TYCHEAN RESOURCES LIMITED

ABN 40 119 031 864 and Controlled Entities

DIRECTORS

Robert Michael Kennedy (Chairman) Joseph Fred Houldsworth (Managing Director) Ewan John Vickery (Non-executive Director)

COMPANY SECRETARY Justin Paul Nelson

REGISTERED AND PRINCIPAL OFFICE

Level 3, 100 Pirie Street Adelaide, South Australia 5000 Telephone +61 8 7324 3195 Facsimile +61 8 8312 5576

Email [email protected]

SOLICITOR DMAW Lawyers

Level 3, 80 King William Street Adelaide, South Australia 5000

Telephone +61 8 8210 2222 Facsimile +61 8 8210 2233

SHARE REGISTRY

Computershare Investor Services

Level 5, 115 Grenfell Street Adelaide, South Australia 5000

Telephone +61 8 8236 2300 Facsimile +61 8 8236 2305

AUDITOR

Grant Thornton 67 Greenhill Road Wayville, South Australia 5034

BANKER National Australia Bank

161–167 Glynburn Road Firle, South Australia 5070

STOCK EXCHANGE LISTING

Australian Securities Exchange

Tychean Resources Limited shares are listed on the Australian Securities Exchange

ASX code: TYK

WEBSITE

www.tycheanresources.com

The website includes information about the Company, its strategies, projects, reports and ASX announcements.

Compliance statements

DISCLAIMER

This Annual report contains forward looking statements that are subject to risk factors associated with the exploration and mining industry.

It is believed that the expectations reflected in these statements are reasonable, but they may be affected by a variety of variables which could cause actual results or trends to differ materially.

COMPETENT PERSON

The information in this report that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Matthew Svensson who is a Member of the Australasian Institute of Geologists (MAIG) and a fulltime employee of the Company. Mr Svensson has sufficient experience relevant to the style of mineralisation, the type of deposit under consideration, and the activity he is undertaking, to qualify as a Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). This report is issued in the form and context in which it appears with the written consent of the Competent Person.

4 Chairman's report
5 Managing Director's report
6 Exploration overview
12 Tenement schedule
14 Financial statements
15 Directors' report
19 Remuneration report (audited)
23 Auditor's independence declaration
24 Corporate governance statement
29 Consolidated statement of profit or loss and other comprehensive income
30 Consolidated statement of financial position
31 Consolidated statement of changes in equity
32 Consolidated statement of cash flows
33 Notes to the consolidated financial statements
54 Directors' declaration
55 Independent auditor's report to the members
58 ASX additional information

CHAIRMAN'S REPORT

Robert Kennedy Chairman

Dear fellow shareholders,

I am pleased to report that your Company's strategy of focusing on gold exploration and development continued with promising results during the financial year ended 30 June 2014.

Coinciding with the change in the Company's name to Tychean Resources has been the installation of a systematic and extensive exploration strategy with particular emphasis on key projects in the attractive Eastern Goldfields region of Western Australia.

Following the rationalisation of the Company's tenement portfolio, the primary focus has been on exploration across the wholly-owned Spargoville and Valley Floor gold projects, both of which were acquired early in the period under review.

The Company's secondary focus remains on our gold prospects in the Tanami region of the Northern Territory over which a new joint venture program has recently been finalised with successful Australian gold producer, Ramelius Resources.

Tychean is confident that the prudent application of exploration funds across this balanced geographic profile provides the Company with excellent prospects of achieving gold discoveries of significance.

Following on from the significant supergene horizons identified from the initial air core drilling program on the Valley Floor gold project, exploration commenced over 10 prospects at the highlyprospective Spargoville project in November 2013 with an auger drilling program over three main targets. This was followed by an RAB drilling program in December.

Activity and interest in the Spargoville project heightened as the year progressed, with highly anomalous gold intercepts from increased exploration activity on the project's Core Farm, Golden Orb, Fugitive and Déjà Vu prospects. Results from the new drilling and resampling in March this year included one metre at 92.6 grams per tonne gold from the Core Farm prospect which generated more high grade gold results in June 2014. We have entered the new financial year with further promising results from the project's Redback and Huntsman prospects located near the Wattle Dam gold mine.

In the Northern Territory, the farm-in and joint venture agreement completed in May 2014 with Ramelius Resources involves a 1700 square kilometre land package within the highly prospective Tanami Complex. This tenement package – located within 100km of Newmont's 4.5 million-plus ounce Callie gold mine – represents a unique opportunity over a significant yet underexplored gold province.

The promising results to date from exploration activity within our focussed Spargoville and Valley Floor gold projects have been achieved against a background of continuing testing conditions in the global economic and commodity markets. Your Directors are conscious of the need to minimise costs where possible and appropriate in this ongoing difficult environment.

The total of \$1.9 million raised by Tychean with this year's entitlement issue and share placement has positioned the Company into the new financial year with funds in place to further progress exploration activity at the Spargoville and Valley Floor projects.

My thanks to my co-Directors on the Tychean Resources board for their support during 2013-2014 and congratulations to our Managing Director, Joe Houldsworth, and his team for their wonderful commitment and achievements.

On behalf of the Board, my sincere thanks for your support as a shareholder of the Company, and we look forward to sharing with you the results from the work on our exciting Eastern Goldfields projects.

BOB KENNEDY Chairman

MANAGING DIRECTOR'S REPORT

Joe Houldsworth Managing Director

On behalf of the Board of Directors of Tychean Resources Limited, I am pleased to present the Annual Technical Review for 2014.

The past year has seen your Company transformed in to a highly active Junior Gold Explorer, with a primary focus in the Eastern Goldfields of Western Australia, and a secondary focus in the Tanami Region of the Northern Territory.

In Western Australia where the Company acquired two high quality exploration projects comprising the Spargoville Gold Project and the Valley Floor Gold Project, the Company achieved some exciting exploration results, particularly at Spargoville with High Grade Gold intersections returned from both the Redback Prospect and the Core Farm Paleochannel Prospect.

The majority of the Company's resources have been directed to the Spargoville Gold Project area; further developing these promising prospects.

In respect of our secondary focus in the Tanami region of the Northern Territory, we have been successful in establishing a Farm-in and Joint Venture Agreement with Gold Producer Ramelius Resources Limited, ensuring a significant exploration effort will follow in this highly prospective yet largely unexplored gold province.

The Company successfully completed two Capital Raisings during the year, the first in September 2013, with a total of ~\$1.6 million being raised before costs and the second in May/June 2014, raising a total of \$1.9 million before costs.

These funds are all focused on exploration and I can confidently assure you that the majority of expenditure is "in- the- ground".

I would like to take this opportunity to thank the Shareholders for their ongoing support, also my fellow directors and Tychean Staff, for their tremendous efforts throughout the year.

JOE HOULDSWORTH Managing Director

EXPLORATION OVERVIEW

WESTERN AUSTRALIAN GOLD PROJECT

SPARGOVILLE GOLD PROJECT

(100% gold rights)

• Large advanced exploration tenement package in the Eastern Goldfields of WA with pipeline of drill ready targets providing access to:
Established infrastructure;
Readily available workforce; and
Abundance of toll milling options
• Exploration tenement package covering ~11,440ha across:
26 granted mining leases;
2 granted exploration licences;
6 prospecting licences; and
2 miscellaneous licences
• Encompasses previously mined, high grade Wattle Dam deposit (Wattle Dam mine produced 880,000t @ 10.1g/t Au for 286,000oz)

Location of Spargoville and Valley Floor Gold Projects, WA.

Location of Spargoville Gold Project prospects and targets. Golden Orb and Redback drilling summary.

Work completed at Spargoville during the reporting period

Summary of drilling

Drill method	Number of holes	Number of metres
Auger	1333	-
RAB	93	4305
Aircore	334	11,234
RC	28	3,380

Twelve prospects within the Spargoville Gold Project Area have been tested during the reporting period. Of these twelve, four have returned highly anomalous and encouraging results and are now priority prospects with ongoing exploration programs.

GOLDEN ORB – SUBSEQUENT TO THE REPORTING PERIOD

• RC drilling program in the Golden Orb Area highlighted two gold mineralised zones at the Redback Prospect.
• Mineralised zones remain open along strike to the north and down dip.
• Highly anomalous results in the Eastern Zone include:
4m @ 47.7g/t Au from 112m
8m @ 6.47g/t Au from 92m
4m @ 7.33g/t Au from 104m
• Highly anomalous results in the Western Zone include:
4m @ 10.5g/t Au from 68m
4m @ 5.8g/t Au from 124m
4m @ 5.21g/t Au from 136m

REDBACK PROSPECT

Redback Prospect cross section showing drilling results.

Redback Prospect longitudinal section.

CORE FARM PALEOCHANNEL

• RAB and air core drilling has identified highly anomalous gold values at the Core Farm prospect associated with base of transported cover, including:
1m @ 92.6g/t Au from 14m
1m @ 51.1g/t Au from 16m
• 165 air core holes for 3,021m have subsequently been drilled
• Drilling highlighted and confirmed significant paleochannel gold intersections over a 450m extent and along two separate interpreted paleochannel trends including:
3m @ 10.7g/t Au from 16m including 1m @ 29.0g/t from 16m
2m @ 22.4g/t Au from 15m including 1m @ 43.5g/t from 15m
1m @ 34.7g/t from 13m
1m @ 14.9g/t Au from 10m

5B DEPOSIT

• RC Drilling Program completed in May to confirm, further define and extend a historic Indicated and Inferred gold resource at the 5B Gold Mine.
• Drilling confirmed high grade mineralisation within the existing gold resource.
• Drilling highlighted potential for down plunge extensions to gold mineralisation to the south.
• Maximum result returned was:
8m @ 6.15g/t from 76m including 4m @ 11.0g/t Au from 76m

5B Deposit drilling summary.

Core Farm Prospect drilling summary.

Valley Floor Project drilling summary.

VALLEY FLOOR PROJECT (100% interest)

• Valley Floor Project located in Eastern Goldfields of WA directly south of Kambalda.
• In addition to the primary granted tenement (E15/1249) the project has been expanded with the grant of E15/1399 and applications for E15/1434 to the northwest and E15/1438 to the southwest along the interpreted Alpha Island Fault trend.
• Project now covers exploration area of ~40km2.
• Nearby Alpha Island Fault is the focus of the recent "Invincible" discovery by Goldfields.
Resource of 9.2Mt @ 4.5g/t Au for ~1.33Moz
• Significant supergene horizons identified from air core drilling programme completed in October 2013.
• 54 air core drillholes were completed for 3,747m at a drill spacing of 80m x 200m.
• Drilling within the southern area intersected several anomalous intercepts within the Archaean sedimentary basement.
• Supergene horizons remain open along strike to the north and south.
• Further air core drilling planned to further define and extend the supergene horizons along with a potential RC drilling campaign.

Drilling at Valley Floor Prospect.

NORTHERN TERRITORY GOLD PROJECTS

TANAMI PROJECT

Farm-in and JV Agreement

The package of tenements is located within 100km of Newmont's plus-4.5 million ounce Callie gold mine within the Northern Territory Tanami Complex.

The land package represents a unique opportunity to explore over 1,700km2 of prospective Palaeoproterozoic stratigraphy within a significant yet underexplored gold province.

Tychean's tenement package was originally applied for in 2010 to 2011. Tychean is now pleased to be able to advance systematic exploration over the tenements by securing a farm-out agreement with Ramelius within this underexplored and highly prospective gold province.

• Ramelius Resources Ltd (ASX:RMS) farm-in and JV on a package of two ELs and six ELAs held by Tychean.
• Farm-in terms include:
Ramelius to pay \$50,000 cash upon execution of the agreement;
Ramelius to commit to a minimum exploration expenditure of \$100,000 within 2 years;
Ramelius to earn an 85% interest in the project by exploration expenditure of \$500,000 within 3 years.

Tychean will be free carried until a decision to mine at which time it may elect to contribute its interest or convert to a 1.5% NSR Royalty.

Location of Tanami Project, Northern Territory.

