847 6,795,001

• Net change other refers to shares purchased or sold during the financial year.

• Closing balance at date of resignation.

(d) Loans to Key Management Personnel

There were no loans made to the Directors or other Key Management Personnel of the Economic Entity, including their personally related parties. (2007: Nil)

(e) Other transactions with Key Management Personnel

All transactions with related parties are made on normal commercial terms and conditions except where indicated.

An amount of $15,746 was paid to Seaspin Pty Limited, of which Mr Charles Morgan is a Director, for lease of office space.

An amount of $31,265 was paid to Purple Communications, for communication services from Purple Communications, a company related to Mr Charles Morgan's spouse. Amounts owing to Purple Communications at 30 June 2008 were $2,076.

An amount of $85,380 was paid to Argonaut Capital Limited, of which Mr Michael Mulroney is a Director, for underwriting fees, corporate advisory services and provision of Michael Mulroney as a Non‐executive Director of the Economic Entity.

There were no further transactions with Key Management Personnel not disclosed above.

Note 6 ‐ Auditors’ Remuneration

6 ‐ Auditors’ Remuneration
Remuneration of the auditor of the Economic Entity for: ‐ auditing or reviewing the financial report ‐ due diligence services	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 20,000 12,000 20,000 12,000 ‐ 6,600 ‐ 6,600
	20,000 18,600 20,000 18,600

Note 7 ‐ Loss per Share

7 ‐	Loss per Share
		Economic	Entity
		2008	2007
(a)	Basic loss per share (cents)	(8.75)	(5.40)
(b)	Diluted loss per share (cents)	(8.75)	(5.40)
(c)	Net loss used in the calculation of basic loss per share
	and diluted loss per share	($4,038,414)	($770,126)
(d)	Weighted average number of ordinary shares
	outstanding during the year used in calculating basic
	loss per share and diluted loss per share	46,136,676	14,260,894

(d) Weighted average number of ordinary shares outstanding during the year used in calculating basic loss per share and diluted loss per share

Note 8 ‐ Cash and Cash Equivalents

Cash at Bank

Economic	Entity	Parent	Entity
2008	2007	2008	2007
$	$	$	$
892,658	2,971,891	603,629	2,971,891

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24

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

Note 9 ‐ Trade and Other Receivables

Note CURRENT Trade and other receivables 27 NON‐CURRENT Amounts receivable from: ‐ Subsidiaries ‐ Provision for intercompany loan 3 #	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $
	112,270 23,322 112,270 22,027
	‐ ‐ 1,658,842 654,906 ‐ ‐ (118,507) ‐
	‐ ‐ 1,540,335 654,906

The Directors believe that the recovery of the intercompany loan from the Parent Entity to the Controlled Entities is dependent on the successful development and commercial exploitation or, alternatively, the sale of the exploration assets held by the Controlled Entities.

Note 10 ‐ Investment In Subsidiaries

10 ‐ Investment In Subsidiaries
NON CURRENT Unlisted investments, at cost ‐ Investment in subsidiaries	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $
	399,771 214,011

Note 11 ‐ Economic Entity

• (a) Economic Entity Consolidated

Economic Entity Consolidated
	Country of Incorporation	Percentage Owned (%)*
Parent Entity:		2008	2007
Jutt Holdings Limited	Australia
Subsidiaries of Jutt Holdings Limited:
Jutt Resources Pty Ltd	Australia	100	100
Juranium Pty Ltd (formerly Juranium Ltd)	Australia	100	100

• Percentage of voting power is in proportion to ownership.

• (b) Acquisition of Minority Interest of Juranium Pty Ltd

In July 2007 and February 2008, Juranium Pty Ltd, issued shares to parties outside the Economic Entity, resulting in dilution of Parent Entity's interest in the Controlled Entity. However the Parent Entity retained control over Juranium Pty Ltd. On 26 June 2008, the Parent Entity acquired minority interest of Juranium Pty Ltd, for purchase consideration as outlined in Note 23.

Note 12 ‐ Plant and equipment

NON‐CURRENT Plant and equipment: At cost Accumulated depreciation	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 31,145 14,015 28,908 11,778 (5,595) (584) (4,679) (413)
	25,550 13,431 24,229 11,365

Movements in Carrying Amounts

Movements in carrying amounts for each class of plant and equipment between the beginning and the end of the current financial year.

Movements in Carrying Amounts Movements in carrying amounts for each class of plant and year.	equipment between the beginning and the end of the current financia
Note Plant and equipment Carrying amount at the beginning of year Additions Depreciation expense 3 Carrying amount at the end of year	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 13,431 ‐ 11,365 ‐ 17,130 14,015 17,130 11,778 (5,011) (584) (4,266) (413)
	25,550 13,431 24,229 11,365

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25

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

Note 13 ‐ Intangible Assets

Note NON‐CURRENT Exploration & evaluation costs At cost Accumulated impairment loss 3 Net carrying value Goodwill At cost Accumulated impairment Net carrying value Total intangible assets	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 4,135,869 2,155,951 2,624,160 1,420,951 (2,237,229) ‐ (2,237,229) ‐
	1,898,640 2,155,951 386,931 1,420,951
	‐ 57,608 ‐ ‐ ‐ (57,608) ‐ ‐
	‐ ‐ ‐ ‐
	1,898,640 2,155,951 386,931 1,420,951

Movements in Carrying Amounts

Movements in carrying amounts for each class of intangible assets between the beginning and the end of the current financial year:

Note Exploration & evaluation costs Balance at the beginning of year Additions # Impairment loss 3 Closing carrying value at the end of year	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 2,155,951 ‐ 1,420,951 ‐ 1,979,918 2,155,951 1,203,209 1,420,951 (2,237,229) ‐ (2,237,229) ‐
	1,898,640 2,155,951 386,931 1,420,951

The recoverability of exploration & evaluation costs is dependent upon further exploration and exploitation of commercially viable mineral deposits.

