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A N N U A L R E P O R T 2 0 1 4

DGR Global Limited and Controlling Entities ACN 052 354 837

1 Annual Report 2014 | DGR Global

CHAIRMANS REPORT

Dear Shareholder

DIRECTORS

COMPANY SECRETARY

REGISTERED OFFICE AND PRINCIPAL BUSINESS OFFICE

SOLICITORS

SHARE REGISTER

AUDITORS

COUNTRY OF INCORPORATION

STOCK EXCHANGE LISTING

INTERNET ADDRESS

AUSTRALIAN BUSINESS NUMBER

The past year has seen the broader resource industry, and the junior exploration sector in particular, continue to be blighted by poor equity market and commodity price conditions across the globe. This of course is not the first time I have experienced such conditions in my many years of involvement in the Australian resource industry. Equities indexes and commodity prices tend to move in multi-year cycles. Talent, experience and persistence are the defining attributes required by management to navigate their company through the downward trends in these cycles.

As I have mentioned in a previous report, most successful listed resource companies are built on the back of projects that were not necessarily part of their original portfolio. This is not to criticize the selection and quality of any company’s “founding” projects; more to point out that insightful and fleet-footed management often plays a pivotal role in reversing or further progressing a company’s (and by definition its shareholders’) fortunes.

In the context of the DGR Global business model, these truths are well illustrated by Orbis Gold Ltd.

Orbis Gold was originally “conceived” by DGR Global back in 2006, and remained within the DGR Global group structure until its Initial Public Offering as Mt Isa Metals Ltd in August 2008. The Company was predominantly floated on the basis of its Copper Gold projects in the Mt Isa region. In the first half of 2010, after a careful analysis of results flowing from the its current projects, and consideration of the broader trends emerging in the global resources industry, Orbis Gold announced a change of direction and a new strategy primarily focussed on gold exploration in Burkina Faso, West Africa.

The past four years have seen Orbis Gold successfully exploit its tenement position in Burkina Faso, develop enviable (and growing) gold resources, undertake a Scoping Study and commence work on a Definitive Feasibility Study for its leading project.

Corporately, Orbis Gold was floated at a price of 20 cents a share in August 2008. The share price hit a low of 4 cents during the GFC in 2009, and ahead of the Company’s game-changing West African gold exploration strategy which was rolled out in 2010. Last week, Orbis Gold announced a substantial $20m capital raising at a price of 42 cents a share, representing a 12% premium to its 3 month share price VWAP.

During the period from the Company’s inception to now, DGR Global has retained a significant equity stake in Orbis Gold and a seat on the Board of Directors. Six years have now elapsed since the Company’s stock market debut.

I cite this familial example of the factors I mentioned at the beginning of my address in order to demonstrate the longer-term evolution of exploration companies, and to assure you that DGR Global management remain focussed on the similar restoration of value across the broader group of listed and unlisted project companies. I believe that we possess the talent, energy, insight and experience to succeed in doing so. However, as was the case with Orbis Gold, these things do not happen overnight. Your continued patience and support as a shareholder is appreciated by DGR Global’s Board and management.

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Bill Stubbs Chairman

3 Annual Report 2014 | DGR Global

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REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Tin

Highlights

AusTin Mining Ltd – formerly AusNiCo Ltd (DGR 83.7 million shares – 12.5% at 30 June) has the Taronga Tin project in northern NSW and announced a tin, copper and silver resource during the period in compliance with the 2012 JORC Code[3] . The Company also delivered a highly-encouraging PFS during the period, and preliminary metallurgical tests indicate good recoveries adopting modern tin recovery equipment.

Corporate

Advancement of new development projects in Australia, Africa and the Americas with focus on Gas and Oil, Iron Ore, Gold, Copper, Tin, Nickel, Uranium and Rare Earths.
London based New Opportunities Group targeting bulk commodities in Africa and the Middle East.
Rights Issue and placement raised $1.96 million.

Nickel-Cobalt

AusTin Mining Ltd (DGR 83.7 million shares – 12.5% at 30 June) extensive nickel-cobalt mineralized zone at Pembroke near Kilkivan, with significant copper and gold credits.

Gold-Silver

SolGold plc (DGR 54.5 million shares – 8.4% at 30 June) existing gold and silver resource at the Rannes project, Central Queensland[1] .
IronRidge Resources Ltd (DGR 46%) Quaggy prospect firms as a high priority exploration project for nickel and cobalt (with copper and associated platinum group metals) with coincident peak SAM conductors, magnetics and soil geochemistry.
Navaho Gold Ltd (DGR 59 million shares – 21.5% at 30 June) holds prospective ground positions in Nevada and New Mexico, USA.
Orbis Gold Ltd (DGR 39 million shares – 15% at 30 June) has expanded its gold resource inventory within two of the highest grade undeveloped deposits in West Africa at Natougou and Nabanga. Orbis considers Natougou to be one of the most significant gold discoveries to be made in Burkina Faso over the past decade[2] . In addition, Orbis Gold Ltd has announced outstanding gold assay results from new gold discoveries at Bantou and Tankoro in Burkina Faso.

Copper-Gold-Silver-Molybdenum

Archer Resources Limited (DGR 67% at 30 June) and wholly owned subsidiary Barlyne Mining Pty Ltd assembles package of major porphyry copper gold silver molybdenum Projects in Queensland.
DGR Zambia Pty Ltd has been granted two exploration licences in the Central African Copper Belt.
SolGold plc now holds an 85% interest in the Cascabel gold-copper-silver porphyry property in northern Ecuador, South America.

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Exploration Licence areas in the onshore Otway and Gippsland Basins in Victoria.

Iron-Titanium

IronRidge Resources Limited (DGR 46% at 30 June) successful in securing substantial exploration tenements for iron ore in Gabon, West Africa. Initial exploration results from Belinga Sud and Tchibanga indicate potential large tonnage of high grade iron ore. Tchibanga is 60 km from the port of Mayumba.
Navaho Gold Ltd (DGR 59 million shares – 21.5%) subsidiary NavGas Pty Ltd currently holds applications for six Petroleum Exploration Licences covering more than 13 million acres in South Australia. As part of the recent detailed review of historical data for the South Australian shale gas project applications, records of an area of historic oil shows extending over 70km[2] at Wilkatana (within NavGas’ PELA 631) have been revealed, which may subsequently have remained unexplored for the past 50 years[5] .
Further exploration at Monogorilby, Qld reveals significant weathered tuff material containing Titanium Dioxide – metallurgical recovery testing program planned.

Gas-Oil

NavGas granted ATP1183 Roma Shelf in Qld – highly prospective for oil, gas and condensate, and surrounds existing producing oil fields with close proximity to existing pipeline infrastructure.
Armour Energy Ltd (DGR 75 million shares - 25% at 30 June) holds over 130,000 km[2] of exploration licences in the Northern Territory and NW Queensland that is very prospective for conventional and tight shale oil and gas. In Queensland in the last year, the Company drilled the Egilabria 2 vertical and lateral well, with resultant gas analysis showing high methane and very low CO2, and helium recorded up to 6% in isotube gas samples. The Egilabria 4 vertical well was subsequently drilled to 1,839 metres and results proved the presence of gas off structure and a continuous gas play in the Lawn Hill Shale, whilst significant gas shows were encountered in the deeper Riversleigh Shale that extends across ATP 1087. Significant Queensland Government Tenure Reforms Improved Armour’s Tenement Value in Queensland with a 2 year extension to the ATP1087 licence term granted.

Introduction

Since late 2006 when it re-defined its business model, DGR Global Limited (DGR or the Company) has firmly established its credentials as a generator of exploration and development companies in a wide array of minerals in Australia and overseas. Other companies have several projects but DGR offers several distinct points of difference which gives the DGR Group competitive advantages:

DGR generates its projects directly through the skills and experience of its team of accomplished geoscientist explorationists (evident by the experience and track record of senior management as outlined elsewhere in this report), thus avoiding the costly capital expense of purchasing projects.
Armour Energy increased its stake in Lakes Oil NL (ASX: LKO) to 18.6% fully diluted, and earned in to Petroleum

5 Annual Report 2014 | DGR Global

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REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

The exploration concepts are often novel. While increased metals prices and advances in technology can turn former sub economic deposits into viable projects, DGR’s subsidiary projects frequently involve reassessment of large data bases with new angles and different focus. Again, while existing models might be applied to a new area alternatively new exploration models may be developed and applied to extensive exploration areas which can lead to the discovery of nationally important mineral provinces.
Each project or exploration strategy is held in a separate subsidiary.
Focused or specialist management for each project/commodity/strategy are engaged as required.
Project-specific finance is raised in the subsidiaries – it’s faster, and less dilutive to DGR.
When appropriate, the subsidiary can be separately capitalised – for example by an IPO.
Investors can choose to either invest specifically in a project/commodity by investing in the subsidiary or, by investing in DGR, they can invest in the resource company generating business as well as having the substantial indirect carried interest via the significant DGR equity retained in the subsidiaries. This way DGR and its subsidiaries offers appeal to a wider range of investors.
The current DGR Group corporate structure is shown in Figure 1.

Reviewing the DGR business model and strategy as applied over the past year, the Company can positively report on significant advances by companies which were created by DGR and in which we hold a significant ongoing investment, and by subsidiary company IronRidge Resources Limited which continues to pursue its listing ambitions.

The projects tend to be very large – in this way the opportunity to make world class discoveries and efficiencies of scale is maximised.

New projects under development include applications for exploration permits targeting gold, silver, antimony, copper, uranium and rare earths.

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Figure 1: DGR Global Limited Corporate Structure (30 June 2014)

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Review of Unlisted Subsidiaries

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and Projects

IronRidge Resources Limited

IronRidge is focused on exploration for and development of large scale bulk commodities. The company has assembled a suite of assets in prospective, under-developed regions –

Gabon (three granted Authorisations de Prospection prospective for iron ore):

Exploration has commenced and initial sample assay results very encouraging
Proposed drilling program to confirm extent of mineralisation after IPO

DRC (Exploitation Permit prospective for iron ore):

MoU for 63.5% farm-in for Kasumbalesa Project

Australia (Granted EPMs prospective for Ni/Co and TiO/Fe/AlO):

Extensive auger drilling program undertaken on titanium area in late 2012

Figure 2: IronRidge Resources Gabon Tenement Locations

The IronRidge projects in Gabon, West Africa, are shown in the following Figure 2. Gabon is one of the richest nations in Africa, with an economy largely based on oil. It is however a recognised region for hosting iron ore, and the stable Gabonese Government is promoting mining investment. The country already has substantial rail and port infrastructure in place.

The Belinga Sud Authorisation de

Prospection (see Figure 3) covers 3,027 km² and hosts hematite in conventional Banded Iron Formations (BIF). It is directly south of the internationally-recognised Belinga Iron Ore Deposit (not held by IronRidge), and 150 km from the Trans-Gabonese rail line. The tenement contains several targets evident from magnetic anomalies and preliminary exploration, and the potential for an initial direct shipping (DSO) project.

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REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

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Figure 3: Belinga Sud Project, Gabon, West Africa

The two Tchibanga Authorisations de Prospection (see Figure 4) covers 3,337 km² and are along strike from known iron occurrences. The area has not been subject to any “modern era” exploration. The tenement is proximate to the port of Mayumba.

During the year IronRidge acquired Falcon Gravity Data in the Tchibanga area. Sampling and mapping has confirmed a correlation of the characteristic signatures provided by magnetics, gravity and topography data, including the ability to differentiate between hematite and magnetite resources. Based on the Falcon data IronRidge secured an additional 1,400 km[2] exploration licence application giving 100% tenure over the gravity data area (see Figure 5). Noting a strong magnetic and gravity response similar to the known Milingui Iron Ore

deposit to the north west of the Tchibanga Permit, IronRidge completed an initial field exploration program in the Mont Pele area in the south eastern sector of the Tchibanga Permit. This confirmed the presence of hematite grading up to 62% in banded iron formations (BIF) over a conservative 10 km strike length[6] .

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Figure 4: Tchibanga Project, Gabon, West Africa

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

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Figure 5: Tchibanga – Exploration Permits and Falcon Gravity Data Coverage

A review of earlier work on the Quaggy Prospect has led to a change in exploration focus and securing two additional exploration tenements further north at Glencoe. Quaggy presents a strong magnetic feature that can be traced under the overlying laterite and alluvial cover. Soil cover (derived from the underlying gabbro) to the east is strongly anomalous in copper, nickel, cobalt and associated platinum group metals. As shown in Figure 7, these sit over SAM conductors which are stronger to the west at the limit of the survey. The combination of geology, soil geochemistry and underlying conductors demonstrates a potential for a new nickel district similar to that recently discovered by Sirius Resources NL (Nova Prospect) in Western Australia. The Glencoe prospect to the north of Quaggy presents an even stronger magnetic layered gabbro feature with known Cu, Ni and PGMs than at Quaggy.

IronRidge’s exploration tenements in Australia are shown in Figure 6. They are clustered in two groups in the area west of Mundubbera in Queensland.

The southern group centered around Monogorilby is prospective for TiO2, with accompanying Fe and Al2O3. A drilling program undertaken in late 2011 at Monogorilby revealed that the top 11 metres of the deposit is extensive and homogeneous, averaging >4.5% TiO2 (max value 13.8%). X-Ray Diffraction (XRD) analysis indicates the mineralogy of the titanium to be rutile and titanium associated with goethite, and preliminary metallurgical test results produced an intermediate product that may be suitable for hydrometallurgical processing[7] .

In late 2012 an extensive auger drilling program confirmed a much larger and thicker quantity of titanium rich tuff underlay the harder laterite material tested in the 2011 drilling program. A program to test metallurgical recovery of the titanium is being undertaken.

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REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

IronRidge is continuing to pursue its ambitions for a stock market listing via an IPO or merger.

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Figure 6: IronRidge Resources EPMs and Projects in Queensland

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Figure 7: Peak SAM conductors and soil geochemistry at Quaggy (shown over magnetic image)

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

porphyries occur nearby at The Springs and Euri Creek. These are exposed at a slightly deeper level than at Stockyard and have stronger surface exposures.

Archer Resources Limited

Archer is focused on the discovery and development of porphyry copper gold silver molybdenum deposits in Eastern Australia. The company has 6 key project areas in eastern Qld – Mt Abbot, Gayndah and Calgoa (which already host encouraging drill intersections) and Drummond North, Pinnacles and Great Blackall (see Figure 8).

At the Three Sisters Prospect on EPM 19379 (north of Calgoa) Archer has reexamined a high level argillic altered system of mineralised breccia pipes. Rock and soil sampling at Three Sisters has also revealed a second Mo Cu Au target area that was never previously recognised.

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The Calgoa EPM 18451 covers two large porphyry copper systems, Marodian and Mt Suthers-Bullock Creek. Additionally, the EPM covers two large areas of gold only mineralisation associated with diorite porphyries – historically the Yorkeys and Colo goldfields.

Marodian is probably the largest untested copper molybdenum gold porphyry system in the south west Pacific. Within the 30 – 40 km² Cu Mo and Au zone (see Figure 10) there are widespread areas of breccia vein stockworks and disseminations of generally low grade but with locally richer patches that have supported small underground mines in the past. Historical surface geochemistry is incomplete, covering less than half the system, and rarely tested for gold. Porphyry copper deposits are normally tested with holes of 300m or deeper (due to the scale of the deposits) but no holes at Marodian are deeper than 100m and almost all are less than 60m. The deepest previous drilling (by the Qld Government) tested the underground workings around the former Lug I Noor mine at the western extremity of the Marodian system. These holes gave variable results but verified the existence of high grade structures within widespread sub economic grades.

Figure 8: Map showing location of Archer Resources exploration tenements in Eastern Queensland

The Mount Abbott Project area (west of Bowen, Qld) lies 30 km northeast along the strike trend of the recent high sulphidation Cu Au Ag discovery at Mount Carlton (Evolution). There are three porphyry copper moly gold centres known and all are believed to offer improving grades at depth.

DGR Global has shareholder approval to transfer an EL in the Central Lachlan Fold Belt near Bathurst, NSW to Archer Resources. This EL contains an exciting goldsilver Project at Caloola. The deepest historic drill hole CP10 stopped in mineralisation at 96m, later assaying 14m of 3.86 g/t Au from 82 metres.

As shown in Figure 9, the largest porphyry target is at Stockyard Creek where copper and moly is exposed only in the lowest topography, nestled between extensive hills of silica clay altered breccias. Two other

11 Annual Report 2014 | DGR Global

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REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

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Figure 9: Location of the main prospects within the Mt Abbott Project Area (showing some historical exploration assays)

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Figure 10: Marodian Cu Mo Au system targets (with historical soil chemistry)

Archer Resources is continuing to pursue its ambitions for a stock market listing via an IPO or merger.

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

DGR Zambia Limited

west of the traditionally recognised Zambian copper belt. It is immediately adjacent to the Lumwana Mine (Barrick) and contains historic copper occurrences.

Following the identification of 11 potential target areas, a local subsidiary DGR Zambia was incorporated to facilitate the application for exploration licences. Two licences have been granted (see Figure 11) and significant capital is now required to commence a comprehensive exploration program on each tenement.

Licence 17308-HQ-LPL is much larger, covering 950 km[2] , and is located in central Zambia in the Hook Intrusive Complex (IOCG Province). While a greenfields exploration project (no modern exploration), the licence area abuts Barrick’s (ex: Equinox) Mutapanda Permit area, with Blackthorn Resources Kitumba Prospect to the south of the Barrick licence area.

Licence 1699-HQ-LPL covers 50 km[2] and is located in the central north of Zambia in the ‘Domes’ Region, a new copper belt to the

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Figure 11: Location of Prospecting Licences 16999 and 17308 in Zambia

DGR Global wholly owned subsidiary Hartz Rare Earths Pty Ltd has a growing portfolio of exploration tenements prospective for uranium, gold and rare earths in north-west Queensland. These are held in two Projects areas – Westmoreland and South Boulia – as shown in Figure 12.

Exploration Projects in Development

As highlighted earlier, DGR Global is continually evaluating new exploration projects. These are not announced until such time as an exploration concept has been internally tested and exploration tenements secured to protect the company’s intellectual property.

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REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

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The northern EPMs of the South Boulia Project cover the Toolebuc formation which at this locality has the strongest and largest airborne uranium radiometric anomaly in Queensland (see Figure 13). The southern EPMs cover over 45 kilometres of highly anomalous strike directly along trend from already reported high values of heavy and light Rare Earths – Dysprosium Oxide, Neodymium Oxide, Praseodymium Oxide and Yttrium Oxide, along with high Strontium values. Four of the South Boulia tenements have now been granted, and initial field exploration is planned to be undertaken prior to the next wet season.

Figure 12: Hartz Rare Earths Pty Ltd Project Areas in North West Queensland

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Review of Investments in Listed Companies

Future Developments

DGR Global aims to hold its key positions in the listed resource companies that it has created as the companies mature and development.

As outlined earlier in this review, DGR Global Limited now holds substantial investments in five listed companies. Shareholders should read the Annual Reports of each of these companies which are available on the ASX or on the individual company websites. In summary the DGR Global investments (holdings at 30 June) are:

This review has outlined two unlisted subsidiaries that are prepared for listing within the next year which will bring the number of new companies created to seven.

New projects under development that may well form the basis for new unlisted subsidiaries to proceed to independent listing include applications for exploration permits targeting gold, silver, uranium, rare earths, antimony and chromite.

SolGold plc (LSE: SOLG) DGR 8.4% www.solgold.com.au
Orbis Gold Ltd (ASX: OBS) DGR 15% www.orbisgold.com.au
Aus Tin Mining Ltd (ASX: ANW) DGR 12.5% www.austinmining.com.au
1 SOLG LSE.AIM Release 23/5/12
2 OBS ASX Release 4/8/14
Navaho Gold Ltd (ASX: NVG) DGR 21.5% www.navahogold.com
3 ANW ASX Release 26/8/13
4 AJQ ASX Release 13/8/12
Armour Energy Ltd (ASX: AJQ) DGR 25% www.armourenergy.com.au
5 NVG ASX Release 18/9/14
6 DGR ASX Release 21/10/13
7 DGR ASX Release 31/1/12

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Figure 13: South Boulia Project Area – One of Queensland’s strongest Uranium Anomalies

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DIRECTOR’S REPORT

Your directors submit their report for the year ended 30 June 2014.

Directors

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

William (Bill) Stubbs

Nicholas Mather Brian Moller Vince Mascolo

William (Bill) Stubbs – Non-Executive Chairman

LLB

Mr Stubbs is a lawyer of over 35 years experience and has previously worked with DGR Global CEO Nick Mather on the Boards of numerous emerging globally significant resource companies. He was the co-founder of the legal firm Stubbs Barbeler and has practiced extensively in the area of Commercial Law including Stock Exchange listings and all areas of mining law.

Mr Stubbs has held the position of Director of various public companies over the past 25 years in the mineral exploration and biotech fields. He is also the former Chairman of Alchemia Ltd, and Bemax Resources NL which discovered and developed extensive mineral sands resources in the Murray Basin. He was the founding Chairman of Arrow Energy NL which originally pioneered coal seam gas development in Queensland’s Bowen and Surat Basins from 1998, and is now a world-wide coal seam gas company.

During the past three years Mr Stubbs has also served as a director of the following listed and public companies:

» Armour Energy Ltd
» Lakes Oil NL (appointed 7 February 2012)
» Stradbroke Ferries Ltd
» Coalbank Ltd

Mr Stubbs is a member of the Audit and Risk Committee and the Remuneration and Nomination Committee.