TENEMENT SCHEDULE

As at 30 September 2014

Project	Tenement	Lease name	State	Status	% held by TYK	Holders
Spargoville	M15/1475	Eagles Nest	WA	Granted	100%	Tychean Resources Ltd
Spargoville	E15/967	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	E15/968	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	L15/128	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	L15/255	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	M15/395	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	M15/703	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	P15/5860	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	P15/4884	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	P15/4885	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	P15/4963	Kambalda West	WA	Granted	100% – no nickel rights	Tychean Resources Ltd
Spargoville	M15/1448	Hilditch	WA	Granted	90%	Bullabulling Pty Ltd Tychean Resources Ltd
Spargoville	M15/1449	Larkinville	WA	Granted	75% 80% nickel rights	Tychean Resources Ltd Pioneer Resources Ltd
Spargoville	P15/4765	Villa Deste	WA	Granted	75% 80% nickel rights	Tychean Resources Ltd Pioneer Resources Ltd
Spargoville	P15/5912	Villa Deste	WA	Pending	75% 80% nickel rights	Tychean Resources Ltd Pioneer Resources Ltd
Spargoville	M15/100	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville	M15/101	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville	M15/102	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville	M15/1271	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville	M15/653	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville-	M15/97	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville	M15/99	North Widgie	WA	Granted	100% gold rights only	Australian Nickel Mines Pty Ltd
Spargoville	M15/1101	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1263	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1264	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1323	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1338	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1474	Wattle Dam	WA	Granted	100%	Tychean Resources Ltd

Project	Tenement	Lease name	State	Status	% held by TYK	Holders
Spargoville	M15/1769	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1770	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1771	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1772	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1773	Wattle Dam	WA	Granted	100% 80% nickel rights	Tychean Resources Ltd
Spargoville	M15/1774	Wattle Dam	WA	Granted	100%	Tychean Resources Ltd
Spargoville	M15/1775	Wattle Dam	WA	Granted	100%	Tychean Resources Ltd
Spargoville	M15/1776	Wattle Dam	WA	Granted	100%	Tychean Resources Ltd
Valley Floor	E15/1249	Lake Lefroy	WA	Granted	100%	Valley Floor Resources Pty Ltd
Valley Floor	E15/1399	Lefroy South	WA	Granted	100%	Valley Floor Resources Pty Ltd
Valley Floor	E15/1434	Valley Floor Ext	WA	Pending	100%	Tychean Resources Ltd
Valley Floor	E15/1438	Valley Floor Ext	WA	Pending	100%	Tychean Resources Ltd
Tanami	EL 26625	Suplejack	NT	Granted	100%	Tychean Resources Limited
Tanami	EL 27511	Highland Rocks	NT	Pending	100%	Tychean Tanami Pty Ltd
Tanami	EL 27806	Talbot North	NT	Granted	100%	Tychean Tanami Pty Ltd
Tanami	EL 27921	Groundrush	NT	Pending	100%	Tychean Resources Limited
Tanami	EL 27995	Officer Hills South	NT	Pending	100%	Tychean Resources Limited
Tanami	EL 27997	Mount Solitaire	NT	Pending	100%	Tychean Resources Limited
Tanami	EL 28493	Groundrush South	NT	Pending	100%	Tychean Resources Limited
Tanami	EL 29829	Highland Rocks 2	NT	Pending	100%	Tychean Tanami Pty Ltd

FINANCIAL STATEMENTS

For the year ended 30 June 2014

Tychean Resources Limited ABN 40 119 031 864 and Controlled Entities

	Page
Directors' Report	15
Auditor's independence declaration	23
Corporate governance statement	24
Statement of profit or loss and other comprehensive income	29
Statement of financial position	30
Statement of changes in equity	31
Statement of cash flows	32
Notes to the consolidated financial statements	33
Directors' declaration	54
Independent auditor's report to the members	55

DIRECTORS' REPORT

Your directors present their report on the consolidated entity (referred to hereafter as the Group) consisting of Tychean Resources Limited (referred to hereafter as the Parent Entity or the Company) and the entities it controlled at the end of, or during, the year ended 30 June 2014.

Directors

The following persons were directors of the Parent Entity during the whole of the financial year and up to the date of this report, unless otherwise stated:

Robert Michael Kennedy

(Non-executive chairman)

Joseph Fred Houldsworth

(Managing Director)

Ewan John Vickery

(Non-executive director)

PRINCIPAL ACTIVITIES

The principal activities of the Group during the financial year were natural resources exploration and development. There were no significant changes in the nature of activities of the Group during the year.

DIVIDENDS

No dividends have been declared or paid during the year (2013: Nil).

OPERATING RESULTS AND FINANCIAL POSITION

The net result of operations for the financial year was a loss of \$753,331 before tax (2013: \$7,631,361).

The net assets of the Group have increased by \$2,335,992 during the financial year from \$597,462 at 30 June 2013 to \$2,933,454 at 30 June 2014.

Review of operations

CORPORATE

The Company changed its name from ERO Mining Limited [ASX:ERO] to Tychean Resources Limited [ASX:TYK] in August 2013, and completed a successful Capital Raising in September 2013, with shares offered at \$0.003 together with a free option for each 2 shares issued exercisable at \$0.006 expiring 24 September 2014, with a total of \$1,625,123 being raised before costs comprised of both a Rights Issue and the placement of the shortfall.

A further Capital Raising was completed in June 2014 with a total of \$628,436 being raised before costs comprising a Rights Issue and placement. Further shortfall placements totalling \$781,089 before costs were made subsequent to balance date. The shares were issued at \$0.003 together with a free option for each 2 shares issued exercisable at \$0.006 expiring 30 June 2015.

PROJECTS

The 2014 financial year has seen the Company's major efforts focused on exploring its Spargoville and Valley Floor Gold Projects located in the Eastern Goldfields of Western Australia.

With the completion of the acquisition of both the Spargoville and Valley Floor Gold Projects in July 2013, the Company moved quickly to complete the transformation of the Company to a gold explorer with a primary focus in the Eastern Goldfields of Western Australia and a secondary focus on gold in the Tanami region of the Northern Territory.

By October 2013, the Company had completed its initial aircore drilling program at its Valley Floor Gold Prospect, which identified significant supergene horizons.

Exploration commenced at the Spargoville Gold Project in November 2013, with an auger drilling program over three prospective targets and gained momentum with a follow-up RAB drilling program in December 2013.

Aircore drilling programs commenced in February 2014, over several prospects including the Core Farm Paleochannel and the Golden Orb group of prospects. The results returned highly anomalous gold values confirming significant paleochannel gold mineralisation at the Core Farm prospect and significant anomalous gold intercepts at the Golden Orb South prospect associated with a highly prospective structure.

These exciting results were quickly followed up in May 2014, with further aircore and RC drilling programs respectively at Core Farm and Golden Orb prospects. These programs returned High Grade gold results from the Core Farm prospect and significant gold intercepts from the Golden Orb prospect.

The continuing exploration work on these current prospects is returning exciting and promising results.

In respect of Tychean Resources Limited's secondary focus in the Northern Territory, the Company was successful in May 2014, in establishing a Joint Venture over its Tanami (NT) Project.

Gold miner Ramelius Resources Limited (ASX:RMS) agreed to farm-in on a tenement package of two granted Exploration Licences (ELs) and six EL applications in the Australian Northern Territory.

The tenement package, located within 100km of Newmont's 4.5 million plus ounce Callie gold mine within the Northern Territory Tanami Complex represents a unique opportunity to explore over 1,700km2 of prospective Paleoproterozoic stratigraphy within a significant yet underexplored gold province.

MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR

Subsequent to the end of the 2014 financial year, the majority of options exercisable on 24 September 2014 have expired.

An RC Drilling Program commenced in July 2014, returning significant High Grade Gold results from the Redback Prospect which were released to the market 1 September 2014.

In June 2014 the Board of Directors resolved to proceed with de-registration of two subsidiaries: Eromanga Uranium Resources Pty Ltd and South East Energy Ltd. The subsidiaries were de-registered with ASIC in August 2014.

Apart from the above no matter or circumstance has arisen since 30 June 2014 that has significantly affected, or may significantly affect:

a) the Group's operations in future financial years, or
b) the results of those operations in future financial years, or
c) the Group's state of affairs in future financial years.

FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGY

The Group's strategy is to explore for gold across its portfolio of projects in Western Australia and the Northern Territory. The Board of Tychean Resources Limited considers that, in the current environment of constrained capital, the best interests of shareholders in the Company will be served by seeking a balanced approach of direct exploration by TYK and joint venture/alliances with other parties.

The primary focus of exploration will be directed at Gold mineralisation at its Spargoville and Valley Floor Projects in the Eastern Goldfields of WA with a secondary focus on gold in the Tanami region of the Northern Territory. The Company is confident that the prudent application of exploration funds across this balanced geographic/commodity profile has an excellent chance of delivering discovery success.

ENVIRONMENTAL REGULATION

The Group's operations are subject to significant environmental regulation under both Commonwealth and relevant State legislation in relation to discharge of hazardous waste and materials arising from any exploration or mining activities and development conducted by the Group on any of its tenements. The Group considers it has complied with all environmental obligations.

Apart from the above, there has not risen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect significantly the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years.

INFORMATION ON DIRECTORS

Robert Michael Kennedy

ASAIT, Grad. Dip (Systems Analysis), FCA, ACIS, Life member AIM, FAICD

Independent Non-executive Chairman

Experience and expertise

Mr Kennedy has been non-executive chairman of Tychean Resources Limited since 2006.

He is a Chartered Accountant and a consultant to Kennedy & Co, Chartered Accountants, a firm he founded. Mr Kennedy brings to the Board his expertise and extensive experience as chairman and non-executive director of a range of listed public companies in the resources sector.

He conducts the review of the Board including the Managing Director in his executive role. Mr Kennedy leads the development of strategies for the development and future growth of the Company. Apart from his attendance at Board and Committee meetings Mr Kennedy leads the Board's external engagement of the Company meeting with Government, investors and is engaged with the media. He is a regular attendee of Audit Committee functions of the major accounting firms.

Independence

In assessing Mr Kennedy's independence, the Board (excluding Mr Kennedy), took into account his stamina, his ability to think independently across a wide range of issues and his relentless availability. Whilst Mr Kennedy has been appointed to a number of Resource Industry Boards, due to his extensive knowledge of the industry, the time required across these companies in no way impedes on his dedication to his role as Chairman of the Board. In taking all of these issues into account, the Board (excluding Mr Kennedy), were unanimous in declaring Mr Kennedy as independent.

Other current directorships

Mr Kennedy is a director of ASX listed companies, Ramelius Resources Limited (since listing in March 2003), Flinders Mines Limited (since December 2001), Maximus Resources Limited (since 2004), Monax Mining Limited (since 2004), Marmota Energy Limited (since listing in April 2006) and Tellus Resources Limited (since 2013).

Former directorships in the last 3 years

Formerly he was a director of Beach Energy Limited (from December 1991 to December 2012), Somerton Energy Limited (from April 2010 to June 2012), Adelaide Energy Limited (from December 2011 to January 2012) and Impress Energy Limited (from November 2011 to April 2012).

Special responsibilities

Chairman of the Board

Membership of the Audit Committee.

Interests in shares, options and rights

166,833,357 ordinary shares in the Company.

21,000,002 options over ordinary shares exercisable at \$0.006 on or before 30 June 2015.

Joseph Houldsworth

Appointed Managing Director

Experience and expertise

Mr. Houldsworth joined Tychean Resources Limited as Managing Director in May 2013. He has over 30 years' experience in the resources industry at both operational and management levels primarily in the Western Australian Goldfields. He is the former Managing Director of Ramelius Resources Limited and was instrumental in turning the Company into a highly profitable gold miner. He is a former consultant for 10 years to insolvency specialists on both mining and exploration and has had considerable experience in asset management for various mining entities.

Other current directorships

None.

Former directorships in the last 3 years None.

Interests in shares, options and rights 34,412,700 ordinary shares in the Company.

10,000,000 retention rights over ordinary shares in the Company.

4,301,589 options over ordinary shares exercisable at \$0.006 on or before 30 June 2015.

Ewan John Vickery

LL.B.

Non-executive Director

Experience and expertise

A director since May 2013, Mr Vickery is a corporate and business lawyer with over 40 years' experience in private practice in Adelaide. He has acted as an advisor to companies on a variety of corporate and business issues including capital and corporate restructuring, native title and land access issues, and as lead native title advisor and negotiator for numerous mining and petroleum companies.

He is a member of the Exploration Committee of the South Australian Chamber of Mines and Energy Inc, the International Bar Association Energy and Resources Law Section, the Australian Institute of Company Directors and is a past national president and Life Member of Australian Mining and Petroleum Law Association (AMPLA Limited).

Other current directorships

Mr Vickery is also a Non-executive Director of ASX listed company Maximus Resources Limited (since 2004), Flinders Mines Limited (since 2001) and he re-joined the Board of Tychean Resources Limited (formerly ERO Mining Limited) in May 2013.

Former directorships in the last 3 years

He was previously a non-executive director of Tychean Resources Limited from 2006 to 2011.

Special responsibilities

Chairman of the Audit Committee.

Interests in shares, options and rights

30,000,000 ordinary shares in the Company.

4,500,000 options over ordinary shares exercisable at \$0.006 on or before 30 June 2015.

Ian Roy Witton

Snr Assoc Dip Accy (SAIT), FCPA, FAICD

Alternate Director for Mr R M Kennedy

Experience and expertise

Mr Witton has been a company director on various boards for over 26 years. Originally qualified as a CPA he worked as an auditor and taxation agent and was subsequently appointed CEO and later Managing Director for over 27 years of a Licensed Investment Dealer developing and managing superannuation and investment funds, savings, loans and a retirement village. His principal experience is in funds and investment management, strategic development, risk management and corporate governance.

Other current directorships

Mr Witton is also a director of a pharmacy and optical company, a public charitable trust fund and he is an alternate director for ASX listed company Monax Mining limited.

Former directorships in the last 3 years None.

Interests in shares, options and rights

2,244,444 ordinary shares in the Company.

COMPANY SECRETARY

Justin Paul Nelson

LL.B., B.A.(Jur)

Experience and expertise

Mr Nelson was appointed Company Secretary on 1 August 2012. He is a Principal of DMAW Lawyers. He is a former South Australian State Manager of ASX and is experienced in the listed company environment. He has excellent knowledge of the ASX Listing Rules, governance and all other aspects of ASX related matters.

Interests in shares, options and rights

700,000 ordinary shares in the Company.

MEETINGS OF DIRECTORS

The numbers of meetings of the Company's board of directors and of each board committee held during the year ended 30 June 2014, and the numbers of meetings attended by each director were:

		Full meetings		Audit committee
	of directors			meetings
	A	B	A	B
Robert Michael Kennedy	12	12	2	2
Joseph Fred Houldsworth	12	12	2	2
Ewan John Vickery	12	12	2	2
Ian Roy Witton	0	0

A = Number of meetings attended

B = Number of meetings held during the time the director held office or was a member of the committee during the year and was eligible to attend.

INDEMNIFICATION AND INSURANCE OF OFFICERS

The Group is required to indemnify the directors and other officers of the Company and its Australian-based controlled entities against any liabilities incurred by the directors and officers that may arise from their position as directors and officers of the Group. No costs were incurred during the year pursuant to this indemnity.