Goodwill Balance at the beginning of year Additions Impairment losses Closing carrying value at 30 June 2008	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ ‐ ‐ ‐ ‐ ‐ 57,608 ‐ ‐ ‐ (57,608) ‐ ‐
	‐ ‐ ‐ ‐

Impairment Disclosures

Impairment of interest in the Onslow‐JUT Joint Venture Project

Following a review of technical, economic and contractual aspects of the Onslow Joint Venture Project, the Directors of the Economic Entity concluded that further expenditure on the project was unlikely to generate acceptable value for the Economic Entity's shareholders. The Economic Entity withdrew from the Onslow Joint Venture Project as announced to the market on 27 August 2008. Therefore the Economic Entity wrote off previously capitalised exploration and evaluation expenditure of $1,736,146 incurred on the Onslow Joint Venture Project.

Impairment of interest in the Tay‐Munglinup Project

Following a review of a detailed evaluation undertaken on the Tay Munglinup Project, the Directors of the Economic Entity elected to withdraw from the project. Therefore the Economic Entity wrote off previously capitalised exploration and evaluation expenditure of $501,083 incurred on the Tay Munglinup Project.

Note 14 ‐ Prepayment and Deposits

14 ‐ Prepayment and Deposits
CURRENT Prepayments Deposits	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 39,684 23,951 39,684 22,003 42,449 3,720 42,449 3,720
	82,133 27,671 82,133 25,723

Note 15 ‐ Trade and Other Payables

15 ‐ Trade and Other Payables
Note CURRENT Unsecured liabilities: Trade and other payables 27 Accrued expenses	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 173,451 59,933 170,847 59,933 96,515 43,640 48,636 43,377
	269,966 103,573 219,483 103,310

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26

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

Note 16 ‐ Other Financial Liabilities

16 ‐ Other Financial Liabilities
Note CURRENT Joint Venture Payable 27	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $
	‐ 200,000 ‐ 200,000

Pursuant to Joint Venture Agreement between the Parent Entity and Onslow Mineral Limited, the Parent Entity bears costs associated solely with the Onslow Project according to an approved budget. The above Joint Venture Payable refers to exploration and evaluation expenses payable by the Parent Entity.

The Parent Entity settled the above liabilities in the 2008 financial year.

Note 17 ‐ Deferred Tax Assets And Liabilities

Unrecognised deferred tax assets and liabilities are attributable to the following:

Note DEFERRED TAX ASSETS Plant & equipment Provisions Accruals Share based payments Tax losses not brought to account DEFERRED TAX LIABILITIES Capitalised deductible exploration and evaluation costs Prepayments 4	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 394 41 238 12 44,630 1,619 44,630 1,619 28,955 13,092 13,805 73,013 5,603 1,313 5,603 1,313 1,247,374 240,639 1,204,887 219,260 (234,315) ‐ (1,302) ‐ (11,905) (7,185) (11,905) (6,601)
	1,080,736 249,519 1,255,956 288,616

The Economic Entity does not recognise deferred tax assets as it is not probable that sufficient taxable amounts will be available in future periods in which to be offset.

Note 18 ‐ Provisions

CURRENT Employee Entitlements: Opening balance at beginning of year Additional provisions raised during year Amounts used Balance at end of the year NON‐CURRENT Employee Entitlements: Opening balance at beginning of year Additional provisions raised during year Unused amounts reversed Balance at end of the year Analysis of Total Provisions Current Non‐current	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 5,274 ‐ 5,274 ‐ 49,064 5,274 49,064 5,274 (25,377) ‐ (25,377) ‐
	28,961 5,274 28,961 5,274
	124 ‐ 124 ‐ 2,214 124 2,214 124 (1,039) ‐ (1,039) ‐
	1,299 124 1,299 124
	28,961 5,274 28,961 5,274 1,299 124 1,299 124
	30,260 5,398 30,260 5,398

Provision for Employee Entitlements

A provision has been recognised for employee entitlements relating to long service leave. In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken is based on historical data. The measurement and recognition criteria relating to employee benefits has been included in Note 1 to this report.

Note 19 ‐ Issued Capital

Note Ordinary shares fully paid 19a Options over ordinary shares 19b	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 6,653,204 5,445,045 6,653,204 5,445,045 347,842 ‐ 347,842 ‐
	7,001,046 5,445,045 7,001,046 5,445,045