Nicholas Mather – Managing Director and Chief Executive Officer

BSc (Hons, Geol) (Univ. QLD), MAusIMM

Mr Mather has 30 years of experience in exploration and resource company management. His career has taken him to a variety of countries exploring for precious and base metals and fossil fuels. He has focused his attention on the identification of and investment in large resource exploration projects.

Mr Mather was Managing Director of Bemax Resources NL and instrumental in the discovery of the world class Gingko mineral sand deposit in the Murray Basin in 1998. As an Executive Director of Arrow Energy NL, Mr Mather drove the acquisition and business development of Arrow’s large Surat Basin Coal Bed Methane project in South East Queensland. He was Managing Director of Auralia Resources NL, a junior gold explorer before its $23 million merger with Ross Mining NL in 1995. He was also a Non-Executive Director of Ballarat Goldfields NL, having assisted that company in its re-emergence as a significant emerging gold producer.

DIRECTOR’S REPORT

During the past three years Mr Mather has also served as a director of the following listed companies:

» Armour Energy Ltd
» Lakes Oil NL (appointed 7 February 2012)
» Orbis Gold Ltd
» Aus Tin Mining Ltd
» Navaho Gold Ltd
» Bow Energy Ltd (resigned 11 January 2012)
» SolGold plc, which is listed on the London Stock Exchange (AIM)

Brian Moller – Non Executive Director LLB (Hons)

Brian Moller is a corporate partner in the Brisbane based law firm HopgoodGanim. He was admitted as a solicitor in 1981 and has been a partner since 1983. He practices almost exclusively in the corporate area with an emphasis on capital raising, mergers and acquisitions.

He holds an LLB Hons from the University of Queensland and is a member of the Australian Mining and Petroleum Law Association.

Mr Moller acts for many public listed resource and industrial companies and brings a wealth of experience and expertise to the board particularly in the corporate regulatory and governance areas. During the past three years Mr Moller has also served as a director of the following listed companies:

» Aus Tin Mining Ltd
» Platina Resources Ltd
» Navaho Gold Ltd
» SolGold plc, which listed on the London Stock Exchange (AIM)
» Buccaneer Energy Ltd (appointed 2 July 2013, resigned 29 November 2013)
» Aguia Resources Ltd (appointed 18 December 2013)
Mr Moller is a member of the Audit and Risk Committee and the Remuneration and Nomination Committee.
Vincent Mascolo – Non Executive Director

BEng Mining, MAusIMM, MEI Aust

Mr Mascolo is a qualified mining engineer with extensive experience in a variety of fields including, gold and coal mining, quarrying, civil-works, bridge-works, water and sewage treatment and estimating.

Mr Mascolo has completed numerous assignments in the Civil and Construction Industry, including construction and project management, engineering, quality control and environment and safety management. He is also a member of both the Australian Institute of Mining and Metallurgy and the Institute of Engineers of Australia.

Mr Mascolo has not served as a director of any other listed companies in the last 3 years.

Mr Mascolo is a member of the Audit and Risk Committee and the Remuneration and Nomination Committee.

As at the date of this report, the interest of the directors in the shares and options of DGR Global Ltd were:

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NUMBER OF NUMBER OF
ORDINARY OPTIONS
SHARES OVER
ORDINARY
SHARES
William (Bill) Stubbs 1,422,466 2,625,000
Nicholas Mather 55,134,278 4,750,000
Brian Moller 1,883,694 2,625,000
Vince Mascolo 3,569,733 2,000,000
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17 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Company Secretary

Karl Schlobohm – Company Secretary

B.Comm, B.Econ, M.Tax, CA, AICD

Karl Schlobohm is a Chartered Accountant with over 20 years of experience across a wide range of industries and businesses. He has extensive experience with financial accounting, corporate governance, company secretarial duties and board reporting. Prior to joining DGR Global Ltd, Mr Schlobohm was contracted into roles as CFO and/or Company Secretary for a number of ASX-listed resource companies including Linc Energy, Discovery Metals and Meridian Minerals.

He currently acts as the Company Secretary for ASX-listed Armour Energy Ltd, Navaho Gold Ltd, Aus Tin Mining Ltd and LSE (AIM)listed SolGold Plc.

Mr Schlobohm also serves as director of ASX-listed Navaho Gold Ltd.

Principal Activities

The principal activity of the Group during the financial year was mineral exploration. There were no significant changes in the nature of the Group’s principal activities during the financial year.

Dividends Paid or Recommended

There were no dividends paid or recommended during or since the financial year.

Review of Operations

Detailed comments on operations and exploration programs up to the date of this report are included separately in the Annual Report under Review of Operations and Future Developments.

Review of Financial Condition

Capital structure

Ordinary Shares

On 29 July 2013, the Group issued 1,172,580 $0.025 shares to Ord Minett Limited as Nominee for Ineligible Holders pursuant to DGR Global’s Non Renounceable Rights Issue.

On 6 August 2013, the Group issued 65,039,411 $0.025 shares to raise $1,625,985 pursuant to a fully underwritten Non Renounceable Rights Issue and also issued 12,021,658 $0.025 shares to raise $300,541 pursuant to a private placement.

On 30 August 2013 1,709,146 shares were issued at an average price of $0.035, being conversion to equity of interest payable on convertible note for the period 16 November 2012 to 15 November 2013 at the note holder’s election.

On 6 March 2014, 1,160,134 shares were issued at an average price of $0.026, being conversion to equity of interest payable on convertible note for the period 16 November 2013 to 15 May 2014 at the note holder’s election.

Options

On 2 October 2013, 4,634,838 unlisted options exercisable at $0.06, expiring 1 October 2014 were issued to the underwriter of the Company’s rights issue in August 2013.

On 2 December 2013, 12,000,000 unlisted options exercisable at $0.12, expiring 30 November 2016 were issued to directors as remuneration and incentive.

On 29 May 2014, 11,000,000 unlisted options exercisable at $0.12, expiring 29 May 2017 were issued to executives and employees as remuneration and incentive.

DIRECTOR’S REPORT

Position at 30 June 2014 and Position at the Date of this Report

Financial position

The net assets of the Group have increased by $4,971,915 to $35,817,506 as at 30 June 2014 from $30,845,591 as at 30 June 2013. This increase has largely resulted from:

An increase in the carrying value of the Group’s investment holding in Orbis Gold Limited;
An increase in the carrying value of the Group’s investment holding in SolGold Plc;
A decrease in the carrying value of the Group’s investment holding in Armour Energy Limited.

During the past year the Group has continued

investing in its mineral exploration tenements.

Treasury policy

The Group does not have a formally established treasury function. The Board is responsible for managing the Group’s currency risks and finance facilities. The Group does not currently undertake hedging of any kind.

Liquidity and funding

On 8 August 2014, the Group sold 2,464,551 Orbis Gold Ltd shares at $0.38 to raise $936,529.

The Directors are currently involved in a number of discussions with third parties with a view to securing a funding facility of up to $10 million to finance the Group’s generative and development program.

Operating Results

For the year ended 30 June 2014, the Group loss after income tax was $7,251,697 (2013 loss of $4,323,528).

Significant Changes in the State of Affairs

In the opinion of the Directors there were no significant changes in the state of affairs of the Group that occurred during the financial year under review not otherwise disclosed in this report or the financial statements of the Group for the financial year.

Significant Events After Balance Date

On 8 August 2014, the Group sold 2,464,551 Orbis Gold Ltd shares at $0.38 to raise $936,529.

The Directors are not aware of any other significant changes in the state of affairs of the Group or events after the balance date that would have a material impact on the consolidated financial statements.

Future Developments

Likely developments in the operations of the Group and the expected results of those operations in subsequent financial years have been discussed where appropriate in the Annual Report under Review of Operations and Future Developments.

Environmental Regulation and Performance

The Group is subject to environmental regulation in relation to its exploration activities. The Group has conducted an extensive review of the environmental status of the Mining Leases and has estimated the potential costs for future rehabilitation and restoration to be $838,778. There are no matters that have arisen in relation to environmental issues up to the date of this report.

19 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Remuneration Report (Audited)

Remuneration Policy

The performance of the Company depends upon the quality of its Directors and Executives. To prosper, the Company must attract, motivate and retain highly skilled Directors and Executives.

The Remuneration and Nomination Committee of the Board of Directors is responsible for determining and reviewing compensation arrangements for the Directors and the Executive team. The Remuneration and Nomination Committee assesses the appropriateness of the nature and amount of remuneration of such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and Executive team. Such officers are given the opportunity to receive their base remuneration in a variety of forms including cash and fringe benefits. It is intended that the manner of payments chosen will be optimal for the recipient without creating undue cost for the Company. Further details on the remuneration of Directors and Executives are set out in this Remuneration Report.

The Company aims to reward the Executive Director and Senior Management with a level and mix of remuneration commensurate with their position and responsibilities within the Company. The Board’s policy is to align Director and Executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering long-term incentives. During the year the Group did not engage the services of Remuneration consultants.

In accordance with best practice corporate governance, the structure of Non-Executive Director and Executive Director and Senior Management remuneration is separate and distinct.

Non-Executive Director Remuneration

The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders. The Company’s specific policy for determining the nature and amount of remuneration of Board members of the Company is as follows:

The Constitution of the Company provides that the Non-Executive Directors are entitled to remuneration as determined by the Company in general meeting to be apportioned among them in such manner as the Directors agree and, in default of agreement, equally. The aggregate remuneration currently determined by the Company is $350,000 per annum. Additionally, Non-Executive Directors are entitled to be reimbursed for properly incurred expenses.

If a Non-Executive Director performs extra services, which in the opinion of the Directors are outside the scope of the ordinary duties of the Director, the Company may remunerate that Director by payment of a fixed sum determined by the Directors in addition to or instead of the remuneration referred to above. However, no payment can be made if the effect would be to exceed the maximum aggregate amount payable to Non-Executive Directors. A Non-Executive Director is entitled to be paid travelling and other expenses properly incurred by them in attending Director’s or general meetings of the Company or otherwise in connection with the business of the Company.

All Directors have the opportunity to qualify for participation in the Directors’ and Executive Officers’ Option Plan, subject to the approval of shareholders.

The remuneration of Non-Executive Directors for the year ended 30 June 2014 is detailed in this Remuneration Report.

DIRECTOR’S REPORT

Executive Director and Senior Management Remuneration

The Company aims to reward the Executive Director and Senior Management with a level and mix of remuneration commensurate with their position and responsibilities within the Company and so as to:

reward Executives for company and individual performance against targets set by reference to appropriate benchmarks;
align the interests of Executives with those of shareholders;
link reward with the strategic goals and performance of the Company; and
ensure total remuneration is competitive by market standards.

The remuneration of the Executive Director and Senior Management may from time to time be fixed by the Board. The remuneration will comprise a fixed remuneration component and also may include offering specific short and long-term incentives, in the form of:

performance based salary increases and/ or bonuses; and/or
the issue of options.

During 2014 there were no performance based salary increases or bonuses paid and no options issued that were performance related.

All Directors and Executives have the opportunity to qualify for participation in the Directors’ and Executive Officers’ Option Plan, subject to the approval of shareholders. All employees have the opportunity to qualify for participation in the DGR Global Employee Share Option Plan.

The remuneration of the Executive Director and Senior Management for the year ended 30 June 2014 is detailed in this Remuneration Report.

Relationship between Remuneration and Company Performance

The Company and its subsidiaries’ principal activity is mineral exploration and accordingly does not generate any revenues from operations and historically has generated losses.

The Company listed on the ASX on 21 August 2003. The following table shows the share price at the end of the financial year for the Company for the last five (5) years:

2010 2011 2012 2013 2014 Share price $0.04 $0.10 $0.06 $0.024 $0.03 at year end

During the year ended 30 June 2014 the market price of the Company’s ordinary shares ranged from a low of $0.023 to a high of $0.057.

There were no dividends paid during the 5 year period.

As the Company is still in the exploration and development stage, the link between remuneration, company performance and shareholder wealth is tenuous. Share prices are subject to the influence of metals prices and market sentiment toward the sector, and as such increases or decreases may occur quite independent of Executive performance or remuneration.

Employment Contracts

It is the Board’s policy that employment agreements are entered into with all Executive Directors, Executives and employees. Contracts do not provide for pre-determining compensation values or method of payment. Rather the amount of compensation is determined by the Board in accordance with the remuneration policy set out above.

21 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

The current employment agreement with the Managing Director has a notice period of three (3) months. All other Executive employment agreements have a one month notice period. No current employment contracts contain early termination clauses. The terms of appointment for NonExecutive Directors are set out in letters of appointment.

Under the terms of the present contract:

Both DGR Global Ltd and Samuel Capital Pty Ltd are entitled to terminate the contract upon giving three (3) months written notice;
DGR Global Ltd is entitled to terminate the agreement upon the happening of various events in respect of Samuel Capital Pty Ltd’s solvency or other conduct or if Nicholas Mather ceases to be a Director of DGR Global Ltd;

Key Management Personnel are entitled to their statutory entitlements of accrued annual leave and long service leave together with any superannuation on termination. No other termination payments are payable.

The contract provides for a six monthly review of performance by DGR Global Ltd. The Company currently has not set any specific KPIs.

Managing Director

There is no termination payment provided for in the Executive Service Contract with Samuel Capital Pty Ltd.

DGR Global Ltd has an agreement with Samuel Capital Pty Ltd, an entity associated with Nicholas Mather and Nicholas Mather for the provision of certain consultancy services. Samuel Capital Pty Ltd will provide Nicholas Mather as the managing Director of DGR Global Ltd for a base fee of $199,413 per annum. There is no fixed term specified in this agreement.

Senior Management

Employment contracts entered into with senior management contain the following key terms:

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EVENT COMPANY POLICY
Performance based salary increases and/or bonuses Board discretion
Short and long-term incentives, such as options Board discretion
Resignation/ notice period 1 – 3 months
Serious misconduct Company may terminate at any time
Payouts upon resignation or termination, outside industrial regulations None
(i.e. ‘golden handshakes’)
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The following persons were Senior Executives of the Company:

Details of Key Management Personnel

Greg Runge General Manager

(i) Directors

Karl Schlobohm Company Secretary

Bill Stubbs Nicholas Mather Brian Moller

Priy Jayasuriya Chief Financial Officer Barry Stoffell Chief Geologist, New Opportunities Group Amanda Geard Business Generation, New Opportunities Group Neil Wilkins Exploration Manager

Vincent Mascolo

(ii) Other Key Management Personnel

DIRECTOR’S REPORT

Remuneration Details

Remuneration of Key Management Personnel

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DIRECTORS SHORT TERM BENEFITS POST- SHARE BASED TOTAL CONSISTING CONSISTING OF
EMPLOYMENT PAYMENTS EQUITY OF OPTIONS PERFORMANCE
SETTLED RELATED
SALARY & CASH OTHER SUPERANNUATION OPTIONS SHARES
FEES BONUS
$ $ $ $ $ $ $ % %
Bill Stubbs
2014 70,000 - 7,146 - 41,627 - 118,773 35% -
2013 70,000 - 9,901 - - - 79,901 - -
Nicholas Mather
2014 328,580 - 12,846 - 94,733 - 436,159 22% -
2013 199,413 - 15,601 - - - 215,014 - -
Brian Moller
2014 50,000 - 7,146 - 41,627 - 98,773 42% -
2013 50,000 - 9,901 - - - 59,901 - -
Vince Mascolo
2014 292,500 - 7,146 - 70,533 215,200 585,379 12% -
2013 50,000 - 9,901 - - - 59,901 - -
Sub-total remuneration
2014 741,080 - 34,284 - 248,520 215,200 1,239,084
2013 369,413 - 45,304 - - - 414,717
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23 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Remuneration Details (continued)

Remuneration of Key Management Personnel

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OTHER KEY SHORT TERM BENEFITS POST- SHARE BASED TOTAL CONSISTING CONSISTING OF
MANAGEMENT EMPLOYMENT PAYMENTS EQUITY OF OPTIONS PERFORMANCE
PERSONNEL SETTLED RELATED
SALARY & CASH OTHER SUPERANNUATION OPTIONS SHARES
FEES BONUS
$ $ $ $ $ $ $ % %
Greg Runge
2014 147,354 - 12,846 13,630 33,170 - 207,000 16% -
2013 160,692 - 5,700 14,462 - - 180,854 - -
Karl Schlobohm
2014 170,000 - 7,146 - 33,170 - 210,316 16% -
2013 162,916 - 15,601 - - - 178,517 - -
Neil Wilkins
2014 51,275 - - - 26,700 - 77,975 34% -
2013 98,770 - - - - - 98,770 - -
Priy Jayasuriya
2014 211,009 - 12,846 19,518 33,170 - 276,543 12% -
2013 211,009 - 5,700 18,991 - - 235,700 - -
Carlie Rogers [1]
2014 - - - - - - - - -
2013 129,581 - 4,750 11,662 - - 145,993 - -
Amanda Geard
2014 269,936 - - - 61,441 201,375 532,752 12% -
2013 207,885 - - - - - 207,885 - -
Barry Stoffell
2014 269,936 - - - 61,441 201,375 532,752 12% -
2013 207,885 - - - - - 207,885 - -
Sub-total remuneration
2014 1,119,510 - 32,838 33,148 249,092 402,750 1,837,338
2013 1,178,738 - 31,751 45,115 - - 1,255,604
Total remuneration
2014 1,860,590 - 67,122 33,148 497,612 617,950 3,076,422
2013 1,548,151 - 77,055 45,115 - - 1,670,321
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DIRECTOR’S REPORT

Shares and options issued in DGR Global Ltd as part of remuneration for the year ended 30 June 2014

Remuneration Details (continued)

Performance income as a proportion of total remuneration

Shares and options are not issued based on performance criteria, as the Board does not consider this appropriate for a junior exploration company. Options are issued to the majority of key management personnel and executives to align comparative shareholder return and reward for Directors and Executives. There were no shares issued in DGR Global Ltd to Directors or Key Management Personnel during the year. The terms and conditions of the grant of options over ordinary shares affecting remuneration of Directors and other Key Management Personnel in this financial year or future reporting years are as follow:

Performance based bonuses are paid on set monetary figures, rather than proportions of salaries. The remuneration committee has set these bonuses to encourage achievement of specific goals that have been given a high level of importance in relation to the future growth of the consolidated Group.

The remuneration committee will review the performance bonuses to gauge their effectiveness against achievement of the set goals, and adjust future years’ incentives as they see fit, to ensure the most cost effective and efficient methods.

There were no bonus payments made during the year ended 30 June 2014 (2013: nil).

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GRANT VESTING EXPIRY EXERCISE FAIR VALUE
DATE DATE AND DATE PRICE PER OPTION AT
EXERCISABLE GRANT DATE
DATE
Director Options 02/12/2013 02/12/2013 30/11/2016 $0.12 $0.0159
Key Management 29/05/2014 29/05/2014 29/05/2017 $0.12 $0.018
Personnel Options
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1Ms Carlie Rogers resigned as the Business Development Executive effective 24 April 2013.

25 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Remuneration Details (continued)

Options granted carry no dividend or voting rights. There was no amount paid or payable by the recipients.

The number of options over ordinary shares granted to and vested by directors and other key management personnel by as part of compensation during the year ended 30 June 2014 are set out below:

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NUMBER OF OPTIONS GRANTED NUMBER OF OPTIONS VESTED
DURING THE YEAR 2014 DURING THE YEAR 2014
Directors
Bill Stubbs 2,625,000 2,625,000
Nicholas Mather 4,750,000 4,750,000
Brian Moller 2,625,000 2,625,000
Vince Mascolo 2,000,000 2,000,000
Other Key Management Personnel
Greg Runge 1,500,000 1,500,000
Karl Schlobohm 1,500,000 1,500,000
Neil Wilkins 1,500,000 1,500,000
Priy Jayasuriya 1,500,000 1,500,000
Amanda Geard 1,500,000 1,500,000
Barry Stoffell 1,500,000 1,500,000
Total 21,000,000 21,000,000
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All options issued will convert to 1 share in IronRidge Resources Limited on exercise.

DIRECTOR’S REPORT

Remuneration Details (continued)

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VALUE OF VALUE OF VALUE OF REMUNERATION VESTED
OPTIONS OPTIONS OPTIONS CONSISTING OF OPTIONS
GRANTED EXERCISED LAPSED DGR GLOBAL %
DURING DURING DURING LTD OPTIONS FOR
THE YEAR THE YEAR THE YEAR THE YEAR
$ $ $ %
Directors
Bill Stubbs 41,627 - - 35% 100%
Nicholas Mather 75,325 - - 17% 100%
Brian Moller 41,627 - - 42% 100%
Vince Mascolo 31,716 - - 5% 100%
Other Key Management Personnel
Greg Runge 26,700 - - 13% 100%
Karl Schlobohm 26,700 - - 13% 100%
Neil Wilkins 26,700 - - 35% 100%
Priy Jayasuriya 26,700 - - 10% 100%
Amanda Geard 26,700 - - 5% 100%
Barry Stoffell 26,700 - - 5% 100%
Total 350,495 - -
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Shares and options issued in IronRidge Resources Ltd as part of remuneration for the year ended 30 June 2014

Shares and options are not issued based on performance criteria, as the Board does not consider this appropriate for a junior exploration company. Options are issued to the majority of key management personnel and executives to align comparative shareholder return and reward for Directors and executives. During the year ended 30 June 2014, IronRidge Resources, a 46% owned subsidiary, issued 8,060,000 shares to Directors and Key Management Personnel. The terms and conditions of the grant of options over ordinary shares affecting remuneration of directors and other key management personnel in this financial year or future reporting years are as follow:

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GRANT DATE VESTING EXPIRY DATE EXERCISE FAIR VALUE
DATE AND PRICE PER OPTION AT
EXERCISABLE GRANT DATE
DATE
Director Options 31/01/2014 31/01/2014 31/12/2017 £0.25 £0.007
Key Management 31/01/2014 31/01/2014 31/12/2017 £0.25 £0.007
Personnel Options
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27 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Remuneration Details (continued)

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NUMBER OF OPTIONS NUMBER OF OPTIONS NUMBER OF SHARES
GRANTED DURING VESTED DURING THE GRANTED DURING
THE YEAR 2014 YEAR 2014 THE YEAR 2014
Directors
Bill Stubbs - - -
Nicholas Mather 1,500,000 1,500,000 -
Brian Moller - - -
Vince Mascolo 3,000,000 3,000,000 2,690,000
Other Key Management Personnel
-
Greg Runge 500,000 500,000
Karl Schlobohm 500,000 500,000 -
Neil Wilkins - - -
-
Priy Jayasuriya 500,000 500,000
Amanda Geard 2,685,000 2,685,000 2,685,000
Barry Stoffell 2,685,000 2,685,000 2,685,000
Total 11,370,000 11,370,000 8,060,000
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All options issued will convert to 1 share in IronRidge Resources Limited on exercise.