The companies within the Group have entered into deeds of indemnity with each director whereby, to the extent permitted by the Corporations Act 2001, the Group agreed to indemnify each director against all loss and liability incurred as an officer of the relevant company, including all liability in defending any relevant proceedings.

INSURANCE PREMIUMS

Since the end of the previous year the Group has paid insurance premiums of \$19,855 to insure the directors and officers in respect of directors' and officers' liability and legal expenses insurance contracts.

PROCEEDINGS ON BEHALF OF THE GROUP

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

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

NON‑AUDIT SERVICES

The Board of Directors, in accordance with advice from the Audit Committee, is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the services disclosed below did not compromise the external auditor's independence for the following reasons:

• all non-audit services are reviewed and approved by the Audit Committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor; and
• the nature of the services provided do not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board.

There were no fees for non-audit services paid or payable to the external auditors of the Parent Entity, its related practices or non-related audit firms during the year ended 30 June 2014.

Remuneration report – audited

The remuneration report is set out under the following main headings:

A Principles used to determine the nature and amount of remuneration
B Details of remuneration
C Service agreements
D Share-based compensation
E Shareholdings
F Use of Remuneration Consultants

The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.

A Principles used to determine the nature and amount of remuneration

The Group's policy for determining the nature and amounts of emoluments of board members and senior executive officers of the Group is as follows:

The Company's Constitution specifies that the total amount of remuneration of non-executive directors shall be fixed from time to time by a general meeting. The current maximum aggregate remuneration of non-executive directors has been set at \$300,000 per annum. Directors may apportion any amount up to this maximum amount amongst the non-executive directors as they determine. Directors are also entitled to be paid reasonable travelling, accommodation and other expenses incurred in performing their duties as directors. The remuneration of the Managing Director is determined by the non-executive directors on the Board as part of the terms and conditions of his employment which are subject to review from time to time. The remuneration of other executive officers and employees is determined by the Managing Director subject to the approval of the Board.

Non-executive director remuneration is by way of fees and statutory superannuation contributions. Non-executive directors do not participate in schemes designed for remuneration of executives nor do they receive options or bonus payments and are not provided with retirement benefits other than salary sacrifice and statutory superannuation.

The Company's remuneration structure is based on a number of factors including the particular experience and performance of the individual in meeting key objectives of the Company. The Board is responsible for assessing relevant employment market conditions and achieving the overall, long term objective of maximising shareholder benefits, through the retention of high quality personnel.

The Company does not presently emphasise payment for results through the provision of cash bonus schemes or other incentive payments based on key performance indicators of the Company given the nature of the Company's business as a mineral exploration entity and the current status of its activities. However the Board may approve the payment of cash bonuses from time to time in order to reward individual executive performance in achieving key objectives as considered appropriate by the Board.

The Company also has an Employee Share Option Plan approved by shareholders that enables the Board to offer eligible employees options to acquire ordinary fully paid shares in the Company. Under the terms of the Plan, options for ordinary fully paid shares may be offered to the Company's eligible employees at no cost unless otherwise determined by the Board in accordance with the terms and conditions of the Plan. The objective of the Plan is to align the interests of employees and shareholders by providing employees of the Company with the opportunity to participate in the equity of the Company as an incentive to achieve greater success and profitability for the Company and to maximise the long term performance of the Company.

The employment conditions of the Managing Director, Mr Houldsworth are formalised in a contract of employment. The base salary as set out in the employment contract is reviewed annually. The Managing Director's contract may be terminated at any time on three months' notice by either party. The Company may terminate these contracts without notice in serious instances of misconduct.

Voting and comments made at the company's 2013 Annual General Meeting

Tychean Resources Limited received more than 95% of 'yes' votes on its remuneration report for the 2013 financial year. The company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.

B Details of remuneration

This report details the nature and amount of remuneration for each key management person of the Company

The names and positions held by directors and key management personnel of the Company during the financial year are:

Mr R M Kennedy Chairman, non-executive
Mr J F Houldsworth Managing Director (since 14 May 2013)
Mr E J Vickery Director, non-executive (since 14 May 2013)
Mr I R Witton Alternate director for R M Kennedy (since 26 August 2010) and E J Vickery (since 26 June 2013)

2014	Short-term employee benefits	Post-employment benefits	Share-based payments
	Salary	Superannuation	Options	Total
	\$	\$	\$	\$
Non‑executive Directors
Robert Michael Kennedy	82,660	7,546	-	90,206
Ewan John Vickery	49,886	4,614	-	54,500
Ian Roy Witton	4,577	423	-	5,000
Managing Director
Joe Houldsworth	238,833	21,167	50,000	310,000
Total key management personnel compensation (Group)	375,956	33,750	50,000	459,706

Key management personnel of the Group and other executives of the Company and the Group

The directors conclude that there are no executives requiring disclosure other than those listed. In August 2014, the Board of Directors approved payment of a bonus of \$10,000 to Joe Houldsworth. On the recommendation of the Remuneration Committee the payment of a bonus was approved rather than an increase in Mr Houldsworth's salary package. It was determined that this event was an adjusting event in accordance with AASB 110 Events after the Balance Sheet Date and therefore the bonus was recognised in the financial statements for the year ended 30 June 2014.

2013	Short-term employee benefits	Post-employment benefits	Share-based payments
	Salary	Superannuation	Options	Total
	\$	\$	\$	\$
Non‑executive Directors
Robert Michael Kennedy	61,995	5,580	-	67,575
Ewan John Vickery	-	-	-	-
Joseph Houldsworth	28,670	2,580	50,000	81,250
Hector Mackenzie Gordon	37,500	3,375	-	40,875
Michael Ivor Hatcher	37,500	3,375	-	40,875
Chief Executive Officer
Kevin James Lines	180,363	15,858	-	196,221
Total key management personnel compensation (Group)	346,028	30,768	50,000	426,796

C Service agreements

During the financial year ended 30 June 2013, Mr Joe Houldsworth was appointed as Managing Director. The Board negotiated a contract with Mr Houldsworth with no fixed term at a salary of \$250,000 per annum inclusive of superannuation guarantee contributions to be reviewed annually and with termination on three months' notice.

D Share-based compensation

Employee Share Option Plan

Shares issued on exercise of remuneration options

The Company has an Employee Share Option Plan approved by shareholders that enables the Board to offer eligible employees options to acquire ordinary fully paid shares in the Company. Under the terms of the Plan, options to acquire ordinary fully paid shares may be offered to the Company's eligible employees at no cost unless otherwise determined by the Board in accordance with the terms and conditions of the Plan. There were no employee share options issued during the financial year.

Options granted as remuneration

No options were granted to directors or key management personnel of the Company during the financial year.

Shares issued on exercise of remuneration options

No shares were issued to directors as a result of the exercise of remuneration options during the financial year.

Directors' interests in shares and options

Directors' relevant interests in shares and options of the Company are disclosed below.

Shares under option

Unissued ordinary shares of Tychean Resources Limited under option at the date of this report are as follows:

Date options granted	Expiry date	Exercise price	Number under option
30 June 2014	30 June 2015	\$0.006	318,377,280
14 May 2013	14 May 2015	\$0.000	10,000,000
			328,377,280

The directors conclude that there are no executives requiring disclosure other than those listed.

Options

Details of options provided as remuneration and shares issued on the exercise of such options together with terms and conditions of the options can be found in the Remuneration Report within the Director's Report.

30 June 2014	Balance at beginning of year	Issued as remuneration	Purchased (exercised/ expired)	Acquired/ (disposed)	Balance at the end of year	Vested and exercisable	Unvested
Directors
Robert Kennedy		-	-	35,768,311	35,768,311	35,768,311	-
Ewan Vickery		-	-	10,500,000	10,500,000	10,500,000	-
Ian Witton		-	-	1,048,889	1,048,889	1,048,889	-
Joseph Houldsworth	20,000,000	-	(10,000,000)	7,634,893	17,634,893	7,634,893	10,000,000
	20,000,000	-	(10,000,000)	54,952,093	64,952,093	54,952,093	10,000,000

Of the vested and exercisable options 40,483,866 options over ordinary shares exercisable at \$0.006 owned by KMP have expired as of the date of this report.

E Shareholdings

Key management personnel shareholdings

The number of ordinary shares in Tychean Resources Ltd held by each key management person of the Group during the financial year is as follows:

30 June 2014	Balance at beginning of year	Granted as remuneration during the year	Issued on exercise of options during the year	Other changes during the year	Balance at end of year
Directors
Robert Kennedy	64,487,212	-	-	78,679,478	143,166,690
Ewan Vickery	2,000,000	-	-	21,000,000	23,000,000
Ian Witton	146,666	-	-	2,097,778	2,244,444
Joseph Houldsworth	1,000,000	-	10,000,000	23,412,700	34,412,700
	67,633,878	-	10,000,000	125,189,956	202,823,834

F Use of remuneration consultants

The Remuneration Committee seeks external remuneration advice as required. No such advice was obtained during the financial year ending 30 June 2014.

REMUNERATION REPORT ENDS

Auditor's independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 23.

The Report of Directors, incorporating the Remuneration Report, is signed in accordance with a resolution of the Board of Directors.

JOSEPH HOULDSWORTH Managing Director

Dated this 30th day of September 2014

AUDITOR'S INDEPENDENCE DECLARATION

Level 1, 67 Greenhill Rd Wayville SA 5034

Correspondence to: GPO Box 1270 Adelaide SA 5001

T 61 8 8372 6666 F 61 8 8372 6677 E [email protected] W www.grantthornton.com.au

AUDITOR'S INDEPENDENCE DECLARATION TO THE DIRECTORS OF TYCHEAN RESOURCES LIMITED

In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Tychean Resources Limited for the year ended 30 June 2014, I declare that, to the best of my knowledge and belief, there have been:

AUDITOR'S INDEPENDENCE DECLARATION TO THE DIRECTORS OF ERO MINING LIMITED a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead b no contraventions of any applicable code of professional conduct in relation to the audit.

a no contraventions of the auditor independence requirements of the Corporations Act

2001 in relation to the audit; and GRANT THORNTON AUDIT PTY LTD Chartered Accountants

b no contraventions of any applicable code of professional conduct in relation to the audit.

S J Gray Partner – Audit & Assurance

GRANT THORNTON SOUTH AUSTRALIAN PARTNERSHIP Adelaide, 30 September 2014

S J Gray Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

Partner Adelaide, 27 September 2012 'Grant Thornton' refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another's acts or omissions. In the Australian context only, the use of the term 'Grant Thornton' may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

CORPORATE GOVERNANCE STATEMENT

The Board of Directors is committed to improving and achieving good standards of corporate governance and has established corporate government policies and procedures, where appropriate and practicable, consistent with the revised Corporate Governance Principles and Recommendations — 2nd Edition issued by the ASX Corporate Governance Council ("ASX Recommendations").

The following statement sets out a summary of the Company's corporate governance practices that were in place during the financial year and how those practices relate to the revised ASX Recommendations.

These recommendations are not intended to be prescriptions to be followed by all ASX listed companies, but rather guidelines designed to produce an effective, quality and integrity outcome. The Corporate Governance Council has recognised that a "one size fits all" approach to corporate governance is not required. Instead, it states aspirations of good practice for optimising corporate performance and accountability in the interests of shareholders and the broader economy. A company may consider that a recommendation is inappropriate to its particular circumstances and has flexibility not to adopt it and explain why.

In ensuring a good standard of ethical behaviour and accountability, the Board has included in its corporate governance policies those matters contained in the ASX Recommendations where applicable. However, the Board also recognises that full adoption of the ASX Recommendations may not be practical nor provide the optimal result given the particular circumstances and structure of the Company. The Board is, nevertheless, committed to ensuring that appropriate corporate governance practices are in place for the proper direction and management of the Company. This statement outlines the main corporate governance practices of the Company disclosed under the ASX Recommendations, including those that comply with good practice and which unless otherwise disclosed, were in place during the whole of the financial year ended 30 June 2014.

PRINCIPLE 1: LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT

Recommendation 1.1 — Recommendation followed

The Board is governed by the Corporations Act 2001, ASX Listing Rules and a formal constitution adopted by the company in 2006 and as amended in November 2011.

The role of the Board is to provide leadership and direction to management and to agree with management the aims, strategies and policies of the Company for the protection and enhancement of long term shareholder value.

The Board takes responsibility for the overall Corporate Governance of the Company including its strategic direction, management goal setting and monitoring, internal control, risk management and financial reporting.

The Board has an established framework for the management of the entity including a system of internal control, a business risk management process and appropriate ethical standards. In fulfilling its responsibilities, the Board is supported by an Audit Committee to deal with internal control, ethical standards and financial reporting.

The Board appoints a Managing Director responsible for the day to day management of the Company including management of financial, physical and human resources, development and implementation of risk management, internal control and regulatory compliance policies and procedures, recommending strategic direction and planning for the operations of the business and the provision of relevant information to the Board.

The board has not adopted a formal statement of matters reserved to them or a formal board charter that details their functions and responsibilities nor a formal statement of the areas of authority delegated to senior executives.

Recommendation 1.2 — Recommendation followed

The Board takes responsibility for monitoring the composition of the Board and reviewing the performance and compensation of the Company's Executive Directors and senior management with the overall objective of motivating and appropriately rewarding performance.

The board considers the Company's present circumstances and goals ensure maximum shareholder benefits from the attraction and retention of a high quality Board and senior management team. The Board on a regular basis reviews the performance of and remuneration for Executive Director's and senior management including any equity participation by such Executive Directors and senior management. The Board evaluates the performance of the Managing Director and Company Secretary on a regular basis and encourages continuing professional development.