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27

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

The Economic Entity and the Parent Entity

(a) Ordinary Shares fully paid 2008 2008 2007 No. $ No. At the beginning of reporting period 43,480,297 5,445,045 ‐ Shares issued during year 21,693,433 1,357,608 43,480,297 Transaction costs relating to share issues ‐ (149,449) ‐ At reporting date 65,173,730 6,653,204 43,480,297 (i) 2008 Details No. Issue Price $ 21‐Aug‐07 Share issued to acquire interest in the Tay‐Munglinup Project 400,000 0.200 22‐Apr‐08 Share issued under placement 5,000,000 0.060 28‐May‐08 Share issued under rights issue 10,285,349 0.060 03‐Jun‐08 Share issued to underwriter 6,008,084 0.060 21,693,433 2007 Details No. Issue Price $ 13‐Oct‐06 Shares issued on incorporation 2 100.000 27‐Nov‐06 Shares issued to acquire Jutt Resources Pty Ltd 13,353,999 0.016 30‐Nov‐06 Shares issued to seed investors 462,000 0.065 22‐Dec‐06 Shares issued to Director 500,000 0.010 25‐Jan‐07 Shares issued to Director 400,000 0.065 06‐Feb‐07 Shares issued to Director 1,000,000 0.065 20‐Apr‐07 Shares issued at initial public offering 20,000,000 0.200 23‐Apr‐07 Shares issued to acquire tenement interest 7,564,296 0.200 28‐Jun‐07 Shares issued to Key Management Personnel 200,000 0.200 43,480,297 (b) Option Reserve 2008 2008 2007 No. $ No. Options issued during year 51,077,670 347,842 ‐ At reporting date 51,077,670 347,842 ‐ (i) 2008 Details No. Issue Price $ 10‐Sep‐07 Issue of Listed Options under 4:5 Rights Issue # 34,784,237 0.01 28‐May‐08 Issue of 1:1 free attaching options under 1:3 rights issue 10,285,349 0.00 03‐Jun‐08 Issue of 1:1 free attaching options to underwriter 6,008,084 0.00 51,077,670	2008 2008 2007 No. $ No. 43,480,297 5,445,045 ‐ 21,693,433 1,357,608 43,480,297 ‐ (149,449) ‐	2008 2008 2007 No. $ No. 43,480,297 5,445,045 ‐ 21,693,433 1,357,608 43,480,297 ‐ (149,449) ‐	2007 $ ‐ 5,893,099 (448,054)
	65,173,730 6,653,204 43,480,297		5,445,045
		No. Issue Price $ 400,000 0.200 5,000,000 0.060 10,285,349 0.060 6,008,084 0.060 21,693,433 No. Issue Price $ 2 100.000 13,353,999 0.016 462,000 0.065 500,000 0.010 400,000 0.065 1,000,000 0.065 20,000,000 0.200 7,564,296 0.200 200,000 0.200 43,480,297 2008 2007 $ No. 347,842 ‐	$ 80,000 300,000 617,123 360,485
			1,357,608
			$ 200 214,010 30,030 5,000 26,000 65,000 4,000,000 1,512,859 40,000
			5,893,099
			2007 $ ‐
	51,077,670	347,842 ‐	‐
		No. Issue Price $ 34,784,237 0.01 10,285,349 0.00 6,008,084 0.00 51,077,670	$ 347,842 ‐ ‐
			347,842

• On 1 August 2007, the Parent Entity offered 34,784,237 share options to all Shareholders on record at 13 August 2007, in a non‐renounceable rights issue of 4 options for every 5 shares held at an issue price of $0.01 per option. Each option has an exercise price of $0.20 and expires 31 July 2009. At 30 June 2008, 34,784,237 options were issued to the Shareholders and underwriter.

• On 15 June 2008, the Parent Entity offered 16,293,433 shares and 16,293,433 share options to all shareholders on record at 6 May 2008, in a pro‐rata non‐renounceable entitlement issue to shareholders of 1 new share for every 3 shares held at an issue price of $0.06 per share together with one free new option for every 1 new share issued. Each option has an exercise price of $0.10 and expires 15 June 2009. At 30 June 2008, 10,285,349 and 6,008,084 shares together with 1:1 free attaching options were acquired by the Shareholders and underwriter respectively.

Changes in Option Reserves during the year are as follows:

Exercise Price Expiry Date $ Listed Options (JUTO) 0.20 31‐Jul‐09 Listed Options (JUTOA) 0.10 15‐Jun‐09 Listed Options (JUTOA) 0.10 15‐Jun‐09	Balance at beginning of year Issued during the year Exercised during the year Cancelled during the year Balance at end of year No. No. No. No. No. ‐ 34,784,237 ‐ ‐ 34,784,237 ‐ 10,285,349 ‐ ‐ 10,285,349 ‐ 6,008,084 ‐ ‐ 6,008,084
	‐ 51,077,670 ‐ ‐ 51,077,670

(c) Terms and conditions of equity Ordinary Shares

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

Options

Options do not have the right to receive dividends as declared and, in the event of winding up the Economic Entity, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held.

Options do not entitle their holder to vote at a Shareholder meeting of the Economic Entity.

Shares allotted pursuant to an exercise of options shall rank from the date of allotment, equally with existing shares of the Economic Entity in all respects.

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28

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

Note 20 ‐ Capital and Leasing Commitments

Exploration expenditure commitments

In order to maintain current rights of tenure to exploration tenements, the Economic Entity is required to comply with the minimum expenditure obligations under the Mining Act. These obligations have been met. The future obligations which are subject to renegotiation when an application for a mining lease is made and at other times are not provided for in the financial statements. Capital expenditure contracted for at the reporting date but not recognised as liabilities is as follows:

		Economic	Entity	Parent	Entity
		2008	2007	2008	2007
		$	$	$	$
(a)	Rental expenditure contracted for is payable as follows:
	‐ not later than 12 months	42,085	32,009	35,871	25,522
	‐ between 12 months and 5 years	81,579	68,214	118,097	84,409
	‐ greater than 5 years	‐	‐	37,026	37,026
		123,664	100,223	190,994	146,957
(b)	Commitments for minimum expenditure are scheduled as	follows:
	‐ not later than 12 months	332,000	242,000	384,000	244,000
	‐ between 12 months and 5 years	674,000	524,000	1,494,000	1,004,000
	‐ greater than 5 years	‐	‐	330,000	330,000
		1,006,000	766,000	2,208,000	1,578,000

Note 21 ‐ Contingent Liabilities and Contingent Assets

Other than as disclosed above in Note 20, in the Director's opinion, there were no contingent liabilities and contingent assets as at 30 June 2008.