Values of ordinary shares granted to Directors and other Key Management Personnel as part of compensation during the year ended 30 June 2014 are set out below:

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----- Start of picture text -----

VALUE OF SHARES GRANTED DURING THE YEAR
$
Directors
Bill Stubbs -
Nicholas Mather -
Brian Moller -
Vince Mascolo 215,200
Other Key Management Personnel
-
Greg Runge
Karl Schlobohm -
Neil Wilkins -
-
Priy Jayasuriya
Amanda Geard 201,375
Barry Stoffell 201,375
Total 617,950
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DIRECTOR’S REPORT

Remuneration Details (continued)

Values of options over ordinary shares granted, exercised and lapsed for Directors and other Key Management Personnel as part of compensation during the year ended 30 June 2014 are set out below:

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VALUE OF VALUE OF VALUE OF REMUNERATION VESTED
OPTIONS OPTIONS OPTIONS CONSISTING OPTIONS
GRANTED EXERCISED LAPSED OF IRONRIDGE %
DURING DURING DURING RESOURCES LTD
THE YEAR THE YEAR THE YEAR OPTIONS FOR
$ $ $ THE YEAR
%
Directors
Bill Stubbs - - - - -
Nicholas Mather 19,408 - - 4% 100%
Brian Moller - - - - -
Vince Mascolo 38,817 - - 7% 100%
Other Key Management Personnel
Greg Runge 6,470 - - 3% 100%
Karl Schlobohm 6,470 - - 3% 100%
Neil Wilkins - - - - -
Priy Jayasuriya 6,470 - - 2% 100%
Amanda Geard 34,741 - - 7% 100%
Barry Stoffell 34,741 - - 7% 100%
Total 147,117
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No other entity within the group has granted shares or options to the Directors and other Key Management Personnel as part of compensation.

Shares issued on exercise of remuneration options

There were no options exercised into ordinary shares by employees during the year that were previously granted as remuneration. No options were exercised into ordinary shares since the 30 June 2014.

The Board’s current policy does not allow Directors and Executives to limit their risk exposure

in relation to equities or options without the approval of the Board.

29 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Additional disclosures relating key management personnel

Shareholding

The number of shares in the company and controlled subsidiaries held during the financial year by each director and other member of the key management personnel of the consolidated entity, including their personally related parties is set out below:

DGR Global Ltd

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BALANCE AT THE RECEIVED RECEIVED ON OTHER [#] BALANCE AT THE
START OF THE AS PART OF EXERCISE OF END OF THE YEAR
YEAR REMUNERATION OPTIONS
Directors
Bill Stubbs 1,185,389 - - 237,077 1,422,466
Nicholas Mather 45,945,233 - - 9,189,045 55,134,278
Brian Moller 1,730,480 - - 153,214 1,883,694
Vince Mascolo 2,974,778 - - 594,955 3,569,733
Other Key Management Personnel
- -
Greg Runge 4,321,382 1,240,000 5,561,382
Karl Schlobohm 2,415,638 - - 120,000 2,535,638
Neil Wilkins 2,292,857 - - 860,000 3,152,857
- -
Priy Jayasuriya 28,000 40,000 68,000
Amanda Geard - - - - -
- - - - -
Barry Stoffell
Total 60,893,757 - - 12,434,291 73,328,048
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DIRECTOR’S REPORT

Additional disclosures relating key management personnel (continued)

Archer Resources Ltd

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----- Start of picture text -----

BALANCE AT THE RECEIVED RECEIVED ON OTHER BALANCE AT THE
START OF THE AS PART OF EXERCISE OF END OF THE YEAR
YEAR REMUNERATION OPTIONS
Directors
Bill Stubbs - - - - -
Nicholas Mather - - - - -
Brian Moller 100,000 - - - 100,000
Vince Mascolo 100,000 - - - 100,000
Other Key Management Personnel
- - -
Greg Runge 100,000 100,000
Karl Schlobohm - - - - -
Neil Wilkins - - - - -
- - - - -
Priy Jayasuriya
Amanda Geard - - - - -
- - - - -
Barry Stoffell
Total 300,000 - - - 300,000
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There were no shares held nominally at the end of the year.

Other includes the balance of shares held on appointment / resignation, and shares acquired and sold for cash in on-market transactions.

There were no shares held nominally at the end of the year.

31 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Additional disclosures relating key management personnel (continued)

IronRidge Resources Ltd

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BALANCE AT THE RECEIVED RECEIVED ON OTHER [#] BALANCE AT THE
START OF THE AS PART OF EXERCISE OF END OF THE YEAR
YEAR REMUNERATION OPTIONS
Directors
Bill Stubbs - - - - -
Nicholas Mather - - - 1,303,703 1,303,703
Brian Moller - - - - -
Vince Mascolo 3,317,000 2,690,000 - 1,903,291 7,910,291
Other Key Management Personnel
- -
Greg Runge 400,000 100,000 500,000
Karl Schlobohm 200,000 - - 92,500 292,500
Neil Wilkins 600,000 - - 60,000 660,000
- - - - -
Priy Jayasuriya
Amanda Geard - 2,685,000 - - 2,685,000
- - -
Barry Stoffell 2,685,000 2,685,000
Total 4,517,000 8,060,000 - 3,459,494 16,036,494
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Net Change Other includes the balance of shares held on appointment There were no shares held nominally at the / resignation, and shares acquired and sold for cash (Company not listed) on similar terms and conditions to other shareholders. end of the year.

Pinnacle Gold Pty Ltd

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----- Start of picture text -----

BALANCE AT THE RECEIVED RECEIVED ON OTHER BALANCE AT THE
START OF THE AS PART OF EXERCISE OF END OF THE YEAR
YEAR REMUNERATION OPTIONS
Directors
Bill Stubbs 200,000 - - - 200,000
Nicholas Mather 200,000 - - - 200,000
Brian Moller - - - - -
Vince Mascolo 200,000 - - - 200,000
Other Key Management Personnel
- - -
Greg Runge 500,000 500,000
Karl Schlobohm 100,000 - - - 100,000
Neil Wilkins 400,000 - - - 400,000
- - -
Priy Jayasuriya 50,000 50,000
Amanda Geard - - - - -
- - - - -
Barry Stoffell
Total 1,650,000 - - - 1,650,000
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DIRECTOR’S

REPORT

Additional disclosures relating key management personnel (continued)

Option holding

The number of options over ordinary shares in the company and controlled subsidiaries held during the financial year by each director and other members of key management personnel of the consolidated entity, including their personally related parties, is set out below:

DGR Global Ltd

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BALANCE GRANTED AS EXERCISED OTHER BALANCE VESTED AT VESTED AND VESTED AND
AT THE REMUNERATION AT THE END THE END OF EXERCISABLE UNEXERCISABLE
START OF OF THE THE YEAR AT THE END AT THE END OF
THE YEAR YEAR OF THE YEAR THE YEAR
Directors
Bill Stubbs 3,500,000 2,625,000 - (3,500,000) 2,625,000 2,625,000 2,625,000 -
Nicholas Mather 6,500,000 4,750,000 - (6,500,000) 4,750,000 4,750,000 4,750,000 -
Brian Moller 3,500,000 2,625,000 - (3,500,000) 2,625,000 2,625,000 2,625,000 -
Vince Mascolo 2,500,000 2,000,000 - (2,500,000) 2,000,000 2,000,000 2,000,000 -
Other Key Management Personnel
- -
Greg Runge 1,250,000 1,500,000 (1,250,000) 1,500,000 1,500,000 1,500,000
Karl Schlobohm 2,500,000 1,500,000 - (2,500,000) 1,500,000 1,500,000 1,500,000 -
Neil Wilkins 1,250,000 1,500,000 - (1,250,000) 1,500,000 1,500,000 1,500,000 -
- -
Priy Jayasuriya 1,550,000 1,500,000 (1,250,000) 1,800,000 1,800,000 1,800,000
Amanda Geard 2,500,000 1,500,000 - - 4,000,000 4,000,000 4,000,000 -
- - -
Barry Stoffell 2,500,000 1,500,000 4,000,000 4,000,000 4,000,000
Total 27,550,000 21,000,000 - (22,250,000) 26,300,000 26,300,000 26,300,000 -
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There were no shares held nominally at the end of the year.

33 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Additional disclosures relating key management personnel (continued)

Archer Resources Ltd

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BALANCE AT GRANTED AS EXERCISED OTHER BALANCE AT VESTED AT VESTED AND VESTED AND
THE START REMUNERATION THE END OF THE END OF EXERCISABLE UNEXERCISABLE
OF THE YEAR THE YEAR THE YEAR AT THE END OF AT THE END OF
THE YEAR THE YEAR
Directors
Bill Stubbs - - - - - - - -
Nicholas - - - - - - - -
Mather
Brian Moller - - - - - - - -
Vince - - - - - - - -
Mascolo
Other Key Management Personnel
- - - - - - - -
Greg Runge
Karl 300,000 - - - 300,000 300,000 300,000 -
Schlobohm
Neil Wilkins - - - - - - - -
- - - - - - - -
Priy
Jayasuriya
Amanda - - - - - - - -
Geard
- - - - - - - -
Barry Stoffell
Total 300,000 - - - 300,000 300,000 300,000 -
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Additional disclosures relating key management personnel (continued)

IronRidge Resources Ltd

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----- Start of picture text -----

BALANCE AT GRANTED AS EXERCISED OTHER BALANCE AT VESTED AT VESTED AND VESTED AND
THE START REMUNERATION THE END OF THE END OF EXERCISABLE UNEXERCISABLE
OF THE YEAR THE YEAR THE YEAR AT THE END AT THE END OF
OF THE YEAR THE YEAR
Directors
Bill Stubbs - - - - - - - -
Nicholas - 1,500,000 - - 1,500,000 1,500,000 1,500,000 -
Mather
Brian Moller - - - - - - - -
Vince - 3,000,000 - - 3,000,000 3,000,000 3,000,000 -
Mascolo
Other Key Management Personnel
- - - -
Greg Runge 500,000 500,000 500,000 500,000
Karl - 500,000 - - 500,000 500,000 500,000 -
Schlobohm
Neil Wilkins - - - - - - - -
- - - -
Priy 500,000 500,000 500,000 500,000
Jayasuriya
Amanda - 2,685,000 - - 2,685,000 2,685,000 2,685,000 -
Geard
- - - -
Barry Stoffell 2,685,000 2,685,000 2,685,000 2,685,000
Total - 11,370,000 - - 11,370,000 11,370,000 11,370,000 -
----- End of picture text -----

35 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Additional disclosures relating key management personnel (continued)

Pinnacle Gold Pty Ltd

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----- Start of picture text -----

BALANCE AT GRANTED AS EXERCISED OTHER BALANCE AT VESTED AT VESTED AND VESTED AND
THE START OF REMUNERATION THE END OF THE END OF EXERCISABLE UNEXERCISABLE
THE YEAR THE YEAR THE YEAR AT THE END AT THE END OF
OF THE YEAR THE YEAR
Directors
Bill Stubbs - - - - - - - -
Nicholas - - - - - - - -
Mather
Brian Moller - - - - - - - -
Vince - - - - - - - -
Mascolo
Other Key Management Personnel
- - - - - - - -
Greg Runge
Karl - - - - - - - -
Schlobohm
Neil Wilkins - - - - - - - -
- - - - - - - -
Priy
Jayasuriya
Amanda - - - - - - - -
Geard
- - - - - - - -
Barry
Stoffell
Total - - - - - - - -
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DIRECTOR’S REPORT

Other transactions with Key Management Personnel

i. Mr Brian Moller (a Director), is a partner in the firm Hopgood Ganim Lawyers. Hopgood Ganim Lawyers were paid $331,973 (2013: $118,303) for the provision of legal services to the Group during the year. The services were based on normal commercial terms and conditions. At 30 June 2014 there was a balance of $258,991 owing (2013: $93,091) included within current liabilities.
ii. Samuel Holdings Pty Ltd, an entity associated with Nicholas Mather (a Director), during the prior year purchased a motor vehicle from the Group. The consideration for the motor vehicle was $16,500 and was based on normal commercial terms and conditions. No other transactions occurred with the related entity during the year ended 30 June 2014.
iii. Mather Investments Pty Ltd, an entity associated with Nicholas Mather (a Director), during the year underwrote the Group’s Non Renounceable Rights Issue. The consideration for the service under the underwriting agreement was cash payment of 7% of the raising, being $115,871 and the issue of 4,634,838 options exercisable at $0.06, expiring 1 October 2014.
iv. On 28 February 2014, BillTed Investments, an entity associated with DGR Global Chairman Mr Bill Stubbs provided a secured loan for $500,000 at an interest rate of 12% per annum. The loan is secured by 2,816,901 Orbis Gold Ltd shares and is repayable by 1 October 2014. A total of $24,658 interest was accrued and paid during the year ended 30 June 2014.
v. On 5 March 2014, Mather Investments, an entity associated with DGR Global CEO and Managing Director Mr Nicholas Mather provided a secured loan for $200,000 at an interest rate of 12% per annum. The loan is secured by 1,126,760 Orbis Gold Ltd shares and is repayable by 1 October 2014. A total of $7,890 interest was accrued and paid during the year ended 30 June 2014.

(End of Remuneration Report)

Loans to Directors and Key Management Personnel

There were no loans made, guaranteed or secured to Directors and Key Management Personnel by the entity or any of it’s controlled entities.

37 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Directors’ Meetings

The number of meetings of Directors held during the period and the number of meetings attended by each Director were as follows:

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BOARD AUDIT & RISK REMUNERATION &
MANAGEMENT COMMITTEE NOMINATION COMMITTEE
NUMBER OF MEETINGS NUMBER OF MEETINGS NUMBER OF MEETINGS
MEETINGS ATTENDED MEETINGS ATTENDED MEETINGS ATTENDED
HELD WHILE HELD WHILE HELD WHILE
IN OFFICE IN OFFICE IN OFFICE
Nicholas Mather 10 10 N/A N/A N/A N/A
Bill Stubbs 10 10 2 2 - -
Brian Moller 10 10 2 2 - -
Vince Mascolo 10 8 2 1 - -
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DIRECTOR’S REPORT

At the date of this report, the unissued ordinary shares of Archer Resources Ltd under option are as follows:

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----- Start of picture text -----

GRANT DATE DATE OF EXPIRY EXERCISE PRICE NUMBER UNDER
OPTION
15 December 2010 31 December 2014 $0.20 15,000,000
30 June 2011 31 December 2014 $0.20 300,000
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At the date of this report, the unissued ordinary shares of IronRidge Resources Ltd under option are as follows:

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----- Start of picture text -----

GRANT DATE DATE OF EXPIRY EXERCISE PRICE NUMBER UNDER
OPTION
31 January 2014 31 December 2017 £0.25 13,270,000
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Indemnification and Insurance of Directors, Officers and Auditors

Each of the Directors and Secretary of the Company has entered into a Deed with the Company whereby the Company has provided certain contractual rights of access to books and records of the Company to those Directors. The Company has insured all of the Directors of DGR Global Ltd. The contract of insurance prohibits the disclosure of the nature of the liabilities covered and amount of the premium paid. The Corporations Act does not require disclosure of the information in these circumstances.

The Company has not indemnified or insured its auditor.

No option holder has any right under the options to participate in any other share issue of the Company or any other entity.

Proceedings on Behalf of the Company

No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purposes of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year.

Options

At the date of this report, the unissued ordinary shares of DGR Global Ltd under option are as follows:

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----- Start of picture text -----

GRANT DATE DATE OF EXPIRY EXERCISE PRICE NUMBER UNDER
OPTION
28 February 2012 28 February 2015 $0.28 300,000
25 April 2012 25 April 2015 $0.28 5,000,000
2 October 2013 1 October 2014 $0.06 4,634,838
2 December 2013 30 November 2016 $0.12 12,000,000
29 May 2014 29 May 2017 $0.12 11,000,000
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39 Annual Report 2014 | DGR Global

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DIRECTOR’S REPORT

Non-Audit Services

The following non-audit services were provided by the entity’s auditor BDO Audit Pty Ltd. The Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act. The nature and scope of each type of non-audit service provided means that auditor independence was not compromised.

BDO Audit Pty Ltd received the following amounts for the provision of non-audit services:

Tax services $7,783 Other assurance services related to IPO $9,800

Corporate Governance

In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of DGR Global Ltd support and have adhered to the principles of corporate governance. The Company’s corporate governance statement can be found on page 46.

Auditors Independence Declaration

The Auditor Independence Declaration forms part of the Directors Report and can be found on page 42.

Signed in accordance with a resolution of the Directors.

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Nicholas Mather Managing Director Brisbane Date: 30 September 2014

Competent Persons Statement

The information herein that relates to Exploration Targets and Exploration Results is based on information compiled by Nicholas Mather B.Sc (Hons) Geol., who is a Member of The Australian Institute of Mining and Metallurgy. Mr Mather is employed by Samuel Capital Pty Ltd which provides certain consultancy services including the provision of Mr Mather as the Managing Director of DGR Global Limited (and a director of DGR Global Limited’s subsidiaries).

Mr Mather has more than five years experience which is relevant to the style of mineralisation and type of deposit being reported and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Minerals Resources and Ore Reserves’ (the JORC Code). This public report is issued with the prior written consent of the Competent Person(s) as to the form and context in which it appears.

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41 Annual Report 2014 | DGR Global

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SHAREHOLDER INFORMATION

The number of shareholders holding less than a marketable parcel of shares is 858 (holding a total of 5,393,816 ordinary shares).

Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as follows. The information is current as at 29 September 2014.

(b) Substantial shareholders

The following parties are substantial shareholders in the Company:

(a) Distribution Schedule

Fully Paid Ordinary Shares, and Unlisted Options

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----- Start of picture text -----

ORDINARY SHARES UNLISTED $0.28 OPTIONS UNLISTED $0.28 OPTIONS
EXERCISABLE ON OR EXERCISABLE ON OR
BEFORE BEFORE
28 FEBRUARY 2015 24 APRIL 2015
NUMBER OF NUMBER OF NUMBER OF NUMBER OF NUMBER OF NUMBER OF
HOLDERS SHARES HOLDERS OPTIONS HOLDERS OPTIONS
1 – 1,000 201 16,696 - - - -
1,001 – 5,000 220 701,853 - - - -
5,001 – 10,000 278 2,410,736 - - - -
10,001 – 50,000 537 14,648,996 - - - -
50,001 – 100,000 171 13,655,920
100,001 and over 431 380,728,614 1 300,000 1 5,000,000
Total 1,838 412,162,815 1 300,000 1 5,000,000
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----- Start of picture text -----

NAME NUMBER OF %
SHARES
Nicholas Mather 55,134,278 13.47
Tenstar Trading Limited 43,575,131 10.57
----- End of picture text -----*

Includes indirect holdings

(c) Voting rights

All ordinary shares carry one vote per share without restriction.

(d) Restricted securities

As at the date of this report, there were no restrictions over the Company’s shares.

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UNLISTED $0.12 OPTIONS UNLISTED $0.12 OPTIONS
EXERCISABLE ON OR BEFORE EXERCISABLE ON OR BEFORE
30 NOVEMBER 2016 29 MAY 2017
NUMBER OF NUMBER OF NUMBER OF NUMBER OF
HOLDERS OPTIONS HOLDERS OPTIONS
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over 4 12,000,000 11 11,000,000
Total 4 12,000,000 11 11,000,000
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43 Annual Report 2014 | DGR Global

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SHAREHOLDER INFORMATION

CORPORATE GOVERNANCE STATEMENT

(e) Twenty Largest Holders

The names of the twenty largest holders, in each class of quoted security in DGR Global Ltd are: Ordinary shares:

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----- Start of picture text -----

1 NICHOLAS MATHER & JUDITH MATHER 41,310,000 10.02%
2 TENSTAR TRADING LTD 38,072,786 9.24%
3 BT PORTFOLIO SERVICES LIMITED 16,700,000 4.05%
4 UBS WEALTH MANAGEMENT AUSTRALIA NOMINEES PTY LTD 14,766,339 3.58%
5 GURRAVEMBI INVESTMENTS PTY LTD 9,000,000 2.18%
6 MATHER FOUNDATION LIMITED 7,020,788 1.70%
7 MR YEE TECK TEO 6,179,172 1.50%
8 SAMUEL HOLDINGS PTY LTD 5,897,084 1.43%
9 TENSTAR TRADING LIMITED 5,502,345 1.33%
10 KHUMBU PTY LTD 5,321,428 1.29%
11 WADLEY BICKLE PTY LTD 5,142,856 1.25%
12 MR GUY LANCE JONES 4,537,500 1.10%
13 MR JEFFREY DOUGLAS PAPPIN 3,800,000 0.92%
14 LIMITS PTY LIMITED 3,600,000 0.87%
15 MR VINCENT DAVID MASCOLO 3,569,733 0.87%
16 PINEGOLD PTY LTD 3,553,850 0.86%
17 MR ANDREW THOMAS GLADMAN 3,530,000 0.86%
18 FORTUNATO PTY LTD 3,491,072 0.85%
19 DR LEON EUGENE PRETORIUS 3,222,727 0.78%
20 ASCRY PTY LTD 3,152,857 0.76%
Top 20 187,370,537 45.46%
Total 412,162,815 100.00%
----- End of picture text -----

The Board of Directors of DGR Global Ltd is responsible for the corporate governance of the Company. The Board guides and monitors the business and affairs of DGR Global Ltd on behalf of the shareholders by whom they are elected and to whom they are accountable.