Recommendation 1.3 — Recommendation followed

During the period the Board undertook an informal performance evaluation of the Managing Director, Company Secretary and senior management. The evaluation was in accordance with the Company's process for evaluation of senior executives.

PRINCIPLE 2: STRUCTURE THE BOARD TO ADD VALUE

Recommendation 2.1 — Recommendation followed

The composition of the Board consists of three directors, two of whom including the chairman, are independent directors.

The Audit Committee currently consists of two independent directors.

Recommendation 2.2 — Recommendation followed

The Chairman is an independent director.

Recommendation 2.3 — Recommendation followed

The role of Chairman of the Board is separate from that of the Managing Director, who is responsible for the day to day management of the Company and is in compliance with the ASX Recommendation that these roles not be exercised by the same individual.

Recommendation 2.4 — Recommendation not followed

The Board believes that given the size of the Company and the stage of the entity's life as a publicly listed junior exploration company that the cost of establishing a nomination committee in line with ASX Recommendation 2.4 and establishing a formal charter as recommended by ASX Recommendation 2.4 cannot be justified by the perceived benefits of doing so. As such, the whole Board currently carries out this function. A formal charter may be adopted in the future, as the Company develops further.

Recommendation 2.5 — Recommendation not followed

The Board recognises that as a result of the Company's size and the stage of the entity's life as a publicly listed junior exploration company, the assessment of the Board's overall performance and its own succession plan is conducted on an ad hoc basis. Whilst this is at variance with the ASX Recommendation 2.5, the directors consider that at the date of this report an appropriate and adequate process for the evaluation of the board is in place. A more formal process of Board assessment will be considered in the future as the Company develops.

Recommendation 2.6 — Recommendation followed

The names of the directors of the Company and terms in office at the date of this Statement together with their skills, experience, expertise and financial interests in the Company are set out in the Directors' Report section of this report.

The non-executive directors are considered to be independent.

The Company has no relationships with any of the independent directors which the company believes would compromise the independence of these directors.

All directors are entitled to take such legal advice as they require at any time and from time to time on any matter concerning or in relation to their rights, duties and obligations as directors in relation to the affairs of the Company at the expense of the Company.

The contribution that people can make because of their individual background and different skills, experiences and perspectives is recognized in determining the membership of the board.

The Company's constitution specifies the number of directors must be at least three and at most ten. The Board may at any time appoint a director to fill a casual vacancy. Directors appointed by the Board are subject to election by shareholders at the following annual general meeting and thereafter directors (other than the Managing Director) are subject to re-election at least every three years. The tenure for executive directors is linked to their holding of executive office.

As the board does not have a nominations Committee. The functions of this Committee in its absence are dealt with by the Board as a whole.

An assessment of the Board's overall performance and its own succession plan is conducted on an ad hoc basis and was done so during the year by the Chairman.

PRINCIPLE 3: PROMOTE ETHICAL AND RESPONSIBLE DECISION MAKING

Recommendation 3.1 — Recommendation not followed

While the Company does not have a formal code of conduct, as the Board believes that given the size of the Company and the stage of the entity's life as a publicly listed junior exploration company that the cost of establishing and managing a formal code of conduct cannot be justified, the Company requires all its directors and employees to abide by good standards of behaviour, business ethics and in accordance with the law. In discharging their duties, Directors of the Company are required to:

• act in good faith and in the best interests of the Company;
• exercise care and diligence that a reasonable person in that role would exercise;
• exercise their powers in good faith for a proper purpose and in the best interests of the Company;
• not improperly use their position or information obtained through their position to gain a personal advantage or for the advantage of another person to the detriment of the Company;
• disclose material personal interests and avoid actual or potential conflicts of interest;
• keep themselves informed of relevant Company matters;
• keep confidential the business of all directors' meetings; and
• observe and support the Board's Corporate Governance practices and procedures.

Directors are also required to provide the Company with details of all securities registered in the director's name or an entity in which the director has a relevant interest within the meaning of section 9 of the Corporations Act 2001 and details of all contracts, other than contracts to which the Company is a party to which the director is a party or under which the director is entitled to a benefit, and that confer a right to call for or deliver shares in the Company and the nature of the director's interest under the contract.

Directors are required to disclose to the Board any material contract in which they may have an interest. In accordance with Section 195 of the Corporations Act 2001, a director having a material personal interest in any matter to be dealt with by the Board, will not be present when that matter is considered by the Board and will not vote on that matter.

Recommendation 3.2 — Recommendation partly followed

This recommendation is partly complied with. The Company has established a diversity policy and a summary of the policy is available on the Company's website. At this stage, however, given the size of the Company, the Board has not established measurable objectives for achieving gender diversity. The policy does not include requirements for the board to establish and annually assess measurable objectives and the progress towards achieving them.

Recommendation 3.3 — Recommendation not followed

As the Board has not established measurable objectives for achieving gender diversity and the progress towards achieving them, this recommendation is not complied with.

Recommendation 3.4 — Recommendation followed

The proportion of 1 of a total of 3 in the organisation, 0 of a total of 1 positions and women on the board is as follows:

Women employees —1 of a total of 3

Women in senior executive positions — 0 of a total of 0

Women on the board — 0 of a total of 3

Recommendation 3.5 — Recommendation followed

The departure from the recommendations has been explained. A summary of the policy is available on the Company's website.

PRINCIPLE 4: SAFEGUARD INTEGRITY IN FINANCIAL REPORTING

Recommendation 4.1 — Recommendation followed

The Company was not a company required by ASX Listing Rule 12.7 to have an Audit Committee during the year although it is an ASX Recommendation. Notwithstanding the Listing Rule requirement, an Audit Committee has been established to oversee corporate governance over internal controls, ethical standards, financial reporting, and external accounting and compliance procedures.

The main responsibilities of the Audit and Corporate Governance Committee include:

• reviewing, assessing and making recommendations to the Board on the annual and half year financial reports released to the market by the Company;

• overseeing establishment, maintenance and reviewing the effectiveness of the Company's internal control and ensuring efficacy and efficiency of operations, reliability of financial reporting and compliance with applicable Accounting Standards and ASX Listing Rules;
• liaising with and reviewing reports of the external auditor; and
• reviewing performance and independence of the external auditor and where necessary making recommendations for appointment and removal of the Company's auditor.

Recommendation 4.2 — Recommendation not followed

The Audit Committee consists of two non-executive directors, Messrs Vickery and Kennedy, and is chaired by Mr Vickery.

The Board believes that given the size of the Company and the stage of the entity's life as a publicly listed junior exploration company that the cost of establishing an audit committee with at least three members in line with ASX Recommendation 4.2 cannot be justified by the perceived benefits of doing so. The existing composition of the Audit Committee is such that review and authorisation of the integrity of the Company's financial reporting and the independence of the external auditor is via the exercise of independent and informed judgement.

Recommendation 4.3 — Recommendation not followed

A formal Audit Committee Charter has not been adopted. The main responsibilities of the Audit Committee are set out in respect of the commentary on Recommendation 4.1. It is anticipated that a formal charter will be adopted in the future, as the Company develops further.

Recommendation 4.4 — Recommendation followed

Mr Kennedy is a qualified Chartered Accountant. Details of the Audit Committee member's qualifications and attendance at meetings are set out in the Directors' Report section of this report.

The Committee meets at least twice per annum and reports to the Board. The Managing Director, Company Secretary and external auditor may by invitation attend meetings at the discretion of the Committee.

PRINCIPLES 5: MAKE TIMELY AND BALANCED DISCLOSURES

Recommendation 5.1 — Recommendation not followed

The Company has not adopted a continuous disclosure policy. The board believes that given the size of the Company, establishing a written policy is not required at this time. The Company operates under the continuous disclosure requirements of the ASX Listing Rules and ensures that all information which may be expected to affect the value of the Company's securities or influence investment decisions is released to the market in order that all investors have equal and timely access to material information concerning the Company. The information is made available on the Company's website, following release to the ASX, www.tycheanresources.com/governance.html.

Recommendation 5.2 — Recommendation followed

In accordance with Recommendation 5.1 the relevant material is included in the corporate governance statement.

PRINCIPLE 6: RESPECT THE RIGHTS OF SHAREHOLDERS

Recommendation 6.1 & 6.2 — Recommendations not followed

The Board aims to ensure that shareholders are informed of all major developments affecting the Company's state of affairs.

In accordance with the ASX Recommendations, information is communicated to shareholders as follows:

• the annual financial report which includes relevant information about the operations of the Company during the year;
• changes in the state of affairs of the entity and details of future developments, in addition to the other disclosures required by the Corporations Act 2001;
• the half yearly financial report lodged with ASX and Australian Securities and Investments Commission (ASIC); sent to all shareholders who request it;
• notifications relating to any proposed major changes in the Company which may impact on share ownership rights that are submitted to a vote of shareholders;
• notices of all meetings of shareholders;
• publicly released documents including full text of notices of meetings and explanatory on material the Company's website; and
• disclosure of the Company's Corporate Governance practices and communications strategy on the entity's website.

The Board encourages full participation of shareholders at the Annual General Meeting to ensure a high level of accountability and identification with the Company's strategy and goals. Important issues are presented to the shareholders as single resolutions. The external auditor of the Company is also invited to the Annual General Meeting of shareholders and is available to answer any questions concerning the conduct, preparation and content of the auditor's report. Pursuant to section 249K of the Corporations Act 2001 the external auditor is provided with a copy of the notice of meeting and related communications received by shareholders.

Due to the size of the Company and the stage of life of the entity as a publicly listed junior exploration company, the Board does not believe a formal policy for shareholder communication is required. However, a summary describing how the Company will communicate with its shareholders is posted on the Company's website, www.tycheanresources.com/governance.html.

PRINCIPLE 7: RECOGNISE AND MANAGE RISK Recommendation 7.1 & 7.2 — Recommendations not followed

The Board recognises that there are inherent risks associated with the Company's operations including mineral exploration and mining, environmental, title and native title, legal and other operational risks. The Board endeavours to mitigate such risks by continually reviewing the activities of the Company in order to identify key business and operational risks and ensuring that they are appropriately assessed and managed. No formal report in relation to the Company's management of its material business risk is presented to the Board.

Due to the size of the Company and the stage of life of the entity as a publicly listed junior exploration company, and the inherent risks associated with the industry it operates in, the Board does not believe formal policies for oversight and management of risk is required nor a mechanism for formal review be established. A summary describing how the Company manages risk by procedures established at Board and executive level can be found posted on the Company's website, www.tycheanresources.com/governance.html.

Recommendation 7.3 — Recommendation followed

In accordance with ASX Recommendation 7.3 the Managing Director has provided assurances that the written declarations under s295A of the Corporations Act 2001 are founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks. The Managing Director has provided said assurances at the time the s295A declarations were provided to the Board.

Recommendation 7.4 — Recommendation followed

In accordance with Recommendation 7.4, the relevant material is included in the corporate governance statement.

PRINCIPLE 8: REMUNERATE FAIRLY AND RESPONSIBLY

Recommendation 8.1 — Recommendation not followed

The Board believes that given the size of the Company and the stage of the entity's life as a publicly listed junior exploration company that the cost of establishing a formal remuneration committee in line with ASX Recommendation 8.1 cannot be justified by the perceived benefits of doing so.

The Board takes responsibility for monitoring the composition of the Board and reviewing the compensation of the Company's executive directors and senior management with the overall objective of motivating and appropriately rewarding performance.

Recommendation 8.2 — Recommendation not followed

The Board does not have a separate remuneration committee given the size of the Company and the stage of the entity's life as a publicly listed junior exploration company.

Recommendation 8.3 — Recommendation followed

The Company's remuneration practices are set out as follows.

The remuneration of the Managing Director is determined by the Board as part of the terms and conditions of his employment which are subject to review from time to time. The remuneration of employees is determined by the Managing Director subject to the approval of the Board.

The Company does not presently emphasise payment for results through the provision of cash bonus schemes or other incentive payments based on key performance indicators of the Company given the nature of the Company's business as a mineral exploration entity and the current status of its activities. However, the Board may approve the payment of cash bonuses from time to time in order to reward individual executive performance in achieving key objectives as considered appropriate by the Board.

The Company also has an Employee Share Option Plan approved by The Company also has an Employee Share Option Plan approved by shareholders that enables the Board to offer eligible employees options to ordinary fully paid shares in the Company. Under the terms of the Plan, options to ordinary fully paid shares may be offered to the Company's eligible employees at no cost in accordance with the terms and conditions of the Plan. The objective of the Plan is to align the interests of employees and shareholders by providing employees of the Company with the opportunity to participate in the equity of the Company as an incentive to achieve greater success and profitability for the Company and to maximise the long term performance of the Company. The non-executive directors are not eligible to participate in the Plan.

The employment conditions of the Managing Director are formalised in a contract of employment. The Managing Director's contract may be terminated by not less than three months' notice or without notice in serious instances of misconduct.

Further details of director's remuneration, superannuation and retirement payments are set out in the Remuneration Report section of the Directors' Report.

The Company's Corporate Governance Policies can be found at www.tycheanresources.com/govemance.html.

Recommendation 8.4 — Recommendation followed

In accordance with Recommendation 8.4, the relevant material is included in the corporate governance statement.