Note 22 ‐ Segment Reporting

Business Segments

The Economic Entity's main business segment is resources exploration, focusing on several base and precious metals resources.

Geographical Segments

All of the Economic Entity's corporate affairs are conducted in Australia.

Note 23 ‐ Cash Flow Information

Note 23 ‐ Cash Flow Information
(a) Reconciliation of Cash Flow from Operations with Loss Loss for the period Add back depreciation expense Add back bad debts Add back interest on inter‐Company loans Add back interest from other parties Add back write‐down of goodwill Add back equity issued for nil consideration Add back impairment of area of interest Add back Leave provisions Add back provision for inter‐company loan Add back Income from Investing activities (Increases)/Decreases in Trade and Other Receivable (Increases)/Decreases in Other Current Assets Increases/(Decreases) in Trade and Other Payable Cash flow from operations	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ (4,038,414) (770,126) (3,896,790) (641,255) 5,011 584 4,266 413 7,601 ‐ 7,601 ‐ ‐ ‐ ‐ (7,107) ‐ 210 ‐ ‐ ‐ 57,608 ‐ ‐ 198,798 130,576 198,678 130,575 2,237,229 ‐ 2,237,229 ‐ 24,862 5,398 24,862 5,398 ‐ ‐ 118,507 ‐ (20,000) ‐ (20,000) ‐ (88,948) (22,982) (90,243) (22,028) (54,462) (27,671) (56,410) (25,723) (71,885) 296,895 (83,827) 292,310
	(1,800,208) (329,508) (1,556,127) (267,417)

(b) Acquisition of Entities

2008

On 26 June 2008, the Parent Entity acquired minority interest of Juranium Pty Ltd for cash $184,560. Ownership interest increased from 72% to 100%.

As the minority are also owners of the Economic Entity's net assets, transactions with minority interests are treated as transactions between owners of the Economic Entity. Gains or losses associated with transactions with minority interest, are recognised directly in equity through retained earnings.

The surplus of the minority interest acquired over the purchase price was booked directly to equity as an increase in retained earnings, leading to a increase in the net assets of the Economic Entity by $81,965.

2007

On 26 November 2006, The Parent Entity acquired 100% of Jutt Resources Pty Ltd. The basis of the acquisition was that shareholders of Jutt Resources would receive 1 Parent Entity share for every 1 Jutt Resources Pty Ltd share. Details of this transaction are:

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29

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

Purchase consideration 13,353,999 shares issued Assets and liabilities held at acquisition Cash & cash equivalents Receivables Payables	2007 $
	214,010
	86,529 44,873 25,000
	156,402

The fair value of each of the assets acquired above is deemed to be the carrying value of those assets within the acquiree's book at the date of acquisition.

Goodwill on consolidation Impairment of goodwill Total movement in Goodwill on the Balance Sheet Net cash effect Cash consideration paid (incl. costs) Cash & cash equivalents included in net assets acquired Cash received for purchase of Controlled entity	2007 $ 57,608 (57,608)
	‐
	‐ 86,529
	86,529

(c) Non‐Cash Financing and Investing Activities 2008

Share and Option Issues

On 21 August 2007, The Parent Entity issued 400,000 fully paid ordinary shares and 300,000 unlisted options to Minemakers Limited as part consideration for the acquisition of interest in the Tay‐Munglinup Project.

On 25 January 2008, the Economic Entity issued 150,000 unlisted options to Gallifrey Holding Limited as part consideration for the acquisition of interest in the Kooline project.

The value of the above issued shares was $80,000. The value of the above issued unlisted options was $19,500.

These shares and options issue are not reflected in the cash flow statement.

2007

Shares and Option issues

On 23 April 2007 a total of 7,564,296 ordinary shares and 1,457,148 unlisted options were issued as part of the consideration for the acquisition of the interest in various tenements. The share issue price was $0.20 per share. The unlisted option price was $0.14 per share calculated by using a Black Scholes option pricing model.

The value of the above issued shares was $1,512,859. The value of the above issued unlisted options was $204,000.

These shares and options issue are not reflected in the cash flow statement.

Note 24 ‐ Share‐Based Payments

• (a) The following share‐based payment arrangements existed at 30 June 2008:

• (i) Shares Issued and Options Granted to Directors or Other Key Management Personnel.

  • A total of 1,515,000 unlisted options were granted to Directors or Other Key Management Personnel during the year. These options vest immediately upon granting. The value of these options was $76,050. Further details of shares and options issue have been disclosed in Section C & D of the Remuneration Report in the Directors Report on pages 10 to 12.

• (ii) Shares Issued and Options Granted to Acquire Goods and Services.

A total of 3,935,000 options were issued as consideration for professional services and acquisition of tenement rights. These options vest immediately upon granting. The value of the options was $152,128.

• (iii) Shares Issued and Options Granted for the Year 2008 are as follows:

2008 Details 21‐Aug‐07 Issue of options to acquire interest in the Tay‐ Munglinup Project 21‐Dec‐07 Issue of options to consultants and Company Secretary 25‐Jan‐08 Issue of options to acquire interest in the Kooline Project 03‐Jun‐08 Issue of options to Underwriter 12‐Jun‐08 Issue of options to Director 30‐Jun‐08 Compensation on 2007 options vested	No. Fair Market Value $ 300,000 0.020 1,500,000 0.070 150,000 0.090 2,000,000 0.005 1,500,000 0.050 ‐ 5,450,000	Compensation Expenses $ 6,000 105,000 13,500 10,000 75,000 18,678
		228,178

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30

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

• (b) The following share‐based payment arrangements existed at 30 June 2007:

• (i) Options granted to Directors and other Key Management Personnel.