DGR Global Ltd’s Corporate Governance Statement is structured with reference to the Australian Stock Exchange (“ASX”) Corporate Governance Council’s (the “Council”) “Corporate Governance Principles and Recommendations, 2nd Edition”, which are as follows:

Principle 1 Lay solid foundations for management and oversight Principle 2 Structure the Board to add value

Principle 3

Promote ethical and responsible decision making

Safeguard integrity in financial reporting
Principle 4
Principle 5
Make timely and balanced disclosure
Principle 6 Respect the rights of shareholders
Principle 7 Recognize and manage risk Principle 8 Remunerate fairly and responsibly

A copy of the eight Corporate Governance Principles and Recommendations can be found on the ASX’s website.

Any departures to the Council’s best practice recommendations as at the date of this report, or throughout the year ended 30 June 2014, are set out below.

Board

The Board has adopted a formal Board charter that outlines the roles and responsibilities of Directors and senior Executives. The Board Charter has been made publicly available on the Company’s website.

The skills, experience and expertise relevant to the position of Director held by each Director on office at the date of the Annual Report is included in the Director’s Report. Corporate Governance Council Recommendation 2.1 requires a majority of the Board should be independent Directors. The Corporate Governance Council defines and independent Director as a Non-Executive Director who is not a member of management and who is free of any business or other relationship that could materially interfere with – or could reasonably be perceived to materially interfere with – the independent exercise of their judgment.

In the context of Director independence, “materiality” is considered from both the Company and the individual Director perspective. The determination of materiality requires consideration of both quantitative and qualitative elements. An item is presumed to be quantitatively immaterial if it is equal or less than 10% of the appropriate base amount. It is presumed to be material (unless there is qualitative evidence to the contrary) if it is equal to or greater than 10% of the appropriate base amount. Qualitative factors considered included whether a relationship is strategically important, the competitive landscape, the nature of the relationship and the contractual or other arrangements governing it and other factors which point to the actual ability of the Director in question to shape the direction of the Company’s loyalty.

Factors that may impact on a Director’s independence are considered each time the Board meets.

45 Annual Report 2014 | DGR Global

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CORPORATE GOVERNANCE STATEMENT

At the date of this report:

In accordance with the Council’s definition of independence above, and the materiality thresholds set, the following Directors are considered to be independent:

Name Position

Bill Stubbs Non-Executive Chairman Vince Mascolo Non-Executive Director

In accordance with the Council’s definition of independence above, and the materiality thresholds set, the following Directors are not considered to be independent:

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----- Start of picture text -----

NAME POSITION REASON FOR NON-COMPLIANCE
Nicholas Mather Executive Director Mr Mather is employed by the Company in an Executive
capacity
Brian Moller Non-Executive Director Mr Moller is a principal of a material professional advisor to
the Company
----- End of picture text -----

The term in office held by each Director in office at the date of this report is as follows:

For the whole of the current year, half of the Board were considered independent. DGR Global Ltd considers industry experience and specific expertise, as well as general corporate experience, to be important attributes of its Board members. The Directors noted above have been appointed to the Board of DGR Global due to their considerable industry and corporate experience. The Board believes that the Company is not currently of a sufficient size to warrant the inclusion of more independent Directors.

Term in office

Name

Nicholas Mather Bill Stubbs Brian Moller Vincent Mascolo

12 years, 11 months 4 years, 9 months 12 years, 1 month 11 years, 7 months

Trading Policy

The Directors of the Company are subject to a number of restrictions in relation to them dealing in Shares of the Company, all of which are incorporated in a Trading Policy which is part of the Company’s Corporate Governance Policies and Procedures. Directors can only deal in Shares in the Company during certain periods or in certain circumstances (e.g. a bonus issue), and then only after receiving written clearance for the intended transaction from the Chairman of the Board.

There are procedures in place, agreed by the Board, to enable Directors, in furtherance of their duties, to seek independent professional advice at the Company’s expense.

CORPORATE GOVERNANCE STATEMENT

The members of the Audit and Risk Management Committee for the whole of the year, and to the date of this report are as follows:

Remuneration and Nomination Committees

The Board has established a Remuneration and Nomination Committee to:

Vincent Mascolo (chairman of Audit and Risk Management Committee)
Discharge the Board’s responsibilities in relation to remuneration of the Company’s Executives; and
Brian Moller
Bill Stubbs
Determine the state of Director Nominees for election to the Board, to identify and recommend candidates to fill casual vacancies.

Recommendation 4.2 requires that the composition of audit committees comprise a majority of independent Directors and that the committee have at least three members. At all times during the year ended 30 June 2014 and until the date of this report, the Company did not satisfy these requirements, as Mr Moller is technically not considered “independent” as outlined above. The Board considers this matter immaterial to the conduct and good governance practices of the committee.

For the whole of the year, the Remuneration and Nomination Committee comprised all three Non-Executive Directors.

During the financial year there was no cause for the Remuneration and Nomination Committee to meet.

Audit and Risk Management Committee

For additional details of Directors’ attendance at Board and Audit and Risk Management Committee meetings and to review the qualifications of the members of the Audit and Risk Management Committee, please refer to the Directors’ Report.

The Board has established an Audit and Risk Management Committee, which operates under a charter approved by the Board. It is the Board’s responsibility to ensure that an effective internal control framework exists within the entity. This includes internal controls to deal with both the effectiveness and efficiency of significant business processes, the safeguarding of assets, the maintenance of proper accounting records, and the reliability of financial information as well as non-financial considerations such as the benchmarking of operational key performance indicators. The Board has delegated the responsibility for the establishment and maintenance of a framework of internal control and ethical standards for the management of the Group to the Audit and Risk Management Committee.

The Audit and Risk Management Charter has been made publicly available on the Company’s website.

Risk Management

The Company has developed a basic framework for risk management and internal compliance and control systems which cover organizational, financial and operational aspects of the Company’s affairs. Further detail of the Company’s risk management policies can be found under the Role of the Audit and Risk Management Committee available as part of the Company’s Corporate Governance Policies (www.dgrglobal.com.au).

The Committee also provides the Board with additional assurance regarding the reliability of financial information for inclusion in the financial reports. All members of the audit committee are Non-Executive Directors.

47 Annual Report 2014 | DGR Global

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CORPORATE GOVERNANCE STATEMENT

Recommendation 7.2 requires that the Board disclose that management has reported to it as to the effectiveness of the Company’s management of its material business risks. Business risks are considered regularly by the Board and management. A formal report as to the effectiveness of the management of the Company’s material business risks has not been provided to the Board and is not considered necessary for the size and nature of the Company’s current activities.

Remuneration

It is the Company’s objective to provide maximum stakeholder benefit from the retention of a high quality Board and Executive team by remunerating Director and key Executives fairly and appropriately with reference to relevant and employment market conditions. To assist in achieving this objective, the Board links the nature and amount of Executive Director’s and Officer’s emoluments to the Company’s financial and operations performance. The expected outcomes of the remuneration structure are:

As required by Recommendation 7.3, the Board has received assurances from the Managing Director and Chief Financial Officer that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control and that they system is operating effectively in all material respects in relation to financial reporting risks.

Retention and motivation of key Executives;
Attraction of quality management to the Company;
Performance incentives which allow Executives to share the rewards of the success of the Company.

For details on the amount of remuneration and all monetary and non-monetary components for the Company’s (non-Director) Executives during the year, and for all Directors, please refer to the Remuneration Report within the Directors’ Report. In relation to the payment of bonuses, options and other incentive payments, discretion is exercised by the Board, having regard to the overall performance of the Company and the performance of the individual during the period.

Performance Evaluation

The Remuneration and Nominations Committee considers remuneration and nomination issues annually and otherwise as required in conjunction with the regular meetings of the Board.

The performance of the Board is considered at regular meetings of the Board. No formal performance evaluation of the Directors was undertaken during the year ended 30 June 2014.

CORPORATE GOVERNANCE STATEMENT

The Board believes that the Company is not currently of a sufficient size to warrant the establishment of formal measurable diversity objectives. However, the Company is pleased to report the following statistics in line with the ASX Corporate Governance recommendations:

There is no scheme to provide retirement benefits, other than statutory superannuation, to Non-Executive Directors.

The Board is responsible for determining and reviewing compensation arrangements for the Directors themselves, subject to the Company’s constitution and prior shareholder approvals, and the Executive team. As noted above, the Board has established a Remuneration and Nomination Committee.

Number of Females Nil (0%) at Board Level:

Number of Females 1 (9%) at Executive Level: Number of Female 3 (27%) Employees (including Executives):

Diversity Policy

The Company has established a Diversity Policy in accordance with the ASX Corporate Governance recommendations. The Company recognizes and values the potential competitive advantages associated with diversity (including gender, age, ethnicity and cultural background) and the benefits of its integration throughout the Company.

Other Information

Further information relating to the Company’s corporate governance practices and policies has been made publicly available on the Company’s web site at: www.dgrglobal.com.au

The Company aims to attract, nurture and develop the collective skills and diverse experience and attributes of personnel within the Company.

When the Board considers that the Company to be of sufficient size, having regard to the nature and scale of its operations, it will seek to develop, measure and monitor strategies, initiatives, programs and objectives for the achievement of diversity within its personnel, executives and Board as appropriate.

Notwithstanding its Diversity Policy, the Company will maintain the principal criteria for the selection and promotion of current and prospective employees as their prospect of adding value to the Company and enhancing the probability of the Company achieving its business objectives, having regard to their relative experience, and the nature of the industry in which the Company operates.

49 Annual Report 2014 | DGR Global

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INTEREST IN TENEMENTS

As at the date of this report, the Group has an interest in the following tenements.

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TENURE TYPE, NUMBER CURRENT HOLDER REGISTERED DATE OF EXPIRY
AND NAME INTEREST OF
HOLDER (%)
EPM 19379 Three Sisters Archer Resources Ltd 100 29-Jan-2015
EPM 19411 Drummond North Archer Resources Ltd 100 08-Apr-2016
EPM 19815 Kola South Archer Resources Ltd 100 04-Mar-2016
EPMA 25266 Whitehorse Archer Resources Ltd 100 Under Application
EPMA 25607 Kariboe Creek Archer Resources Ltd 100 Under Application
EPM 15134 Gayndah Barlyne Mining Pty Ltd 100 29-Sep-2015
EPM 18451 Calgoa Barlyne Mining Pty Ltd 100 20-May-2015
EPM 18808 Pinnacle Barlyne Mining Pty Ltd 100 28-Oct-2014
EPM 19087 Mt Abbot Barlyne Mining Pty Ltd 100 28-Jul-2016
EPMA 25157 Armistice Barlyne Mining Pty Ltd 100 28-May-2017
EPM 25189 Mt Abbot North Barlyne Mining Pty Ltd 100 01-May-2017
EPM 19270 Pandanus Creek Coolgarra Minerals Pty Ltd 100 17-Sep-2016
EPMA 25416 Pandanus North Coolgarra Minerals Pty Ltd 100 10-Jul-2017
EPMA 25547 Boyne River Coolgarra Minerals Pty Ltd 100 Under Application
EL 6652 Cow Flat DGR Global Ltd 100 19-Oct-2014
EPM 15238 Manumbar DGR Global Ltd 100 13-Dec-2014
MDL 409 Daddamarine DGR Global Ltd 100 31-Dec-2015 [2]
ML 3678 United Reefs DGR Global Ltd 100 31-May-2022
ML 3741 Shamrock Extd. DGR Global Ltd 100 30-Sep-2009 [1]
ML 3749 North Chinaman DGR Global Ltd 100 31-Jul-2017
ML 3752 Shamrock TailingW DGR Global Ltd 100 31-Jan-2010 [1]
ML 3753 Shamrock Tailings DGR Global Ltd 100 31-Aug-2013
Extended
ML 50059 Manumbar DGR Global Ltd 100 31-Dec-2013
ML 50099 Manumbar Extd. DGR Global Ltd 100 31-Aug-2015
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INTEREST IN TENEMENTS

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----- Start of picture text -----

TENURE TYPE, NUMBER CURRENT HOLDER REGISTERED DATE OF EXPIRY
AND NAME INTEREST OF
HOLDER (%)
ML 50148 Tableland DGR Global Ltd 100 30-Apr-2014
ML 50291 Black Shamrock DGR Global Ltd 100 Under Application [3]
16999-HQ-LPL DGR Zambia Ltd 100 20-Aug-2015
17308-HQ-LPL DGR Zambia Ltd 100 26-Feb-2015
EPM 16260 Cardarga Two Eastern Exploration Pty Ltd 100 11-Jun-2015
EPM 16261 Cardaga One Eastern Exploration Pty Ltd 100 27-May-2015
Blackfellow Dam Hartz Rare Earths Pty Ltd 100 Tender Application
Davidite Hartz Rare Earths Pty Ltd 100 Tender Application
Mundi Mundi Hartz Rare Earths Pty Ltd 100 Tender Application
EPM 25158 Toolaru East Hartz Rare Earths Pty Ltd 100 28-Jan-2017
EPM 25159 Toolaru West Hartz Rare Earths Pty Ltd 100 28-Jan-2017
EPM 25160 Hamilton Hartz Rare Earths Pty Ltd 100 28-Jan-2017
EPMA 25295 Elizabeth Springs Hartz Rare Earths Pty Ltd 100 25-Jun-2017
EPMA 25477 Buck Hill North Hartz Rare Earths Pty Ltd 100 Under Application
EPMA 25500 Buck Hill Hartz Rare Earths Pty Ltd 100 Under Application
EPMA 25501 Lagoon Creek Hartz Rare Earths Pty Ltd 100 Under Application
EPMA 25514 Pandanus Hartz Rare Earths Pty Ltd 100 Under Application
EPMA 25661 Hamilton East Hartz Rare Earths Pty Ltd 100 Under Application
EPM 18534 Quaggy Creek IronRidge Resources Ltd 100 11-Oct-2014
EPMA 19164 Glencoe IronRidge Resources Ltd 100 29-Sep-2015
EPMA 19419 Tholstrup’s North IronRidge Resources Ltd 100 Under Application
EPM 25115 Glencoe West IronRidge Resources Ltd 100 07-Apr-2017
Authorisation de Prospection IronRidge Gabon S.A. 100 27 June 2016
G6-525 Tchibanga
Authorisation de Prospection IronRidge Gabon S.A. 100 27 June 2016
G6-526 Belinga Sud
Authorisation de Prospection IronRidge Gabon S.A. 100 4 December 2016
G5-553 Tchibanga North
EPMA 19625 Manumbar South Pinnacle Gold Pty Ltd 100 7-Oct-2016
EPMA 19625 Manumbar South Pinnacle Gold Pty Ltd 100 Under Application
----- End of picture text -----

Note: 1. Renewal applications have been lodged in respect of these Exploration Permits and Mining Leases. 2. Tenement being transferred to Barlyne Mining Pty Ltd. 3. Replaces expired ML 3748.

51 Annual Report 2014 | DGR Global

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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 June 2014

==> picture [460 x 737] intentionally omitted <==

----- Start of picture text -----

NOTES 2014 2013
$ $
Revenue and other income
Revenue 2 1,257,357 1,533,291
Other income 2 8,100 7,637,885
Total revenue and other income 1,265,457 9,171,176
Expenses
Finance costs (132,081) (72,878)
Employee benefits expenses (1,799,730) (1,738,682)
Depreciation (40,328) (45,588)
Legal expenses (67,330) (151,896)
Administration and consulting expenses (1,897,365) (1,942,150)
Exploration and evaluation assets written-off (127,681) (3,898,311)
-
Listing costs expensed (518,453)
Revaluation of financial liabilities at fair value (6,063) 94,640
through profit or loss
Share of losses of associates (1,980,254) (693,988)
Impairment of investment in associate (3,725,964) (3,899,738)
-
Share based payments expense (1,175,756)
Profit (loss) before income tax 3 (10,205,548) (3,177,415)
Income tax (expense)/benefit 4 2,953,851 (1,146,113)
Profit (loss) for the year (7,251,697) (4,323,528)
Other comprehensive income: items that may be
reclassified into profit or loss
Change in fair value of available-for-sale financial assets 11,215,476 (6,004,978)
Income tax relating to other comprehensive income (3,364,643) 1,801,493
Other comprehensive income for the year, net of tax 7,850,833 (4,203,485)
Total comprehensive income for the year 599,136 (8,527,013)
Profit / (loss) for the year attributable to:
Owners of the parent company (5,902,417) (3,051,538)
Non-controlling interests (1,349,280) (1,271,990)
(7,251,697) (4,323,528)
Total comprehensive income for the year
attributable to:
Owners of the parent company 1,948,416 (7,255,023)
Non-controlling interests (1,349,280) (1,271,990)
599,136 (8,527,013)
Earnings per share attributable to owners of the Cents / share Cents / share
parent company
Basic earnings per share 8 (1.5) (0.9)
Diluted earnings per share 8 (1.5) (0.9)
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The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

53 Annual Report 2014 | DGR Global

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION

For the year ended 30 June 2014

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NOTES 2014 2013
$ $
Current assets
Current assets 9 37,186 51,972
Trade and other receivables 10 459,852 252,849
Other current assets 16 387,033 170
Total current assets 884,071 304,991
Non-current assets
Other financial assets 11 20,964,862 9,686,701
Investments accounted for using the equity method 13 11,812,139 17,493,357
Property, plant and equipment 14 545,783 581,558
Exploration and evaluation assets 15 6,409,708 5,249,390
Total non-current assets 39,732,492 33,011,006
Total assets 40,616,563 33,315,997
Current liabilities
Trade and other payables 17 2,445,300 1,214,467
Other financial liabilities 18 946,132 216,136
Total current liabilities 3,391,432 1,430,603
Non-current liabilities
Other financial liabilities 18 444,487 416,886
Derivative liability 18 28,980 22,917
Deferred tax liabilities 4 334,158 -
Provisions 19 600,000 600,000
Total non-current liabilities 1,407,625 1,039,803
Total liabilities 4,799,057 2,470,406
Net assets 35,817,506 30,845,591
Equity
Issued capital 20 23,999,223 22,092,180
Reserves 21 27,194,590 17,891,577
Accumulated losses 22 (15,069,116) (9,166,699)
Equity attributable to owners of the parent company 36,124,697 30,817,058
Non-controlling interests (307,191) 28,533
Total equity 35,817,506 30,845,591
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The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

55 Annual Report 2014 | DGR Global

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 30 June 2014

ATTRIBUTABLE TO OWNERS OF PARENT COMPANY

	ISSUED CAPITAL ACCUMULATED LOSSES SHARE-BASED PAYMENTS RESERVE AVAILABLE- FOR-SALE FINANCIAL ASSETS RESERVE CHANGE IN PROPORTIONATE INTEREST RESERVE TOTAL NON- CONTROLLING INTERESTS TOTAL EQUITY
	$ $ $ $ $ $ $ $
Balance at 1 July 2012	21,885,983 (6,115,161) 5,661,995 (990,784) 16,890,830 37,332,863 1,073,052 38,405,915
Loss for the year	- (3,051,538) - - - (3,051,538) (1,271,990) (4,323,528)
Other comprehensive income	- - - (4,203,485) - (4,203,485) - (4,203,485)
Total comprehensive income for the year	- (3,051,538) - (4,203,485) - (7,255,023) (1,271,990) (8,527,013)
Issue of shares	240,000 - - - - 240,000 - 240,000
Issue of shares to non-controlling interests	- - - - 548,298 548,298 227,471 775,769
Share issue costs, net of tax	(33,803) - - - (15,277) (49,080) - (49,080)
Share based payments	- - - - - - - -
Non-controlling interest in subsidiary disposed	- - - - - - - -
Balance at 30 June 2013	22,092,180 (9,166,699) 5,661,995 (5,194,269) 17,423,851 30,817,058 28,533 30,845,591

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

ATTRIBUTABLE TO OWNERS OF PARENT COMPANY

	ISSUED CAPITAL ACCUMULATED LOSSES SHARE-BASED PAYMENTS RESERVE AVAILABLE- FOR-SALE FINANCIAL ASSETS RESERVE CHANGE IN PROPORTIONATE INTEREST RESERVE TOTAL NON- CONTROLLING INTERESTS TOTAL EQUITY
	$ $ $ $ $ $ $ $

Loss for the year	- (5,902,417) - - - (5,902,417) (1,349,280) (7,251,697)
Other comprehensive income	- - - 7,850,833 - 7,850,833 - 7,850,833
Total comprehensive income for the year	- (5,902,417) - 7,850,833 - 1,948,416 (1,349,280) 599,136
Issue of shares	2,045,841 - - - - 2,045,841 - 2,045,841
Issue of shares to non-controlling interests	- - - - 885,568 885,568 1,013,556 1,899,124
Share issue costs, net of tax	(138,798) - 48,820 - (40,014) (129,992) - (129,992)
Share based payments	- - 557,806 - - 557,806 - 557,806
Non-controlling interest in subsidiary disposed	- - - - - - - -
Balance at 30 June 2014	23,999,223 (15,069,116) 6,268,621 2,656,564 18,269,405 36,124,697 (307,191) 35,817,506

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

57 Annual Report 2014 | DGR Global

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CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 30 June 2014

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NOTES 2014 2013
$ $
Cash flows from operating activities
Receipts in the course of operations (including GST) 995,305 1,497,038
Payments to suppliers and employees (including GST) (2,562,744) (3,912,159)
Interest received 18,357 12,994
Interest and other costs of finance paid (47,894) (50,020)
Net cash flows from operating activities 29 (1,596,976) (2,452,147)
Cash flows from investing activities
Security Deposit (payment)/refunds 56,867 (112,810)
Payments for property, plant and equipment (4,551) (99,242)
Payments for investments in available-for-sale financial assets (119,553) (880,000)
-
Payments for investments in associates (351,679)
Proceeds from the sale of investments in associates - 3,280,016
Payments for exploration and evaluation assets (1,538,635) (1,448,544)
Proceeds on sale of subsidiary - 10
Net cash flows from investing activities (1,605,872) 387,751
Cash flows from financing activities
Proceeds from the issue of shares 1,823,304 240,000
Proceeds from the issue of shares in subsidiaries 1,063,972 775,771
to non-controlling interests
Capital raising expenses (99,328) (49,080)
Proceeds from borrowings 700,000 500,000
-
Prepaid IPO costs (318,296)
Repayment of borrowings (23,906) (14,075)
Net cash flows from financing activities 3,145,746 1,452,616
Net increase / (decrease) in cash held (57,102) (611,780)
Cash at the beginning of the year (148,055) 463,725
Cash at the end of the financial year 9 (205,157) (148,055)
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NOTES TO THE FINANCIAL STATEMENTS

For the year ended 30 June 2014

financial statements and notes of DGR Global Ltd comply with International Financial Reporting Standards (IFRS).