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the year ended 30 June 2014

		Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	Note	\$	\$
Revenue from continuing operations
Other revenue from ordinary activities	2	81,376	105,060
Other expenses from ordinary activities
Finance costs	3	-	(2,632)
Administration expenses	3	(769,099)	(589,565)
General exploration written off	3	(32,556)	(112,113)
Loss on disposal of assets	3	-	(2,567,358)
Impairment of exploration expenditure	3	(33,052)	(4,464,753)
(Loss) before income tax		(753,331)	(7,631,361)
Income tax benefit / (expense)	4	(53,489)	-
(Loss) for the year		(806,820)	(7,631,361)
Other comprehensive income, net of income tax
Total comprehensive income for the year		(806,820)	(7,631,361)
Total comprehensive income for the year attributable to:
Owners of Tychean Resources Ltd		(806,820)	(7,631,361)
Total comprehensive income attributable to owners of Tychean Resources Ltd arising from continuing operations		(806,820)	(7,631,361)
	Note	Cents	Cents
Earnings per share for loss attributable to the ordinary equity holders of the Company
Basic earnings per share	15	(0.07)	(1.21)
Diluted earnings per share	15	(0.07)	(1.21)

The above consolidated statement of profit or loss and comprehensive income should be read in conjunction with the accompanying notes.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2014

Note \$ \$ ASSETS Current Assets Cash and cash equivalents 7 404,420 1,099,286 Trade and other receivables 8 55,982 11,083 Other assets 10 9,586 9,021 Total current assets 1,164,854 424,524 Non-current assets Property, plant and equipment 9 3,291 2,173 Exploration, evaluation and development assets 11 1,992,378 227,870 Total non‑current assets 1,994,551 231,161 Total assets 3,159,405 655,685 LIABILITIES Current liabilities Trade and other payables 12 54,086 222,020 Employee benefits 13 3,931 4,137 Total current liabilities 225,951 58,223 Non‑current liabilities Total liabilities 225,951 58,223 597,462 Net assets 2,933,454 EQUITY Issued capital 14 35,437,223 32,344,411 Reserves 1,083,478 1,033,478 Retained earnings (33,587,247) (32,780,427)		Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
























Capital and reserves attributable to owners of Tychean Resources Ltd 597,462 2,933,454
597,462 Total equity 2,933,454

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 30 June 2014

		Attributable to owners of Tychean Resources Limited
	Contributed equity	Retained earnings	Reserves	Total
	\$	\$	\$	\$
Balance at 1 July 2012	32,327,371	(25,149,066)	983,478	8,161,783
Loss for year	-	(7,631,361)	-	(7,631,361)
Total comprehensive income for the year	-	(7,631,361)	-	(7,631,361)
Transactions with owners in their capacity as owners
Contributions of equity, net of transaction costs and tax	17,040	-	-	17,040
Retention rights issued during the year	-	-	50,000	50,000
	17,040	-	50,000	67,040
Balance at 30 June 2013	32,344,411	(32,780,427)	1,033,478	597,462
Balance at 1 July 2013	32,344,411	(32,780,427)	1,033,478	597,462
Loss for year	-	(806,820)	-	(806,820)
Total comprehensive income for the year	-	(806,820)	-	(806,820)
Transactions with owners in their capacity as owners
Contributions of equity, net of transaction costs and tax	3,092,812	-	-	3,092,812
Retention rights issued during the year	-	-	50,000	50,000
	3,092,812	-	50,000	3,142,812
Balance at 30 June 2014	35,437,223	33,587,247	1,083,478	2,933,454

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

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 30 June 2014

		Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	Note	\$	\$
Cash flows from operating activities:
Receipts from customers		55,361	73,339
Payments to suppliers and employees		(715,998)	(565,694)
Interest received		25,668	31,924
Net cash (outflow) from operating activities	24	(634,969)	(460,431)
Cash flows from investing activities:
Purchase of property, plant and equipment		(1,858)	-
Proceeds from the disposal of exploration assets		-	27,500
Payments for exploration assets		(1,803,826)	(371,748)
Net cash (outflow) from investing activities		(1,805,684)	(344,248)
Cash flows from financing activities:
Proceeds from issue of shares		3,135,519	(15,796)
Net cash inflow (outflow) from financing activities		3,135,519	(15,796)
Net increase (decrease) in cash and cash equivalents		694,866	(820,475)
Cash and cash equivalents at beginning of year		404,420	1,224,895
Cash and cash equivalents at end of financial year	7	1,099,286	404,420

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

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 30 June 2014

Note 1 Summary of significant accounting policies

The principal accounting policies adopted in the preparation of these consolidated Financial Statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated. The Financial Statements are for the consolidated entity consisting of Tychean Resources Limited and its subsidiaries.

a) Basis of preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and interpretations issued by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001. Tychean Resources Limited is a for profit entity for the purpose of preparing the financial statements.

i) Compliance with IFRS

These consolidated financial statements also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

ii) New and amended standards adopted by the Group.

The Group has adopted the following revisions and amendments to AASB's issued by the Australian Accounting Standards Board and IFRS issued by the International Accounting Standards Board, which are relevant to and effective for the Group's financial statements for the annual period beginning 1 July 2013:

AASB 10 Consolidated Financial Statements;
AASB 12 Disclosure of Interests Other;
AASB 13 Fair Value Measurement; and
Management has reviewed the requirements of the above standards and has concluded that there was no effect on the classification or presentation of balances.

b) Basis of consolidation

The Group financial statements consolidate those of the Parent and all of its subsidiaries as of 30 June 2014. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of 30 June. All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.

Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary's profit or loss and net assets that is not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests.

c) Business combinations

Business combinations are accounted for by applying the acquisition method which requires an acquiring entity to be identified in all cases. The acquisition date under this method is the date that the acquiring entity obtains control over the acquired entity.

The fair value of identifiable assets and liabilities acquired are recognised in the consolidated financial statements at the acquisition date.

On the acquisition date the consideration transferred is compared with the fair value of the net identifiable assets acquired. The excess of consideration over the assets acquired is recorded as an exploration & evaluation asset.

d) Investments in associates and joint ventures

Associates are those entities over which the Group is able to exert significant influence but which are not subsidiaries.

A joint venture is an arrangement that the Group controls jointly with one or more other investors, and over which the Group has rights to a share of the arrangement's net assets rather than direct rights to underlying assets and obligations for underlying liabilities. A joint arrangement in which the Group has direct rights to underlying assets and obligations for underlying liabilities is classified as a joint operation.

Investments in associates and joint ventures are accounted for using the equity method. Interests in joint operations are accounted for by recognising the Group assets (including its share of any assets held jointly), its liabilities (including its share of any liabilities incurred jointly), its revenue from the sale of its share of the output arising from the joint operation, its share of the revenue from the sale of the output by the joint operation and its expenses (including its share of any expenses incurred jointly).

Any goodwill or fair value adjustment attributable to the Group's share in the associate or joint venture is not recognised separately and is included in the amount recognised as investment.

The carrying amount of the investment in associates and joint ventures is increased or decreased to recognise the Group's share of the profit or loss and other comprehensive income of the associate and joint venture, adjusted where necessary to ensure consistency with the accounting policies of the Group.

Unrealised gains and losses on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Group interest in those entities. Where unrealised losses are eliminated, the underlying asset is also tested for impairment.

e) Comparative amounts

Comparatives are consistent with prior years, unless otherwise stated.

Where a change in comparatives has also affected the opening retained earnings previously presented in a comparative period, an opening statement of financial position at the earliest date of the comparative period has been presented.

f) Income tax

The tax expense recognised in the profit or loss and other comprehensive income relates to current income tax expense plus deferred tax expense (being the movement in deferred tax assets and liabilities and unused tax losses during the year).

Current tax is the amount of income taxes payable (recoverable) in respect of the taxable profit (tax loss) for the year and is measured at the amount expected to be paid to (recovered from) the taxation authorities, using the tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is provided on temporary differences which are determined by comparing the carrying amounts of tax bases of assets and liabilities to the carrying amounts in the consolidated financial statements.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax consequences relating to a non-monetary asset carried at fair value are determined using the assumption that the carrying amount of the asset will be recovered through sale.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and losses can be utilised.

Current tax assets and liabilities are offset where there is a legally enforceable right to set off the recognised amounts and there is an intention either to settle on a net basis or to realise the asset and settle the liability simultaneously.

Deferred tax assets and liabilities are offset where there is a legal right to set off current tax assets against current tax liabilities and the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Current and deferred tax is recognised as income or an expense and included in profit or loss for the period except where the tax arises from a transaction which is recognised in other comprehensive income or equity, in which case the tax is recognised in other comprehensive income or equity respectively.

g) Leases

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

h) Revenue

Revenue is recognised when the amount of the revenue can be measured reliably, it is probable that economic benefits associated with the transaction will flow to the entity and specific criteria relating to the type of revenue as noted below, has been satisfied.

Revenue is measured at the fair value of the consideration received or receivable and is presented net of returns, discounts and rebates.

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

i) Goods and services tax (GST)

Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is not recoverable from the Australian Taxation Office (ATO).

Receivables and payable are stated inclusive of GST.

The net amount of GST recoverable from, or payable to, the ATO is included as part of receivables or payables in the statement of financial position.

Cash flows in the statement of cash flows are included 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 is classified as operating cash flows.

j) Property, plant and equipment

Each class of plant and equipment is carried at historical cost or fair value less, where applicable, any accumulated depreciation and impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Plant and equipment

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

Subsequent costs are included in the assets' carrying amounts or recognised as separate assets as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost can be measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during the financial year in which they are incurred.

Depreciation

The depreciable amount of all fixed assets is depreciated on a straight line basis over their useful lives to the Group commencing from the time the asset is held ready for use. The depreciation rates used for plant and equipment range from 12.5% to 40%.

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount (note 1(l)).

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the consolidated statement of comprehensive income. When revalued assets are sold, it is Group policy to transfer any amounts included in other reserves in respect of those assets to retained earnings.

k) Financial instruments

Financial instruments are recognised initially using trade date accounting, i.e. on the date that Group becomes party to the contractual provisions of the instrument.

On initial recognition, all financial instruments are measured at fair value plus transaction costs (except for instruments measured at fair value through profit or loss where transaction costs are expensed as incurred).

l) Impairment of non‑financial assets

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash generating units). Nonfinancial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.

m) Cash and cash equivalents

For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short term, highly liquid investments with original maturities of 12 months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Any bank overdrafts the Group have are shown within borrowings in current liabilities in the consolidated statement of financial position.

n) Employee benefits

Provision is made for the Group's liability for employee benefits arising from services rendered by employees to the end of the reporting period. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled.

Employee benefits expected to be settled more than twelve months after the end of the reporting period have been measured at the present value of the estimated future cash outflows to be made for those benefits. In determining the liability, consideration is given to employee wage increases and the probability that the employee may satisfy vesting requirements. Cashflows are discounted using market yields on national government bonds with terms to maturity that match the expected timing of cashflows. Changes in the measurement of the liability are recognised in profit or loss.

Employee benefits are presented as current liabilities in the statement of financial position if the Group does not have an unconditional right to defer settlement of the liability for at least 12 months after the reporting date regardless of the classification of the liability for measurement purposes under AASB 119.

o) Earnings per share

The Group presents basic and diluted earnings per share information for its ordinary shares.

Basic earnings per share is calculated by dividing the profit attributable to owners of the company by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share adjusts the basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

p) Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options which vest immediately are recognised as a deduction from equity, net of any tax effects.

q) Share based payments

The Group operates equity-settled share-based payment employee share and option schemes. The fair value of the equity to which employees become entitled is measured at grant date and recognised as an expense over the vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained as the market bid price. The fair value of options is ascertained using a Black-Scholes pricing model which incorporates all market vesting conditions. The amount to be expensed is determined by reference to the fair value of the options or shares granted, this expense takes in account any market performance conditions and the impact of any non-vesting conditions but ignores the effect of any service and non-market performance vesting conditions.

Non-market vesting conditions are taken into account when considering the number of options expected to vest. At the end of each reporting period, the Group revises its estimate of the number of options which are expected to vest based on the non-market vesting conditions. Revisions to the prior period estimate are recognised in profit or loss and equity.

r) Functional and presentation currency

The functional currency of each of the Group entities is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity's functional and presentation currency.

s) Exploration and development expenditure

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

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

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

t) Adoption of new and revised accounting standards During the current year, the following standards became mandatory and have been adopted retrospectively by the Group: AASB 10 Consolidated Financial Statements
¬ AASB 11 Joint Arrangements
¬ AASB 12 Disclosure of Interests in Other Entities
¬ AASB 13 Fair Value Measurement
¬ AASB 119 Employee Benefits
¬ AASB 127 Separate Financial Statements
¬ AASB 128 Investment in Associates and Joint Ventures
¬ AASB 2011-7 Amendments to Australian Accounting Standards arising from the Consolidation and Joint Arrangements Standards [AASB 1, 2, 3, 5, 7, 101, 107, 112, 118, 121, 124, 132, 133, 136, 138, 139, 1023 & 1038 and Interpretations 5, 9, 16 & 17]
¬ AASB 2012-9 Amendments to AASB 1048 arising from the Withdrawal of Australian Interpretation 1039
¬ AASB 2012-2 Amendments to Australian Accounting Standards ‑ Disclosures ‑ Offsetting Financial Assets and Financial Liabilities

The accounting policies have been updated to reflect changes in the recognition and measurement of assets, liabilities, income and expenses and the impact of adoption of these standards is discussed below.

AASB 10 Consolidated Financial Statements is effective for annual reporting periods beginning on or after 1 January 2013 and therefore the Group has applied it for the first time in these financial statements. AASB 10 includes a new definition of control, including additional guidance for specific situations such as control in a principal / agent situation and when holding less than majority voting rights may give control. AASB 10 supersedes the previous requirements of AASB 127 Consolidated and Separate Financial Statements and Interpretation 112 Consolidation ‑ Special Purpose Entities and resulted in consequential amendments to a number of other standards.

The Group has reviewed its investment in other entities to determine whether any changes were required to the consolidated entity under AASB 10. The composition of the consolidated entity is the same under AASB 10 and therefore there is no change to the reported financial position and performance.