  • A total of 500,000 unlisted options were granted to a Directors during the year. These options vest over a three year period from the grant date. The value of these options at grant date was $70,000. Amortisation of the above options was $4,375 in 2007. Further details of shares and options issue have been disclosed in Section C & D of the Remuneration Report in the Directors Report on pages 10 to 12.

• (ii) Shares Issued and Options granted to acquire goods and services.

A total of 1,457,148 unlisted options were issued as consideration for the acquisition of tenement rights. These options vest immediately upon granting. The value of the options was $204,001.

• (iii) Shares Issued and Options granted for the year 2007 are as follows:

2007 Details 23‐Apr‐07 Issue of options to acquire Onslow Tenement Rights 25‐Jan‐07 Issue of options to Director	No. Fair Market Value $ 1,457,148 0.14 500,000 0.14 1,957,148	Compensation Expenses $ 204,001 4,375
		208,376

• (c) Changes in Share Options for Directors, Key Employees and Options to Acquire Goods and Services During the Year are as follows:

Exercise Price Expiry Date $ Unlisted Options (JUTAB) 0.20 22‐Apr‐11 Unlisted Options (JUTAC) 0.20 30‐Nov‐10 Listed Options (JUTOA) 0.10 15‐Jun‐09 Unlisted Options (JUTAC) 0.20 30‐Nov‐10 Unlisted Options (JUTAD) 0.25 30‐Jun‐09 Unlisted Options (JUTAK) 0.15 28‐May‐11 Unlisted Options (JUTAM) 0.30 10‐Oct‐08	Balance at beginning of year Issued during the year Exercised during the year Cancelled during the year Balance at end of year No. No. No. No. No. 1,457,148 ‐ ‐ ‐ 1,457,148 500,000 ‐ ‐ ‐ 500,000 ‐ 2,000,000 ‐ ‐ 2,000,000 ‐ 150,000 ‐ ‐ 150,000 ‐ 1,500,000 ‐ ‐ 1,500,000 ‐ 1,500,000 ‐ ‐ 1,500,000 ‐ 300,000 ‐ ‐ 300,000
	1,957,148 5,450,000 ‐ ‐ 7,407,148

• (d) Fair Value of Options Granted

The fair value at grant date is determined using a Black‐Scholes option pricing model which takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, and the risk free interest rate for the term of the option.

The weighted average model inputs used for options granted during the period included:

	2008	2007
Weighted average exercise price	$0.21	$0.17
Weighted average life of the option	2years	3years
Underlying share price	$0.11	$0.20
Expected share price volatility	64.25%	100.00%
Risk free interest rate	6.78%	6.12%
Expected dividend yield	Nil	Nil

The expected share price volatility is based on the Economic Entity's historic volatility since listing in April 2007.

In 2007, the Economic Entity didn't have sufficient information on historical volatility, the expected share price volatility was based on historic volatility of other mining companies of similar market cap following a comparable period in their lives.

• (e) Expenses Arising From Share‐Based Payment Transactions

Total expenses arising from share‐based payment transactions recognised during the year were as follows:

Compensation to Directors & Key Management Personnel Compensation to acquire goods and services	Economic Entity Parent Entity 2008 2007 2008 2007 $ $ $ $ 94,848 130,375 94,728 130,375 103,950 ‐ 103,950 ‐
	198,798 130,375 198,678 130,375

Note 25 ‐ Events After the Balance Sheet Date

On 26 September 2008, the Economic Entity elected to withdraw from the Tay Munglinup Project in order to focus on the Liberty‐ Indee Project.

On 18 September 2008, the Economic Entity announced that it had withdrawn the 1:4 non‐renounceable entitlement issue Prospectus due to a breach of the underwriting agreement and current market conditions. It will undertake a new fully underwritten 1:3 non‐renounceable entitlement issue at $0.06 per share. The 1:3 entitlement issue Prospectus was lodged on 19 September 2008. On 27 August 2008, the Economic Entity announced that it had withdrawn from the Onslow Joint Venture and will focus its effort on the Liberty‐Indee Project.

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31

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

On 27 August 2008, the Economic Entity announced the successful placement of 3.85 million fully paid ordinary shares at $0.10 a share with a free attaching option (JUTO).

On 19 August 2008, the Economic Entity announced that it will undertake a 1:4 non‐renounceable entitlements issue at $0.10 with 1:1 free attaching option (JUTO). The prospectus for the entitlements issue was lodged on 3 September 2008.

On 5 August 2008, the Economic Entity exercised an option to acquire a further 20% of interest in the Liberty‐Indee Project to 90% for consideration of cash $500,000 and fully paid ordinary shares 7,299,270. The above cash will be paid within 90 days, shares will be issued as soon as practicable. Those shares have not been issued as at the date of this report.

Note 26 ‐ Related Party Transactions

		Economic Entity	Economic Entity		Parent	Entity
		2008	2007		2008	2007
	Transactions between related parties are on normal
	commercial terms and conditions no more favourable than
	those available to other parties unless otherwise stated.
(a)	Ultimate Parent Company
	The ultimate parent entity within the Economic Entity is
	Jutt Holdings Limited which incorporated in Australia.
(b)	Subsidiaries
	Interests in subsidiaries are set out in note 11
(c)	Key Management Personnel
	Disclosures relating to Key Management Personnel are set
	out in note 5.
(d)	Loans to/from related parties
	Loans made by Jutt Holdings Limited to wholly owned		‐	‐	1,540,335	654,906
	subsidiaries
	The loan was unsecured, interest rate free (2007: interest
	rate 7.55% pa) and repayable on demand. There were no
	repayments made during the year.