Note 1: Summary of Significant Accounting Policies

Going concern

Corporate Information

The financial statements have been prepared on a going concern basis which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the ordinary course of business. At 30 June 2014 the Group had $37,186 in cash, a net working capital deficiency of $2,507,361 and had not generated significant revenues from operations. As such, the Group’s ability to continue to adopt the going concern assumption will depend upon a number of matters including subsequent successful raising in the future of necessary funding and the successful exploration and subsequent exploitation of the Group’s tenements and investments. On 8 August 2014, in order to satisfy the Group’s short term funding needs, the Group sold 2,464,551 Orbis Gold Ltd shares at $0.38 to raise $936,529. The Directors are currently involved in a number of discussions with third parties with a view to securing a funding facility of up to $10 million to finance the Group’s generative and development program.

The consolidated financial report of DGR Global Ltd for the year ended 30 June 2014 was authorised for issue in accordance with a resolution of the Directors on 30 September 2014.

DGR Global Ltd (the “Parent” or the “Company”) is a public company limited by shares incorporated and domiciled in Australia. The Company’s registered office is located at Level 27, One One One, 111 Eagle Street, Brisbane, Qld 4000. DGR Global Ltd is a for-profit entity.

The nature of the operations and principal activities of the Group are described in the director’s report.

Basis of Preparation

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

In the absence of these matters being successful, there exists a material uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern with the result that the Group may have to realize its assets and extinguish its liabilities other than in the ordinary course of business, and at amounts different from those stated in the financial statements. No adjustments for such circumstances have been made in the financial statements.

The financial report covers the Group comprising of DGR Global Ltd and its subsidiaries and is presented in Australian dollars.

Compliance with IFRS

Australian Accounting Standards include Australian Equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

59 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

Reporting basis and conventions

Accounting Policies

The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, and financial assets and financial liabilities for which the fair value basis of accounting has been applied.

(a) New Accounting Standards and Interpretations

The accounting policies adopted are consistent with those of the previous financial year except as follows:

The following is a summary of the material accounting policies adopted by the Group in the preparation of the financial report.

The Company has adopted the following new and amended Australian Accounting Standards and AASB Interpretations as of 1 July 2013:

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REFERENCE TITLE APPLICATION APPLICATION
DATE OF DATE FOR THE
STANDARD COMPANY
AASB 10 Consolidated Financial Statements 1 January 2013 1 July 2013
AASB 11 Joint Arrangements 1 January 2013 1 July 2013
AASB 12 Disclosure of Interests in Other Entities 1 January 2013 1 July 2013
AASB 13 Fair Value Measurements 1 January 2013 1 July 2013
AASB 2011-8 Amendments to Australian Accounting Standards arising 1 July 2013 1 July 2013
from AASB 13
AASB 119 Employee Benefits (September 2011) 1 July 2013 1 July 2013
AASB 2011-10 Amendments to Australian Accounting Standards arising 1 July 2013 1 July 2013
from AASB 119 (September 2011)
AASB 127 Separate Financial Statements (Revised) 1 July 2013 1 July 2013
AASB 128 Investments in Associates and Joint Ventures (Reissued) 1 July 2013 1 July 2013
AASB 2011-7 Amendments to Australian Accounting Standards arising 1 July 2013 1 July 2013
from the Consolidation and Joint Arrangements Standards
AASB 2012-2 Amendments to Australian Accounting Standards – 1 July 2013 1 July 2013
Disclosures – Offsetting Financial Assets and Financial
Liabilities
AASB 2012-5 Amendments to Australian Accounting Standards arising 1 July 2013 1 July 2013
from Annual Improvements 2009-2011 Cycle
AASB 2012-10 Amendments to Australian Accounting Standards – 1 July 2013 1 July 2013
Transition Guidance and Other Amendments
AASB 2011-4 Amendments to Australian Accounting Standards to 1 July 2013 1 July 2013
Remove Individual Key Management Personnel Disclosure
Requirement
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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

Australian Accounting Standards and Interpretations that have been recently issued or amended but are not yet effective have not been adopted by the Company for the annual reporting period ending 30 June 2014. The impact of the adoption of these new standards and interpretations is yet to be assessed by the Company.

with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.

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REFERENCE TITLE APPLICATION APPLICATION
DATE OF DATE FOR THE
STANDARD COMPANY
AASB 9 Financial Instruments 1 January 2017 1 July 2017
AASB 14 Regulatory Deferral Accounts 1 January 2016 1 July 2017
AASB 2012-3 Amendments to Australian Accounting Standards – 1 January 2014 1 July 2014
Offsetting Financial Assets and Financial Liabilities
AASB 2013-3 Amendments to AASB 136 – Recoverable Amount 1 January 2014 1 July 2014
Disclosures for Non-Financial Assets
AASB 2013-4 Amendments to Australian Accounting Standards – Novation 1 January 2014 1 July 2014
of Derivatives and Continuation of Hedge Accounting
AASB 2013-5 Amendments to Australian Accounting Standards – 1 January 2014 1 July 2014
Investment Entities
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The Company anticipates that all of the relevant pronouncements will be adopted in the Company’s accounting policies for the first period beginning after the effective date of the pronouncement. Information of new standards, amendments and interpretations that are expected to be relevant to the Company’s financial statements is provided below.

The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. In preparing the consolidated financial statements, all intercompany balances, transactions, unrealized gains and losses resulting from intra-group transactions and dividends have been eliminated in full.

(b) Basis of Consolidation

Subsidiaries are fully consolidated from the date on which control is obtained by the Group and cease to be consolidated from the date on which control is transferred out of the Group.

The consolidated financial statements comprise the financial statements of DGR Global Ltd and its subsidiaries as at and for the period ended 30 June each year (the “Group”).

Investments in subsidiaries held by DGR Global Ltd are accounted for at cost in the separate financial statements of the parent entity less any impairment charges. Dividends received from subsidiaries are recorded as a component of other revenues by the parent entity, and do not impact the recorded cost of the investment. Upon receipt of dividend

Subsidiaries

Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its involvement

61 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

payments from subsidiaries, the parent will assess whether any indicators of impairment of the carrying value of the investment in the subsidiary exist. Where such indicators exist, to the extent that the carrying value of the investment exceeds its recoverable amount, an impairment loss is recognised.

of the owners of the parent.

Losses are attributed to the non-controlling interest even if that results in a deficit balance.

Associates

Associates are all entities over which the Group has significant influence but not control or joint control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for in the consolidated financial statements using the equity method of accounting, after initially being recognised at cost. The Group’s investment in associates includes goodwill (net of any accumulated impairment loss) identified on acquisition.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. The acquisition method of accounting involves recognising at acquisition date, separately from goodwill, the identifiable assets acquired, the liabilities assumed and any non-controlling interest in the acquiree. The identifiable assets acquired and the liabilities assumed are measured at their acquisition date fair values.

The difference between the above items and the fair value of consideration (including the fair value of any pre-existing investment in the acquiree) is goodwill or discount on acquisition.

The Group’s share of its associates’ postacquisition profits or losses is recognised in profit or loss and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income where applicable. The cumulative postacquisition movements are adjusted against the carrying amount of the investment. Dividends receivable from associates reduce the carrying amount of the investment.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate.

Where goodwill forms part of a cash generating unit and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the portion of the cash generating unit retained.

Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been changed where necessary to ensure consistency with the policies adopted by the Group.

Non-controlling interests are allocated their share of net profit after tax in the statement of comprehensive income and presented within equity in the consolidated statement of financial position, separately from the equity

NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

Joint Arrangements

in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.

Joint Operations

The proportionate interests in the assets, liabilities and expenses of a joint operation activity have been incorporated in the financial statements under the appropriate headings.

If the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate.

Joint Ventures

Investments in joint ventures are accounted for using the equity method. Under the equity method, the share of the profits or losses of the joint venture is recognised in profit or loss and the share of the movements in equity is recognised in other comprehensive income. Investments in joint ventures are carried in the statement of financial position at cost plus post-acquisition changes in the consolidated entity’s share of net assets of the joint venture. Goodwill relating to the joint venture is included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. Dividends receivable from joint venture entities reduces the carrying amount of the investment.

(c) Business Combinations

Business combinations are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition date fair values of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners of the acquiree and the equity issued by the acquirer, and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred.

Changes in Ownership Interests

The Group treats transactions with noncontrolling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve within equity attributable to owners of DGR Global Ltd.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with contractual terms, economic conditions, the Group’s operating or accounting policies and other pertinent conditions as at the acquisition date.

If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value through profit and loss.

When the Group ceases to have control, or significant influence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate or financial asset. In addition, any amounts previously recognised

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes to the fair value of the

63 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

Collectability of receivables is reviewed on an ongoing basis. Individual debts that are known to be uncollectible are written off when identified. An impairment provision is recognised when there is objective evidence that the Group will not be able to collect the receivable. Financial difficulties of the debtor or debts more than 90 days overdue are considered objective evidence of impairment. The amount of the impairment loss is the receivable carrying amount compared to the present value of estimated future cash flows, discounted at the original effective interest rate.

contingent consideration which is deemed to be an asset or liability will be recognised in accordance with AASB 139 either in profit or loss or as a change to other comprehensive income. If the contingent consideration is classified as equity, it is not remeasured.

(d) Operating Segments

An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. This may include start-up operations which are yet to earn revenues.

(g) Financial Instruments

Recognition and Initial Measurement

Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial assets that are delivered within timeframes established by marketplace convention.

Operating segments that meet the quantitative criteria as prescribed by AASB 8 are reported separately. However, an operating segment that does not meet the quantitative criteria is still reported separately where information about the segment would be useful to users of the financial statements.

Financial instruments are initially measured at fair value plus transactions costs where the instrument is not classified as at fair value through profit or loss. Transaction costs related to instruments classified as at fair value through profit or loss are expensed to profit or loss immediately. Financial instruments are classified and measured as set out below.

Information about other operating segments that are below the quantitative criteria are combined and disclosed in a separate category for “all other segments”.

(e) Cash and Cash Equivalents

Classification and Subsequent Measurement

For the statement of cash flows, 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 statement of financial position.

i. 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.

ii. Financial assets at fair value through profit or loss

(f) Trade and Other Receivables

Receivables generally have 30-60 day terms, are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less an allowance for impairment.

Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling

NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

the net present value of future anticipated cash flows. In estimating these cash flows, management makes judgments about a counter-party’s financial situation and the net realisable value of any underlying collateral. Impairment losses are recognised in the profit or loss.

in the short term. Derivatives are classified as held for trading unless they are designated as hedges. Assets in this category are classified as current assets. These assets are measured at fair value with gains or losses recognised in the profit or loss.

iii. Available-for-sale financial assets

Impairment losses on assets measured at amortised cost using the effective interest rate method are calculated by comparing the carrying value of the asset with the present value of estimated future cash flows at the original effective interest rate.

Available-for-sale financial assets comprise investments in listed and unlisted entities and non-derivatives that are either designated in this category or not classified in any other categories. After initial recognition, these investments are measured at fair value with gains or losses recognised in other comprehensive income.

Where there is objective evidence that an available for sale financial asset is impaired (such as a significant or prolonged decline in the fair value of an available for sale financial asset) the cumulative loss that has been recognised in other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment. When a subsequent event reduces the impairment of an available for sale debt security the impairment loss is reversed through profit or loss. When a subsequent event reduces the impairment of an available for sale equity instrument the fair value increased is recognised in other comprehensive income.

iv. Financial liabilities

Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost using the effective interest rate method.

Derecognition

Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expire. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit of loss.

(h) Property, Plant & Equipment

Property, plant & equipment are stated at historical cost less accumulated depreciation and any accumulated impairment losses.

The cost of property, plant & equipment constructed within the Group includes the cost of materials, direct labour, borrowing costs and an appropriate portion of fixed and variable costs. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the profit or loss during the financial year in which they are incurred.

Impairment of financial assets

An assessment is made at each balance date to determine whether there is objective evidence that a specific financial asset or a group of financial assets may be impaired. If such evidence exists, the estimated recoverable amount of that asset is determined from available information such as quoted market prices or by calculating

65 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

Depreciation

a specific nexus with a particular 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 which permits reasonable assessment of the existence of economically recoverable reserves and active or significant operations in relation to the area are continuing.

The depreciable amount of all property, plant & equipment is depreciated over their useful life to the Group commencing from the time the asset is held ready for use. Leasehold

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CLASS OF PROPERTY, DEPRECIATION
PLANT & EQUIPMENT
Freehold building 2.5% Straight line
Plant and 10%-35% Straight
equipment line
Computers and 33.3% Straight line
office equipment
Furniture and 20% Straight line
fittings
Motor vehicles 25% Straight line
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A regular review has been undertaken on each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

A provision is raised against exploration and evaluation assets where the Directors are of the opinion that the carried forward net cost may not be recoverable or the right of tenure in the area lapses. The increase in the provision is charged against the results for the year. 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.

improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements.

The depreciation rates used for each class of assets are:

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.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These are included in profit or loss.

Costs of site restoration are provided over the life of the area from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structure, waste removal, and rehabilitation of the site in accordance with clauses of mining permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.

Derecognition

An item of property, plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use or disposal.

(i) Exploration and Evaluation Assets

Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. Such expenditures comprise net direct costs and an appropriate portion of related overhead expenditure but do not include overheads or administration expenditure not having

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding

NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

to settle the obligation and a reliable estimate can be made of the amount of the obligation.

the nature and extent of the restoration due to community expectations and future legislation. Accordingly the costs have been determined on the basis that restoration will be completed within one year of abandoning the site.

When the Group expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in profit or loss net of any reimbursement.

(j) Impairment of Assets

At each reporting date, the Group reviews the carrying values of its 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 asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the profit or loss.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision resulting from the passage of time is recognised in finance costs.

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

Employee benefits

v. Wages, salaries and annual 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 respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Expenses for non-accumulating sick leave are recognised when the leave is taken and measured at the rates paid or payable.

(k) Trade and Other Payables

Trade and other payables are carried at amortised cost and due to their short term nature they are not discounted. They represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 30-60 days of recognition.

vi. Long service leave

The liability for long service leave is recognised 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. Consideration is given to expected future wages and salary levels, experience of employee departures, and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

(l) Provisions and Employee Benefits

Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required

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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

based payments reserve). The fair value is measured at grant date and recognised over the period during which the recipients become unconditionally entitled to the options. Fair value is determined using the Black-Scholes option pricing model. An expense is still recognised for options that do not ultimately vest because a market condition was not met.

(m) Leases

Leases of property, plant & equipment where substantially all the risks and benefits incidental to the ownership of the asset, but not the legal ownership, are transferred to the Group are classified as finance leases.

Finance leases are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair value of the leased property or the present value of the minimum lease payments, including any guaranteed residual values. Lease payments are allocated between the reduction of the lease liability and the lease interest expense for the year.

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

Leased assets are depreciated on a straight line basis over their estimated useful lives where it is likely that the Group will obtain ownership of the asset or over the term of the lease.

Where options are cancelled, they are treated as if vesting occurred on cancellation and any unrecognised expenses are taken immediately to the profit or loss. If new options are substituted for the cancelled options and designated as a replacement, the combined impact of the cancellation and replacement options are treated as if they were a modification.

Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses on a straight line basis over the lease term.

Lease incentives under operating leases are recognised as a liability and amortised on a straight-line basis over the lease term.

(p) Revenue

Revenue is recognised and measured at the fair value of the consideration received or receivable to the extent it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:

(n) Share Capital

Ordinary shares are classified as equity. Costs directly attributable to the issue of new shares or options are shown as a deduction from the equity proceeds, net of any income tax benefit.

Services

(o) Share-Based Payments

Management fees are recognised as services are provided.

The Group may provide benefits to Directors, employees or consultants in the form of share-based payment transactions, whereby services may be undertaken in exchange for shares or options over shares (“equity-settled transactions”).

Interest

Interest revenue is recognized as interest accrues using the effective interest rate method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the

The fair value of options granted to Directors, employees and consultants is recognised as an employee benefit expense with a corresponding increase in equity (share-

NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

deductible temporary differences and unused tax losses can be utilised.

expected life of the financial asset to the net carrying amount of the financial asset.

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.

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

(q) Income Tax

The income tax expense for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax base of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses.

The 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.

DGR Global Ltd and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax consolidation regime. DGR Global Ltd is responsible for recognising the current tax assets and liabilities and deferred tax assets attributable to tax losses for the tax consolidation group. The tax consolidated group have entered a tax funding agreement whereby each company in the tax consolidation group contributes to the income tax payable in proportion to their contribution to the net profit before tax of the tax consolidation group.

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 is 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.

(q) Income Tax (continued)

(r) GST

Deferred tax is calculated at the tax rates expected to apply to the period when the asset is realised or liability is settled. Deferred tax is recognised in profit or loss except where it relates to items that may be recognised directly in other comprehensive income or equity, in which case the deferred tax is recognised in other comprehensive income or directly against equity respectively. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which

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

Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to,

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NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

(u) Comparatives

the taxation authority is included as part of receivables or payables in the statement of financial position.

When required by Australian Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.

Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows.

(v) Fair value measurement

When an asset or liability, financial or nonfinancial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principle market; or in the absence of a principal market, in the most advantageous market.

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

(s) Borrowings

Loans and borrowings are initially recognised at the fair value of consideration received net of transaction costs. They are subsequently measured at amortised cost using the effective interest method.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interest. For nonfinancial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Where there is an unconditional right to defer settlement of the liability for at least twelve months after the reporting date, the loans or borrowings are classified as non-current.

(t) Earnings per Share

Basic earnings per share is calculated as net profit (loss) attributable to members of the parent, adjusted to exclude any costs of servicing equity other than ordinary shares, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Assets and liabilities measured at fair

value are classified, into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed each reporting date and transfers between levels are determined based on a reassessment of the lowest level input that is significant to the fair value measurement.

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:

The after tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and

For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation.

The weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

NOTES TO THE FINANCIAL STATEMENTS

Note 1: Summary of Significant Accounting Policies (continued)

parties. Changes to the provision is periodically reviewed and updated based on the facts and circumstances available at the time.

Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data.

Key judgments – control of IronRidge Resources Ltd

DGR Global Ltd has assessed and determined that it controls IronRidge Resources Ltd. At 30 June 2014 DGR Global held 46% of the equity and voting rights of IronRidge Resources Ltd. DGR Global Ltd has determined that although it holds less than 50% of the voting rights it controls IronRidge Resources Ltd due to other factors including, other shareholdings in IronRidge Resources Ltd being widely dispersed with no other individual holding greater than 10% of the voting rights of the entity. Furthermore DGR Global Ltd and IronRidge Resources Ltd have two common directors being Mr Nicholas Mather and Mr Vincent Mascolo effectively controlling the IronRidge Resources Ltd Board of Directors consisting of a total of three directors.

(w) Critical Accounting Estimates and Judgments

The Directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Group.

Key judgments – exploration & evaluation assets

The Group performs regular reviews on each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. These reviews are based on detailed surveys and analysis of drilling results performed to balance date.

Key judgments – impairment of available for sale financial assets

Management review the carrying value of available for sale financial assets at the end of each reporting period to assess whether there is any objective evidence that the available for sale financial assets are impaired as a result of a loss event that has an impact on the estimated future cash flows. As part of this review, management reviews the listed market prices at the reporting date and up to the date of signing the financial statements. Where the listed market prices have improved subsequent to reporting date, management have determined that, since there is no impact on the estimated future cash flows from the temporary drop in listed market prices, no loss event has taken place and thus no impairment charge is required in the financial statements.