AASB 11 Joint Arrangements replaces AASB 131 Interests in Joint Ventures and Interpretation 112 Jointly‑Controlled Entities ‑ Non‑monetary Contributions by Venturers as well as consequential amendments to a number of other standards. AASB 11 uses the revised definition of control from AASB 10 and once joint control is determined, then classifies joint arrangements as either joint ventures or joint operations. Joint ventures are accounted for using the equity method, proportionate consolidation is not permitted under AASB 11. Joint operations are accounted for by incorporating the venturer's share of assets, liabilities, income and expenses into the financial statements. There were no changes to the accounting for joint arrangements under AASB 11.

AASB 119 Employee benefits changes the basis for determining the income or expense relating to defined benefit plans and introduces revised definitions for short-term employee benefits and termination benefits.

The Group reviewed the annual leave liability to determine the level of annual leave which is expected to be paid more than 12 months after the end of the reporting period and determined that the annual leave liability is likely to be paid within the next 12 months.

Standards, amendments and interpretations to existing standards that are not yet effective and have not been adopted early by the group:

The accounting standards that have not been early adopted for the year ended 30 June 2014, but will be applicable to the group in future reporting periods, are detailed below. Apart from these standards, other accounting standards that will be applicable in future periods have been reviewed, however they have been considered to be insignificant to the group.

At the date of authorisation of these financial statements, certain new standards, amendments and interpretations to existing standards have been published but are not yet effective, and have not been adopted early by the group. Management anticipates that all of the relevant pronouncements will be adopted in the group accounting policies for the first period beginning after the effective date of the pronouncement. Information on new standards, amendments and interpretations that are expected to be relevant to the group financial statements is provided below.

Year ended 30 June 2015:

AASB 1031: Materiality AASB 2013-4, Novation of Derivatives and Continuation of Hedge Accounting AASB 2013-5, Investment Entities

AASB 2013-9, Conceptual Framework, Materiality and Financial Instruments

AASB 2014-1, Amendments to Australian Accounting Standards

These standards make changes to a number of existing Australian Accounting Standards and are not expected to result in a material change to the manner in which the Group financial result is determined or upon the extent of disclosures included in future financial reports.

Year ended 30 June 2017: Amendments to AASB 116 and AASB 138, Clarification of acceptable methods of depreciation and amortisation

This standard will clarify that revenue based methods to calculate depreciation and amortisation are not considered appropriate. This will not result in a change to the manner in which the Group financial result is determined as no such method is currently in use.

Year ended 30 June 2018: IFRS 15: Revenue from Contracts with Customers

This standard will change the timing and in some cases the quantum of revenue received from customers. IFRS 15 requires an entity to recognise revenue by identifying for each customer contract, the performance obligations in the contract and the transaction price. The transaction price is then allocated against the performance obligations in the contract with revenue recognised when (or as) the entity satisfies each performance obligation. Management are currently assessing the impact of the new standard but it is not expected to have a material impact on the financial performance or financial position of the consolidated entity.

Year ended 30 June 2019: AASB 9: Financial Instruments

This standard introduces new requirements for the classification and measurement of financial assets and liabilities. These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. The main changes are:

¬ Financial assets that are debt instruments will be classified based on (1) the objective of the entity's business model for managing the financial assets; and (2) the characteristics of the contractual cash flows.
¬ Allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income (instead of in profit or loss).
¬ Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument.
¬ Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases.
¬ Where the fair value option is used for financial liabilities the change in fair value is to be accounted by presenting changes in credit risk in other comprehensive income (OCI) and the remaining change in the statement of profit or loss.

This standard is not expected to result in a material change to the manner in which the Group financial result is determined or upon the extent of disclosures included in future financial reports although the Group will quantify the effect of the application of AASB 9 when the final standard, including all phases, is issued.

There are no other standards that are not yet effective and that are expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

u) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision makers. The chief operation decision maker has been identified as the Board of Directors.

v) Trade receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. Trade receivables are generally due for settlement within 30 days. They are presented as current assets unless collection is not expected for more than 12 months after the reporting date.

w)Key estimates

The preparation of the consolidated financial statements requires management to make estimates and judgments. These estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances.

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

i) Estimated impairment

The Group assesses impairment at each reporting date by evaluating conditions specific to the Group that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined. Value-in-use calculations performed in assessing recoverable amounts incorporate a number of key estimates.

ii) Exploration and evaluation

The Group policy for exploration and evaluation is discussed in note 1 (s). The application of this policy requires management to make certain assumptions as to future events and circumstances. Any such estimates and assumptions may change as new information becomes available. If, after having capitalised exploration and evaluation expenditure, management concludes that the capitalised expenditure is unlikely to be recovered by future sale or exploration, then the relevant capitalised amount will be written off through the statement of profit or loss. The related carrying amounts are disclosed in note 3.

Note 2 Revenue

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Other income
Royalties	55,361	73,339
Interest received	26,015	31,721
	81,376	105,060

Note 3 Expenses

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Profit before income tax from continuing operations includes the following expenses:
Finance
Finance costs	-	2,632
	-	2,632
Administration
Compliance	143,100	74,895
Consulting fees	60,000	60,000
Depreciation	1,118	663
Legal fees	2,977	(494)
Administration costs	226,302	155,170
Employment costs	335,602	299,331
	769,099	589,565
Exploration expenditure
General Exploration written off	32,556	112,113
	32,556	112,113
Impairment of assets
Capitalised exploration expenditure	33,052	4,464,753
	33,052	4,464,753
Disposal of assets
Loss on disposal of property, plant and equipment	-	404
Loss on disposal of exploration assets	-	2,566,954
	-	2,567,358

Note 4 Income tax expense

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
The major components of tax expense (income) comprise:
Deferred tax expense
Deferred tax	53,489	-
Income tax expense for continuing operations	53,489	-
	53,489	-

b) Reconciliation of income tax to accounting profit:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Prima facie profit from ordinary activities	(753,331)	(7,631,361)
Tax at the Australian tax rate of	30%	30%
Prima facie tax payable on ordinary activities	(225,999)	(2,289,408)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
– Other non-allowable items	15,686	15,175
Recognition of timing differences not brought to account	263,802	2,274,233
	53,489	-
Tax effect of:
Income tax attributable to entity	53,489	-

A deferred tax asset (DTA) of the timing differences has not been recognised as they do not meet the recognition criteria per AASB 112 Income Taxes. A DTA has not been recognised in respect of tax losses as realisation of the benefit is not regarded as probable.

The Group has net DTAs arising in Australia of \$8,973,258 (2013: \$9,562,288) that are available for offset indefinitely against future taxable profits of the companies in which the losses arose.

The tax rates applicable to each potential tax benefit are as follows:

¬ timing differences – 30%;

¬ tax losses – 30%.

Note 5 Business combinations

On 23 August 2013, the parent entity acquired a 100% interest of Valley Floor Resources Pty Ltd and resulted in Tychean Resources Ltd obtaining control of Valley Floor Resources Pty Ltd. The following table shows the assets acquired, liabilities assumed and the purchase consideration at the acquisition date.

	Fair value
	\$
Purchase consideration:
– Equity instruments	150,000
Total purchase consideration	150,000
Assets or liabilities acquired:
Cash	1,028
Receivables	140
Exploration and evaluation assets	8,215
Total net identifiable assets	9,383
Identifiable assets acquired and liabilities assumed	9,383
Consideration	150,000
Less: Identifiable assets acquired	9,383
Exploration and evaluation	140,617

Revenue of Valley Floor Resources Pty Ltd included in the consolidated revenue of the Group since the acquisition date on 23 August 2013 amounted to \$16 with a loss of \$(730).

Had the results of Valley Floor Resources Pty Ltd been consolidated from 1 July 2013, revenue of the Group would have been \$81,382 and consolidated loss would have been \$(807,434) for the year ended 30 June 2014.

Note 6 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.

The Group is managed primarily on the basis of geographical area of interest as the diversification of the Group operations inherently have notably different risk profiles and performance assessment criteria. Operating segments are therefore determined on the same basis.

Reportable segments disclosed are based on aggregating operating segments where the segments are considered to have similar economic characteristics and are also similar with respect to the following:

geographical location; and
any external regulatory requirements.

Basis of accounting for purposes of reporting by operating segments

a) Accounting policies adopted

Unless stated below, 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) Segment performance

Year ended 30 June 2014	Spargoville	Suplejack	Valley Floor Resources	South East Energy	Billa Kalina Copper	Other	Total
	\$	\$	\$	\$	\$	\$	\$
Segment revenue	-	-	-	-	-	-	-
Adjusted EBITDA	(14,117)	-	-	-	-	(18,935)	(33,052)
Cost of goods sold	-	-	-	-	-	-	-
Impairment	(14,117)	-	-	-	-	(18,935)	(33,052)
Segment assets	1,377,359	233,127	381,892	-	-	-	1,992,378
Segment asset movements for the period
Acquisition of tenements	400,000	-	140,617	-	-	8,215	548,832
Capital expenditure	987,662	9,070	241,275	-	-	10,720	1,248,727
Impaired	(14,117)	-	-	-		(18,935)	(33,052)
Total movement for the year	1,373,545	9,070	381,892	-		-	1,764,507
Segment assets							1,992,378
Unallocated assets							1,167,027
Total assets							3,159,405
Segment liabilities							-
Unallocated liabilities							225,951
Total liabilities							225,951

Year ended 30 June 2013	Spargoville	Suplejack	Valley Floor Resources	South East Energy	Billa Kalina Copper	Other	Total
	\$	\$	\$	\$	\$	\$	\$
Segment revenue	-	-	-	-	-	-	-
Adjusted EBITDA	-	-	-	(4,446,996)	(2,401,502)	(183,209)	(7,031,707)
Cost of goods sold	-	-	-	-	-	-	-
Impairment	-	-	-	(4,446,996)	-	(17,757)	(4,464,753)
Loss on disposal	-	-	-	-	(2,401,502)	(165,452)	(2,566,954)
Segment assets	3,814	224,056	-	-	-	-	227,870
Segment asset movements for the period
Proceeds from the disposal of exploration assets	-	-	-	-	(27,500)	-	(27,500)
Capital expenditure	3,814	54,843	-	84,806	41,187	73,531	258,181
Impaired	-	-	-	(4,446,996)	-	(17,757)	(4,464,753)
Loss on disposal of exploration assets	-	-	-	-	(2,401,502)	(165,452)	(2,566,954)
Total movement for the year	3,814	54,843	-	(4,362,190)	(2,387,815)	(109,678)	(6,801,026)
Segment assets							1,992,378
Unallocated assets							1,167,027
Total assets							3,159,405
Segment liabilities							-
Unallocated liabilities							225,951
Total liabilities							225,951

c) Adjusted EBITA

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Allocated
Reconciliation of segment liabilities	(33,052)	(7,031,707)
Unallocated
Interest revenue	26,015	31,721
Other revenue	55,361	73,339
Marketing expenses	(5,383)	(341)
Administrative expenses	(763,716)	(589,225)
Finance costs	-	(2,632)
General exploration	(32,556)	(112,113)
Loss on disposal	-	(403)
Profit before income tax	(753,331)	(7,631,361)
Income tax	(53,489)	-
Profit after income tax	(806,820)	(7,631,361)

d) Segment revenues

Segment revenue reconciles to total revenue from continuing operations as follows:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Total segment revenue
Interest revenue	26,015	31,721
Other revenue	55,361	73,339
Total revenue from continuing operations	81,376	105,060

e) Segment assets

Reportable segments' assets are reconciled to total assets as follows:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Allocated
Segment assets	1,992,378	227,870
Unallocated
Cash and cash equivalents	1,099,286	404,420
Trade and other receivables	55,982	11,083
Other current assets	9,586	9,021
Property, plant and equipment	2,173	3,291
Total assets	3,159,405	655,685

f) Segment liabilities

Reportable segments' liabilities are reconciled to total liabilities as follows:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Allocated
Segment liabilities
Unallocated
Trade and other payable	222,020	115,662
Provisions	3,931	3,483
Total liabilities	225,951	119,145

Note 7 Cash and cash equivalents

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Cash at bank and in hand	1,099,286	86,804
Short-term bank deposits	-	317,616
	1,099,286	404,420

Note 8 Trade and other receivables

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
CURRENT
Trade receivables	3,724	-
	3,724	-
GST receivable	43,917	-
Other receivables	8,341	11,083
Total current trade and other receivables	55,982	11,083

The carrying value of trade receivables is considered a reasonable approximation of fair value due to the short-term nature of the balances.

The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable in the financial statements.

Past due but not impaired

As at 30 June 2014 there were no material trade and other receivables that were considered to be past due or impaired (2013: Nil).

Note 9 Property, plant and equipment

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
PLANT AND EQUIPMENT
Property, plant and equipment
At cost	4,999	4,999
Accumulated depreciation	(2,826)	(1,708)
Total property, plant and equipment	2,173	3,291

a) Movements in carrying amounts of property, plant and equipment

Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current financial year:

Consolidated		Computer equipment	Computer software	Total
		\$	\$	\$
Year ended 30 June 2014
Balance at the beginning of year		3,065	226	3,291
Depreciation		(1,037)	(81)	(1,118)
Balance at the end of the year		2,028	145	2,173

Consolidated	Furniture, fixtures and fittings	Computer equipment	Computer software	Total
	\$	\$	\$	\$
Year ended 30 June 2013
Balance at the beginning of year	498	1,916	86	2,500
Additions	-	1,631	227	1,858
Disposals	(404)	-	-	(404)
Depreciation	(94)	(482)	(87)	(663)
Balance at the end of the year	-	3,065	226	3,291

Note 10 Other assets

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
CURRENT
Prepayments	9,586	9,021
Total other assets	9,586	9,021

Note 11 Exploration, evaluation and development assets

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Exploration and evaluation	1,992,378	227,870
2014		Exploration and evaluation
		\$
Balance at beginning of the year		227,870
Acquisition costs		548,832
Expenditure incurred		1,248,727
Exploration expenditure impaired		(33,051)
Balance at end of the year		1,992,378
2013		Exploration and evaluation
		\$
Balance at beginning of the year		7,028,896
Proceeds from disposal of exploration asset		(27,500)
Expenditure incurred		258,181
Exploration expenditure impaired		(4,464,753)
Loss on disposal of exploration assets		(2,566,954)
Balance at end of the year		227,870

The recoverability of the carrying amount of the exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.