Note 27 ‐ Financial Instruments

• (a) Financial Instruments

The Economic Entity's financial instruments consist of cash and cash equivalents, trade and other receivables and trade and other payables.

The Economic Entity does not have any derivative instruments at 30 June 2008.

• (b) Significant accounting policies

Details of significant accounting policies and methods adopted, including the criteria for recognition, the basis for measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in Note 1 to the financial statements.

(c) Financial Risk Management

The main risks the Economic Entity is exposed to through its operations are interest rate risk, credit risk and liquidity risk.

• (d) Interest Rate Risk

Interest rate risk is the risk that a financial instruments value will fluctuate as a result of changes in market interest rates. The Economic Entity is exposed to interest rate risks via the cash and cash equivalents that it holds. The effective weighted average interest rates on classes of financial assets and financial liabilities is as follows:

2008 Weighted Average Effective Interest Rate Financial Assets: Cash and Equivalents 5.99% Trade and other receivables Total Financial Assets Financial Liabilities: Trade and other payables Total Financial Liabilities	Floating Interest Rate Fixed Interest Rate Within Year Fixed Interest Rate 1 to 5 years Fixed Interest Rate Over 5 years Non‐ Interest Bearing Total $ $ $ $ $ $ 892,658 ‐ ‐ ‐ ‐ 892,658 ‐ ‐ ‐ ‐ 112,270 112,270
	892,658 ‐ ‐ ‐ 112,270 1,004,928
	‐ ‐ ‐ ‐ 173,451 173,451
	‐ ‐ ‐ ‐ 173,451 173,451

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32

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Notes to the Financial Statements continued

2007 Weighted Average Effective Interest Rate Financial Assets: Cash and Equivalents 6.28% Trade and other receivables Total Financial Assets Financial Liabilities: Trade and other payables Financial Liabilities Total Financial Liabilities	Floating Interest Rate Fixed Interest Rate Within Year Fixed Interest Rate 1 to 5 years Fixed Interest Rate Over 5 years Non‐ Interest Bearing Total $ $ $ $ $ $ 2,971,891 ‐ ‐ ‐ ‐ 2,971,891 ‐ ‐ ‐ ‐ 23,322 23,322
	2,971,891 ‐ ‐ ‐ 23,322 2,995,213
	‐ ‐ ‐ ‐ 59,933 59,933 ‐ ‐ ‐ ‐ 200,000 200,000
	‐ ‐ ‐ ‐ 259,933 259,933

(e) Credit Risk

Credit risk is the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Economic Entity. The Economic Entity is exposed to credit risk via its cash and cash equivalents and trade and other receivables. To reduce risk exposure for the Economic Entity's cash and cash equivalents, it places them with high credit quality financial institutions.

The Economic Entity has analysed its trade and other receivables below. All trade and other receivables disclosed below have not been impaired.

Note 2008 Trade and other receivables 9 2007 Trade and other receivables 9	0‐30 days 30‐60 days 60‐90 days 90+day Total
	36,093 ‐ ‐ 76,177 112,270
	22,482 ‐ 10 830 23,322

(f) Liquidity Risk

The Economic Entity is exposed to liquidity risk via its trade and other payables. Liquidity risk is the risk that the Economic Entity will encounter difficulty in raising funds to meet the commitments associated with its financial liabilities. Responsibility for liquidity risk rests with the Board who manage liquidity risk by monitoring undiscounted cash flow forecasts and actual cash flows provided to them by the Economic Entity's Management at Board meetings to ensure that the Economic Entity continues to be able to meet its debts as and when they fall due. Contracts are not entered into unless the Board believes that their is sufficient cash flow to fund the additional activity. The Board considers when reviewing its undiscounted cash flows forecasts whether the Economic Entity needs to raise additional funding from the equity markets.

Note 2008 Trade and other payables 15 2007 Trade and other payables 15 Financial Liabilities: 16	0‐30 days 30‐60 days 60‐90 days 90+day Total
	137,676 4,181 28,289 3,305 173,451
	51,393 948 7,592 ‐ 59,933 200,000 ‐ ‐ ‐ 200,000
	251,393 948 7,592 ‐ 259,933

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33

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Directors’ Declaration

The Directors of the Company declare that:

1. the financial statements and notes, as set out on pages 15 to 33, are in accordance with the Corporations Act 2001 and:

2. (a) comply with Accounting Standards and the Corporations Regulations 2001; and

3. (b) give a true and fair view of the financial position as at 30 June 2008 and of the performance for the year ended on that date of the Company and Economic Entity;

4. the Chief Executive Officer and Chief Finance Officer have each declared that:

5. (a) the financial records of the Company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001;

6. (b) the financial statements and notes for the financial year comply with the Accounting Standards; and

7. (c) the financial statements and notes for the financial year give a true and fair view.

8. in the Directors' opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

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

Director Dated this 30th day of September 2008

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34

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Independent Audit Report

==> picture [153 x 45] intentionally omitted <==

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF JUTT HOLDINGS LIMITED AND CONTROLLED ENTITIES ABN 28 122 180 205

Report on the Financial Report

We have audited the accompanying financial report of Jutt Holdings Limited (the “Company”) and Jutt Holdings Limited and Controlled Entities (collectively the “Consolidated Entity”), which comprises the balance sheet for the year ended 30 June 2008, the income statement, statement of changes in equity and cash flow statement for the year ended on that date, a summary of significant accounting policies and other explanatory notes and the directors’ declaration of the Consolidated Entity comprising the Company and the entities it controlled at the year’s end or from time to time during the financial year.