The Directors have assessed that for the exploration and evaluation assets recognised at 30 June 2014, the facts and circumstances do not suggest that the carrying amount of an asset may exceed its recoverable amount. In considering this the Directors have had regard to the facts and circumstances that indicate a need for an impairment as noted in Accounting Standard AASB 6 “Exploration for and Evaluation of Mineral Resources”.

Exploration and evaluation assets at 30 June 2014 were $6,409,708 (2013: $5,249,390).

Key judgments – provision for restoration

A provision has been made for the anticipated costs for the future rehabilitation and restoration of the Mining Leases. The provision recognised is based on independent advice received from different

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NOTES TO THE FINANCIAL STATEMENTS

Note 2. Revenue and Other Income

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----- Start of picture text -----

2014 2013
$ $
Revenue
- Interest 18,357 12,994
-
- Underwriting fees 28,000
- Management fees – related parties 1,239,000 1,492,297
Total Revenue 1,257,357 1,533,291
Interest revenue from:
- Deposits held with financial institutions 18,357 12,994
Total Interest Revenue 18,357 12,994
Other income
-
- Gain on loss of control of subsidiaries (refer note 32) 8,481
- Gain on sale of investments in associates - 1,857,198
-
- Realised gain on loss of significant influence (refer note 13) 5,735,434
- Other income 8,100 36,772
Total other income 8,100 7,637,885
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Note 3. Profit / (Loss)

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----- Start of picture text -----

2014 2013
$ $
Profit/(Loss) before income tax has been determined after:
Finance costs
- External 104,465 72,878
-
- Related parties 27,616
Total finance costs 132,081 72,878
-
Share based payments expense 1,175,756
Defined contributions superannuation expense 63,395 95,376
Minimum lease rentals under operating leases 431,609 500,078
(Gain)/loss on foreign exchange 274 (100)
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NOTES TO THE FINANCIAL STATEMENTS

Note 4. Income Tax

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----- Start of picture text -----

2014 2013
$ $
(a) Components of tax expense/(benefit) in profit or loss comprise:
Current tax - -
Deferred tax (2,953,851) 1,146,113
(2,953,851) 1,146,113
Components of tax expense/(benefit) in other comprehensive
income comprise:
Deferred tax 3,364,643 (1,801,493)
3,364,643 (1,801,493)
(b) The prima facie tax on profit / (loss) before income tax is
reconciled to the income tax expense/(benefit) as follows:
Prima facie tax on profit / (loss) before income tax at 30% (2013: 30%) (3,061,664) (953,225)
Add tax effect of:
Permanent differences 561,728 250,938
-
Deferred tax assets de-recognised 2,168,817
Other 751 -
(2,499,186) 1,466,530
Less tax effect of:
-
Prior year loss now recognised (441,772)
Other (12,893) (320,417)
Income tax expense/(benefit) (2,953,851) 1,146,113
Amounts recognised directly in equity:
Aggregate current and deferred tax arising in the reporting period and
not recognised in net profit or loss or other comprehensive income but
directly debited or credited to equity:
- -
Current tax – credited directly to equity
-
Net deferred tax – debited (credited) directly to equity (76,634)
-
(76,634)
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NOTES TO THE FINANCIAL STATEMENTS

Note 4. Income Tax (continued)

(c) Recognised deferred tax assets and liabilities

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2014 OPENING NET NET CHARGED NET CLOSING
BALANCE CHARGED TO OTHER CHARGED BALANCE
TO INCOME COMPREHENSIVE TO OTHER
INCOME
EQUITY
$ $ $ $ $
Deferred tax asset
Carried forward tax losses 6,606,607 1,380,798 - - 7,987,405
- -
Accruals/provisions 179,838 (160,487) 19,351
-
Capital raising costs expensed 33,099 (2,556) 76,634 107,177
Investment in associates 107,302 248,390 - - 355,692
AFS revaluation 2,226,114 (600) (1,682,905) - 542,609
9,152,960 1,465,546 (1,682,905) 76,634 9,012,235
Deferred tax liability
AFS revaluation (2,508,442) - (1,681,737) - (4,190,179)
Investment in associates (4,953,292) 1,463,475 - - (3,489,817)
- -
Exploration and evaluation assets (1,691,226) 92,427 (1,598,799)
- - -
Property Plant and Equipment (67,599) (67,599)
-
(9,152,960) 1,488,303 (1,681,737) (9,346,393)
-
Net deferred tax recognised 2,953,850 (3,364,642) 76,634 (334,158)
Deferred tax assets not
recognised
Unused tax losses 9,017,410 (2,127,832) - - 6,889,578
Tax benefit at 30% 2,705,223 (638,350) - - 2,066,873
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NOTES TO THE FINANCIAL STATEMENTS

Note 4. Income Tax (continued)

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2013 OPENING NET NET CHARGED NET CLOSING
BALANCE CHARGED TO OTHER CHARGED BALANCE
TO INCOME COMPREHENSIVE TO OTHER
INCOME
EQUITY
$ $ $ $ $
Deferred tax asset
Carried forward tax losses 8,228,522 (1,621,915) - - 6,606,607
- -
Accruals/provisions 227,018 (47,180) 179,838
- -
Capital raising costs expensed 110,399 (77,300) 33,099
- - -
Capital raising costs in equity 25,958 (25,958)
Investment in associates - 107,302 - - 107,302
AFS revaluation - - 2,226,114 - 2,226,114
-
8,591,897 (1,665,051) 2,226,114 9,152,960
Deferred tax liability
AFS revaluation 424,621 (2,508,442) (424,621) - (2,508,442)
Investment in associates (7,431,824) 2,478,532 - - (4,953,292)
- -
Exploration and evaluation assets (2,240,074) 548,848 (1,691,226)
-
(9,247,277) 518,938 (424,621) (9,152,960)
- -
Net deferred tax recognised (655,380) (1,146,113) 1,801,493
Deferred tax assets not
recognised
Unused tax losses 1,787,819 7,229,591 - - 9,017,410
Tax benefit at 30% 536,346 2,168,877 - - 2,705,223
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NOTES TO THE FINANCIAL STATEMENTS

Note 4. Income Tax (continued)

In order to recoup carried forward losses in future periods, either the Continuity of Ownership Test (COT) or Same Business Test must be passed. The majority of losses are carried forward at 30 June 2014 under COT.

Deferred tax assets which have not been recognised as an asset, will only be obtained if:

i. the Company derives future assessable income of a nature and of an amount sufficient to enable the losses to be realised;
ii. the Company continues to comply with the conditions for deductibility imposed by the law; and
iii. no changes in tax legislation adversely affect the Company in realising the losses.

Note 5. Key Management Personnel

Key Management Personnel Compensation

Refer to the Remuneration Report contained in the Directors Report for details of the remuneration paid or payable to each member of the Group’s Key Management Personnel for the year ended 30 June 2014. The totals of remuneration for Key Management Personnel during the year are as follows:

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2014 2013
$ $
Short-term employee benefits 1,927,712 1,625,206
Post-employment benefits 33,148 45,115
-
Share-based payments 1,115,562
Total 3,076,422 1,670,321
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Note 6. Dividends and Franking Credits

There were no dividends paid or recommended during the year or since the end of the year. There are no franking credits available to shareholders of the Company.

Note 7. Auditors Remuneration

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2014 2013
$ $
Note 7. Auditors Remuneration
Amounts paid/payable to the auditor of the parent of the Group for:
Audit and review of the financial reports of the Group 119,184 115,309
Other assurance related services (investigating accountants report) 9,800 1,900
Taxation services 7,783 39,510
136,767 156,719
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NOTES TO THE FINANCIAL STATEMENTS

Note 8. Earnings per Share (EPS)

Options are not considered dilutive as they were out of the money. Options may become dilutive in the future.

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2014 2013
(a) Earnings
Earnings used to calculate basic and diluted earnings per share (5,902,417) (3,051,538)
NUMBER OF NUMBER OF
SHARES SHARES
(b) Weighted average number of shares
Used in calculating basic EPS 403,346,017 324,805,584
- -
Weighted average number of dilutive options
Weighted average number of ordinary shares and potential ordinary 403,346,017 324,805,584
shares, used in calculating dilutive EPS
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Note 9. Cash and Cash Equivalents

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2014 2013
$ $
Note 9. Cash and Cash Equivalents
Cash at bank and in hand 37,186 51,972
- -
Short term deposits
37,186 51,972
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Reconciliation to cash at the end of the year

The above figures are reconciled to cash at the end of the year as shown in the statement of cash flows as follows:

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2014 2013
$ $
Cash at bank and in hand 37,186 51,972
Bank overdraft (refer note 18) (242,343) (200,027)
(205,157) (148,055)
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NOTES TO THE FINANCIAL STATEMENTS

Note 10. Trade and Other Receivables

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2014 2013
$ $
Trade receivables 374,983 164,727
GST receivable 84,869 88,122
459,852 252,849
The receivables were not exposed to foreign exchange risk. No receivables were impaired at 30
June 2014 (2013: nil). Past due receivables were as follows:
2014 2013
TOTAL AMOUNT AMOUNT TOTAL AMOUNT AMOUNT
IMPAIRED NOT IMPAIRED NOT
IMPAIRED IMPAIRED
$ $ $ $ $ $
- -
Not past due 374,983 374,983 164,727 164,727
- - - - - -
Past due 30 days
- - - - - -
Past due 30-45 days
- - - - - -
Past due 45-60 days
- - - - - -
Past due >60 days
Total 374,983 374,983 164,727 164,727
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The receivables were not exposed to foreign exchange risk. No receivables were impaired at 30 June 2014 (2013: nil). Past due receivables were as follows:

All receivables that are neither past due nor impaired are with long standing clients who have a good credit history with the entity.

NOTES TO THE FINANCIAL STATEMENTS

Note 11. Other Financial Assets

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NON CURRENT 2014 2013
$ $
Available for sale financial assets (refer below) 20,263,903 8,928,874
Cash on deposit held as security 314,000 314,000
Security bonds 386,959 443,827
20,964,862 9,686,701
Movements in available for sale financial assets
Opening balance at 1 July 8,928,874 2,445,875
Additions 119,553 882,000
-
Additions – reclassification on loss of significant influence from 5,870,543
investments accounted for using the equity method recognised at
fair value
-
Fair value adjustment on initial recognition as available for sale 5,735,434
financial asset
- -
Disposal of available for sale financial assets on loss of control
of subsidiary
Sale of available for sale financial assets - -
Fair Value adjustment through other comprehensive income 11,215,476 (6,004,978)
20,263,903 8,928,874
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Available for sale financial assets comprise an investment in the ordinary issued capital of SolGold plc, listed on the London Stock Exchanges Alternative Investment Market (“AIM”), an investment in the ordinary issued capital of Lions Gate Metals Inc, listed on the Toronto Stock Exchange (“TSX”), an investment in the ordinary issued capital of Orbis Gold Ltd, a company listed on the Australian Securities Exchange and an investment in the ordinary issued capital of Aus Tin Mining Ltd (formerly AusNiCo Ltd), a company listed on the Australian Securities Exchange.

Cash on deposit held as security is held in a term deposit account restricted under a bond with the Department of Natural Resources and Mining as security for rehabilitation works required.

Security bonds are held with the Department of Natural Resources and Mining as security for rehabilitation works required.

Refer to note 31 for fair value disclosures.

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NOTES TO THE FINANCIAL STATEMENTS

Note 12. Controlled Entities and Transactions with Non-Controlling Interests

(a) Controlled Entities

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(A) CONTROLLED COUNTRY OF PRINCIPLE PRINCIPLE PERCENTAGE
ENTITIES INCORPORATION ACTIVITY PLACE OF OWNED (%)
BUSINESS
2014 2013
Parent entity:
DGR Global Ltd Australia Mineral Exploration Australia
Subsidiaries of DGR
Global Ltd:
AimFire Pty Ltd [1] Australia Mineral Exploration Australia 67% 67%
Archer Resources Ltd [1] Australia Mineral Exploration Australia 67% 67%
Barlyne Mining Pty Ltd [1] Australia Mineral Exploration Australia 67% 67%
Coolgarra Minerals Pty Ltd Australia Mineral Exploration Australia 100% 100%
Eastern Exploration Pty Ltd [2] Australia Mineral Exploration Australia 46% 54%
Hartz Rare Earths Pty Ltd Australia Mineral Exploration Australia 100% 100%
IronRidge Resources Ltd [2] Australia Mineral Exploration Australia 46% 54%
IronRidge Botswana Pty Ltd [2] Botswana Mineral Exploration Botswana 46% 54%
IronRidge Gabon S.A. [2] Gabon Mineral Exploration Gabon 46% 54%
Pinnacle Gold Pty Ltd Australia Mineral Exploration Australia 94% 94%
Quiver Coal Pty Ltd [2] Australia Mineral Exploration Australia 46% 54%
Tinco Pty Ltd Australia Mineral Exploration Australia 100% 92%
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1 Archer Resources Ltd is the immediate parent of Barlyne Mining Pty Ltd and AimFire Pty Ltd. These companies are wholly owned and directly held by Archer Resources Ltd and indirectly by DGR Global Ltd.

2 IronRidge Resources Ltd is the immediate parent of Eastern Exploration Pty Ltd, IronRidge Botswana Pty Ltd, IronRidge Gabon S.A. and Quiver Coal Pty Ltd. These companies are wholly owned and directly held by IronRidge Resources Ltd and indirectly by DGR Global Ltd. Refer to Note 1(v) for the significant assumptions and judgments taken in determining control.

(b) Transactions with Non-Controlling Interests

The effect of changes in the ownership interest of the above subsidiaries (for which control was not lost) on the equity attributable to owners of DGR Global Ltd during the year is summarised as follows:

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2014 2013
$ $
Proceeds received from issue of shares to non-controlling interests net 1,899,124 775,769
of costs
Increase in non-controlling interests share of subsidiary net assets (1,013,556) (227,471)
Excess of consideration received recognised in the change in 885,568 548,298
proportionate interest reserve
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NOTES TO THE FINANCIAL STATEMENTS

Note 12. Controlled Entities and Transactions with Non-Controlling Interests (continued)

(c) Summarised financial information

Summarised financial information of the subsidiaries with non-controlling interests that are material to the consolidated entity is set out below:

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ARCHER RESOURCES LTD – NON-CONTROLLING INTEREST 33% 2014 2013
(2013 – 33%) $ $
Summarised statement of financial position
Current assets 11,374 27,996
Non-current assets 1,643,239 2,009,736
Total assets 1,654,613 2,037,732
Current liabilities 233,014 218,882
Non-current liabilities 945,650 1,022,971
Total liabilities 1,178,664 1,241,853
Net assets 475,949 795,879
Summarised statement of profit or loss and other
comprehensive income
Revenue 4 15,045
Expenses (319,935) (3,496,408)
Profit(loss) before income tax expense (319,931) (3,481,363)
-
Income tax (expense)/benefit 375,238
Profit(loss) after income tax expense (319,931) (3,106,108)
- -
Other comprehensive income
Total comprehensive income (319,931) (3,106,108)
Statement of cash flows
Net cash used in operating activities (2,927) (46,225)
Net cash used in investing activities (53,417) (306,765)
Net cash from financing activities 56,788 260,398
Net increase/(decrease) in cash and cash equivalents 444 (92,592)
Other financial information
Profit (loss) attributable to non-controlling interests (106,642) (1,160,437)
Accumulated non-controlling interests at the end of reporting period (489,895) (383,252)
- -
Dividends paid to non-controlling interests
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81 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 12. Controlled Entities and Transactions with Non-Controlling Interests (continued)

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IRONRIDGE RESOURCES LTD - NON-CONTROLLING INTEREST 2014 2013
54% (2013: 46%) $ $
Summarised statement of financial position
Current assets 443,499 32,451
Non-current assets 1,664,929 1,104,866
Total assets 2,108,428 1,137,317
Current liabilities 1,303,036 186,180
Non-current liabilities - -
Total liabilities 1,303,036 186,180
Net assets 805,392 951,137
Summarised statement of profit or loss and other
comprehensive income
Revenue 2,221 1,811
Expenses (2,589,250) (986,423)
Profit(loss) before income tax expense (2,587,029) (984,612)
- -
Income tax (expense)/benefit
Profit(loss) after income tax expense (2,587,029) (984,612)
- -
Other comprehensive income
Total comprehensive income (2,587,029) (984,612)
Statement of cash flows
Net cash used in operating activities (566,998) (361,217)
Net cash used in investing activities (463,256) (476,282)
Net cash from financing activities 1,028,194 653,029
Net increase/(decrease) in cash and cash equivalents (2,061) (184,470)
Other financial information
Profit (loss) attributable to non-controlling interests (1,242,388) (373,251)
Accumulated non-controlling interests at the end of reporting period 182,726 411,558
- -
Dividends paid to non-controlling interests
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There are no significant restrictions on the ability of DGR Global Ltd to access the assets of the subsidiaries with non-controlling interests.

NOTES TO THE FINANCIAL STATEMENTS

Note 13. Investments Accounted for Using the Equity Method

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OWNERSHIP CARRYING AMOUNT
INTEREST
NAME COUNTRY OF PRINCIPLE SHARES 2014 2013 2014 2013
INCORPORATION ACTIVITY % % $ $
AND PRINCIPLE
PLACE OF
BUSINESS
Armour Australia Oil & Gas ORD 25% 25% 11,632,748 16,511,000
Energy Ltd Exploration
Navaho Australia Mineral ORD 21% 28% 179,391 982,357
Gold Ltd Exploration
11,812,139 17,493,357
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(a) Movements during the year in equity accounted investments

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2014 2013
$ $
Balance at beginning of year 17,493,357 28,968,765
Additional investment 25,000 411,679
Sale of investment - (1,422,818)
Share of associates losses after income tax (1,980,254) (693,988)
Impairment (3,725,964) (3,899,738)
Reclassification on loss of significant influence to available for sale
financial assets – derecognised carrying amount -
(5,870,543)
Balance at end of year 11,812,139 17,493,357
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Impairment relates to the investments in Navaho Gold Ltd and Armour Energy Ltd. On initial recognition the share price of Navaho Gold Ltd and Armour Energy Ltd was $0.20 and $0.50, respectively. At 30 June 2014 the share price of Navaho Gold Ltd and Armour Energy Ltd had fallen to $0.003 and $0.155, respectively. On this basis the investments in the associates has been written down to fair value, less costs to sell.

During the year ended 30 June 2013, DGR Global Ltd’s investments in Aus Tin Mining Ltd and Orbis Gold Ltd fell below 20%. Accordingly, the Company having lost significant influence, reclassified its investments in these entities from investments accounted for using the equity method to available for sale financial assets. The carrying value of the investments at the date of loss of significant influence was $5,870,543. The fair value, based on the ASX quoted bid prices, of the retained investments was $11,605,977. In accordance with accounting standard AASB 128, Investments in Associates, the difference between fair value and carrying value was recognised as a gain of $5,735,434 in profit or loss.

83 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 14. Property Plant and Equipment

Note 13. Investments Accounted for Using the Equity Method (continued)

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2014 2013
$ $
(b) Fair value of investments in associates with published price quotations
Land at cost 385,000 385,000
2014 2013
$ $
Freehold building at cost 62,975 59,889
Fair Value of investment in Armour Energy Ltd 11,632,748 16,511,000
Accumulated depreciation (26,872) (25,354)
Fair Value of investment in Navaho Gold Ltd 179,391 982,357
36,103 34,535
11,812,139 17,493,357
Plant and equipment at cost 381,912 363,857
Accumulated depreciation (330,454) (317,373)
(c) Summarised financial information of associates
51,458 46,484
OWNERSHIP CURRENT NON- CURRENT NON- REVENUES PROFIT/ OTHER
INTEREST ASSETS CURRENT LIABILITIES CURRENT LOSS COMPREHENSIVE Site infrastructure at cost 2,443,532 2,443,532
ASSETS LIABILITIES INCOME
% $ $ $ $ $ $ Accumulated depreciation (2,443,532) (2,443,532)
2014 - -
Armour 25% 8,052,222 77,860,898 688,069 2,799,721 1,939,917 (1,694,418) - Motor vehicles at cost 25,082 60,678
Energy
Ltd Accumulated depreciation (25,082) (40,959)
Navaho 21% 27,914 2,028,200 521,130 5,538 1,448 (3,983,395) - -
Gold 19,719
Ltd
Computers and office equipment at cost 151,856 149,330
-
8,080,136 79,889,098 1,209,199 2,805,259 1,941,365 (5,677,813)
Accumulated depreciation (142,553) (129,989)
2013
9,303 19,341
Armour 25% 40,284,245 53,668,331 9,101,674 24,334 4,785,368 1,579,900 -
Energy Furniture and fittings at cost 90,099 90,099
Ltd
Navaho 28% 93,666 4,915,803 329,574 - 18,921 (3,566,999) - Accumulated depreciation (26,180) (13,620)
Gold
63,919 76,479
Ltd
-
40,377,911 58,584,134 9,431,248 24,334 4,804,289 (1,987,099) 545,783 581,558
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(d) Reconciliation of the carrying amount of the Group’s investment in associates

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ARMOUR ENERGY LTD NAVAHO GOLD LTD
2014 2013 2014 2013
$ $ $ $
Opening carrying amount 16,511,000 20,638,750 982,357 405,791
Share of profits (loss) after tax (1,125,210) 798,579 (855,044) (1,005,300)
Additional investment - - 25,000 411,679
Impairment (3,753,042) (4,926,129) 27,078 1,170,187
Closing carrying amount 11,632,748 16,511,000 179,391 982,357
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85 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 14. Property Plant and Equipment (continued)

Note 15. Exploration and Evaluation Assets

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2014 2013
$ $
Exploration and evaluation assets 6,409,708 5,249,390
Movements in carrying amounts
Balance at the beginning of the year 5,249,390 7,466,917
Additions 1,287,999 1,723,761
-
Assets disposed on disposal of subsidiary (refer Note 31) (42,977)
Written-off (127,681) (3,898,311)
Exploration and evaluation assets 6,409,708 5,249,390
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Movements in carrying amounts

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2014 LAND FREEHOLD PLANT & MOTOR COMPUTER FURNITURE TOTAL
BUILDING EQUIPMENT VEHICLES & OFFICE & FITTINGS
$ $ $ $ EQUIPMENT $ $
$
Balance 385,000 34,535 46,484 19,719 19,342 76,478 581,558
at the
beginning of
the year
Additions - 3,086 18,055 - 2,526 - 23,667
- - - - -
Disposals (19,114) (19,114)
-
Depreciation (1,518) (13,081) (605) (12,564) (12,560) (40,328)
expenses
-
Carrying 385,000 36,103 51,458 9,304 63,918 545,783
amount at
the end of
the year
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The exploration and evaluation assets written off during the year are as a result of the total abandonment of certain areas of tenure. The recoverability of the carrying amount of exploration and evaluation assets is dependent on the successful development and commercial exploitation or, alternatively, sale of the respective areas of interest.