Note 12 Trade and other payables

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
CURRENT
Unsecured liabilities
Trade payables	97,820	20,126
Employee benefits	21,137	2,580
Unissued shares	71,000	-
Other payables and accrued expenses	32,063	31,380
Total current liabilities	222,020	54,086

All amounts are short term and the carrying values are considered to be a reasonable approximation of fair value.

Note 13 Employee benefits

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Current liabilities
Opening balance	4,137	3,483
Additional provisions	20,829	19,311
Amounts used	(21,035)	(18,657)
Closing balance	3,931	4,137

Note 14 Issued capital

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Ordinary shares	35,437,223	32,394,411

a) Ordinary shares

Date		Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
		No.	\$
1 July 2013	At the beginning of the reporting period	629,227,041	32,344,411
27 August 2013	Consideration for acquisition of Spargoville Project	133,333,334	400,000
27 August 2013	Consideration for acquisition of Valley Floor Resources	49,999,999	150,000
19 September 2013	Rights issue subscriptions	239,477,560	718,433
4 October 2013	Shortfall under rights issue	302,230,107	906,690
1 November 2013	Exercise of options	312,735	1,876
4 December 2013	Exercise of options	8,960	54
21 January 2014	Exercise of options	216,152	1,297
5 February 2014	Exercise of options	71,556	430
28 April 2014	Exercise of options	133,334	800
16 May 2014	Vesting of retention rights	10,000,000	--
29 May 2014	Rights issue subscriptions	136,500,005	409,500
12 June 2014	Exercise of options	17,334	104
30 June 2014	Rights issue subscriptions	209,478,755	628,436
	Less: transaction costs arising on share issue (net of tax effect)	-	(124,808)
30 June 2014	At the end of the reporting period	1,711,006,872	35,437,223

Capital management

Management controls the capital of the Group in order to maintain generate long-term shareholder value and ensure that the Group can fund its operations and continue as a going concern.

The Group has no debt capital. The Group is not subject to any externally imposed capital requirements.

Management effectively manages the Group capital by assessing the Group financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders and share issues.

b) Options

i) For information relating to the Tychean Resources Ltd employee option plan, including details of options issued, exercised and lapsed during the financial year and the options outstanding at year-end, refer to Note 24 Share-based payments.
ii) For information relating to share options issued to key management personnel during the financial year, refer to Note 24 and the remuneration report.

Note 15 Earnings per share

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
a) Basic earnings per share
Loss attributable to the ordinary equity holders	(806,820)	(7,631,361)
Weighted average number of shares outstanding during the year	1,211,032,184	629,199,030
Basic earnings per share (cents)	(0.067)	(1.213)
b) Basic earnings per share from continuing operations
Loss attributable to the ordinary equity holders from continuing operations	(806,820)	(7,631,361)
Weighted average number of shares outstanding during the year	1,211,032,184	629,199,030
Basic earnings per share from continuing operations(cents)	(0.067)	(1.213)
c) Dilutive earnings per share
Loss attributable to the ordinary equity holders	(806,820)	(7,631,361)
Weighted average number of shares outstanding during the year	1,211,032,184	629,199,030
Dilutive earnings per share (cents)	(0.067)	(1.213)
d) Dilutive earnings per share from continuing operations
Loss attributable to the ordinary equity holders from continuing operations	(806,820)	(7,631,361)
Weighted average number of shares outstanding during the year	1,211,032,184	629,199,030
Dilutive earnings per share from continuing operations (cents)	(0.067)	(1.213)

Note 16 Capital and leasing commitments

a) Contractual commitments

In order to maintain current rights of tenure to exploration tenements, the Group will be required to outlay amounts totalling approximately \$826,000 during the year ended 30 June 2015 (2014: \$37,750) in respect of tenement lease rentals and to meet minimum expenditure requirements. As at 12 September 2014, the majority of these costs have already been met.

Note 17 Financial risk management

The Group is exposed to a variety of financial risks through its use of financial instruments.

This note discloses the Group objectives, policies and processes for managing and measuring these risks.

The Group overall risk management plan seeks to minimise potential adverse effects due to the unpredictability of financial markets.

The Group does not speculate in financial assets.

The most significant financial risks to which the Group is exposed to are described below:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Financial assets
Cash and cash equivalents	1,099,286	404,420
Receivables	55,982	11,083
Total financial assets	1,155,268	415,503
Financial liabilities
Financial liabilities at amortised cost
– Trade and other payables	222,020	54,086

Total financial liabilities 222,020 54,086

Specific risks

– Market risk - currency risk, cash flow interest rate risk and price risk

Credit risk
Liquidity risk

Financial instruments used

The principal categories of financial instrument used by the Group are:

Trade receivables
Cash at bank
Trade and other payables

Objectives, policies and processes

Specific information regarding the mitigation of each financial risk to which Group is exposed is provided below.

Liquidity risk

Liquidity risk arises from the Group management of working capital

It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.

The Group policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. The Group maintains cash to meet its liquidity requirements for up to 30-day periods.

The Group manages its liquidity needs by carefully monitoring long-term financial liabilities as well as cash-outflows due in day-to-day business.

Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for an 180-day and a 360-day period are identified monthly.

At the reporting date, these reports indicate that the Group expected to have sufficient liquid resources to meet its obligations under all reasonably expected circumstances and will not need to draw down any of the financing facilities.

The table/s below reflect maturity analysis for financial assets.

		No later than 1 month	1-3 months		3 months to 1 year			1 to 5 Years	Total
	2014 \$	2013 \$	2014 \$	2013 \$	2014 \$	2013 \$	2014 \$	2013 \$	2014 \$	2013 \$
Financial assets ‑ cash flows realisable
Cash and cash equivalents	1,099,286	404,420	-		-		-
Trade, term and loans receivables	55,982	11,083	-		-		-
Total anticipated outflows	1,155,268	415,503	-		-		-

Market risk

i) Foreign currency sensitivity

All of the Group transactions are carried out in Australian Dollars, therefore the Group is not exposed to foreign exchange risk.

ii) Cash flow interest rate sensitivity

The Group is exposed to interest rate risk

The following table illustrates the sensitivity of the net result for the year and equity to a reasonably possible change in interest rates of +2.00% and -2.00% (2013: +2.00%/-2.00%), with effect from the beginning of the year. These changes are considered to be reasonably possible based on observation of current market conditions.

The calculations are based on the financial instruments held at each reporting date. All other variables are held constant.

	30 June 2014 +2.00%	30 June 2014 -2.00%	30 June 2013 +2.00%	30 June 2013 -2.00%
	\$	\$	\$	\$
Cash and cash equivalents
Net results	21,986	21,986	8,088	8,088
Equity	(21,986)	(21,986)	(8,088)	(8,088)

Borrowings

Equity - -

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group.

Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with banks and financial institutions, as well as credit exposure to wholesale and retail customers, including outstanding receivables and committed transactions.

Management considers that all the financial assets that are not impaired for each of the reporting dates under review are of good credit quality, including those that are past due.

The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.

Net fair values

Fair value estimation

The fair values of financial assets and financial liabilities are presented in the following table and can be compared to their carrying values as presented in the consolidated statement of financial position. Fair values are those amounts at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction.

Fair values derived may be based on information that is estimated or subject to judgement, where changes in assumptions may have a material impact on the amounts estimated. Areas of judgement and the assumptions have been detailed below. Where possible, valuation information used to calculate fair value is extracted from the market, with more reliable information available from markets that are actively traded. In this regard, fair.

	30 June 2014 Net carrying value	30 June 2014 Net fair value	30 June 2013 Net carrying value	30 June 2013 Net fair value
	\$	\$	\$	\$
Financial assets
Cash and cash equivalents	1,099,286	1,099,286	404,420	404,420
Trade and other receivables	55,982	55,982	11,083	11,083
Total financial assets	1,155,268	1,155,268	415,503	415,503
Financial liabilities
Trade and other payables	222,020	222,020	54,086	54,086
Total financial liabilities	222,020	222,020	54,086	54,086

Note 18 Dividends

There were no dividends paid during the year (2013: nil).

Note 19 Key management personnel disclosures

Key management personnel remuneration included within employee expenses for the year is shown below:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Short-term employee benefits	375,955	346,028
Post-employment benefits	33,751	30,768
Share-based payments	50,000	50,000
Total remuneration	459,706	426,796

The Remuneration Report contained in the Directors' Report contains details of the remuneration paid or payable to each member of the Group's key management personnel for the year ended 30 June 2014.

Other key management personnel transactions

For details of other transactions with key management personnel, refer to Note 23: Related Party Transactions.

Note 20 Remuneration of auditors

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Remuneration of the auditor of the parent entity, Grant Thornton (Australia), for:
– auditing or reviewing the financial report	34,452	27,900

Note 21 Deed of cross-guarantee

The Parent entity has not entered into any guarantees, in the current or previous financial year, in relation to the debts of its subsidiaries.

Note 22 Contingent liabilities

In the opinion of the Directors, the Group did not have any contingent liabilities at 30 June 2014.

The Group previously had a contingent liability in relation to stamp duty payable on the acquisition of South East Energy Ltd. In February 2014 Revenue SA determined that there was no liability for duty.

Note 23 Related parties

a) The Group's main related parties are as follows:

i) Key management personnel:

Any person(s) having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity are considered key management personnel.

For details of remuneration disclosures relating to key management personnel, refer to Note 18: Interests of Key Management Personnel (KMP) and the remuneration report in the Directors' Report.

There were no other transactions with KMP and their related entities.

ii) Subsidiaries:

The consolidated financial statements include the financial statements of Tychean Resources Ltd and the following subsidiaries:

Name of subsidiary	% ownership interest 30 June 2014	% ownership interest 30 June 2013
Eromanga Uranium Resources Pty Ltd	100.0	100.0
South East Energy Ltd	100.0	100.0
Tychean Tanami Pty Ltd (previously ERO Metals Pty Ltd)	100.0	100.0
Valley Floor Resources Pty Ltd (acquired 23 August 2013 via the issue of 50,000,000 fully paid ordinary shares)	100.0	0.0

b) Balances to related parties

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
CURRENT
Amount payable to:
– key management personnel related entities	10,000	-

iii) Other related parties:

The consolidated financial statements include the following payments to DMAW Lawyers for the company secretarial services of Mr Nelson:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Company secretarial fees	25,075	16,152

Note 24 Cash flow information

a) Reconciliation of result for the year to cashflows from operating activities Reconciliation of net income to net cash provided by operating activities:

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
(Loss) for the year	(806,820)	(7,631,361)
Cash flows excluded from profit attributable to operating activities
Non-cash flows in profit:
– depreciation	1,118	663
– loss on disposal of property, plant and equipment	-	404
– loss on disposal of exploration assets	-	2,566,954
– exploration and evaluation expenditure written off	32,556	112,113
– income tax expense	53,489	-
– share based payments	50,000	50,000
– impairment loss	33,052	4,464,753
Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries:
– (increase)/decrease in trade and other receivables	(9,462)	423
– (increase)/decrease in prepayments	(565)	(1,049)
– (increase)/decrease in other assets	(36,768)	339
– increase/(decrease) in trade and other payables	48,637	(24,324)
– increase/(decrease) in provisions	(206)	654
Cashflow from operations	(634,969)	(460,431)

Note 25 Share-based payments

i) Employee options

On 4 February 2009 1,205,000 options were issued to employees under the Group's Employee Share Option Plan. The options were exercisable at 2.8 cents on or before 3 February 2014. There were 441,666 options outstanding as at 30 June 2013. All of these options expired during the year ended 30 June 2014.

ii) Retention rights

The Group granted Joseph Houldsworth 20,000,000 retention rights pursuant to his appointment as Managing Director of Tychean Resources Ltd (previously ERO Mining Ltd) on 14 May 2013. 50% of the rights vested on the first anniversary of employment and 50% of the rights will vest on the second anniversary of employment. Upon vesting, 1 ordinary share in Tychean Resources Ltd is issued for each right for no consideration.

2014 Grant Date	Exercise price	Start of the year	Granted during the year	Exercised during the year	Forfeited during the year	Balance at the end of the year	Vested and exercisable at year end
14 May 2013	-	20,000,00	-	(10,000,000)-		10,000,000	-
2013 Grant Date	Exercise price	Start of the year	Granted during the year	Exercised during the year	Forfeited during the year	Balance at the end of the year	Vested and exercisable at year end
14 May 2013	-	-	20,000,000	-		20,000,000	-

The fair value of the options granted to employees is deemed to represent the value of the employee services received over the vesting period.

The values were calculated by using a Black-Scholes option pricing model applying the following inputs:

Weighted average fair value (\$)	0.005
Weighted average exercise price (\$)	0.000
Underlying share price (\$)	0.005
Expected share price volatility	100.50%
Risk-free interest rate	2.54%

The life of the rights is based on the days remaining until expiry. Volatility is based on historical share prices. The retention rights have a value of \$0.005 per retention right.