As permitted by the Corporations Regulations 2001, the company has disclosed information about the remuneration of directors and executives (remuneration disclosures), required by Accounting Standard AASB 124: Related Party Disclosures, under the heading “Remuneration Report” in the directors’ report and not in the financial report.

Directors’ Responsibility for the Financial Report

The directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud and error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101: Presentation of Financial Statements, that compliance with the Australian equivalents to International Financial Reporting Standards (AIFRS) ensures that the financial report, comprising the financial statements and notes, complies with IFRS.

The directors also are responsible for preparation and presentation of the remuneration disclosures contained in the directors’ report in accordance with the Corporations Regulations 2001.

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 of material misstatement and that the remuneration disclosures in the directors’ report comply with Accounting Standard AASB 124.

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 risk of material misstatement of the financial report, whether due to fraud or error. In making those assessments, the auditor consider 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 overall presentation of the financial report and the remuneration disclosures in the directors’ report.

Webb Audit Pty Ltd ABN 59 116 151 136

A member of the Webb Group 465 Auburn Road, Hawthorn East Vic 3123, Australia PO Box 185 Toorak Vic 3142 Australia Telephone +61 3 9822 8686 Facsimile +61 3 9824 8578 audit@webbgroup.com.au www.webbgroup.com.au

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35

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Independent Audit Report continued

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF JUTT HOLDINGS LIMITED AND CONTROLLED ENTITIES ABN 28 122 180 205

(Continued)

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 applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001. We have given to the directors of the company a written Auditor’s Independence Declaration, a copy of which is included in the Directors’ Report.

Auditor’s Opinion

In our opinion:

1. the financial report of Jutt Holdings Limited and Jutt Holdings Limited and Controlled Entities is in accordance with the Corporations Act 2001 , including:

2. i. giving a true and fair view of the Company’s and the Consolidated Entity’s financial position for the year ended 30 June 2008 and of their performance for the year ended on that date; and

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

Inherent Uncertainty Regarding Continuation as a Going Concern

Without qualification to the opinion expressed above, attention is drawn to the following matter. As a result of the matters described in Note 1 (n) to the financial statements, there is inherent uncertainty whether the company will be able to continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.

Jeffrey Luckins Director Webb Audit Pty Ltd

Dated in Melbourne, Australia on this 30[th] day of September 2008

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36

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Shareholder Information as at 10 September 2008

NUMBER OF HOLDERS OF EQUITY SECURITIES

Ordinary Shares

57,959,913 quoted fully paid ordinary shares (JUT) are held by 440 individual Shareholders 11,063,817 fully paid ordinary shares (JUTAI) escrowed until 26 April 2009, are held by 7 individual Shareholders All ordinary shares carry one vote per share

Options

38,634,237 options (JUTO) exercisable at $0.20 on or before 31 July 2009, are held by 287 individual Optionholders 18,293,433 options (JUTOA) exercisable at $0.10 on or before 15 June 2009, are held by 145 individual Optionholders 300,000 options (JUTAM) exercisable at $0.30 on or before 10 October 2008, are held by 1 individual Optionholder 650,000 options (JUTAC) exercisable at $0.20 on or before 30 November 2010, are held by 2 individual Optionholders 1,457,148 options (JUTAB) exercisable at $0.20 on or before 22 April 2011, are held by 1 individual Optionholder 1,500,000 options (JUTAD) exercisable at $0.25 on or before 30 June 2009, are held by 4 individual Optionholders 1,500,000 options (JUTAK) exercisable at $0.15 on or before 28 May 2011, are held by 1 individual Optionholder Options do not carry a right to vote. Voting rights will be attached to the unissued shares when the options have been exercised.

DISTRIBUTION OF HOLDERS IN EACH CLASS OF EQUITY SECURITIES

DISTRIBUTION OF HOLDERS IN EACH CLASS OF EQUITY SECURITIES
	Fully Paid Ordinary Shares
1 ‐ 1,000	5
1,001 ‐ 5,000	24
5,001 ‐ 10,000	52
10,001 ‐ 100,000	261
100,001 ‐ and over	105
Total number of Shareholders	447
	Listed Options(JUTO)
1 ‐ 1,000	2
1,001 ‐ 5,000	7
5,001 ‐ 10,000	34
10,001 ‐ 100,000	170
100,001 ‐ and over	74
Total number of Optionholders	287
	Listed Options(JUTOA)
1 ‐ 1,000	3
1,001 ‐ 5,000	30
5,001 ‐ 10,000	22
10,001 ‐ 100,000	66
100,001 ‐ and over	24
Total number of Optionholders	145

TWENTY LARGEST HOLDERS OF QUOTED SECURITIES

		Fully Paid Ordinary	Shares
Shareholders		Number	%
1	Argonaut Equity Partners Pty Limited	5,034,483	7.29
2	Mr Ayaz Khan	4,980,498	7.22
3	Mr Craig Ian Burton	4,177,048	6.05
4	Onslow Minerals Limited	3,885,728	5.63
5	Liberty Mining Corporation Limited	3,481,770	5.04
6	Ostle Investments Pty Ltd	3,408,189	4.94
7	Seaspin Pty Ltd	2,270,001	3.29
8	Straight Investments SA	1,998,269	2.90
9	AFM Perseus Fund Limited	1,725,683	2.50
10	At Growth Equities SDN BHD	1,500,000	2.17
11	Wythenshawe Pty Ltd	1,000,000	1.45
12	Dumbarton Square Pty Ltd	1,000,000	1.45
13	Kyla Pty Ltd	900,000	1.30
14	Key International Pty Ltd	771,470	1.12
15	Mr Craig Ian Burton	770,000	1.12
16	J Taylor Nominees Pty Ltd	666,667	0.97
17	TSC Enterprises SDN BHD	614,572	0.89
18	Ms Afia Khan	607,955	0.88
19	Minemakers Limited	533,334	0.77
20	Merinda Holdings PtyLtd	500,000	0.72
		39,825,667	57.7