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2013 LAND FREEHOLD PLANT & MOTOR COMPUTER FURNITURE TOTAL
BUILDING EQUIPMENT VEHICLES & OFFICE & FITTINGS
$ $ $ $ EQUIPMENT $ $ Note 16. Other Assets
$
Balance 385,000 35,779 45,148 29,798 30,851 1,327 527,903 2014 2013
at the $ $
beginning of
the year Prepayments 387,033 170
Additions - 250 13,802 - 2,539 82,651 99,242
- - - - - - -
Disposals Note 17. Trade and Other Payables
-
Depreciation (1,494) (12,466) (10,079) (14,048) (7,500) (45,587)
expenses 2014 2013
$ $
Carrying 385,000 34,535 46,484 19,719 19,342 76,478 581,558
amount at Current
the end of
the year Trade payables 2,132,252 903,849
Sundry payables and accrued expenses 225,927 215,657
Assets Pledged as Security
Employee benefits 87,121 94,961
MOTOR VEHICLES INCLUDE THE FOLLOWING AMOUNTS 2014 2013 2,445,300 1,214,467
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MOTOR VEHICLES INCLUDE THE FOLLOWING AMOUNTS WHERE THE ASSETS ARE SECURED UNDER A FINANCE LEASE:	2014 $ 2013 $
Leased Motor Vehicles
Cost	- 35,596
Accumulated Depreciation	- (15,877)
	- 19,719

Trade and other payables are non-interest bearing and are generally on 30-60 day terms.

87 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 18. Other Financial Liabilities

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2014 2013
$ $
Current
Bank overdraft 242,343 200,027
Lease Liabilities – Secured 3,789 16,109
-
Borrowings – Director loans 700,000
946,132 216,136
Non-Current
Lease Liabilities – Secured - 11,585
Borrowings – convertible notes 444,487 405,301
444,487 416,886
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NOTES TO THE FINANCIAL STATEMENTS

Note 18. Other Financial Liabilities (continued)

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2014 2013
$ $
Face value of notes issued 500,000 500,000
Derivative liability – fair value initially recognised (117,557) (117,557)
Borrowings – Director loans 382,443 382,443
Accretion of interest expense 62,044 22,858
444,487 405,301
Derivative liability
Fair value initially recognised 117,557 117,557
Fair value movement to 30 June (88,577) (94,640)
28,980 22,917
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The bank overdraft was secured by 5,000,000 of DGR Global Ltd’s shares in Orbis Gold Ltd and repayable in full by 31 August 2014. It was subsequently paid in full after 30 June 2014. Lease liabilities are secured over the leased assets to which they relate.

Note 19. Provisions - Non-current

Director Loans

On 28 February 2014, an entity associated with DGR Global Chairman Mr Bill Stubbs provided a secured loan for $500,000 at an interest rate of 12% per annum. The loan is secured by 2,816,901 Orbis Gold Ltd shares and is repayable by 1 October 2014. A total of $24,658 interest was accrued and paid during the year ended 30 June 2014.

On 5 March 2014, an entity associated with DGR Global CEO and Managing Director Mr Nicholas Mather provided a secured loan for $200,000 at an interest rate of 12% per annum. The loan is secured by 1,126,760 Orbis Gold Ltd shares and is repayable by 1 October 2014. A total of $7,890 interest was accrued and paid during the year ended 30 June 2014.

Convertible Notes

DGR Global Ltd issued 500,000 $1.00 convertible notes to raise $500,000 on 16 November 2012. The notes are convertible to ordinary shares in DGR Global or into a basket of shares in listed unencumbered entities held by DGR Global (calculated based on the proportional value of the basket of shares held by DGR), at the Noteholder’s election up until 16 July 2015. The number of shares to be converted will be dependent on the conversion price, which is the higher of $0.12 or 8% of the last published net tangible asset value of DGR’s investments. If the Noteholder elects to convert into a basket of shares, the proportional value of the basket will be determined by the 5 day VWAP of the listed unencumbered shares. The convertible notes are presented in the balance sheet as follows:

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2014 2013
$ $
Site restoration 600,000 600,000
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The Group has conducted an extensive review of the environmental status of the Mining Leases with a view to making an assessment of the appropriate provision it should make for liabilities in respect of rehabilitation and restoration. In the course of this exercise, advice was received from different parties providing estimations on the potential costs for future rehabilitation and restoration. Based on this information, the Group has provided in respect of these restoration liabilities to $600,000.

Note 20. Issued Capital

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2014 2013
$ $
412,162,815 (30 June 2013: 331,059,886) 25,193,291 23,147,450
fully paid ordinary shares
Share issue costs (1,194,068) (1,055,270)
23,999,223 22,092,180
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Ordinary shares participate in dividends and the proceeds on winding up the Company. At shareholder meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on show of hands. There is no par value or authorised capital.

89 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 20. Issued Capital (continued)

(a) Ordinary Shares

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2014 2013 2014 2013
NUMBER NUMBER $ $
At 1 July 331,059,886 324,202,760 23,147,450 22,907,450
- -
29 May 2013 [1] 6,857,126 240,000
- -
29 July 2013 [2] 1,172,580 29,315
- -
6 August 2013 [3] 65,039,411 1,625,985
- -
7 August 2013 [4] 12,021,658 300,541
- -
30 August 2013 [5] 1,709,146 60,000
6 March 2014 [6] 1,160,134 - 30,000 -
At 30 June 412,162,815 331,059,886 25,193,291 23,147,450
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NOTES TO THE FINANCIAL STATEMENTS

Note 20. Issued Capital (continued)

(c) Capital Management

Management controls the capital of the Group in order to provide capital growth to shareholders and ensure the Group can fund its operations and continue as a going concern. The Group’s capital comprises equity as shown on the statement of financial position. There are no externally imposed capital requirements. Management effectively manages the Group’s capital by assessing the Group’s financial risk and adjusting its capital structure in response to changes in these risks and the market. These responses include the management of share issues.

There have been no changes in the strategy adopted by management to control the capital of the Group since the prior year.

Note 21. Reserves

Nature and Purpose of Reserves

(i) Share-based Payments Reserve

1 On 29 May 2013, 6,857,126 $0.035 ordinary shares were issued pursuant to a share purchase plan.

2 On 29 July 2013, 1,172,580 $0.025 ordinary shares were issued to Ord Minett Limited as nominee for ineligible holders pursuant to the Non Renounceable Rights Issue.

3 On 6 August 2013, 65,039,411 $0.025 ordinary shares were issued to eligible holders pursuant to the fully-subscribed Non Renounceable Rights Issue. Of the 65,039,411 shares issued, 59,451,167 shares were issued for cash and 5,588,244 shares were issued for debt conversions.

4 On 7 August 2013, 12,021,658 $0.025 ordinary shares were issued pursuant to a private placement.

5 On 30 August 2013, 1,709,146 ordinary shares at an average price of $0.035 (based on 80% of the 5 day VWAP of DGR shares) were issued to the convertible note holder for conversion of interest payable for the period 16 November 2012 to 16 November 2013.

6 On 6 March 2014 1,160,134 ordinary shares at an average price of $0.026 (based on 80% of the 5 day VWAP of DGR shares) were issued to the convertible note holder for conversion of interest payable for the period 16 November 2013 to 15 May 2014.

(b) Options

As at 30 June 2014, there were 32,934,838 unissued ordinary shares of DGR Global Ltd under option, held as follows:

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OPTIONS ON ISSUE IN DGR GLOBAL LTD NUMBER EXERCISE PRICE EXPIRY
Unlisted employee options 300,000 $0.28 28/02/15
Unlisted employee options 5,000,000 $0.28 24/04/15
Unlisted underwriter options 4,634,838 $0.06 01/10/14
Unlisted Director options 12,000,000 $0.12 30/11/16
Unlisted employee options 11,000,000 $0.12 29/05/17
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The share-based payments reserve is used to recognise the grant date fair value of options issued to employees and other service providers.

(ii) Change in Proportionate Interest Reserve

The change in proportionate interest reserve is used to recognise differences between the amount by which non-controlling interests are adjusted and any consideration paid or received which may arise as a result of transactions with non-controlling interests that do not result in a loss of control.

(iii) Available-for-Sale Financial Assets Reserve

Changes in the fair value of investments, such as equities, classified as available-for-sale financial assets, are recognised in other comprehensive income, as described in note 1(g) and accumulated in a separate reserve within equity. Amounts are reclassified to profit or loss when the associated assets are sold or impaired.

Movements in the available-for-sale financial assets reserve are as follows:

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2014 2013
$ $
Balance 1 July (5,194,269) (990,784)
Revaluation – gross 11,215,476 (6,004,978)
Deferred tax (3,364,643) 1,801,493
- -
Reclassification adjustments arising on disposal
Deferred tax - -
2,656,564 (5,194,269)
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91 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 22. Accumulated Losses

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2014 2013
$ $
Accumulated losses attributable to members of (9,166,699) (6,115,161)
DGR Global Ltd at beginning of the financial year
Profit/(loss) for the year (5,902,417) (3,051,538)
Accumulated losses attributable to members of (15,069,116) (9,166,699)
DGR Global Ltd at the end of the financial year
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Note 23. Commitments for Expenditure

(a) Future Exploration

The Group has certain obligations to expend minimum amounts on exploration in tenement areas. These obligations may be varied from time to time and are expected to be fulfilled in the normal course of operations of the Group.

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THE COMMITMENTS TO BE UNDERTAKEN ARE AS FOLLOWS: 2014 2013
$ $
Payable within one year 10,056,990 3,922,879
Payable between one and five years 11,573,000 5,873,600
21,629,990 9,796,479
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To keep the exploration permits in good standing, work programs should meet certain minimum expenditure requirements. If the minimum expenditure requirements are not met, the Group has the option to negotiate new terms or relinquish the tenements. The Group also has the ability to meet expenditure requirements by joint venture or farm in agreements.

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OPERATING LEASES (NON-CANCELLABLE) 2014 2013
$ $
Minimum lease payments
- Not later than one year 418,498 402,402
- Later than one year and not later than five years 1,848,223 1,777,137
-
- Later than five years 489,584
2,266,721 2,669,123
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Operating leases relate to office premises. The terms of the operating leases range from 1 year to 7 years with options to renew. has the option to negotiate new terms or relinquish the tenements. The Group also has the ability to meet expenditure requirements by joint venture or farm in agreements.

NOTES TO THE FINANCIAL STATEMENTS

Note 23. Commitments for Expenditure (continued)

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FINANCE LEASES 2014 2013
$ $
Minimum lease payments
- Not later than one year 3,991 18,830
-
- Later than one year and not later than five years 12,127
- -
- Later than five years
Total minimum lease payments 3,991 30,956
- Future finance charges (202) (3,262)
Lease liability 3,789 27,694
- Current liability 3,789 16,109
-
- Non-current liability 11,585
3,789 27,694
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Note 24. Contingent Liabilities

The Directors are not aware of any contingent assets and liabilities at 30 June 2014.

Note 25. Share-Based Payments

DGR Global Ltd Options

On 2 December 2013, 12,000,000 DGR Global Ltd share options were granted to Directors under the Employee Share Option Plan and following approval granted by shareholders. The options are to take up one ordinary share in DGR Global at a price of 12 cents each. The options vested immediately and are due to expire on 30 November 2016. A value of $190,295 was calculated using the Black Scholes valuation methodology (refer below).

On 29 May 2014, 11,000,000 DGR Global Ltd share options were granted to employees under the Employee Share Option Plan. The options are to take up one ordinary share in DGR Global at a price of 12 cents each. The options vested immediately and are due to expire on 29 May 2017. A value of $195,800 was calculated using the Black Scholes valuation methodology (refer below).

On 2 October 2013 4,634,838 DGR Global Ltd share options were granted to Mather Investments Pty Ltd, an entity associated with Nicholas Mather (a Director), as part consideration for underwriting the Group’s Non Renounceable Rights Issue. The options are to take up one ordinary share in DGR Global at a price of 6 cents each. The options vested immediately and are due to expire on 1 October 2014. A value of $48,820 was calculated using the Black Scholes valuation methodology (refer below).

Movements in a number of options are as follows:

93 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 25. Share-Based Payments (continued)

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2014 2013
NO. OF OPTIONS WEIGHTED NO. OF WEIGHTED
AVERAGE OPTIONS AVERAGE
EXERCISE PRICE EXERCISE PRICE
$ $
Outstanding at the 32,550,000 $0.28 33,300,000 $0.28
beginning of the year
Granted 27,634,838 $0.11 - -
Forfeited - - (750,000) $0.28
Exercised - - - -
Expired (27,250,000) $0.28 - -
Outstanding at year-end 32,934,838 $0.14 32,550,000 $0.28
Exercisable at year-end 32,934,838 $0.14 32,550,000 $0.28
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The weighted average exercise price of options outstanding at the end of the year was $0.14 (2013: $0.28). The weighted average remaining contractual life of the options was 2.31 years (2013: 0.7 years) All options on issue will settle for one share each when exercised. There are no vesting conditions attached to the options.

IronRidge Resources Ltd Options

On 31 January 2014, 13,270,000 IronRidge Resources Ltd share options were granted to Directors and employees under the Employee Share Option Plan. The options are to take up one ordinary share in IronRidge Resources at a price of 25 pence. The options vested immediately and are due to expire on 31 December 2017. A value of $171,711 was calculated using the Black Scholes valuation methodology (refer below).

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2014 2013
NO. OF OPTIONS WEIGHTED NO. OF WEIGHTED
AVERAGE OPTIONS AVERAGE
EXERCISE PRICE EXERCISE PRICE
$ $
- - - -
Outstanding at the
beginning of the year
Granted 13,270,000 £0.25 - -
Forfeited - - - -
Exercised - - - -
- - - -
Expired
Outstanding at year-end 13,270,000 £0.25 - -
Exercisable at year-end 13,270,000 £0.25 - -
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NOTES TO THE FINANCIAL STATEMENTS

Note 25. Share-Based Payments (continued)

IronRidge Resources Ltd Shares

During the year ended 30 June 2014, IronRidge Resources, a 46% owned subsidiary, issued 8,060,000 shares to directors and key management personnel totaling $617,950. No such share issues occurred during the year ended 30 June 2013.

Archer Resources Ltd Options

There were no options issued in Archer Resources during the year (2013: nil). Movements in the number of options are as follows:

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2014 2013
NO. OF OPTIONS WEIGHTED NO. OF WEIGHTED
AVERAGE OPTIONS AVERAGE
EXERCISE PRICE EXERCISE PRICE
$ $
Outstanding at the 8,100,000 $0.20 12,000,000 $0.20
beginning of the year
Granted - - - -
Forfeited (300,000) $0.20 (3,900,000) $0.20
Exercised - - - -
Expired (7,500,000) $0.20 - -
Outstanding at year-end 300,000 $0.20 8,100,000 $0.20
Exercisable at year-end 300,000 $0.20 8,100,000 $0.20
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The exercise price of options outstanding at the end of the year was $0.20 (2013: $0.20). The weighted average remaining contractual life of the options was 0.5 years (2013: 1.5 years). All options on issue will settle for one share each when exercised. There are no vesting conditions attached to the options.

Fair Value

The fair values of options granted in 2014 were calculated by using a Black-Scholes options pricing model applying the following inputs (there were no options granted during 2013): DGR Global Ltd:

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DGR GLOBAL LTD DGR GLOBAL LTD
ESOP UNDERWRITER
OPTIONS
Weighted average exercise price $0.12 $0.06
Weighted average life of the option 3.0 years 1 year
Underlying share price $0.031 -$0.032 $0.044
Expected share price volatility 119.9% - 134.19% 85%
Risk free interest rate 2.79% - 3.06% 2.82%
Number of options issued 23,000,000 4,634,838
Fair value (black-scholes) per option $0.0159 - $0.018 $0.0105
Total value of options issued $386,095 $48,820
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95 Annual Report 2014 | DGR Global

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NOTES TO THE FINANCIAL STATEMENTS

Note 25. Share-Based Payments (continued)

IronRidge Resources Ltd:

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IRONRIDGE
RESOURCES LTD
ESOP
Weighted average exercise price £0.25
Weighted average life of the option 3.92 years
Underlying share price £0.042
Expected share price volatility 72.736%
Risk free interest rate 1.78%
Number of options issued 13,270,000
Fair value (black-scholes) per option £0.007
Total value of options issued $171,711
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Historical volatility has been the basis for determining expected volatility. The life of the options is based on the term to expiry.

Reconciliation of Reserve Movements

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2014 2013
$ $
Opening balance at 1 July 5,661,995 5,661,995
-
Total share issue costs recognised in equity 48,820
-
Total share-based payments expense 557,806
Closing balance at 30 June 6,268,621 5,661,995
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Reconciliation of share based payments expense

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2014 2013
$ $
-
DGR Global Ltd options 386,095
-
IronRidge Resources options 171,711
-
IronRidge Resources shares 617,950
-
Total share base payments expense 1,175,756
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NOTES TO THE FINANCIAL STATEMENTS

Note 26. Related Party Disclosures

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.

(a) Parent and ultimate controlling entity

(i) The parent entity and ultimate controlling entity is DGR Global Ltd which is incorporated in Australia. The names and other information about subsidiaries are provided in Note 12.

(b) Transactions

(i) DGR Global Ltd has a commercial agreement with SolGold Plc, for the provision of Services. In consideration for the provision of the Services, Solgold Plc pays DGR Global Ltd a monthly management fee. For the year ended to 30 June 2014 $264,000 (2013: $352,000) was paid or payable to DGR Global Ltd for the provision of the Services. The total amount receivable at year end was nil (2013: $24,915).

(ii) DGR Global Ltd has a commercial agreement with Navaho Gold Ltd for the provision of resources and services including the provision of administration and exploration staff, its premises (for the purposes of conducting business operations), use of existing office furniture, equipment and certain stationery, together with general telephone, reception and other office facilities (‘‘Services’’). In consideration for the provision of the Services, Navaho Gold Ltd pays DGR Global Ltd a monthly management fee. For the year ended 30 June 2014 $300,000 was paid or payable to DGR Global (2013: $300,000) for the provision of the Services. The total amount receivable at year end was $165,000 (2013: $10,000).

(iii) DGR Global Ltd has a commercial agreement with Aus Tin Mining Ltd for the provision of Services. In consideration for the provision of the Services, Aus Tin Mining Ltd pays DGR Global Ltd a monthly management fee. For the year ended to 30 June 2014 $192,000 (2013: $205,325) was paid or payable to DGR Global Ltd for the provision of the Services. The total amount receivable at year end was $128,000 (2013: $73,927).

(iv) DGR Global Ltd has a commercial agreement with Armour Energy Ltd for the provision of Services. In consideration for the provision of the Services, Armour Energy Ltd pays DGR Global Ltd a monthly management fee. For the year ended 30 June 2014 $483,000 (2013: $544,500) was paid or payable to DGR Global for the provision of the Services. The total amount receivable at year end was nil (2013: $100).

Note 27. Operating Segments

Segment information

Identification of reportable segments

The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors (chief operating decision makers) in assessing performance and determining the allocation of resources.

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. An operating segment’s operating results are reviewed regularly by the chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.

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NOTES TO THE FINANCIAL STATEMENTS

Note 27. Operating Segments (continued)

Basis of accounting for purposes of reporting by operating segments

(a) Accounting policies adopted

Unless stated otherwise, all amounts reported to the Board of Directors, being the chief operating decision maker with respect to operating segments, are determined in accordance with accounting policies that are consistent to those adopted in the annual financial statements of the Group.

(b) Inter-segment transactions

Corporate charges are allocated to segments based on the segments’ overall proportion of overhead expenditure within the Group. The Board of Directors believes this is representative of likely consumption of head office expenditure that should be used in assessing segment performance and cost recoveries.

Inter-segment loans payable and receivable are initially recognised at the consideration received/to be received net of transaction costs. If inter-segment loans receivable and payable are not on commercial terms, these are not adjusted to fair value based on market interest rates. This policy represents a departure from that applied to the statutory financial statements.

(c) Segment assets

Where an asset is used across multiple segments, the asset is allocated to that segment that receives majority economic value from that asset. In the majority of instances, segment assets are clearly identifiable on the basis of their nature and physical location.