Note 26 Events occurring after the reporting date

Capital raising

Subsequent to the end of the 2014 financial year, the Company undertook a capital raising of up to \$1.9 million comprising:

A placement ("Placement") of approximately 136.5 million fully paid ordinary shares at \$0.003 per share to raise approximately \$0.4 million, with 1 free option being issued for every 2 new shares subscribed for under the Placement; and
A non-renounceable 1 for 3 entitlement issue ("Entitlement Issue" or "Offer") at \$0.003 per share to raise up to approximately \$1.5 million, with 1 free option being issued for every 2 new shares subscribed for under the Entitlement Issue.

The options issued under the Placement and Entitlement Issue are exercisable at \$0.006 on or before 30 June 2015 ("New Options"). The Company has applied for official quotation of the New Options.

Proceeds to be used primarily to advance exploration activity at the Spargoville and Valley Floor Gold Projects.

Exploration

An RC Drilling Program commenced in July 2014, returned significant High Grade Gold results from the Redback Prospect which were released to the market on 1 September 2014.

De‑registration of subsidiaries

Except for the above, no other matters or circumstances have arisen since the end of the financial year which significantly affected or could significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years.

Note 27 Parent entity

	Consolidated year ended 30 June 2014	Consolidated year ended 30 June 2013
	\$	\$
Statement of financial position
Assets
Current assets	1,163,880	652,395
Non-current assets	1,995,719	3,291
Total assets	3,159,599	655,686
Liabilities
Current liabilities	225,950	58,224
Total liabilities	225,950	58,224
Equity
Issued capital	35,437,223	32,344,411
Retained earnings/ (losses)	(33,587,052)	(32,780,427)
Option reserve	1,083,478	1,033,478
Total equity	2,934,049	597,462
Statement of profit or loss and other comprehensive income
Total profit or loss for the year	(798,661)	(7,631,361)

Total comprehensive income (798,661) (7,631,361)

Note 28 Company details

The registered office of and principal place of business of the company is:

Tychean Resources Ltd

Level 3, 100 Pirie Street

Adelaide, South Australia 5000

Email: [email protected]

Note 29 Going concern

The financial report has been prepared on the basis of going concern.

The cash flow projections of the Group indicate that it will require positive cash flows from additional capital for continued operations. The Group incurred a loss of \$806,820 (2013: \$7,631,361) and operations were funded by a net cash outlay of \$694,866.

The Group's ability to continue as a going concern is contingent on obtaining additional capital. If additional capital is not obtained, the going concern basis may not be appropriate, with the result that the consolidated entity may have to realise its assets and extinguish its liabilities, other than in the ordinary course of business and in amounts different from those stated in the financial report. No allowance for such circumstances has been made in the financial report.

DIRECTORS' DECLARATION

The directors of the Group declare that:

1. the consolidated financial statements and notes for the year ended 30 June 2014 are in accordance with the Corporations Act 2001 and:
a. comply with Accounting Standards, which, as stated in accounting policy note 1 to the financial statements, constitutes explicit and unreserved compliance with International Financial Reporting Standards (IFRS); and
b. give a true and fair view of the financial position and performance of the consolidated group;
1. the Chief Executive Officer and Chief Finance Officer have given the declarations required by Section 295A that:
a. the financial records of the Groups for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001;
b. the financial statements and notes for the financial year comply with the Accounting Standards; and
c. the financial statements and notes for the financial year give a true and fair view.
1. in the directors' opinion, there are reasonable grounds to believe that the consolidated group will be able to pay its debts as and when they become due and payable.

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

ROBERT MICHAEL KENNEDY Chairman

Dated this 30th day of September 2014

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS

30 June 2014

Level 1, 67 Greenhill Rd Wayville SA 5034

Correspondence to: GPO Box 1270 Adelaide SA 5001

Level 1, T 61 8 8372 6666 F 61 8 8372 6677 E [email protected] W www.grantthornton.com.au

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TYCHEAN RESOURCES LIMITED

Report on the financial report

W www.grantthornton.com.au AUDITOR'S INDEPENDENCE DECLARATION TO THE DIRECTORS OF ERO MINING LIMITED In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Ero Mining Limited for the year ended 30 June 2012, I declare that, We have audited the accompanying financial report of Tychean Resources Limited (the "Company"), which comprises the consolidated statement of financial position as at 30 June 2014, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information and the directors' declaration of the consolidated entity comprising the Company and the entities it controlled at the year's end or from time to time during the financial year.

to the best of my knowledge and belief, there have been: Directors' responsibility for the financial report

a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and b no contraventions of any applicable code of professional conduct in relation to the audit. The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001. The Directors' responsibility also includes such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. The Directors also state, in the notes to the financial report, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, the financial statements comply with International Financial Reporting Standards.

Auditor's responsibility

GRANT THORNTON SOUTH AUSTRALIAN PARTNERSHIP Chartered Accountants Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require us to comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

Partner 'Grant Thornton' refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another's acts or omissions. In the Australian context only, the use of the term 'Grant Thornton' may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

Adelaide, 27 September 2012 Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error.

In making those risk assessments, the auditor considers internal control relevant to the Company's preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.

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

Independence

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

Auditor's opinion

In our opinion:

a the financial report of Tychean Resources Limited is in accordance with the Corporations Act 2001, including:
i giving a true and fair view of the consolidated entity's financial position as at 30 June 2014 and of its performance for the year ended on that date; and
ii complying with Australian Accounting Standards and the Corporations Regulations 2001; and
b the financial report also complies with International Financial Reporting Standards as disclosed in the notes to the financial statements.

Material uncertainty regarding continuation as a going concern

Without qualifying our opinion, we draw attention to Note 29 in the financial report which indicates that the consolidated entity incurred a net loss of \$806,820 during the year ended 30 June 2014 and, as of that date, the consolidated entity's cash outlay equates to \$694,866. These conditions, along with other matters as set forth in Note 29, indicate the existence of a material uncertainty which may cast significant doubt about the consolidated entity's ability to continue as a going concern and therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the normal course of business, and at the amounts stated in the financial report.

Report on the remuneration report

We have audited the remuneration report included in the directors' report for the year ended 30 June 2014. The Directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.

Auditor's opinion on the remuneration report

In our opinion, the remuneration report of Tychean Resources Limited for the year ended 30 June 2014, complies with section 300A of the Corporations Act 2001.

GRANT THORNTON AUDIT PTY LTD Chartered Accountants

S J Gray Partner – Audit & Assurance

Adelaide, 30 September 2014

ASX ADDITIONAL INFORMATION

The information set out below is current as at 7 October 2014

A DISTRIBUTION OF EQUITY SECURITIES

Ordinary shares

Category	Number of holders
1 – 1,000	77
1,001 – 5,000	163
5,001 – 10,000	368
10,001 – 100,000	872
100,001 and over	976

There are 1,746 holders of less than a marketable parcel of ordinary shares. At a share price of \$0.002 each, an unmarketable parcel is 250,000 shares.

Listed options over ordinary shares

Category	Number of holders
1 – 1,000	21
1,001 – 5,000	89
5,001 – 10,000	41
10,001 – 100,000	199
100,001 and over	133

Unlisted rights over ordinary shares

Category	Number of holders
1 – 1,000	0
1,001 – 5,000	0
5,001 – 10,000	0
10,001 – 100,000	0
100,001 and over	1

B EQUITY SECURITY HOLDERS

Quoted equity securities

The Company had 2,003,631,090 fully paid ordinary shares on issue.

The names of the twenty largest holders of shares are listed below.

Name	Number of shares held	Percentage of issued shares
Ramelius Resources Ltd	133,333,334	6.65
Triple Eight Gold Pty Ltd	97,000,003	4.84
Hawgood Pty Ltd	93,986,224	4.69
RMK Super Pty Ltd	67,833,334	3.39
Canela Holdings Pty Ltd	47,000,001	2.35
Maximus Resources Limited	44,607,143	2.23
Silen Pty Ltd	31,517,858	1.57
Mr Glen Coutinho	28,888,890	1.44
Aloren (No 148) Pty Ltd	28,022,857	1.40
Lone Hand & Associates Pty Ltd	26,888,890	1.34
Mr Ewan John Vickery and Mrs Helen Caroline Vickery	26,666,666	1.33
South Australian Resource Investments Pty Ltd	26,354,523	1.32
Octifil Pty Ltd	25,666,666	1.28
Locantro Speculative Investments Ltd	20,000,000	1.00
Aurelius Resources Pty Ltd	19,110,000	0.95
N & B New Horizons Pty Ltd	18,540,556	0.93
Corporate Property Services Pty Ltd	18,333,337	0.92
SEU Pty Ltd	17,250,169	0.86
Chesser Investments Pty Ltd	16,666,667	0.83
Mr Timothy Peter Cruse and Mrs Amanda Edwina Cruse	16,666,667	0.83
Total	804,333,785	40.14

The Company had 318,377,280 options over ordinary shares on issue.

The names of the twenty largest holders of options are listed below.

Name	Number of shares held	Percentage of issued shares
Hawgood Pty Ltd	23,456,612	7.37
Triple Eight Gold Pty Ltd	21,000,002	6.60
Octifil Pty Ltd	20,999,999	6.60
Corporate Property Services Pty Ltd	16,666,669	5.23
Mr Bin Liu	15,000,000	4.71
Mr Glen Coutinho	11,944,446	3.75
Tomreda Pty Ltd	11,166,666	3.51
Canela Holdings Pty Ltd	11,138,891	3.50
Mrs Wendy Whiting	10,333,334	3.25
Orca Capital GMBH	9,638,890	3.03
Mr Timothy Peter Cruse and Mrs Amanda Edwina Cruse	8,333,334	2.62
Mr Bin Liu	8,000,000	2.51
Dimarca Pty Ltd	7,000,001	2.20
Mr Luke Charles Anderson	7,000,000	2.20
Mr Christopher Brycki	6,000,000	1.88
Mr Stig Hakan Hellsing and Mrs Patricia Anne Hellsing	5,333,336	1.68
Mr David Allan Keron	5,000,000	1.57
Mr Brett William McKeown and Mrs June Margaret McKeown	5,000,000	1.57
Mr Darcy James McKeown and Mrs Beverly Kay McKeown	5,000,000	1.57
Mr Ewan John Vickery and Mrs Helen Caroline Vickery	4,500,000	1.41
Total	212,512,180	66.75

C SUBSTANTIAL HOLDERS

Substantial holders in the Company are set out below.

Name	Number of shares held	Percentage of issued shares
Mr Robert Michael Kennedy and associates	166,833,357	8.33
Ramelius Resources Ltd	133,333,334	6.65
Hawgood Pty Ltd and associates	126,875,114	6.33

D VOTING RIGHTS

The voting rights attaching to each class of equity securities are set out below:

a) Ordinary shares

On a show of hands every member present at a meeting in person or by proxy shall have one vote and on a poll each share shall have one vote.

b) Options

No voting rights.

c) Rights

No voting rights.

E ON-MARKET BUY-BACK

There is no current on-market buy-back.

AI assistant

DREADNOUGHT RESOURCES LTD — Annual Report 2014

64785_rns_2014-10-16_4135c5a3-a756-44ad-85e6-1864fd4b036a.pdf

TYCHEAN RESOURCES LIMITED

DIRECTORS

COMPANY SECRETARY Justin Paul Nelson

REGISTERED AND PRINCIPAL OFFICE

SOLICITOR DMAW Lawyers

SHARE REGISTRY

AUDITOR

STOCK EXCHANGE LISTING

WEBSITE

Compliance statements

DISCLAIMER

COMPETENT PERSON

CONTENTS

CHAIRMAN'S REPORT

Dear fellow shareholders,

MANAGING DIRECTOR'S REPORT

EXPLORATION OVERVIEW

WESTERN AUSTRALIAN GOLD PROJECT

SPARGOVILLE GOLD PROJECT

Work completed at Spargoville during the reporting period

Summary of drilling

GOLDEN ORB – SUBSEQUENT TO THE REPORTING PERIOD

REDBACK PROSPECT

CORE FARM PALEOCHANNEL

5B DEPOSIT

VALLEY FLOOR PROJECT (100% interest)

NORTHERN TERRITORY GOLD PROJECTS

TANAMI PROJECT

Farm-in and JV Agreement

TENEMENT SCHEDULE

FINANCIAL STATEMENTS

DIRECTORS' REPORT

Directors

Robert Michael Kennedy

Joseph Fred Houldsworth

Ewan John Vickery

PRINCIPAL ACTIVITIES

DIVIDENDS

OPERATING RESULTS AND FINANCIAL POSITION

Review of operations

CORPORATE

PROJECTS

MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR

FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGY

ENVIRONMENTAL REGULATION

INFORMATION ON DIRECTORS

Robert Michael Kennedy

Experience and expertise

Independence

Other current directorships

Former directorships in the last 3 years

Joseph Houldsworth

Experience and expertise

Ewan John Vickery

Experience and expertise

Other current directorships

Ian Roy Witton

Other current directorships

COMPANY SECRETARY

Justin Paul Nelson

Experience and expertise

MEETINGS OF DIRECTORS

INDEMNIFICATION AND INSURANCE OF OFFICERS

INSURANCE PREMIUMS

PROCEEDINGS ON BEHALF OF THE GROUP

NON‑AUDIT SERVICES

Remuneration report – audited

A Principles used to determine the nature and amount of remuneration

Voting and comments made at the company's 2013 Annual General Meeting

B Details of remuneration

Key management personnel of the Group and other executives of the Company and the Group

C Service agreements

D Share-based compensation

Shares issued on exercise of remuneration options

Options granted as remuneration

Shares issued on exercise of remuneration options

Directors' interests in shares and options

DREADNOUGHT RESOURCES LTD Annual Report 2014