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37

Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Shareholder Information as at 10 September 2008 continued

		Listed Options ‐ JUTO	Listed Options ‐ JUTO
Optionholders		Number	%
1	Liberty Mining Corporation Limited	2,400,000	6.21
2	Onslow Minerals Limited	2,331,436	6.03
3	Mr Richard Herbert Marshall	1,650,000	4.27
4	Ostle Investments Pty Ltd	1,399,999	3.62
5	Classic Roofing Pty Ltd	1,213,000	3.14
6	Seaspin Pty Ltd	1,200,000	3.11
7	Classic Roofing Pty Ltd	1,125,000	2.91
8	Wythenshawe Pty Ltd	1,000,000	2.59
9	Mr Peter Andrew Proksa	917,000	2.37
10	Findlay & Co Stockbrokers (underwriters) Pty Ltd	845,500	2.19
11	Mr Michael Safar	800,000	2.07
12	Mr Nimer Ghazi Jaber	570,000	1.48
13	Churchland Nominees Pty Ltd	515,000	1.33
14	Jacks Partners Pty Ltd	502,989	1.30
15	Sunndance Pty Ltd	500,000	1.29
16	HSBC Custody Nominees (Australia) Limited	500,000	1.29
17	Merinda Holdings Pty Ltd	500,000	1.29
18	Mr John Norman Kerr	425,500	1.10
19	CYDAC Pty Ltd	400,000	1.04
20	Linkville PtyLtd	400,000	1.04
		19,195,424	49.67

		Listed	Options‐JUTOA
Optionholders		Number	%
1	Argonaut Equity Partners Pty Ltd	3,112,649	17.02
2	Mr Craig Ian Burton	2,858,548	15.63
3	AFM Perseus Fund Ltd	1,029,350	5.63
4	Argonaut Investments Pty Ltd	1,000,000	5.47
5	Liberty Mining Corporation Ltd	1,000,000	5.47
6	Onslow Minerals Limited	971,432	5.31
7	Ostle Investments Pty Ltd	907,001	4.96
8	TSC Enterprises SDN BHD	614,572	3.36
9	Seaspin Pty Ltd	500,001	2.73
10	Straight Investments SA	500,000	2.73
11	At Growth Equities SDN BHD	333,333	1.82
12	Tan Hin Chiang Holdings SDN BHD	323,952	1.77
13	Mr Stephen Leslie Keenihan & Mrs S J Keenihan	307,285	1.68
14	Houston Nominees Pty Ltd	307,285	1.68
15	Key International Pty Ltd	250,604	1.37
16	Mrs Afia Khan	206,667	1.13
17	Mr Gregory Bennett Barnes	166,667	0.91
18	J Taylor Nominees Pty Ltd	166,667	0.91
19	Mrs Anna Louis Murphy	166,667	0.91
20	Lawrence Crowe Consulting	155,863	0.85
		14,878,543	81.34

UNQUOTED EQUITY SECURITIES HOLDINGS GREATER THAN 20%

			Unlisted Options
Unlisted Optionholders		Number	%
1	Onslow Minerals Limited	1,457,148	26.95
2	Seaspin PtyLtd	1,500,000	27.74
		2,957,148	54.69

SUBSTANTIAL SHAREHOLDERS

The names of substantial Shareholders who have notified the Company in accordance with Section 671B of the Corporations Act are:

Argonaut Limited 6,490,167 Ordinary Shares Mr Ayaz Khan 4,980,498 Ordinary Shares Craig Ian Burton 4,947,048 Ordinary Shares Onslow Minerals Limited 3,885,728 Ordinary Shares Liberty Mining Corporation Limited 3,481,770 Ordinary Shares

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Financial Report for the Year Ended 30 June 2008

Jutt Holdings Limited and Controlled Entities 28 122 180 205

Shareholder Information as at 10 September 2008 continued

SHAREHOLDER ENQUIRIES

Shareholders with enquiries about their shareholdings should contact the share registry:

Advanced Share Registry 150 Stirling Highway Nedlands WA 2009 Tel: (61 8) 9389 8033 Fax: (61 8) 9389 7871

CHANGE OF ADDRESS, CHANGE OF NAME, CONSOLIDATION OF SHAREHOLDINGS

Shareholders should contact the Share Registry to obtain details of the procedure required for any of these changes.

REMOVAL FROM THE ANNUAL REPORT MAILING LIST

Shareholders who wish to receive a hard copy of the Annual Financial Report should advise the Share Registry or the Company in writing. Alternatively, an electronic copy of the Annual Financial Report is available from www.asx.com.au or www.juttholdings.com. All Shareholders will continue to receive all other shareholder information.

TAX FILE NUMBERS

It is important that Australian resident Shareholders, including children, have their tax file number or exemption details noted by the Share Registry.

CHESS (Clearing House Electronic Subregister System)

Shareholders wishing to move to uncertified holdings under the Australian Stock Exchange CHESS system should contact their stockbroker.

UNCERTIFICATED SHARE REGISTER

Shareholding statements are issued at the end of each month that there is a transaction that alters the balance of your holding.

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39