(d) Unallocated items

The following items of revenue, expenses and assets are not allocated to operating segments as they are not considered part of the core operations of any segment:

impairment of assets and other non-recurring items of revenue or expense
income tax expense
current and deferred tax

Segment reporting

The Group reports information to the Board of Directors along company lines. That is, the financial position of DGR and each of its subsidiary companies is reported discreetly, together with an aggregated Group total. Accordingly, each company within the Group that meets or exceeds the relevant threshold tests is separately disclosed below. The financial information of the subsidiaries that do not exceed the relevant thresholds outlined above, and are therefore not reported separately, is aggregated and disclosed as Other.

NOTES TO THE FINANCIAL STATEMENTS

Note 27. Operating Segments (continued)

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30 JUNE 2014 DGR GLOBAL ARCHER IRONRIDGE OTHERS TOTAL
$ $ $ $ $
Segment Performance Revenue
External revenue 1,247,100 - - - 1,247,100
Interest revenue 16,130 4 2,221 2 18,357
- - -
Inter-segment revenue 941,645 941,645
Total segment revenue 2,204,875 4 2,221 2 2,207,102
Reconciliation of segment revenue to Group revenue
Elimination of intersegment (941,645)
revenue
Total Group revenue 1,265,457
Segment net profit (loss) (1,585,765) (319,931) (2,587,028) (6,605) (4,499,329)
before tax
Reconciliation of segment result to Group net profit (loss) before tax
Impairment of investment in associate (3,725,964)
Share losses of associates (1,980,254)
Net profit (loss) before tax (10,205,547)
30 JUNE 2013 DGR GLOBAL ARCHER IRONRIDGE OTHERS TOTAL
$ $ $ $ $
Segment Performance Revenue
External revenue 1,520,297 - - - 1,520,297
Interest revenue 11,042 61 1,811 80 12,994
- - -
Inter-segment revenue 730,148 730,148
Total segment revenue 2,261,488 61 1,811 80 2,263,440
Reconciliation of segment revenue to Group revenue
Elimination of intersegment revenue (730,148)
Total Group revenue 1,533,291
Segment net profit (loss) before tax 399,642 (3,483,382) (984,064) (259,832) (4,327,636)
Reconciliation of segment result to Group net profit (loss) before tax
Impairment of investment in associate (3,899,738)
Gain on loss of control of subsidiary 8,481
Gain on loss of significant influence 5,735,465
Share losses of associates (693,988)
-
Recycling adjustment on disposal of
available for sale financial asset
Net profit (loss) before tax (3,177,416)
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NOTES TO THE FINANCIAL STATEMENTS

Note 27. Operating Segments (continued)

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30 JUNE 2014 DGR GLOBAL ARCHER IRONRIDGE OTHERS TOTAL
$ $ $ $ $
(ii) Segment Assets
Reconciliation of 43,407,793 1,663,912 2,137,582 371,779 47,581,066
segment assets to
Group assets
Inter-segment (6,964,503)
receivables and
investments eliminated
Total Group Assets 40,616,563
Segment asset additions for the period
- Exploration and 350,630 114,225 579,520 243,624 1,287,999
evaluation assets
- - -
- Property, plant 23,667 23,667
and equipment
- Investments 25,000 - - - 25,000
accounted for using
the equity method
- Investments in 119,553 - - - 119,553
available for sale
financial assets
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NOTES TO THE FINANCIAL STATEMENTS

Note 27. Operating Segments (continued)

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30 JUNE 2013 DGR GLOBAL ARCHER IRONRIDGE OTHERS TOTAL
$ $ $ $ $
(ii) Segment Assets
Reconciliation of 36,015,827 1,586,284 1,157,466 181,956 38,941,533
segment assets to
Group assets
Inter-segment (5,625,536)
receivables and
investments eliminated
Total Group Assets 33,315,997
Segment asset additions for the period
- Exploration and 640,396 453,888 442,376 187,102 1,723,762
evaluation assets
- - -
- Property, plant 99,242 99,242
and equipment
- Investments 411,679 - - - 411,679
accounted for using the
equity method
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Investments in associates are allocated to the DGR Global operating segment as the investment is held by that Company. The share of losses of associates is disclosed as a reconciling item as this only occurs on consolidation. All operations and assets are located in Australia, with the exception of IronRidge whereby the assets are located in Gabon, Africa. The total of non-current assets located in Gabon, Africa, is $823,655 (2013: $132,008).

Note 28. Parent Company

The Corporations Act requirement to prepare parent entity financial statements where consolidated financial statements are prepared has been removed and replaced by Regulation 2M.3.01 which requires the following limited disclosure in regard to the parent entity (DGR Global Ltd). The consolidated financial statements incorporate the assets, liabilities and results of the parent entity in accordance with the accounting policy described in Note 1(b).

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NOTES TO THE FINANCIAL STATEMENTS

Note 28. Parent Company (continued)

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PARENT ENTITY 2014 2013
$ $
Statement of Financial Position
Current Assets 717,387 208,147
Non-current Assets
- Loans (intragroup receivables) 1,413,437 879,126
- Security bonds 600,976 617,843
- Property plant and equipment 534,739 545,590
- Exploration and evaluation assets 2,915,304 2,669,345
- Investment in Lions Gate Metals Inc - 12,339
- Investment in SolGold plc 7,914,842 3,030,100
- Investment in Orbis Gold Ltd 12,090,000 5,459,999
- Investment in Navaho Gold Ltd 179,420 982,387
- Investment in Aus Tin Mining Ltd 251,060 418,436
- Investment in Armour Energy Ltd 11,632,750 16,510,972
- Investment in Archer Resources Ltd 4,056,400 4,056,400
- Investment in IronRidge Resources Ltd 1,101,468 690,001
- Investment in other subsidiaries 10 10
Total Non-current Assets 42,690,406 35,872,548
Total Assets 43,407,793 36,080,695
Current Liabilities 2,084,767 988,985
Non-current liabilities 1,407,625 1,031,998
Total Liabilities 3,492,392 2,020,983
Net Assets 39,915,401 34,059,712
Issued Capital 23,999,223 22,092,180
Share-Based Payments Reserve 3,905,818 3,519,723
Available-For-Sale Financial Assets Reserve 26,786,484 21,132,644
Accumulated Losses (14,776,124) (12,684,835)
Total Shareholder’s equity 39,915,401 34,059,712
Statement of Comprehensive Income
Profit/(loss) for the year (2,091,289) (1,401,851)
Total comprehensive income for the year 3,562,551 (15,996,275)
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NOTES TO THE FINANCIAL STATEMENTS

Note 28. Parent Company (continued)

At 30 June 2014, the Company’s investments in each of its controlled entities, associates and available for sale assets are as follows:

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INVESTMENT NUMBER OF NUMBER OF SHARE PRICE [#]
SHARES OPTIONS /
WARRANTS
(UNLISTED)
Lions Gate Metals Inc 75,000 - C$0.00
SolGold plc 54,517,440 - £0.08
Orbis Gold Ltd 39,000,000 - $0.31
Navaho Gold Ltd 59,806,749 - $0.003
Aus Tin Mining Ltd 83,687,100 - $0.003
Armour Energy Ltd [1] 75,050,000 18,837,500 $0.155
Archer Resources Ltd [2] 40,000,000 7,500,000 $0.100
IronRidge Resources Ltd 69,293,333 - $0.08
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Share price represents the market quoted price for listed investments at 30 June 2014 or the price at which the last round of financing was raised for unquoted investments.

1 The Armour Energy Ltd (“Armour”) options allow the Company to take up one ordinary share in Armour at an exercise price of $0.50. The options are fully vested and expire on 31 August 2014.

2 The Archer Resources Ltd (“Archer”) options allow the Company to take up one ordinary share in Archer at an exercise price of $0.20. The options are fully vested and expire on 31 December 2014.

Guarantees

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

Contractual commitments

There were no contractual commitments for the acquisition of property, plant and equipment entered into by the parent entity at 30 June 2014 (2013: nil).

Contingent liabilities

The parent entity has no contingent liabilities.

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NOTES TO THE FINANCIAL STATEMENTS

Note 29. Cash Flow Information

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2014 2013
$ $
Profit/(loss) after tax (7,251,697) (4,323,528)
Depreciation 40,328 45,588
Exploration and evaluation assets written off 127,681 3,898,311
-
Share based payments expense 1,175,756
Share of losses associates 1,980,254 693,988
Impairment of investment in associate 3,725,964 3,899,739
Gain on sale of investments - (1,857,198)
-
Gain on loss of significant influence (5,735,465)
-
Realised gain on disposal of subsidiary (8,481)
Revaluation of financial liabilities at fair value through profit and loss 6,063 (94,640)
Accretion of interest expense on convertible notes 39,186 22,858
Changes in operating assets and liabilities, net of the effects of purchase and disposal of subsidiaries:
- (Increase)/decrease in trade and other receivables (226,795) (90,386)
- (Increase)/decrease in other assets (387) 18,277
- Increase/(decrease) in trade and other payables 1,740,522 (67,323)
- Increase/(decrease) in deferred tax liabilities (2,953,851) 1,146,113
Net cash flow from operations (1,596,976) (2,452,147)
Non-cash investing and financing activities
Additional investment in Associates through
issue of shares in lieu of cash owing (25,000) (60,000)
Issue of shares for interest on convertible note (90,000) -
Issue of shares in lieu of cash for services (139,706) -
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NOTES TO THE FINANCIAL STATEMENTS

Note 30. Financial Risk Management

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2014 2013
$ $
Financial Assets
Cash and cash equivalents 37,186 51,972
Trade and other receivables 459,852 252,849
Available for sale financial assets 20,263,903 8,928,874
Cash on deposit 314,000 314,000
Security bonds 386,959 443,827
21,461,900 9,991,522
Financial Liabilities
Bank overdraft 242,343 200,027
Trade and other payables 2,445,300 1,214,467
Convertible note 444,487 405,301
Director loans 700,000 -
Finance leases 3,789 27,694
3,835,919 1,847,489
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(a) General Objectives, Policies and Processes

In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.

There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note. The Group’s financial instruments consist mainly of deposits with banks, receivables and payables, and shares in listed corporations.

The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group’s finance function. The Group’s risk management policies and objectives are designed to minimise the potential impacts of these risks on the results of the Group where such impacts may be material.

The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group’s competitiveness and flexibility. Further details regarding these matters are set out below:

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NOTES TO THE FINANCIAL STATEMENTS

Note 30. Financial Risk Management (continued)

(b) Credit Risk

Credit risk is the risk that the other party to a financial instrument will fail to discharge their obligation resulting in the Group incurring a financial loss. This usually occurs when counterparties fail to settle their obligations owing to the Group. The Group’s objective is to minimise the risk of loss from credit risk exposure.

The maximum exposure to credit risk, excluding the value of any collateral or other security, in the event other parties fail to discharge their obligations under financial instruments in relation to each class of financial asset at reporting date is the carrying amount in the statement of financial position which, for the relevant assets, is summarised in the table above.

Credit risk is reviewed regularly by the Board and the audit committee. It primarily arises from exposure to receivables as well as through deposits with financial institutions. There is no collateral held as security.

The Group does not have any material credit risk exposure to any single debtor or group of debtors under financial instruments entered into by the Group. Bank deposits are held with Macquarie Bank, Westpac, Bank of Queensland, First National Bank Zambia and B.I.C.I. Du Gabon.

(c) Liquidity Risk

Liquidity risk is the risk that the Group may encounter difficulties raising funds to meet financial obligations as they fall due. The objective of managing liquidity risk is to ensure, as far as possible, that the Group will always have sufficient liquidity to meets its liabilities when they fall due, under both normal and stressed conditions.

Liquidity risk is reviewed regularly by the Board and the audit committee.

The Group manages liquidity risk by monitoring forecast cash flows and liquidity ratios such as working capital. The Group’s working capital, being current assets less current liabilities, has decreased from a deficit of $1,125,612 in 2013 to a deficit of $2,507,361 in 2014. At 30 June 2014 the Group had a secured overdraft facility of $250,000.

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MATURITY CARRYING CONTRACTUAL <6 6-12 1-3 > 3 YEARS
ANALYSIS AMOUNT CASH FLOWS MONTHS MONTHS YEARS
2014 $ $ $ $ $ $
Financial liabilities
Bank overdraft 242,343 242,343 242,343 - - -
Trade and other 2,445,300 2,445,300 2,445,300 - - -
payables
Convertible note 444,487 575,000 30,000 30,000 515,000 -
Director loans 700,000 721,000 721,000 - - -
Finance leases 3,789 3,991 3,991 - - -
Total 3,835,919 3,987,634 3,442,634 30,000 515,000 -
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NOTES TO THE FINANCIAL STATEMENTS

Note 30. Financial Risk Management (continued)

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MATURITY CARRYING CONTRACTUAL <6 6-12 1-3 > 3 YEARS
ANALYSIS AMOUNT CASH FLOWS MONTHS MONTHS YEARS
2013 $ $ $ $ $ $
Financial liabilities
Bank overdraft 200,027 200,027 200,027 - - -
Trade and other 1,214,467 1,214,467 1,214,467 - - -
payables
Convertible note 405,301 635,000 30,000 30,000 575,000 -
Finance leases 27,694 30,656 9,415 9,415 12,127 -
Total 1,847,489 2,080,150 1,453,909 39,415 587,127 -
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(d) Market Risk

Market risk arises from the use of interest bearing, tradable and foreign currency financial instruments. It is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes interest rates (interest rate risk), foreign exchange rates (currency risk) or other market factors (other price risk). The Group does not have any material exposure to market risk other than interest rate risk and other equity securities price risk.

Interest rate risk

The objective of interest rate risk management is to manage and control interest rate risk exposures with acceptable parameters while optimising the return. Interest rate risk is managed with a mixture of fixed and floating rate instruments. For further details on interest rate risk refer to the tables below:

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FLOATING FIXED NON- TOTAL WEIGHTED
INTEREST INTEREST INTEREST CARRYING AVERAGE
RATE RATE BEARING AMOUNT EFFECTIVE
INTEREST
2014 2014 2014 2014
RATE
$ $ $ $ 2014
%
(i) Financial Assets
Cash and cash equivalents 37,186 - - 37,186 0.25%
Trade and other receivables - - 459,852 459,852 -
Other financial assets - 314,000 20,650,862 20,964,862 3.7%
Total financial assets 37,186 314,000 21,110,714 21,461,900
(ii) Financial Liabilities
- - -
Trade and other payables 2,445,300 2,445,300
Other financial liabilities 242,343 1,203,789 (55,513) 1,390,619 11.66%
Total financial liabilities 242,343 1,203,789 2,389,787 3,835,919
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*On interest bearing portion.

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NOTES TO THE FINANCIAL STATEMENTS

Note 30. Financial Risk Management (continued)

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FLOATING FIXED NON- TOTAL WEIGHTED
INTEREST INTEREST INTEREST CARRYING AVERAGE
RATE RATE BEARING AMOUNT EFFECTIVE
INTEREST
2013 2013 2013 2013
RATE
$ $ $ $ 2013
%
(i) Financial Assets
Cash and cash equivalents 51,972 - - 51,972 0.3%
Trade and other receivables - - 252,849 252,849 N/A
Other financial assets - 314,000 9,372,701 9,686,701 4.35%
Total financial assets 51,972 314,000 9,625,550 9,991,522
(ii) Financial Liabilities
Trade and other payables - - 1,214,467 1,214,467 N/A
Other financial liabilities 200,027 527,694 (94,699) 633,022 11.56%
Total financial liabilities 200,027 527,694 1,119,768 1,847,489
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on interest bearing portion.

The Group has performed a sensitivity analysis relating to its exposure to interest rate risk. This demonstrates the effect on the profit and equity which could result from a change in these risks.

At 30 June 2014 the effect on profit and equity as a result of changes in the interest rate at that date would be as follows:

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2014 2013
$ $
Change in profit and equity
- Increase in interest rate by 1% (2,052) (1,481)
- Decrease in interest rate by 1% 2,052 1,481
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Equity securities price risk

The Group has performed a sensitivity analysis relating to its exposure to equity securities price risk. The sensitivity demonstrates the effect on pre-tax profit and equity which could result from a change in these risks.

NOTES TO THE FINANCIAL STATEMENTS

Note 30. Financial Risk Management (continued)

At 30 June 2014 the effect on profit and equity as a result of changes in equity security prices would be as follows:

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2014 2013
$ $
Change in profit
- -
- Increase in equity security price by 10%
- -
- Decrease in equity security price by 10%
Change in equity
- Increase in equity security price by 10% 2,026,390 892,887
- Decrease in equity security price by 10% (2,026,390) (892,887)
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Available for sale financial assets reserve/other comprehensive income.

The analysis assumes all other variables remain constant. It also assumes the investment in SolGold plc, Lions Gate Metals Inc, Orbis Gold Ltd and Aus Tin Mining Ltd were remeasured to fair value on 30 June 2014 (and that the 10% change had occurred as at that date).

It should be noted that the investment in associate is not included in the above analysis as it is outside the scope of Accounting Standard AASB 7 Financial Instruments: Disclosures, as it is accounted for in accordance with Accounting Standard AASB 128 Investments in Associates.

Note 31. Fair Value

Fair value hierarchy

The following table details the consolidated entity’s assets and liabilities, measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement being:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability.

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NOTES TO THE FINANCIAL STATEMENTS

DIRECTORS’ DECLARATION

Note 31. Fair Value (continued)

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LEVEL 1 LEVEL 2 LEVEL 3 TOTAL
$ $ $ $
2014
Available for sale financial assets 20,263,903 - - 20,263,903
Investments accounted for 11,812,139 - - 11,812,139
using the equity method
- -
Derivative liability (28,980) (28,980)
2013
Available for sale financial assets 8,928,887 - - 8,928,887
- -
Investments accounted for using 17,493,357 17,493,357
the equity method
- -
Derivative liability (22,917) (22,917)
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The available for sale financial assets are measured based on the quoted market prices at 30 June.

Derivative financial instruments have been valued using quoted market rates. This valuation technique maximizes the use of observable market data where it is available and relies as little as possible on entity specific estimates.

Note 32. Disposal of Subsidiaries

2013

1. In the opinion of the Directors:

(a) The financial statements and notes of DGR Global Ltd for the financial year ended 30 June 2014 are in accordance with the Corporations Act 2001, including:
- (i) Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2014 and performance for the year then ended;
- (ii) Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001;
(b) The financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 1; and
(c) There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable, as disclosed in note 1.

On 26 March 2013, DGR Global Ltd sold Ripple Resources Pty Ltd to Armour Energy Ltd.

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2013
$
Cash Consideration received 10
Assets and liabilities disposed:
Investments – ANW shares 2,000
Security deposits 2,500
Exploration and evaluation assets 42,277
Trade and other payables (55,248)
(8,471)
Net gain on disposal 8,481
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Note 33. Significant Events After Balance Date

On 8 August 2014, the Group sold 2,464,551 Orbis Gold Ltd shares at $0.38 to raise $936,529.

(d) The remuneration disclosures contained in the Remuneration Report comply with s300A of the Corporations Act 2001.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2014.

Signed in accordance with a resolution of the Directors.

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Nicholas Mather Managing Director Brisbane Date: 30 September 2014

The Directors are not aware of any significant changes in the state of affairs of the Group or events after balance date that would have a material impact on the consolidated financial statements.

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INDEPENDENT AUDITOR’S REPORT

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T 07 3303 0680 F 07 3303 0681 Level 27, 111 Eagle Street, Brisbane QLD 4000 dgrglobal.com

AI assistant

DGR GLOBAL LIMITED — Annual Report 2014

64771_rns_2014-10-19_bb035319-4340-47c1-a0a3-87309ea36b9c.pdf

CHAIRMANS REPORT

Dear Shareholder

DIRECTORS

COMPANY SECRETARY

REGISTERED OFFICE AND PRINCIPAL BUSINESS OFFICE

SOLICITORS

SHARE REGISTER

AUDITORS

COUNTRY OF INCORPORATION

STOCK EXCHANGE LISTING

INTERNET ADDRESS

AUSTRALIAN BUSINESS NUMBER

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Tin

Highlights

Corporate

Nickel-Cobalt

Gold-Silver

Copper-Gold-Silver-Molybdenum

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Iron-Titanium

Gas-Oil

Introduction

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Review of Unlisted Subsidiaries

and Projects

IronRidge Resources Limited

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Archer Resources Limited

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

DGR Zambia Limited

Exploration Projects in Development

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

REVIEW OF OPERATIONS AND FUTURE DEVELOPMENTS

Review of Investments in Listed Companies

Future Developments

DIRECTOR’S REPORT

Directors

William (Bill) Stubbs – Non-Executive Chairman

LLB

BSc (Hons, Geol) (Univ. QLD), MAusIMM

DIRECTOR’S REPORT

Brian Moller – Non Executive Director LLB (Hons)

DIRECTOR’S REPORT

Company Secretary

Karl Schlobohm – Company Secretary

B.Comm, B.Econ, M.Tax, CA, AICD

Principal Activities

Dividends Paid or Recommended

Review of Operations

Review of Financial Condition

Capital structure

Ordinary Shares

Options

DIRECTOR’S REPORT

Financial position

Treasury policy

Liquidity and funding

Operating Results

Significant Changes in the State of Affairs

Significant Events After Balance Date

Future Developments

Environmental Regulation and Performance

DIRECTOR’S REPORT

Remuneration Report (Audited)

Remuneration Policy

Non-Executive Director Remuneration

DIRECTOR’S REPORT

Executive Director and Senior Management Remuneration

Relationship between Remuneration and Company Performance

Employment Contracts

DIRECTOR’S REPORT

DGR GLOBAL LIMITED Annual Report 2014